Interpace Biosciences (IDXG) 10-Q9 May 242024 Q1 Quarterly reportFinancial data

Company Profile

Cover

Cover - shares	3 Months Ended
Cover - shares	Mar. 31, 2024	May 03, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	000-24249
Entity Registrant Name	Interpace Biosciences, Inc.
Entity Central Index Key	0001054102
Entity Tax Identification Number	22-2919486
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	Waterview Plaza
Entity Address, Address Line Two	Suite 310
Entity Address, Address Line Three	2001 Route 46
Entity Address, City or Town	Parsippany
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07054
City Area Code	(855)
Local Phone Number	776-6419
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		4,376,398

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 2,812	$ 3,498
Accounts receivable, net of allowance for credit loss of $26 and $0, respectively	5,006	4,983
Other current assets	1,598	1,841
Total current assets	9,416	10,322
Property and equipment, net	925	790
Operating lease right of use assets	1,756	1,864
Other long-term assets	45	45
Total assets	12,142	13,021
Current liabilities:
Accounts payable	1,363	1,544
Accrued salary and bonus	878	1,969
Other accrued expenses	8,574	8,201
Note payable at fair value, current	7,498	5,100
Current liabilities of discontinued operations	660	660
Total current liabilities	18,973	17,474
Operating lease liabilities, net of current portion	1,359	1,472
Note payable at fair value	1,343	4,243
Other long-term liabilities	5,072	4,968
Total liabilities	26,747	28,157
Commitments and contingencies (Note 8)
Redeemable preferred stock, $.01 par value; 5,000,000 shares authorized, 47,000 shares Series B issued and outstanding	46,536	46,536
Stockholders’ deficit:
Common stock, $.01 par value; 100,000,000 shares authorized; 4,487,157 and 4,447,489 shares issued, respectively; 4,376,398 and 4,351,445 shares outstanding, respectively	406	405
Additional paid-in capital	188,224	188,146
Accumulated deficit	(247,747)	(248,215)
Treasury stock, at cost (110,759 and 96,044 shares, respectively)	(2,024)	(2,008)
Total stockholders’ deficit	(61,141)	(61,672)
Total liabilities and stockholders’ deficit	(34,394)	(33,515)
Total liabilities, preferred stock and stockholders’ deficit	$ 12,142	$ 13,021

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Accounts receivable, allowance for credit loss	$ 26	$ 0
Temporary equity par value	$ 0.01	$ 0.01
Temporary equity shares authorized	5,000,000	5,000,000
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	4,487,157	4,447,489
Common stock, shares outstanding	4,376,398	4,351,445
Treasury stock, shares	110,759	96,044
Series B Preferred Stock [Member]
Temporary equity shares issued	47,000	47,000
Temporary equity shares outstanding	47,000	47,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Revenue, net	$ 10,273	$ 9,826
Cost of revenue	4,202	3,848
Gross profit	6,071	5,978
Operating expenses:
Sales and marketing	2,821	2,342
Research and development	137	149
General and administrative	2,239	2,494
Acquisition related amortization expense		318
Total operating expenses	5,197	5,303
Operating income from continuing operations	874	675
Interest accretion expense	(19)	(35)
Note payable interest	(197)	(225)
Other (expense) income, net	(82)	19
Income from continuing operations before tax	576	434
Provision for income taxes	4	4
Income from continuing operations	572	430
Loss from discontinued operations, net of tax	(104)	(79)
Net income	$ 468	$ 351
Basic income (loss) per share of common stock:
From continuing operations	$ 0.13	$ 0.10
From discontinued operations	(0.02)	(0.02)
Net income (loss) per basic share of common stock	0.11	0.08
Diluted income (loss) per share of common stock:
From continuing operations	0.13	0.10
From discontinued operations	(0.02)	(0.02)
Net income (loss) per diluted share of common stock	$ 0.11	$ 0.08
Weighted average number of common shares and common share equivalents outstanding:
Basic	4,370	4,307
Diluted	4,384	4,308

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Deficit (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Treasury Stock, Common [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2022	$ 405	$ (1,976)	$ 187,516	$ (249,017)	$ (63,072)
Balance, shares at Dec. 31, 2022	4,367,830	71,120
Issuance of common stock
Issuance of common stock, shares	22,996
Treasury stock purchased		$ (9)			(9)
Treasury stock purchased, shares		8,292
Stock-based compensation expense			192		192
Net income				351	351
Balance at Mar. 31, 2023	$ 405	$ (1,985)	187,708	(248,666)	(62,538)
Balance, shares at Mar. 31, 2023	4,390,826	79,412
Balance at Dec. 31, 2023	$ 405	$ (2,008)	188,146	(248,215)	(61,672)
Balance, shares at Dec. 31, 2023	4,447,489	96,044
Issuance of common stock	$ 1		(1)
Issuance of common stock, shares	39,668
Treasury stock purchased		$ (16)			(16)
Treasury stock purchased, shares		14,715
Stock-based compensation expense			79		79
Net income				468	468
Balance at Mar. 31, 2024	$ 406	$ (2,024)	$ 188,224	$ (247,747)	$ (61,141)
Balance, shares at Mar. 31, 2024	4,487,157	110,759

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash Flows From Operating Activities
Net income	$ 468	$ 351
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Depreciation and amortization	52	356
Interest accretion expense	19	35
Amortization of deferred financing fees		14
Stock-based compensation	79	192
Bad debt expense reversal	(100)
Credit loss expense	26
Change in fair value of note payable	98	(33)
Amortization on operating lease right of use asset	108	141
Other changes in operating assets and liabilities:
Accounts receivable	(49)	317
Other current assets	343	107
Accounts payable	(176)	532
Accrued salaries and bonus	(1,091)	(568)
Accrued liabilities	176	(290)
Operating lease liabilities	(115)	(100)
Long-term liabilities	104	79
Net cash (used in) provided by operating activities	(58)	1,133
Cash Flows From Investing Activity
Purchase of property and equipment	(28)	(65)
Net cash used in investing activities	(28)	(65)
Cash Flows From Financing Activities
Payments made on note payable	(600)
Payments on line of credit		(300)
Net cash used in financing activities	(600)	(300)
Net (decrease) increase in cash and cash equivalents	(686)	768
Cash and cash equivalents from continuing operations– beginning	3,498	4,828
Cash and cash equivalents from discontinued operations– beginning
Cash and cash equivalents – beginning	3,498	4,828
Cash and cash equivalents from continuing operations– ending	2,812	5,596
Cash and cash equivalents from discontinued operations– ending
Cash and cash equivalents – ending	$ 2,812	$ 5,596

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ 468	$ 351

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Mar. 31, 2024
Insider Trading Arrangements [Line Items]
Rule 10b51 Arrangement Adopted	false
Non-Rule 10b51 Arrangement Adopted	false
Rule 10b51 Arrangement Terminated	false
Non-Rule 10b51 Arrangement Terminated	false

OVERVIEW

OVERVIEW	3 Months Ended
OVERVIEW	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
OVERVIEW	1. OVERVIEW Nature of Business Interpace Biosciences, Inc. (“Interpace” or the “Company”) is a company that provides molecular diagnostics, bioinformatics and pathology services for evaluation of risk of cancer by leveraging the latest technology in personalized medicine for improved patient diagnosis and management. The Company develops and commercializes genomic tests and related first line assays principally focused on early detection of patients with indeterminate biopsies and at high risk of cancer using the latest technology.

