Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from _______ to _______

Commission File Number: 001-39199

TRxADE HEALTH, INC.

(Exact name of registrant as specified in its charter)

Delaware		46-3673928
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

2420 Brunello Trace
Lutz, Florida		33558
(Address of principal executive offices)		(Zip code)

(800) 261-0281

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.00001 Par Value Per Share

MEDS

The NASDAQ Stock Market LLC

(The NASDAQ Capital Market)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

There were 1,247,169 shares of the registrant’s common stock outstanding on August 10, 2023 and no shares of preferred stock outstanding.

TRxADE HEALTH, INC.

FORM 10-Q

For the Quarter Ended June 30, 2023

TABLE OF CONTENTS

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS	3

PART I: FINANCIAL INFORMATION	4

ITEM 1. FINANCIAL STATEMENTS	4

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	19

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	28

ITEM 4. CONTROLS AND PROCEDURES	28

PART II. OTHER INFORMATION	30

ITEM 1. LEGAL PROCEEDINGS	30

ITEM 1A. RISK FACTORS	30

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	33

ITEM 3. DEFAULTS UPON SENIOR SECURITIES	33

ITEM 4. MINE SAFETY DISCLOSURES	33

ITEM 5. OTHER INFORMATION	33

ITEM 6. EXHIBITS	34

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (“Report”), including without limitation, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains forward-looking statements, within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995, regarding future events and the future results of the Company that are based on current expectations, estimates, forecasts, and projections about the industry in which the Company operates and the beliefs and assumptions of the management of the Company. Words such as “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” variations of such words, and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are only predictions and are subject to risks, uncertainties and assumptions that are difficult to predict. These factors include, but are not limited to:

	●	Our limited amount of cash;
	●	The negative effect on our business and our ability to raise capital that is created by the fact that there is a substantial doubt about our ability to continue as a going concern;
	●	Risks of our operations not being profitable;
	●	Claims relating to alleged violations of intellectual property rights of others;
	●	Technical problems with our websites;
	●	Risks relating to implementing our acquisition strategies;
	●	Negative effects on our operations associated with the opioid pain medication health crisis;
	●	Regulatory and licensing requirement risks;
	●	Risks related to changes in the U.S. healthcare environment;
	●	The status of our information systems, facilities and distribution networks;
	●	Risks associated with the operations of our more established competitors;
	●	Regulatory changes;
	●	Healthcare fraud;
	●	The potential impact of some future pandemic;
	●	Inflation, rising interest rates, governmental responses thereto and possible recessions caused thereby.
	●	Changes in laws or regulations relating to our operations;
	●	Privacy laws;
	●	System errors;
	●	Dependence on current management;
	●	Our growth strategy;

● Risks related to the disruption of management’s attention from ongoing business operations due to pursuit of requirements related to being a listed company; and

● Other factors discussed in this Quarterly Report on Form 10-Q and in Part I, Item 1A. “Risk Factors” in Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Form 10-K.

While forward-looking statements reflect our good faith beliefs, assumptions and expectations, they are not guarantees of future performance. The forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q. Furthermore, we disclaim any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Moreover, because we operate in a very competitive and rapidly changing environment, new risk factors are likely to emerge from time to time. We caution investors not to place undue reliance on these forward-looking statements and urge you to carefully review the disclosures we make concerning risks in this Quarterly Report and in Part I, Item 1A. “Risk Factors” and Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K and Part II, Item 1A. “Risk Factors” in the Quarterly Report for the period ending March 31, 2023, filed with the Securities and Exchange Commission (SEC) on May 15, 2023. Readers of this Quarterly Report on Form 10-Q should also read our other periodic filings made with the SEC and other publicly filed documents for further discussion regarding such factors.

PART I: FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

TRxADE HEALTH, INC.

Consolidated Balance Sheets

June 30, 2023 and December 31, 2022

(Unaudited)

	June 30,			December 31,
	2023			2022
Assets
Current Assets
Cash	$	745,561		$	1,111,156
Accounts receivable, net		799,436			728,601
Inventory		161,259			119,582
Prepaid assets		388,789			110,945
Current assets of discontinued operations		-			22,837
Total Current Assets		2,095,045			2,093,121

Property plant and equipment, net		59,571			65,214
Intangible assets and capitalized software, net		589,720			450,845
Deposits		49,031			49,031
Operating lease right-of-use assets		951,618			1,051,815
Total Assets	$	3,744,985		$	3,710,026

Liabilities and Shareholders’ Equity
Current Liabilities
Accounts payable		863,579			682,653
Accrued liabilities		376,312			290,013
Other current liabilities		792,078			67,517
Contingent funding liabilities		62,390			108,036
Current portion lease liabilities		211,427			196,872
Warrant liability		1,957,161			588,533
Notes payable— related party		-			166,667
Current liabilities of discontinued operations		-			46,500
Total Current liabilities		4,262,947			2,146,791

Long Term Liabilities
Other long-term liabilities — leases		776,565			887,035
Notes payable- related party		-			333,333

Total Liabilities		5,039,512			3,367,159

Stockholders’ Equity

Series A preferred stock, $0.00001 par value; 10,000,000 shares authorized; none issued and outstanding, as of June 30, 2023 and December 31, 2022.		-			-
Common stock, $0.00001 par value; 6,666,667 shares authorized; 682,520 and 626,247 shares issued and outstanding, as of June 30, 2023 and December 31, 2022, respectively		7			6
Additional paid-in capital		20,585,803			20,482,666
Retained deficit		(21,880,337	)		(19,719,536	)
Total		(1,294,527	)		763,136
Non-controlling interest in subsidiary		-			(420,269	)
Total Stockholders’ equity		(1,294,527	)		342,867

Total Liabilities and Stockholders’ Equity	$	3,744,985		$	3,710,026

The accompanying notes are an integral part of the unaudited consolidated financial statements.

TRxADE HEALTH, INC.

Consolidated Statements Of Operations

For the Three and Six Months Ended June 30, 2023 and 2022

(Unaudited)

	2023			2022			2023			2022
	For the Three Months Ended June 30,						Six Months Ended June 30,
	2023			2022			2023			2022

Revenues	$	2,251,076		$	3,278,729		$	4,498,826		$	6,519,001

Cost of sales		606,349			2,107,815			1,297,019			4,012,384
Gross Profit		1,644,727			1,170,914			3,201,807			2,506,617

Operating Expenses:
Wage and salary expense		820,957			1,178,124			1,726,858			2,248,082
Professional fees		229,624			111,057			369,285			212,066
Accounting and legal expense		193,446			139,858			441,663			376,079
Technology expense		441,376			298,062			674,662			543,847
General and administrative		304,949			546,919			682,370			1,198,221
Total operating expenses		1,990,352			2,274,020			3,894,838			4,578,295

Operating Loss		(345,625	)		(1,103,106	)		(693,031	)		(2,071,678	)

Nonoperating income (expense)
Change in fair value of warrant liability		(1,448,519	)		-			(1,368,628	)		-
Interest income		-			-			4,198
Gain on disposal of asset		-			-			-			4,100
Interest expense		(180,734	)		(9,155	)		(243,126	)		(10,519	)
Total nonoperating expense		(1,629,253	)		(9,155	)		(1,607,556	)		(6,419	)
Net Loss from continuing operations		(1,974,878	)		(1,112,261	)		(2,300,587	)		(2,078,097	)

Net Loss on discontinued operations, net of tax		-			-			(352,244	)		-

Net loss attributable to TRxADE Health, Inc.	$	(1,974,878	)	$	(1,083,763	)	$	(2,652,831	)	$	(2,043,910	)

Net loss attributable to non-controlling interests		-			(28,498	)		-			(34,187	)

Basic and diluted net loss per common share:
Continuing operations	$	(2.90	)	$	(2.04	)	$	(3.41	)	$	(3.81	)
Continuing operations, basic	$	(2.90	)	$	(2.04	)	$	(3.41	)	$	(3.81	)
Discontinued operations	$	-		$	-		$	(0.52	)	$	-
Discontinued operations, basic	$	-		$	-		$	(0.52	)	$	-
Net loss attributable to common stockholders	$	(2.90	)	$	(1.99	)	$	(3.93	)	$	(3.75	)
Net loss attributable to common stockholders, basic	$	(2.90	)	$	(1.99	)	$	(3.93	)	$	(3.75	)
Weighted average common shares outstanding - basic and diluted		681,199			545,403			675,143			545,306

The accompanying notes are an integral part of the unaudited consolidated financial statements.

TRxADE HEALTH, INC.

Consolidated Statements of Changes in Stockholders’ Equity

For the Three and Six Months Ended June 30, 2023, and 2022

(Unaudited)


	Preferred stock				Common Stock				Additional Paid-in		Accumulated			Non-Controlling Interest in			Total Stockholders’
	Shares		$ Amount		Shares		$ Amount		Capital		Deficit			Subsidiaries			Equity

Balance at December 31, 2022		-	$	-		626,247	$	6	$	20,482,666	$	(19,719,536	)	$	(420,269	)	$	342,867
Common stock issued for services				-		14,362		-		63,486		-			-			63,486
Warrants exercised for cash				-		40,116		1		6		-			-			7
Disposition of assets, related party		-		-		-		-		-		492,030			420,269			912,299
Options expense				-		-		-		14,434		-			-			14,434
Net loss				-		-		-		-		(677,953	)		-			(677,953	)
Balance at March 31, 2023		-	$	-		680,725	$	7	$	20,560,592	$	(19,905,459	)	$	-		$	655,140
Common stock issued for services				-		-		-		15,813		-			-			15,813
Warrants exercised for cash				-		1795		-		1,615		-			-			1,615
Options expense				-		-		-		7,783		-			-			7,783
Net loss				-		-		-		-		(1,974,878	)		-			(1,974,878	)
Balance at June 30, 2023		-	$	-		682,520	$	7	$	20,585,803	$	(21,880,337	)	$	-		$	(1,294,527	)

Balance at December 31, 2021		-	$	-		544,430	$	5	$	20,017,605	$	(16,247,437	)	$	-		$	3,770,173
Capital contributions				-		-		-		-		-			792,500			792,500
Common stock issued for services				-		-		-		32,083		-			-			32,083
Capital distributions				-		-		-		-		-			(775,000	)		(775,000	)
Warrants exercised for cash				-		972		-		875		-			-			875
Options expense				-		-		-		32,783		-			-			32,783
Net loss				-		-		-		-		(960,147	)		(5,689	)		(965,836	)
Balance at March 31, 2022		-	$	-		545,402	$	5	$	20,083,346	$	(17,207,584	)	$	11,811		$	2,887,578
Common stock issued for services				-		-		-		12,222		-			-			12,222
Options expense				-		-		-		16,994		-			-			16,994
Net loss				-		-		-		-		(1,083,763	)		(28,498	)		(1,112,261	)
Balance at June 30, 2022		-	$	-		545,402	$	5	$	20,112,562	$	(18,291,347	)	$	(16,687	)	$	1,804,533

The accompanying notes are an integral part of the unaudited consolidated financial statements

TRxADE HEALTH, INC.

