Crown ElectroKinetics (CRKN) 10-Q22 May 232023 Q1 Quarterly reportFinancial data

Company Profile

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
Document And Entity Information - shares	Mar. 31, 2023	May 22, 2023
Document Information Line Items
Entity Registrant Name	Crown Electrokinetics Corp.
Trading Symbol	CRKN
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		50,713,135
Amendment Flag	false
Entity Central Index Key	0001761696
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Mar. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	333-232426
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-5423944
Entity Address, Address Line One	1110 NE Circle Blvd
Entity Address, City or Town	Corvallis
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97330
City Area Code	(800)
Local Phone Number	674-3612
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock, $0.0001 par value
Security Exchange Name	NASDAQ

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash	$ 2,138	$ 821
Prepaid and other current assets	723	590
Total current assets	2,861	1,411
Property and equipment, net	2,528	1,409
Intangible assets, net	1,744	1,598
Right of use asset	1,709	1,842
Goodwill	652
Deferred debt issuance costs	8,261	150
Other assets	213	180
TOTAL ASSETS	17,968	6,590
Current liabilities:
Accounts payable	1,146	865
Accrued expenses	230	621
Lease liability - current portion	598	574
Warrant liability	2,332	972
Notes payable at fair value	3,191	1,654
Notes payable	1,519	8
Total current liabilities	9,016	4,694
Lease liability - non-current portion	1,208	1,366
Total liabilities	10,224	6,060
Commitments and Contingencies (Note 14)
STOCKHOLDERS’ EQUITY:
Preferred stock, par value $0.0001; 50,000,000 shares authorized, no shares outstanding
Series A preferred stock, par value $0.0001; 300 shares authorized, 251 shares outstanding as of March 31, 2023 and December 31, 2022; liquidation preference $255 and $251 as of March 31, 2023 and December 31, 2022, respectively
Series B preferred stock, par value $0.0001; 1,500 shares authorized, 1,443 shares outstanding as of March 31, 2023 and December 31, 2022; liquidation preference $1,464 and $1,143 as of March 31, 2023 and December 31, 2022, respectively
Series C preferred stock, par value $0.0001; 600,000 shares authorized, 500,756 shares outstanding as of March 31, 2023 and December 31, 2022; liquidation preference $501 as of March 31, 2023 and December 31, 2022, respectively
Series D preferred stock, par value $0.0001; 7,000 shares authorized, 1,058 shares issued and outstanding as of March 31, 2023 and December 31, 2022; liquidation preference $1,145 and $1,113 as of March 31, 2023 and December 31, 2022, respectively
Series E preferred stock, par value $0.0001; 77,000 shares authorized, 5,000 shares outstanding as of March 31, 2023 and no shares outstanding as of December 31, 2022
Common stock, par value $0.0001; 800,000,000 shares authorized; 43,686,523 and 20,243,509 shares outstanding as of March 31, 2023 and December 31, 2022, respectively	4	2
Additional paid-in capital	98,051	88,533
Accumulated deficit	(90,311)	(88,005)
Total stockholders’ equity	7,744	530
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 17,968	$ 6,590

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares outstanding
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	800,000,000	800,000,000
Common stock, shares outstanding	43,686,523	20,243,509
Series A Preferred Stock
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	300	300
Preferred stock, shares outstanding	251	251
Liquidation preference (in Dollars)	$ 255	$ 251
Preferred stock, shares issued	251	251
Series B Preferred Stock
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,500	1,500
Preferred stock, shares outstanding	1,443	1,443
Liquidation preference (in Dollars)	$ 1,464	$ 1,143
Preferred stock, shares issued	1,443	1,443
Series C Preferred Stock
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	600,000	600,000
Preferred stock, shares outstanding	500,756	500,756
Liquidation preference (in Dollars)	$ 501	$ 501
Preferred stock, shares issued	500,756	500,756
Series D Preferred Stock
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	7,000	7,000
Preferred stock, shares outstanding	1,058	1,058
Liquidation preference (in Dollars)	$ 1,145	$ 1,113
Preferred stock, shares issued	1,058	1,058
Series E Preferred Stock
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	77,000	77,000
Preferred stock, shares outstanding	5,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Revenue	$ 22
Cost of revenue	31
Gross loss	(9)
Operating expenses:
Research and development	541	1,096
Selling, general and administrative	3,576	3,471
Total operating expenses	4,117	4,567
Loss from operations	(4,126)	(4,567)
Other income (expense):
Interest expense	(2,017)	(3)
Loss on extinguishment of warrant liability	(504)
Gain on issuance of convertible notes	64
Change in fair value of warrants	5,606
Change in fair value of notes	(117)
Other income
Other expense	(1,206)
Total other income (expense)	1,826	(3)
Net loss	(2,300)	(4,570)
Deemed dividend on Series D preferred stock	(6)
Net loss attributable to common stockholders	$ (2,416)	$ (4,570)
Net loss per share attributable to common stockholders (in Dollars per share)	$ (0.08)	$ (0.29)
Weighted average shares outstanding, basic and diluted: (in Shares)	29,695,083	15,856,316
Series A Preferred Stock
Other income (expense):
Cumulative dividends	$ (4)
Series B Preferred Stock
Other income (expense):
Cumulative dividends	(20)
Series D Preferred Stock
Other income (expense):
Cumulative dividends	$ (86)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Statement [Abstract]
Weighted average shares outstanding, diluted	29,695,083	15,856,316

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) - USD ($) $ in Thousands	Series A Preferred Stock	Series B Preferred Stock	Series C Preferred Stock	Series D Preferred Stock	Series E Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2021						$ 1	$ 82,677	$ (73,690)	$ 8,988
Balance (in Shares) at Dec. 31, 2021	251	1,443	500,756			14,530,126
Delivery of restricted common stock
Delivery of restricted common stock (in Shares)						33,332
Issuance of common stock warrants in connection with SLOC							223		223
Stock-based compensation							1,083		1,083
Net loss								(4,570)	(4,570)
Balance at Mar. 31, 2022						$ 1	83,983	(78,260)	5,724
Balance (in Shares) at Mar. 31, 2022	251	1,443	500,756			14,563,458
Balance at Dec. 31, 2022						$ 2	88,533	(88,005)	530
Balance (in Shares) at Dec. 31, 2022	251	1,443	500,756	1,058		20,243,509
Exercise of common stock warrants						$ 1	2,061		2,062
Exercise of common stock warrants (in Shares)						6,555,095
Issuance of common stock in connection with conversion of notes							516		516
Issuance of common stock in connection with conversion of notes (in Shares)						1,887,919
Issuance of common stock/At-the-market offering, net of offering costs						$ 1	2,106		2,107
Issuance of common stock/At-the-market offering, net of offering costs (in Shares)						12,700,000
Issuance of Series E preferred stock in connection with LOC							4,350		$ 4,350
Issuance of Series E preferred stock in connection with LOC (in Shares)					5,000				500,000
Commitment to issue shares of common stock in connection with March waiver agreement							298		$ 298
Deemed dividend for repricing of Series D preferred stock							6	(6)
Stock-based compensation							181		181
Stock-based compensation (in Shares)						2,300,000
Net loss								(2,300)	(2,300)
Balance at Mar. 31, 2023						$ 4	$ 98,051	$ (90,311)	$ 7,744
Balance (in Shares) at Mar. 31, 2023	251	1,443	500,756	1,058	5,000	43,686,523

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (2,300)	$ (4,570)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	181	1,083
Depreciation and amortization	182	107
Loss on extinguishment of warrant liability	504
Change in fair value of warrant liability	(5,606)
Change in fair value of notes	117
Amortization of deferred debt issuance costs	1,635
Amortization of debt discount	374
Amortization of right of use assets	133	118
Gain on issuance of convertible note	(64)
Other expenses	1,206
Loss on disposal of equipment		52
Changes in operating assets and liabilities:
Prepaid and other assets	(161)	(87)
Accounts payable	125	(32)
Accrued expenses	(920)	(208)
Lease liability	(134)	(15)
Net cash used in operating activities	(4,728)	(3,552)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for acquisition of Amerigen 7	(645)
Purchase of equipment	(435)	(58)
Purchase of patents		(7)
Net cash used in investing activities	(1,080)	(65)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the exercise of warrants	2,062
Proceeds from the issuance of common stock / At-the-market offering	2,198
Offering costs for the issuance of common stock / At-the-market offering	(91)
Proceeds from the issuance of notes in connection with Line of Credit	2,000
Proceeds from issuance of January promissory notes, net of fees paid	970
Repayment of notes payable	(14)
Net cash provided by financing activities	7,125
Net increase / decrease in cash	1,317	(3,617)
Cash — beginning of period	821	6,130
Cash — end of period	2,138	2,513
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Issuance of Series E preferred stock in connection with LOC	4,350
Issuance of common stock in connection with conversion of notes	516
Issuance of common stock warrants in connection with SLOC		223
Commitment to issue shares of common stock in connection with March waiver agreement	298
Deemed dividend for repricing of Series D preferred stock	6
Unpaid equipment included in accounts payable	156	4
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for interest	$ 8	$ 3

Organization and Description of

Organization and Description of Business Operations	3 Months Ended
Organization and Description of Business Operations	Mar. 31, 2023
Organization and Description of Business Operations [Abstract]
Organization and Description of Business Operations	Note 1 - Organization and Description of Business Operations Crown Electrokinetics Corp. (the “Company”) was incorporated in the State of Delaware on April 20, 2015. Effective October 6, 2017, the Company’s name was changed to Crown Electrokinetics Corp. from 3D Nanocolor Corp. (“3D Nanocolor”). On January 26, 2021, the Company completed its public offering, and its common stock began trading on the Nasdaq Capital Market (Nasdaq) under the symbol CRKN. The Company is commercializing technology for smart or dynamic glass. The Company’s electrokinetic glass technology is an advancement on microfluidic technology that was originally developed by HP Inc. On December 20, 2022, the Company incorporated Crown Fiber Optics Corp., a Delaware based entity, to own and operate its acquired business from the acquisition of Amerigen 7, LLC (“Amerigen 7”) in January 2023. Crown Fiber Optics Corp. is accounted for as a wholly- owned subsidiary of Crown Electrokinetics, Corp. Preferred Stock Subsequent to December 31, 2022, the Company filed the first amendment to its Series D preferred stock, which modifies the conversion price of the Series D preferred stock from $1.30 to $0.50 per share (See Note 12). On February 1, 2023, the Company’s Board of Directors authorized 77,000 shares of Series E preferred stock with a par value of $0.0001 per share. Each share of Series E Preferred Stock is convertible into 1,000 shares of the Company’s common stock at the option of the holders (See Note 12). Business Combination On January 3, 2023, the Company acquired certain assets related to the construction of 5G fiber optics infrastructure and distributed antenna systems from Amerigen 7 (the “Asset Acquisition”), for cash consideration of approximately $0.65 million (See Note 4). Reverse Stock Split On December 22, 2022, the Company’s stockholders approved a reverse stock split of its common stock at a ratio of not more than 1-for-15, such ratio to be determined by the Company’s Board of Directors on or prior to December 22, 2023.