BASIS OF PRESENTATION

BASIS OF PRESENTATION	3 Months Ended
BASIS OF PRESENTATION	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
BASIS OF PRESENTATION	2. BASIS OF PRESENTATION The accompanying unaudited interim condensed consolidated financial statements and related notes (the “Interim Financial Statements”) should be read in conjunction with the consolidated financial statements of the Company and its wholly-owned subsidiaries (Interpace Diagnostics Lab Inc., Interpace Diagnostics Corporation, and Interpace Diagnostics, LLC), and related notes as included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities & Exchange Commission (“SEC”) on April 1, 2024 and as amended on April 26, 2024. The Interim Financial Statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) for interim financial reporting and 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. The Interim Financial Statements include all normal recurring adjustments that, in the judgment of management, are necessary for a fair presentation of such interim financial statements. Discontinued operations include the Company’s wholly owned subsidiaries: Group DCA, LLC, InServe Support Solutions; and TVG, Inc., its Commercial Services business unit, which was sold on December 22, 2015 and its Interpace Pharma Solutions business (“Pharma Solutions”) which was sold on August 31, 2022. All significant intercompany balances and transactions have been eliminated in consolidation. Operating results for the three-month period ended March 31, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024.

LIQUIDITY

LIQUIDITY	3 Months Ended
LIQUIDITY	Mar. 31, 2024
Liquidity
LIQUIDITY	3. LIQUIDITY In October 2021, the Company entered into a $ 7.5 Revolving Line of Credit 8.0 2.0 Along with many laboratories, the Company may be affected by the Proposed Local Coverage Determination (“LCD”) DL39365, which is currently under consideration by Novitas, the Company’s medical administrator contractor. If finalized, this Proposed LCD, which governs “Genetic Testing for Oncology,” could impact the existing Medicare coverage for one of our molecular tests, PancraGEN ® ® ® ® ® ® For the three months ended March 31, 2024, the Company had operating income from continuing operations of $ 0.9 2.8 9.4 19.0 2.8 The Company intends to meet its ongoing capital needs by using its available cash, as well as through targeted margin improvement; collection of accounts receivable; containment of costs; and the potential use of other financing options and other strategic alternatives. The Company continues to explore various strategic alternatives, dilutive and non-dilutive sources of funding, including equity and debt financings, strategic alliances, business development and other sources in order to provide additional liquidity. With the delisting of its common stock from Nasdaq in February 2021, the Company’s ability to raise additional capital on terms acceptable to it has been adversely impacted. There can be no assurance that the Company will be successful in obtaining such funding on terms acceptable to it. With the improvement in operating cash flows associated with the disposition of the Pharma Solutions business, and the Company’s improved operating performance, as of the date of this filing, the Company anticipates that current cash and cash equivalents and forecasted cash receipts will be sufficient to meet its anticipated cash requirements through the next twelve months from the date of the filing of this report.

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	3 Months Ended
DISCONTINUED OPERATIONS	Mar. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]
DISCONTINUED OPERATIONS	4. DISCONTINUED OPERATIONS Liabilities classified as discontinued operations as of both March 31, 2024 and December 31, 2023 consists of accrued expenses which are liabilities related to the former Commercial Services business unit. The table below presents the significant components of its former Pharma Solutions business unit’s results included within loss from discontinued operations, net of tax in the condensed consolidated statements of operations for the three- months ended March 31, 2024 and 2023. SCHEDULE OF COMPONENTS OF ASSETS AND LIABILITIES AND REVENUE CLASSIFIED AS DISCONTINUED OPERATIONS 2024 2023 For The Three Months Ended March 31, 2024 2023 Loss from discontinued operations $ - $ - Income tax expense 104 79 Loss from discontinued operations, net of tax $ (104 ) $ (79 ) There was no no

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Mar. 31, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	5. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities reported 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. Management’s estimates are based on historical experience, facts and circumstances available at the time, and various other assumptions that are believed to be reasonable under the circumstances. Significant estimates include accounting for valuation allowances related to deferred income taxes, contingent consideration, allowances for credit losses, revenue recognition, unrecognized tax benefits, and asset impairments involving intangible assets. The Company periodically reviews these matters and reflects changes in estimates in earnings as appropriate. Actual results could materially differ from those estimates. Revenue Recognition We derive our revenues from the performance of proprietary assays or tests. The Company’s performance obligation is fulfilled upon the completion, review and release of test results to the customer. We subsequently bill third-party payers or direct-bill payers for the tests performed. Under Accounting Standards Codification 606, revenue is recognized based on the estimated transaction price or net realizable value, which is determined based on historical collection rates by each payer category for each proprietary test offered by the Company. To the extent the transaction price includes variable consideration, for all third party and direct-bill payers and proprietary tests, we estimate the amount of variable consideration that should be included in the transaction price using the expected value method based on historical experience. We regularly review the ultimate amounts received from the third-party and direct-bill payers and related estimated reimbursement rates and adjust the NRV’s and related contractual allowances accordingly. If actual collections and related NRV’s vary significantly from our estimates, we will adjust the estimates of contractual allowances, which affects net revenue in the period such variances become known. Financing and Payment For non-Medicare claims, our payment terms vary by payer category. Payment terms for direct-payers in our clinical services are typically thirty days and in our pharma services, up to sixty days. Commercial third-party-payers are required to respond to a claim within a time period established by their respective state regulations, generally between thirty to sixty days. However, payment for commercial third-party claims may be subject to a denial and appeal process, which could take up to two years in some instances where multiple appeals are submitted. The Company generally appeals all denials from commercial third-party payers. We bill Medicare directly for tests performed for Medicare patients and must accept Medicare’s fee schedule for the covered tests as payment in full. Costs to Obtain or Fulfill a Customer Contract Sales commissions are expensed in the period in which they have been earned. These costs are recorded in sales and marketing expense in the condensed consolidated statements of operations. Accounts Receivable The Company’s accounts receivable represent unconditional rights to consideration and are generated using its clinical services. The Company’s clinical services are fulfilled upon completion of the test, review and release of the test results. In conjunction with fulfilling these services, the Company bills the third-party payer or direct-bill payer. Contractual adjustments represent the difference between the list prices and the reimbursement rates set by third-party payers, including Medicare, commercial payers, and amounts billed to direct-bill payers. Specific accounts may be written off after several appeals, which in some cases may take longer than twelve months. The allowance for credit losses balance was $ 26,000 0 Leases The Company determines if an arrangement contains a lease in whole or in part at the inception of the contract. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term while lease liabilities represent our obligation to make lease payments arising from the lease. All leases with terms greater than twelve months result in the recognition of a ROU asset and a liability at the lease commencement date based on the present value of the lease payments over the lease term. Unless a lease provides all of the information required to determine the implicit interest rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of the lease payments. We use the implicit interest rate in the lease when readily determinable. Our lease terms include all non-cancelable periods and may include options to extend (or to not terminate) the lease when it is reasonably certain that we will exercise that option. Leases with terms of twelve months or less at the commencement date are expensed on a straight-line basis over the lease term and do not result in the recognition of an asset or liability. See Note 7, Leases Other Current Assets Other current assets consisted of the following as of March 31, 2024 and December 31, 2023: SCHEDULE OF OTHER CURRENT ASSETS March 31, December 31, Lab supplies $ 1,154 $ 1,227 Prepaid expenses 387 590 Other 57 24 Total other current assets $ 1,598 $ 1,841 Long-Lived Assets, including Finite-Lived Intangible Assets Finite-lived intangible assets are stated at cost less accumulated amortization. Amortization of finite-lived acquired intangible assets is recognized on a straight-line basis, using the estimated useful lives of the assets of approximately two years ten years The Company reviews the recoverability of long-lived assets and finite-lived intangible assets whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recognized by reducing the recorded value of the asset to its fair value measured by future discounted cash flows. This analysis requires estimates of the amount and timing of projected cash flows and, where applicable, judgments associated with, among other factors, the appropriate discount rate. Such estimates are critical in determining whether any impairment charge should be recorded and the amount of such charge if an impairment loss is deemed to be necessary. Basic and Diluted Net Income (Loss) per Share A reconciliation of the number of shares of common stock, par value $ 0.01 SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE 2024 2023 Three Months Ended March 31, 2024 2023 Basic weighted average number of common shares 4,370 4,307 Potential dilutive effect of stock-based awards 14 1 Diluted weighted average number of common shares 4,384 4,308 The Company’s Series B Convertible Preferred Stock, on an as converted basis into common stock of 7,833,334 SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE 2024 2023 Three Months Ended March 31, 2024 2023 Options 288 526 Restricted stock units (RSUs) 207 219 Anti-dilutive securities 495 745

