Guided Therapeutics (GTHP) 10-Q/A 5 Nov 20 2020 Q3 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2020	Nov. 01, 2020
Cover [Abstract]
Entity Registrant Name	GUIDED THERAPEUTICS INC
Entity Central Index Key	0000924515
Document Type	10-Q/A
Document Period End Date	Sep. 30, 2020
Amendment Flag	true
Amendment Description	For the purposes of XBRL.
Current Fiscal Year End Date	--12-31
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Shell Company	false
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Entity File Number	0-22179
Entity Common Stock, Shares Outstanding		13,096,189
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2020

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
CURRENT ASSETS:
Cash and cash equivalents	$ 581	$ 899
Accounts receivable, net of allowance for doubtful accounts of $126 and $114 at September 30, 2020 and December 31, 2019, respectively	1	13
Inventory, net of reserves of $827 and $831 at September 30, 2020 and December 31, 2019, respectively	53	48
Deposits on inventory	493	0
Other current assets	110	70
Total current assets	1,238	1,030
NONCURRENT ASSETS:
Property and equipment, net	1	0
Lease right-of-use asset, net of amortization	61	132
Other assets	0	18
Total noncurrent assets	62	150
Total assets	1,300	1,180
CURRENT LIABILITIES:
Note payable in default, related parties	1	349
Note payable in default	318	427
Short-term notes payable	78	380
Short-term notes payable, related parties	0	646
Short-term notes payable, related parties, past due	52	0
Convertible note, past due	1,798	0
Convertible notes in default	261	2,915
Short-term convertible notes payable	67	73
Short-term convertible notes payable, related parties	0	513
Accounts payable	2,609	2,897
Accounts payable, related parties	116	136
Accrued liabilities	2,906	3,235
Subscription receivable	0	635
Current portion of lease liability	57	103
Deferred revenue	42	101
Total current liabilities	8,305	12,410
LONG-TERM LIABILITIES:
Warrants, at fair value	5,515	5,092
Long-term convertible notes payable, net	622	15
Long-term debt-related parties	592	569
Long-term debt	50	0
Derivative liability	36	0
Lease liability	0	29
Total long-term debt	6,815	5,705
Total liabilities	15,120	18,115
Commitments & contingencies (Note 7)
STOCKHOLDERS' DEFICIT:
Common stock, $.001 par value; 3,000,000 shares authorized, 11,765 and 3,319 shares issued and outstanding as of March 31, 2020 and December 31, 2019, respectively	3,404	3,394
Additional paid-in capital	122,362	118,552
Treasury stock, at cost	(132)	(132)
Accumulated deficit	(142,075)	(139,555)
Total stockholders' deficit	(13,820)	(16,935)
Total liabilities and stockholders' deficit	1,300	1,180
Series C Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Convertible preferred stock	105	105
Series C-1 Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Convertible preferred stock	170	170
Series C-2 Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Convertible preferred stock	531	531
Series D Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Convertible preferred stock	276	0
Series E Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Convertible preferred stock	$ 1,539	$ 0

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
CURRENT ASSETS:
Accounts receivable, net of allowance	$ 126	$ 114
Inventory, net of reserves	$ 827	$ 831
STOCKHOLDERS' DEFICIT:
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized (in thousands)	3,000,000	3,000,000
Common stock, issued (in thousands)	11,765	3,319
Common stock, outstanding (in thousands)	11,765	3,319
Series C Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized (in thousands)	9	9
Preferred stock, issued (in thousands)	0.3	0.3
Preferred stock, outstanding (in thousands)	0.3	0.3
Preferred stock, liquidation preference	$ 286	$ 286
Series C-1 Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized (in thousands)	20.3	20.3
Preferred stock, issued (in thousands)	1	1
Preferred stock, outstanding (in thousands)	1	1
Preferred stock, liquidation preference	$ 1,049	$ 1,049
Series C-2 Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized (in thousands)	5	5
Preferred stock, issued (in thousands)	3.3	3.3
Preferred stock, outstanding (in thousands)	3.3	3.3
Preferred stock, liquidation preference	$ 3,263	$ 3,263
Series D Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized (in thousands)	6	6
Preferred stock, issued (in thousands)	.8	0
Preferred stock, outstanding (in thousands)	.8	0
Preferred stock, liquidation preference	$ 763	$ 0
Series E Convertible Preferred Stock
STOCKHOLDERS' DEFICIT:
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized (in thousands)	5	0
Preferred stock, issued (in thousands)	1.6	0
Preferred stock, outstanding (in thousands)	1.6	0
Preferred stock, liquidation preference	$ 1,636	$ 0

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
REVENUE:
Sales - devices and disposables	$ 77	$ 1	$ 77	$ 20
Cost of goods sold	12	0	19	66
Gross profit	65	1	58	(46)
OPERATING EXPENSES:
Research and development	41	23	121	113
Sales and marketing	36	15	107	91
General and administrative	141	151	594	522
Total operating expenses	218	189	822	726
Operating loss	(153)	(188)	(764)	(772)
OTHER INCOME (EXPENSES):
Other income	0	26	51	45
Interest expense	(317)	(376)	(910)	(1,010)
Change in fair value of derivative liability	(36)	0	(36)	0
Gain (Loss) from extinguishment of debt	20	0	(296)	0
Change in fair value of warrants	2,061	412	(490)	(1,267)
Total other expenses	1,728	62	(1,681)	(2,232)
INCOME (LOSS) INCOME BEFORE INCOME TAXES	1,575	(126)	(2,445)	(3,004)
Provision for income taxes	0	0	0	0
NET INCOME (LOSS)	1,575	(126)	(2,445)	(3,004)
Preferred stock dividends	(46)	0	(75)	0
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS	$ 1,529	$ (126)	$ (2,520)	$ (3,004)
NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS
Basic	$ 0.12	$ (0.04)	$ (0.25)	$ (0.91)
Diluted	$ 0.03	$ (0.04)	$ (0.25)	$ (0.91)
WEIGHTED AVERAGE SHARES OUTSTANDING
Basic (in thousands)	12,995	3,319	9,985	3,296
Diluted (in thousands)	60,331	3,319	9,985	3,296

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($) $ in Thousands	Preferred Stock Series C	Preferred Stock Series C1	Preferred Stock Series C2	Preferred Stock Series D	Preferred Stock Series E	Common Stock	Additional Paid-In Capital	Treasury Stock	Accumulated Deficit	Total
Beginning balance, shares (in thousands) at Jun. 30, 2019	0	1	3	0	0	3,319
Beginning balance, amount at Jun. 30, 2019	$ 105	$ 170	$ 531	$ 0	$ 0	$ 3,393	$ 117,860	$ (132)	$ (140,512)	$ (18,585)
Shares in transit							692			692
Conversion of debt into common stock, shares (in thousands)						0
Conversion of debt into common stock, amount						$ 1				(3)
Stock-based compensation							3			3
Net income (loss)										(126)
Ending balance, shares (in thousands) at Sep. 30, 2019	0	1	3	0	0	3,319
Ending balance, amount at Sep. 30, 2019	$ 105	$ 170	$ 53	$ 0	$ 0	$ 3,394	118,551	(132)	(140,638)	(18,019)
Beginning balance, shares (in thousands) at Dec. 31, 2019	0	1	3	0	0	3,319
Beginning balance, amount at Dec. 31, 2019	$ 105	$ 170	$ 531	$ 0	$ 0	$ 3,394	118,552	(132)	(139,555)	(16,935)
Issuance of preferred stock in financing, shares (in thousands)				1	2
Issuance of preferred stock in financing, amount				$ 276	$ 1,539					1,815
Conversion of debt into common stock, shares (in thousands)						8,132
Conversion of debt into common stock, amount						$ 8	2,921			2,929
Issuance of common stock in financing, shares (in thousands)						1,526
Issuance of common stock in financing, amount						$ 2	460			462
Issuance of warrants in financing							70			70
Issuance of common stock for manufacturing agreements, shares (in thousands)						12
Issuance of common stock for manufacturing agreements, amount						$ 0				0
Issuance of common stock for preferred dividends, shares (in thousands)						107
Issuance of common stock for preferred dividends, amount						$ 0	26			26
Beneficial conversion feature of debt							82			82
Stock-based compensation							251			251
Accrued series D preferred stock dividends									(75)	(75)
Net income (loss)									(2,445)	(2,445)
Ending balance, shares (in thousands) at Sep. 30, 2020	0	1	3	1	2	13,096
Ending balance, amount at Sep. 30, 2020	$ 105	$ 170	$ 531	$ 276	$ 1,539	$ 3,404	122,362	(132)	(142,075)	(13,820)
Beginning balance, shares (in thousands) at Jun. 30, 2020	0	1	3	1	1	12,764
Beginning balance, amount at Jun. 30, 2020	$ 105	$ 170	$ 531	$ 276	$ 798	$ 3,403	122,030	(132)	(143,604)	(16,423)
Issuance of preferred stock in financing, shares (in thousands)					1
Issuance of preferred stock in financing, amount					$ 741					741
Conversion of debt into common stock, shares (in thousands)						175
Conversion of debt into common stock, amount						$ 0	50			50
Issuance of common stock in financing, shares (in thousands)						50
Issuance of common stock in financing, amount						$ 1	5			6
Issuance of common stock for preferred dividends, shares (in thousands)						107
Issuance of common stock for preferred dividends, amount						$ 0	26			26
Stock-based compensation							251			251
Accrued series D preferred stock dividends									(46)	(46)
Net income (loss)									1,575	1,575
Ending balance, shares (in thousands) at Sep. 30, 2020	0	1	3	1	2	13,096
Ending balance, amount at Sep. 30, 2020	$ 105	$ 170	$ 531	$ 276	$ 1,539	$ 3,404	$ 122,362	$ (132)	$ (142,075)	$ (13,820)

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (2,445)	$ (3,004)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Bad debt expense	13	0
Depreciation	0	21
Amortization of debt issuance costs and discounts	297	54
Amortization of beneficial conversion feature	78	73
Stock-based compensation	251	8
Change in fair value of warrants	490	1,267
Loss on extinguishment of debt	296	0
Change in fair value of derivative	36	0
Changes in operating assets and liabilities:
Accounts receivable	(1)	(1)
Inventory	(5)	66
Other current assets	(532)	(37)
Other non-current asset	18	0
Accounts payable	(189)	62
Deferred revenue	(59)	32
Accrued liabilities	208	857
Total adjustments	901	2,402
Net cash used in operating activities	(1,544)	(602)
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment	(1)	0
Net cash used in investing activities	(1)	0
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from debt financing, net of discounts and debt issuance costs	519	748
Proceeds from issuance of Series E Preferred Stock	1,539	0
Payments made on notes payable	(959)	(146)
Proceeds from the issuance of common stock, net of costs	128	0
Net cash provided by financing activities	1,227	602
Net change in cash and cash equivalents	(318)	0
Cash and cash equivalents, beginning of year	899	0
Cash and cash equivalents, end of period	581	0
SUPPLEMENTAL SCHEDULE OF:
Cash paid for: interest	229	0
NONCASH INVESTING AND FINANCING ACTIVITIES:
Issuance of common stock as debt repayment	2,832	33
Dividends on preferred stock	75	0
Subscription receivable	635	0
Warrants exchanged for fixed price warrants	70	0
Settlement of dividends through common stock issuance	$ 26	$ 0

1. ORGANIZATION, BACKGROUND, AN

1. ORGANIZATION, BACKGROUND, AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
1. ORGANIZATION, BACKGROUND, AND BASIS OF PRESENTATION	Guided Therapeutics, Inc. (formerly SpectRx, Inc.), together with its wholly owned subsidiary, InterScan, Inc. (formerly Guided Therapeutics, Inc.), collectively referred to herein as the “Company”, is a medical technology company focused on developing innovative medical devices that have the potential to improve healthcare. The Company’s primary focus is the continued commercialization of its LuViva non-invasive cervical cancer detection device and extension of its cancer detection technology into other cancers, including esophageal. The Company’s technology, including products in research and development, primarily relates to biophotonics technology for the non-invasive detection of cancers. Basis of Presentation All information and footnote disclosures included in the consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States. The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. Therefore, these financial statements should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 2019 filed with the Securities and Exchange Commission (“SEC”) pursuant to Section 13 or 15(d) under the Securities Exchange Act of 1934. In the opinion of management, all adjustments (consisting of normal recurring accruals and other items) considered necessary for a fair presentation have been included. A 1:800 reverse stock split of all of the Company’s issued and outstanding common stock was implemented on March 29, 2019. As a result of the reverse stock split, every 800 shares of issued and outstanding common stock were converted into 1 share of common stock. All fractional shares created by the reverse stock split were rounded to the nearest whole share. The number of authorized shares of common stock did not change. The reverse stock split decreased the Company’s issued and outstanding shares of common stock from 2,652,309,322 shares to 3,319,469 shares as of that date with rounding. See Note 4, Stockholders’ Deficit. Unless otherwise specified, all per share amounts are reported on a post-stock split basis, as of September 30, 2020 and December 31, 2019. The Company’s prospects must be considered in light of the substantial risks, expenses and difficulties encountered by entrants into the medical device industry. This industry is characterized by an increasing number of participants, intense competition and a high failure rate. The Company has experienced net losses since its inception and, as of September 30, 2020, it had an accumulated deficit of approximately $142.1 million. To date, the Company has engaged primarily in research and development efforts and the early stages of marketing its products. The Company may not be successful in growing sales for its products. Moreover, required regulatory clearances or approvals may not be obtained in a timely manner, or at all. The Company’s products may not ever gain market acceptance and the Company may not ever generate significant revenues or achieve profitability. The development and commercialization of the Company’s products requires substantial development, regulatory, sales and marketing, manufacturing and other expenditures. The Company expects operating losses to continue for the foreseeable future as it continues to expend substantial resources to complete development of its products, obtain regulatory clearances or approvals, build its marketing, sales, manufacturing and finance capabilities, and conduct further research and development. Certain prior year amounts have been reclassified in order to conform to the current year presentation. Going Concern The Company’s consolidated financial statements have been prepared and presented on a basis assuming it will continue as a going concern. The factors below raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary from the outcome of this uncertainty. At September 30, 2020, the Company had a negative working capital of approximately $7.1 million, accumulated deficit of $142.1 million, and net loss of $2.5 million for the nine months then ended (the net loss was in part the result of a $0.9 million for interest charges on debt and $0.5 million change in fair value of warrants that were recorded in the period). Stockholders’ deficit totaled approximately $13.8 million at September 30, 2020, primarily due to recurring net losses from operations, deemed dividends on warrants and preferred stock. The Company has taken the following steps to improve certain factors that are generating the going concern opinion, including: • During the end of 2019 and during 2020, the Company was able to raise over $4.0 million in equity and debt investments; • The Company has executed several exchange agreements that converted to approximately $2.4 million of debt for equity, as well as eliminate some existing debt; • During the quarter ended September 30, 2020, the Company uplisted to the Over the Counter (OTC) bulletin board; If sufficient capital cannot be raised during 2020 and 2021, the Company will continue its plans of curtailing operations by reducing discretionary spending and staffing levels and attempting to operate by only pursuing activities for which it has external financial support. However, there can be no assurance that such external financial support will be sufficient to maintain even limited operations or that the Company will be able to raise additional funds on acceptable terms, or at all. In such a case, the Company might be required to enter into unfavorable agreements or, if that is not possible, be unable to continue operations, and to the extent practicable, liquidate and/or file for bankruptcy protection. The Company had warrants exercisable for approximately 28.3 million shares of its common stock outstanding at September 30, 2020, with exercise prices ranging between $0.04 and $1.82 per share. Exercises of in the money warrants would generate a total of approximately $5.0 million in cash, assuming full exercise, although the Company cannot be assured that holders will exercise any warrants. Management may obtain additional funds through the public or private sale of debt or equity, and grants, if available.