Consolidated Statements of Cash Flows

For The Six Months Ended June 30, 2023 and 2022

(Unaudited)

	2023			2022
	Six months Ended June 30,
	2023			2022
Cash flows from operating activities:
Net loss	$	(2,652,831	)	$	(2,078,097	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense		5,643			8,994
Options expense		22,217			49,777
Common stock issued for services		79,299			44,305
Bad debt recovery		(32,074	)		(98,841	)
Gain on sale of asset		-			(4,100	)
Amortization of right of use assets		100,197			85,811
Amortization of intangible assets		-			14,700
Changes in operating assets and liabilities:
Accounts receivable, net		(38,761	)		58,746
Prepaid assets and deposits		28,308			84,250
Inventory		(41,677	)		(70,860	)
Lease liability		(95,915	)		(77,275	)
Accounts payable		180,926			718,164
Accrued liabilities		(219,853	)		(53,506	)
Inventory deposits		-			(875,321	)
Current liabilities		724,561			14,199
Warrant liability		1,368,628			-

Net cash used in operating activities from continuing operations		(571,332	)		(2,180,664	)
Net cash (used in) provided by operating activities from discontinued operations		(31,633	)		1,610
Net cash used in operating activities		(602,965	)		(2,179,054	)

Cash flows from investing activities:
Sale of fixed assets		-			23,000
Investment in capitalized software		(138,875	)		(280,172	)
Net cash used in investing activities from continuing operations		(138,875	)		(257,172	)
Net cash provided by investing activities from discontinued operations		420,269			-
Net cash provided by (used in) investing activities		281,394			(257,172	)

Cash flows from financing activities:
Repayment of contingent liability		(870,646	)		-
Proceeds from sale of future revenue		825,000			550,000
Distributions to non-controlling interest		-			(275,000	)
Proceeds from exercise of warrants		1,622			875
Net cash (used in) provided by financing activities from continuing operations		(44,024	)		550,875
Net cash used in financing activities from discontinued operations		-			(275,000	)
Net cash (used in) provided by financing activities		(44,024	)		275,875

Net change in cash		(365,595	)		(2,160,351	)
Cash at beginning of the year		1,111,156			3,122,578
Cash at end of the period	$	745,561		$	962,227

Supplemental disclosure of cash flow information
Cash paid for interest	$	243,126		$	3,328
Cash paid for income taxes	$	-		$	-
Non-Cash Transactions
Insurance premium financed	$	306,152		$	220,354
Note cancelled from SOSRx agreement termination	$	500,000		$	-
Note issued as SOSRx contribution	$	-		$	500,000
Intangible Asset Contribution from non-controlling interest	$	-		$	792,500
Disposition of assets, related party	$	492,030		$	-

The accompanying notes are an integral part of the unaudited consolidated financial statements.

NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION

TRxADE HEALTH, INC. (“we”, “our”, “Trxade”, and the “Company”) owns 100% of Trxade, Inc., Integra Pharma Solutions, LLC, Community Specialty Pharmacy, LLC, Alliance Pharma Solutions, LLC, and Bonum Health, LLC. The merger of Trxade, Inc. and TRxADE HEALTH, INC. (formerly named Trxade Group, Inc.) occurred in May 2013. Community Specialty Pharmacy was acquired in October 2018. SOSRx was created in February 2022 between Exchange Health, LLC. and Trxade.

Trxade, Inc., operates a web-based market platform that enables commerce among healthcare buyers and sellers of pharmaceuticals, accessories and services.

Integra Pharma Solutions, LLC (d.b.a. Trxade Prime), is a licensed pharmaceutical wholesaler and sells brand, generic and non-drug products to customers. Trxade Prime customers include all healthcare markets including government organizations, hospitals, clinics and independent pharmacies nationwide.

Alliance Pharma Solutions, LLC (d.b.a. DelivMeds) invested in SyncHealth MSO, LLC, a managed services organization, in January 2019, which investment was divested in February 2020. DelivMeds is currently being rebranded and the consumer-based app is still being developed. To date, we have not generated any revenue from this product.

Community Specialty Pharmacy, LLC, is an accredited independent retail pharmacy with a focus on a community-based model offering home delivery services to patients.

On January 20, 2023, the Company entered into Membership Interest Purchase Agreements to sell 100% of the outstanding membership interests of the Company’s subsidiaries, Alliance Pharma Solutions, LLC and Community Specialty Pharmacy, LLC. The Company will receive consideration in the amount of $125,000 for Alliance Pharma Solutions, LLC and $100,000 for Community Specialty Pharmacy, LLC. The Company also agreed to enter into a Master Service Agreement to operate the businesses prior to closing, additional amounts owed to the Company as a result of this Master Service Agreement are estimated to total approximately an aggregate of $266,000 as of the closing date, currently expected to occur on April 30, 2023.

Bonum Health, LLC, was formed to hold certain telehealth assets acquired in October 2019. The “Bonum Health Hub” was launched in February 2020; however, due to the COVID-19 pandemic, the Company does not anticipate installations moving forward. The Bonum Health mobile application is available on a subscription basis, primarily as a stand-alone telehealth software application that can be licensed on a business-to-business (B2B) model to clients as an employment health benefit for the clients’ employees.

SOSRx, LLC was formed on February 15, 2022. The Company entered into a relationship with Exchange Health, LLC, a technology company providing an online platform for manufacturers and suppliers to sell and purchase pharmaceuticals (“Exchange Health”). SOSRx LLC, a Delaware limited liability company (“SOSRx”), was formed, which was owned 51% by the Company and 49% by Exchange Health. SOSRx did not generate material revenue and in February of 2023, the Company voluntarily withdrew from the joint venture agreement. The asset impairment is reflected in the statement of operations for Fiscal 2022 as impairment of intangible asset. As part of the voluntary withdrawal the Company has recorded loss from discontinued operations reflected in the unaudited consolidated statement of operations in the amount of $352,244 for the six-month period ended June 30, 2023.

Basis of Presentation - The accompanying unaudited interim consolidated financial statements of TRxADE HEALTH, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the SEC and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, as filed with the SEC on March 27, 2023.

In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements that would substantially duplicate the disclosures contained in the audited financial statements for the year ended December 31, 2022, as reported in the Company’s Annual Report on Form 10-K have been omitted.

Stock Split - Effective June 21, 2023, the Company executed a 1:15 reverse stock split for stockholders of record on that date. This was executed to comply with the Nasdaq Listing Rule 5550(a)(2) to have the price of the stock above $1. All share and per share information included in these financial statements and notes thereto have been retroactively adjusted to give effect to the Reverse Stock Split, which became effective on June 21, 2023.

Recently Issued Accounting Pronouncements - In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). ASU 2016-13 requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted ASU 2016-13 effective January 1, 2023. The Company determined that the update applied to trade receivables, but that there was no material impact to the consolidated financial statements from the adoption of ASU 2016-13.

From time to time, new accounting pronouncements are issued by the Financial Accounting Standard Board or other standard setting bodies that the Company adopts as of the specified effective date. The Company does not believe that the impact of recently issued standards that are not yet effective will have a material impact on the Company’s financial position or results of operations upon adoption.

Accounts Receivable – The Company’s receivables are from customers and are typically collected within 90 days. The Company determines the allowance based on known troubled accounts, historical experience, and other currently available evidence. During the six months ended June 30, 2023, and 2022, bad debt expense was a recovery of $32,074 from the GSG lawsuit and $98,841 respectively.

The Company had an Account Receivable with a single customer, GSG PPE, LLC (“GSG”), for the amount of $630,000 which was past due. The Company had obtained a Note Receivable which was due on September 30, 2021 and remained unpaid. The Company did not believe the amount to be collectible without legal actions, and therefore, recorded bad debt expense reflected on the consolidated statement of operations at December 31, 2021. The note was not paid pursuant to its terms and the Company had filed a suit to collect on the note and the personal guaranty securing the note. The Company settled the lawsuit in June of 2022 (See “NOTE 10 – CONTINGENCIES”, below).

Other Receivables – The Company’s other receivables balance is from one vendor. On May 20, 2022, effective as of May 18, 2022, Community Specialty Pharmacy, LLC (“CSP”) entered into an agreement to acquire COVID-19 testing kits from a third-party vendor for an aggregate of $1,200,000, of which $875,000 was paid on May 23, 2022. The Company received the COVID-19 testing kits in July 2022. On August 18, 2022 the Company was informed by the vendor that the vendor had received a letter from the U.S. Food and Drug Administration (“FDA”) that the COVID-19 test kits were misbranded under Section 502(o) of the Federal Food. Drug, and Cosmetic Act (“FDC Act”) (21 USC 352(o)) and adulterated under Section 501(f) of the FDC Act (21 USC 351(f)). Furthermore, the vendor informed the Company that the letter from the FDA also stated that because of the FDA’s prohibition on the distribution of adulterated and/or misbranded devices applies to all parties along the distribution chain, the FDA was advising the vendor against furthering the distribution of the COVID-19 test kits in interstate commerce. The company wrote the amount off as a loss of inventory at 12/31/2022.

Income (loss) Per Common Share – Basic net income per common share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding. Diluted net income per common share is computed similar to basic net income per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The dilutive effect of the Company’s options and warrants is computed using the treasury stock method. As of June 30, 2023, we had 177,536 outstanding warrants to purchase shares of common stock and 17,852 options to purchase shares of common stock. As part of the termination of the White Lion deal, White Lion was issued 50,000 shares of stock per the agreement on March 1, 2023. Armistice Capital executed its pre-funded warrants on January 4, 2023, and purchased 601,740 shares of stock with a purchase price of $6.02.