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
FAIR VALUE MEASUREMENTS	Mar. 31, 2024
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	6. FAIR VALUE MEASUREMENTS Cash and cash equivalents, accounts receivable and accounts payable approximate fair value due to their relative short-term nature. The Company’s financial liabilities reflected at fair value in the condensed consolidated financial statements include contingent consideration, warrant liability and note payable. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various methods including market, income and cost approaches. Based on these approaches, the Company often utilizes certain assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and/or the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market-corroborated, or generally unobservable inputs. The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. Based upon observable inputs used in the valuation techniques, the Company is required to provide information according to the fair value hierarchy. The fair value hierarchy ranks the quality and reliability of the information used to determine fair values into three broad levels as follows: Level 1: Valuations for assets and liabilities traded in active markets from readily available pricing sources for market transactions involving identical assets or liabilities. Level 2: Valuations for assets and liabilities traded in less active dealer or broker markets. Valuations are obtained from third-party pricing services for identical or similar assets or liabilities. Level 3: Valuations incorporate certain assumptions and projections in determining the fair value assigned to such assets or liabilities. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The valuation methodologies used for the Company’s financial instruments measured on a recurring basis at fair value, including the general classification of such instruments pursuant to the valuation hierarchy, is set forth in the tables below: SCHEDULE OF FINANCIAL INSTRUMENT MEASURED ON RECURRING BASIS As of March 31, 2024 Fair Value Measurements Fair As of March 31, 2024 Amount Value Level 1 Level 2 Level 3 Liabilities: Contingent consideration: Asuragen (1) $ 248 $ 248 $ - $ - $ 248 Note payable: BroadOak loan 9,400 8,841 - - 8,841 $ 9,648 $ 9,089 $ - $ - $ 9,089 (1) See Note 9, Other Accrued Expenses As of December 31, 2023 Fair Value Measurements Carrying Fair As of December 31, 2023 Amount Value Level 1 Level 2 Level 3 Liabilities: Contingent consideration: Asuragen (1) $ 453 $ 453 $ - $ - $ 453 Note payable: BroadOak loan 10,000 9,343 - - 9,343 $ 10,453 $ 9,796 $ - $ - $ 9,796 (1) See Note 9, Other Accrued Expenses In connection with the acquisition of certain assets from Asuragen, Inc., the Company recorded contingent consideration related to contingent payments and other revenue-based payments. The Company determined the fair value of the contingent consideration based on a probability-weighted income approach derived from revenue estimates. The fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement. In connection with the Term Loan, the Company records the loan at fair value. The fair value of the loan is determined by a probability-weighted approach regarding the loan’s change in control feature. See Note 13, Notes Payable A roll forward of the carrying value of the Contingent Consideration Liability and BroadOak loans to March 31, 2024 is as follows: SCHEDULE OF FAIR VALUE, ASSETS MEASURED ON RECURRING BASIS, UNOBSERVABLE INPUT RECONCILIATION Adjustment December 31, Payments Reversals Accretion/ to Fair March 31, Asuragen $ 453 $ - $ (224 ) $ 19 $ - $ 248 BroadOak loans 9,343 (600 ) - - 98 8,841 $ 9,796 $ (600 ) $ (224 ) $ 19 $ 98 $ 9,089 Certain of the Company’s non-financial assets, such as other intangible assets, are measured at fair value on a nonrecurring basis when there is an indicator of impairment and recorded at fair value only when an impairment charge is recognized.

LEASES

LEASES	3 Months Ended
LEASES	Mar. 31, 2024
Leases
LEASES	7. LEASES The table below presents the lease-related assets and liabilities recorded in the Condensed Consolidated Balance Sheet: SCHEDULE OF LEASE RELATED ASSETS AND LIABILITIES Classification on the Balance Sheet March 31, December 31, Assets Operating lease assets Operating lease right of use assets 1,756 1,864 Total lease assets $ 1,756 $ 1,864 Liabilities Current Operating lease liabilities Other accrued expenses 375 377 Total current lease liabilities $ 375 $ 377 Noncurrent Operating lease liabilities Operating lease liabilities, net of current portion 1,359 1,472 Total long-term lease liabilities 1,359 1,472 Total lease liabilities $ 1,734 $ 1,849 The weighted average remaining lease term for the Company’s operating leases was 4.1 11.9 The table below reconciles the cash flows to the lease liabilities recorded on the Company’s Condensed Consolidated Balance Sheet as of March 31, 2024: SCHEDULE OF MATURITIES OF OPERATING LEASE LIABILITIES Operating Leases 2024 - remaining nine months $ 446 2025 450 2026 500 2027 550 2028 275 Total minimum lease payments 2,221 Less: amount of lease payments representing effects of discounting 487 Present value of future minimum lease payments 1,734 Less: current obligations under leases 375 Long-term lease obligations $ 1,359

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
COMMITMENTS AND CONTINGENCIES	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	8. COMMITMENTS AND CONTINGENCIES Litigation From time to time, the Company may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. When the Company is aware of a claim or potential claim, it assesses the likelihood of any loss or exposure. If it is probable that a loss will result and the amount of the loss can be reasonably estimated, the Company will record a liability for the loss. In addition to the estimated loss, the recorded liability includes probable and estimable legal costs associated with the claim or potential claim. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm the Company’s business. There is no pending litigation involving the Company at this time. Due to the nature of the businesses in which the Company is engaged, it is subject to certain risks. Such risks include, among others, risk of liability for personal injury or death to persons using products or services that the Company promotes or commercializes. There can be no assurance that substantial claims or liabilities will not arise in the future due to the nature of the Company’s business activities. There is also the risk of employment related litigation and other litigation in the ordinary course of business. The Company could also be held liable for errors and omissions of its employees in connection with the services it performs that are outside the scope of any indemnity or insurance policy. The Company could be materially adversely affected if it were required to pay damages or incur defense costs in connection with a claim that is outside the scope of an indemnification agreement; if the indemnity, although applicable, is not performed in accordance with its terms; or if the Company’s liability exceeds the amount of applicable insurance or indemnity.