2. SIGNIFICANT ACCOUNTING POLIC

2. SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
2. SIGNIFICANT ACCOUNTING POLICIES	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant areas where estimates are used include common share stock options, the allowance for doubtful accounts, inventory valuation and input variables for Black-Scholes, Monte Carlo simulations and binomial calculations. The Company uses the Monte Carlo simulations and binomial calculations in the calculation of the fair value of the warrant liabilities and the valuation of embedded conversion options and freestanding warrants. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Guided Therapeutics, Inc. and its wholly owned subsidiary. All intercompany transactions are eliminated. Accounting Standard Updates Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 requires that expected credit losses relating to financial assets are measured on an amortized cost basis and available-for-sale debt securities be recorded through an allowance for credit losses. ASU 2016-13 limits the amount of credit losses to be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and also requires the reversal of previously recognized credit losses if fair value increases. The Company adopted the standard on January 1, 2020. The adoption of ASU 2016-13 did not have a material impact on the Company. In August 2018, the FASB issued Accounting Standards Update No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, or ASU 2018-13. The amendments in ASU 2018-13 eliminate, add, and modify certain disclosure requirements for fair value measurements. The amendments are effective for the Company’s interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted for either the entire ASU or only the provisions that eliminate or modify requirements. The amendments with respect to changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty are to be applied prospectively. All other amendments are to be applied retrospectively to all periods presented. The adoption of ASU 2016-13 did not have a material impact on the Company. A variety of proposed or otherwise potential accounting standards are currently under consideration by standard-setting organizations and certain regulatory agencies. Because of the tentative and preliminary nature of such proposed standards, management has not yet determined the effect, if any, that the implementation of such proposed standards would have on the Company’s consolidated financial statements. Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be a cash equivalent. Accounts Receivable The Company performs periodic credit evaluations of its distributors’ financial conditions and generally does not require collateral. The Company reviews all outstanding accounts receivable for collectability on a quarterly basis. An allowance for doubtful accounts is recorded for any amounts deemed uncollectable. Uncollectibility, is determined based on the determination that a distributor will not be able to make payment and the time frame has exceeded one year. The Company does not accrue interest receivable on past due accounts receivable. Concentrations of Credit Risk The Company, from time to time during the years covered by these consolidated financial statements, may have bank balances in excess of its insured limits. Management has deemed this a normal business risk. Inventory Valuation All inventories are stated at lower of cost or net realizable value, with cost determined substantially on a “first-in, first-out” basis. Selling, general, and administrative expenses are not inventoried, but are charged to expense when incurred. At September 30, 2020 and December 31, 2019, our inventories were as follows (in thousands): September 30, December 31, 2020 2019 Raw materials $ 782 $ 781 Work in process 80 81 Finished goods 18 17 Inventory reserve (827 ) (831 ) Total $ 53 $ 48 The company periodically reviews the value of items in inventory and provides write-downs or write-offs of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. Deposits on Inventory Deposits made for long-term inventory parts were recorded in Other Assets. On September 4, 2020, the Company paid and additional deposit of $200,000 for the deposit of a major part in the assembly of the Company’s devices. The Company had a prior deposit of $292,000 with this vendor that was being held until the Company could pay the entire balance of the $493,000 order. The Company had reserved and recorded an expense for the entire balance of $292,000 in prior periods as it was unsure when it would have the financial resources to pay the balance. Upon the payment of the additional deposit the Company reversed the reserve of $292,000. In addition, since the parts will be delivered within 6 months the deposit on inventory was recorded as a current item on the Company’s Balance Sheet. Property and Equipment Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over estimated useful lives of three to seven years. Leasehold improvements are amortized at the shorter of the useful life of the asset or the remaining lease term. Depreciation and amortization expense are included in general and administrative expense on the statement of operations. Expenditures for repairs and maintenance are expensed as incurred. Property and equipment are summarized as follows at September 30, 2020 and December 31, 2019 (in thousands): September 30, December 31, 2020 2019 Equipment $ 1,042 $ 1,349 Software 652 740 Furniture and fixtures 41 124 Leasehold Improvement 12 180 1,747 2,393 Less accumulated depreciation and amortization (1,746 ) (2,393 ) Total $ 1 $ — During the three months ended September 30, 2020, the Company disposed of approximately $648,000 of property and equipment that was fully depreciated. Debt Issuance Costs Debt issuance costs are capitalized and amortized over the term of the associated debt. Debt issuance costs are presented in the balance sheet as a direct deduction from the carrying amount of the debt liability consistent with the debt discount. Patent Costs (Principally Legal Fees) Costs incurred in filing, prosecuting, and maintaining patents are recurring, and expensed as incurred. Maintaining patents are expensed as incurred as the Company has not yet received U.S. FDA approval and recovery of these costs is uncertain. Such costs aggregated approximately $17,000 and $14,000 for the nine months ended September 30, 2020 and 2019, respectively. Leases With the implementation of ASU 2016-02, “Leases (Topic 842)”, the Company recorded a lease-right-of-use asset and a lease liability. The implementation required the analysis of certain criteria in determining its treatment. The Company determined that its corporate office lease met those criteria. The Company implemented the guidance using the alternative transition method. Under this alternative, the effective date would be the date of initial application. The Company analyzed the lease at its effective date and calculated an initial lease payment amount of $267,380 with a present value of $213,000 using a 20% discount. As of September 30, 2020, the balance of the lease-right-of-use asset was approximately $61,000 and the lease liability was approximately $57,000. The cumulative effect of initially applying the new guidance had an immaterial impact on the opening balance of retained earnings. The Company elected the practical expedients permitted under the transition guidance within the new standards, which allowed the Company to carry forward the historical lease classification. Accrued Liabilities Accrued liabilities are summarized as follows (in thousands): September 30, 2020 December 31, Compensation $ 1,141 $ 1,123 Professional fees 29 181 Interest 1,466 1,603 Warranty 2 2 Vacation 34 41 Preferred dividends 169 120 Other accrued expenses 65 165 Total $ 2,906 $ 3,235 Subscription receivables Cash received from investors for common stock shares that has not completed processing is recorded as a liability to subscription receivables. As of September 30, 2020, all common stock shares were issued to investors. As of September 30, 2020, the outstanding subscription receivable was nil. As of December 31, 2019, the Company had reserved 1,270,000 common stock shares in exchange for $635,000. Revenue Recognition The Company follows, ASC 606 Revenue from Contracts with Customers establishes a single and comprehensive framework which sets out how much revenue is to be recognized, and when. The core principle is that a vendor should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the vendor expects to be entitled in exchange for those goods or services. Revenue will now be recognized by a vendor when control over the goods or services is transferred to the customer. In contrast, Revenue based revenue recognition around an analysis of the transfer of risks and rewards; this now forms one of a number of criteria that are assessed in determining whether control has been transferred. The application of the core principle in ASC 606 is carried out in five steps: Step 1 – Identify the contract with a customer: a contract is defined as an agreement (including oral and implied), between two or more parties, that creates enforceable rights and obligations and sets out the criteria for each of those rights and obligations. The contract needs to have commercial substance and it is probable that the entity will collect the consideration to which it will be entitled. Step 2 – Identify the performance obligations in the contract: a performance obligation in a contract is a promise (including implicit) to transfer a good or service to the customer. Each performance obligation should be capable of being distinct and is separately identifiable in the contract. Step 3 – Determine the transaction price: transaction price is the amount of consideration that the entity can be entitled to, in exchange for transferring the promised goods and services to a customer, excluding amounts collected on behalf of third parties. Step 4 – Allocate the transaction price to the performance obligations in the contract: for a contract that has more than one performance obligation, the entity will allocate the transaction price to each performance obligation separately, in exchange for satisfying each performance obligation. The acceptable methods of allocating the transaction price include adjusted market assessment approach, expected cost plus a margin approach, and, the residual approach in limited circumstances. Discounts given should be allocated proportionately to all performance obligations unless certain criteria are met and reallocation of changes in standalone selling prices after inception is not permitted. Step 5 – Recognize revenue as and when the entity satisfies a performance obligation: the entity should recognize revenue at a point in time, except if it meets any of the three criteria, which will require recognition of revenue over time: the entity’s performance creates or enhances an asset controlled by the customer, the customer simultaneously receives and consumes the benefit of the entity’s performance as the entity performs, and the entity does not create an asset that has an alternative use to the entity and the entity has the right to be paid for performance to date. Revenue by product line (in thousands): Nine Months Ended September 30, 2020 2019 Devices $ — — Disposables — 2 Major part components 77 16 Warranty — 2 Total $ 77 $ 20 Revenue by geographic location (in thousands): Nine Months Ended September 30, 2020 2019 Asia $ 77 $ 6 Europe — 14 Total $ 77 $ 20 Significant Distributors Accounts receivable, that netted to a balance of $1,000, and were reserved against, were from more than one distributor and represents 100% of the balance as of September 30, 2020. During the nine months ended September 30, 2020, revenues were from one distributor and for other parts. During the nine months ended September 30, 2019, revenues were from two distributors and for extended warranties. Revenues from these distributors totaled $20,000 for the period ended September 30, 2019. Accounts receivable, not reserved against, were from one distributor and represents 100% of the balance for the period ended September 30, 2019. Deferred revenue The Company defers payments received as revenue until earned based on the related contracts and applying ASC 606 as required. As of September 30, 2020, and December 31, 2019, the Company had $42,000 and $101,000 in deferred revenue, respectively. Research and Development Research and development expenses consist of expenditures for research conducted by the Company and payments made under contracts with consultants or other outside parties and costs associated with internal and contracted clinical trials. All research and development costs are expensed as incurred. Income Taxes The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Management provides valuation allowances against the deferred tax assets for amounts that are not considered more likely than not to be realized. The Company has entered into an agreed upon payment plan with the IRS for delinquent payroll taxes and also with the Georgia Department of State. The Company is currently in process of setting up a payment arrangement for its delinquent state income taxes with the State of Georgia and the returns are currently under review by state authorities. Although the Company has been experiencing recurring losses, it is obligated to file tax returns for compliance with IRS regulations and that of applicable state jurisdictions. At December 31, 2019, the Company has approximately $79 million of cumulative net operating losses. The 2019 Federal and State tax returns have been filed. A full valuation allowance has been recorded related the deferred tax assets generated from the net operating losses. The current corporate tax rates in the U.S. is 21%. Uncertain Tax Positions The Company assesses each income tax position is assessed using a two-step process. A determination is first made as to whether it is more likely than not that the income tax position will be sustained, based upon technical merits, upon examination by the taxing authorities. If the income tax position is expected to meet the more likely than not criteria, the benefit recorded in the financial statements equals the largest amount that is greater than 50% likely to be realized upon its ultimate settlement. At September 30, 2020 and December 31, 2019, there were no uncertain tax positions. Warrants The Company has issued warrants, which allow the warrant holder to purchase one share of stock at a specified price for a specified period of time. The Company records equity instruments including warrants issued to non-employees based on the fair value at the date of issue. The fair value of warrants classified as equity instruments at the date of issuance is estimated using the Black-Scholes Model. The fair value of warrants classified as liabilities at the date of issuance is estimated using the Monte Carlo Simulation or Binomial model. Stock Based Compensation The Company records compensation expense related to options granted to employees and non-employees based on the fair value of the award. Compensation cost is recorded as earned for all unvested stock options outstanding at the beginning of the first year based upon the grant date fair value estimates, and for compensation cost for all stock based payments granted or modified subsequently based on fair value estimates. On July 14, 2020, the Company granted stock options to employees and consultants. The new Stock Plan (the “Plan”) allows for the issuance of incentive stock options, nonqualified stock options, and stock purchase rights. The exercise price of options was determined by the Company’s board of directors, but incentive stock options were granted at an exercise price equal to the fair market value of the Company’s common stock as of the grant date. Options historically granted have generally become exercisable over four years and expire ten years from the date of grant. Stock options granted have a 10-year life and expire 90 days after employment or upon termination of consulting agreement. Vesting schedule varies per grantee. Generally stock options granted vest as follows: 25% vest immediately, and the remaining stock options vest over 33 months, beginning three months after grant. For the nine months ended September 30, 2020 and 2019, stock based compensation for options attributable to employees, non-employees, officers and Board members was approximately $251,000 and $8,000, respectively. These amounts have been included in the Company’s statements of operations under general and administrative expense. Compensation costs for stock options which vest over time are recognized over the vesting period. As of September 30, 2020, and 2019 the Company had $618,000 and nil, of unrecognized compensation costs related to granted stock options that will be recognized, respectively. Beneficial Conversion Features of Convertible Securities Conversion options that are not bifurcated as a derivative pursuant to ASC 815 and not accounted for as a separate equity component under the cash conversion guidance are evaluated to determine whether they are beneficial to the investor at inception (a beneficial conversion feature) or may become beneficial in the future due to potential adjustments. The beneficial conversion feature guidance in ASC 470-20 applies to convertible stock as well as convertible debt which are outside the scope of ASC 815. A beneficial conversion feature is defined as a nondetachable conversion feature that is in the money at the commitment date. The beneficial conversion feature guidance requires recognition of the conversion option’s in-the-money portion, the intrinsic value of the option, in equity, with an offsetting reduction to the carrying amount of the instrument. The resulting discount is amortized as a dividend over either the life of the instrument, if a stated maturity date exists, or to the earliest conversion date, if there is no stated maturity date. If the earliest conversion date is immediately upon issuance, the dividend must be recognized at inception. When there is a subsequent change to the conversion ratio based on a future occurrence, the new conversion price may trigger the recognition of an additional beneficial conversion feature on occurrence. Derivatives The Company reviews the terms of convertible debt issued to determine whether there are embedded derivative instruments, including embedded conversion options, which are required to be bifurcated and accounted for separately as derivative financial instruments. In circumstances where the host instrument contains more than one embedded derivative instrument, including the conversion option, that is required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. Bifurcated embedded derivatives are initially recorded at fair value and are then revalued at each reporting date with changes in the fair value reported as non-operating income or expense. When the equity or convertible debt instruments contain embedded derivative instruments that are to be bifurcated and accounted for as liabilities, the total proceeds received are first allocated to the fair value of all the bifurcated derivative instruments. The remaining proceeds, if any, are then allocated to the host instruments themselves, usually resulting in those instruments being recorded at a discount from their face value. The discount from the face value of the convertible debt, together with the stated interest on the instrument, is amortized over the life of the instrument through periodic charges to interest expense.

3. FAIR VALUE OF FINANCIAL INST

3. FAIR VALUE OF FINANCIAL INSTRUMENTS	9 Months Ended
	Sep. 30, 2020
Fair Value Disclosures [Abstract]
3. FAIR VALUE OF FINANCIAL INSTRUMENTS	The guidance for fair value measurements, ASC 820, Fair Value Measurements and Disclosures, establishes the authoritative definition of fair value, sets out a framework for measuring fair value, and outlines the required disclosures regarding fair value measurements. Fair value is the price that would be received to sell 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 market participants at the measurement date. The Company uses a three-tier fair value hierarchy based upon observable and non-observable inputs as follow: • Level 1 - Quoted market prices in active markets for identical assets and liabilities; • Level 2 - Inputs, other than level 1 inputs, either directly or indirectly observable; and • Level 3 - Unobservable inputs developed using internal estimates and assumptions (there is little or no market date) which reflect those that market participants would use. The Company records its derivative activities at fair value, which consisted of warrants as of September 30, 2020. The fair value of the warrants was estimated using the Binomial Simulation model. Gains and losses from changes to derivatives are included in change in fair value of warrants in the statement of operations. The fair value of the Company’s derivative warrants is classified as a Level 3 measurement, since unobservable inputs are used in the valuation. The following table presents the fair value for those liabilities measured on a recurring basis as of September 30, 2020 and December 31, 2019: FAIR VALUE MEASUREMENTS (In Thousands) The following is summary of items that the Company measures at fair value on a recurring basis: Fair Value at September 30, 2020 Level 1 Level 2 Level 3 Total Warrants issued in connection with Short-term loans — — (83 ) (83 ) Warrants issued in connection with Long-term loans — — (2,594 ) (2,594 ) Warrants issued in connection with Senior Secured Debt — — (2,838 ) (2,838 ) Derivative liability/bifurcated conversion option in connection with Auctus $1,100,000 loan on December 17, 2019 — — (36 ) (36 ) Total long-term liabilities at fair value $ — $ — $ (5,551 ) $ (5,551 ) Fair Value at December 31, 2019 Level 1 Level 2 Level 3 Total Warrants issued in connection with Distributor Debt — — (114 ) (114 ) Warrants issued in connection with Short-term loans — — (83 ) (83 ) Warrants issued in connection with Long-term loans — — (893 ) (893 ) Warrants issued in connection with Senior Secured Debt — — (4,002 ) (4,002 ) Derivative liability/bifurcated conversion option in connection with Auctus $1,100,000 loan on December 17, 2019 — — — — Total long-term liabilities at fair value $ — $ — $ (5,092 ) $ (5,092 ) The following is a summary of changes to Level 3 instruments during the nine months ended September 30, 2020: Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Distributor Debt Short-Term Loans Long-Term Loans Senior Secured Debt Derivative Total Balance, December 31, 2019 $ (114 ) $ (83 ) $ (893 ) $ (4,002 ) $ — $ (5,092) Warrants exchanged for fixed price warrants 67 — — — — 67 Change in fair value of — — — — (36 ) (36) Change in fair value of 47 — (1,701 ) 1,164 — (490) Balance, September 30, 2020 $ — $ (83 ) $ (2,594 ) $ (2,838 ) $ (36 ) $ (5,551) As of September 30, 2020, the fair value of warrants was approximately $5.6 million and the fair value of the derivative liability was $36,000. A net change of approximately $0.5