The following table sets forth the computation of basic and diluted loss per share:

	2023			2022			2023			2022
	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2023			2022			2023			2022
Numerator:
Net loss from continuing operations	$	(1,974,878	)	$	(1,112,261	)	$	(2,300,587	)	$	(2,078,097	)
Net loss from discontinued operations	$	-		$	-			(352,244	)	$	-
Numerator for basic and diluted EPS - income available to common stockholders		(1,974,878	)	$	(1,083,763	)		(2,652,831	)	$	(2,043,910	)
Denominator:
Denominator for basic and diluted EPS – weighted average shares		681,199			545,403			675,143			545,306
Denominator for basic EPS – weighted average shares		681,199			545,403			675,143			545,306
Basic and diluted loss per common share	$	(2.90	)	$	(1.99	)	$	(3.93	)	$	(3.75	)
Basic loss per common share	$	(2.90)		$	(1.99)		$	(3.93	)	$	(3.75	)
Continuing operations	$	(2.90	)	$	(1.99	)	$	(3.41	)	$	(3.81	)
Continuing operations, basic	$	(2.90	)	$	(1.99	)	$	(3.41	)	$	(3.81	)
Discontinued operations	$	-		$	-		$	(0.52	)	$	-
Discontinued operations, basic	$	-		$	-		$	(0.52	)	$	-

NOTE 2 – GOING CONCERN

The accompanying interim consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business within one year after the date the consolidated financial statements are issued. In accordance with Financial Accounting Standards Board, or the FASB, Accounting Standards Update No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40), our management evaluates whether there are conditions or events, considered in aggregate, that raise substantial doubt about our ability to continue as a going concern within one year after the date that the financial statements are issued.

As of June 30, 2023 the Company had an accumulated deficit of $21.9 million. We have limited financial resources. As of June 30, 2023 we had a working capital deficit of $2.2 million and a cash balance of $746,000. We will need to raise additional capital or secure debt funding to support on-going operations. The sources of this capital are expected to be the sale of equity and debt, which may not be available on favorable terms, if at all, and may, if sold, cause significant dilution to existing stockholders. If we are unable to access additional capital moving forward, it may hurt our ability to grow and to generate future revenues, our financial position, and liquidity. These factors raise substantial doubt about the ability of the Company to continue as a going concern. Unless Management is able to obtain additional financing, it is unlikely that the Company will be able to meet its funding requirements during the next 12 months. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 3- DISPOSITION OF BUSINESS

As part of the withdrawal agreement, a note payable to Exchange Health was forgiven in the amount of $500,000 and $15,000 in accounts payable was waived. Effective February 4, 2023, the operations of SOSRx were discontinued and operations were shut down. As a result of this, the assets and liabilities of SOSRx have been reflected as assets and liabilities of discontinued operations in the Company’s consolidated balance sheets as of June 30, 2023 and December 31, 2022 as follows:

	June 30, 2023		December 31, 2022

Cash	$	-	$	22,474
Accounts receivable		-		363
Total assets of discontinued operations	$	-	$	22,837

Accounts payable	$	-	$	46,500
Total liabilities of discontinued operations	$	-	$	46,500

The Agreement qualifies as a discontinued operation in accordance with U.S. GAAP. As a result, operating results and cash flows related to the SOSRx operations have been reflected as discontinued operations in the Company’s consolidated statements of operations, consolidated statements of cash flows and consolidated statements of shareholders’ equity.

	June 30, 2023			June 30, 2022
Revenue		-			6,600
Cost of sales		-			-
General and administrative expense		(146	)		(18,211	)
Operating loss		(146	)		(11,611	)
Net loss from discontinued operations		(146	)		(11,611	)

NOTE 4- RELATED PARTY TRANSACTIONS

On April 1, 2023 and July 1,2023, the Company entered into a relationship with Scietech LLC in an independent contractor agreement to consult on increasing sales on the IPS and Trxade Inc. platforms Per agreement, on April 1, 2023 the compensation is $200,000 per annum paid every two weeks; term is completion of agreement services or 1 year. On July 1, 2023, in addition to $200,000 annual compensation per agreement, entails a $50,000 prepayment and there after a $15,000 per month; term is completion of agreement services or 1 year. A 31% investor in Scietech is the spouse of the interim CFO, Prashant Patel, which qualifies as a related party. The company was chosen because they were the most qualified to perform the desired qualifications.

On February 15, 2022, the Company entered into a relationship with Exchange Health, a technology company providing an online platform for manufacturers and suppliers to sell and purchase pharmaceuticals. In connection therewith, SOSRx LLC (“SOSRx”), was formed in February 2022, which is owned 51% by the Company and 49% by Exchange Health. On February 15, 2022, the Company contributed cash to SOSRx in the amount of $325,000, issued a promissory note to SOSRx in the amount of $500,000, which was immediately assigned to Exchange Health (the “Promissory Note”), and agreed to make an earn out payment of up to $400,000, payable, at the Company’s discretion, in cash or common stock of the Company, based on SOSRx achieving certain revenue targets of SOSRx (the “Earn Out Payments”); and entered into a Distribution Services Agreement with SOSRx (the “Distribution Agreement”). Exchange Health contributed $792,000 in software and contracts which was recorded as an intangible asset on the balance sheet of SOSRx. The intangible asset was determined to be impaired and was written off on December 31, 2022.

At June 30, 2023, total related party debt was $0.

On and effective on, February 1, 2023, the Company, Exchange Health and SOSRx, entered into a Voluntary Withdrawal and Release Agreement, which was replaced in its entirety and corrected on February 4, 2023 and effective February 4, 2023 (as replaced and corrected, the “Release Agreement”). Pursuant to the Release Agreement, the Company voluntarily withdrew as a member of SOSRx pursuant to the terms of the Operating Agreement of SOSRx, which provided that the Company would withdraw from SOSRx if certain revenue targets were not met, which targets have not been met.

Also pursuant to the Withdrawal Agreement, (a) the Company agreed to the termination of its interests in SOSRx and its withdrawal as a member thereof for no consideration (the “Withdrawal”); (b) the Promissory Note, and all of the Company’s obligations under such Promissory Note were terminated; and (c) the parties agreed that no Earn Out Payments will be due. The Release Agreement also (i) provides that all accumulated losses of SOSRx through December 20, 2022, will be allocated 51%/49% between the Company and Exchange Health; (ii) provides for a total of approximately $15,000 in outstanding invoices owed by the Company to SOSRx to be waived; (iii) includes certain indemnification obligations of SOSRx and Exchange Health; (iv) requires SOSRx to pay certain pre-agreed outstanding invoices of SOSRx; (v) includes mutual releases of the Company and SOSRx and Exchange Health; and (vi) includes customary representations and warranties of the parties.

NOTE 5 – CONTINGENT FUNDING LIABILITIES

On June 27, 2023, the Company entered into a non-recourse funding agreement with a third-party for the purchase and sale of future receivables (the “Receivables Agreement”). Pursuant to the Receivables Agreement, the third-party agreed to fund the Company $1,250,000 to purchase $1,800,000 of future receivables. Under the funding agreement, the third-party receives a priority interest in the receivables of Trxade Inc. The Company also paid $62,500 as a one-time origination fee in connection with the Receivables Agreement. The Receivables Agreement also allows for the third-party funder to file UCCs securing their interest in the receivables and includes customary events of default.

On March 14, 2023, the Company entered into a non-recourse funding agreement with a third-party for the purchase and sale of future receivables (the “Receivables Agreement”). Pursuant to the Receivables Agreement, the third-party agreed to fund the Company $875,000 to purchase $1,224,000 of future receivables. Under the funding agreement, the third-party receives a priority interest in the receivables of Trxade Inc. The Company also paid $42,500 as a one-time origination fee in connection with the Receivables Agreement. The Receivables Agreement also allows for the third-party funder to file UCCs securing their interest in the receivables and includes customary events of default.

On September 14, 2022, the Company entered into a non-recourse funding agreement with a third-party for the purchase and sale of future receivables (the “Receivables Agreement”). Pursuant to the Receivables Agreement, the third-party agreed to fund the Company $275,000 to purchase $396,000 of future receivables. Under the funding agreement, the third-party receives a priority interest in the receivables of Trxade Inc. The Company also paid $15,000 as a one-time origination fee in connection with the Receivables Agreement. The Receivables Agreement also allows for the third-party funder to file UCCs securing their interest in the receivables and includes customary events of default. This agreement was fully paid off in January 2023.

On June 27, 2022, the Company entered into a non-recourse funding agreement with a third-party funder for the purchase and sale of future receivables. Pursuant to the Receivables Agreement, the third-party agreed to fund the Company $550,000 to purchase $792,000 of future receivables. Under the funding agreement, the third-party receives a priority interest in the receivables of Trxade Inc. The Company also paid $27,500 as a one-time origination fee in connection with the Receivables Agreement. The Receivables Agreement also allows for the third-party funder to file UCCs securing their interest in the receivables and includes customary events of default. This agreement was fully paid off in January 2023.

The Company’s relationship with the funding source meets the criteria in ASC 470-10-25 – Sales of Future Revenues or Various Other Measures of Income (“ASC 470”), which relates to cash received from a funding source in exchange for a specified percentage or amount of revenue or other measure of income of a particular product line, business segment, trademark, patent or contractual right for a defined period. Under this guidance, the Company recognized the fair value of its contingent obligation to the funding source, as of the acquisition date, as a current liability in its consolidated balance sheet.

Under ASC 470, amounts recorded as debt are to be amortized under the interest method. The Company made an accounting policy election to utilize the prospective method when there is a change in the estimated future cash flows, whereby a new effective interest rate is determined based on the revised estimate of remaining cash flows. The new rate is the discount rate that equates the present value of the revised estimate of remaining cash flows with the carrying amount of the debt, and it will be used to recognize interest expense for the remaining period. Under this method, the effective interest rate is not constant, and any change in expected cash flows is recognized prospectively as an adjustment to the effective yield. As of June 30, 2023 the total contingent funding liability was $62,390 and the effective interest rate was approximately 36%. This rate represents the discount rate that equates the estimated future cash flows with the fair value of the debt and is used to compute the amount of interest to be recognized each period. Any future payments made to the funding source will decrease the contingent funding liability balance accordingly.

NOTE 6 – STOCKHOLDERS’ EQUITY

2023 1:15 Stock Split

Effective June 21, 2023 the Company executed a 1:15 reverse stock split for stockholders of record on that date. This was executed to comply with the Nasdaq Listing Rule 5550(a)(2) to have the price of the stock above $1.

2022 Equity Compensation Awards

Effective September 1, 2022, the Board of Directors and Compensation Committee of the Company, with the approval of each of the following officers, agreed to reduce the annual cash compensation payable to Suren Ajjarapu, the Company’s Chief Executive Officer; Prashant Patel, the Company’s President and Chief Operating Officer and Janet Huffman, the Company’s former Chief Financial Officer, in an effort to conserve cash.