OTHER ACCRUED EXPENSES

OTHER ACCRUED EXPENSES	3 Months Ended
OTHER ACCRUED EXPENSES	Mar. 31, 2024
Payables and Accruals [Abstract]
OTHER ACCRUED EXPENSES	9. OTHER ACCRUED EXPENSES Other accrued expenses consisted of the following as of March 31, 2024 and December 31, 2023: SCHEDULE OF OTHER ACCRUED EXPENSES March 31, December 31, Accrued royalties $ 6,837 $ 6,268 Contingent consideration 248 453 Operating lease liability 375 377 Accrued sales and marketing - diagnostics 55 43 Accrued lab costs - diagnostics 82 68 Accrued professional fees 334 241 Taxes payable 276 261 All others 367 490 Total other accrued expenses $ 8,574 $ 8,201

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	3 Months Ended
STOCK-BASED COMPENSATION	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
STOCK-BASED COMPENSATION	10. STOCK-BASED COMPENSATION Historically, stock options have been granted with an exercise price equal to the market value of the common stock on the date of grant, with expiration 10 years from the date they are granted, and generally vest over a one to three-year period for employees and members of the Board. Upon exercise, new shares will be issued by the Company. The restricted shares and restricted stock units (“RSUs”) granted to Board members and employees generally have a three-year graded vesting period and are subject to accelerated vesting and forfeiture under certain circumstances There were no The Company recognized approximately $ 0.1 0.2 SCHEDULE OF SHARE-BASED COMPENSATION ARRANGEMENTS BY SHARE-BASED PAYMENT AWARD 2024 2023 Three Months Ended March 31, 2024 2023 Cost of revenue $ 3 $ 14 Sales and marketing 30 30 General and administrative 46 148 Total stock compensation expense $ 79 $ 192

INCOME TAXES

INCOME TAXES	3 Months Ended
INCOME TAXES	Mar. 31, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	11. INCOME TAXES Generally, accounting standards require companies to provide for income taxes each quarter based on their estimate of the effective tax rate for the full year. The authoritative guidance for accounting for income taxes allows use of the discrete method when it provides a better estimate of income tax expense. Due to the Company’s valuation allowance position, it is the Company’s position that the discrete method provides a more accurate estimate of income tax expense and therefore income tax expense for the current quarter has been presented using the discrete method. As the year progresses, the Company refines its estimate based on the facts and circumstances by each tax jurisdiction. The following table summarizes income tax expense on income from continuing operations and the effective tax rate for the three- month periods ended March 31, 2024 and 2023: SCHEDULE OF EFFECTIVE INCOME TAX RATE 2024 2023 Three Months Ended March 31, 2024 2023 (unaudited) Provision for income tax $ 4 $ 4 Effective income tax rate 0.7 % 0.9 % Income tax expense for both periods was primarily due to Texas franchise taxes. Other long-term liabilities consisted of uncertain tax positions as of March 31, 2024 and December 31, 2023.

SEGMENT INFORMATION

SEGMENT INFORMATION	3 Months Ended
SEGMENT INFORMATION	Mar. 31, 2024
Segment Reporting [Abstract]
SEGMENT INFORMATION	12. SEGMENT INFORMATION We operate under one segment which is the business of developing and selling clinical services.

NOTES PAYABLE

NOTES PAYABLE	3 Months Ended
NOTES PAYABLE	Mar. 31, 2024
Debt Disclosure [Abstract]
NOTES PAYABLE	13. NOTES PAYABLE BroadOak Loan On October 29, 2021, the Company and its subsidiaries entered into the Term Loan, providing for a term loan in the aggregate principal amount of $ 8,000,000 October 31, 2024 9 7,500,000 The Term Loan had an origination fee of 3 The Term Loan contains affirmative and negative restrictive covenants that are applicable from and after the date of the Term Loan advance. These restrictive covenants, which include restrictions on certain mergers, acquisitions, investments, encumbrances, etc., could adversely affect our ability to conduct our business. The Term Loan also contains customary events of default. The Company concluded that the Note met the definition of a “recognized financial liability” which is an acceptable financial instrument eligible for the fair value option under ASC 825-10-15-4, and did not meet the definition of any of the financial instruments listed within ASC 825-10-15-5 that are not eligible for the fair value option. The Note is not convertible and does not have any component recorded to shareholders’ equity. Accordingly, the Company elected the fair value option for the Note. On October 24, 2023, the Company entered into a Second Amendment to Loan and Security Agreement (the “Second Amendment”) with BroadOak. The primary changes to the original Term Loan were as follows: ● The Company made a one-time payment in an aggregate amount equal to $ 2,500,000 3,000,000 ● Effective November 1, 2023, the interest rate under the Term Loan was reduced from 9 8 October 31, 2024 ● The Company has the option to request an extension of the Loan Maturity Date in writing no less than sixty days prior to the Loan Maturity Date. If BroadOak agrees to the extension, the Loan Maturity Date would automatically be extended. On March 29, 2024, the Company entered into a Third Amendment to Loan and Security Agreement with BroadOak (the “Third Amendment”). The primary changes to the Second Amendment were as follows: ● The maturity date was extended to June 30, 2025 ● Beginning April 1, 2024, the Company will make $ 500,000 The Third Amendment was treated as a debt modification which is accounted for prospectively. Since the Term Loan is carried at fair value under the fair value option, the Second Amendment did not result in any extinguishment gain or loss upon amendment, and the impact of the revised terms was incorporated into the Company’s first quarter 2024 fair value calculation. The balance of the loan outstanding at March 31, 2024 was $ 9.4

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	3 Months Ended
SUPPLEMENTAL CASH FLOW INFORMATION	Mar. 31, 2024
Supplemental Cash Flow Elements [Abstract]
SUPPLEMENTAL CASH FLOW INFORMATION	14. SUPPLEMENTAL CASH FLOW INFORMATION Supplemental Disclosures of Non-Cash Activities (in thousands) SUPPLEMENTAL CASH FLOW INFORMATION 2024 2023 Three Months Ended March 31, 2024 2023 Taxes accrued for repurchase of restricted shares $ 16 $ 9 Accrued capital expenditures 164 -