4. STOCKHOLDERS' DEFICIT

4. STOCKHOLDERS' DEFICIT	9 Months Ended
	Sep. 30, 2020
STOCKHOLDERS' DEFICIT:
4. STOCKHOLDERS' DEFICIT	Common Stock The Company has authorized 3,000,000,000 shares of common stock with $0.001 par value, of which 13,096,189 were issued and outstanding as of September 30, 2020. As of December 31, 2019, there were 3,000,000,000 authorized shares of common stock, of which 3,319,469 were issued and outstanding. For the nine months ended September 30, 2020, the Company issued 9,776,720 shares of common stock as listed below: Exchange of Debt for common stock shares and warrants 8,132,013 Shares issued for manufacturing agreements 12,147 Shares issued for payment of Series D dividends 106,560 Investments 1,526,000 Issued during the nine months ended September 30, 2020 9,776,720 Summary table of common stock share transactions: Balance at December 31, 2019 3,319,469 Issued in 2020 9,776,720 Balance at September 30, 2020 13,096,189 Investments During the second and third quarters of 2020, the Company received equity investments in the amount of $1,636,000 and incurred fees due on these investments of $97,000. These investors received a total of 1,653.5 Series E preferred stock (if the Investor elects to convert their Series E preferred stock, each Series E preferred stock shares converts into 4,000 shares of the Company’s common stock shares). During January and April 2020, the Company received equity investments in the amount of $128,000. These investors received a total of 256,000 common stock shares and 256,000 warrants issued to purchase common stock shares at a strike price of $0.25, 256,000 warrants to purchase common stock shares at a strike price of $0.75 and 128 Series D preferred stock (if the Investor elects to convert their Series D preferred stock, each Series D preferred stock shares converts into 3,000 shares of the Company’s common stock shares). Of the amount invested $38,000 was from related parties. During December 2019, the Company received equity investments in the amount of $635,000. The $635,000 of investments were recorded as a subscription liability in December 2019. The common stock shares were issued in January 2020. These investors received a total of 1,270,000 common stock shares and 1,270,000 warrants to purchase common stock shares at a strike price of $0.25, 1,270,000 warrants issued to purchase common stock shares at a strike price of $0.75 and 635 Series D preferred stock (each Series D preferred stock shares converts into 3,000 shares of the Company’s common stock shares). Of the amount invested $350,000 was from related parties. Debt Exchanges On January 8, 2020, the Company exchanged $2,064,366 in debt for several equity instruments (noted below) that were determined to have a total fair value of $2,065,548, resulting in a loss on extinguishment of debt of $1,183 which is recorded in other income (expense) on the accompanying consolidated statements of operations. The Company also issued 6,957,013 warrants to purchase common stock shares; with exercise prices of $0.25, $0.75 and $0.20. In addition, one of the investors forgave approximately $29,000 of debt, which was recorded as a gain for extinguishment of debt. On June 3, 2020, the Company exchanged $328,422 in debt from Auctus, (summarized in footnote 10: Convertible Notes), On June 30, 2020, the Company exchanged $125,000 in debt (during June 2020, $125,000 in payables had been converted into short-term debt) from Mr. James Clavijo, for 500,000 common stock shares and 250,000 warrants to purchase common stock shares. The fair value of the common stock shares was $250,000 (based on a $0.50 fair value for the Company’s stock) and of the warrants to purchase common stock shares was $99,963 (based on a $0.40 black scholes fair valuation). This resulted in a net loss on extinguishment of debt of $224,963 ($349,963 fair value less the $125,000 of exchanged debt). After the exchange transaction a balance was due to Mr. Clavijo of $10,213 which was paid. The following table summarizes the debt exchanges: Total Debt and Accrued Interest Total Debt Total Accrued Interest Common Stock Shares Warrants (Exercise $0.25) Warrants (Exercise $0.75) Warrants (Exercise $0.20) Warrants (Exercise $0.15) Warrants (Exercise $0.50) Aquarius $ 145,544 107,500 38,044 291,088 145,544 145,544 — — — K2 Medical (Shenghuo) 3 803,653 771,927 31,726 1,905,270 704,334 704,334 496,602 — — Mr. Blumberg 305,320 292,290 13,030 1,167,630 119,656 119,656 928,318 — — Mr. Case 179,291 150,000 29,291 896,456 — — 896,456 — — Mr. Grimm 51,050 50,000 1,050 255,548 — — 255,548 — — Mr. Gould 111,227 100,000 11,227 556,136 — — 556,136 — — Mr. Mamula 15,577 15,000 577 77,885 — — 77,885 — — Dr. Imhoff 2 400,417 363,480 36,937 1,699,255 100,944 100,944 1,497,367 — — Ms. Rosenstock 1 50,000 50,000 — 100,000 50,000 50,000 — — — Mr. James 2 2,286 2,000 286 7,745 1,227 1,227 5,291 — — Auctus 328,422 249,119 79,303 500,000 — — — 700,000 — Mr. Clavijo 125,000 125,000 — 500,000 — — — — 500,000 Mr. Wells 4 220,000 220,000 — — — — — — — $ 2,737,787 $ 2,496,316 $ 241,471 7,957,013 1,121,705 1,121,705 4,713,603 700,000 500,000 1 2 3 4 On July 9, 2020, the Company entered into an exchange agreement with Mr. Bill Wells (one of its former employees). In lieu of agreeing to dismiss approximately half of what is owed by the Company, Mr. Wells will receive the following: (i) cash payments of $20,000 within 60 days of the signing of the agreement; cash payments over time in the amount of $90,000 in the form of an unsecured note with the Company to be executed within 30 days of a new financing(s) totaling at least $3.0 million. The note shall bear interest of 6.0% and mature over 18 months; (iii) 66,000 common share stock options that vest at a rate of 3,667 per month and have a $0.49 exercise price (if two consecutive payments in (ii) are not made the stock options will be canceled and a cash payment will be required; and (iv) the total amount of forgiveness by creditor of approximately $110,000 shall be prorated according to amount paid. During the three months ended September 30, 2020, the Company made a payment of $20,000; this payment allowed the Company to write off a total of $40,000 in debt, with the corresponding $20,000 difference recorded as a gain. Preferred Stock Overview The Company has authorized 5,000,000 shares of preferred stock with a $.001 par value. The board of directors has the authority to issue these shares and to set dividends, voting and conversion rights, redemption provisions, liquidation preferences, and other rights and restrictions. The board of directors designated 525,000 shares of preferred stock redeemable convertible preferred stock, none of which remain outstanding, 33,000 shares of preferred stock as Series B Preferred Stock, none of which remain outstanding, 9,000 shares of preferred stock as Series C Convertible Preferred Stock, (the “Series C Preferred Stock”), of which 286 were issued and outstanding at September 30, 2020 and December 31, 2019, respectively and 20,250 shares of preferred stock as Series C1 Preferred Stock, of which 1,050 shares were issued and outstanding at September 30, 2020 and December 31, 2019. In addition, some holders separately agreed to exchange each share of the Series C1 Preferred Stock held for one (1) share of the Company’s newly created Series C2 Preferred Stock. In total, for 3,262.25 shares of Series C1 Preferred Stock to be surrendered, the Company issued 3,262.25 shares of Series C2 Preferred Stock. At September 30, 2020, shares of Series C2 had a conversion price of $0.50 per share, such that each share of Series C preferred stock would convert into approximately 2,000 shares of the Company’s common stock. Series C Convertible Preferred Stock Pursuant to the Series C certificate of designations, shares of Series C preferred stock are convertible into common stock by their holder at any time and may be mandatorily convertible upon the achievement of specified average trading prices for the Company’s common stock. At September 30, 2020 and December 31, 2019, there were 286 shares outstanding with a conversion price of $0.50 per share, such that each share of Series C preferred stock would convert into approximately 2,000 shares of the Company’s common stock, subject to customary adjustments, including for any accrued but unpaid dividends and pursuant to certain anti-dilution provisions, as set forth in the Series C certificate of designations. The conversion price will automatically adjust downward to 80% of the then-current market price of the Company’s common stock 15 trading days after any reverse stock split of the Company’s common stock, and 5 trading days after any conversions of the Company’s outstanding convertible debt. Holders of the Series C preferred stock are entitled to quarterly cumulative dividends at an annual rate of 12.0% until 42 months after the original issuance date (the “Dividend End Date”), payable in cash or, subject to certain conditions, the Company’s common stock. In addition, upon conversion of the Series C preferred stock prior to the Dividend End Date, the Company will also pay to the converting holder a “make-whole payment” equal to the number of unpaid dividends through the Dividend End Date on the converted shares. At December 31, 2019, the “make-whole payment” for a converted share of Series C preferred stock would convert to 200 shares of the Company’s common stock. The Series C preferred stock generally has no voting rights except as required by Delaware law. Upon the Company’s liquidation or sale to or merger with another corporation, each share will be entitled to a liquidation preference of $1,000, plus any accrued but unpaid dividends. In addition, the purchasers of the Series C preferred stock received, on a pro rata basis, warrants exercisable to purchase an aggregate of approximately 1 share of Company’s common stock. The warrants contain anti-dilution adjustments in the event that the Company issues shares of common stock, or securities exercisable or convertible into shares of common stock, at prices below the exercise price of such warrants. As a result of the anti-dilution protection, the Company is required to account for the warrants as a liability recorded at fair value each reporting period. At September 30, 2020, the exercise price per share was $512,000. On May 23, 2016, an investor canceled certain of these warrants, exercisable into 903 shares of common stock. The same investor also transferred certain of these warrants, exercisable for 150 shares of common stock, to two investors who also had participated in the 2015 Series C financing. Series C1 Convertible Preferred Stock Between April 27, 2016 and May 3, 2016, the Company entered into various agreements with certain holders of Series C preferred stock, including directors John Imhoff and Mark Faupel, pursuant to which those holders separately agreed to exchange each share of Series C preferred stock held for 2.25 shares of the Company’s newly created Series C1 Preferred Stock and 12 (9,600 pre-split) shares of the Company’s common stock (the “Series C Exchanges”). In connection with the Series C Exchanges, each holder also agreed to roll over the $1,000 stated value per share of the holder’s shares of Series C1 Preferred Stock into the next qualifying financing undertaken by the Company on a dollar-for-dollar basis and, except in the event of an additional $50,000 cash investment in the Company by the holder, to execute a customary “lockup” agreement in connection with the financing. In total, for 1,916 shares of Series C preferred stock surrendered, the Company issued 4,312 shares of Series C1 Preferred Stock and 29 shares of common stock. At September 30, 2020, there were 1,050 shares outstanding with a conversion price of $0.50 per share, such that each share of Series C preferred stock would convert into approximately 381,098 shares of the Company’s common stock. On August 31, 2018, 3,262.25 shares of Series C1 Preferred Stock were surrendered, and the Company issued 3,262.25 shares of Series C2 Preferred Stock. The Series C1 preferred stock has terms that are substantially the same as the Series C preferred stock, except that the Series C1 preferred stock does not pay dividends (unless and to the extent declared on the common stock) or at-the-market “make-whole payments” and, while it has the same anti-dilution protections afforded the Series C preferred stock, it does not automatically reset in connection with a reverse stock split or conversion of our outstanding convertible debt. Series C2 Convertible Preferred Stock On August 31, 2018, the Company entered into agreements with certain holders of the Company’s Series C1 Preferred Stock, including the chairman of the Company’s board of directors, and the Chief Operating Officer and a director of the Company pursuant to which those holders separately agreed to exchange each share of the Series C1 Preferred Stock held for one (1) share of the Company’s newly created Series C2 Preferred Stock. In total, for 3,262.25 shares of Series C1 Preferred Stock to be surrendered, the Company issued 3,262.25 shares of Series C2 Preferred Stock. At September 30, 2020, shares of Series C2 had a conversion price of $0.50 per share, such that each share of Series C preferred stock would convert into approximately 2,000 shares of the Company’s common stock. The terms of the Series C2 Preferred Stock are substantially the same as the Series C1 Preferred Stock, except that (i) shares of Series C1 Preferred Stock may not be convertible into the Company’s common stock by their holder for a period of 180 days following the date of the filing of the Certificate of Designation (the “Lock-Up Period”); (ii) the Series C2 Preferred Stock has the right to vote as a single class with the Company’s common stock on an as-converted basis, notwithstanding the Lock-Up Period; and (iii) the Series C2 Preferred Stock will automatically convert into that number of securities sold in the next Qualified Financing (as defined in the Exchange Agreement) determined by dividing the stated value ($1,000 per share) of such share of Series C2 Preferred Stock by the purchase price of the securities sold in the Qualified Financing. Series D Convertible Preferred Stock On January 8, 2020, the Company entered into a Security Agreement with the Series D Investors (the “Series D Security Agreement”) pursuant to which all obligations under the Series D Certificate of Designation are secured by all of the Company’s assets and personal properties, with certain accredited investors, including the Chief Executive Officer, Chief Operating Officer and a director of the Company. In total, for $763,000 the Company issued 763 shares of Series D Preferred Stock, 1,526,000 common stock shares, 1,526,000 common stock warrants, exercisable at $0.25, and 1,526,000 common stock warrants, exercisable $0.75. Each Series D Preferred Stock is convertible into 3,000 common stock shares. The Series D Preferred Stock will have cumulative dividends at the rate per share of 10% per annum. The stated value and liquidation preference on the Series D Preferred Stock is $554. Each share of Series D Preferred is convertible, at any time for a period of 5 years after issuance, into that number of shares of Common Stock, determined by dividing the Stated Value by $0.25, subject to certain adjustments set forth in the Series D Certificate of Designation (the “Series D Conversion Price”). The conversion of Series D Preferred is subject to a 4.99% beneficial ownership limitation, which may be increased to 9.99% at the election of the holder of the Series D Preferred. If the average of the VWAPs (as defined in the Series D Certificate of Designation) for any consecutive 5 trading day period (“Measurement Period”) exceeds 200% of the then Series D Conversion Price and the average daily trading volume of the Common Stock on the primary trading market exceeds 1,000 shares per trading day during the Measurement Period (subject to adjustments), the Company may redeem the then outstanding Series D Preferred, for cash in an amount equal to aggregate Stated Value then outstanding plus accrued but unpaid dividends . The Series D Warrants may be exercised cashlessly if there is no effective registration statement covering the Common Stock issuable upon exercise of the Series D Warrants. The Series D Warrants contain a 4.99% beneficial ownership blocker which may be increased to 9.99% at the holder’s election. On January 8, 2020, the Company also entered into a Registration Rights Agreement (the “Series D Registration Rights Agreement “) with the Series D Investors pursuant to which the Company agreed to file with the SEC, a registration statement on a Form S-3 (or on other appropriate form if a Form S-3 is not available) covering the Common Stock issuable upon conversion of the Series D Warrants within 90 days of the date of the Registration Rights Agreement and cause such registration statement to be declared effective within 120 days of the date of the Registration Rights Agreement. All reasonable expenses related to such registration shall be borne by the Company. During August 2020, the Company issued 106,560 common stock shares for the payment of Series D Preferred Stock dividends accrued. Series E Convertible Preferred Stock During the nine months ended September 30, 2020, the Company entered into a Security Agreement with the Series E Investors (the “Series E Security Agreement”) pursuant to which all obligations under the Series E Certificate of Designation are secured by all of the Company’s assets and personal properties, with certain accredited investors. In total, for $1,636,000 the Company issued 1,635.5 shares of Series E Preferred Stock. Each Series E Preferred Stock is convertible into 4,000 common stock shares. The Series E Preferred Stock will have cumulative dividends at the rate per share of 6% per annum. The stated value and liquidation preference on the Series E Preferred Stock is $1,636. The Company incurred fees due on these investments of $97,000. Each share of Series E Preferred is convertible, at any time for a period of 5 years after issuance, into that number of shares of Common Stock, determined by dividing the Stated Value by $0.25, subject to certain adjustments set forth in the Series E Certificate of Designation (the “Series E Conversion Price”). The conversion of Series E Preferred is subject to a 4.99% beneficial ownership limitation, which may be increased to 9.99% at the election of the holder of the Series E Preferred. If the average of the VWAPs (as defined in the Series E Certificate of Designation) for any consecutive 5 trading day period (“Measurement Period”) exceeds 200% of the then Series E Conversion Price and the average daily trading volume of the Common Stock on the primary trading market exceeds 1,000 shares per trading day during the Measurement Period (subject to adjustments), the Company may redeem the then outstanding Series E Preferred, for cash in an amount equal to aggregate Stated Value then outstanding plus accrued but unpaid dividends. Warrants The following table summarizes transactions involving the Company’s outstanding warrants to purchase common stock for the nine months ended September 30, 2020: Warrants (Underlying Shares) Outstanding, January 1, 2020 46,016,840 Issuances 11,270,013 Cancelled / Expired (70 ) Exchanged in debt restructuring (28,962,508 ) Exercised — Outstanding, September 30, 2020 28,324,275 The Company had the following shares reserved for the warrants as of September 30, 2020: Warrants Exercise Price Expiration Date 4,262 (1) $1.824 per share March 19, 2021 7,185,000 (2) $0.20 per share February 12, 2023 1,725,000 (3) $0.04 per share February 21, 2021 325,000 (4) $0.18 per share April 4, 2022 215,000 (5) $0.25 per share July 1, 2022 100,000 (6) $0.25 per share September 1, 2022 7,500,000 (7) $0.20 per share December 17, 2024 250,000 (8) $0.16 per share March 31, 2025 2,597,705 (9) $0.25 per share December 30, 2022 2,597,705 (10) $0.75 per share December 30, 2022 4,713,603 (11) $0.20 per share December 30, 2022 60,000 (12) $0.25 per share April 23, 2023 50,000 (13) $0.25 per share December 30, 2022 50,000 (14) $0.75 per share December 30, 2022 700,000 (15) $0.15 per share May 21, 2023 250,000 (16) $0.50 per share June 23, 2023 1,000 (17) $0.50 per share August 10, 2022 28,324,275 * Footnote 10 - CONVERTIBLE DEBT (1) Issued to investors for a loan in March 2018. (2) Exchanged in January 2020 from amount issued as part of a February 2016 private placement with senior secured debt holder (3) Issued to a placement agent in conjunction with a February 2016 private placement with senior secured debt holder (4) Issued to investors for a loan in April 2019 (5) Issued to investors for a loan in July 2019 (6) Issued to investors for a loan in September 2019 (7) Issued to investors for a loan in December 2019 (8) Issued to investors for a loan in January 2020 (9) Issued to investors as part of Series D Preferred Stock Capital raise in December 2020 (10) Issued to investors as part of Series D Preferred Stock Capital raise in December 2020 (11) (12) (13) (14) (15) (16) Issued to investors as part of Series D Preferred Stock Capital raise in December 2020 Issued to a consultant for services in April 2020 Issued to an investor as part of Series D Preferred Stock Capital raise in April 2020 Issued to an investor as part of Series D Preferred Stock Capital raise in April 2020 Issued to an investor for a loan in May 2020 Issued to an investor in exchange of debt in June 2020 (17) Issued to a consultant for services in August 2020 Footnote (2) - On January 16, 2020, the Company entered into an exchange agreement with GPB. This exchange agreement canceled the existing outstanding warrants, which were subject to anti-dilution and ratchet provisions, to purchase 35,937,500 shares of common stock at an exercise price of $0.04 per share and resulted in the issuance of new warrants to purchase 7,185,000 share of common stock at a price of $0.20 per share. The new warrants have fixed exercise prices of $0.20; subject to the Company meeting the agreed upon terms of the exchange agreement. Warrant to purchase 70 shares of common stock were not recorded as their exercise price after considering reverse stock splits, were greater than $60,000 and deemed to be immaterial for disclosure On January 6, 2020, the Company entered into a finder’s fee agreement. The finder will receive 5% cash and 5% warrants on all funds it raises including bridge loans. The three-year common stock share warrants will have an exercise price of $0.25. During 2019 and 2020, the finder helped the Company raise $300,000, therefore a fee of $15,000 was paid and 60,000 warrants will be issued. On January 22, 2020, the Company entered into a promotional agreement with a consultant. The consultant will provide the Company investor and public relations services. As compensation for these services, the Company will issue a total of 5,000,000 common stock warrants at a $0.25 strike price and expiring in three years, if the following conditions occur: 1,250,000 common stock warrants, 6 months after the close of the Series D Preferred Stock units, if the minimum common stock share price is a at least $0.50 based on a 30-day VWAP, with a two year term; 1,250,000 common stock warrants, 12 months after the close of the Series D Preferred Stock units, if the minimum common stock share price is at least $0.75 based on a 30-day VWAP, with a one and half year term; 1,250,000 common stock warrants, 18 months after the close of the Series D Preferred Stock units, if the minimum common stock share price is a minimum of $1.00 based on a 30-day VWAP, with a one year term; and 1,250,000 common stock warrants, 24 months after the close of the Series D Preferred Stock units, if the minimum common stock share price is a minimum of $1.25 based on a 30-day VWAP, with a one year term. The consultant agrees to a 10.0% blocker at any single point in time it cannot own 10.0% of the total common stock shares outstanding.

5. STOCK OPTIONS

5. STOCK OPTIONS	9 Months Ended
	Sep. 30, 2020
Share-based Payment Arrangement [Abstract]
5. STOCK OPTIONS	The Company’s 1995 Stock Plan (the “Plan”) has expired pursuant to its terms, so zero shares remained available for issuance at September 30, 2020 and December 31, 2019. The Plan allowed for the issuance of incentive stock options, nonqualified stock options, and stock purchase rights. The exercise price of options was determined by the Company’s board of directors, but incentive stock options were granted at an exercise price equal to the fair market value of the Company’s common stock as of the grant date. Options historically granted have generally become exercisable over four years and expire ten years from the date of grant. As of September 30, 2020, and December 31, 2019, there were no stock options outstanding and exercisable. On July 14, 2020, the Company granted 1,800,000 stock options to employees and consultants. The new Stock Plan (the “Plan”) allows for the issuance of incentive stock options, nonqualified stock options, and stock purchase rights. The exercise price of options was determined by the Company’s board of directors, but incentive stock options were granted at an exercise price equal to the fair market value of the Company’s common stock as of the grant date. Options historically granted have generally become exercisable over four years and expire ten years from the date of grant. The plan provides for stock options to be granted up to 10% of the outstanding common stock shares. The fair value of options issued during the nine months ended September 30, 2020 was estimated using the Black-Scholes option-pricing model and the following assumptions: • a dividend yield of 0%; • an expected life of 10 years; • volatility of 153.1%; and • risk-free interest rate of 0.98%. The fair value of each option grant made during 2020 was estimated on the date of each grant using the Black-Scholes option pricing model and recognized as stock based compensation rateably over the option vesting periods, which approximates the service period. The following lists the stock options granted: Grant Date Expiration Date Vesting Period Number of Stock Options Granted Exercise Price Black Scholes Valuation Cartwright, Gene 07/14/2020 07/12/2030 Vesting (1) 400,000 $0.49 $0.483 Faupel, Mark 07/14/2020 07/12/2030 Vesting (1) 400,000 $0.49 $0.483 Imhoff, John 07/14/2020 07/12/2030 Immediate 50,000 $0.49 $0.483 James, Michael 07/14/2020 07/12/2030 Immediate 50,000 $0.49 $0.483 Clavijo, James 07/14/2020 07/12/2030 Vesting (1) 300,000 $0.49 $0.483 Battle, Lisa 07/14/2020 07/12/2030 Vesting (1) 178,000 $0.49 $0.483 Sufka, Melissa 07/14/2020 07/12/2030 Vesting (1) 178,000 $0.49 $0.483 Waterstreet, Alesandra 07/14/2020 07/12/2030 Vesting (1) 178,000 $0.49 $0.483 Wells, William 07/14/2020 07/12/2030 18 months 66,000 $0.49 $0.483 1,800,000 (1) 25% immediate and 25% each year thereafter; 36 months in total As of September 30, 2020, the Company has issued and outstanding options to purchase a total of 1,800,000 shares of common stock pursuant to the plan, at a weighted average exercise price of $0.49 per share. As of September 30, 2020, Stock options vested 519,500 Stock options unvested 1,280,500 Total stock options granted at September 30, 2020 1,800,000 Stock option activity for the nine months ended September 30, 2020 is as follows: September 30, 2020 Shares Weighted Average Exercise Price Outstanding at beginning of year — — Options granted 1,800,000 $ 0.49 Options exercised — — Options expired/forfeited — — Outstanding at end of the period 1,800,000 $ 0.49

6. LITIGATION AND CLAIMS

6. LITIGATION AND CLAIMS	9 Months Ended
	Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
6. LITIGATION AND CLAIMS	From time to time, the Company may be involved in various legal proceedings and claims arising in the ordinary course of business. Management believes that the dispositions of these matters, individually or in the aggregate, are not expected to have a material adverse effect on the Company’s financial condition. However, depending on the amount and timing of such disposition, an unfavorable resolution of some or all of these matters could materially affect the future results of operations or cash flows in a particular year. As of September 30, 2020, and December 31, 2019, there was no accrual recorded for any potential losses related to pending litigation.