In lieu of the reduced cash salary payable to each officer, the Board and Compensation Committee agreed to issue such officers shares of the Company’s common stock equal to the amount of reduced cash salary, divided by the closing sales price of the Company’s common stock on the NASDAQ Capital Market on August 31, 2022, the date approved by the Board of Directors. The total amount of shares of common stock issued on August 31, 2022 to the officers was 5,460.

The shares of common stock issuable to the officers vest at the rate of 1/4th of such shares on each of September 30, 2022, October 31, 2022, November 30, 2022, and December 31, 2022, subject to each applicable Officer’s continued service to the Company on such dates and subject to the restricted stock award agreements entered into to evidence such awards.

Separately, certain employees of the Company agreed to reduce their cash salaries by an aggregate of $37,000 in consideration for an aggregate of 2,126 shares of the Company’s restricted common stock, with the same vesting terms as the officer shares discussed above.

Effective on August 31, 2022, the Board of Directors approved the issuance of 3,635 shares of common stock of the Company to each independent member of the Board of Directors, for services rendered to the Company during fiscal 2022, which shares were valued at $63,250, based on the closing sales price of the Company’s common stock on the date approved by the Board of Directors. The shares vest at the rate of 1/4th of such shares immediately on the grant date, and 1/4th of such shares on each of October 1, 2022, January 1, 2023 and April 1, 2023, subject to each applicable independent director’s continued service to the Company on such dates.

All of the awards discussed above were issued under the Company’s Second Amended and Restated 2019 Equity Incentive Plan (the “Plan”) and all restricted stock awards discussed above were evidenced by Restricted Stock Grant Agreements.

NOTE 7 – PREFUNDED AND PRIVATE PLACEMENT WARRANTS

Simultaneously with the closing of the stock placement, the investor pre-purchased 40,116 Private Warrants at a purchase price of $17.25 per warrant. The Pre-Funded Warrants are immediately exercisable, have an exercise price of $0.00015 per share, and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full. On January 4, 2023, the investor exercised the 40,116 warrants for a purchase price of $6.02. The investor was issued the shares on this date. Each Private Warrant has an exercise price of $22.50 per share, will be exercisable following Stockholder Approval, which was obtained in December 2022, and will expire on the fifth anniversary of the date on which the Private Warrants become exercisable. The Private Warrants contain standard adjustments to the exercise price including for stock splits, stock dividend, rights offerings and pro rata distributions, and include full ratchet anti-dilutive rights in the event the Company issues shares of Common Stock or Common Stock equivalents within fifteen months of the initial exercise date, with a value less than the then exercise price of such Private Warrants, subject to certain customary exceptions, and further subject to a minimum exercise price of $3.48 per share. The Private Warrants also include certain rights upon ‘fundamental transactions’ as described in the Private Warrants, including allowing the holders thereof to require that the Company re-purchase such Private Warrants at the Black Scholes Value of such securities.

NOTE 8 – WARRANTS

For the six-month period ended June 30, 2023, no warrants were granted, and none expired. For the six-month period ended June 30, 2023, 40,116 prefunded warrants and 1,795 granted warrants to purchase shares of common stock were exercised for a total purchase price of $1,621. See Note 7- Prefunded and Private Placement Warrants for further description.

The Company uses the Black-Scholes pricing model to estimate the fair value of stock-based awards on the date of the grant.

There was no compensation cost related to the warrants for the six months ended June 30, 2023, and 2022, respectively.

The Company’s outstanding and exercisable warrants as of June 30, 2023, are presented below:

	Number Outstanding After Reverse Stock Split			Weighted Average Exercise Price		Contractual Life In Years		Intrinsic Value
Warrants outstanding as of December 31, 2022		179,331			22.50		4.72		6,731
Warrants granted					-		-		-
Warrants forfeited, expired, cancelled					-		-		-
Warrants exercised		(1,795	)		22.50		-		-
Warrants outstanding as of June 30, 2023		177,536			22.50		4.27		-
Warrants exercisable as of June 30, 2023		177,536			22.50		4.27		-

NOTE 9 – OPTIONS

The Company maintains stock option plans under which certain employees are awarded option grants based on a combination of performance and tenure. The stock option plans provide for the grant of up to 155,556 shares, and the Company’s Second Amended and Restated 2019 Equity Incentive Plan provides for automatic increases in the number of shares available under such plan (currently 133,333 shares) on April 1^st of each calendar year, beginning in 2021 and ending in 2029 (each a “Date of Determination”), in each case subject to the approval and determination of the administrator of the plan (the Board of Directors or Compensation Committee) on or prior to the applicable Date of Determination, equal to the lesser of (A) ten percent (10%) of the total shares of common stock of the Company outstanding on the last day of the immediately preceding fiscal year and (B) such smaller number of shares as determined by the administrator. The administrator as a result of the annual meeting shareholder vote increased the number of shares available to grant to employees under the 2019 incentive plan by 2 million. The administrator did not approve an increase in the number of shares covered under the plan as of April 1, 2022.

For the six-month period ended June 30, 2023, 603 options to purchase shares were granted, 140 options to purchase shares were forfeited and 2,319 options expired. For the six-month period ended June 30, 2023, no options to purchase shares of common stock were exercised.

Total compensation cost related to stock options granted was $22,217 and $51,875 for the six-months ended June 30, 2023, and 2022, respectively.

The following table represents stock option activity for the six-month period ended June 30, 2023:

SCHEDULE OF STOCK OPTION ACTIVITY

	Number Outstanding After Reverse Stock Split			Weighted- Average Exercise Price		Weighted- Average Contractual Life in Years		Intrinsic Value
Options outstanding as of December 31, 2022		19,708		$	66.00		3.92	$	-
Options exercisable as of December 31, 2022		17,167			66.30		3.89		-
Options granted		603			6.08		4.76		-
Options forfeited		(140	)		82.33		2.25		-
Options expired		(2,319	)		89.88		0.08		-
Options exercised		-			-		-		-
Options outstanding as of June 30, 2023		17,852			66.10		4.52		-
Options exercisable as of June 30, 2023		16,154			62.43		3.93		-

NOTE 10 – CONTINGENCIES

Studebaker Defense Group, LLC

In July 2020, the Company’s wholly-owned subsidiary, Integra Pharma Solutions, LLC (“Integra”), entered into an agreement with Studebaker Defense Group, LLC (“Studebaker”) wherein Integra would pay Studebaker a down payment of $500,000 and Studebaker would deliver 180,000 boxes of nitrile gloves by August 14, 2020. Integra wired the $500,000 to Studebaker, but to date, Studebaker has not delivered the gloves or provided a refund of the deposit. In December 2020, we filed a complaint against Studebaker in Florida state court, Case No. 20-CA-010118 in the Circuit Court for the Thirteenth Judicial Circuit in Hillsborough County, for among other things, breach of contract. Studebaker did not answer the complaint, nor did counsel for Studebaker file an appearance. Accordingly, in February 2021, the Company filed for a default judgment; however, on March 22, 2021, counsel for Studebaker filed an appearance and shortly thereafter filed a motion to vacate the default judgment and dismiss the complaint on jurisdictional grounds. The court granted Studebaker’s motion to set aside the default judgment but denied the motion to dismiss. The Company has filed several pretrial motions; the next step in the litigation after the pre-trial motions are resolved will be a motion for summary judgment. The Company believes it will prevail on the merits but cannot determine the timing of the judgment or the amount ultimately collected. At June 30, 2021, the $500,000 was recorded as Loss on Inventory Investment. The Company won this case but has not collected any settlement yet, another lawsuit filed to collect.

Sandwave Group Dsn Bhd and Crecom Burj Group SDN BHD

In August 2020, Integra, entered into an agreement with Sandwave Group Dsn Bhd (“Sandwave”), wherein Integra would pay Sandwave a down payment of $581,250 and Sandwave’s supplier, Crecom Burj Group SDN BHD (“Crecom”), would deliver 150,000 boxes of nitrile gloves within 45 days. Integra wired the $581,250 to Sandwave, which in turn wired the purchase price to Crecom, which Crecom accepted; however, to date, Crecom has not delivered the nitrile gloves. Integra demanded return of its $581,250 and Crecom acknowledged that Integra was entitled to a refund. As of February 2021, Crecom had not returned any funds and Integra filed a complaint against Crecom in Malaysia: Case No. WA-22NCC-55-02/2021 in the High Court of Malaysia at Kuala Lumpur in the Federal Territory, Malaysia for the Malaysian equivalent of breach of contract. On September 1, 2022 counsel for Crecom informed the court that Crecom had been wound up on August 23, 2022; under Section 471 of the Malaysian Companies Act 2016, the suit filed by Integra was stayed until leave of the court is obtained to proceed. Given this new information regarding Crecom the Company has decided at this time to stop its pursuit of this lawsuit until or unless additional information is obtained by counsel for Integra. At June 30, 2021, the $581,250 was recorded as Loss on Inventory Investment.

GSG PPE, LLC

On November 19, 2021, Integra filed a complaint against GSG PPE, LLC (“GSG”) and Gary Waxman (“Waxman”), the owner, alleging three counts of breach of contract for a purchase agreement, a promissory note, and a personal guaranty. Collectively, the company alleges that GSG and Waxman have materially breached all three contracts. In late 2020, GSG and Integra executed a valid initial contract setting the terms of a business transaction. GSG failed to pay Integra approximately 75% of the amount owed to Integra. GSG acknowledged it owed the money and executed a promissory note in favor of Integra in the amount of $630,000 which matured on September 30, 2021. The note provides for attorney fees and interest in addition to the $630,000. Waxman’s personal guaranty confirmed that GSG owed Integra $630,000. On September 30, 2021, the $630,000 was recorded as Bad Debt Expense. A settlement was entered into between the parties in June 2022, whereby GSG and Waxman agreed to pay $743,000 which included attorney fees and interest, which is required to be paid to the Company in monthly installments over 17 months. The Company received additional monthly installment payments as part of the agreement through January 2023. As of June 30, 2023, and through the date of this filing, the Company has not received the monthly installment payments due to the Company from GSG since January of 2023.