Liquidity and Financial Conditi

Liquidity and Financial Condition	3 Months Ended
Liquidity and Financial Condition	Mar. 31, 2022
Liquidity and Financial Condition [Abstract]
Liquidity and Financial Condition	Note 2 - Liquidity and Financial Condition The Company has incurred substantial operating losses since its inception and expects to continue to incur significant operating losses for the foreseeable future and may never become profitable. As reflected in the condensed consolidated financial statements, the Company had an accumulated deficit of approximately $90.3 million and negative working capital of approximately $6.15 million at March 31, 2023, a net loss of approximately $2.3 million, and approximately $4.6 million of net cash used in operating activities for the three months ended March 31, 2023. The Company expects to continue to incur ongoing administrative and other expenses, including public company expenses. The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. The Company will seek to obtain additional capital through the sale of debt or equity financings or other arrangements to fund operations including through its existing At-The-Market offering, $10 million Standing Letter of Credit (“SLOC”), and $100 million Line of Credit (see below); however, there can be no assurance that the Company will be able to raise needed capital under acceptable terms, if at all. The sale of additional equity may dilute existing stockholders and newly issued shares may contain senior rights and preferences compared to currently outstanding shares of common stock. Issued debt securities may contain covenants and limit the Company’s ability to pay dividends or make other distributions to stockholders. If the Company is unable to obtain such additional financing, future operations would need to be scaled back or discontinued. Due to the uncertainty in the Company’s ability to raise capital, management believes that there is substantial doubt in the Company’s ability to continue as a going concern for twelve months from the issuance of these condensed consolidated financial statements. At-the-Market Offerings The Company entered into a Sales Agreement with A.G.P./Alliance Global Partners (the “Sales Agents”) dated March 30, 2022 (the “Sales Agreement”), pursuant to which the Company may, from time to time, sell up to $5 million in shares (the “Placement Shares”) of the Company’s common stock through the Sales Agents, acting as the Company’s sales agent and/or principal, in a continuous at-the-market offering (the “ATM Offering”). The Company will pay the Sales Agents a commission of up to 3.0% of the aggregate gross proceeds the Company receives from all sales of the Company’s common stock under the Sales Agreement. The Placement Shares will be offered and sold pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333- 262122) and the related base prospectus included in the registration statement, as supplemented by the prospectus supplement dated March 30, 2022. On October 5, 2022, the Company and the Sales Agents filed the first amendment to the Sales Agreement (the “First Amendment to the Sales Agreement”). Pursuant to the First Amendment to the Sales Agreement, the Company may from time to time, sell up to $3.5 million in Placement Shares of the Company’s common stock through the Sales Agents in a continuous At-the-Market Offering (the Amended ATM Offering”). According to the First Amendment to the Sales Agreement, the Company will pay the Sales Agents a commission of up to 3.0% of the aggregate gross proceeds the Company receives from all sales of its common stock in the Amended ATM Offering. During the three months ended March 31, 2023, the Company received net proceeds on sales of 12,700,000 shares of common stock under the Sales Agreement of approximately $2.1 million (after deducting $0.1 million in commissions and expenses) at a weighted average price of $0.173 per share. Senior Secured Notes On January 3, 2023, the Company received net proceeds of $1.0 million from the issuance of senior secured notes with a principal balance of $1.2 million and a debt discount of $0.2 million. The notes are non-interest bearing and matured on April 3, 2023 and subsequently were extended to May 23, 2023. In connection with the senior secured notes, the Company issued 2.5 million warrants to purchase shares of the Company’s common stock at an exercise price of $0.32 per share. Line of Credit On February 2, 2023, the Company entered into a line of credit agreement (the “Line of Credit”) securing a line of credit up to $100.0 million. The Line of Credit will be used to fund expenses related to the fulfillment of contracts with customers of the Company’s wholly-owned subsidiary, Crown Fiber Optics Corporation (See Note 1). The Line of Credit expires February 2, 2024, unless the Line of Credit is extended for one or two additional years in accordance with its terms. On February 2, 2023, the Company drew down $2.0 million under the Line of Credit. Upon drawing down on the Line of Credit, the Company issued a Secured Promissory Note (the “2023 Note”) which is due and payable 60 days from the issuance date (See Note 11). As consideration for entering into the Line of Credit, the Company issued 5,000 shares of Series E preferred stock, and issued a warrant to purchase 45,000 shares of the Company’s Series E preferred stock. Additionally, 5,000 shares of Series E preferred stock will be issued on the first and second anniversary of the effective date of the Line of Credit. However, if the Company does not elect to extend the Line of Credit for an additional one or two years, the additional 5,000 shares of Series E preferred stock will be issued immediately. The warrant to purchase 45,000 shares of the Company’s Series E preferred stock is exercisable for five years at an exercise price of $0.50 per share multiplied by 1,000, and subject to adjustment under certain circumstances described in the warrant. Warrants During the three months ended March 31, 2023, the Company received net proceeds of approximately $2.06 million in connection with the exercise of 6,555,095 warrants (See Note 13). Risks and Uncertainties The Company is currently operating in a period of economic uncertainty and capital markets disruption, which has been significantly impacted by geopolitical instability due to the ongoing military conflict between Russia and Ukraine. The Company’s financial condition and results of operations may be materially adversely affected by any negative impact on the global economy and capital markets resulting from the conflict in Ukraine or any other geopolitical tensions. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Significant Accounting Policies

Significant Accounting Policies	3 Months Ended
Significant Accounting Policies	Mar. 31, 2023
Significant Accounting Policies [Abstract]
Significant Accounting Policies	Note 3 - Significant Accounting Policies Basis of Presentation The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the periods presented. The condensed consolidated results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results for the full year or the results for any future periods. These condensed consolidated financial statements should be read in conjunction with the audited financial statements and related notes for the fiscal year ended December 31, 2022 included in the Company’s Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2023. Use of Estimates The preparation of condensed financial statements in conformity with GAAP 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 condensed financial statements and the reported amounts of expenses during the reporting period. The most significant estimates in the Company’s condensed consolidated financial statements relate to the valuation of its business combination, senior secured convertible notes and warrants, and equity based awards. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. Significant Accounting Policies For a detailed discussion about the Company’s significant accounting policies, see the Company’s December 31, 2022 financial statements included in its 2022 Annual Report. Revenue Recognition The Company adopted the new revenue standard, ASC 606, on March 31, 2019 using the full retrospective approach. The adoption did not have an effect on 2021 or 2020 revenue recognition or a cumulative effect on opening equity, as the timing and measurement of revenue recognition is materially the same as under ASC 605. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the company satisfies a performance obligation For contracts where the period between when the Company transfers a promised good or service to the customer and when the customer pays is one year or less, the Company has elected the practical expedient to not adjust the promised amount of consideration for the effects of a significant financing component. The Company’s performance obligation is to provide fiber splicing services as required based on short-term work orders as work is assigned by the Customer. The Company is required to complete the description of work described in the work order and test the service provided prior to any recognition of revenue and invoicing. The short-term work orders are for very specific performance obligations which are performed from start to finish within two weeks or less, and more often, within one week. The Company is required to adhere to the rules and regulations that are outlined in the Agreement between the Company and the Customer. Cost for the work performed is outlined in the individual work orders based on the detailed description of work to be performed. All of the revenue is recognized immediately upon completion of the work in each work order. A 5% retainage will be withheld by the Customer upon payment of invoices and will be paid to the Company within one year after termination of the contract. The retainage can be utilized by Customer for any claims that may arise after work is completed up through one year after completion. Revenue recognized during the three months ended March 31, 2023 was generated by the Company’s wholly-owned subsidiary, Crown Fiber Optics Corporation, and was immaterial. No revenue was recognized by the Company during the three months ended March 31, 2022. Financial Instruments – Credit Losses Measurements of Credit Losses on Financial Instruments (“ASC 326”), which replaces the existing incurred loss model with a current expected credit loss (“CECL”) model that requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company would be required to use a forward-looking CECL model for accounts receivables, guarantees and other financial instruments. The Company adopted ASC 326 on January 1, 2023 and ASC 326 did not have a material impact on its financial statements. Segment and Reporting Unit Information Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is determined to be the CODM. On January 3, 2023 the Company acquired Crown Fiber Optics, Corp. (see Note 1) and is currently in the process of integrating this new business line including identifying leadership, and aligning management reporting and allocation methodologies. The Company is assessing its current segment structure in conjunction with the integration efforts. Business Combinations The Company accounts for business combinations using the guidance provided by Accounting Standards Codification (“ASC”) 805, Business Combinations Accounting for business combinations requires management to make significant estimates and assumptions, especially at the acquisition date, including estimates for intangible assets. Although the Company believes the assumptions and estimates made have been reasonable and appropriate, they are based in part on historical experience and information obtained from management of the acquired companies and are inherently uncertain. Critical estimates in valuing certain intangible assets we have acquired include future expected cash flows from customer contracts. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates, or actual results. The initial purchase price may be adjusted as needed per the terms of the arrangement agreement. The allocation of purchase price, including any fair value the assets acquired and liabilities assumed as of the acquisition date has not been completed. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred. Deferred Debt Issuance Costs The Company accounts for debt issuance costs related to its Line of Credit as a deferred asset which is amortized over the life of the Line of Credit. Since the Company has elected the fair value option for its convertible notes (see below), upon a draw down, a portion of the deferred asset balance will be amortized to other expense. On the issuance date of the Company’s Line of Credit, since no loan amounts are drawn down, the cost related to issuance of the Series E preferred shares and the warrant to purchase Series E preferred shares are recorded as a deferred asset. Goodwill The Company performs a goodwill impairment analysis on October 1 st Convertible Notes In accordance with Accounting Standards Codification 825, Financial Instruments Warrants The Company accounted for certain common stock warrants outstanding as a liability at fair value and adjusted the instruments to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statements of operations. The fair value of the warrants issued by the Company have been estimated using the Black Scholes Methodology. SLOC The Company accounts for its warrants related to the SLOC in accordance with ASC 815-40, Contracts in Entity’s Own Equity. Under the guidance of ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements Purchase Order Warrants The Company accounts for its warrants issued in connection with purchase orders in accordance with ASC 606, Revenue Recognition. Compensation - Stock Compensation (“ ”) Net Loss per Share ASC 260, Earnings Per Share Basic net loss per share of common stock excludes dilution and is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity unless inclusion of such shares would be anti-dilutive. Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at March 31, 2023 and 2022 are as follows: March 31, 2023 2022 Series A preferred stock 190,994 188,311 Series B preferred stock 2,047,359 2,019,038 Series C preferred stock 560,757 560,757 Series D preferred stock 2,289,247 - Series E preferred stock 5,000,000 - Convertible notes 12,991,783 - Warrants to purchase common stock (excluding penny warrants) 35,974,595 4,725,177 Warrants to purchase Series E preferred stock 45,000,000 - Options to purchase common stock 9,423,486 10,567,099 Unvested restricted stock units 497,913 2,261,905 Commitment shares 1,903,428 - 115,879,562 20,322,287 Emerging Growth Company The Company is considered to be an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, as amended (JOBS Act). The JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company has elected to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Securities and Exchange Act of 1934.

Acquisitions

Acquisitions	3 Months Ended
Acquisitions	Mar. 31, 2023
Acquisitions [Abstract]
Acquisitions	Note 4 – Acquisitions On January 3, 2023, the Company completed its Asset Acquisition as described in Note 1. In accordance with the terms of the Asset Acquisition the Company paid cash consideration of approximately $0.65 million. The Asset Acquisition included approximately 12 employees, customer contracts, and certain operating liabilities. The Company accounted for the Asset Acquisition as a business combination (See Note 3). The initial purchase price may be adjusted as needed per the terms of the agreement. The allocation of purchase price, including any fair value the assets acquired and liabilities assumed as of the acquisition date has not been completed. The measurement period for the Asset Acquisition will be up to one year from the acquisition date. The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed for the Amerigen 7 acquisition (in thousands): Property and equipment $ 656 Intangible assets 200 Security deposits 5 Accrued expenses (529 ) Notes payable (338 ) Total identifiable assets and liabilities acquired (7 ) Goodwill 652 Total purchase consideration $ 645 The Company engaged an independent valuation specialist to conduct a valuation analysis of the identifiable intangible assets acquired by the Company with the objective of estimating the fair value of such assets as of January 3, 2023. The valuation specialist utilized the Income Approach, specifically the Multi-Period Excess Earnings Method, to value the existing customer relationship.

Prepaid and Other Current Asset

Prepaid and Other Current Assets	3 Months Ended
Prepaid and Other Current Assets	Mar. 31, 2023
Disclosure Text Block Supplement [Abstract]
Prepaid and Other Current Assets	Note 5 - Prepaid and Other Current Assets Prepaid and other current assets consist of the following (in thousands): March 31, December 31, License fees $ 256 $ 300 Notes receivable 120 - Professional fees 99 - Insurance 66 142 Hudson warrant * 85 85 Other 97 63 Total $ 723 $ 590 * Fair value of warrant issued to Hudson Pacific Properties, L.P. (See Note 13)

Property & Equipment, Net

Property & Equipment, Net	3 Months Ended
Property & Equipment, Net	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Property & Equipment, Net	Note 6 - Property & Equipment, Net Property and equipment, net, consists of the following (in thousands): March 31, December 31, 2023 2022 Equipment $ 2,533 $ 1,457 Leasehold improvements 362 362 Vehicles 159 - Computers 55 52 Other 9 - Total 3,118 1,871 Less accumulated depreciation and amortization (590 ) (462 ) Property and equipment, net $ 2,528 $ 1,409 During the three months ended March 31, 2023, the Company recorded $0.5 million of equipment and $0.2 million of vehicles in connection with its acquisition of Amerigen 7 (See Note 4). Depreciation expense for the three months ended March 31, 2023 and 2022 was $128,000 and $54,000, respectively.

Intangible Assets, Net

Intangible Assets, Net	3 Months Ended
Intangible Assets, Net	Mar. 31, 2023
Intangible Assets, Net [Abstract]
Intangible Assets, Net	Note 7 - Intangible Assets, Net Intangible assets, net, consists of the following (in thousands): March 31, December 31, 2023 2022 Patents $ 1,800 $ 1,800 Research license 375 375 Customer relationships 200 - Total 2,375 2,175 Accumulated amortization (631 ) (577 ) Intangible assets, net $ 1,744 $ 1,598 During the three months ended March 31, 2023, the Company recorded $0.2 million of customer relationships in connection with its acquisition of Amerigen 7 (See Note 4). The following table represents the total estimated amortization of intangible assets for the five succeeding years and thereafter as of March 31, 2023 (in thousands): Estimated Amortization Expense Nine months ended December 31, 2023 $ 177 Year ended December 31, 2024 235 Year ended December 31, 2025 234 Year ended December 31, 2026 197 Year ended December 31, 2027 and thereafter 901 Total $ 1,744 For the three months ended March 31, 2023 and 2022, amortization expense was approximately $54,000 and $53,000, respectively.

