Financial Performance - Total revenues for Q1 2024 were 43,831,adecreaseof63.7121,010 in Q1 2023[23] - Gross profit for Q1 2024 was 15,851,down79.878,264 in Q1 2023[23] - Net loss for Q1 2024 was 822,358,comparedtoanetlossof1,721,549 in Q1 2023, representing a 52.2% improvement[23] - Operating loss for Q1 2024 was 899,066,animprovementfromanoperatinglossof1,743,653 in Q1 2023[23] - Basic and diluted loss per share improved to (0.26)inQ12024from(2.46) in Q1 2023[23] - Total comprehensive loss for the three months ended March 31, 2024, was 822,358,adecreaseof899,191 or 52% compared to 1,721,549forthesameperiodin2023[127]CashandAssets−Cashandcashequivalentsdecreasedto3,490,095 as of March 31, 2024, from 4,447,003attheendof2023,adeclineof21.66,265,748 as of March 31, 2024, down 13.5% from 7,244,231attheendof2023[21]−Stockholders′equitydecreasedto5,699,908 as of March 31, 2024, from 6,458,578attheendof2023,adeclineof11.81,739,404, with 627,704inLevel1assetsand1,111,700 in Level 3 assets[62] - The fair value of Level 1 assets decreased by 13,857fromDecember31,2023,toMarch31,2024[62]StrategicActionsandPartnerships−ThecompanycompletedamergerandnamechangetoN2OFF,Inc.effectiveMarch19,2024,followingstockholderapproval[33]−ThecompanyenteredintoasecuritiesexchangeagreementwithPlantifyFoods,Inc.onMarch31,2023,focusingonplant−basedproducts[35]−Thecompanyisexploringfinancingthroughadditionalequitysecuritiesorstrategicpartnerships,butthereissubstantialdoubtaboutitsabilitytosecuresufficientfunds[43]−ThecompanyhasenteredintoaStandbyEquityPurchaseAgreement(SEPAII)withaninvestortopurchaseupto20 million in common stock over 36 months, with shares priced at 94% of the lowest volume weighted average trading price[75] - The company has entered into a credit facility with Plantify, allowing for borrowing up to 250,000ataninterestrateof830 million since inception[41] - Management expects continued losses and negative cash flows, projecting existing cash will fund operations until the end of Q2 2025[42] Expenses and Cost Management - Research and development expenses for the three months ended March 31, 2024, were 115,866,adecreaseof3,042 or 3% compared to 118,908forthesameperiodin2023,attributedtocostreductionmeasures[122]−SellingandmarketingexpensesforthethreemonthsendedMarch31,2024,were57,248, a decrease of 11,898or1769,146 for the same period in 2023, mainly due to reduced personnel costs[124] - General and administrative expenses for the three months ended March 31, 2024, were 741,803,adecreaseof892,060 or 55% compared to 1,633,863forthesameperiodin2023,primarilyduetolowershare−basedcompensationandprofessionalservices[125]ShareholderandStockInformation−Thecompanyissued10,000and18,333sharesofcommonstocktotheinvestorinMarch2024foratotalconsiderationof39,950[78] - As of March 31, 2024, the company had outstanding stock options totaling 27,518, with an average exercise price of 23.69andanaggregateintrinsicvalueof0[81] - The company issued a 1,500,000promissorynotetoYAIIPN,Ltd.,withproceedsof1,455,000, reflecting a 3% original issue discount[106] - The company issued 3,508 shares of common stock to a consultant for services, exempt from registration requirements[150] Compliance and Internal Controls - As of March 31, 2024, the company's disclosure controls and procedures were evaluated as effective by the Principal Executive Officer and Principal Financial Officer[143] - There were no changes in internal control over financial reporting that materially affected the company during the reporting period[144] - The company had no pending legal proceedings involving any directors, officers, or significant shareholders[146] - The company is classified as a smaller reporting company and is not required to provide certain disclosures under the Exchange Act[142] - The report includes various certifications pursuant to the Sarbanes-Oxley Act by the Principal Executive Officer and Principal Financial Officer[154]