NOTE 11 – LEASES

The Company elected the practical expedient under Accounting Standards Update (ASU) 2018-11 “Leases: Targeted Improvements” which allows the Company to apply the transition provision for Topic 842 at the Company’s adoption date instead of at the earliest comparative period presented in the financial statements. Therefore, the Company recognized and measured leases existing at January 1, 2019, but without retrospective application. In addition, the Company elected the optional practical expedient permitted under the transition guidance which allows the Company to carry forward the historical accounting treatment for existing leases upon adoption. No impact was recorded to the beginning retained earnings for Topic 842. The Company has two operating leases for corporate offices. The following table outlines the details:

SCHEDULE OF OPERATING LEASES

	Lease 1			Lease 2
Initial Lease Term	December 2017 to December 2021			November 2018 to November 2023
Renewal Term	January 2021 to December 2024			November 2023 to November 2028
Initial Recognition of right-of-use assets at January 1, 2019	$	534,140		$	313,301
Incremental Borrowing Rate		10	%		10	%

The Company entered into a new corporate office lease (Lease 1) on January 1, 2022. The Company determined that entering into a new lease required remeasurement of the lease liability resulting in the increase of the right-of-use asset and the associated lease liability by $977,220. The new lease is still classified as an operating lease. The Company also has an operating lease for copiers in the corporate office that is not included in the table below. The initial lease liability was $15,000 and the current and long-term lease amounts are included in the respective liability accounts.

The table below reconciles the fixed component of the undiscounted cash flows for each of the first five years and the total remaining years to the operating lease liabilities recorded in the Consolidated Balance Sheet as of June 30, 2023.

Amounts due within twelve months of June 30,
2023		298,085
2024		307,027
2025		316,238
2026		188,913
Thereafter		77,214
Total minimum lease payments		1,187,477
Less: effect of discounting		(199,485	)
Present value of future minimum lease payments		987,992
Less: current obligations under leases		211,427
Long-term lease obligations	$	776,565

The difference to the balance sheet above is due to the current and long-term remaining lease obligations of the copier operating lease not included in the amount of $13,209 as of June 30, 2023.

For the six-months ended June 30, 2023, and 2022, amortization of Right of Use Assets was $100,197 and $85,811, respectively and the amortization of the Lease Liability was $95,915 and $77,275, respectively.

NOTE 12 – SEGMENT REPORTING

Operating segments are defined as the components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision makers in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision makers direct the allocation of resources to operating segments based on the profitability, cash flows, and growth opportunities of each respective segment.

The Company classifies its business interests into reportable segments which are:

	●	Trxade, Inc. - Web based pharmaceutical marketplace platform – B2B sales
	●	CSP - Community Specialty Pharmacy, LLC – Licensed retail pharmacy – B2C sales
	●	Integra - Integra Pharma, LLC - Licensed wholesaler of brand, generic and non-drug products – B2B sales
	●	Unallocated - Other – corporate overhead expense, Alliance Pharma Solutions, LLC and Bonum Health, LLC

Six Months Ended June 30, 2023	Trxade, Inc.		CSP			Integra			Unallocated			Total
Revenue	$	3,000,020	$	637,068		$	842,882		$	18,856		$	4,498,826
Gross Profit		3,000,020		59,533			123,398			18,856			3,201,807
Segment Assets		1,792,999		(513,294	)		343,872			2,121,408			3,744,985
Segment Profit/Loss		1,219,791		(387,225	)		(208,086	)		(3,277,311	)		(2,652,831	)
Cost of Sales	$	-	$	577,535		$	719,484		$	-		$	1,297,019

Six Months Ended June 30, 2022	Trxade, Inc.		CSP			Integra			Unallocated			Total
Revenue	$	2,664,237	$	563,943		$	3,241,965		$	48,856		$	6,519,001
Gross Profit		2,664,237		(140,582	)		(65,894)			48,856			2,506,617
Segment Assets		1,849,455		225,687			934,065			2,663,253			5,672,460
Segment Profit/Loss		797,315		(285,938	)		(472,483	)		(2,116,991	)		(2,078,097	)
Cost of Sales	$	-	$	(704,525	)	$	(3,307,859	)	$	-		$	(4,012,384	)

NOTE 13 – SUBSEQUENT EVENTS

Nasdaq Listing Rule 5550(a)(2)

On July 7, 2023, the Company received written notice (the “Compliance Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company has regained compliance with Nasdaq Listing Rule 5550(a)(2) requiring maintenance of a minimum bid price of at least $1.00 per share (the “Bid Price Requirement”). The Company previously disclosed in its Current Report on Form 8-K filed on December 1, 2022 that the Company received written notice from Nasdaq indicating that it no longer satisfied the Bid Price Requirement and providing the Company 180 days to regain compliance by maintaining a minimum bid price of at least $1.00 per share for a minimum of 10 consecutive business days. The Compliance Letter states that Nasdaq determined that the closing bid price of the Company’s common stock was at or above $1.00 for 10 consecutive business days (from June 22, 2023 to July 6, 2023) and considers the matter closed.

Nasdaq Listing Rule 5550(b)

As previously disclosed in a Current Report on Form 8-K, filed by the Company with the Securities and Exchange Commission (the “SEC”) on August 1, 2022, on July 29, 2022, the Company received a letter from “the Nasdaq” notifying the Company that it was not in compliance with the minimum $2,500,000 stockholders’ equity requirement in Nasdaq Listing Rule 5550(b)(1) (the “Rule”) for continued listing on the Nasdaq Capital Market, and did not meet the alternative listing requirements under Nasdaq Listing Rule 5550(b). On October 17, 2022, Nasdaq granted the Company’s request for an extension until January 25, 2023, to regain compliance with NASDAQ.

A hearing before the Panel was held on March 23, 2023, at which the Company presented a plan to regain compliance with the Rule that included an underwritten public offering of Company securities of up to $15,000,000 and expense reductions. On April 5, 2023, the Company received a letter from Nasdaq advising the Company that the Panel was granting the Company’s request for an exception to permit the continued listing of the Company’s stock on the Nasdaq Capital Market while it completes a public offering of its Company securities up to $15,000,000. The Panel’s grant of the Company’s request for continued listing is subject to the conditions that (i) on or before April 15, 2023, the Company must advise the Panel on the status of the filing of an S-1 registration statement for the offering, and (ii) on or before June 21, 2023, the Company must demonstrate compliance with the Rule. The Company did file an S-1 with the SEC on April 17, 2023 and received a no review letter in return.

The Company received a notice from the Panel that the Panel had granted the Company an extension until July 31, 2023, to demonstrate compliance with the $2,500,000 minimum stockholders’ equity requirement, as outlined in the Nasdaq’s listing rule 5550(b)(1). As a result of the Merger as described below, the Company now has stockholders’ equity above the minimum stockholders’ equity requirement for continued listing of $2,500,000.

Settlement between Studebaker Defense Group LLC. and Integra Pharma Solutions, LLC

On April 13, 2023, a settlement was reached in the Studebaker Defense Group LLC. and Integra Pharma Solutions, LLC. legal case. The court found in favor of Integra Pharma Solutions and ordered Studebaker Defense Group, LLC. to pay $550,000 to Integra Pharma Solutions. The payments were to commence on May 1, 2023 and continue monthly in 17 installments until the full amount is paid in full but as of the filing date, no payment has been received by Integra.

The Merger Agreement and Related Transactions

On July 14, 2023, the Company entered into a certain Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”) with Superlatus, Inc., a U.S.-based holding company of food products and distribution capabilities (“Superlatus”) and Foods Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”).

On July 31, 2023 (the “Closing Date”), the Company completed its acquisition of Superlatus in accordance with the terms and conditions of the Merger Agreement (the “Merger”), pursuant to which the Company acquired Superlatus by way of a merger of the Merge Sub with and into Superlatus, with Superlatus being a wholly owned subsidiary of the Company and the surviving entity in the Merger.

Under the terms of the Merger Agreement, at the closing of the Merger (the “Closing”), shareholders of Superlatus received in aggregate 136,441 shares of common stock of the Company, representing 19.9% of the total issued and outstanding common stock of the Company after the consummation of the Merger and 306,855 shares of Company’s Series B Preferred Stock, par value $0.00001 per share (the “Series B Preferred Stock”), with a conversion ratio of 100 to one. Such issuances will be made in reliance on the exemption from registration pursuant to Section 3(a)(9) or Section 4(a)(2) of the Securities Act, Regulation D under the Securities Act promulgated thereunder, and corresponding provisions of state securities or “blue sky” laws. Upon consummation of the Merger, the Company continues to trade under the current ticker symbol “MEDS.”

On July 28, 2023, TRxADE issued to the shareholders of TRxADE as of that date, including the independent directors who are entitled to certain amount of MEDS common stock in connection with their 2023 annual compensation and regardless of whether the common stock has been issued or vested before July 28, 2023 (collectively, the “MEDS Rights Shareholders”) a non-transferrable right to receive one share of MEDS common stock at no cost (the “MEDS Rights”), with seven (7) MEDS Rights issued per share of common stock of TRxADE held as of July 28, 2023, conditioned upon their execution of a registration rights agreement. The MEDS Rights are not actionable or transferable until registration; provided they become transferable one year after the date of the merger if no registration has occurred.

As a condition and inducement to Superlatus’ willingness to enter into the Merger Agreement, on June 28, 2023, Suren Aijarapu and Prashant Patel (the “Principal Stockholders”) entered into an agreement with TRxADE (the “Stock Swap Agreement”), pursuant to which, TRxADE will transfer all of the shares or membership interest of a variety of operating subsidiaries currently own by TRxADE to Principal Stockholders, in exchange for Suran Aijarapu to surrender 85,000 share of common stock of TRxADE and Prashant Patel to surrender 81,666 shares of the common stock of TRxADE (the “Stock Swap Transaction”). The closing of the Stock Swap Transaction shall take place simultaneously with the approval of TRxADE stockholders of the conversion of the Series B preferred Stock into common stock. The closing of the Stock Swap Transaction is subject to the simultaneous condition that the Merger is successfully closed.

Upon conclusion of the Stock Swap Transaction and Merger, the remaining operations within TRxADE will only consist of legacy Superlatus operations. Management has determined that Superlatus will be the accounting acquirer in the merger based upon a detailed analysis of the relevant US GAAP guidance and the facts and circumstances outlined above. Consequently, Superlatus will apply acquisition accounting to the assets and liabilities of TRxADE that are acquired or assumed upon the consummation of the merger. The historical financial statements of Superlatus for periods ended prior to the consummation of the merger will reflect only the operations and financial condition of Superlatus. Subsequent to the consummation of the merger, the financial statements of Superlatus will include the combined operations and financial condition of Superlatus and remaining TRxADE operations.

Stock Swap Agreement

As a condition and inducement to Superlatus’s willingness to enter into the Merger Agreement, on June 28, 2023, Suren Ajjarapu and Prashant Patel (the “Principal Stockholders”) entered into an agreement with the Company (the “Stock Swap Agreement”), pursuant to which, the Company will transfer all of the shares or membership interest of a variety of operating subsidiaries currently owned by the Company to Principal Stockholders, in exchange for Suren Ajjarapu to surrender 85,000 shares of the common stock of the Company and Prashant Patel to surrender 81,666 shares of the common stock of the Company (the “Stock Swap Transaction”). The closing of the Stock Swap Transaction shall take place simultaneously with the approval by the Company’s stockholders of the conversion of the Series B preferred Stock into common stock.