Deferred Debt Issuance Costs

Deferred Debt Issuance Costs	3 Months Ended
Deferred Debt Issuance Costs	Mar. 31, 2023
Deferred Debt Issuance Costs [Abstract]
Deferred Debt Issuance Costs	Note 8 – Deferred Debt Issuance Costs Deferred debt issuance costs consist of the following (in thousands): March 31, December 31, SLOC $ 223 $ 223 Line of Credit 9,943 - Total 10,166 223 Accumulated amortization (1,905 ) (73 ) Deferred debt issuance costs, net $ 8,261 $ 150 Line of Credit On February 2, 2023, the Company entered into its Line of Credit and recorded deferred debt issuance costs of approximately $9.9 million (See Note 3). During the three months ended March 31, 2023, the Company recognized amortization expense of approximately of $1.6 million in connection with the Line of Credit, which is recorded as interest expense on the accompanying condensed consolidated statement of operations. During the three months ended March 31, 2023, in connection with the $2.0 million draw down and issuance of the convertible promissory note, the Company recognized amortization expense of approximately $0.2 million, which is recorded as other expense on the accompanying condensed consolidated statement of operations (See Note 3). SLOC For the three months ended March 31, 2023 and 2022, in connection with its SLOC, the Company recognized amortization expense of approximately $41,000 and $73,000, respectively, which is recorded as other expense on the accompanying condensed consolidated statements of operations.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
Fair Value Measurements	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 9 - Fair Value Measurements The following table classifies the Company’s liabilities measured at fair value on a recurring basis into the fair value hierarchy as of March 31, 2023 and December 31, 2022: Fair value measured at March 31, 2023 Total Quoted Significant Significant Liabilities: Convertible notes $ 3,191 $ - $ - $ 3,191 Warrant liability $ 2,332 $ - $ - $ 2,332 Fair value measured at December 31, 2022 Total Quoted Significant Significant Liabilities: Convertible notes $ 1,654 $ - $ - $ 1,654 Warrant liability $ 972 $ - $ - $ 972 For the three months ended March 31, 2023 there was a change of approximately $5.5 million in Level 3 liabilities measured at fair value. The fair value of the convertible notes may change significantly as additional data is obtained, impacting the Company’s assumptions used to estimate the fair value of the liabilities. In evaluating this information, considerable judgment is required to interpret the data used to develop the assumptions and estimates. The estimates of fair value may not be indicative of the amounts that could be realized in a current market exchange. Accordingly, the use of different market assumptions and/or different valuation techniques may have a material effect on the estimated fair value amounts, and such changes could materially impact the Company’s results of operations in future periods. The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2023. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to unobservable (e.g., changes in unobservable long-dated volatilities) inputs. Convertible Notes Warrant Liability Balance at December 31, 2022 $ 1,654 $ 972 Conversion of October convertible notes (516 ) - Issuance of convertible note in connection with Line of Credit 2,000 - Warrants issued in connection with January promissory note - 157 Warrants issued in connection with Line of Credit - 5,593 Warrants issued in connection with inducement agreement - 760 Warrants issued in connection with February waiver agreement - 711 Change in fair value of convertible notes in connection with March waiver agreement 368 - Fair value of warrants exercised - (759 ) Loss on extinguishment of warrant liability - 504 Gain on issuance of convertible note (64 ) - Change in fair value (251 ) (5,606 ) Balance at March 31, 2023 $ 3,191 $ 2,332 Convertible Notes During the year ended December 31, 2022, the Company issued convertible promissory notes (the “2022 Notes”). The fair value of the Notes on the issuance dates, and as of March 31, 2023 and December 31, 2022 were estimated using a Monte Carlo simulation to capture the path dependencies intrinsic to their terms. The significant unobservable inputs used in the fair value measurement of the Company’s convertible notes are the common stock price, volatility, and risk-free interest rates. Significant changes in these inputs may result in significantly lower or higher fair value measurement. The Company elected the fair value option when recording its 2022 Notes and the 2022 Notes were classified as liabilities and measured at fair value on the issuance date, with changes in fair value recognized as other income (expense) on the statements of operations and disclosed in the condensed consolidated financial statements. During the three months ended March 31, 2023, two noteholders converted a portion of their 2022 Notes into 1,887,919 shares of the Company’s commons stock (See Note 11). The fair value of the converted notes totaled $0.5 million. February Waiver Agreement On February 28, 2023, the Company entered into waiver agreements with holders of the 2022 Notes (See Note 11). In connection with this waiver agreement, the 2022 Notes were revalued as of the amendment date. March Waiver Agreement On March 24, 2023, the Company entered into the second waiver agreements with holders of the 2022 Notes (See Note 11). A select number of holders elected to increase the principal balance of their notes. The Company revalued the respective notes on the date prior to the amendment date, and again on the amendment date. The change in fair value related to the amendment of these 2022 Notes was approximately $0.4 million. As of March 31, 2023, the fair value of the 2022 Notes was approximately $1.2 million. Line of Credit On February 3, 2023 the Company drew down $2.0 million from the Line of Credit and in accordance with the terms of the agreement issued the 2023 Note of $2.0 million. The 2023 Note had fair value at issuance of $1.9 million and the Company recorded a gain on issuance of approximately $0.1 million, which is included in other income (expense) on the accompanying condensed statement of operations. As of March 31, 2023, the fair value of the 2023 Note was approximately $2.0 million. Warrants Senior Secured Notes In connection with the issuance of its senior secured notes on January 3, 2023 (See Note 11), the Company issued 2,500,000 warrants to purchase shares of the Company’s common stock. The warrants had a fair value at issuance of $157,000, and as of March 31, 2023 have a fair value of $92,000. Line of Credit On February 2, 2023, in connection with the issuance of its Line of Credit, the Company issued 45,000 warrants to purchase shares of its Series E preferred stock (See Note 13). The warrants had a fair value at issuance of approximately $5.6 million, and as of March 31, 2023 have a fair value of approximately $1.1 million. Warrant Inducement and Exercise Agreement During the year ended December 31, 2022, in connection with the 2022 Notes, the Company issued 21,759,402 warrants to purchase shares of the Company’s common stock. During the three months ended March 31, 2023, in connection with its 2022 Notes, the Company entered into a warrant inducement and exercise agreement with certain holders. Under the terms of the agreement, the holders exercised 6,405,844 warrants with a fair value of approximately $0.76 million and the Company issued 6,405,844 new warrants to purchase shares of its common stock with a fair value of $1.26 million. The Company recognized a loss on extinguishment of the warrants of approximately $0.5 million which is included in other income (expense) on the accompanying condensed statement of operations.. February Waiver Agreement As consideration for the February waiver agreement, the Company issued 5,813,414 warrants to purchase shares of the Company’s common stock with a fair value of $0.7 million on issuance date. As of March 31, 2023, there are 27,572,816 warrants outstanding issued in connection with the 2022 Notes, with a fair value of approximately $1.1 million. The warrants were classified as liabilities and measured at fair value on the grant date, with changes in fair value recognized as other income (expense) on the statements of operations and disclosed in the condensed consolidated financial statements. A summary of significant unobservable inputs (Level 3 inputs) used in measuring warrants on the issuance dates and as of March 31, 2023 and December 31, 2022 is as follows: January February March 31, December 31, Dividend yield 0 % 0 % 0 % 0 % Expected price volatility 50.0 % 47.6%- 60 % 50.0%-54.0 % 48.7 % Risk free interest rate 3.98 % 3.68%-5.13 % 3.60%-3.65 % 4.74 % Expected term (in years) 5.0 5.0-6.0 4.6-4.8 0.8 Significant changes in the expected price volatility and expected term would result in significantly lower or higher fair value measurement of the warrants, respectively.

Accrued Expenses

Accrued Expenses	3 Months Ended
Accrued Expenses	Mar. 31, 2023
Accrued Expenses [Abstract]
Accrued Expenses	Note 10 - Accrued Expenses As of March 31, 2023 and December 31, 2022, the Company’s accrued expenses consisted of the following (in thousands): March 31, December 31, Payroll and related expenses $ 155 $ -- Bonus -- 510 Taxes 25 -- Insurance 15 104 Other expenses 35 7 Total $ 230 $ 621

Notes Payable

Notes Payable	3 Months Ended
Notes Payable	Mar. 31, 2023
Notes Payable [Abstract]
Notes Payable	Note 11 - Notes Payable Convertible Notes 2022 Notes On October 19, 2022, the Company issued its 2022 Notes with a principal balance of approximately $5.4 million, and warrants to purchase 21,749,402 shares of the Company’s common stock for net proceeds of $3.5 million. The 2022 Notes were issued with a conversion price at a 54% premium to the most recent closing price, an original issue discount (“OID”) of 35%, do not bear interest, and mature upon the earlier of twelve months from the date of issuance or the closing of a change of control transaction (as defined in the 2022 Notes). The 2022 Notes are convertible into shares of the Company’s common stock at a conversion price of $0.49 per share, subject to adjustment under certain circumstances described in the notes. The 2022 Notes are secured by all of the Company’s assets (subject to exceptions for certain strategic transactions).The warrants have an exercise price of $0.32 per share and expire five years from the issuance date (subject to adjustment under certain circumstances described in the warrants). During the three months ended March 31, 2023, in connection with its 2022 Notes, the Company entered into a warrant inducement and exercise agreement with certain holders of the 2022 Notes (See Notes 7 and 13). On February 28, 2023, the Company entered into waiver agreements with holders of the 2022 Notes which extended the maturity date of the 2022 Notes from October 19, 2023 to April 18, 2024. As consideration for this agreement, the Company issued 5,813,414 warrants to purchase shares of the Company’s common stock (See Note 7 and 13). On March 24, 2023, the Company entered into the waiver agreements with holders of the 2022 Notes to eliminate the minimum pricing covenant as it relates to Company's At-The-Market facility. As consideration for this agreement, the Company provided the holders with two options to choose from i) to take an additional 5% OID on their October note principal or ii) pending shareholder approval, to be issued shares of common stock with a value equal to the 5% OID, and to issue total shares of 1,903,429 as converted using the Nasdaq minimum price of $0.157. During the three months ended March 31, 2023, six of the note holders elected option i), and the Company increased the respective principal balance of the notes by approximately $0.15 million. The remaining noteholders elected option ii), and as of the date of this report, no shares of common stock have been issued. During the three months ended March 31, 2023, two noteholders converted a portion of their 2022 Notes into 1,887,919 shares of the Company’s commons stock (See Note 12). 2023 Note On February 3, 2023, upon drawing down on the Line of Credit, the Company issued its 2023 Note totaling $2.0 million, which is due and payable 60 days from the issuance date. The 2023 Note is non-interest bearing and secured by the Company’s assets. The 2023 Note issued with the initial $2.0 million drawdown is convertible into shares of the Company’s common stock, at a conversion price per share of $0.50 per share, subject to adjustment under certain circumstances described in the 2023 Note. Notes evidencing future withdrawals, if any, will be convertible into common stock only upon the declaration of an event of default under such promissory note. As of the date of this report, the Company has entered into agreements extending maturity of the 2023 Note out to May 31 st As of March 31, 2023, the fair value of the 2022 Notes and the 2023 Notes was approximately $3.2 million. During the three months ended March 31, 2023, the Company recorded a change in fair value of the 2022 Notes and the 2023 Notes totaling $0.1 million. Senior Secured Notes On January 3, 2023, the Company issued senior secured notes with a principal balance of approximately $1.2 million and warrants to purchase 2,500,000 shares of the Company’s common stock for net proceeds of $1.0 million. The senior secured notes were issued with an original issue discount of 16.7%, do not bear interest, and mature three months from the date of issuance (unless extended pursuant to the terms of the notes). The warrants are exercisable for five years at an exercise price of $0.322, subject to adjustment under certain circumstances described in the warrants. As of the date of this report, the Company has entered into agreements extending maturity of the Senior Secured Notes out to May 23 rd The senior secured notes and warrants were not registered under the Securities Act of 1933, as amended (the “Securities Act”) or the securities laws of any state and were offered and sold in reliance upon the exemption from registration afforded by Section 4(a)(2) under the Securities Act and Regulation D promulgated thereunder and corresponding provisions of state securities laws, which exempt transactions by an issuer not involving any public offering. The Investors are “accredited investors” as such term is defined in Regulation D promulgated under the Securities Act.