7. COMMITMENTS AND CONTINGENCIE

7. COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
7. COMMITMENTS AND CONTINGENCIES	Operating Leases In December 2009, the Company moved its offices, which comprise its administrative, research and development, marketing and production facilities to 5835 Peachtree Corners East, Suite B, Peachtree Corners, Georgia 30092. The Company leased approximately 23,000 square feet under a lease that expired in June 2017. In July 2017, the Company leased the offices on a month to month basis. On February 23, 2018, the Company modified its lease to reduce its occupancy to 12,835 square feet. The fixed monthly lease expense will be: $13,859 each month for the period beginning January 1, 2018 and ending June 30, 2018; $8,022 each month for the period beginning April 1, 2018 and ending June 30, 2019; $8,268 each month for the period beginning April 1, 2019 and ending June 30, 2020; and $8,514 each month for the period beginning April 1, 2020 and ending March 31, 2021. The Company recognizes lease expense on a straight-line basis over the estimated lease term and combine lease and non-lease components. Future minimum rental payments at September 30, 2020 under non-cancellable operating leases for office space and equipment are as follows (in thousands): Year Amount 2020 30 2021 30 Total 60 Less: Interest 3 Present value of lease liability 57 Related Party Contracts On June 5, 2016, the Company entered into a license agreement with Shenghuo Medical, LLC pursuant to which the Company granted Shenghuo an exclusive license to manufacture, sell and distribute LuViva in Taiwan, Brunei Darussalam, Cambodia, Laos, Myanmar, Philippines, Singapore, Thailand, and Vietnam. Shenghuo was already the Company’s exclusive distributor in China, Macau and Hong Kong, and the license extended to manufacturing in those countries as well. Under the terms of the license agreement, once Shenghuo was capable of manufacturing LuViva in accordance with ISO 13485 for medical devices, Shenghuo would pay the Company a royalty equal to $2.00 or 20% of the distributor price (subject to a discount under certain circumstances), whichever is higher, per disposable distributed within Shenghuo’s exclusive territories. In connection with the license grant, Shenghuo was to underwrite the cost of securing approval of LuViva with Chinese Food and Drug Administration. At its option, Shenghuo also would provide up to $1.0 million in furtherance of the Company’s efforts to secure regulatory approval for LuViva from the U.S. Food and Drug Administration, in exchange for the right to receive payments equal to 2% of the Company’s future sales in the United States, up to an aggregate of $4.0 million. Pursuant to the license agreement, Shenghuo had the option to have a designee appointed to the Company’s board of directors (current director Richard Blumberg is the designee). On July 24, 2019, Shandong Yaohua Medical Instrument Corporation (“SMI”), agreed to modify its existing agreement. Under the terms of this modification, the Company agreed to grant (1) exclusive manufacturing rights, excepting the disposable cervical guides for the Republic of Turkey, and the final assembly rights for Hungary, and (2) exclusive distribution and sales for LuViva in jurisdictions, subject to the following terms and conditions. First, SMI shall complete the payment for parts, per the purchase order, for five additional LuViva devices. Second, in consideration for the $885,144 that the Company received, SMI will receive 12,147 common stock shares. Third, SMI shall honor all existing purchase orders it has executed to date with the Company, in order to maintain jurisdiction sales and distribution rights. If SMI needs to purchase cervical guides then it will do so at a cost including labor, plus ten percent markup. The Company will provide 200 cervical guides at no cost for the clinical trials. Fourth, the Company and SMI will make best efforts to sell devices after CFDA approval. With an initial estimate of year one sales of 200 LuViva devices; year two sales of 500 LuViva devices; year three sales of 1,000 LuViva devices; and year four sales of 1,250 LuViva devices. Fifth, SMI shall pay for entire costs of securing approval of LuViva with the Chinese FDA. Sixth, SMI shall arrange, at its sole cost, for a manufacturer in China to build tooling to support manufacture. In addition, SMI retains the right to manufacture for China, Hong Kong, Macau and Taiwan, where SMI has distribution and sales rights. For each single-use cervical guide sold by SMI in the jurisdictions, SMI shall transfer funds to escrow agent at a rate of $1.90 per device chip. If within 18 months of the license’s effective date, SMI fails to achieve commercialization of LuViva in China, SMI shall no longer have any rights to manufacture, distribute or sell LuViva. Commercialization is defined as: filing an application with the Chinese FDA for the approval of LuViva; any assembly or manufacture of the devices or disposables that begins in China; and purchase of at least 10 devices and disposables for clinical evaluations and regulatory use and or sales in the jurisdictions. On March 5, 2020 the Company had recorded an accrued liability for SMI of $692,335, which was reclassified to additional paid in capital and 12,147 common stock shares. On September 6, 2016, the Company entered into a royalty agreement with one of its directors, John Imhoff, and another stockholder, Dolores Maloof, pursuant to which the Company sold to them a royalty of future sales of single-use cervical guides for LuViva. Under the terms of the royalty agreement, and for consideration of $50,000, the Company will pay them an aggregate perpetual royalty initially equal to $0.10, and from and after October 2, 2016, equal to $0.20, for each disposable that the Company sells (or that is sold by a third party pursuant to a licensing arrangement with the Company). Contingencies Based on the current outbreak of the Coronavirus SARS-CoV-2, the pathogen responsible for COVID-19, which has already had an impact on financial markets, there could be additional repercussions to the Company’s operating business, including but not limited to, the sourcing of materials for product candidates, manufacture of supplies for preclinical and/or clinical studies, delays in clinical operations, which may include the availability or the continued availability of patients for trials due to such things as quarantines, conduct of patient monitoring and clinical trial data retrieval at investigational study sites. The future impact of the outbreak is highly uncertain and cannot be predicted, and the Company cannot provide any assurance that the outbreak will not have a material adverse impact on the Company’s operations or future results or filings with regulatory health authorities. The extent of the impact to the Company, if any, will depend on future developments, including actions taken to contain the coronavirus.

8. NOTES PAYABLE

8. NOTES PAYABLE	9 Months Ended
	Sep. 30, 2020
Notes Payable [Abstract]
8. NOTES PAYABLE	Notes Payable in Default At September 30, 2020 and December 31, 2019, the Company maintained notes payable to both related and non-related parties totaling approximately $319,000 and $776,000, respectively. These notes are short term, straight-line amortizing notes. The notes carry annual interest rates between 0% and 10% and have default rates as high as 20%. The Company is accruing interest at the default rate of 18.0% on two of the loans. As described in Note 4: STOCKHOLDERS’ DEFICIT As described previously, the Company entered into an exchange agreement with Dr. Imhoff. Based on this agreement the Company exchanged $199,417 of short-term debt outstanding. As described previously, the Company entered into an exchange agreement with Ms. Rosenstock. Based on this agreement the Company exchanged $50,000 of short-term debt outstanding and forgave $28,986. On February 8, 2019, a note payable in default to Aquarius as reported in the Company’s Form 10-K report - Footnote 9: Notes payable – Note payable in default On July 1, 2019, the Company entered into a loan agreement with Accilent Capital Management Inc / Rev Royalty Income and Growth Trust (“Accilent”), providing for the purchase by Accilent of an unsecured promissory note in the principal amount of $49,389 (CAD$ 65,500). The note was fully funded on July 9, 2019 (net of an 8% original issue discount and other expenses). The note bears an interest rate of 16% and was due and payable on September 11, 2019. Following maturity, demand, default, or judgment and until actual payment in full, interest rate shall be paid at the rate of 19% per annum. The Company issued 315,000 warrants at an exercise price of $0.25 per warrant and exercisable within 3 years from issuance (the “Initial Warrants”). As of September 30, 2020, the loan had been paid off. As of December 31, 2019, $57,946 remained outstanding, which included a fee of $4,951 and interest of $4,606. As described previously, the Company entered into an exchange agreement with Mr. Blumberg. Based on this agreement the Company exchanged $70,320 of short-term debt outstanding. As described previously, the Company entered into an exchange agreement with Mr. James. Based on this agreement the Company exchanged $2,286 of short-term debt outstanding. The following table summarizes the Notes payable in default, including related parties September 30, 2020 December 31, 2019 Dr. Imhoff $ — $ 199 Dr. Cartwright 1 2 Ms. Rosenstock — 50 Mr. Fowler 26 26 Mr. Mermelstein 275 244 GPB 17 17 Aquarius — 108 Accilent — 58 Mr. Blumberg — 70 Mr. James — 2 Notes payable in default $ 319 $ 776 The notes payable to related parties was $1,000 of the $319,000 balance at September 30, 2020 and $349,000 of the $776,000 balance at December 31, 2019. Short Term Notes Payable At September 30, 2020 and December 31, 2019, the Company maintained short term notes payable to both related and non-related parties totaling $130,000 and $1,026,000, respectively. These notes are short term, straight-line amortizing notes. The notes carry annual interest rates between 5% and 19%. As described previously, the Company entered into an exchange agreement with Dr. Imhoff. Based on this agreement the Company exchanged $167,000 of short-term debt outstanding. The Company issued promissory notes to Mr. Cartwright and Mr. Faupel, in the amounts of approximately $48,000 and $4,000, respectively. The notes were initially issued with 0% interest, however interest increased to 6.0% interest 90 days after the Company received $1,000,000 in financing proceeds. On August 22, 2018, the Company issued a promissory note to Mr. Case for $150,000 in aggregate principal amount of a 6% promissory note for an aggregate purchase price of $157,500 (representing a $7,500 original issue discount). As of September 30, 2020, the Company had exchanged $179,291 of debt outstanding for: 896,456 common stock shares; and 896,455 warrants issued to purchase common stock shares at a strike price of $0.20. As of December 31, 2019, the Company had not repaid the note and original issue discount of $157,500 ($7,500 is recorded in accrued expenses). As described previously, the Company entered into an exchange agreement with Mr. Mamula. Based on this agreement the Company exchanged $15,577 of short-term debt outstanding. On September 19, 2018, and February 15, 2019, the Company issued promissory notes to Mr. Gould for $50,000 each in aggregate principal amount of a 6% promissory note for an aggregate purchase price of $52,500 each (representing a $2,500 original issue discount). As of September 30, 2020, the Company had entered into an exchange agreement with Mr. Gould. Based on this agreement the Company exchanged $111,227 of debt outstanding for: 556,136 common stock shares; and 556,136 warrants issued to purchase common stock shares at a strike price of $0.20. As of December 31, 2019, the Company had not repaid the note and original issue discount of $52,500 ($2,500 is recorded in accrued expenses) and therefore the accrued interest rate increased to 12%. As described previously, the Company entered into an exchange agreement with K2 Medical. Based on this agreement the Company exchanged $203,000 of short-term debt outstanding. On February 14, 2019, the Company entered into a Purchase and Sale Agreement with Everest Business Funding for the sale of its accounts receivable. The transaction provided the Company with $48,735 after $1,265 in debt issuance costs (bank costs) for a total purchase amount of $50,000, in which the Company would have to repay $68,500. At a minimum the Company would need to pay $535.16 per day or 20.0% of the future collected accounts receivable or “receipts.” The effective interest rate as calculated for this transaction is approximately 132.5%. As of December 31, 2019, $60,105 had been paid, leaving a balance of $8,016. As of September 30, 2020, the balance of $68,121 had been paid in full. In July 2019, the Company entered into a premium finance agreement to finance its insurance policies totaling $142,000. The note requires monthly payments of $14,459, including interest at 4.91% and matures in April 2020. As of September 30, 2020, the balance was paid in full. The balance due on insurance policies totaled $57,483 at December 31, 2019. On July 4, 2020, the Company entered into a premium finance agreement to finance its insurance policies totaling $109,000. The note requires monthly payments of $11,299, including interest at 4.968% and matures in April 2021. As of September 30, 2020, the balance was $78,119. As described previously, the Company entered into an exchange agreement with Mr. Blumberg. Based on this agreement the Company exchanged $223,000 of short-term debt outstanding. As described previously, the Company entered into an exchange agreement with Mr. Grimm. Based on this agreement the Company exchanged $51,050 of short-term debt outstanding. On June 30, 2020, the Company exchanged $125,000 in debt (during June 2020, $125,000 in payables had been converted into short-term debt) from Mr. James Clavijo, for 500,000 common stock shares and 250,000 warrants to purchase common stock shares. The fair value of the common stock shares was $250,000 (based on a $0.50 fair value for the Company’s stock) and of the warrants to purchase common stock shares was $99,963 (based on a $0.40 black scholes fair valuation). This resulted in a net loss on extinguishment of debt of $224,963 ($349,963 fair value less the $125,000 of exchanged debt). After the exchange transaction a balance was due Mr. Clavijo of $10,213 which was paid. The following table summarizes the Short-term notes payable, including related parties September 30, 2020 December 31, 2019 Dr. Imhoff $ — $ 167 Dr. Cartwright 48 48 Dr. Faupel 4 4 Mr. Case — 150 Mr. Mamula — 15 Mr. Gould — 100 K2 (Shenghuo) — 203 Everest — 8 Premium Finance (insurance) 78 59 Mr. Blumberg — 223 Mr. Grimm — 49 Short-term notes payable, including related parties $ 130 $ 1,026 The short-term notes payable past due to related parties was $52,000 of the $130,000 balance at September 30, 2020 and $645,000 of the $1,026,000 balance at December 31, 2019. Troubled Debt Restructuring The debt extinguished for Notes Payable which closed on January 8, 2020, the Company exchanged $2,064,366 in debt for common stock shares and warrants as described above that were determined to have a total fair value of $2,065,548, resulting in a loss on extinguishment of debt of $1,183 which is recorded in other income (expense) on the accompanying consolidated statements of operations. In addition, one of the investors forgave approximately $29,000 of debt, which was recorded as a gain for extinguishment of debt. Also, during June 2020, the Company exchanged $125,000 in debt for common stock shares and warrants as described. This debt extinguished met the criteria for troubled debt. The basic criteria are that the borrower is troubled, ie., they are having financial difficulties, and a concession is granted by the creditor. Due to the Company being in default on several of its loans the debt is considered troubled debt. The troubled debt restructuring for Notes Payable, had an immaterial effect on the Company’s basic or diluted earnings per share calculation for September 30, 2020 and 2019.

9. SHORT-TERM CONVERTIBLE DEBT

9. SHORT-TERM CONVERTIBLE DEBT	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
9. SHORT-TERM CONVERTIBLE DEBT	Related Party Convertible Note Payable – Short-Term On June 5, 2016, the Company entered into a license agreement with a distributor pursuant to which the Company granted the distributor an exclusive license to manufacture, sell and distribute the Company’s LuViva Advanced Cervical Cancer device and related disposables in Taiwan, Brunei Darussalam, Cambodia, Laos, Myanmar, Philippines, Singapore, Thailand, and Vietnam. The distributor was already the Company’s exclusive distributor in China, Macau and Hong Kong, and the license will extend to manufacturing in those countries as well. As partial consideration for, and as a condition to, the license, and to further align the strategic interests of the parties, the Company agreed to issue a convertible note to the distributor, in exchange for an aggregate cash investment of $200,000. The note will provide for a payment to the distributor of $240,000, due upon consummation of any capital raising transaction by the Company within 90 days and with net cash proceeds of at least $1.0 million. As of September 30, 2020, the note had been exchanged for common stock shares and warrants. This was part of the exchange made on January 8, 2020, for $790,544 of debt outstanding for: 1,905,270 common stock shares issued on March 23, 2020; 496,602 warrants issued to purchase common stock shares at a strike price of $0.20; 692,446 warrants issued to purchase common stock shares at a strike price of $0.25; and 692,446 warrants issued to purchase common stock shares at a strike price of $0.75. As of December 31, 2019, the Company had a note due of $512,719. Troubled Debt Restructuring The debt extinguished for Related Party Convertible Note Payable – Short-Term, which closed on January 8, 2020, the Company exchanged in part $512,719 in debt for several common stock shares and warrants as described above. This debt extinguished met the criteria for troubled debt. The basic criteria are that the borrower is troubled, i.e., they are having financial difficulties, and a concession is granted by the creditor. Due to the Company being in default on several of its loans the debt is considered troubled debt. The troubled debt restructuring for Notes Payable, had an immaterial effect on the Company’s basic or diluted earnings per share calculation for September 30, 2020 and 2019. Convertible Note Payable – Short-Term On March 31, 2020, we entered into a securities purchase agreement with Auctus Fund, LLC for the issuance and sale to Auctus of $112,750 in aggregate principal amount of a 12% convertible promissory note. On March 31, 2020, we issued the note to Auctus and issued 250,000 five-year common stock warrants at an exercise price of $0.16. On April 3, 2020, we received net proceeds of $100,000. The note matures on January 26, 2021 and accrues interest at a rate of 12% per year. We may not prepay the note, in whole or in part. After the 90 th On May 15, 2019, the Company entered into a securities purchase agreement with Eagle Equities, LLC, providing for the purchase by Eagle of a convertible redeemable note in the principal amount of $57,750. The note was fully funded on May 21, 2019, upon which the Company received $45,000 of net proceeds (net of a 10% original issue discount and other expenses). The note bears an interest rate of 8% is due and payable on May 15, 2020. The note may be converted by Eagle at any time after five months from issuance into shares of the Company common stock (as determined in the notes) calculated at the time of conversion. The conversion price of the notes will be equal to 60% of the average of the two lowest closing bid prices of the Company’s common stock shares as reported on OTC Markets exchange, for the 20 prior trading days including the day upon which the Company receives a notice of conversion. The notes may be prepaid in accordance with the terms set forth in the notes. The notes also contain certain representations, warranties, covenants and events of default including if the Company are delinquent in our periodic report filings with the SEC and increases in the amount of the principal and interest rates under the notes in the event of such defaults. In the event of default, at Eagle’s option and in its sole discretion, Eagle may consider the notes immediately due and payable. During 2020, Eagle provided a forbearance to the Company on the default after a payment was made. On May 15, 2019, the Company had recorded a $38,500 beneficial conversion feature, $5,250 original issue discount and $7,500 of debt issuance costs. As of December 31, 2019, the outstanding note was for $25,651, which consisted of unamortized balance of $14,438 of a beneficial conversion feature, unamortized original issue discount of $1,942, unamortized debt issuance costs of $2,774 and interest of $1,166 included in accrued expenses on the accompanying consolidated balance sheet. On May 14, 2020, the outstanding note was paid off. On May 15, 2019, the Company entered into a securities purchase agreement with Adar Bays, LLC, providing for the purchase by Adar of a convertible redeemable note in the principal amount of $57,750. The note was fully funded on May 21, 2019, upon which the Company received $45,000 of net proceeds (net of a 10% original issue discount and other expenses). The note bears an interest rate of 8% and are due and payable on May 15, 2020. The note may be converted by Adar at any time after five months from issuance into shares of the Company common stock (as determined in the notes) calculated at the time of conversion. The conversion price of the notes will be equal to 60% of the average of the two lowest closing bid prices of the Company’s common stock shares as reported on OTC Markets exchange, for the 20 prior trading days including the day upon which the Company receives a notice of conversion. The notes may be prepaid in accordance with the terms set forth in the notes. The notes also contain certain representations, warranties, covenants and events of default including if the Company are delinquent in our periodic report filings with the SEC and increases in the amount of the principal and interest rates under the notes in the event of such defaults. In the event of default, at Adar’s option and in its sole discretion, Adar may consider the notes immediately due and payable. During 2020, Adar provided a forbearance to the Company on the default after a payment was made. On May 15, 2019, the Company had recorded a $38,500 beneficial conversion feature, $5,250 original issue discount and $7,500 of debt issuance costs. As of December 31, 2019, the note outstanding increased to $84,780 as a default penalty of $27,030 was added to the outstanding balance of the note, which consisted of unamortized balance of $14,438 of a beneficial conversion feature, unamortized original issue discount of $1,942, unamortized debt issuance costs of $2,774 and interest of $3,190 included in accrued expenses on the accompanying consolidated balance sheet. On May 22, 2020, the outstanding note was paid off. The following table summarizes the Convertible notes payable September 30, 2020 December 31, 2019 Shenghuo $ — $ 513 Auctus 113 — Eagle — 26 Adar — 85 Debt discount and issuance costs to be amortized (13 ) (9 ) Debt discount related to beneficial conversion (33 ) (29 ) Short-term convertible notes payable $ 67 $ 586