MEZZANINE EQUITY

MEZZANINE EQUITY	3 Months Ended
MEZZANINE EQUITY	Mar. 31, 2024
Equity [Abstract]
MEZZANINE EQUITY	15. MEZZANINE EQUITY Redeemable Preferred Stock On January 10, 2020, the Company entered into a Securities Purchase and Exchange Agreement (the “Securities Purchase and Exchange Agreement”) with 1315 Capital and Ampersand (collectively, the “Investors”) pursuant to which the Company agreed to sell to the Investors an aggregate of $ 20.0 1,000 19,000 19.0 1,000 1.0 In addition, the Company agreed to exchange $ 27.0 0.01 270 100,000 27,000 no 6.00 Voting On any matter presented to the stockholders of the Company for their action or consideration at any meeting of stockholders of the Company (or by written consent of stockholders in lieu of meeting), each holder of outstanding shares of Series B Preferred Stock will be entitled to cast the number of votes equal to the number of whole shares of the Company’s common stock into which the shares of Series B Preferred Stock held by such holder are convertible as of the record date for determining stockholders entitled to vote on such matter. Except as provided by law or by the Certificate of Designation of Preferences, Rights and Limitations of Series B Convertible Preferred Stock (the “Certificate of Designation”), holders of Series B Preferred Stock will vote together with the holders of common stock as a single class and on an as-converted to common stock basis. Director Designation Rights The Certificate of Designation also provides each Investor with the following director designation rights: for so long such Investor holds at least sixty percent (60%) of the Series B Preferred Stock issued to it on the Issuance Date (as defined therein), such Investor will be entitled to elect two directors to the Company’s Board of Directors (the “Board”), provided that one of the directors qualifies as an “independent director” under Rule 5605(a)(2) of the listing rules of the Nasdaq Stock Market (or any successor rule or similar rule promulgated by another exchange on which the Company’s securities are then listed or designated) (“Independent Director”). However, if at any time such Investor holds less than sixty percent (60%), but at least forty percent (40%), of the Series B Preferred Stock issued to them on the Issuance Date, such Investor would only be entitled to elect one director to the Board. Any director elected pursuant to the terms of the Certificate of Designation may be removed without cause by, and only by, the affirmative vote of the holders of Series B Preferred Stock. A vacancy in any directorship filled by the holders of Series B Preferred Stock may be filled only by vote or written consent in lieu of a meeting of such holders of Series B Preferred Stock or by any remaining director or directors elected by such holders of Series B Preferred Stock On November 15, 2023, Edward Chan, a director designated by 1315 Capital to the Board, provided notice to the Company of his resignation from the Board, effective immediately. Further, on December 7, 2023, Robert Gorman, a director designated by Ampersand to the Board, provided notice to the Company of his resignation as a director and as Chairman of the Board, effective immediately. Conversion The Certificate of Designation provides that from and after the Issuance Date and subject to the terms of the Certificate of Designation, each share of Series B Preferred Stock is convertible, at any time and from time to time, at the option of the holder into a number of shares of common stock equal to dividing the amount equal to the greater of the Stated Value of such Series B Preferred Stock, plus any dividends declared but unpaid thereon, or such amount per share as would have been payable had each such share been converted into common stock immediately prior to a liquidation, by six dollars ($ 6.00 7,833,334 Mandatory Conversion If the Company consummates the sale of shares of common stock to the public in a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act pursuant to which the price of the common stock in such offering is at least equal to twelve dollars ($ 12.00 25,000,000.00 Liquidation Upon any voluntary or involuntary liquidation, dissolution or winding up of the Company or Deemed Liquidation (as defined in the Certificate of Designation) (a “Liquidation”), the holders of shares of Series B Preferred Stock then outstanding will be entitled to be paid out of the assets of the Company available for distribution to its stockholders (on a pari passu basis with the holders of any class or series of preferred stock ranking on liquidation on a parity with the Series B Preferred Stock), and before any payment will be made to the holders of common stock or any other class or series of preferred stock ranking on liquidation junior to the Series B Preferred Stock by reason of their ownership thereof, an amount per share of Series B Preferred Stock equal to the greater of (i) the Stated Value of such share of Series B Preferred Stock, plus any dividends declared but unpaid thereon, or (ii) such amount per share as would have been payable had each such share been converted into common stock immediately prior to such Liquidation. As of March 31, 2024 and December 31, 2023, there were 47,000

REVOLVING LINE OF CREDIT

REVOLVING LINE OF CREDIT	3 Months Ended
REVOLVING LINE OF CREDIT	Mar. 31, 2024
Debt Disclosure [Abstract]
REVOLVING LINE OF CREDIT	16. REVOLVING LINE OF CREDIT On October 13, 2021, the Company and its subsidiaries entered into the Comerica Loan Agreement with Comerica, providing for a revolving credit facility of up to $ 7,500,000 On October 6, 2023, effective September 30, 2023, the Company entered into a Fifth Amendment to its Loan and Security Agreement (the “Fifth Amendment to the Comerica Loan Agreement”) with Comerica Bank providing for a revolving credit facility of up to $ 5,000,000 In February 2024, the Company terminated the Comerica Loan Agreement. The Company did not owe anything outstanding on the Line at the time of termination and does not owe anything further to Comerica.

RECENT ACCOUNTING STANDARDS

RECENT ACCOUNTING STANDARDS	3 Months Ended
RECENT ACCOUNTING STANDARDS	Mar. 31, 2024
Accounting Changes and Error Corrections [Abstract]
RECENT ACCOUNTING STANDARDS	17. RECENT ACCOUNTING STANDARDS Accounting Pronouncements Adopted In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815 – 40), (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. The ASU 2020-06 amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. This was adopted on January 1, 2024 and there was no impact upon adoption. Accounting Pronouncements Pending In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact the adoption of this standard on its financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Mar. 31, 2024
Accounting Policies [Abstract]
Accounting Estimates	Accounting Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities reported 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. Management’s estimates are based on historical experience, facts and circumstances available at the time, and various other assumptions that are believed to be reasonable under the circumstances. Significant estimates include accounting for valuation allowances related to deferred income taxes, contingent consideration, allowances for credit losses, revenue recognition, unrecognized tax benefits, and asset impairments involving intangible assets. The Company periodically reviews these matters and reflects changes in estimates in earnings as appropriate. Actual results could materially differ from those estimates.
Revenue Recognition	Revenue Recognition We derive our revenues from the performance of proprietary assays or tests. The Company’s performance obligation is fulfilled upon the completion, review and release of test results to the customer. We subsequently bill third-party payers or direct-bill payers for the tests performed. Under Accounting Standards Codification 606, revenue is recognized based on the estimated transaction price or net realizable value, which is determined based on historical collection rates by each payer category for each proprietary test offered by the Company. To the extent the transaction price includes variable consideration, for all third party and direct-bill payers and proprietary tests, we estimate the amount of variable consideration that should be included in the transaction price using the expected value method based on historical experience. We regularly review the ultimate amounts received from the third-party and direct-bill payers and related estimated reimbursement rates and adjust the NRV’s and related contractual allowances accordingly. If actual collections and related NRV’s vary significantly from our estimates, we will adjust the estimates of contractual allowances, which affects net revenue in the period such variances become known.
Financing and Payment	Financing and Payment For non-Medicare claims, our payment terms vary by payer category. Payment terms for direct-payers in our clinical services are typically thirty days and in our pharma services, up to sixty days. Commercial third-party-payers are required to respond to a claim within a time period established by their respective state regulations, generally between thirty to sixty days. However, payment for commercial third-party claims may be subject to a denial and appeal process, which could take up to two years in some instances where multiple appeals are submitted. The Company generally appeals all denials from commercial third-party payers. We bill Medicare directly for tests performed for Medicare patients and must accept Medicare’s fee schedule for the covered tests as payment in full.
Costs to Obtain or Fulfill a Customer Contract	Costs to Obtain or Fulfill a Customer Contract Sales commissions are expensed in the period in which they have been earned. These costs are recorded in sales and marketing expense in the condensed consolidated statements of operations.
Accounts Receivable	Accounts Receivable The Company’s accounts receivable represent unconditional rights to consideration and are generated using its clinical services. The Company’s clinical services are fulfilled upon completion of the test, review and release of the test results. In conjunction with fulfilling these services, the Company bills the third-party payer or direct-bill payer. Contractual adjustments represent the difference between the list prices and the reimbursement rates set by third-party payers, including Medicare, commercial payers, and amounts billed to direct-bill payers. Specific accounts may be written off after several appeals, which in some cases may take longer than twelve months. The allowance for credit losses balance was $ 26,000 0
Leases	Leases The Company determines if an arrangement contains a lease in whole or in part at the inception of the contract. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term while lease liabilities represent our obligation to make lease payments arising from the lease. All leases with terms greater than twelve months result in the recognition of a ROU asset and a liability at the lease commencement date based on the present value of the lease payments over the lease term. Unless a lease provides all of the information required to determine the implicit interest rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of the lease payments. We use the implicit interest rate in the lease when readily determinable. Our lease terms include all non-cancelable periods and may include options to extend (or to not terminate) the lease when it is reasonably certain that we will exercise that option. Leases with terms of twelve months or less at the commencement date are expensed on a straight-line basis over the lease term and do not result in the recognition of an asset or liability. See Note 7, Leases
Other Current Assets	Other Current Assets Other current assets consisted of the following as of March 31, 2024 and December 31, 2023: SCHEDULE OF OTHER CURRENT ASSETS March 31, December 31, Lab supplies $ 1,154 $ 1,227 Prepaid expenses 387 590 Other 57 24 Total other current assets $ 1,598 $ 1,841
Long-Lived Assets, including Finite-Lived Intangible Assets	Long-Lived Assets, including Finite-Lived Intangible Assets Finite-lived intangible assets are stated at cost less accumulated amortization. Amortization of finite-lived acquired intangible assets is recognized on a straight-line basis, using the estimated useful lives of the assets of approximately two years ten years The Company reviews the recoverability of long-lived assets and finite-lived intangible assets whenever events or changes in circumstances indicate that the carrying value of such assets may not be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recognized by reducing the recorded value of the asset to its fair value measured by future discounted cash flows. This analysis requires estimates of the amount and timing of projected cash flows and, where applicable, judgments associated with, among other factors, the appropriate discount rate. Such estimates are critical in determining whether any impairment charge should be recorded and the amount of such charge if an impairment loss is deemed to be necessary.
Basic and Diluted Net Income (Loss) per Share	Basic and Diluted Net Income (Loss) per Share A reconciliation of the number of shares of common stock, par value $ 0.01 SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE 2024 2023 Three Months Ended March 31, 2024 2023 Basic weighted average number of common shares 4,370 4,307 Potential dilutive effect of stock-based awards 14 1 Diluted weighted average number of common shares 4,384 4,308 The Company’s Series B Convertible Preferred Stock, on an as converted basis into common stock of 7,833,334 SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE 2024 2023 Three Months Ended March 31, 2024 2023 Options 288 526 Restricted stock units (RSUs) 207 219 Anti-dilutive securities 495 745