Stockholders_ Equity

Stockholders’ Equity	3 Months Ended
Stockholders’ Equity	Mar. 31, 2023
Stockholders’ Deficit [Abstract]
Stockholders’ Equity	Note 12 - Stockholders’ Equity Preferred Stock As of March 31, 2023 and December 31, 2022, there were 50,000,000 authorized shares of the Company’s preferred stock, par value $0.0001 . Series A Preferred Sock As of March 31, 2023 and December 31, 2022, 251 shares of Series A preferred stock are issued and outstanding. Series B Preferred Stock As of March 31, 2023 and December 31, 2022, 1,443 shares of Series B preferred stock are issued and outstanding. Series C Preferred Stock As of March 31, 2023 and December 31, 2022, 500,756 shares of Series C preferred stock are issued and outstanding. Series D Preferred Stock On July 8, 2022, the Company’s Board of Directors authorized 7,000 shares of Series D preferred stock with a par value of $0.0001 per share. Each preferred share of Series D preferred stock has a stated valued of $1,000 per share, is convertible into shares of the Company’s common stock at an initial conversion price of $1.30 per share, and is entitled to a dividend of 12% per annum. The cumulative dividends shall be paid in common stock based on the conversion price in effect on the applicable conversion date. All accrued but unpaid dividends on shares of Series D preferred stock shall increase the stated value of such shares. The Company may redeem all, but not less than all, of the Series D preferred stock for cash, at a price per share of Series D preferred stock equal to 125% of the stated value. The Series D preferred stock has no voting rights. In July 2022, the Company issued 1,058 shares of Series D preferred stock for approximately $1.1 million and as of March 31, 2023 and December 31, 2022, 1,058 shares of Series D preferred stock are issued and outstanding. In connection with the issuance of the 1,058 shares of Series D preferred stock, the Company issued 814,102 equity-classified warrants to purchase shares of the Company’s common stock with an exercise price of $1.30 per share. The proceeds from the Series D preferred stock were allocated between the warrants and the Series D preferred stock based on their relative fair values. The Company entered into a Registration Rights Agreement (“RRA”) with the holders of the Series D preferred stock, whereby the Company was to use its best efforts to file a registration statement registering the resale of the shares of common stock issuable upon conversion of the Series D preferred stock and upon exercise of the warrants within thirty (30) calendar days following the closing of the Series D preferred stock offering. The Company was to use its best efforts to have the registration statement declared “effective” within ninety (90) calendar days from closing, or one hundred and twenty (120) from closing in the event the registration statement is reviewed by the SEC. If the Company fails to meet these requirements, the RRA states that the Company shall pay to each holder an amount in cash, as partial liquidated damages and not as a penalty, equal to the product of 1.0% multiplied by the aggregate subscription amount paid by such holder pursuant to the purchase agreement, up to an aggregate of 10% of the aggregate subscription amount paid by such holder pursuant to the purchase agreement for all such liquidated damages. Using the guidance provided by ASC 825-20 Financial Instruments, the Company determined that the RRA should be accounted for as a separate unit of account from the Series D preferred stock. Accordingly, under ASC 825-20, a financial instrument that is both within the scope of ASC 825-20 and subject to a registration payment arrangement shall be recognized and measured in accordance with ASC 825-20 without regard to the contingent obligation to transfer consideration pursuant to the registration payment arrangement. The RRA called for the Company to file a registration statement by August 25, 2022 and declare it effective within 90 days of July 26, 2022. The Company filed its registration statement on November 17, 2022, and the holders of the Series D preferred stock waived the related registration rights penalty of approximately $2,400. The Series D preferred stock and warrants sold were not registered under the Securities Act of 1933, as amended (the “Securities Act”) or the securities laws of any state and were offered and sold in reliance on the exemption from registration afforded by Section 4(a)(2) under the Securities Act and Regulation D promulgated thereunder and corresponding provisions of state securities laws, which exempt transactions by an issuer not involving any public offering. The holders of Series D preferred stock are “accredited investors” as such term is defined in Regulation D promulgated under the Securities Act. During the three months ended March 31, 2023, the Company filed the first amendment to its Series D preferred stock, which modifies the conversion price of the Series D preferred stock from $1.30 to $0.50 per share. The modification increased the fair value of the Series D preferred stock by approximately $6,000, which the Company recorded as a deemed dividend. Series E Preferred Stock On February 1, 2023, the Company’s Board of Directors authorized 77,000 shares of Series E preferred stock with a par value of $0.0001 per share, in connection with its 2023 Line of Credit. Each share of Series E Preferred Stock is convertible into 1,000 shares of the Company’s common stock at the option of the holders. The holders of the Series E preferred stock shall receive dividends on an as converted basis together with the holders of the Company’ common stock. The Series E preferred stock has no voting rights and does not have a preference upon any liquidation, dissolution or winding-up of the Company. Holders of Series E preferred stock are prohibited from converting shares of Series E preferred stock into shares of common stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than a specified percentage (to be initially set at 4.99% and thereafter adjusted by the holder to a number between 4.99% and 9.99%) of the total number of shares of common stock issued and outstanding immediately after giving effect to such conversion. In addition, in the event a conversion of Series E preferred stock would result in the holder owning more than 19.99% of the Company’s outstanding shares of common stock, the number of shares of common stock that may be issued upon such conversion of Series E preferred stock, shall be limited to 19.99% of the Company’s outstanding shares of common stock on that date, unless stockholder approval is obtained by the Company to issue a number of shares of common stock exceeding the limit. On February 2, 2023, in connection with its Line of Credit, the Company issued 5,000 shares of Series E Preferred Stock as a commitment fee with a fair value of $1.45 million. In addition, the Company agreed to issue an additional 5,000 shares of Series E preferred stock on both the first and second anniversary date of the Line of Credit, or 10,000 shares on the first anniversary, if the Company does not elect to extend the maturity date of the Line of Credit. The fair value of the additional 10,000 shares of Series E preferred stock on the issuance date totaled $2.9 million. The Company recorded the total fair value of $4.35 million as additional paid-in capital with the offsetting increase to deferred debt issuance costs. The deferred debt issuance costs will be amortized over the term of the Line of Credit. As of March 31, 2023, 5,000 shares of Series E preferred stock are issued and outstanding. There were no shares of Series E preferred stock issued and outstanding as of December 31, 2022. Common Stock Change in Authorized Shares On December 22, 2022, the Company’s Board of Directors approved increasing the Company’s authorized shares of common stock from 200,000,000 to 800,000,000 shares. Reverse Stock Split On December 22, 2022, the Company’s stockholders approved a reverse stock split of its common stock at a ratio of not more than 1-for-15, such ratio to be determined by the Company’s Board of Directors on or prior to December 22, 2023. Warrant Exercises During the three months ended March 31, 2023, the Company issued 6,55,095 During the three months ended March 31, 2023, the Company issued 149,251 shares of its common stock in connection with the exercise of 166,667 penny warrants. Notes During the three months ended March 31, 2023, the Company issued 1,887,919 shares of its common stock with a fair value of approximately $0.5 million in connection with the conversion of a portion of its 2022 Notes (See Note 11). ATM Offering As of March 31, 2023, the Company has received net proceeds on sales of 12,700,000 shares of common stock under its ATM Offering (See Note 2) of approximately $2.1 million (after deducting $0.1 million in commissions and expenses) at a weighted average price of $0.173 per share. Consulting During the three months ended March 31, 2023, the Company issued 1,800,000 shares of its common stock with a fair value of approximately $0.6 million as compensation for consulting services. Restricted Stock During the three months ended March 31, 2023, the Company issued 500,000 shares of its common stock in connection with vested restricted stock units. Public Offering On July 19, 2022, the Company entered into an underwriting agreement relating to the Company’s public offering of its common stock, par value $0.0001 per share. The Company agreed to sell 1,250,000 shares of its common stock to the underwriters, at a purchase price per share of $0.744 (the offering price to the public of $0.80 per share minus the underwriters’ discount), pursuant to the Company’s registration statement on Form S-3 (File No. 333-262122), under the Securities Act of 1933, as amended. The Company has also granted to the underwriters a 30-day option to purchase up to 187,500 additional shares of common stock to cover over-allotments. On July 22, 2022, the Company received net proceeds of $855,000, net of underwriter fees and commissions of approximately $70,000, and offering costs of $75,000. In connection with the Company’s public offering, the Company issued a warrant to the underwriters to purchase 62,500 shares of its common stock. The warrant may be exercised beginning on the date that is 180 days after July 22, 2022 until July 19, 2027. The exercise price of the warrant is $0.80 per share.

Stock-Based Compensation, Restr

Stock-Based Compensation, Restricted Stock and Stock Options	3 Months Ended
	Mar. 31, 2023
Stock-Based Compensation, Restricted Stock and Stock Options [Abstract]
Stock-Based Compensation, Restricted Stock and Stock Options	Note 13 - Stock-Based Compensation, Stock Options, Restricted Stock Units and Warrants: On December 22, 2022, the Company adopted its 2022 Long-Term Incentive Plan (the “2022 Plan”). Under the 2022 Plan, there are 4,200,000 shares of the Company’s common stock available for issuance and the 2022 Plan has a termination date of October 31, 2032. The available shares in the 2022 Plan will automatically increase on the first trading day in January of each calendar year during the term of 2022 Plan, commencing with January 2023, by such number of shares of common stock as are necessary so that the total number of shares reserved for issuance under the 2022 Plan shall be equal to 19.9% of the total number of outstanding shares of common stock, determined on a fully diluted basis as of the applicable trading date (the “Stipulated Percentage”); (b) our Board of Directors may act prior to January 1st of a given calendar year to provide that (i) there will be no such automatic annual increase in the number of shares reserved for issuance under the 2022 Plan or (ii) the increase in the number of shares for such calendar year will be a lesser number of shares than necessary to maintain the Stipulated Percentage of shares reserved for issuance under the 2022 Plan; and (c) unless an increase in shares reserved for issuance under the 2022 Plan in excess of the Initial Share Limit has been approved by our shareholders, the maximum number of shares of common stock that may be delivered pursuant to incentive stock options shall not exceed the Initial Share Limit or, if greater, the number of shares of common stock subsequently approved by the requisite vote of our shareholders entitled to vote thereon. On December 16, 2020, the Company adopted its 2020 Long-Term Incentive Plan (the “2020 Plan”). Under the 2020 Plan, there are 5,333,333 shares of the Company’s common stock available for issuance and the 2020 Plan has a term of 10 years. The available shares in the 2020 Plan will automatically increase on the first trading day in January of each calendar year during the term of this Plan, commencing with January 2021, by an amount equal to the lesser of (i) five percent (5%) of the total number of shares of common stock issued and outstanding on December 31 of the immediately preceding calendar year, (ii) 1,000,000 shares of common stock or (iii) such number of shares of common stock as may be established by the Company’s Board of Directors. The Company grants equity-based compensation under its 2020 Plan and its 2016 Equity Incentive Plan (the “2016 Plan”). The 2020 Plan and 2016 Plan allows the Company to grant incentive and nonqualified stock options, and shares of restricted stock to its employees, directors and consultants. On June 14, 2019, the Board of Directors of the Company approved increasing the number of shares allocated to the Company’s 2016 Equity Incentive Plan from 5,500,000 to 7,333,333. Under the 2016 Plan and the 2020 Plan, upon the exercise of stock options and issuance of fully vested restricted common stock, shares of common stock may be withheld to satisfy tax withholdings. The Company intends to net settle certain employee options to ensure adequate authorized shares under the Incentive Plan. Stock-based compensation: The Company recognized total expenses for stock-based compensation during the three months ended March 31, 2023 and 2022, which are included in the accompanying statements of operations, as follows (in thousands): Three months ended 2023 2022 (Unaudited) (Unaudited) Research and development expenses $ 59 $ 55 Selling, general and administrative expenses 122 1,028 Total stock-based compensation $ 181 $ 1,083 Stock Options: The Company provides stock-based compensation to employees, directors and consultants under both the 2016 and 2020 Plans. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option pricing model. The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The risk-free interest rate is determined by referencing the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. A summary of activity under the 2016 and 2020 Plans for the nine three months ended March 31, 2023 is as follows: Shares Weighted Weighted Average Aggregate Outstanding at December 31, 2022 9,513,624 $ 2.64 6.5 $ 26,188 Forfeited (90,138 ) $ 3.29 - Outstanding at March 31, 2023 9,423,486 $ 2.63 6.3 $ - Exercisable at March 31, 2023 8,521,662 $ 2.80 6.0 $ - Restricted stock units: A summary of the Company’s restricted stock activity during the three months ended March 31, 2023 is as follows: Number of Weighted Average Unvested at January 1, 2023 628,780 $ 1.37 Vested (130,867 ) $ 1.55 Unvested at March 31, 2023 497,913 $ 1.32 Warrants: A summary of the Company’s warrant (excluding penny warrants) activity during the three months ended March 31, 2023 is as follows: Shares Weighted Weighted Aggregate Outstanding at December 31, 2022 27,661,181 $ 0.75 4.5 $ - Issued 14,764,258 $ 0.32 4.7 Exercised (6,405,844 ) $ 0.32 - Outstanding at March 31, 2023 36,019,595 $ 0.65 4.4 $ - 2023 Liability Classified Warrants Senior Secured Note During the three months ended March 31, 2023, in connection with the issuance of its senior secured notes on January 3, 2023 (See Note 11), the Company issued 2,500,000 warrants to purchase shares of the Company’s common stock with an exercise price of $0.32 per share. The warrants expire 5 years from the issuance date. Line of Credit During the three months ended March 31, 2023, in connection with its Line of Credit, the Company issued 45,000 warrants to purchase shares of its Series E preferred stock with an exercise price of $0.50 per share multiplied by 1,000, and subject to adjustment under certain circumstances described in the warrant. (See Note 12). The warrants expire 5 years from the issuance date. 2022 Notes During the year ended December 31, 2022, in connection with the 2022 Notes, the Company issued 21,759,402 warrants to purchase shares of the Company’s common stock. The warrants have an exercise price of $0.32 per share and expire five years from the issuance date. During the three months ended March 31, 2023, in connection with its 2022 Notes, the Company entered into a warrant inducement and exercise agreement with certain holders. Under the terms of the agreement, the holders exercised 6,405,844 warrants, and the Company issued 6,405,844 new warrants to purchase shares of its common stock with an exercise price of $0.32 per share. The warrants expire 5 years from the issuance date. On February 28, 2023, the Company entered into waiver agreements with holders of the 2022 Notes and issued 5,813,414 warrants to purchase shares of the Company’s common stock with an exercise price of $0.32 per share. 2022 Equity Classified Warrants Hudson Pacific Properties, L.P. On August 12, 2022, the Company entered into two Purchase Orders (PO’s) with Hudson Pacific Properties, L.P. (“Hudson”) for the purchase of the Company’s Smart Window Inserts™ (“Inserts”). Hudson is a unique provider of end-to-end real estate solutions for tech and media tenants. The PO’s have a value of $85,450 and represent the first orders the Company has received prior to the launch of its Inserts. Delivery and installation are expected to begin in the fourth quarter of 2023. On August 12, 2022, as additional consideration for the PO’s, the Company issued a warrant to Hudson to purchase 300,000 shares of the Company’s common stock at $0.75 per share. The warrant has a five-year life and expires on August 12, 2027. Because Hudson is a customer, the Company accounts for the PO’s and warrants under Accounting Standards Codification (“ASC”) 606 Revenue Recognition The Company accounts for the equity-classified warrant as consideration payable to a customer under ASC 606, as it relates to the future purchase of the Inserts. Pursuant to ASC 718 Compensation - Stock Compensation (“ ”) SLOC In connection with the SLOC, on March 17, 2022 the Company issued a warrant for 200,000 shares of common stock with an exercise price of $2.00, and a total fair value of approximately $223,000. This amount is included in the accompanying consolidated balance sheet as deferred debt issuance costs (See Note 6).

