DISCONTINUED OPERATIONS

9 Months Ended

Sep. 30, 2024

Discontinued Operations and Disposal Groups [Abstract]

DISCONTINUED OPERATIONS

NOTE 5 — DISCONTINUED OPERATIONS

The summary of gain (loss) from discontinued operations, net of tax, for the three and nine months ended September 30, 2024 are as follows:

			Three Months Ended September 30, 2024							Nine Months Ended September 30, 2024							Three Months Ended September 30, 2023									Nine Months Ended September 30, 2023
	Qualigen, Inc.		NanoSynex		Total		Qualigen, Inc.			NanoSynex		Total			Qualigen, Inc.		NanoSynex			Total			Qualigen, Inc.			NanoSynex			Total
Loss on disposal of discontinued operations, net of tax	$	—	$	—	$	—	$	—		$	—	$	—		$	90,778	$	68,729		$	159,507		$	(171,701	)	$	(511,307	)	$	(683,008	)
Income (loss) from discontinued operations, net of tax		—		—		—		(100,000	)		—		(100,000	)		3,859,465		(4,479,010	)		(619,545	)		3,859,465			(4,479,010	)		(619,545	)
GAIN (LOSS) FROM DISCONTINUED OPERATIONS	$	—	$	—	$	—	$	(100,000	)	$	—	$	(100,000	)	$	3,950,243	$	(4,410,281	)	$	(460,038	)	$	3,687,764		$	(4,990,317	)	$	(1,302,553	)

Sale of Qualigen Inc.

On July 20, 2023, the Company completed the sale of Qualigen, Inc., its formerly wholly-owned subsidiary, to Chembio Diagnostics, Inc. for net cash consideration of $5.4 million, of which $4.9 million was received during the year ended December 31, 2023, and $450,000 was being held in escrow until January 20, 2025 to satisfy certain Company indemnification obligations. On June 4, 2024, the escrow account was settled early by mutual agreement of the Company and the buyer resulting in cash proceeds to the Company of $350,000 and a loss on disposal of discontinued operations of $100,000 for the nine months ending September 30, 2024. There was no other activity related to Qualigen, Inc. during the three and nine months ended September 30, 2024.

There were no assets and liabilities remaining related to Qualigen, Inc. as of September 30, 2024 or December 31, 2023.

The Company reclassified the following statement of operations items to discontinued operations for the three and nine months ended September 30, 2023:

	For the Three Months Ended September 30,		For the Nine Months September 30,
	2023		2023
REVENUES
Net product sales	$	426,920	$	3,661,121
Total revenues		426,920		3,661,121
EXPENSES
Cost of product sales		269,747		2,551,114
General and administrative		26,346		610,559
Research and development		2,612		206,819
Sales and marketing		37,288		405,626
Total expenses		335,993		3,774,118
OTHER EXPENSE (INCOME), NET
Loss on disposal of equipment held for lease		—		63,302
Other expense (income), net		149		(4,898	)
Loss on fixed asset disposal		—		300
Total other expense (income), net		149		58,704
INCOME (LOSS) FROM DISCONTINUED OPERATIONS OF QUALIGEN, INC.		90,778		(171,701	)
Gain on sale of Qualigen, Inc.		3,859,465		3,859,465
INCOME (LOSS) FROM DISCONTINUED OPERATIONS OF QUALIGEN, INC.	$	3,950,243	$	3,687,764

Amendment and Settlement Agreement with NanoSynex Ltd.

On July 20, 2023, the Company entered into and effectuated the NanoSynex Amendment, reducing its ownership from approximately 52.8% to approximately 49.97% of the voting equity of NanoSynex, and deconsolidation of the subsidiary. On November 22, 2023, the Company further agreed to eliminate the Company’s obligations to lend additional funds to NanoSynex by surrendering shares of Series A-1 Preferred Stock of NanoSynex in an amount that reduced the Company’s ownership in NanoSynex voting equity from approximately 49.97% to 39.90%.

On the date of deconsolidation, the Company recognized its retained investment at fair value, which during the preparation of these financial statements was determined to be de minimis based on various economic, industry, and other factors. As a result, the Company has discontinued recognition of its proportionate share of equity method losses following the date of initial recognition. Future equity method earnings, if any, will not be recognized until the amount exceeds the unrecognized net losses in prior periods.

There were no assets and liabilities recognized related to NanoSynex as of September 30, 2024 or December 31, 2023.

There was no activity related to NanoSynex during the three and nine months ended September 30, 2024. The Company reclassified the following statement of operations items to discontinued operations for the three and nine months ended September 30, 2023:

	For the Three Months Ended September 30,			For the Nine Months September 30,
	2023			2023
EXPENSES
Research and development	$	81,640		$	869,064
Total expenses		81,640			869,064
Loss on disposal of discontinued operations		4,479,010			4,479,010
(BENEFIT) PROVISION FOR INCOME TAXES		(150,369	)		(357,757	)
LOSS FROM DISCONTINUED OPERATIONS OF NANOSYNEX, LTD.		(4,410,281	)		(4,990,317	)
Loss attributable to noncontrolling interest		(1,276,969	)		(1,578,481	)
NET LOSS ATTRIBUTABLE TO STOCKHOLDERS	$	(3,133,312	)	$	(3,411,836	)