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	3 Months Ended
DISCONTINUED OPERATIONS (Tables)	Mar. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]
SCHEDULE OF COMPONENTS OF ASSETS AND LIABILITIES AND REVENUE CLASSIFIED AS DISCONTINUED OPERATIONS	The table below presents the significant components of its former Pharma Solutions business unit’s results included within loss from discontinued operations, net of tax in the condensed consolidated statements of operations for the three- months ended March 31, 2024 and 2023. SCHEDULE OF COMPONENTS OF ASSETS AND LIABILITIES AND REVENUE CLASSIFIED AS DISCONTINUED OPERATIONS 2024 2023 For The Three Months Ended March 31, 2024 2023 Loss from discontinued operations $ - $ - Income tax expense 104 79 Loss from discontinued operations, net of tax $ (104 ) $ (79 )

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	Mar. 31, 2024
Accounting Policies [Abstract]
SCHEDULE OF OTHER CURRENT ASSETS	Other current assets consisted of the following as of March 31, 2024 and December 31, 2023: SCHEDULE OF OTHER CURRENT ASSETS March 31, December 31, Lab supplies $ 1,154 $ 1,227 Prepaid expenses 387 590 Other 57 24 Total other current assets $ 1,598 $ 1,841
SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE	SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE 2024 2023 Three Months Ended March 31, 2024 2023 Basic weighted average number of common shares 4,370 4,307 Potential dilutive effect of stock-based awards 14 1 Diluted weighted average number of common shares 4,384 4,308
SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE	SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE 2024 2023 Three Months Ended March 31, 2024 2023 Options 288 526 Restricted stock units (RSUs) 207 219 Anti-dilutive securities 495 745

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
FAIR VALUE MEASUREMENTS (Tables)	Mar. 31, 2024
Fair Value Disclosures [Abstract]
SCHEDULE OF FINANCIAL INSTRUMENT MEASURED ON RECURRING BASIS	SCHEDULE OF FINANCIAL INSTRUMENT MEASURED ON RECURRING BASIS As of March 31, 2024 Fair Value Measurements Fair As of March 31, 2024 Amount Value Level 1 Level 2 Level 3 Liabilities: Contingent consideration: Asuragen (1) $ 248 $ 248 $ - $ - $ 248 Note payable: BroadOak loan 9,400 8,841 - - 8,841 $ 9,648 $ 9,089 $ - $ - $ 9,089 (1) See Note 9, Other Accrued Expenses As of December 31, 2023 Fair Value Measurements Carrying Fair As of December 31, 2023 Amount Value Level 1 Level 2 Level 3 Liabilities: Contingent consideration: Asuragen (1) $ 453 $ 453 $ - $ - $ 453 Note payable: BroadOak loan 10,000 9,343 - - 9,343 $ 10,453 $ 9,796 $ - $ - $ 9,796 (1) See Note 9, Other Accrued Expenses
SCHEDULE OF FAIR VALUE, ASSETS MEASURED ON RECURRING BASIS, UNOBSERVABLE INPUT RECONCILIATION	A roll forward of the carrying value of the Contingent Consideration Liability and BroadOak loans to March 31, 2024 is as follows: SCHEDULE OF FAIR VALUE, ASSETS MEASURED ON RECURRING BASIS, UNOBSERVABLE INPUT RECONCILIATION Adjustment December 31, Payments Reversals Accretion/ to Fair March 31, Asuragen $ 453 $ - $ (224 ) $ 19 $ - $ 248 BroadOak loans 9,343 (600 ) - - 98 8,841 $ 9,796 $ (600 ) $ (224 ) $ 19 $ 98 $ 9,089

LEASES (Tables)

LEASES (Tables)	3 Months Ended
LEASES (Tables)	Mar. 31, 2024
Leases
SCHEDULE OF LEASE RELATED ASSETS AND LIABILITIES	The table below presents the lease-related assets and liabilities recorded in the Condensed Consolidated Balance Sheet: SCHEDULE OF LEASE RELATED ASSETS AND LIABILITIES Classification on the Balance Sheet March 31, December 31, Assets Operating lease assets Operating lease right of use assets 1,756 1,864 Total lease assets $ 1,756 $ 1,864 Liabilities Current Operating lease liabilities Other accrued expenses 375 377 Total current lease liabilities $ 375 $ 377 Noncurrent Operating lease liabilities Operating lease liabilities, net of current portion 1,359 1,472 Total long-term lease liabilities 1,359 1,472 Total lease liabilities $ 1,734 $ 1,849
SCHEDULE OF MATURITIES OF OPERATING LEASE LIABILITIES	The table below reconciles the cash flows to the lease liabilities recorded on the Company’s Condensed Consolidated Balance Sheet as of March 31, 2024: SCHEDULE OF MATURITIES OF OPERATING LEASE LIABILITIES Operating Leases 2024 - remaining nine months $ 446 2025 450 2026 500 2027 550 2028 275 Total minimum lease payments 2,221 Less: amount of lease payments representing effects of discounting 487 Present value of future minimum lease payments 1,734 Less: current obligations under leases 375 Long-term lease obligations $ 1,359

OTHER ACCRUED EXPENSES (Tables)

OTHER ACCRUED EXPENSES (Tables)	3 Months Ended
OTHER ACCRUED EXPENSES (Tables)	Mar. 31, 2024
Payables and Accruals [Abstract]
SCHEDULE OF OTHER ACCRUED EXPENSES	Other accrued expenses consisted of the following as of March 31, 2024 and December 31, 2023: SCHEDULE OF OTHER ACCRUED EXPENSES March 31, December 31, Accrued royalties $ 6,837 $ 6,268 Contingent consideration 248 453 Operating lease liability 375 377 Accrued sales and marketing - diagnostics 55 43 Accrued lab costs - diagnostics 82 68 Accrued professional fees 334 241 Taxes payable 276 261 All others 367 490 Total other accrued expenses $ 8,574 $ 8,201

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	3 Months Ended
STOCK-BASED COMPENSATION (Tables)	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
SCHEDULE OF SHARE-BASED COMPENSATION ARRANGEMENTS BY SHARE-BASED PAYMENT AWARD	SCHEDULE OF SHARE-BASED COMPENSATION ARRANGEMENTS BY SHARE-BASED PAYMENT AWARD 2024 2023 Three Months Ended March 31, 2024 2023 Cost of revenue $ 3 $ 14 Sales and marketing 30 30 General and administrative 46 148 Total stock compensation expense $ 79 $ 192