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2023
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Note 14 - Commitments and Contingencies Leases Oregon State University On March 8, 2016, the Company entered into a lease agreement with Oregon State University, to lease office and laboratory space located at HP Campus Building 11, 1110 NE Circle Blvd, Corvallis, Oregon, for approximately $400 monthly. On July 1, 2016, the Company entered into the first amendment to the lease agreement which increased the monthly lease expense to approximately $1,200. On October 1, 2017, the Company entered into a sublease agreement, which provides for additional office space and the monthly lease payment increased to approximately $1,800. The lease expired on June 30, 2018 and the Company extended the lease through June 30, 2019. The monthly lease payment increased to approximately $4,500 for the months ended June 30, 2018 through November 30, 2018, and increased to approximately $7,550 for the months ended December 31, 2018 through June 30, 2019. On January 24, 2022, the Company entered into the eighth amendment to its lease with Oregon State University which expands the lease to now include approximately 703 square feet of lab space, 768 square feet of cubicle space, 2,088 square feet of Highbay lab space, and 376 square feet of High bay storage space in a building commonly known as Building 11. Effective January 24, 2022, the quarterly operating expense will be $44,252 covering all utility and facility tooling costs. The sublease expires June 30, 2025. On January 20, 2023, the Company entered into the ninth amendment to its lease with Oregon State University which reduces the amount of cubicle space from 768 square feet to 288 square feet. Effective January 20, 2023 the quarterly operating expense is $41,323 covering all utility and facility tooling costs. Hudson 11601 Wilshire, LLC On March 4, 2021, the Company entered into a lease agreement with Hudson 11601 Wilshire, LLC, to lease 3,500 square feet of office space located in Los Angeles, California. The lease term is 39 months and expires on June 30, 2024. The monthly lease expense is as follows: ● Months 1-12 - $18,375 ● Months 13-24 - $19,018 ● Months 25-36 - $19,683 ● Months 37-39 - $20,372 The Company paid a security deposit totaling $20,373 at the lease inception date. HP Inc. On May 4, 2021, the Company entered into a lease agreement with HP Inc. to lease office and lab space located in Corvallis, Oregon. The lease term is 5 years, and the lease commencement date is April 1, 2021. The monthly lease expense is $7,388 and increases 3% on each anniversary of the lease commencement date. The Company paid a security deposit totaling $8,315. The Company has the option to extend the lease for an additional 5 years. On January 26, 2022, the Company entered into the first amendment to its lease with HP Inc., which amends the lease commencement date to January 26, 2022 and the lease expiration date to January 31, 2027. Pacific N.W. Properties, LLC On October 5, 2021, the Company entered into a lease agreement with Pacific N.W. Properties, LLC to lease 26,963 square feet of warehouse, manufacturing, production and office space located in Salem Oregon. The commencement date of the lease is October 1, 2021, the lease term is 62 months and expires on November 30, 2026. On December 9, 2021, the Company entered into the first amendment to its lease agreement with Pacific N.W. Properties, LLC. The lease amendment revises the lease commencement date to December 9, 2021 and the lease expiration date to February 28, 2027. The revised monthly lease expense is as follows: ● Months 1-2 - $15,357 ● Months 3-12 - $21,500 ● Months 13-24 - $22,145 ● Months 25-36 - $22,809 ● Months 37-48 - $23,494 ● Months 49-60 - $24,198 ● Months 61-62 - $24,924 As of March 31, 2023, the Company had operating lease liabilities of approximately $1.8 million and right-of-use assets of approximately $1.7 million, which are included in the condensed balance sheet. The components of lease expense were as follows: Three Months Ended 2023 2022 Operating leases: Operating lease cost $ 190 $ 190 Variable lease cost 58 19 Operating lease expense $ 248 $ 209 Supplemental cash flow information related to leases were as follows: Three Months Ended 2023 2022 Operating cash flows - operating leases $ 192 $ 153 Right-of-use assets obtained in exchange for operating lease liabilities $ - $ 2,336 Weighted-average remaining lease term – operating leases (in years) 3.0 3.9 Weighted-average discount rate – operating leases 12.0 % 12.0 % As of March 31, 2023, future minimum payments are as follows (in thousands): Operating Leases Nine months ended December 31, 2023 $ 584 Year ended December 31, 2024 678 Year ended December 31, 2025 475 Year ended December 31, 2026 390 Year ended December 31, 2027 58 Total 2,185 Less present value discount (379 ) Operating lease liabilities $ 1,806 During the three months ended March 31, 2023 and 2022, the Company recognized rent expense of approximately $0.2 million in each period, respectively. On April 27, 2023 the Company terminated the Pacific NW lease and exited the building on May 10th, 2023. (See note 15) Litigation From time to time, the Company is also involved in various other claims and legal actions that arise in the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, the Company does not believe that the ultimate resolution of these actions will have a material adverse effect on its financial position, results of operations, liquidity or capital resources. Future litigation may be necessary to defend ourselves and our partners by determining the scope, enforceability and validity of third party proprietary rights or to establish the Company’s proprietary rights. The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors.

Subsequent Events

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	Note 15 - Subsequent Events The Company has evaluated all subsequent events through the date of filing, May 22, 2023, of this Quarterly Report on Form 10-Q with the SEC, to ensure that this filing includes appropriate disclosure of events both recognized in the condensed consolidated financial statements as of March 31, 2023, and events which occurred after March 31, 2023, but which were not recognized in the financial statements. The Company has determined that there were no subsequent events which required recognition, adjustment to or disclosure in the financial statements. Lease Termination On April 27, 2023 the Company terminated the Pacific NW lease and exited the building on May 10th, 2023. As part of the termination agreement, the Company agreed to pay fees to the landlord for rent in arrears and re-tenanting costs. The fees will be covered by forfeiting Crowns $150,000 security deposit and paying an additional $115,394 for Landlord re-tenanting costs to be paid in three monthly instalments beginning April 30, 2023.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	3 Months Ended
Accounting Policies, by Policy (Policies)	Mar. 31, 2023
Organization and Description of Business Operations [Abstract]
Basis of Presentation	Basis of Presentation The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the periods presented. The condensed consolidated results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results for the full year or the results for any future periods. These condensed consolidated financial statements should be read in conjunction with the audited financial statements and related notes for the fiscal year ended December 31, 2022 included in the Company’s Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2023.
Use of Estimates	Use of Estimates
Significant Accounting Policies	Significant Accounting Policies For a detailed discussion about the Company’s significant accounting policies, see the Company’s December 31, 2022 financial statements included in its 2022 Annual Report.
Revenue Recognition	Revenue Recognition The Company adopted the new revenue standard, ASC 606, on March 31, 2019 using the full retrospective approach. The adoption did not have an effect on 2021 or 2020 revenue recognition or a cumulative effect on opening equity, as the timing and measurement of revenue recognition is materially the same as under ASC 605. The core principle of the new revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the company satisfies a performance obligation For contracts where the period between when the Company transfers a promised good or service to the customer and when the customer pays is one year or less, the Company has elected the practical expedient to not adjust the promised amount of consideration for the effects of a significant financing component. The Company’s performance obligation is to provide fiber splicing services as required based on short-term work orders as work is assigned by the Customer. The Company is required to complete the description of work described in the work order and test the service provided prior to any recognition of revenue and invoicing. The short-term work orders are for very specific performance obligations which are performed from start to finish within two weeks or less, and more often, within one week. The Company is required to adhere to the rules and regulations that are outlined in the Agreement between the Company and the Customer. Cost for the work performed is outlined in the individual work orders based on the detailed description of work to be performed. All of the revenue is recognized immediately upon completion of the work in each work order. A 5% retainage will be withheld by the Customer upon payment of invoices and will be paid to the Company within one year after termination of the contract. The retainage can be utilized by Customer for any claims that may arise after work is completed up through one year after completion. Revenue recognized during the three months ended March 31, 2023 was generated by the Company’s wholly-owned subsidiary, Crown Fiber Optics Corporation, and was immaterial. No revenue was recognized by the Company during the three months ended March 31, 2022.
Segment and Reporting Unit Information	Segment and Reporting Unit Information Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is determined to be the CODM. On January 3, 2023 the Company acquired Crown Fiber Optics, Corp. (see Note 1) and is currently in the process of integrating this new business line including identifying leadership, and aligning management reporting and allocation methodologies. The Company is assessing its current segment structure in conjunction with the integration efforts.
Business Combinations	Business Combinations The Company accounts for business combinations using the guidance provided by Accounting Standards Codification (“ASC”) 805, Business Combinations Accounting for business combinations requires management to make significant estimates and assumptions, especially at the acquisition date, including estimates for intangible assets. Although the Company believes the assumptions and estimates made have been reasonable and appropriate, they are based in part on historical experience and information obtained from management of the acquired companies and are inherently uncertain. Critical estimates in valuing certain intangible assets we have acquired include future expected cash flows from customer contracts. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates, or actual results. The initial purchase price may be adjusted as needed per the terms of the arrangement agreement. The allocation of purchase price, including any fair value the assets acquired and liabilities assumed as of the acquisition date has not been completed. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred.
Deferred Debt Issuance Costs	Deferred Debt Issuance Costs The Company accounts for debt issuance costs related to its Line of Credit as a deferred asset which is amortized over the life of the Line of Credit. Since the Company has elected the fair value option for its convertible notes (see below), upon a draw down, a portion of the deferred asset balance will be amortized to other expense. On the issuance date of the Company’s Line of Credit, since no loan amounts are drawn down, the cost related to issuance of the Series E preferred shares and the warrant to purchase Series E preferred shares are recorded as a deferred asset.
Goodwill	Goodwill The Company performs a goodwill impairment analysis on October 1 st
Convertible Notes	Convertible Notes In accordance with Accounting Standards Codification 825, Financial Instruments
Warrants	Warrants The Company accounted for certain common stock warrants outstanding as a liability at fair value and adjusted the instruments to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statements of operations. The fair value of the warrants issued by the Company have been estimated using the Black Scholes Methodology. SLOC The Company accounts for its warrants related to the SLOC in accordance with ASC 815-40, Contracts in Entity’s Own Equity. Under the guidance of ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements Purchase Order Warrants The Company accounts for its warrants issued in connection with purchase orders in accordance with ASC 606, Revenue Recognition. Compensation - Stock Compensation (“ ”)
Net Loss per Share	Net Loss per Share ASC 260, Earnings Per Share Basic net loss per share of common stock excludes dilution and is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity unless inclusion of such shares would be anti-dilutive. Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at March 31, 2023 and 2022 are as follows: March 31, 2023 2022 Series A preferred stock 190,994 188,311 Series B preferred stock 2,047,359 2,019,038 Series C preferred stock 560,757 560,757 Series D preferred stock 2,289,247 - Series E preferred stock 5,000,000 - Convertible notes 12,991,783 - Warrants to purchase common stock (excluding penny warrants) 35,974,595 4,725,177 Warrants to purchase Series E preferred stock 45,000,000 - Options to purchase common stock 9,423,486 10,567,099 Unvested restricted stock units 497,913 2,261,905 Commitment shares 1,903,428 - 115,879,562 20,322,287
Emerging Growth Company	Emerging Growth Company The Company is considered to be an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, as amended (JOBS Act). The JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company has elected to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Securities and Exchange Act of 1934.
Financial Instruments – Credit Losses	Financial Instruments – Credit Losses Measurements of Credit Losses on Financial Instruments (“ASC 326”), which replaces the existing incurred loss model with a current expected credit loss (“CECL”) model that requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company would be required to use a forward-looking CECL model for accounts receivables, guarantees and other financial instruments. The Company adopted ASC 326 on January 1, 2023 and ASC 326 did not have a material impact on its financial statements.