10. CONVERTIBLE DEBT

10. CONVERTIBLE DEBT	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
10. CONVERTIBLE DEBT	Senior Secured Promissory Note Effective February 12, 2016, the Company entered into a securities purchase agreement with GPB Debt Holdings II LLC (“GPB”) for the issuance of a $1,437,500 senior secured convertible note for an aggregate purchase price of $1,029,000 (representing an original issue discount of $287,500 and debt issuance costs of $121,000). On May 28, 2016, the balance of the note was increased by $87,500 for a total principal balance of $1,525,000. On December 7, 2016, the Company entered into an exchange agreement with GPB and as a result the principal balance increased by a transfer $312,500 (see – “Senior Secured Promissory Note”) for a total principal balance of $1,837,500. In addition, GPB received warrants for 2,246 shares of the Company’s common stock. The Company allocated proceeds totaling $359,555 to the fair value of the warrants at issuance and recorded an additional discount on the debt. The warrant is exercisable at any time, pending availability of sufficient authorized but unissued shares of the Company’s common stock, at an exercise price per share equal to the conversion price of the convertible note, subject to certain customary adjustments and anti-dilution provisions contained in the warrant. The warrant has a five-year term. At December 31, 2019, the common stock purchase warrant exercise price had been adjusted to $0.04 and the number of common stock shares exchangeable for was 35,937,500. As of September 30, 2020, and as a result of the January 15, 2020 exchange agreement, the common stock purchase warrant exercise price had been adjusted to $0.20 and the number of common stock shares exchangeable for was 7,185,000. This exchange is subject to the Company meeting repayment conditions. Those conditions involved in part the repayment of $450,000, $100,000 and $950,000 for the completion of each Auctus financing tranche. The Company has executed Tranche 1 and 2 and has paid GPB $550,000. In addition, the Company would need to begin repaying $50,000, in repayment of $1,500,000, each month, beginning on September 15, 2020 (if the Company is not in default it may request an additional four-month forbearance on that repayment). On September 2, 2020, the Company made a payment of $50,000, which provided the Company an additional four-month forbearance. The convertible note required monthly interest payments at a rate of 17% per year and was due on February 12, 2018. Subject to resale restrictions and the availability of sufficient authorized but unissued shares of the Company’s common stock, the note is convertible at a conversion price equal to 70% of the average closing price per share for the five trading days prior to issuance. In an event of default, the note will accrue interest at a rate of 22%. Upon the occurrence of an event of default, the holder may require the Company to redeem the convertible note at 120% of the outstanding principal balance, but as of September 30, 2020 and December 31, 2019, had not done so. The note is secured by a lien on substantially all of the Company’s assets. In connection with the transaction, on February 12, 2016, the Company and GPB entered into a four-year consulting agreement, pursuant to which the investor will provide management consulting services to the Company in exchange for a royalty payment, payable quarterly, equal to 3.85% of the Company’s revenues from the sale of products. As of September 30, 2020, and December 31, 2019, GPB had earned approximately $35,000 and $31,000 in royalties that are unpaid, respectively. As of September 30, 2020, the balance due on the convertible debt was $1,798,032, consisting of principal of $1,451,002 and a prepayment penalty of $347,030 and compared to December 31, 2019, where the balance due on the convertible debt was $2,177,030 consisting of principal of $1,830,000 and a prepayment penalty of $347,030. Interest accrued on the note total $1,213,105 and $1,175,925 at September 30, 2020 and December 31, 2019, respectively, and is included in accrued expenses on the accompanying consolidated balance sheet. The Company used a placement agent in connection with the transaction. For its services, the placement agent received a cash placement fee equal to 4% of the aggregate gross proceeds from the transaction and a warrant to purchase shares of common stock equal to an aggregate of 6% of the total number of shares underlying the securities sold in the transaction, at an exercise price equal to, and terms otherwise identical to, the warrant issued to the investor. Finally, the Company agreed to reimburse the placement agent for its reasonable out-of-pocket expenses. Troubled Debt Restructuring The debt restructured for Convertible Debt, which closed on January 15, 2020, the Company restructured several re-payment plans as described above and in addition cancelled warrants and issued new warrants as part of the restructure. This debt restructure met the criteria for troubled debt. The basic criteria are that the borrower is troubled, i.e., they are having financial difficulties, and a concession is granted by the creditor. Due to the Company being in default on several of its loans the debt is considered troubled debt. See Note 8: Notes Payable, for total gain or loss recorded in the period. The troubled debt restructuring for Convertible Debt, based on the reduction in warrants outstanding would have an effect on the Company’s diluted earnings per share calculation for September 30, 2020, but not on the basic earnings per share calculation. The earnings per share value would have adjusted from 0.026 to 0.014 for the three months ended September 30, 2020. However, for the nine months ended September 30, 2020 the basic and diluted earnings per share would have remained the same as the Company had a loss. Secured Promissory Note. Effective September 10, 2014, the Company sold a secured promissory note to an accredited investor, GHS Investments, LLC (“GHS”), with an initial principal amount of $1,275,000, for a purchase price of $570,000 (less an original issue discount of $560,000 and debt issuance costs of $145,000). The note is secured by the Company’s current and future accounts receivable and inventory and accrued interest at a rate of 18% per year. The note has subsequently been assigned to different credited investors and the terms of the note were amended extend the maturity until August 31, 2016. The balance of this note was reduced by a transfer of $306,863 as part of a debt restructuring that occurred on December 7, 2016 (see – “Senior Secured Promissory Note”). The holder may convert the outstanding balance into shares of common stock at a conversion price per share equal to 75% of the lowest daily volume average price of common stock during the five days prior to conversion. During July and August 2020, GHS converted $50,454 of principal and interest for 175,000 common stock shares. In addition, during July and August 2020, as part of the conversion of the outstanding note, the Company paid $59,564 in cash for principal and interest that remained outstanding. As of September 30, 2020, the note was paid in full. The balance due on the note was $148,223 at December 31, 2019. Other Convertible Debt in Default GHS Effective May 19, 2017, the Company entered into a securities purchase agreement with GHS for the purchase of a $66,000 convertible promissory note for the purchase of $60,000 in net proceeds (representing a 10% original issue discount of $6,000). The accrued interest rate of 8% per year until it matured in December 31, 2017. Beginning February 2018, the note is convertible, in whole or in part, at the holder’s option, into shares of the Company’s stock at a conversion price equal to 60% of the lowest trading price during the 25 trading days prior to conversion. Upon the occurrence of an event of default, the note will bear interest at a rate of 20% per year and the holder of the note may require the Company to redeem or convert the note at 150% of the outstanding principal balance. At September 30, 2020 and December 31, 2019, the balance due on this note was $83,094, including a default penalty of $37,926. Interest accrued on the note totals $21,631, and $16,641 at September 30, 2020 and December 31, 2019, and is included in accrued expenses on the accompanying consolidated balance sheet, respectively. GHS converted $12,700 of principal and accrued interest during the year ended December 31, 2019. Effective May 17, 2018, the Company entered into a securities purchase agreement with GHS for the purchase of a convertible promissory note with a principal of $9,250 for a purchase price of $7,500 (representing an original issue discount of $750 and debt issuance costs of $1,000). The note accrued interest at a rate of 8% per year until its matured June 17, 2019. Beginning February 2018, the note is convertible, in whole or in part, at the holder's option, into shares of the Company's stock at a conversion price equal to 70% of the lowest trading price during the 25 trading days prior to conversion (if the note cannot be converted due to Depository Trust Company freeze then rate decreases to 60%). Upon the occurrence of an event of default, the note will bear interest at a rate of 20% per year and the holder of the note may require the Company to redeem or convert the note at 150% of the outstanding principal balance. At September 30, 2020 and December 31, 2019, the balance due on this note was $14,187, including a default penalty of $4,937. Interest accrued on the note totals $5,037 and $3,972 at September 30, 2020 and December 31, 2019, respectively, and is included in accrued expenses on the accompanying consolidated balance sheet. Effective June 22, 2018, the Company entered into a securities purchase agreement with GHS for the purchase of a $68,000 convertible promissory note for a purchase price of $60,000 (representing an original issue discount of $6,000 and debt issuance costs of $2,000). At issuance, the Company recorded a $29,143 beneficial conversion feature, which was fully amortized at December 31, 2019. The accrued interest at a rate of 10% per year until it matured on June 22, 2019. Beginning May 2019, the note is convertible, in whole or in part, at the holder's option, into shares of the Company's stock at a conversion price equal to 70% of the lowest trading price during the 25 trading days prior to conversion (if the note cannot be converted due to Depository Trust Company freeze then rate decreases to 60%). Upon the occurrence of an event of default, the note will bear interest at a rate of 20% per year and the holder of the note may require the Company to redeem or convert the note at 150% of the outstanding principal balance. At September 30, 2020 and December 31, 2019, the balance due on this note was $103,285, including a default penalty of $35,285. Interest accrued on the note totals $37,041 and $29,287 at September 30, 2020 and December 31, 2019, respectively, and is included in accrued expenses on the accompanying consolidated balance sheet. Auctus On May 22, 2020, the Company entered into an exchange agreement with Auctus. Based on this agreement the Company exchanged three outstanding notes, in the amounts of $150,000, $89,250, and $65,000 for a total amount $328,422 of debt outstanding, as well as any accrued interest and default penalty, for: $160,000 in cash payments (payable in monthly payments of $20,000), converted a portion of the notes pursuant to original terms of the notes into 500,000 restricted common stock shares (shares were issued on June 3, 2020); and 700,000 warrants issued to purchase common stock shares at a strike price of $0.15. The fair value of the common stock shares was $250,000 (based on a $0.50 fair value for the Company’s stock) and of the warrants to purchase common stock shares was $196,818 (based on a $0.281 black scholes fair valuation). During the three months ended September 30, 2020, the Company paid $80,000 to reduce the outstanding balance. As of September 30, 2020, a balance of $60,000 remained to be paid for these exchanged loans. Auctus notes exchanged in the May 22, 2020 transaction Effective March 20, 2018, the Company entered into a securities purchase with Auctus Fund, LLC ("Auctus") for the issuance of a $150,000 convertible promissory note and warrants exercisable for 4,262 shares of the Company's common stock. At issuance, the Company recorded a $97,685 beneficial conversion feature, which was fully amortized at December 31, 2018. The warrants are exercisable at any time, at an exercise price equal to $0.04 per share, subject to certain customary adjustments and price-protection provisions contained in the warrant. The warrants have a five-year term. The note accrued interest at a rate of 12% per year until it matured in December 2018. Beginning December 2018, the note is convertible, in whole or in part, at the holder's option, into shares of the Company's stock at a conversion price equal to 60% of the lowest trading price during the 20 trading days prior to conversion. Upon the occurrence of an event of default, the note will bear interest at a rate of 24% per year and the holder of the note may require the Company to redeem or convert the note at 150% of the outstanding principal balance. At September 30, 2020, the balance due on this note was $140,000. On May 22, 2020, the default penalty and outstanding interest was exchanged as described in the preceding paragraph. At December 31, 2019, the balance due on this total was $192,267, including a default penalty of $70,931, respectively. Interest accrued on the note totals $45,629 at December 31, 2019, respectively, and is included in accrued expenses on the accompanying consolidated balance sheet. Auctus converted nil and $14,236 of principal and accrued interested during the nine months and year ended September 30, 2020 and December 31, 2019, respectively. During the three months ended September 30, 2020, the Company paid $80,000 to reduce the outstanding balance. At September 30, 2020, the balance due on this note was $60,000. Effective July 3, 2018, the Company entered into a securities purchase with Auctus for the issuance of a $89,250 convertible promissory note. At issuance, the Company recorded a $59,000 beneficial conversion feature, which was fully amortized at December 31, 2019. The note accrued interest at a rate of 12% per year until it matured in April 2019. Beginning April 2019, the note is convertible, in whole or in part, at the holder's option, into shares of the Company's stock at a conversion price equal to 60% of the lowest trading price during the 20 trading days prior to conversion. Upon the occurrence of an event of default, the note will bear interest at a rate of 24% per year and the holder of the note may require the Company to redeem or convert the note at 150% of the outstanding principal balance. At December 31, 2019, the balance due on this total was $90,641, including a default penalty of $56,852, respectively. Interest accrued on the note totals $16,436 at December 31, 2019, respectively, and is included in accrued expenses on the accompanying consolidated balance sheet. At September 30, 2020, the balance due on this note was nil. Effective March 29, 2019, the Company entered into a securities purchase with Auctus for the issuance of a $65,000 convertible promissory note. At issuance, the Company recorded a $65,000 beneficial conversion feature, which was fully amortized at December 31, 2019. The note accrued interest at a rate of 12% until it matured in December 2019. Beginning December 2019, the note is convertible, in whole or in part, at the holder's option, into shares of the Company's stock at a conversion price equal to 50% of the lowest trading price during the 25 trading days prior to conversion. Upon the occurrence of an event of default, the note will bear interest at a rate of 24% per year and the holder of the note may require the Company to redeem or convert the note at 150% of the outstanding principal balance. At December 31, 2019, the balance due on this total was $106,210, including a default penalty of $41,210, respectively. Interest accrued on the note totaled $142 at December 31, 2019 and is included in accrued expenses on the accompanying consolidated balance sheet. At September 30, 2020, the balance due on this note was nil. The following table summarizes the Convertible notes (including debt in default) September 30, 2020 December 31, 2019 GPB $ 1,798 $ 1,798 $ 2,177 $ 2,177 GHS — 149 83 83 14 14 104 201 103 349 Auctus 60 192 — 91 — 60 106 389 Convertible notes (including debt in default) $ 2,059 $ 2,915 The convertible notes payable in default was $261,000 of the $2,059,000 balance at September 30, 2020 and the total balance of $2,915,000 at December 31, 2019, respectively. Troubled Debt Restructuring The debt restructured for Convertible Debt in default from Auctus, which closed on May 22, 2020, the Company restructured several re-payment plans as described above and in addition cancelled warrants and issued new warrants as part of the restructure. This debt restructure met the criteria for troubled debt. The basic criteria are that the borrower is troubled, i.e., they are having financial difficulties, and a concession is granted by the creditor. Due to the Company being in default on several of its loans the debt is considered troubled debt. The troubled debt restructuring for Convertible Debt in default from Auctus, had no effect on the Company’s basic or diluted earnings per share calculation for September 30, 2020 and 2019.

11. LONG TERM DEBT

11. LONG TERM DEBT	9 Months Ended
	Sep. 30, 2020
Long-term Debt, Unclassified [Abstract]
11. LONG-TERM DEBT	Long-term Debt – Related Parties On July 24, 2019, Dr. Faupel and Mr. Cartwright agreed to an addendum to the debt restructuring exchange agreement and to modify the terms of the original exchange agreement. Under this modification Dr. Faupel and Mr. Cartwright agreed to extend the note to be due in full on the third anniversary of that agreement. The modification also included simple interest at a 6% rate, with the principal and accrued interest due in total at the date of maturity or September 4, 2021. During the quarter ended September 30, 2018, the Company entered into an exchange agreement dated July 14, 2018, Dr Faupel, agreed to exchange outstanding amounts due to him for loans, interest, bonus, salary and vacation pay in the amount of $661,000 for a $207,000 promissory note dated September 4, 2018. As a result of the exchange agreement, the Company recorded a gain for extinguishment of debt of $199,000 and a capital contribution of $235,000 during the year ended December 31, 2018. The resulting difference of $20,000 was recorded to accrued interest. In the July 20, 2018 exchange agreement, Dr, Cartwright, agreed to exchange outstanding amounts due to him for loans, interest, bonus, salary and vacation pay in the amount of $1,621,000 for a $319,000 promissory note dated September 4, 2018. As a result of the exchange agreement, the Company recorded a gain for extinguishment of debt of $840,000 and a capital contribution of $432,000 during the year ended December 31, 2018. The resulting difference of $30,000 was recorded to accrued interest and elimination of debt. Troubled Debt Restructuring The debt extinguished for Mr. Cartwright and Mr. Faupel meet the criteria for troubled debt. The basic criteria are that the borrower is troubled, i.e., they are having financial difficulties, and a concession is granted by the creditor. Due to the Company being in default on several of its loans the debt is considered troubled debt. The troubled debt restructuring for Long-term Debt – Related Parties, had an immaterial effect on the Company’s basic or diluted earnings per share calculation for September 30, 2020 and 2019 as the gain was recorded in 2018. The table below summarizes the detail of the exchange agreement: For Dr. Faupel: Salary $ 134 Bonus 20 Vacation 95 Interest on compensation 67 Loans to Company 196 Interest on loans 149 Total outstanding prior to exchange $ 661 Amount forgiven during the quarter ended September 30, 2018 (454 ) Promissory note dated September 4, 2018 $ 207 Interest accrued through December 31, 2019 17 Balance outstanding at December 31, 2019 $ 224 Interest accrued through September 30, 2020 9 Balance outstanding at September 30, 2020 $ 233 For Dr. Cartwright: Salary $ 337 Bonus 675 Interest on compensation 59 Loans to Company 528 Interest on loans 22 Total outstanding prior to exchange $ 1,621 Amount forgiven during the quarter ended September 30, 2018 (1,302 ) Promissory note dated September 4, 2018 $ 319 Interest accrued through December 31, 2019 26 Balance outstanding at December 31, 2019 $ 345 Interest accrued through September 30, 2020 14 Balance outstanding at September 30, 2020 $ 359 Future debt obligations at September 30, 2020 for Long-term Debt – Related Parties are as follows (in thousands): Year Amount 2020 — 2021 — 2022 200 2023 200 2024 192 Totals 592 Long-term Convertible Notes Payable, net On December 17, 2019, the Company entered into a securities purchase agreement and convertible note with Auctus. The convertible note issued to Auctus will be for a total of $2.4 million. The first tranche of $700,000 was received in December 2019 and matures December 17, 2021 and accrues interest at a rate of ten percent (10%). The note may not be prepaid in whole or in part except as otherwise explicitly allowed. Any amount of principal or interest on the note which is not paid when due shall bear interest at the rate of the lessor of 24% or the maximum permitted by law (the “default interest”). The variable conversion prices shall equal the lesser of: (i) the lowest trading price on the issue date, and (ii) the variable conversion price. The variable conversion price shall mean 95% multiplied by the market price (the market price means the average of the five lowest trading prices during the period beginning on the issue date and ending on the maturity date), minus $0.04 per share, provided however that in no event shall the variable conversion price be less than $0.15. If an event of default under this note occurs and/or the note is not extinguished in its entirety prior to December 17, 2020 the $0.15 price shall no longer apply. In connection with the first tranche of $700,000, the Company issued to 7,500,000 warrants to purchase common stock at an exercise price of $0.20. The fair value of the warrants at the date of issuance was $745,972 and was $635,000 allocated to the warrant liability and a loss of $110,972 was recorded at the date of issuance for the amount of the fair value in excess of the net proceeds received of $635,000. The $700,000 proceeds were received net of debt issuance costs of $65,000 (net proceeds of $635,000, after administrative and legal expenses Company received $570,000). The Company used $65,000 of the proceeds to make a partial payment of the $89,250 convertible promissory note issued on July 3, 2018 to Auctus. On May 27, 2020, the second tranche of $400,000 was received. The last tranche of $1.3 million will be received within 60 days of the S-1 registration statement becoming effective. The conversion price of the notes will be at market value with a minimum conversion amount of $0.15. The last two tranches will have warrants attached. As of September 30, 2020, and December 31, 2019, $700,000 remained outstanding and accrued interest of $56,000 and $2,722, respectively. Further, as of September 30, 2020, and December 31, 2019, the Company had unamortized debt issuance costs of $39,271 and $64,000, respectively and an unamortized debt discount on warrants of $383,645, and $622,000, respectively and providing a net balance of $277,083 and $15,000, respectively. The Company also recorded a liability for the fair value of derivative liability in the amount of $36,000 as of September 30, 2020. On May 27, 2020, the Company received the second tranche in the amount of $400,000, from the December 17, 2019, securities purchase agreement and convertible note with Auctus. The net amount paid to the Company was $313,000 This second tranche is part of the convertible note issued to Auctus for a total of $2.4 million of which $700,000 has already been provided by Auctus. The notes maturity date is December 17, 2021 and an interest rate of ten percent (10%). The note may not be prepaid in whole or in part except as otherwise explicitly allowed. Any amount of principal or interest on the note which is not paid when due shall bear interest at the rate of the lessor of 24% or the maximum permitted by law (the “default interest”). The variable conversion prices shall equal the lesser of: (i) the lowest trading price on the issue date, and (ii) the variable conversion price. The variable conversion price shall mean 95% multiplied by the market price (the market price means the average of the five lowest trading prices during the period beginning on the issue date and ending on the maturity date), minus $0.04 per share, provided however that in no event shall the variable conversion price be less than $0.15. If an event of default under this note occurs and/or the note is not extinguished in its entirety prior to December 17, 2020 the $0.15 price shall no longer apply. The last tranche of $1.3 million will be received within 60 days of the S-1 registration statement becoming effective. The conversion price of the notes will be at market value with a minimum conversion amount of $0.15. In addition, as part of this transaction the Company was required to pay a 2.0% fee to a registered broker-dealer. As of September 30, 2020, $400,000 remained outstanding and accrued interest of $14,000. Further, as of September 30, 2020, the Company had unamortized debt issuance costs of $55,461, providing a net balance of $344,539. The total outstanding balance for the first two tranches outstanding as of September 30, 2020, was approximately $622,000. In addition, the Company determined that the conversion option needed to be bifurcated from the debt arrangement and will be valued at fair value each reporting period. The initial value at the date of issuance deemed to be $0 due to the presence of the $0.15 floor price. As of September 30, 2020, the Company calculated an intrinsic value of the bifurcation to be $36,300. Future debt obligations at September 30, 2020 for Long-term Convertible Notes Payable, net are as follows (in thousands): Year Amount 2020 — 2021 1,100 2022 — 2023 — 2024 — Total 1,100 Long-term debt On May 4, 2020, the Company received a loan from the Small Business Administration (SBA) pursuant to the Paycheck Protection Program (PPP) as part of the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) in the amount of $50,184. The loan bears interest at a rate of 1.00%, and matures in 24 months, with the principal and interest payments being deferred until the date of forgiveness with interest accruing, then converting to monthly principal and interest payments, at the interest rate provided herein, for the remaining eighteen (18) months. Lender will apply each payment first to pay interest accrued to the day Lender received the payment, then to bring principal current, and will apply any remaining balance to reduce principal. Payments must be made on the same day as the date of this Note in the months they are due. Lender shall adjust payments at least annually as needed to amortize principal over the remaining term of the Note. Under the provisions of the PPP, the loan amounts will be forgiven as long as: the loan proceeds are used to cover payroll costs, and most mortgage interest, rent, and utility costs over a 24 week period after the loan is made; and employee and compensation levels are maintained. In addition, payroll costs are capped at $100,000 on an annualized basis for each employee. Not more than 40% of the forgiven amount may be for non-payroll costs. As of September 30, 2020, the outstanding balance was $50,351 including $167 in accrued interest.