INCOME TAXES (Tables)

INCOME TAXES (Tables)	3 Months Ended
INCOME TAXES (Tables)	Mar. 31, 2024
Income Tax Disclosure [Abstract]
SCHEDULE OF EFFECTIVE INCOME TAX RATE	SCHEDULE OF EFFECTIVE INCOME TAX RATE 2024 2023 Three Months Ended March 31, 2024 2023 (unaudited) Provision for income tax $ 4 $ 4 Effective income tax rate 0.7 % 0.9 %

SUPPLEMENTAL CASH FLOW INFORM_2

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	3 Months Ended
SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	Mar. 31, 2024
Supplemental Cash Flow Elements [Abstract]
SUPPLEMENTAL CASH FLOW INFORMATION	Supplemental Disclosures of Non-Cash Activities (in thousands) SUPPLEMENTAL CASH FLOW INFORMATION 2024 2023 Three Months Ended March 31, 2024 2023 Taxes accrued for repurchase of restricted shares $ 16 $ 9 Accrued capital expenditures 164 -

LIQUIDITY (Details Narrative)

LIQUIDITY (Details Narrative) - USD ($)	3 Months Ended
LIQUIDITY (Details Narrative) - USD ($)	Mar. 31, 2024	Mar. 31, 2023	May 03, 2024	Dec. 31, 2023	Dec. 31, 2022	May 05, 2022	Oct. 31, 2021	Oct. 29, 2021
Line of Credit Facility [Line Items]
Operating income from continuing operation	$ 874,000	$ 675,000
Cash and cash equivalents	2,812,000	$ 5,596,000		$ 3,498,000	$ 4,828,000
Current assets	9,416,000			10,322,000
Current liabilities	18,973,000			17,474,000
Cash and cash equivalents	$ 2,812,000			$ 3,498,000
Subsequent Event [Member]
Line of Credit Facility [Line Items]
Cash and cash equivalents			$ 2,800,000
Term Loan [Member] \| Broad Oak [Member]
Line of Credit Facility [Line Items]
Term loan							$ 8,000,000	$ 8,000,000
Term Loan [Member] \| Broad Oak [Member] \| Convertible Debt [Member]
Line of Credit Facility [Line Items]
Term loan						$ 2,000,000
Comerica Bank [Member]
Line of Credit Facility [Line Items]
Long-term line of credit							$ 7,500,000

SCHEDULE OF COMPONENTS OF ASSET

SCHEDULE OF COMPONENTS OF ASSETS AND LIABILITIES AND REVENUE CLASSIFIED AS DISCONTINUED OPERATIONS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Loss from discontinued operations
Income tax expense	104	79
Loss from discontinued operations, net of tax	$ (104)	$ (79)

DISCONTINUED OPERATIONS (Detail

DISCONTINUED OPERATIONS (Details Narrative) - USD ($)	3 Months Ended
DISCONTINUED OPERATIONS (Details Narrative) - USD ($)	Mar. 31, 2024	Mar. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Cash used in operating activities discontinued operations	$ 0	$ 0
Depreciation and amortization expense within discontinued operations	$ 0	$ 0

SCHEDULE OF OTHER CURRENT ASSET

SCHEDULE OF OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Accounting Policies [Abstract]
Lab supplies	$ 1,154	$ 1,227
Prepaid expenses	387	590
Other	57	24
Total other current assets	$ 1,598	$ 1,841

SCHEDULE OF BASIC AND DILUTED N

SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Accounting Policies [Abstract]
Basic weighted average number of common shares	4,370	4,307
Potential dilutive effect of stock-based awards	14	1
Diluted weighted average number of common shares	4,384	4,308

SCHEDULE OF ANTI-DILUTIVE SECUR

SCHEDULE OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	495	745
Share-Based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	288	526
Restricted Stock Units (RSUs) [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	207	219

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Allowance for credit losses	$ 26,000		$ 0
Common stock, par value	$ 0.01	$ 0.01	$ 0.01
Series B Preferred Stock [Member]
Property, Plant and Equipment [Line Items]
Number of preferred stocks on converted basis	7,833,334	7,833,334
Minimum [Member]
Property, Plant and Equipment [Line Items]
Finite lived intangible asset, useful life	2 years
Maximum [Member]
Property, Plant and Equipment [Line Items]
Finite lived intangible asset, useful life	10 years

SCHEDULE OF FINANCIAL INSTRUMEN

SCHEDULE OF FINANCIAL INSTRUMENT MEASURED ON RECURRING BASIS (Details) - USD ($) $ in Thousands	Mar. 31, 2024		Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	$ 1,343		$ 4,243
Fair value of liabilities	9,648		10,453
Fair Value Measured at Net Asset Value Per Share [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of liabilities	9,089		9,796
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of liabilities
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of liabilities
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of liabilities	9,089		9,796
Asuragen [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	248	[1]	453	[2]
Asuragen [Member] \| Fair Value Measured at Net Asset Value Per Share [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	248	[1]	453	[2]
Asuragen [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration		[1]		[2]
Asuragen [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration		[1]		[2]
Asuragen [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent consideration	248	[1]	453	[2]
BroadOak Loan [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	9,400		10,000
BroadOak Loan [Member] \| Fair Value Measured at Net Asset Value Per Share [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	8,841		9,343
BroadOak Loan [Member] \| Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable
BroadOak Loan [Member] \| Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable
BroadOak Loan [Member] \| Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	$ 8,841		$ 9,343

[1]See Note 9, Other Accrued Expenses Other Accrued Expenses

SCHEDULE OF FAIR VALUE, ASSETS

SCHEDULE OF FAIR VALUE, ASSETS MEASURED ON RECURRING BASIS, UNOBSERVABLE INPUT RECONCILIATION (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Beginning balance	$ 9,796
Payments	(600)
Reversals	(224)
Accretion/interest accrued	19
Adjustment to fair value/mark to market	98
Ending balance	9,089
BroadOak Loan [Member]
Beginning balance	9,343
Payments	(600)
Reversals
Accretion/interest accrued
Adjustment to fair value/mark to market	98
Ending balance	8,841
Asuragen [Member]
Beginning balance	453
Payments
Reversals	(224)
Accretion/interest accrued	19
Adjustment to fair value/mark to market
Ending balance	$ 248

SCHEDULE OF LEASE RELATED ASSET

SCHEDULE OF LEASE RELATED ASSETS AND LIABILITIES (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Leases
Operating lease assets	$ 1,756	$ 1,864
Total lease assets	1,756	1,864
Operating lease, liability, current	375	377
Total current lease liabilities	375	377
Operating lease, liability, noncurrent	1,359	1,472
Total long-term lease liabilities	1,359	1,472
Total lease liabilities	$ 1,734	$ 1,849

SCHEDULE OF MATURITIES OF OPERA

SCHEDULE OF MATURITIES OF OPERATING LEASE LIABILITIES (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Leases
2024 - remaining nine months	$ 446
2025	450
2026	500
2027	550
2028	275
Total minimum lease payments	2,221
Less: amount of lease payments representing effects of discounting	487
Total lease liabilities	1,734	$ 1,849
Less: current obligations under leases	375	377
Total long-term lease liabilities	$ 1,359	$ 1,472

LEASES (Details Narrative)

LEASES (Details Narrative)	Mar. 31, 2024
Leases
Operating lease, weighted average remaining lease term	4 years 1 month 6 days
Operating lease, weighted average discount rate, percent	11.90%