Significant Accounting Polici_2

Significant Accounting Policies (Tables)	3 Months Ended
Significant Accounting Policies (Tables)	Mar. 31, 2023
Significant Accounting Policies [Abstract]
Schedule of potentially dilute loss per share	March 31, 2023 2022 Series A preferred stock 190,994 188,311 Series B preferred stock 2,047,359 2,019,038 Series C preferred stock 560,757 560,757 Series D preferred stock 2,289,247 - Series E preferred stock 5,000,000 - Convertible notes 12,991,783 - Warrants to purchase common stock (excluding penny warrants) 35,974,595 4,725,177 Warrants to purchase Series E preferred stock 45,000,000 - Options to purchase common stock 9,423,486 10,567,099 Unvested restricted stock units 497,913 2,261,905 Commitment shares 1,903,428 - 115,879,562 20,322,287

Acquisitions (Tables)

Acquisitions (Tables)	3 Months Ended
Acquisitions (Tables)	Mar. 31, 2023
Acquisitions [Abstract]
Schedule of assets acquired and liabilities assumed	Property and equipment $ 656 Intangible assets 200 Security deposits 5 Accrued expenses (529 ) Notes payable (338 ) Total identifiable assets and liabilities acquired (7 ) Goodwill 652 Total purchase consideration $ 645

Prepaid and Other Current Ass_2

Prepaid and Other Current Assets (Tables)	3 Months Ended
Prepaid and Other Current Assets (Tables)	Mar. 31, 2023
Disclosure Text Block Supplement [Abstract]
Schedule of prepaid and other current assets	March 31, December 31, License fees $ 256 $ 300 Notes receivable 120 - Professional fees 99 - Insurance 66 142 Hudson warrant * 85 85 Other 97 63 Total $ 723 $ 590 * Fair value of warrant issued to Hudson Pacific Properties, L.P. (See Note 13)

Property & Equipment, Net (Tabl

Property & Equipment, Net (Tables)	3 Months Ended
Property & Equipment, Net (Tables)	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Schedule of property and equipment, net	March 31, December 31, 2023 2022 Equipment $ 2,533 $ 1,457 Leasehold improvements 362 362 Vehicles 159 - Computers 55 52 Other 9 - Total 3,118 1,871 Less accumulated depreciation and amortization (590 ) (462 ) Property and equipment, net $ 2,528 $ 1,409

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	3 Months Ended
Intangible Assets, Net (Tables)	Mar. 31, 2023
Intangible Assets, Net [Abstract]
Schedule of intangible assets, net	March 31, December 31, 2023 2022 Patents $ 1,800 $ 1,800 Research license 375 375 Customer relationships 200 - Total 2,375 2,175 Accumulated amortization (631 ) (577 ) Intangible assets, net $ 1,744 $ 1,598
Schedule of estimated amortization of intangible assets	Estimated Amortization Expense Nine months ended December 31, 2023 $ 177 Year ended December 31, 2024 235 Year ended December 31, 2025 234 Year ended December 31, 2026 197 Year ended December 31, 2027 and thereafter 901 Total $ 1,744

Deferred Debt Issuance Costs (T

Deferred Debt Issuance Costs (Tables)	3 Months Ended
Deferred Debt Issuance Costs (Tables)	Mar. 31, 2023
Deferred Debt Issuance Costs [Abstract]
Schedule of deferred debt issuance costs	March 31, December 31, SLOC $ 223 $ 223 Line of Credit 9,943 - Total 10,166 223 Accumulated amortization (1,905 ) (73 ) Deferred debt issuance costs, net $ 8,261 $ 150

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
Fair Value Measurements (Tables)	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Schedule of fair value on a recurring basis into the fair value hierarchy	Fair value measured at March 31, 2023 Total Quoted Significant Significant Liabilities: Convertible notes $ 3,191 $ - $ - $ 3,191 Warrant liability $ 2,332 $ - $ - $ 2,332 Fair value measured at December 31, 2022 Total Quoted Significant Significant Liabilities: Convertible notes $ 1,654 $ - $ - $ 1,654 Warrant liability $ 972 $ - $ - $ 972
Schedule of level 3 liabilities measured at fair value	Convertible Notes Warrant Liability Balance at December 31, 2022 $ 1,654 $ 972 Conversion of October convertible notes (516 ) - Issuance of convertible note in connection with Line of Credit 2,000 - Warrants issued in connection with January promissory note - 157 Warrants issued in connection with Line of Credit - 5,593 Warrants issued in connection with inducement agreement - 760 Warrants issued in connection with February waiver agreement - 711 Change in fair value of convertible notes in connection with March waiver agreement 368 - Fair value of warrants exercised - (759 ) Loss on extinguishment of warrant liability - 504 Gain on issuance of convertible note (64 ) - Change in fair value (251 ) (5,606 ) Balance at March 31, 2023 $ 3,191 $ 2,332
Schedule of significant unobservable inputs (Level 3 inputs)	January February March 31, December 31, Dividend yield 0 % 0 % 0 % 0 % Expected price volatility 50.0 % 47.6%- 60 % 50.0%-54.0 % 48.7 % Risk free interest rate 3.98 % 3.68%-5.13 % 3.60%-3.65 % 4.74 % Expected term (in years) 5.0 5.0-6.0 4.6-4.8 0.8

Accrued Expenses (Tables)

Accrued Expenses (Tables)	3 Months Ended
Accrued Expenses (Tables)	Mar. 31, 2023
Accrued Expenses [Abstract]
Schedule of accrued expenses	March 31, December 31, Payroll and related expenses $ 155 $ -- Bonus -- 510 Taxes 25 -- Insurance 15 104 Other expenses 35 7 Total $ 230 $ 621

Stock-Based Compensation, Res_2

Stock-Based Compensation, Restricted Stock and Stock Options (Tables)	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Stock-Based Compensation, Restricted Stock and Stock Options [Abstract]
Schedule of stock-based compensation	Three months ended 2023 2022 (Unaudited) (Unaudited) Research and development expenses $ 59 $ 55 Selling, general and administrative expenses 122 1,028 Total stock-based compensation $ 181 $ 1,083
Schedule of activity under the 2016 and 2020 plans	Shares Weighted Weighted Average Aggregate Outstanding at December 31, 2022 9,513,624 $ 2.64 6.5 $ 26,188 Forfeited (90,138 ) $ 3.29 - Outstanding at March 31, 2023 9,423,486 $ 2.63 6.3 $ - Exercisable at March 31, 2023 8,521,662 $ 2.80 6.0 $ -
Schedule of restricted stock activity	Number of Weighted Average Unvested at January 1, 2023 628,780 $ 1.37 Vested (130,867 ) $ 1.55 Unvested at March 31, 2023 497,913 $ 1.32
Schedule of warrant (excluding penny warrants) activity		Shares Weighted Weighted Aggregate Outstanding at December 31, 2022 27,661,181 $ 0.75 4.5 $ - Issued 14,764,258 $ 0.32 4.7 Exercised (6,405,844 ) $ 0.32 - Outstanding at March 31, 2023 36,019,595 $ 0.65 4.4 $ -

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
Commitments and Contingencies (Tables)	Mar. 31, 2023
Commitments and Contingencies [Abstract]
Schedule of lease expense	Three Months Ended 2023 2022 Operating leases: Operating lease cost $ 190 $ 190 Variable lease cost 58 19 Operating lease expense $ 248 $ 209
Schedule of supplemental cash flow information related to leases	Three Months Ended 2023 2022 Operating cash flows - operating leases $ 192 $ 153 Right-of-use assets obtained in exchange for operating lease liabilities $ - $ 2,336 Weighted-average remaining lease term – operating leases (in years) 3.0 3.9 Weighted-average discount rate – operating leases 12.0 % 12.0 %
Schedule of future minimum payments	Operating Leases Nine months ended December 31, 2023 $ 584 Year ended December 31, 2024 678 Year ended December 31, 2025 475 Year ended December 31, 2026 390 Year ended December 31, 2027 58 Total 2,185 Less present value discount (379 ) Operating lease liabilities $ 1,806

Organization and Description _2

Organization and Description of Business Operations (Details) - USD ($) $ / shares in Units, $ in Thousands	Jan. 03, 2023	Mar. 31, 2023	Mar. 24, 2023	Feb. 01, 2023	Dec. 31, 2022	Jul. 08, 2022
Organization and Description of Business Operations (Details) [Line Items]
Preferred stock conversion price					$ 1.3
Preferred stock, shares authorized (in Shares)		50,000,000			50,000,000
Preferred stock, par value		$ 0.0001			$ 0.0001
Common stock, shares issued (in Shares)	2,500,000		1,903,429
Public Offering [Member]
Organization and Description of Business Operations (Details) [Line Items]
Underwriter fees and commissions (in Dollars)	$ 650
Series D Preferred Stock [Member]
Organization and Description of Business Operations (Details) [Line Items]
Preferred stock conversion price					$ 0.5	$ 1.3
Preferred stock, shares authorized (in Shares)		7,000			7,000	7,000
Preferred stock, par value		$ 0.0001			$ 0.0001	$ 0.0001
Series E Preferred Stock [Member]
Organization and Description of Business Operations (Details) [Line Items]
Preferred stock, shares authorized (in Shares)		77,000		77,000	77,000
Preferred stock, par value		$ 0.0001		$ 0.0001	$ 0.0001
Common stock, shares issued (in Shares)				1,000

Liquidity and Financial Condi_2

Liquidity and Financial Condition (Details) - USD ($) $ / shares in Units, $ in Thousands				3 Months Ended
	Jan. 03, 2023	Jan. 03, 2023	Oct. 05, 2022	Mar. 31, 2023	Feb. 02, 2023
Liquidity and Financial Condition (Details) [Line Items]
Accumulated deficit				$ 90,300
Working capital				6,150
Net loss				2,300
Net cash used in operating activities				4,600
Fund amount				10,000
Line of credit				$ 100,000
Aggregate gross proceed percentage			3%	3%
Placement shares amount			$ 3,500
Net proceeds on sale of common stock (in Shares)				12,700,000
Commissions and expenses				$ 2,100
Weighted average price (in Dollars per share)				$ 0.173
Net proceeds	$ 1,000			$ 2,060
Maturity date		Apr. 03, 2023
Line of credit					$ 2,000
Preferred stock, shares issued (in Shares)				5,000
Warrant purchase shares (in Shares)				45,000
Adjustment warrant share (in Shares)				1,000
Exercise of warrants (in Shares)				6,555,095
Placement Shares [Member]
Liquidity and Financial Condition (Details) [Line Items]
Sale of shares				$ 5,000
Series E Preferred Stock [Member]
Liquidity and Financial Condition (Details) [Line Items]
Preferred stock, shares issued (in Shares)				5,000
Warrant purchase shares (in Shares)				45,000
Exercise price (in Dollars per share)				$ 0.5
At-the-Market Offerings [Member]
Liquidity and Financial Condition (Details) [Line Items]
Commissions and expenses				$ 100
Senior Secured Notes [Member]
Liquidity and Financial Condition (Details) [Line Items]
Net proceeds		$ 1,000
Issuance of senior secured notes	1,200	1,200
Senior debt discount	$ 200	$ 200
Shares of restricted common stock (in Shares)		2.5
Common stock of exercise price per share (in Dollars per share)	$ 0.32	$ 0.32
Line of Credits [Member]
Liquidity and Financial Condition (Details) [Line Items]
Line of credit					$ 100,000
Preferred stock, shares issued (in Shares)				5,000

Significant Accounting Polici_3

Significant Accounting Policies (Details) - Schedule of potentially dilute loss per share - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Total	115,879,562	20,322,287
Convertible Notes [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Total	12,991,783
Warrants to purchase common stock (excluding penny warrants) [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Total	35,974,595	4,725,177
Warrants to purchase Series E preferred stock [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Total	45,000,000
Options to purchase common stock [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Total	9,423,486	10,567,099
Unvested restricted stock units [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Total	497,913	2,261,905
Commitment Shares [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Total	1,903,428
Series A preferred stock [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Series of preferred stock	190,994	188,311
Series B preferred stock [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Series of preferred stock	2,047,359	2,019,038
Series C preferred stock [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Series of preferred stock	560,757	560,757
Series D Preferred Stock [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Series of preferred stock	2,289,247
Series E preferred stock [Member]
Schedule of Estimated Amortization of Intangible Assets [Abstract]
Series of preferred stock	5,000,000

Acquisitions (Details)

Acquisitions (Details) $ in Thousands	Jan. 03, 2023 USD ($)
Acquisitions [Abstract]
Cash consideration paid	$ 650
Number of employees	12
Asset acquisition term	1 year

Acquisitions (Details) - Schedu

Acquisitions (Details) - Schedule of assets acquired and liabilities assumed $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Schedule of Assets Acquired and Liabilities Assumed [Abstract]
Property and equipment	$ 656
Intangible assets	200
Security deposits	5
Accrued expenses	(529)
Notes payable	(338)
Total identifiable assets and liabilities acquired	(7)
Goodwill	652
Total purchase consideration	$ 645

Prepaid and Other Current Ass_3

Prepaid and Other Current Assets (Details) - Schedule of prepaid and other current assets - USD ($) $ in Thousands		3 Months Ended	12 Months Ended
		Mar. 31, 2023	Dec. 31, 2022
Schedule of Prepaid and Other Current Assets [Abstract]
License fees		$ 256	$ 300
Notes receivable		120
Professional fees		99
Insurance		66	142
Hudson warrant	[1]	85	85
Other		97	63
Total prepaid and other current assets		$ 723	$ 590

[1] Fair value of warrant issued to Hudson Pacific Properties, L.P. (See Note 13)

Property & Equipment, Net (Deta

Property & Equipment, Net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Property, Plant and Equipment [Abstract]
Equipment	$ 500
Vehicles	200
Depreciation expense	$ 128,000	$ 54,000