Lock-Up Agreement

In connection with the Merger, on July 31, 2023, certain Superlatus shareholders as of immediately prior to the Merger, and certain directors and officers of MEDS as of immediately prior to the Merger, entered into lock-up agreements with the Company, pursuant to which each such stockholder will be subject to a 360 day lockup on the sale or transfer of shares of common stock or securities convertible into or exercisable for or exchangeable for common stock held by each such stockholder at the closing of the Merger (the “Lock-up Agreements”).

MEDS Rights

In connection with the Merger, effective one (1) business day immediately prior to the Closing Date (the “MEDS Rights Record Date”), the Company issued to the shareholders of the Company as of the MEDS Rights Record Date, including the independent directors who are entitled to certain amount of common stock of the Company in connection with their 2023 annual compensation and regardless of whether the common stock has been issued or vest before the MEDS Rights Records Date (collectively, the “MEDS Rights Shareholders”) a non-transferrable right to receive one share of common stock of the Company at no cost (the “MEDS Rights”), with seven (7) MEDS Rights issued per share of common stock of the Company held as of the MEDS Rights Record Date, conditioned upon their execution of a Registration Rights Agreement. Such issuances will be made in reliance on the exemption from registration pursuant to Section 3(a)(9) or Section 4(a)(2) of the Securities Act, Regulation D under the Securities Act promulgated thereunder, and corresponding provisions of state securities or “blue sky” laws. The MEDS Rights are not actionable or transferable until registration; provided they become transferable one year after the date of the Merger if no registration has occurred.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

General Information

This information should be read in conjunction with the interim unaudited financial statements and the notes thereto included in this Quarterly Report on Form 10-Q, and the audited financial statements and notes thereto and “Part II. Other Information – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations”, contained in our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 27, 2023 (the “Annual Report”).

Certain capitalized terms used below and otherwise defined below, have the meanings given to such terms in the footnotes to our unaudited consolidated financial statements included above under “Part I – Financial Information” – “Item 1. Financial Statements”.

Please see the section entitled “Glossary” in our Annual Report for a list of abbreviations and definitions used throughout this Report.

Unless the context requires otherwise, references to the “Company,” “we,” “us,” “our,” and “Trxade”, refer specifically to TRxADE HEALTH, INC. and its consolidated subsidiaries. References to “Q1”, “Q2”, “Q3”, and “Q4” refer to the first, second, third, and fourth quarter, respectively, of the applicable year. Unless otherwise stated or the context otherwise requires, comparisons from one period to another are to the same period of the prior fiscal year.

In addition, unless the context otherwise requires and for the purposes of this report only:

	●	“Exchange Act” refers to the Securities Exchange Act of 1934, as amended;
	●	“Securities Act” refers to the Securities Act of 1933, as amended.

Summary of The Information Contained in Management’s Discussion and Analysis of Financial Condition and Results of Operations

Our Management’s Discussion and Analysis of Financial Condition and Results of Operations (MD&A) is provided in addition to the accompanying consolidated financial statements and notes to assist readers in understanding our results of operations, financial condition, and cash flows. MD&A is organized as follows:

	●	*Company Overview*. Discussion of our business and overall analysis of financial and other highlights affecting us, to provide context for the remainder of MD&A.
	●	*Recent Events*. Summary of material transactions occurring during the three and six months ended June 30, 2023.
	●	*Liquidity and Capital Resources*. An analysis of changes in our consolidated balance sheets and cash flows and discussion of our financial condition.
	●	*Results of Operations*. An analysis of our financial results comparing the three and six months ended June 30, 2023, and 2022.
	●	*Critical Accounting Policies*. Accounting estimates that we believe are important to understanding the assumptions and judgments incorporated in our reported financial results and forecasts.

Company Overview

TRxADE HEALTH is a technology-enabled health services platform. Through our subsidiary companies we focus on digitalizing the retail pharmacy and health services experience by optimizing drug procurement, the prescription journey, access to physicians in the patient’s home and patient engagement in the U.S.

Our services provide pricing transparency, purchasing capabilities and other value-added services on a single platform focused on serving the nation’s approximately 19,397 independent pharmacies with annual purchasing power of $67.1 billion (according to the National Community of Pharmacists Association’s 2021 Digest). Our national wholesale supply partners are able to fulfill orders on our platform in real-time and provide pharmacies with cost-saving payment terms and next-day delivery capabilities in unrestrictive states under the Model State Pharmacy Act and Model Rules of the National Association of Boards of Pharmacy (Model Act). We have expanded significantly since 2015 and now have around 14,100+ registered members on our sales platform.

The Company changed its name on June 1, 2021, from “Trxade Group, Inc” to “TRxADE HEALTH, INC.”. TRxADE HEALTH, INC. owns 100% of Trxade, Inc., Integra Pharma Solutions, LLC (formerly Pinnacle Tek, Inc.), Alliance Pharma Solutions, LLC, Community Specialty Pharmacy, LLC, and Bonum Health, LLC. Trxade, Inc. is a web-based market platform that enables commerce among healthcare buyers and sellers of pharmaceuticals, accessories and services.

On January 20, 2023, the Company entered into Membership Interest Purchase Agreements to sell 100% of the outstanding membership interests of Alliance Pharma Solutions, LLC and Community Specialty Pharmacy, LLC.

On February 15, 2022, the Company entered into a relationship with Exchange Health, LLC, a technology company providing an online platform for manufacturers and suppliers to sell and purchase pharmaceuticals (“Exchange Health”). SOSRx LLC, the created entity relating to the relationship, a Delaware limited liability company, was formed in February 2022, and was owned 51% by the Company and 49% by Exchange Health (“SOSRx”).

On February 4, 2023, and effective as of February 1, 2023, the Company entered into a Voluntary Withdrawal and Release Agreement, (the “Release Agreement”). Pursuant to the Release Agreement, (a) the Company voluntarily withdrew as a member of SOSRx pursuant to the terms of the Operating Agreement of SOSRx, (b) the Company’s interests in SOSRx were terminated; (c) the Company’s promissory note in favor of SOSRx was canceled; and (d) the parties agreed that no earn out payments will be due.

TRxADE Inc

Trxade.com is a web-based pharmaceutical marketplace engaged in promoting and enabling commerce among independent pharmacies, small chains, hospitals, clinics and alternate dispensing sites with large pharmaceutical suppliers nationally. Our marketplace has over 72 national and regional pharmaceutical suppliers providing over 120,000 branded and generic drugs, including over the counter drugs and drugs available for purchase by pharmacists. We generate revenue from these services by charging a transaction fee to the seller of the products for sales conducted on the Trxade platform. The buyers do not bear the cost of transaction fees for the purchases that they make, nor do they pay a fee to join or register with our platform. Our core service has the goal of bringing the nation’s independent pharmacies and accredited national suppliers of pharmaceuticals together to provide efficient and transparent buying and selling opportunities.

As of June 30, 2023, the TRxADE platform increased its registered users by 1,149 or 8% compared to June 31, 2022. For the six months ended June 30, 2023, new registrations were 291 compared to 339 for the same period in 2022. As of June 30, 2023, total registered users were approximately 14,100+ compared to 12,962 at June 30, 2022.

The table below summarizes the key metrics that management evaluated in relation to the activity on the Trxade platform for the six-month period ended June 30, 2023 compared to the same period in 2022:

Processed Sales Volume	7	%
Total Revenue	4	%
Registered Users	8	%

Integra Pharma Solutions, LLC

Integra Pharma Solutions, LLC (“Trxade Prime”) is a licensed wholesaler of brand, generic and non-drug products to customers. Trxade Prime takes orders for products, creates invoices for each order and recognizes revenue at the time the customer receives the product. We utilize “just in time” inventory and drop ship partnerships to ship orders to customers. The focus of Trxade Prime is to be the pharmaceutical supplier of choice for healthcare organizations of all sizes. Our expertise in the distribution of products extends to all healthcare markets including government organizations, hospitals, clinics, and independent pharmacies nationwide.

Community Specialty Pharmacy, LLC

Community Specialty Pharmacy, LLC (“CSP”) is a licensed retail pharmacy. CSP was founded in 2010 with a goal of providing customer care at a level above and beyond anything the market had experienced before. CSP has carved a niche in the competitive independent pharmacy industry with its patient-driven approach. As discussed below, we have started a process to explore strategic alternatives for CSP, as well as our other business-to-consumer (B2C) subsidiaries.

Alliance Pharma Solutions, LLC

Alliance Pharma Solutions, LLC, a.k.a. DelivMeds, (“DelivMeds”) was established in 2018 as a digital option to traditional prescription delivery. DelivMeds is currently being rebranded and the digital technology continues to be developed. DelivMeds has generated no revenue and we continue to incur significant technology expenses. For fiscal 2022 we incurred approximately $450,845 of research and development expense which was capitalized beginning January 2022 in line with GAAP guidance. For the six-month period ended June 30, 2023 there was $87,072 in research and development expense capitalized. As discussed above, we entered into a Membership Purchase Agreement in January of 2023 to sell 100% of the outstanding membership interests of Alliance Pharma Solutions, LLC and Community Specialty Pharmacy, LLC.

Bonum Health, LLC

Our Bonum Health, LLC (“Bonum”) operations were acquired in October of 2019. Bonum is a digital healthcare technology platform focused on making healthcare affordable, accessible and convenient through Telehealth services. Patients can use the Bonum Health mobile app or website to access board-certified medical providers, for non-emergent services. As of May 2022, Bonum also announced agreements to offer telehealth veterinary services. Additional services also available include Men’s and Women’s Health, Dermatology, Pediatrics and Ophthalmology in the comfort of their home or from anywhere. These services can be affordably accessed by the under-insured, non-insured and under-served communities seeking access to essential healthcare services. For employers, Bonum provides Telehealth solutions allowing employers to provide convenient and affordable health coverage to their employees without requiring health insurance. Our Bonum health subsidiary provides affordable access to medical professionals in the patient’s home. As discussed below, we have started a process to explore strategic alternatives for Bonum, as well as our other business-to-consumer (B2C) subsidiaries.

SOSRx, LLC

On February 15, 2022, the Company entered into a relationship with Exchange Health, LLC. On February 4, 2023, a voluntary withdrawal agreement was signed by both parties.