12. INCOME (LOSS) PER COMMON SH

12. INCOME (LOSS) PER COMMON SHARE	9 Months Ended
	Sep. 30, 2020
Earnings Per Share [Abstract]
12. INCOME (LOSS) PER COMMON SHARE	Basic net income (loss) per share attributable to common stockholders, amounts are computed by dividing the net income (loss) plus preferred stock dividends and deemed dividends on preferred stock by the weighted average number of shares outstanding during the year. Diluted net income (loss) per share attributable to common stockholders amounts are computed by dividing the net income (loss) plus preferred stock dividends, deemed dividends on preferred stock, after-tax interest on convertible debt and convertible dividends by the weighted average number of shares outstanding during the year, plus Series C, Series D and Series E convertible preferred stock, convertible debt, convertible preferred dividends and warrants convertible into common stock shares. The following table sets forth pertinent data relating to the computation of basic and diluted net loss per share attributable to common shareholders. In thousands Nine months ended September 30, 2020 2019 Net loss $ (2,520 ) $ (3,004 ) Basic weighted average number of shares outstanding 9,985 3,296 Net loss per share (basic) $ (0.25 ) $ (0.91 ) Diluted weighted average number of shares outstanding 9,985 3,296 Net loss per share (diluted) $ (0.25 ) $ (0.91 ) Dilutive equity instruments (number of equivalent units): Stock options — — Preferred stock — — Convertible debt 59,179 38,855 Warrants 8,048 30,265 Total Dilutive instruments 67,227 69,120

13. SUBSEQUENT EVENTS

13. SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2020
Subsequent Events [Abstract]
13. SUBSEQUENT EVENTS	On October 15, 2020, the Company’s registration statement (Form S1) filed on September 10, 2020 and amended on October 8, 2020 was made effective by the SEC. On October 27, 2020, the Company amended the lease of its offices in Norcross, Georgia. The Company has extended the lease for sixty-two (62) months. The lease will begin on April 1, 2021 and end on May 31, 2026. Rents for the one-year periods beginning on April 1, 2021 and ending on May 31, 2026 are: $8,824, $9,091, $9,370, $9,648, $9,936, and $10,236. Also, the Company will pay any additional rent for the Company’s proportionate share of basic costs and all other charges when due and payable under the lease. The landlord will abate the rent for the first two months. In addition, the Company will have a five-year renewal option effective June 1, 2026. The rent for the renewal option will be based upon prevailing market rate and shall escalate by three percent (3%).

2. SIGNIFICANT ACCOUNTING POL_2

2. SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Use of Estimates	The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant areas where estimates are used include common share stock options, the allowance for doubtful accounts, inventory valuation and input variables for Black-Scholes, Monte Carlo simulations and binomial calculations. The Company uses the Monte Carlo simulations and binomial calculations in the calculation of the fair value of the warrant liabilities and the valuation of embedded conversion options and freestanding warrants.
Principles of Consolidation	The accompanying consolidated financial statements include the accounts of Guided Therapeutics, Inc. and its wholly owned subsidiary. All intercompany transactions are eliminated.
Recently Adopted Accounting Pronouncements	In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 requires that expected credit losses relating to financial assets are measured on an amortized cost basis and available-for-sale debt securities be recorded through an allowance for credit losses. ASU 2016-13 limits the amount of credit losses to be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and also requires the reversal of previously recognized credit losses if fair value increases. The Company adopted the standard on January 1, 2020. The adoption of ASU 2016-13 did not have a material impact on the Company. In August 2018, the FASB issued Accounting Standards Update No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, or ASU 2018-13. The amendments in ASU 2018-13 eliminate, add, and modify certain disclosure requirements for fair value measurements. The amendments are effective for the Company’s interim and annual reporting periods beginning after December 15, 2019, with early adoption permitted for either the entire ASU or only the provisions that eliminate or modify requirements. The amendments with respect to changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty are to be applied prospectively. All other amendments are to be applied retrospectively to all periods presented. The adoption of ASU 2016-13 did not have a material impact on the Company. A variety of proposed or otherwise potential accounting standards are currently under consideration by standard-setting organizations and certain regulatory agencies. Because of the tentative and preliminary nature of such proposed standards, management has not yet determined the effect, if any, that the implementation of such proposed standards would have on the Company’s consolidated financial statements.
Cash Equivalents	The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be a cash equivalent.
Accounts Receivable	The Company performs periodic credit evaluations of its distributors’ financial conditions and generally does not require collateral. The Company reviews all outstanding accounts receivable for collectability on a quarterly basis. An allowance for doubtful accounts is recorded for any amounts deemed uncollectable. Uncollectibility, is determined based on the determination that a distributor will not be able to make payment and the time frame has exceeded one year. The Company does not accrue interest receivable on past due accounts receivable.
Concentrations of Credit Risk	The Company, from time to time during the years covered by these consolidated financial statements, may have bank balances in excess of its insured limits. Management has deemed this a normal business risk.
Inventory Valuation	All inventories are stated at lower of cost or net realizable value, with cost determined substantially on a “first-in, first-out” basis. Selling, general, and administrative expenses are not inventoried, but are charged to expense when incurred. At September 30, 2020 and December 31, 2019, our inventories were as follows (in thousands): September 30, December 31, 2020 2019 Raw materials $ 782 $ 781 Work in process 80 81 Finished goods 18 17 Inventory reserve (827 ) (831 ) Total $ 53 $ 48 The company periodically reviews the value of items in inventory and provides write-downs or write-offs of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold.
Deposits on Inventory	Deposits made for long-term inventory parts were recorded in Other Assets. On September 4, 2020, the Company paid and additional deposit of $200,000 for the deposit of a major part in the assembly of the Company’s devices. The Company had a prior deposit of $292,000 with this vendor that was being held until the Company could pay the entire balance of the $493,000 order. The Company had reserved and recorded an expense for the entire balance of $292,000 in prior periods as it was unsure when it would have the financial resources to pay the balance. Upon the payment of the additional deposit the Company reversed the reserve of $292,000. In addition, since the parts will be delivered within 6 months the deposit on inventory was recorded as a current item on the Company’s Balance Sheet.
Property and Equipment	Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over estimated useful lives of three to seven years. Leasehold improvements are amortized at the shorter of the useful life of the asset or the remaining lease term. Depreciation and amortization expense are included in general and administrative expense on the statement of operations. Expenditures for repairs and maintenance are expensed as incurred. Property and equipment are summarized as follows at September 30, 2020 and December 31, 2019 (in thousands): September 30, December 31, 2020 2019 Equipment $ 1,042 $ 1,349 Software 652 740 Furniture and fixtures 41 124 Leasehold Improvement 12 180 1,747 2,393 Less accumulated depreciation and amortization (1,746 ) (2,393 ) Total $ 1 $ — During the three months ended September 30, 2020, the Company disposed of approximately $648,000 of property and equipment that was fully depreciated.
Debt Issuance Costs	Debt issuance costs are capitalized and amortized over the term of the associated debt. Debt issuance costs are presented in the balance sheet as a direct deduction from the carrying amount of the debt liability consistent with the debt discount.
Patent Costs (Principally Legal Fees)	Costs incurred in filing, prosecuting, and maintaining patents are recurring, and expensed as incurred. Maintaining patents are expensed as incurred as the Company has not yet received U.S. FDA approval and recovery of these costs is uncertain. Such costs aggregated approximately $17,000 and $14,000 for the nine months ended September 30, 2020 and 2019, respectively.
Leases	With the implementation of ASU 2016-02, “Leases (Topic 842)”, the Company recorded a lease-right-of-use asset and a lease liability. The implementation required the analysis of certain criteria in determining its treatment. The Company determined that its corporate office lease met those criteria. The Company implemented the guidance using the alternative transition method. Under this alternative, the effective date would be the date of initial application. The Company analyzed the lease at its effective date and calculated an initial lease payment amount of $267,380 with a present value of $213,000 using a 20% discount. As of September 30, 2020, the balance of the lease-right-of-use asset was approximately $61,000 and the lease liability was approximately $57,000. The cumulative effect of initially applying the new guidance had an immaterial impact on the opening balance of retained earnings. The Company elected the practical expedients permitted under the transition guidance within the new standards, which allowed the Company to carry forward the historical lease classification.
Accrued Liabilities	Accrued liabilities are summarized as follows (in thousands): September 30, 2020 December 31, Compensation $ 1,141 $ 1,123 Professional fees 29 181 Interest 1,466 1,603 Warranty 2 2 Vacation 34 41 Preferred dividends 169 120 Other accrued expenses 65 165 Total $ 2,906 $ 3,235
Subscription Receivables	Cash received from investors for common stock shares that has not completed processing is recorded as a liability to subscription receivables. As of September 30, 2020, all common stock shares were issued to investors. As of September 30, 2020, the outstanding subscription receivable was nil. As of December 31, 2019, the Company had reserved 1,270,000 common stock shares in exchange for $635,000.
Revenue Recognition	The Company follows, ASC 606 Revenue from Contracts with Customers establishes a single and comprehensive framework which sets out how much revenue is to be recognized, and when. The core principle is that a vendor should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the vendor expects to be entitled in exchange for those goods or services. Revenue will now be recognized by a vendor when control over the goods or services is transferred to the customer. In contrast, Revenue based revenue recognition around an analysis of the transfer of risks and rewards; this now forms one of a number of criteria that are assessed in determining whether control has been transferred. The application of the core principle in ASC 606 is carried out in five steps: Step 1 – Identify the contract with a customer: a contract is defined as an agreement (including oral and implied), between two or more parties, that creates enforceable rights and obligations and sets out the criteria for each of those rights and obligations. The contract needs to have commercial substance and it is probable that the entity will collect the consideration to which it will be entitled. Step 2 – Identify the performance obligations in the contract: a performance obligation in a contract is a promise (including implicit) to transfer a good or service to the customer. Each performance obligation should be capable of being distinct and is separately identifiable in the contract. Step 3 – Determine the transaction price: transaction price is the amount of consideration that the entity can be entitled to, in exchange for transferring the promised goods and services to a customer, excluding amounts collected on behalf of third parties. Step 4 – Allocate the transaction price to the performance obligations in the contract: for a contract that has more than one performance obligation, the entity will allocate the transaction price to each performance obligation separately, in exchange for satisfying each performance obligation. The acceptable methods of allocating the transaction price include adjusted market assessment approach, expected cost plus a margin approach, and, the residual approach in limited circumstances. Discounts given should be allocated proportionately to all performance obligations unless certain criteria are met and reallocation of changes in standalone selling prices after inception is not permitted. Step 5 – Recognize revenue as and when the entity satisfies a performance obligation: the entity should recognize revenue at a point in time, except if it meets any of the three criteria, which will require recognition of revenue over time: the entity’s performance creates or enhances an asset controlled by the customer, the customer simultaneously receives and consumes the benefit of the entity’s performance as the entity performs, and the entity does not create an asset that has an alternative use to the entity and the entity has the right to be paid for performance to date. Revenue by product line (in thousands): Nine Months Ended September 30, 2020 2019 Devices $ — — Disposables — 2 Major part components 77 16 Warranty — 2 Total $ 77 $ 20 Revenue by geographic location (in thousands): Nine Months Ended September 30, 2020 2019 Asia $ 77 $ 6 Europe — 14 Total $ 77 $ 20
Significant Distributors	Accounts receivable, that netted to a balance of $1,000, and were reserved against, were from more than one distributor and represents 100% of the balance as of September 30, 2020. During the nine months ended September 30, 2020, revenues were from one distributor and for other parts. During the nine months ended September 30, 2019, revenues were from two distributors and for extended warranties. Revenues from these distributors totaled $20,000 for the period ended September 30, 2019. Accounts receivable, not reserved against, were from one distributor and represents 100% of the balance for the period ended September 30, 2019.
Deferred Revenue	The Company defers payments received as revenue until earned based on the related contracts and applying ASC 606 as required. As of September 30, 2020, and December 31, 2019, the Company had $42,000 and $101,000 in deferred revenue, respectively.
Research and Development	Research and development expenses consist of expenditures for research conducted by the Company and payments made under contracts with consultants or other outside parties and costs associated with internal and contracted clinical trials. All research and development costs are expensed as incurred.
Income Taxes	The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Management provides valuation allowances against the deferred tax assets for amounts that are not considered more likely than not to be realized. The Company has entered into an agreed upon payment plan with the IRS for delinquent payroll taxes and also with the Georgia Department of State. The Company is currently in process of setting up a payment arrangement for its delinquent state income taxes with the State of Georgia and the returns are currently under review by state authorities. Although the Company has been experiencing recurring losses, it is obligated to file tax returns for compliance with IRS regulations and that of applicable state jurisdictions. At December 31, 2019, the Company has approximately $79 million of cumulative net operating losses. The 2019 Federal and State tax returns have been filed. A full valuation allowance has been recorded related the deferred tax assets generated from the net operating losses. The current corporate tax rates in the U.S. is 21%.
Uncertain Tax Positions	The Company assesses each income tax position is assessed using a two-step process. A determination is first made as to whether it is more likely than not that the income tax position will be sustained, based upon technical merits, upon examination by the taxing authorities. If the income tax position is expected to meet the more likely than not criteria, the benefit recorded in the financial statements equals the largest amount that is greater than 50% likely to be realized upon its ultimate settlement. At September 30, 2020 and December 31, 2019, there were no uncertain tax positions.
Warrants	The Company has issued warrants, which allow the warrant holder to purchase one share of stock at a specified price for a specified period of time. The Company records equity instruments including warrants issued to non-employees based on the fair value at the date of issue. The fair value of warrants classified as equity instruments at the date of issuance is estimated using the Black-Scholes Model. The fair value of warrants classified as liabilities at the date of issuance is estimated using the Monte Carlo Simulation or Binomial model.
Stock Based Compensation	The Company records compensation expense related to options granted to employees and non-employees based on the fair value of the award. Compensation cost is recorded as earned for all unvested stock options outstanding at the beginning of the first year based upon the grant date fair value estimates, and for compensation cost for all stock based payments granted or modified subsequently based on fair value estimates. On July 14, 2020, the Company granted stock options to employees and consultants. The new Stock Plan (the “Plan”) allows for the issuance of incentive stock options, nonqualified stock options, and stock purchase rights. The exercise price of options was determined by the Company’s board of directors, but incentive stock options were granted at an exercise price equal to the fair market value of the Company’s common stock as of the grant date. Options historically granted have generally become exercisable over four years and expire ten years from the date of grant. Stock options granted have a 10-year life and expire 90 days after employment or upon termination of consulting agreement. Vesting schedule varies per grantee. Generally stock options granted vest as follows: 25% vest immediately, and the remaining stock options vest over 33 months, beginning three months after grant. For the nine months ended September 30, 2020 and 2019, stock based compensation for options attributable to employees, non-employees, officers and Board members was approximately $251,000 and $8,000, respectively. These amounts have been included in the Company’s statements of operations under general and administrative expense. Compensation costs for stock options which vest over time are recognized over the vesting period. As of September 30, 2020, and 2019 the Company had $618,000 and nil, of unrecognized compensation costs related to granted stock options that will be recognized, respectively.
Beneficial Conversion Features of Convertible Securities	Conversion options that are not bifurcated as a derivative pursuant to ASC 815 and not accounted for as a separate equity component under the cash conversion guidance are evaluated to determine whether they are beneficial to the investor at inception (a beneficial conversion feature) or may become beneficial in the future due to potential adjustments. The beneficial conversion feature guidance in ASC 470-20 applies to convertible stock as well as convertible debt which are outside the scope of ASC 815. A beneficial conversion feature is defined as a nondetachable conversion feature that is in the money at the commitment date. The beneficial conversion feature guidance requires recognition of the conversion option’s in-the-money portion, the intrinsic value of the option, in equity, with an offsetting reduction to the carrying amount of the instrument. The resulting discount is amortized as a dividend over either the life of the instrument, if a stated maturity date exists, or to the earliest conversion date, if there is no stated maturity date. If the earliest conversion date is immediately upon issuance, the dividend must be recognized at inception. When there is a subsequent change to the conversion ratio based on a future occurrence, the new conversion price may trigger the recognition of an additional beneficial conversion feature on occurrence.
Derivatives	The Company reviews the terms of convertible debt issued to determine whether there are embedded derivative instruments, including embedded conversion options, which are required to be bifurcated and accounted for separately as derivative financial instruments. In circumstances where the host instrument contains more than one embedded derivative instrument, including the conversion option, that is required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. Bifurcated embedded derivatives are initially recorded at fair value and are then revalued at each reporting date with changes in the fair value reported as non-operating income or expense. When the equity or convertible debt instruments contain embedded derivative instruments that are to be bifurcated and accounted for as liabilities, the total proceeds received are first allocated to the fair value of all the bifurcated derivative instruments. The remaining proceeds, if any, are then allocated to the host instruments themselves, usually resulting in those instruments being recorded at a discount from their face value. The discount from the face value of the convertible debt, together with the stated interest on the instrument, is amortized over the life of the instrument through periodic charges to interest expense.