Property & Equipment, Net (De_2

Property & Equipment, Net (Details) - Schedule of property and equipment, net - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total	$ 3,118	$ 1,871
Less accumulated depreciation and amortization	(590)	(462)
Property and equipment, net	2,528	1,409
Equipment [Member]
Property, Plant and Equipment [Line Items]
Total	2,533	1,457
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Total	362	362
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Total	159
Computers [Member]
Property, Plant and Equipment [Line Items]
Total	55	52
Other [Member]
Property, Plant and Equipment [Line Items]
Total	$ 9

Intangible Assets, Net (Details

Intangible Assets, Net (Details) - USD ($) $ in Thousands	3 Months Ended
Intangible Assets, Net (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 31, 2022
Intangible Assets, Net [Abstract]
Acquisition costs	$ 200
Amortization expense	$ 54,000	$ 53,000

Intangible Assets, Net (Detai_2

Intangible Assets, Net (Details) - Schedule of intangible assets, net - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Schedule of intangible assets, net [Abstract]
Patents	$ 1,800	$ 1,800
Research license	375	375
Customer relationships	200
Total	2,375	2,175
Accumulated amortization	(631)	(577)
Intangible assets, net	$ 1,744	$ 1,598

Intangible Assets, Net (Detai_3

Intangible Assets, Net (Details) - Schedule of estimated amortization of intangible assets $ in Thousands	Mar. 31, 2023 USD ($)
Schedule of estimated amortization of intangible assets [Abstract]
Nine months ended December 31, 2023	$ 177
Year ended December 31, 2024	235
Year ended December 31, 2025	234
Year ended December 31, 2026	197
Year ended December 31, 2027 and thereafter	901
Total	$ 1,744

Deferred Debt Issuance Costs (D

Deferred Debt Issuance Costs (Details) - USD ($) $ in Thousands		3 Months Ended
	Feb. 02, 2023	Mar. 31, 2023	Mar. 31, 2022
Deferred Debt Issuance Costs (Details) [Line Items]
Deferred debt issuance costs	$ 9,900
Amortization expense		$ 1,600
Convertible promissory note		2,000
Line of Credit [Member]
Deferred Debt Issuance Costs (Details) [Line Items]
Amortization expense		200
SLOC [Member]
Deferred Debt Issuance Costs (Details) [Line Items]
Amortization expense		$ 41,000	$ 73,000

Deferred Debt Issuance Costs _2

Deferred Debt Issuance Costs (Details) - Schedule of deferred debt issuance costs - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Schedule of Deferred Debt Issuance Costs [Abstract]
SLOC	$ 223	$ 223
Line of Credit	9,943
Total	10,166	223
Accumulated amortization	(1,905)	(73)
Deferred debt issuance costs, net	$ 8,261	$ 150

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands			3 Months Ended		12 Months Ended
Fair Value Measurements (Details) - USD ($) $ in Thousands	Mar. 24, 2023	Feb. 03, 2023	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Feb. 02, 2023	Jan. 03, 2023
Fair Value Measurements (Details) [Line Items]
Liabilities, fair value			$ 5,500
Shares of common stock (in Shares)			1,887,919
Fair value converted notes totaled			$ 500
Change in fair value	$ 400
Fair value amount approximately			161,700		$ 161,700
Agreement issued		$ 2,000
Other income expense
Shares issued (in Shares)	1,903,429						2,500,000
Fair value amount approximately			$ 1,100
Warrants exercised (in Shares)			6,405,844
Warrants [Member]
Fair Value Measurements (Details) [Line Items]
Fair value amount approximately			$ 92,000
Fair value issuance			157,000
March Waiver Agreement [Member]
Fair Value Measurements (Details) [Line Items]
Fair value amount approximately			1,200
Line of Credit [Member]
Fair Value Measurements (Details) [Line Items]
Fair value amount approximately			2,000
Company withdrew amount		2,000
Fair value issuance		1,900	5,600
Other income expense		$ 100
Shares issued (in Shares)						45,000
Warrant Inducement and Exercise Agreement [Member]
Fair Value Measurements (Details) [Line Items]
Fair value amount approximately			$ 760
Shares issued (in Shares)			6,405,844		21,759,402
Common stock fair value			$ 1,260
Loss on extinguishment			500
February Waiver Agreement [Member]
Fair Value Measurements (Details) [Line Items]
Fair value amount approximately			$ 1,100
Shares issued (in Shares)			5,813,414
Common stock fair value			$ 700
Warrants outstanding (in Shares)			27,572,816

Fair Value Measurements (Deta_2

Fair Value Measurements (Details) - Schedule of fair value on a recurring basis into the fair value hierarchy - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Liabilities:
Convertible notes	$ 3,191	$ 1,654
Warrant liability	2,332	972
Quoted prices in active markets (Level 1) [Member]
Liabilities:
Convertible notes
Warrant liability
Significant other observable inputs (Level 2) [Member]
Liabilities:
Convertible notes
Warrant liability
Significant unobservable inputs (Level 3) [Member]
Liabilities:
Convertible notes	3,191	1,654
Warrant liability	$ 2,332	$ 972

Fair Value Measurements (Deta_3

Fair Value Measurements (Details) - Schedule of level 3 liabilities measured at fair value $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Convertible Notes [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance at beginning	$ 1,654
Conversion of October convertible notes	(516)
Issuance of convertible note in connection with Line of Credit	2,000
Warrants issued in connection with January promissory note
Warrants issued in connection with Line of Credit
Warrants issued in connection with inducement agreement
Warrants issued in connection with February waiver agreement
Change in fair value of convertible notes in connection with March waiver agreement	368
Fair value of warrants exercised
Loss on extinguishment of warrant liability
Gain on issuance of convertible note	(64)
Change in fair value	(251)
Balance at ending	3,191
Warrant Liability [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance at beginning	972
Conversion of October convertible notes
Issuance of convertible note in connection with Line of Credit
Warrants issued in connection with January promissory note	157
Warrants issued in connection with Line of Credit	5,593
Warrants issued in connection with inducement agreement	760
Warrants issued in connection with February waiver agreement	711
Change in fair value of convertible notes in connection with March waiver agreement
Fair value of warrants exercised	(759)
Loss on extinguishment of warrant liability	504
Gain on issuance of convertible note
Change in fair value	(5,606)
Balance at ending	$ 2,332

Fair Value Measurements (Deta_4

Fair Value Measurements (Details) - Schedule of significant unobservable inputs (Level 3 inputs)	1 Months Ended		3 Months Ended	12 Months Ended
	Feb. 28, 2023	Jan. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Dividend yield	0%	0%	0%	0%
Expected price volatility		50%		48.70%
Risk free interest rate		3.98%		4.74%
Expected term (in years)		5 years		9 months 18 days
Minimum [Member]
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Expected price volatility	47.60%		50%
Risk free interest rate	3.68%		3.60%
Expected term (in years)	5 years		4 years 7 months 6 days
Maximum [Member]
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Expected price volatility	60%		54%
Risk free interest rate	5.13%		3.65%
Expected term (in years)	6 years		4 years 9 months 18 days

Accrued Expenses (Details) - Sc

Accrued Expenses (Details) - Schedule of accrued expenses - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Schedule of Accrued Expenses [Abstract]
Payroll and related expenses	$ 155
Bonus		510
Taxes	25
Insurance	15	104
Other expenses	35	7
Total	$ 230	$ 621

Notes Payable (Details)

Notes Payable (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended		3 Months Ended	12 Months Ended
	Feb. 03, 2023	Jan. 03, 2023	Mar. 24, 2023	Oct. 19, 2022	Mar. 31, 2023	Dec. 31, 2022	Feb. 01, 2023
Notes Payable (Details) [Line Items]
Principal balance				$ 5,400	$ 150
Warrants to purchase shares (in Shares)				21,749,402
Conversion price at premium percentage			5%	54%
Original issue discount percentage				35%
Conversion price per share (in Dollars per share)				$ 0.49
Warrants exercise price (in Dollars per share)					$ 0.32
Expiration period					5 years
Additional percentage			5%
Total shares (in Shares)		2,500,000	1,903,429
Converted minimum price per share (in Dollars per share)			$ 0.157
Common stock of insurance shares (in Shares)					1,887,919
Total notes	$ 2,000				$ 2,000
Issuance date	60 days
Common stock , per share (in Dollars per share)	$ 0.5
Fair value notes					3,200
Senior secured notes		$ 1,200
Purchase warrants (in Shares)		2,500,000
Common stock for net proceeds		$ 1,000			$ 2,060
Warrant exercise price (in Dollars per share)					$ 0.322	$ 0.32
Warrant [Member]
Notes Payable (Details) [Line Items]
Warrants to purchase shares (in Shares)					5,813,414
Series E Preferred Stock [Member]
Notes Payable (Details) [Line Items]
Total shares (in Shares)							1,000
Notes paid					$ 4,000
Common Stock [Member]
Notes Payable (Details) [Line Items]
Notes paid					2,000
Notes [Member]
Notes Payable (Details) [Line Items]
Fair value notes					$ 100
Senior Secured Notes [Member]
Notes Payable (Details) [Line Items]
Conversion price at premium percentage		16.70%
Common stock of insurance shares (in Shares)					4,710,000
Senior Secured Convertible Notes [Member]
Notes Payable (Details) [Line Items]
Net proceeds				$ 3,500

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - USD ($) $ / shares in Units, $ in Thousands					1 Months Ended		3 Months Ended
	Feb. 02, 2023	Jan. 03, 2023	Jul. 31, 2022	Jul. 08, 2022	Jul. 22, 2022	Jul. 19, 2022	Mar. 31, 2023	Feb. 01, 2023	Dec. 31, 2022	Dec. 22, 2022	Nov. 17, 2022	Oct. 19, 2022
Stockholders’ Equity (Details) [Line Items]
Preferred stock, shares authorized							50,000,000		50,000,000
Preferred stock, par value (in Dollars per share)							$ 0.0001		$ 0.0001
Preferred stock, shares outstanding
Preferred stock, conversion price (in Dollars per share)									$ 1.3
Purchase of warrants		2,500,000
Exercise price (in Dollars per share)							$ 0.8
Cash paid (in Dollars)							$ 2,138		$ 821
Conversion price (in Dollars per share)												$ 0.49
Percentage of outstanding shares							19.99%
Preferred stock issuance (in Dollars)	$ 2,900
Fair value of additional capital (in Dollars)	$ 4,350
Common stock, shares authorized							800,000,000		800,000,000
Common stock with a fair value (in Dollars)							$ 600
Commissions and expenses (in Dollars)							$ 2,100
Issued shares							1,800,000
Restricted common stock shares Issued							500,000
Common stock, par value (in Dollars per share)							$ 0.0001		$ 0.0001
Underwriters purchase							62,500
Warrant Exercises [Member]
Stockholders’ Equity (Details) [Line Items]
Vested restricted stock units							6,405,844
Net proceeds (in Dollars)							$ 2,060
Weighted average price (in Dollars per share)							$ 0.32
Shares issued							149,251
Exercise of penny warrants							166,667
Exercise of stock options and received proceeds							655,095
Minimum [Member]
Stockholders’ Equity (Details) [Line Items]
Aggregate subscription percentage			1%
Common stock, shares authorized										200,000,000
Maximum [Member]
Stockholders’ Equity (Details) [Line Items]
Aggregate subscription percentage			10%
Common stock, shares authorized										800,000,000
ATM Offering [Member]
Stockholders’ Equity (Details) [Line Items]
Weighted average price (in Dollars per share)							$ 0.173
Net proceeds on sales							12,700,000
Agreement sales (in Dollars)							$ 2,100
Commissions and expenses (in Dollars)							$ 100
IPO [Member]
Stockholders’ Equity (Details) [Line Items]
Net proceeds (in Dollars)					$ 855,000
Common stock, par value (in Dollars per share)						$ 0.0001
Agreed to sell of common stock						1,250,000
Purchase of price per share (in Dollars per share)						$ 0.744
Offering price public (in Dollars per share)						$ 0.8
Additional shares						187,500
Proceeds from underwriter fee and commission (in Dollars)					70,000
Proceeds from offering cost (in Dollars)					$ 75,000
Series A Preferred Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Preferred stock, shares authorized							300	77,000	300
Preferred stock, par value (in Dollars per share)							$ 0.0001	$ 0.0001	$ 0.0001
Preferred stock, shares issued							251		251
Preferred stock, shares outstanding							251		251
Series B Preferred Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Preferred stock, shares authorized							1,500		1,500
Preferred stock, par value (in Dollars per share)							$ 0.0001		$ 0.0001
Preferred stock, shares issued							1,443		1,443
Preferred stock, shares outstanding							1,443		1,443
Series C Preferred Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Preferred stock, shares authorized							600,000		600,000
Preferred stock, par value (in Dollars per share)							$ 0.0001		$ 0.0001
Preferred stock, shares issued							500,756		500,756
Preferred stock, shares outstanding							500,756		500,756
Series D Preferred Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Preferred stock, shares authorized				7,000			7,000		7,000
Preferred stock, par value (in Dollars per share)				$ 0.0001			$ 0.0001		$ 0.0001
Preferred stock, shares issued			1,058				1,058		1,058
Preferred stock, shares outstanding							1,058		1,058
Stated value per share (in Dollars per share)				1,000
Preferred stock, conversion price (in Dollars per share)				$ 1.3					$ 0.5
Dividend percentage				12%
Preferred stock stated value percentage				125%
Preferred stock shares (in Dollars)			$ 1,100
Connection of issuance shares			1,058
Purchase of warrants			814,102
Exercise price (in Dollars per share)			$ 1.3
Cash paid (in Dollars)											$ 2,400
Increased the fair value (in Dollars)							$ 6,000
Series D Preferred Stock [Member] \| Minimum [Member]
Stockholders’ Equity (Details) [Line Items]
Conversion price (in Dollars per share)							$ 0.5
Series D Preferred Stock [Member] \| Maximum [Member]
Stockholders’ Equity (Details) [Line Items]
Conversion price (in Dollars per share)							$ 1.3
Series E Preferred Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Preferred stock, shares authorized							77,000	77,000	77,000
Preferred stock, par value (in Dollars per share)							$ 0.0001	$ 0.0001	$ 0.0001
Preferred stock, shares issued	5,000
Preferred stock, shares outstanding							5,000
Convertible shares								1,000
Percentage of outstanding shares							19.99%
Commitment fee with fair value (in Dollars)	$ 1,450
Fair value of additional shares	10,000
Equity Method Investment [Member]
Stockholders’ Equity (Details) [Line Items]
Ownership percentage							4.99%
Equity Method Investment [Member] \| Minimum [Member]
Stockholders’ Equity (Details) [Line Items]
Ownership percentage							4.99%
Equity Method Investment [Member] \| Maximum [Member]
Stockholders’ Equity (Details) [Line Items]
Ownership percentage							9.99%
Notes [Member]
Stockholders’ Equity (Details) [Line Items]
Preferred stock, shares issued							1,887,919
Common stock with a fair value (in Dollars)							$ 500
Second Anniversary [Member] \| First Anniversary [Member]
Stockholders’ Equity (Details) [Line Items]
Additional shares issued	5,000
First Anniversary [Member]
Stockholders’ Equity (Details) [Line Items]
Additional shares issued	10,000