Recent Events

Nasdaq Listing Rule 5550(b)

As previously disclosed in the Current Report on Form 8-K, filed by the Company with the SEC on August 1, 2022, on July 29, 2022, the Company received a letter from Nasdaq notifying the Company that it was not in compliance with the minimum $2,500,000 stockholders’ equity requirement in Nasdaq Listing Rule 5550(b)(1) (the “Rule”) for continued listing on the Nasdaq Capital Market, and did not meet the alternative listing requirements under Nasdaq Listing Rule 5550(b). On October 17, 2022, Nasdaq granted the Company’s request for an extension until January 25, 2023, to regain compliance with this requirement.

On January 30, 2023, the Company received a delist determination letter from Nasdaq advising the Company that Nasdaq had determined that the Company did not meet the terms of the extension. Specifically, the Company did not complete its proposed transactions and was unable to file a Current Report on Form 8-K by January 25, 2023, evidencing compliance with the Rule.

On February 6, 2023, the Company submitted a hearing request to the Nasdaq Hearings Panel (the “Panel”), which request stayed any delisting action by Nasdaq at least until the hearing process concludes and any extension granted by the Panel expires.

The Merger Agreement and Related Transactions

Nasdaq Listing Rule 5550(a)(4)

On June 23, 2023, the Nasdaq notified the Company that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(4) given the Company’s failure to maintain a sufficient number of publicly held shares (the “Notice”). Citing the Company’s Event Form submitted to Nasdaq on June 7, 2023, Nasdaq calculated the Company’s publicly held shares as approximately 310,057 (which amount excludes shares held by officers, directors, or beneficial owners of 10 percent or more), on a post-split basis, effective as of June 22, 2023. To satisfy the requirement for continued listing on Nasdaq, the Company must maintain a minimum of 500,000 publicly held shares. The Notice states that the Company has until August 7, 2023 to submit a plan to regain compliance with Listing Rule 5550(a)(4). If Nasdaq does not accept the Company’s plan, the Company will have the opportunity to appeal the decision in front of a Nasdaq Hearings Panel.

Liquidity and Capital Resources

Cash

Cash was $745,561 at June 30, 2023, compared to $1,111,156 as of December 31, 2022. The decrease in cash was mainly due to the repayment on future accounts receivable in the amount of $870,646, We expect that our future available capital resources will consist primarily of cash generated from operations, remaining cash balances, borrowings, and additional funds raised through sales of debt and/or equity securities.

Liquidity

Cash, current assets, current liabilities, short term debt and working capital at the end of each period were as follows:

	June 30, 2023			December 31, 2022			Change			Percent Change
Cash	$	745,561		$	1,111,156		$	(365,595	)		(33	)%
Current assets (excluding cash)		1,349,484			981,965			367,519			37	%
Current liabilities (excluding short term debt)		4,262,947			1,980,124			2,282,823			115	%
Short term debt (notes payable related party)		-			166,667			(166,667	)		(100	)%
Working capital		(2,167,902	)		(53,670	)		(2,114,232	)		3939	%

Our principal sources of liquidity have historically been cash provided by operations, sales of equity, and borrowings under various debt arrangements. Our principal uses of cash have been for operating expenses, technology development, and acquisitions. We anticipate these uses will continue to be our principal sources of, and uses of, cash in the future.

The decrease in cash as of June 30, 2023, compared to December 31, 2022, was primarily due to the repayment of future receivables that decreased cash by approximately $870,406, see NOTE 5 – CONTINGENT FUNDING LIABILITIES, that were partially offset by decreases in expenses as noted below:

	●	Salaries and Wages of $521,224;
	●	General and administrative expenses of $0.5 million;

Liquidity Outlook cash explanation

Cash Requirements

Our primary objectives for the remainder of 2023 are to take steps in an effort to increase our client base and operational revenue on our Trxade Inc. and Trxade Prime platforms, and to complete potential strategic transactions of our business-to-consumer subsidiaries, which may include a potential sale, spin-off, fund raising, combination or other strategic transaction, and also include the winding down of such entities. There can be no assurance that our operations will generate significant positive cash flow, or that additional funds will be available to us, through borrowings or otherwise, on favorable terms if required in the future, or at all. We may also raise additional funding in the future through the sale of equity.

We estimate our operating expenses and working capital requirements for the next 12 months to be approximately as follows:

Projected Expenses from July 2023 to June 2024	Amount
General and administrative (1)	$	8,000,000
Total	$	8,000,000

(1) Includes estimated wages and payroll, legal and accounting, marketing, rent and web development.

We will still require additional funding in the future to support our operations.

Cash Flows

The following table summarizes our Consolidated Statements of Cash Flows for the following periods:

	Six Months Ended June 30,									Percent
	2023			2022			Change			Change
Net loss	$	(2,300,587	)	$	(2,078,097	)	$	(222,490	)		(11	)%
Net cash provided by (used in):
Net cash used in operating activities from continuing operations		(571,332	)		(2,180,664	)		1,609,332			(74	)%
Net cash used in (provided by) operating activities from discontinued operations		(31,633	)		1,610			(33,243	)		2,065	%
Operating Activities		(602,965	)		(2,179,054	)		1,576,089			(72	%)

Net cash used in investing activities from continuing operations		(138,875	)		(257,172)			118,297			(46%)
Net cash provided by investing activities from discontinued operations		420,269			-			420,269			0	%
Investing Activities		281,394			(257,172	)		538,566			(209	)%

Net cash used in (provided by) financing activities from continuing operations		(44,024	)		550,875			(594,899	)		(108	%)
Net cash used in financing activities from discontinued operations		-			(275,000	)		275,000			100	%
Financing Activities		(44,024	)		275,875			(319,899	)		(116	)%
Net change in cash	$	(365,595	)	$	(2,160,351	)	$	1,794,756			83	%

Cash used in operations for the six months ended June 30, 2023, was $602,965, compared to cash used in operations for the six months ended June 30, 2022, of $2,179,054. The decrease in cash used in operations for the six months ended June 30, 2023, compared to June 30, 2022, was mainly due to decreased salaries and wages and accounting and legal expenses for the comparable periods.

Cash provided by (used in) investing activities for the six months ended June 30, 2023, was $281,394 and $257,172 for the six months ended June 30, 2022. The increase in cash provided by investing activities is related to the capitalization of software and development costs and the discontinuation of SOSRx.

Cash used in financing activities for the six months ended June 30, 2023, was $44,024 compared to cash provided by financing activities for the six months ended June 30, 2022, which was $275,875. The difference was due to the $825,000 receivables funding obtained in March 2023; offset by repayments of $870,646, on the advance and the termination of the agreement with SOSRx.

Results of Operations

The following selected consolidated financial data should be read in conjunction with the unaudited consolidated financial statements and the notes to these statements included above.

Three Month Period Ended June 30, 2023, compared to Three Month Period Ended June 30, 2022

	Three Months Ended June 30,									Percentage
	2023			2022			Change			Change
Revenues	$	2,251,076		$	3,278,729			(1,027,653	)		(31.3	)%
Cost of sales		606,349			2,107,815			(1,501,466	)		(71.2	)%
Gross profit		1,644,727			1,170,914			473,813			40.5	%
Operating expenses:
Technology, research & development		441,376			298,062			143,314			48.1	%
Wages and salary expense		820,957			1,178,124			(357,167	)		(30.3	)%
Accounting and legal		193,446			139,858			53,588			38.3	%
Professional fees		229,624			111,057			118,567			106.8	%
Other general and administrative (less stock-based compensation expense)		281,353			517,073			(236,350	)		(45.7	)%
Warrants and options expense		23,596			29,216			(5,620	)		(19.2	)%
Total operating expenses		1,990,352			2,274,020			(283,668	)		(12.5	)%
Change in fair value of warrant liability		(1,448,519	)		-			(1,448,519	)		100	%
Interest, net		(180,734	)		(9,155	)		(171,579	)		1874.2	%
Net Loss from operations	$	(1,974,878	)	$	(1,112,161	)	$	(862,617	)		(77.6	)%
Net loss attributable to TRxADE Health, Inc.		(1,974,878	)		(1,083,763	)		(891,115	)		82.2	%
Net loss attributable to non-controlling interests		-			(28,498	)		28,498			(100)	%

Our revenues for the three months ended June 30, 2023, were from the Trxade platform, Community Specialty Pharmacy, Integra Pharma Solutions and Bonum Health. Revenues decreased by $1,027,653, compared to the same period ended June 30, 2022. Trxade Inc revenue generated from platform sales increased 6% and revenue generated by Trxade Prime decreased approximately 11% for the three months ended June 30, 2023 compared to the same period ended June 30, 2022. The decrease in revenue for Trxade Prime is related to decreased sales, see “Company Overview - Integra Pharma Solutions”.

For the three-month period ended June 30, 2023, cost of goods sold and gross profit were $606,349 and $1,644,727 respectively, and $2,107,815 and $1,170,914, respectively for the same period in 2022. Gross profit as a percentage of sales was 73% for the three months ended June 30, 2023, compared to 36% for the three months ended June 30, 2022. The increase in gross profit is a result of increased revenue generated by the Trxade platform that has no cost of goods expense and the improved gross margins generated by Trxade Prime in the three-month period ended June 30, 2023.

General and administrative expenses (less stock-based compensation expense) decreased for the three months ended June 30, 2023, to $281,353 compared to $517,703 for the comparable period in 2022. The decrease was mainly due to cost reductions in expenses to preserve cash.

We had interest expense, net of $180,734 for the three months ended June 30, 2023, compared to interest expense of $9,155 for the three months ended June 30, 2022. The reason for the increase was the repayments of the accounts receivable advances taken in 2023 and 2022, off set by interest income from the GSG legal settlement (see discussion above under “Recent Events”).

Net loss increased $862,617 to a net loss of $1.97 million for the three months ended June 30, 2023, compared to a net loss of $1,112,261 for the three months ended June 30, 2022. The decrease in net losses is mainly driven by expense reduction initiatives implemented by management starting in July of 2022. For the three-month period ended June 30, 2023, the following expenses were reduced:

	●	Salary and wages expense of approximately $357,000;
	●	Warrant and options expense of approximately $6,000.