2. SIGNIFICANT ACCOUNTING POL_3

2. SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Inventory valuation	September 30, December 31, 2020 2019 Raw materials $ 782 $ 781 Work in process 80 81 Finished goods 18 17 Inventory reserve (827 ) (831 ) Total $ 53 $ 48
Property and equipment	September 30, December 31, 2020 2019 Equipment $ 1,042 $ 1,349 Software 652 740 Furniture and fixtures 41 124 Leasehold Improvement 12 180 1,747 2,393 Less accumulated depreciation and amortization (1,746 ) (2,393 ) Total $ 1 $ —
Accrued liabilities	September 30, 2020 December 31, Compensation $ 1,141 $ 1,123 Professional fees 29 181 Interest 1,466 1,603 Warranty 2 2 Vacation 34 41 Preferred dividends 169 120 Other accrued expenses 65 165 Total $ 2,906 $ 3,235
Disaggregation of revenue	Revenue by product line (in thousands): Nine Months Ended September 30, 2020 2019 Devices $ — — Disposables — 2 Major part components 77 16 Warranty — 2 Total $ 77 $ 20 Revenue by geographic location (in thousands): Nine Months Ended September 30, 2020 2019 Asia $ 77 $ 6 Europe — 14 Total $ 77 $ 20

3. FAIR VALUE OF FINANCIAL IN_2

3. FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables)	9 Months Ended
	Sep. 30, 2020
Fair Value Disclosures [Abstract]
Schedule fo fair value for liabilities measured on a recurring basis	Fair Value at September 30, 2020 Level 1 Level 2 Level 3 Total Warrants issued in connection with Short-term loans — — (83 ) (83 ) Warrants issued in connection with Long-term loans — — (2,594 ) (2,594 ) Warrants issued in connection with Senior Secured Debt — — (2,838 ) (2,838 ) Derivative liability/bifurcated conversion option in connection with Auctus $1,100,000 loan on December 17, 2019 — — (36 ) (36 ) Total long-term liabilities at fair value $ — $ — $ (5,551 ) $ (5,551 ) Fair Value at December 31, 2019 Level 1 Level 2 Level 3 Total Warrants issued in connection with Distributor Debt — — (114 ) (114 ) Warrants issued in connection with Short-term loans — — (83 ) (83 ) Warrants issued in connection with Long-term loans — — (893 ) (893 ) Warrants issued in connection with Senior Secured Debt — — (4,002 ) (4,002 ) Derivative liability/bifurcated conversion option in connection with Auctus $1,100,000 loan on December 17, 2019 — — — — Total long-term liabilities at fair value $ — $ — $ (5,092 ) $ (5,092 )
Summary of changes to Level 3 instruments	The following is a summary of changes to Level 3 instruments during the nine months ended September 30, 2020: Fair Value Measurements Using Significant Unobservable Inputs (Level 3) Distributor Debt Short-Term Loans Long-Term Loans Senior Secured Debt Derivative Total Balance, December 31, 2019 $ (114 ) $ (83 ) $ (893 ) $ (4,002 ) $ — $ (5,092) Warrants exchanged for fixed price warrants 67 — — — — 67 Change in fair value of — — — — (36 ) (36) Change in fair value of 47 — (1,701 ) 1,164 — (490) Balance, September 30, 2020 $ — $ (83 ) $ (2,594 ) $ (2,838 ) $ (36 ) $ (5,551)

4. STOCKHOLDERS' DEFICIT (Table

4. STOCKHOLDERS' DEFICIT (Tables)	9 Months Ended
	Sep. 30, 2020
STOCKHOLDERS' DEFICIT:
Common stock issued	Exchange of Debt for common stock shares and warrants 8,132,013 Shares issued for manufacturing agreements 12,147 Shares issued for payment of Series D dividends 106,560 Investments 1,526,000 Issued during the nine months ended September 30, 2020 9,776,720 Summary table of common stock share transactions: Balance at December 31, 2019 3,319,469 Issued in 2020 9,776,720 Balance at September 30, 2020 13,096,189
Debt exchanges	Total Debt and Accrued Interest Total Debt Total Accrued Interest Common Stock Shares Warrants (Exercise $0.25) Warrants (Exercise $0.75) Warrants (Exercise $0.20) Warrants (Exercise $0.15) Warrants (Exercise $0.50) Aquarius $ 145,544 107,500 38,044 291,088 145,544 145,544 — — — K2 Medical (Shenghuo) 3 803,653 771,927 31,726 1,905,270 704,334 704,334 496,602 — — Mr. Blumberg 305,320 292,290 13,030 1,167,630 119,656 119,656 928,318 — — Mr. Case 179,291 150,000 29,291 896,456 — — 896,456 — — Mr. Grimm 51,050 50,000 1,050 255,548 — — 255,548 — — Mr. Gould 111,227 100,000 11,227 556,136 — — 556,136 — — Mr. Mamula 15,577 15,000 577 77,885 — — 77,885 — — Dr. Imhoff 2 400,417 363,480 36,937 1,699,255 100,944 100,944 1,497,367 — — Ms. Rosenstock 1 50,000 50,000 — 100,000 50,000 50,000 — — — Mr. James 2 2,286 2,000 286 7,745 1,227 1,227 5,291 — — Auctus 328,422 249,119 79,303 500,000 — — — 700,000 — Mr. Clavijo 125,000 125,000 — 500,000 — — — — 500,000 Mr. Wells 4 220,000 220,000 — — — — — — — $ 2,737,787 $ 2,496,316 $ 241,471 7,957,013 1,121,705 1,121,705 4,713,603 700,000 500,000 1 2 3 4
Outstanding warrants	Warrants (Underlying Shares) Outstanding, January 1, 2020 46,016,840 Issuances 11,270,013 Cancelled / Expired (70 ) Exchanged in debt restructuring (28,962,508 ) Exercised — Outstanding, September 30, 2020 28,324,275
Shares reserved for warrants	Warrants Exercise Price Expiration Date 4,262 (1) $1.824 per share March 19, 2021 7,185,000 (2) $0.20 per share February 12, 2023 1,725,000 (3) $0.04 per share February 21, 2021 325,000 (4) $0.18 per share April 4, 2022 215,000 (5) $0.25 per share July 1, 2022 100,000 (6) $0.25 per share September 1, 2022 7,500,000 (7) $0.20 per share December 17, 2024 250,000 (8) $0.16 per share March 31, 2025 2,597,705 (9) $0.25 per share December 30, 2022 2,597,705 (10) $0.75 per share December 30, 2022 4,713,603 (11) $0.20 per share December 30, 2022 60,000 (12) $0.25 per share April 23, 2023 50,000 (13) $0.25 per share December 30, 2022 50,000 (14) $0.75 per share December 30, 2022 700,000 (15) $0.15 per share May 21, 2023 250,000 (16) $0.50 per share June 23, 2023 1,000 (17) $0.50 per share August 10, 2022 28,324,275 * Footnote 10 - CONVERTIBLE DEBT (1) Issued to investors for a loan in March 2018. (2) Exchanged in January 2020 from amount issued as part of a February 2016 private placement with senior secured debt holder (3) Issued to a placement agent in conjunction with a February 2016 private placement with senior secured debt holder (4) Issued to investors for a loan in April 2019 (5) Issued to investors for a loan in July 2019 (6) Issued to investors for a loan in September 2019 (7) Issued to investors for a loan in December 2019 (8) Issued to investors for a loan in January 2020 (9) Issued to investors as part of Series D Preferred Stock Capital raise in December 2020 (10) Issued to investors as part of Series D Preferred Stock Capital raise in December 2020 (11) (12) (13) (14) (15) (16) Issued to investors as part of Series D Preferred Stock Capital raise in December 2020 Issued to a consultant for services in April 2020 Issued to an investor as part of Series D Preferred Stock Capital raise in April 2020 Issued to an investor as part of Series D Preferred Stock Capital raise in April 2020 Issued to an investor for a loan in May 2020 Issued to an investor in exchange of debt in June 2020 (17) Issued to a consultant for services in August 2020

5. STOCK OPTIONS (Tables)

5. STOCK OPTIONS (Tables)	9 Months Ended
	Sep. 30, 2020
Share-based Payment Arrangement [Abstract]
Stock options granted	Grant Date Expiration Date Vesting Period Number of Stock Options Granted Exercise Price Black Scholes Valuation Cartwright, Gene 07/14/2020 07/12/2030 Vesting (1) 400,000 $0.49 $0.483 Faupel, Mark 07/14/2020 07/12/2030 Vesting (1) 400,000 $0.49 $0.483 Imhoff, John 07/14/2020 07/12/2030 Immediate 50,000 $0.49 $0.483 James, Michael 07/14/2020 07/12/2030 Immediate 50,000 $0.49 $0.483 Clavijo, James 07/14/2020 07/12/2030 Vesting (1) 300,000 $0.49 $0.483 Battle, Lisa 07/14/2020 07/12/2030 Vesting (1) 178,000 $0.49 $0.483 Sufka, Melissa 07/14/2020 07/12/2030 Vesting (1) 178,000 $0.49 $0.483 Waterstreet, Alesandra 07/14/2020 07/12/2030 Vesting (1) 178,000 $0.49 $0.483 Wells, William 07/14/2020 07/12/2030 18 months 66,000 $0.49 $0.483 1,800,000
Stock options vested, unvested and granted	Stock options vested 519,500 Stock options unvested 1,280,500 Total stock options granted at September 30, 2020 1,800,000
Stock option activity	September 30, 2020 Shares Weighted Average Exercise Price Outstanding at beginning of year — — Options granted 1,800,000 $ 0.49 Options exercised — — Options expired/forfeited — — Outstanding at end of the period 1,800,000 $ 0.49

7. COMMITMENTS AND CONTINGENC_2

7. COMMITMENTS AND CONTINGENCIES (Tables)	9 Months Ended
	Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Future minimum rental payments under non-cancellable operating leases	Year Amount 2020 30 2021 30 Total 60 Less: Interest 3 Present value of lease liability 57

8. NOTES PAYABLE (Tables)

8. NOTES PAYABLE (Tables)	9 Months Ended
	Sep. 30, 2020
Notes Payable [Abstract]
Notes payable in default, including related parties	September 30, 2020 December 31, 2019 Dr. Imhoff $ — $ 199 Dr. Cartwright 1 2 Ms. Rosenstock — 50 Mr. Fowler 26 26 Mr. Mermelstein 275 244 GPB 17 17 Aquarius — 108 Accilent — 58 Mr. Blumberg — 70 Mr. James — 2 Notes payable in default $ 319 $ 776
Short-term notes payable, including related parties	September 30, 2020 December 31, 2019 Dr. Imhoff $ — $ 167 Dr. Cartwright 48 48 Dr. Faupel 4 4 Mr. Case — 150 Mr. Mamula — 15 Mr. Gould — 100 K2 (Shenghuo) — 203 Everest — 8 Premium Finance (insurance) 78 59 Mr. Blumberg — 223 Mr. Grimm — 49 Short-term notes payable, including related parties $ 130 $ 1,026

9. SHORT-TERM CONVERTIBLE DEBT

9. SHORT-TERM CONVERTIBLE DEBT (Tables)	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Convertible notes payable	September 30, 2020 December 31, 2019 Shenghuo $ — $ 513 Auctus 113 — Eagle — 26 Adar — 85 Debt discount and issuance costs to be amortized (13 ) (9 ) Debt discount related to beneficial conversion (33 ) (29 ) Short-term convertible notes payable $ 67 $ 586

10. CONVERTIBLE DEBT (Tables)

10. CONVERTIBLE DEBT (Tables)	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Convertible notes in default	September 30, 2020 December 31, 2019 GPB $ 1,798 $ 1,798 $ 2,177 $ 2,177 GHS — 149 83 83 14 14 104 201 103 349 Auctus 60 192 — 91 — 60 106 389 Convertible notes (including debt in default) $ 2,059 $ 2,915

11. LONG TERM DEBT (Tables)

11. LONG TERM DEBT (Tables)	9 Months Ended
	Sep. 30, 2020
Long-term Debt, Unclassified [Abstract]
Long-term debt, related parties	Salary $ 134 Bonus 20 Vacation 95 Interest on compensation 67 Loans to Company 196 Interest on loans 149 Total outstanding prior to exchange $ 661 Amount forgiven during the quarter ended September 30, 2018 (454 ) Promissory note dated September 4, 2018 $ 207 Interest accrued through December 31, 2019 17 Balance outstanding at December 31, 2019 $ 224 Interest accrued through September 30, 2020 9 Balance outstanding at September 30, 2020 $ 233 For Dr. Cartwright: Salary $ 337 Bonus 675 Interest on compensation 59 Loans to Company 528 Interest on loans 22 Total outstanding prior to exchange $ 1,621 Amount forgiven during the quarter ended September 30, 2018 (1,302 ) Promissory note dated September 4, 2018 $ 319 Interest accrued through December 31, 2019 26 Balance outstanding at December 31, 2019 $ 345 Interest accrued through September 30, 2020 14 Balance outstanding at September 30, 2020 $ 359
Long-term debt, related parties debt obligations	Future debt obligations at September 30, 2020 for Long-term Debt – Related Parties are as follows (in thousands): Year Amount 2020 — 2021 — 2022 200 2023 200 2024 192 Totals 592 Future debt obligations at September 30, 2020 for Long-term Convertible Notes Payable, net are as follows (in thousands): Year Amount 2020 — 2021 1,100 2022 — 2023 — 2024 — Total 1,100

12. INCOME (LOSS) PER COMMON _2

12. INCOME (LOSS) PER COMMON SHARE (Tables)	9 Months Ended
	Sep. 30, 2020
Earnings Per Share [Abstract]
Earnings per share	In thousands Nine months ended September 30, 2020 2019 Net loss $ (2,520 ) $ (3,004 ) Basic weighted average number of shares outstanding 9,985 3,296 Net loss per share (basic) $ (0.25 ) $ (0.91 ) Diluted weighted average number of shares outstanding 9,985 3,296 Net loss per share (diluted) $ (0.25 ) $ (0.91 ) Dilutive equity instruments (number of equivalent units): Stock options — — Preferred stock — — Convertible debt 59,179 38,855 Warrants 8,048 30,265 Total Dilutive instruments 67,227 69,120

1. ORGANIZATION, BACKGROUND, _2

1. ORGANIZATION, BACKGROUND, AND BASIS OF PRESENTATION (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Common stock, issued (in thousands)	11,765		11,765		3,319
Common stock, outstanding (in thousands)	11,765		11,765		3,319
Working capital	$ (7,100)		$ (7,100)
Accumulated deficit	(142,075)		(142,075)		(139,555)
Net income (loss)	1,575	$ (126)	(2,445)	$ (3,004)
Stockholders' deficit	$ (13,820)		$ (13,820)		$ (16,935)

2. SIGNIFICANT ACCOUNTING POL_4

2. SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Raw materials	$ 782	$ 781
Work in process	80	81
Finished goods	18	17
Inventory reserve	(827)	(831)
Total	$ 53	$ 48

2. SIGNIFICANT ACCOUNTING POL_5

2. SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Property and equipment, gross	$ 1,747	$ 2,393
Less accumulated depreciation and amortization	(1,746)	(2,393)
Property and equipment, net	1	0
Equipment
Property and equipment, gross	1,042	1,349
Software
Property and equipment, gross	652	740
Furniture and Fixtures
Property and equipment, gross	41	124
Leasehold Improvement
Property and equipment, gross	$ 12	$ 180

2. SIGNIFICANT ACCOUNTING POL_6

2. SIGNIFICANT ACCOUNTING POLICIES (Details 2) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Compensation	$ 1,141	$ 1,123
Professional fees	29	181
Interest	1,466	1,603
Warranty	2	2
Vacation	34	41
Preferred dividends	169	120
Other accrued expenses	65	165
Total	$ 2,906	$ 3,235

2. SIGNIFICANT ACCOUNTING POL_7

2. SIGNIFICANT ACCOUNTING POLICIES (Details 3) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Revenue	$ 77	$ 1	$ 77	$ 20
Asia
Revenue			77	6
Europe
Revenue			0	14
Devices
Revenue			0	0
Disposables
Revenue			0	2
Major part components
Revenue			77	16
Warranty
Revenue			$ 0	$ 2

2. SIGNIFICANT ACCOUNTING POL_8

2. SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Accounting Policies [Abstract]
Patent costs			$ 17	$ 14
Lease asset-right	$ 61		61		$ 132
Lease liability	57		57		0
Subscription receivable	0		0		635
Deferred revenue	42		42		101
Share-based compensation	251	$ 3	251	$ 8
Unrecognized compensation costs	$ 618		$ 618		$ 0

3. FAIR VALUE OF FINANCIAL IN_3

3. FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Warrants	$ (5,551)	$ (5,092)
Distributor Debt
Warrants	0	(114)
Short-Term Loans
Warrants	(83)	(83)
Long-Term Loans
Warrants	(2,594)	(893)
Senior Secured Debt
Warrants	(2,838)	(4,002)
Auctus Loan
Warrants	(36)	0
Level 1
Warrants	0	0
Level 1 | Distributor Debt
Warrants	0	0
Level 1 | Short-Term Loans
Warrants	0	0
Level 1 | Long-Term Loans
Warrants	0	0
Level 1 | Senior Secured Debt
Warrants	0	0
Level 1 | Auctus Loan
Warrants	0	0
Level 2
Warrants	0	0
Level 2 | Distributor Debt
Warrants	0	0
Level 2 | Short-Term Loans
Warrants	0	0
Level 2 | Long-Term Loans
Warrants	0	0
Level 2 | Senior Secured Debt
Warrants	0	0
Level 2 | Auctus Loan
Warrants	0	0
Level 3
Warrants	(5,551)	(5,092)
Level 3 | Distributor Debt
Warrants	0	(114)
Level 3 | Short-Term Loans
Warrants	(83)	(83)
Level 3 | Long-Term Loans
Warrants	(2,594)	(893)
Level 3 | Senior Secured Debt
Warrants	(2,838)	(4,002)
Level 3 | Auctus Loan
Warrants	$ (36)	$ 0