Stock-Based Compensation, Res_3

Stock-Based Compensation, Restricted Stock and Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended			3 Months Ended	12 Months Ended
	Aug. 12, 2022	Mar. 17, 2023	Feb. 28, 2023	Dec. 16, 2020	Mar. 31, 2023	Dec. 31, 2022	Jun. 14, 2019
Stock-Based Compensation, Restricted Stock and Stock Options (Details) [Line Items]
Common stock available for issuance						4,200,000
Total number of outstanding shares, percentage					19.90%
Warrants issued purchase shares						21,759,402
Exercise price (in Dollars per share)					$ 0.322	$ 0.32
Stock option of cancelled shares					6,405,844
Weighted average exercise price (in Dollars per share)					$ 6,405,844
Exercise price per share (in Dollars per share)			$ 0.32		$ 0.32
Warrants to purchase shares			5,813,414
First orders value (in Dollars)	$ 85,450
Warrant issued, description	as additional consideration for the PO’s, the Company issued a warrant to Hudson to purchase 300,000 shares of the Company’s common stock at $0.75 per share. The warrant has a five-year life and expires on August 12, 2027.
Fair value of warrant issuance (in Dollars)					$ 161,700	$ 161,700
Prepaid asset (in Dollars)					$ 85,450
Issued a warrant shares					6,555,095
Total fair value (in Dollars)		$ 223,000
Warrant [Member]
Stock-Based Compensation, Restricted Stock and Stock Options (Details) [Line Items]
Issued a warrant shares		200,000
Exercise price (in Dollars per share)		$ 2
2020 plan [Member]
Stock-Based Compensation, Restricted Stock and Stock Options (Details) [Line Items]
Common stock available for issuance				5,333,333
Expire term				10 years
Equity compensation plan, description				The available shares in the 2020 Plan will automatically increase on the first trading day in January of each calendar year during the term of this Plan, commencing with January 2021, by an amount equal to the lesser of (i) five percent (5%) of the total number of shares of common stock issued and outstanding on December 31 of the immediately preceding calendar year, (ii) 1,000,000 shares of common stock or (iii) such number of shares of common stock as may be established by the Company’s Board of Directors.
2016 Equity Incentive Plan [Member] \| Minimum [Member]
Stock-Based Compensation, Restricted Stock and Stock Options (Details) [Line Items]
Number of shares issued							5,500,000
2016 Equity Incentive Plan [Member] \| Maximum [Member]
Stock-Based Compensation, Restricted Stock and Stock Options (Details) [Line Items]
Number of shares issued							7,333,333
Chief Financial Officer [Member]
Stock-Based Compensation, Restricted Stock and Stock Options (Details) [Line Items]
Granted restricted stock units					2,500,000
Fair value (in Dollars)					$ 320
Restricted Stock Units (RSUs) [Member]
Stock-Based Compensation, Restricted Stock and Stock Options (Details) [Line Items]
Granted restricted stock units					45,000
Fair value (in Dollars)					$ 500
Restricted stock units					1,000

Stock-Based Compensation, Res_4

Stock-Based Compensation, Restricted Stock and Stock Options (Details) - Schedule of stock-based compensation - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Schedule of Stock Based Compensation [Abstract]
Research and development expenses	$ 59	$ 55
Selling, general and administrative expenses	122	1,028
Total stock-based compensation	$ 181	$ 1,083

Stock-Based Compensation, Res_5

Stock-Based Compensation, Restricted Stock and Stock Options (Details) - Schedule of activity under the 2016 and 2020 plans $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Schedule of Activity Under the2016 and2020 Plans [Abstract]
Shares Underlying Options, Outstanding at Beginning Balance \| shares	9,513,624
Weighted Average Exercise Price, Outstanding at Beginning Balance \| $ / shares	$ 2.64
Weighted Average Remaining Contractual Term (Years), Outstanding at Beginning Balance	6 years 6 months
Aggregate Intrinsic Value, Outstanding at Beginning Balance \| $	$ 26,188
Shares Underlying Options, Outstanding at Ending Balance \| shares	9,423,486
Weighted Average Exercise Price, Outstanding at Ending Balance \| $ / shares	$ 2.63
Weighted Average Remaining Contractual Term (Years), Outstanding at Ending Balance	6 years 3 months 18 days
Aggregate Intrinsic Value, Outstanding at Ending Balance \| $
Shares Underlying Options, Exercisable \| shares	8,521,662
Weighted Average Exercise Price, Weighted Average Exercise Price, Exercisable \| $ / shares	$ 2.8
Weighted Average Remaining Contractual Term (Years), Exercisable	6 years
Aggregate Intrinsic Value, Exercisable \| $
Shares Underlying Options, Forfeited \| shares	(90,138)
Weighted Average Exercise Price, Forfeited \| $ / shares	$ 3.29
Weighted Average Remaining Contractual Term (Years), Forfeited

Stock-Based Compensation, Res_6

Stock-Based Compensation, Restricted Stock and Stock Options (Details) - Schedule of restricted stock activity	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Schedule of Restricted Stock Activity [Abstract]
Number of Shares, Unvested at Beginning Balance \| shares	628,780
Weighted Average Grant-Date Fair Value, Unvested at Beginning Balance \| $ / shares	$ 1.37
Number of Shares, Vested \| shares	(130,867)
Weighted Average Grant-Date Fair Value, Vested \| $ / shares	$ 1.55
Number of Shares, Unvested at Ending Balance \| shares	497,913
Weighted Average Grant-Date Fair Value, Unvested at Ending Balance \| $ / shares	$ 1.32

Stock-Based Compensation, Res_7

Stock-Based Compensation, Restricted Stock and Stock Options (Details) - Schedule of warrant (excluding penny warrants) activity - Warrant [Member]	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares
Class of Warrant or Right [Line Items]
Shares Underlying Warrants, Outstanding at beginning Balance \| shares	27,661,181
Weighted Average Exercise Price, Outstanding at beginning Balance \| $ / shares	$ 0.75
Weighted Average Remaining Contractual Term (Years), Outstanding at beginning Balance	4 years 6 months
Aggregate Intrinsic Value, Outstanding at t beginning Balance \| $
Shares Underlying Warrants, Outstanding at Ending Balance \| shares	36,019,595
Weighted Average Exercise Price, Ending Balance \| $ / shares	$ 0.65
Weighted Average Remaining Contractual Term (Years), Ending Balance	4 years 4 months 24 days
Aggregate Intrinsic Value, Ending Balance \| $
Shares Underlying Warrants, Issued \| shares	14,764,258
Weighted Average Exercise Price, Issued \| $ / shares	$ 0.32
Weighted Average Remaining Contractual Term (Years), Issued \| shares	4.7
Aggregate Intrinsic Value, Issued \| $
Shares Underlying Warrants, Exercised \| shares	(6,405,844)
Weighted Average Exercise Price, Exercised \| $ / shares	$ 0.32
Weighted Average Remaining Contractual Term (Years), Exercised \| $ / shares
Aggregate Intrinsic Value, Exercised \| $

Commitments and Contingencies_2

Commitments and Contingencies (Details) $ in Thousands

1 Months Ended

3 Months Ended

6 Months Ended

Mar. 04, 2022

Dec. 09, 2021

May 04, 2021 USD ($)

Oct. 01, 2017 USD ($)

Jul. 01, 2016 USD ($)

Mar. 08, 2016 USD ($)

Jan. 20, 2023 USD ($) ft²

Jan. 24, 2022 USD ($)

Mar. 31, 2023 USD ($)

Mar. 31, 2022 USD ($)

Jun. 30, 2019 USD ($)

Nov. 30, 2018 USD ($)

Dec. 31, 2022 USD ($)

Oct. 05, 2021 m²

Apr. 01, 2021

Commitments and Contingencies (Details) [Line Items]

Operating leases rent expense

$ 1,800

$ 1,200

$ 400

$ 7,550

$ 4,500

Eighth amendmen, description

the Company entered into
the eighth amendment to its lease with Oregon State University which expands the lease to now include approximately 703 square feet of
lab space, 768 square feet of cubicle space, 2,088 square feet of Highbay lab space, and 376 square feet of High bay storage space in
a building commonly known as Building 11.

Operating expense

$ 41,323

$ 44,252

Lease term

5 years

Monthly lease expense

$ 7,388

Increases lease commencement date percentage

Deposit

$ 8,315

Operating lease liabilities

$ 1,800

Right-of-use assets

1,709

$ 1,842

Rent expenses

200

$ 200

Pacific N.W. Properties, LLC [Member]

Commitments and Contingencies (Details) [Line Items]

Right-of-use assets

$ 1,700

Maximum [Member]

Commitments and Contingencies (Details) [Line Items]

Square feet | ft²

768

Minimum [Member]

Commitments and Contingencies (Details) [Line Items]

Square feet | ft²

288

Hudson 11601 Wilshire LLC [Member]

Commitments and Contingencies (Details) [Line Items]

Lease agreement description

On March 4, 2021, the Company entered into a lease
agreement with Hudson 11601 Wilshire, LLC, to lease 3,500 square feet of office space located in Los Angeles, California. The lease term
is 39 months and expires on June 30, 2024. The monthly lease expense is as follows:

●
Months 1-12
-
$18,375

●
Months 13-24
-
$19,018

●
Months 25-36
-
$19,683

●
Months 37-39
-
$20,372
The Company paid a security deposit totaling $20,373
at the lease inception date.

Pacific N.W. Properties, LLC [Member]

Commitments and Contingencies (Details) [Line Items]

Lease agreement description

On December 9, 2021, the Company entered into
the first amendment to its lease agreement with Pacific N.W. Properties, LLC. The lease amendment revises the lease commencement date
to December 9, 2021 and the lease expiration date to February 28, 2027. The revised monthly lease expense is as follows:

●
Months 1-2
-
$15,357

●
Months 3-12
-
$21,500

●
Months 13-24
-
$22,145

●
Months 25-36
-
$22,809

●
Months 37-48
-
$23,494

●
Months 49-60
-
$24,198

●
Months 61-62
-
$24,924

Pacific N.W. Properties, LLC [Member]

Commitments and Contingencies (Details) [Line Items]

Square feet | m²

26,963

Commitments and Contingencies_3

Commitments and Contingencies (Details) - Schedule of lease expense - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Operating leases:
Operating lease cost	$ 190	$ 190
Variable lease cost	58	19
Operating lease expense	$ 248	$ 209

Commitments and Contingencies_4

Commitments and Contingencies (Details) - Schedule of supplemental cash flow information related to leases - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Schedule of Supplemental Cash Flow Information Related to Leases [Abstract]
Operating cash flows - operating leases	$ 192	$ 153
Right-of-use assets obtained in exchange for operating lease liabilities		$ 2,336
Weighted-average remaining lease term – operating leases (in years)	3 years	3 years 10 months 24 days
Weighted-average discount rate – operating leases	12%	12%

Commitments and Contingencies_5

Commitments and Contingencies (Details) - Schedule of future minimum payments $ in Thousands	Mar. 31, 2023 USD ($)
Schedule of Future Minimum Payments [Abstract]
Nine months ended December 31, 2023	$ 584
Year ended December 31, 2024	678
Year ended December 31, 2025	475
Year ended December 31, 2026	390
Year ended December 31, 2027	58
Total	2,185
Less present value discount	(379)
Operating lease liabilities	$ 1,806

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member] $ in Thousands	Apr. 30, 2023 USD ($)
Subsequent Events (Details) [Line Items]
Security deposit	$ 150,000
Security paying	$ 115,394