SCHEDULE OF OTHER ACCRUED EXPEN

SCHEDULE OF OTHER ACCRUED EXPENSES (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Accrued royalties	$ 6,837	$ 6,268
Contingent consideration	248	453
Operating lease liability	375	377
Accrued sales and marketing - diagnostics	55	43
Accrued lab costs - diagnostics	82	68
Accrued professional fees	334	241
Taxes payable	276	261
All others	367	490
Total other accrued expenses	$ 8,574	$ 8,201

SCHEDULE OF SHARE-BASED COMPENS

SCHEDULE OF SHARE-BASED COMPENSATION ARRANGEMENTS BY SHARE-BASED PAYMENT AWARD (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock compensation expense	$ 79	$ 192
Cost of Sales [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock compensation expense	3	14
Selling and Marketing Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock compensation expense	30	30
General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock compensation expense	$ 46	$ 148

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details Narrative) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options awards issued	0	0
Share based payment arrangement, expense	$ 0.1	$ 0.2
Stock Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation arrangement, description	stock options have been granted with an exercise price equal to the market value of the common stock on the date of grant, with expiration 10 years from the date they are granted, and generally vest over a one to three-year period for employees and members of the Board. Upon exercise, new shares will be issued by the Company. The restricted shares and restricted stock units (“RSUs”) granted to Board members and employees generally have a three-year graded vesting period and are subject to accelerated vesting and forfeiture under certain circumstances

SCHEDULE OF EFFECTIVE INCOME TA

SCHEDULE OF EFFECTIVE INCOME TAX RATE (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Provision for income tax	$ 4	$ 4
Effective income tax rate	0.70%	0.90%

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($)	Apr. 01, 2024	Mar. 29, 2024	Nov. 01, 2023	Oct. 30, 2023	Oct. 24, 2023	Oct. 29, 2021	Mar. 31, 2024	Oct. 31, 2021
Line of Credit Facility [Line Items]
Loan outstanding							$ 9,400,000
BroadOak Loan Agreement [Member]
Line of Credit Facility [Line Items]
Loan maturity date			Oct. 31, 2024
Monthly payments				$ 2,500,000
Terminal payment					$ 3,000,000
BroadOak Loan Agreement [Member] \| Maximum [Member]
Line of Credit Facility [Line Items]
Debt interest percentage			9%
BroadOak Loan Agreement [Member] \| Minimum [Member]
Line of Credit Facility [Line Items]
Debt interest percentage			8%
Loan and Security Agreement [Member]
Line of Credit Facility [Line Items]
Maturity date extended		The maturity date was extended to June 30, 2025
Loan and Security Agreement [Member] \| Subsequent Event [Member]
Line of Credit Facility [Line Items]
Monthly payments	$ 500,000,000
Comerica Bank [Member]
Line of Credit Facility [Line Items]
Revolving credit facility								$ 7,500,000
Comerica Bank [Member] \| Loan and Security Agreement [Member]
Line of Credit Facility [Line Items]
Revolving credit facility						$ 7,500,000
Debt instrument interest, description						The Term Loan had an origination fee of 3% of the Term Loan amount, and a terminal payment equal to (i) 15% of the original principal amount of the Term Loan if the change of control occurs on or prior to the first anniversary of the funding of the Term Loan, (ii) 20% of the original principal amount of the Term Loan if the change of control occurs after the first anniversary but on or prior to the second anniversary of the funding of the Term Loan and (iii) 30% of the original principal amount of the Term Loan if the change of control occurs after the second anniversary of the funding of the Term Loan, or if the Term Loan is repaid on its maturity date
Term Loan [Member] \| Broad Oak [Member]
Line of Credit Facility [Line Items]
Debt instrument, face amount						$ 8,000,000		$ 8,000,000
Term Loan [Member] \| Ampersand 2018 [Member]
Line of Credit Facility [Line Items]
Loan maturity date						Oct. 31, 2024
Debt interest percentage						9%
Percentage of debt origination fee						3%

SUPPLEMENTAL CASH FLOW INFORM_3

SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Supplemental Cash Flow Elements [Abstract]
Taxes accrued for repurchase of restricted shares	$ 16	$ 9
Accrued capital expenditures	$ 164

MEZZANINE EQUITY (Details Narra

MEZZANINE EQUITY (Details Narrative) - USD ($)		3 Months Ended
MEZZANINE EQUITY (Details Narrative) - USD ($)	Jan. 10, 2020	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Class of Stock [Line Items]
Preferred stock aggregate purchase price
Preferred stock liquidation preference		$ 6
Proceeds from underwriting discount and commission		$ 25,000,000
Common Stock [Member]
Class of Stock [Line Items]
Preferred stock aggregate purchase price		$ 1,000
Aggregate of shares issued		39,668	22,996
Reserve stock split		7,833,334
Sale of stock price per share		$ 12
Series B Preferred Stock [Member]
Class of Stock [Line Items]
Aggregate of shares issued	27,000
Preferred stock conversion price per share	$ 6
Maximum preferred stock holders rights percentage		The Certificate of Designation also provides each Investor with the following director designation rights: for so long such Investor holds at least sixty percent (60%) of the Series B Preferred Stock issued to it on the Issuance Date (as defined therein), such Investor will be entitled to elect two directors to the Company’s Board of Directors (the “Board”), provided that one of the directors qualifies as an “independent director” under Rule 5605(a)(2) of the listing rules of the Nasdaq Stock Market (or any successor rule or similar rule promulgated by another exchange on which the Company’s securities are then listed or designated) (“Independent Director”). However, if at any time such Investor holds less than sixty percent (60%), but at least forty percent (40%), of the Series B Preferred Stock issued to them on the Issuance Date, such Investor would only be entitled to elect one director to the Board. Any director elected pursuant to the terms of the Certificate of Designation may be removed without cause by, and only by, the affirmative vote of the holders of Series B Preferred Stock. A vacancy in any directorship filled by the holders of Series B Preferred Stock may be filled only by vote or written consent in lieu of a meeting of such holders of Series B Preferred Stock or by any remaining director or directors elected by such holders of Series B Preferred Stock
Temporary equity shares issued		47,000		47,000
Temporary equity shares outstanding		47,000		47,000
Series A Preferred Stock [Member]
Class of Stock [Line Items]
Aggregate of shares issued	270
Value of preferred stock exchanged	$ 27,000,000
Preferred stock par value per share	$ 0.01
Preferred shares stated value per share	$ 100,000
Preferred stock shares authorized	0
Preferred stock shares issued	0
Preferred stock shares outstanding	0
Security Purchase and Exchange Agreement [Member] \| Series B Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock aggregate purchase price	$ 20,000,000
Issuance price per preferred stock	$ 1,000
Security Purchase and Exchange Agreement [Member] \| Series B Preferred Stock [Member] \| 1315 Capital [Member]
Class of Stock [Line Items]
Preferred stock aggregate purchase price	$ 19,000,000
Aggregate of shares issued	19,000
Security Purchase and Exchange Agreement [Member] \| Series B Preferred Stock [Member] \| Ampersand 2018 Limited Partnership [Member]
Class of Stock [Line Items]
Preferred stock aggregate purchase price	$ 1,000,000
Aggregate of shares issued	1,000

REVOLVING LINE OF CREDIT (Detai

REVOLVING LINE OF CREDIT (Details Narrative) - USD ($)	Oct. 06, 2023	Oct. 13, 2021
Comerica Loan Agreement [Member] \| Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Line of credit	$ 5,000,000	$ 7,500,000