3. FAIR VALUE OF FINANCIAL IN_4

3. FAIR VALUE OF FINANCIAL INSTRUMENTS (Details 1) - Level 3 $ in Thousands	9 Months Ended
	Sep. 30, 2020USD ($)
Beginning balance	$ (5,092)
Warrants exchanged for fixed price warrants	67
Change in fair value of derivatives during the period	(36)
Change in fair value of warrants during the period	(490)
Ending balance	(5,551)
Distributor Debt
Beginning balance	(114)
Warrants exchanged for fixed price warrants	67
Change in fair value of derivatives during the period	0
Change in fair value of warrants during the period	47
Ending balance	0
Short-Term Loans
Beginning balance	(83)
Warrants exchanged for fixed price warrants	0
Change in fair value of derivatives during the period	0
Change in fair value of warrants during the period	0
Ending balance	(83)
Long-Term Loans
Beginning balance	(893)
Warrants exchanged for fixed price warrants	0
Change in fair value of derivatives during the period	0
Change in fair value of warrants during the period	(1,701)
Ending balance	(2,594)
Senior Secured Debt
Beginning balance	(4,002)
Warrants exchanged for fixed price warrants	0
Change in fair value of derivatives during the period	0
Change in fair value of warrants during the period	1,164
Ending balance	(2,838)
Derivative
Beginning balance	0
Warrants exchanged for fixed price warrants	0
Change in fair value of derivatives during the period	(36)
Change in fair value of warrants during the period	0
Ending balance	$ (36)

4. STOCKHOLDERS' DEFICIT (Detai

4. STOCKHOLDERS' DEFICIT (Details)	9 Months Ended
	Sep. 30, 2020shares
STOCKHOLDERS' DEFICIT:
Exchange of debt for common stock shares and warrants	8,132,013
Shares issued for manufacturing agreements	12,147
Shares issued for payment of Series D dividends	106,560
Investments	156,000
Issued during the nine months ended September 30, 2020	9,776,720
Stock issued, beginning	3,319,469
Issued in 2020	9,776,720
Stock issued, ending	13,096,189

4. STOCKHOLDERS' DEFICIT (Det_2

4. STOCKHOLDERS' DEFICIT (Details 1) $ in Thousands	9 Months Ended
	Sep. 30, 2020USD ($)shares
Total debt and accrued interest | $	$ 2,737,787
Total debt | $	2,496,316
Total accrued interest | $	$ 241,471
Common stock shares	7,957,013
Warrants (exercise $0.25)	1,121,705
Warrants (exercise $0.75)	1,121,705
Warrants (exercise $0.20)	4,713,603
Warrants (Exercise $0.15)	700,000
Warrants (Exercise $0.50)	500,000
Aquarius
Total debt and accrued interest | $	$ 145,544
Total debt | $	107,500
Total accrued interest | $	$ 38,044
Common stock shares	291,088
Warrants (exercise $0.25)	145,544
Warrants (exercise $0.75)	145,544
Warrants (exercise $0.20)	0
Warrants (Exercise $0.15)	0
Warrants (Exercise $0.50)	0
K2 Medical (Shenghuo)
Total debt and accrued interest | $	$ 803,653	[1]
Total debt | $	771,927	[1]
Total accrued interest | $	$ 31,726	[1]
Common stock shares	1,905,270	[1]
Warrants (exercise $0.25)	704,334	[1]
Warrants (exercise $0.75)	704,334	[1]
Warrants (exercise $0.20)	496,602	[1]
Warrants (Exercise $0.15)	0	[1]
Warrants (Exercise $0.50)	0	[1]
Mr. Blumberg
Total debt and accrued interest | $	$ 305,320
Total debt | $	292,290
Total accrued interest | $	$ 13,030
Common stock shares	1,167,630
Warrants (exercise $0.25)	119,656
Warrants (exercise $0.75)	119,656
Warrants (exercise $0.20)	928,318
Warrants (Exercise $0.15)	0
Warrants (Exercise $0.50)	0
Mr. Case
Total debt and accrued interest | $	$ 179,291
Total debt | $	150,000
Total accrued interest | $	$ 29,291
Common stock shares	896,456
Warrants (exercise $0.25)	0
Warrants (exercise $0.75)	0
Warrants (exercise $0.20)	896,456
Warrants (Exercise $0.15)	0
Warrants (Exercise $0.50)	0
Mr. Grimm
Total debt and accrued interest | $	$ 51,050
Total debt | $	50,000
Total accrued interest | $	$ 1,050
Common stock shares	255,548
Warrants (exercise $0.25)	0
Warrants (exercise $0.75)	0
Warrants (exercise $0.20)	255,548
Warrants (Exercise $0.15)	0
Warrants (Exercise $0.50)	0
Mr. Gould
Total debt and accrued interest | $	$ 111,227
Total debt | $	100,000
Total accrued interest | $	$ 11,227
Common stock shares	556,136
Warrants (exercise $0.25)	0
Warrants (exercise $0.75)	0
Warrants (exercise $0.20)	556,136
Warrants (Exercise $0.15)	0
Warrants (Exercise $0.50)	0
Mr. Mamula
Total debt and accrued interest | $	$ 15,577
Total debt | $	15,000
Total accrued interest | $	$ 577
Common stock shares	77,885
Warrants (exercise $0.25)	0
Warrants (exercise $0.75)	0
Warrants (exercise $0.20)	77,885
Warrants (Exercise $0.15)	0
Warrants (Exercise $0.50)	0
Dr. Imhoff
Total debt and accrued interest | $	$ 400,417
Total debt | $	363,480
Total accrued interest | $	$ 36,937
Common stock shares	1,699,255	[2]
Warrants (exercise $0.25)	100,944	[2]
Warrants (exercise $0.75)	100,944	[2]
Warrants (exercise $0.20)	1,497,367	[2]
Warrants (Exercise $0.15)	0	[2]
Warrants (Exercise $0.50)	0	[2]
Ms. Rosenstock
Total debt and accrued interest | $	$ 50,000	[3]
Total debt | $	50,000	[3]
Total accrued interest | $	$ 0	[3]
Common stock shares	100,000	[3]
Warrants (exercise $0.25)	50,000	[3]
Warrants (exercise $0.75)	50,000	[3]
Warrants (exercise $0.20)	0	[3]
Warrants (Exercise $0.15)	0	[3]
Warrants (Exercise $0.50)	0	[3]
Mr. James
Total debt and accrued interest | $	$ 2,286	[2]
Total debt | $	2,000	[2]
Total accrued interest | $	$ 286	[2]
Common stock shares	7,745	[2]
Warrants (exercise $0.25)	1,227	[2]
Warrants (exercise $0.75)	1,227	[2]
Warrants (exercise $0.20)	5,291	[2]
Warrants (Exercise $0.15)	0	[2]
Warrants (Exercise $0.50)	0	[2]
Auctus
Total debt and accrued interest | $	$ 328,422
Total debt | $	249,119
Total accrued interest | $	$ 79,303
Common stock shares	500,000
Warrants (exercise $0.25)	0
Warrants (exercise $0.75)	0
Warrants (exercise $0.20)	0
Warrants (Exercise $0.15)	700,000
Warrants (Exercise $0.50)	0
Mr. Clavijo
Total debt and accrued interest | $	$ 125,000
Total debt | $	125,000
Total accrued interest | $	$ 0
Common stock shares	500,000
Warrants (exercise $0.25)	0
Warrants (exercise $0.75)	0
Warrants (exercise $0.20)	0
Warrants (Exercise $0.15)	0
Warrants (Exercise $0.50)	500,000
Mr. Wells
Total debt and accrued interest | $	$ 220,000	[4]
Total debt | $	220,000	[4]
Total accrued interest | $	$ 0	[4]
Common stock shares	0	[4]
Warrants (exercise $0.25)	0	[4]
Warrants (exercise $0.75)	0	[4]
Warrants (exercise $0.20)	0	[4]
Warrants (Exercise $0.15)	0	[4]
Warrants (Exercise $0.50)	0	[4]
[1]	The Companys COO and director, Mark Faupel, is a shareholder of Shenghuo, and a former director, Richard Blumberg, is a managing member of Shenghuo.
[2]	Mr. Imhoff and Mr. James are members of the board of directors and therefore related parties.
[3]	Ms. Rosenstock also forgave $28,986 in debt to the Company.
[4]	Mr. Wells will also receive 66,000 common share stock options; the details of which are explained in the following paragraph.

4. STOCKHOLDERS' DEFICIT (Det_3

4. STOCKHOLDERS' DEFICIT (Details 2)	9 Months Ended
	Sep. 30, 2020shares
STOCKHOLDERS' DEFICIT:
Warrants outstanding, beginning	46,016,840
Issuances	11,270,013
Canceled/expired	(70)
Exchanged in debt restructuring	(28,962,508)
Exercised	0
Warrants outstanding, ending	28,324,275

4. STOCKHOLDERS' DEFICIT (Det_4

4. STOCKHOLDERS' DEFICIT (Details 3) - $ / shares		9 Months Ended
		Sep. 30, 2020	Dec. 31, 2019
Warrants outstanding		28,324,275	46,016,840
Warrants 1
Warrants outstanding	[1]	4,262
Warrants exercise price		$ 1.824
Expiration date		19-Mar-21
Warrants 2
Warrants outstanding	[2]	7,185,000
Warrants exercise price		$ 0.200
Expiration date		12-Feb-23
Warrants 3
Warrants outstanding	[3]	1,725,000
Warrants exercise price		$ .040
Expiration date		21-Feb-21
Warrants 4
Warrants outstanding	[4]	325,000
Warrants exercise price		$ .180
Expiration date		4-Apr-22
Warrants 5
Warrants outstanding	[5]	215,000
Warrants exercise price		$ .250
Expiration date		1-Jul-22
Warrants 6
Warrants outstanding	[6]	100,000
Warrants exercise price		$ .250
Expiration date		1-Sep-22
Warrants 7
Warrants outstanding	[7]	7,500,000
Warrants exercise price		$ .200
Expiration date		17-Dec-24
Warrants 8
Warrants outstanding	[8]	250,000
Warrants exercise price		$ .160
Expiration date		31-Mar-25
Warrant 9
Warrants outstanding	[9]	2,597,705
Warrants exercise price		$ .250
Expiration date		30-Dec-22
Warrant 10
Warrants outstanding	[9]	2,597,705
Warrants exercise price		$ .750
Expiration date		30-Dec-22
Warrant 11
Warrants outstanding	[9]	4,713,603
Warrants exercise price		$ .200
Expiration date		30-Dec-22
Warrant 12
Warrants outstanding	[10]	60,000
Warrants exercise price		$ .250
Expiration date		23-Apr-23
Warrant 13
Warrants outstanding	[11]	50,000
Warrants exercise price		$ .250
Expiration date		30-Dec-22
Warrant 14
Warrants outstanding	[11]	50,000
Warrants exercise price		$ .750
Expiration date		30-Dec-22
Warrant 15
Warrants outstanding	[12]	700,000
Warrants exercise price		$ .150
Expiration date		21-May-23
Warrant 16
Warrants outstanding	[13]	250,000
Warrants exercise price		$ .500
Expiration date		23-Jun-23
Warrant 17
Warrants outstanding	[14]	1,000
Warrants exercise price		$ .500
Expiration date		10-Aug-22
[1]	Issued to investors for a loan in March 2018.
[2]	Exchanged in January 2020 from amount issued as part of a February 2016 private placement with senior secured debt holder
[3]	Issued to a placement agent in conjunction with a February 2016 private placement with senior secured debt holder
[4]	Issued to investors for a loan in April 2019
[5]	Issued to investors for a loan in July 2019
[6]	Issued to investors for a loan in September 2019
[7]	Issued to investors for a loan in December 2019
[8]	Issued to investors for a loan in January 2020
[9]	Issued to investors as part of Series D Preferred Stock Capital raise in December 2020
[10]	Issued to a consultant for services in April 2020
[11]	Issued to an investor as part of Series D Preferred Stock Capital raise in April 2020
[12]	Issued to an investor for a loan in May 2020
[13]	Issued to an investor in exchange of debt in June 2020
[14]	Issued to a consultant for services in August 2020

4. STOCKHOLDERS' DEFICIT (Det_5

4. STOCKHOLDERS' DEFICIT (Details Narrative) - $ / shares	Sep. 30, 2020	Dec. 31, 2019
STOCKHOLDERS' DEFICIT:
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized (in thousands)	3,000,000	3,000,000
Common stock, issued (in thousands)	11,765	3,319
Common stock, outstanding (in thousands)	11,765	3,319

5. STOCK OPTIONS (Details)

5. STOCK OPTIONS (Details)	9 Months Ended
	Sep. 30, 2020$ / sharesshares
Number of stock options granted | shares	1,800,000
Exercise price	$ .49
Cartwright, Gene
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	VESTING	[1]
Number of stock options granted | shares	400,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
Faupel, Mark
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	VESTING	[1]
Number of stock options granted | shares	400,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
Imhoff, John
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	IMMEDIATE	[1]
Number of stock options granted | shares	50,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
James, Michael
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	IMMEDIATE	[1]
Number of stock options granted | shares	50,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
Clavijo, James
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	VESTING	[1]
Number of stock options granted | shares	300,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
Battle, Lisa
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	VESTING	[1]
Number of stock options granted | shares	178,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
Sufka, Melissa
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	VESTING	[1]
Number of stock options granted | shares	178,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
Waterstreet, Alesandra
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	VESTING	[1]
Number of stock options granted | shares	178,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
Wells, William
Grant date	Jul. 14, 2020
Expiration date	Jul. 12, 2030
Vesting period	18 months	[1]
Number of stock options granted | shares	66,000
Exercise price	$ 0.49
Black scholes valuation	$ 0.48
[1]	25% immediate and 25% each year thereafter; 36 months in total

5. STOCK OPTIONS (Details 1)

5. STOCK OPTIONS (Details 1)	9 Months Ended
	Sep. 30, 2020shares
Share-based Payment Arrangement [Abstract]
Stock options vested	519,500
Stock options unvested	1,280,500
Total stock options granted at September 30, 2020	1,800,000

5. STOCK OPTIONS (Details 2)

5. STOCK OPTIONS (Details 2)	9 Months Ended
	Sep. 30, 2020$ / sharesshares
Share-based Payment Arrangement [Abstract]
Outstanding, beginning | shares	0
Options granted | shares	1,800,000
Options exercised | shares	0
Options expired/forfeited | shares	0
Outstanding, end | shares	1,800,000
Options outstanding weighted average exercise price, beginning | $ / shares	$ .00
Options granted weighted average exercise price | $ / shares	.49
Options exercised weighted average exercise price | $ / shares	.00
Options expired/forfeited weighted average exercise price | $ / shares	.00
Options outstanding weighted average exercise price, end | $ / shares	$ .49

7. COMMITMENTS AND CONTINGENC_3

7. COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
2020	$ 30
2021	30
Total	60
Less: interest	3
Present value of lease liability	$ 57	$ 0

8. NOTES PAYABLE (Details)

8. NOTES PAYABLE (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Notes payable in default, including related parties	$ 319	$ 776
Dr. Imhoff
Notes payable in default, including related parties	0	199
Dr. Cartwright
Notes payable in default, including related parties	1	2
Ms. Rosenstock
Notes payable in default, including related parties	0	50
Mr. Fowler
Notes payable in default, including related parties	26	26
Mr. Mermelstein
Notes payable in default, including related parties	275	244
GPB
Notes payable in default, including related parties	17	17
Aquarius
Notes payable in default, including related parties	0	108
Accilent
Notes payable in default, including related parties	0	58
Mr. Blumberg
Notes payable in default, including related parties	0	70
Mr. James
Notes payable in default, including related parties	$ 0	$ 2

8. NOTES PAYABLE (Details 1)

8. NOTES PAYABLE (Details 1) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Short-term notes payable, including related parties	$ 130	$ 1,026
Dr. Imhoff
Short-term notes payable, including related parties	0	167
Dr. Cartwright
Short-term notes payable, including related parties	48	48
Dr. Faupel
Short-term notes payable, including related parties	4	5
Mr. Case
Short-term notes payable, including related parties	0	150
Mr. Mamula
Short-term notes payable, including related parties	0	15
Mr. Gould
Short-term notes payable, including related parties	0	100
K2 Medical (Shenghuo)
Short-term notes payable, including related parties	0	203
Everest
Short-term notes payable, including related parties	0	8
Premium Finance (Insurance)
Short-term notes payable, including related parties	78	58
Mr. Blumberg
Short-term notes payable, including related parties	0	223
Mr. Grimm
Short-term notes payable, including related parties	$ 0	$ 49

9. SHORT-TERM CONVERTIBLE DEB_2

9. SHORT-TERM CONVERTIBLE DEBT (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Total Convertible Notes Payable
Convertible notes payable	$ 67	$ 586
Shenghuo
Convertible notes payable	0	513
Auctus
Convertible notes payable	113	0
Eagle
Convertible notes payable	0	26
Adar
Convertible notes payable	0	85
Debt Discount and Issuance Costs to be Amortized
Convertible notes payable	(13)	(9)
Debt Discount Related to Beneficial Conversion
Convertible notes payable	$ (33)	$ (29)

10. CONVERTIBLE DEBT IN DEFAULT

10. CONVERTIBLE DEBT IN DEFAULT (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Convertible Notes in Default
Convertible notes in default	$ 2,059	$ 2,915
GPB
Convertible notes in default	1,798	2,177
GHS
Convertible notes in default	349	349
GHS | Note 1
Convertible notes in default	0	149
GHS | Note 2
Convertible notes in default	83	83
GHS | Note 3
Convertible notes in default	14	14
GHS | Note 4
Convertible notes in default	104	103
Auctus
Convertible notes in default	60	389
Auctus | Note 1
Convertible notes in default	60	192
Auctus | Note 2
Convertible notes in default	0	91
Auctus | Note 3
Convertible notes in default	$ 0	$ 106

11. LONG TERM DEBT (Details)

11. LONG TERM DEBT (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Bonus	$ 1,141	$ 1,123
Vacation	34	41
Dr. Faupel
Salary	134	134
Bonus	20	20
Vacation	95	95
Interest on compensation	67	67
Loans to Company	196	196
Interest on loans	149	149
Total outstanding prior to exchange	661	661
Amount forgiven		(454)
Promissory note issued in exchange	224	207
Interest accrued	9	17
Balance outstanding, end of period	223	224
Dr. Cartwright
Salary	337	337
Bonus	675	675
Vacation	0	0
Interest on compensation	59	59
Loans to Company	528	528
Interest on loans	22	22
Total outstanding prior to exchange	1,621	1,621
Amount forgiven		(1,302)
Promissory note issued in exchange	345	319
Interest accrued	14	26
Balance outstanding, end of period	$ 359	$ 345

11. LONG TERM DEBT (Details 1)

11. LONG TERM DEBT (Details 1) $ in Thousands	Sep. 30, 2020USD ($)
Long-Term Debt - Related Parties
2020	$ 0
2021	0
2022	200
2023	200
2024	192
Total	592
Long-Term Convertible Notes Payable
2020	0
2021	1,100
2022	0
2023	0
2024	0
Total	$ 1,100

12. INCOME (LOSS) PER COMMON _3

12. INCOME (LOSS) PER COMMON SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Net loss	$ 1,529	$ (126)	$ (2,520)	$ (3,004)
Basic weighted average number of shares outstanding (in thousands)	12,995	3,319	9,985	3,296
Net income (loss) per share (basic)	$ 0.12	$ (0.04)	$ (0.25)	$ (0.91)
Diluted weighted average number of shares outstanding (in thousands)	60,331	3,319	9,985	3,296
Net (loss) income per share (diluted)	$ 0.03	$ (0.04)	$ (0.25)	$ (0.91)
Dilutive equity instruments (number of equivalent units) (in thousands)			67,227	69,120
Stock Options
Dilutive equity instruments (number of equivalent units) (in thousands)			0	0
Preferred Stock
Dilutive equity instruments (number of equivalent units) (in thousands)			0	0
Convertible Debt
Dilutive equity instruments (number of equivalent units) (in thousands)			59,179	38,855
Warrants
Dilutive equity instruments (number of equivalent units) (in thousands)			8,048	30,265