	Six Months Ended June 30,									Percentage
	2023			2022			Change			Change
Revenues	$	4,498,826		$	6,519,001			(2,020,175	)		(31.00	)%
Cost of sales		1,297,019			4,012,384			(2,715,365	)		(67.7	)%
Gross profit		3,201,807			2,506,617			695,190			27.7	%
Operating expenses:
Technology, research & development		674,662			543,847			130,815			24.1	%
Wages and salary expense		1,726,858			2,248,082			(521,224	)		(23.2	)%
Accounting and legal		441,663			376,079			65,584			17.4	%
Professional fees		369,285			212,066			157,219			74.1	%
Other general and administrative (less stock-based compensation expense)		580,584			1,104,139			(421,765	)		(38.2	)%
Warrants and options expense		101,516			94,082			7,434			7.9	%
Total operating expenses		3,894,838			4,578,295			(683,457	)		(14.9	)%
Change in fair value of warrant liability		(1,368,628	)		-			(1,368,628	)		100.0	%
Interest, net		(238,928	)		(10,519	)		(228,409	)		2171.4	%
Gain on disposal of asset		-			4,100			(4,100	)		(100	)%
Net loss from operations	$	(2,300,587	)	$	(2,078,097	)	$	(222,490	)		10.7	%
Loss on discontinued operations		(352,244	)		-			(352,244	)		100	%
Net loss attributable to TRxADE Health, Inc.	$	(2,652,831	)		(2,043,910	)		(608,921	)		29.8	%
Net loss attributable to non-controlling interests		-			(34,187	)		34,187			(100.0	)%

Our revenues for the six months ended June 30, 2023, were from the Trxade platform, Community Specialty Pharmacy, Integra Pharma Solutions and Bonum Health. Revenues decreased by $2,020,175, compared to the same period ended June 30, 2022. Trxade Inc revenue generated from platform sales increased 6% and revenue generated by Trxade Prime decreased approximately 11% for the three months ended June 30, 2023 compared to the same period ended June 30, 2022. The decrease in revenue for Trxade Prime is related to decreased sales, see “Company Overview - Integra Pharma Solutions”.

For the six-month period ended June 30, 2023, cost of goods sold and gross profit were $1,297,019 and $3,201,807 respectively, and $4,012,384 and $2,506,617, respectively for the same period in 2022. Gross profit as a percentage of sales was 71% for the six months ended June 30, 2023, compared to 38% for the six months ended June 30, 2022. The increase in gross profit is a result of increased revenue generated by the Trxade platform that has no cost of goods expense and the improved gross margins generated by Trxade Prime in the six-month period ended June 30, 2023.

General and administrative expenses (less stock-based compensation expense) decreased for the three months ended June 30, 2023, to $580,854 compared to $1,104,139 for the comparable period in 2022. The decrease was mainly due to the expense cutting program of the company to reduce expenses.

We had interest expense, net of $238,928 for the six months ended June 30, 2023, compared to interest expense of $10,519 for the six months ended June 30, 2022. The reason for the increase was the repayments of the accounts receivable advances taken in 2023 and 2022, off set by interest income from the GSG legal settlement (see discussion above under “Recent Events”).

Net loss increased $218,390 to a net loss of $2,300,587 for the six months ended June 30, 2023, compared to a net loss of $2,078,097 for the six months ended June 30, 2022. The decrease in net losses is mainly driven by expense reduction initiatives implemented by management starting in July of 2022. For the six-month period ended June 30, 2023, the following expense was reduced:

●

Salary and wages expense of approximately $521,000.

Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of net sales and expenses for each period. The following represents a summary of our critical accounting policies, defined as those policies that we believe are the most important to the portrayal of our financial condition and results of operations and that require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain.

Revenue Recognition

In general, the Company accounts for revenue recognition in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, “Revenue from Contracts with Customers.”

Trxade, Inc. provides an online web-based buying and selling platform for licensed pharmaceutical wholesalers (“Suppliers”) to sell products and services to licensed pharmacies (“Customers”). Trxade, Inc. charges Suppliers a transaction fee, a percentage of the purchase price of the prescription drugs and other products sold through its website service. Fulfillment of confirmed orders, including delivery and shipment of prescription drugs and other products, is the responsibility of the Supplier, not Trxade, Inc. Trxade, Inc. holds no inventory and assumes no responsibility for the shipment or delivery of any products or services from our website. Trxade, Inc. considers itself an agent for this revenue stream and as such, reports revenue as net. Step One: Identify the contract with the Customers – Trxade, Inc.’s Terms and Use “Agreement,” which outlines the terms and conditions between Trxade, Inc. and the Supplier, is acknowledged and agreed to by the Supplier. Collection is probable based on a credit evaluation of the Supplier. Step Two: Identify the performance obligations in the Agreement – Trxade, Inc. provides the Supplier access to the online website, ability to upload catalogs of products and Dashboard access to review status of inventory as well as posted and processed orders. The Agreement requires the Supplier to post a catalog of pharmaceuticals on the platform, deliver the pharmaceuticals and, upon shipment, remit the stated platform fee. Step Three: Determine the transaction price – the Agreement outlines the fee, which is based on the type of product: generic, brand or non-drug. There are no discounts for volume transactions or early payment of invoices. Step Four: Allocate the transaction price – the Agreement details the fee. There is no difference between contract price and “stand-alone selling price”. Step Five: Recognize revenue when or as the entity satisfies a performance obligation – revenue is recognized upon Supplier’s fulfillment of the applicable order.

SoSRx provides pharmaceutical manufacturers with an efficient platform in which to divest short-dated, overstock, and slow-moving products to direct purchasers. SoSrx’s proprietary method researches the current market, allowing the manufacturer to list the optimal selling price for their products. Manufacturers list their short-dated overstock and slow-moving products by lot with pictures and descriptions. The manufacturer then determines which vetted and registered customers can bid on or outright purchase their products.

Once products from a manufacturer have been entered into SoSRx’s platform, a bid cycle begins. Each bid cycle is 3 days. Each buyer (wholesaler, distributor or chain) will have 3 options. The options are buy now, bid, or pass. In the buy now option the manufacturer has an established price in which they would sell the product. The bid option allows the buyers to put in a price if they value the product and at the end of the bid cycle the manufacturer has several options. The manufacturer can accept the highest bidder if the buyer has met the minimum bid requirement, counter if the bid is below the minimum bid requirement or begin a negotiation to an agreed upon price or accepted bid, regardless of minimum bid requirement. The fourth option is to decline.

If one of the four options described above, except decline, have been selected a committed offer is generated in the system. The buyer then submits a purchase order to the manufacturer. The manufacturer then processes the purchase order and sends the product directly to the buyer. This is when revenue is recognized as a transaction fee. At no point does SoSRx take possession of the inventory. SoSRx bills the manufacturer per committed offer at a fee percentage of total offer value.

Integra Pharma Solutions, LLC (“Trxade Prime”) is a licensed wholesaler of brand, generic and non-drug products to Customers. Integra LLC takes orders for products, creates invoices for each order and recognizes revenue at the time the Customer receives the product. Customer returns are not material. Step One: Identify the contract with the Customer – Integra LLC requires that an application and a credit card for payment be completed by the Customer prior to the first order. Each transaction is evidenced by an order form sent by the Customer and an invoice for the product is sent by Integra LLC. The collection is probable based on the application and credit card information provided prior to the first order. Step Two: Identify the performance obligations in the contract – Each order is distinct and evidenced by the shipping order and invoice. Step Three: Determine the transaction price – The consideration is variable if product is returned. The variability is determined based on the return policy of the product manufacturer. There are no sales or volume discounts. The transaction price is determined at the time of the order evidenced by the invoice. Step Four: Allocate the transaction price – There is no difference between contract price and “stand-alone selling price”. Step Five: Recognize revenue when or as the entity satisfies a performance obligation – The Revenue is recognized when the Customer receives the product.

Community Specialty Pharmacy, LLC (“CSP”) is a licensed retail pharmacy. CSP fills prescriptions for drugs written by a doctor and recognizes revenue at the time the patient confirms delivery of the prescription. Customer returns are not material. Step One: Identify the contract with the Customer – The prescription is written by a doctor for a patient and presented by the patient to the Customer and is in turn delivered to CSP. The prescription identifies the performance obligations in the contract. CSP fills the prescription and delivers to the Customer the drugs, fulfilling the contract. The collection is probable because there is confirmation that the patient has insurance for reimbursement to CSP prior to filling the prescription. Step Two: Identify the performance obligations in the contract – Each prescription is distinct to the Customer. Step Three: Determine the transaction price – The consideration is not variable. The transaction price is determined to be the price of prescription at the time of delivery which considers the expected reimbursements from third party payors (e.g., pharmacy benefit managers, insurance companies and government agencies). Step Four: Allocate the transaction price – The price of the prescription invoiced represents the expected amount of reimbursement from third party payors. There is no difference between contract price and “stand-alone selling price”. Step Five: Recognize revenue when or as the entity satisfies a performance obligation – Revenue is recognized after the delivery of the prescription.

Bonum, LLC is a telehealth company that provides services to its subscribers. We derive our revenues from subscription-based services through our mobile application on a business-to-business or business-to-customer models. Business-to-business – Organizations contract with Bonum to provide tele-health services to their members on a per-member basis. Organizations are invoiced by Bonum, and revenue is recognized as services are provided each month. Bonum also generates revenues through business-to-customer relationships, where customers can download and subscribe to the Bonum mobile application on their digital device. Subscriptions can be monthly, annual or per encounter. Revenue is recognized as it is earned. Deferred revenue is recorded for unearned subscriptions income and recognized in the financial statements in the period earned.

Stock-Based Compensation

The Company accounts for stock-based compensation to employees in accordance with ASC 718, “Compensation-Stock Compensation”. ASC 718 requires companies to measure the cost of employee services received in exchange for an award of equity instruments, including stock options, based on the grant date fair value of the award and to recognize it as compensation expense over the period the employee is required to provide service in exchange for the award, usually the vesting period. Stock option forfeitures are recognized at the date of employee termination. Effective January 1, 2019, the Company adopted ASU 2018-07 for the accounting of share-based payments granted to non-employees for goods and services.

Recently Issued Accounting Standards

For more information on recently issued accounting standards, see “NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION”, to the Notes to Consolidated Financial Statements included herein under “PART I. - ITEM 1. FINANCIAL STATEMENTS”.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Because we are a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer (our principal executive officer and principal accounting/financial officer), Mr. Ajjarapu and Mr Patel, respectively, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this Quarterly Report. Based on this evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that as of June 30, 2023, our disclosure controls and procedures were not effective to provide reasonable assurance that information required to be disclosed in our reports filed with the SEC pursuant to the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosures.

As a result of the formative stage of our development, the Company has not fully implemented the necessary internal controls. The matters involving internal controls and procedures that the Company’s management considered to be material weaknesses under the standards of the Committee of Sponsoring Organizations of the Treadway Commission (COSO) were: (1) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of accounting principles generally accepted in the United States of America (“GAAP”) and SEC disclosure requirements; and (2) ineffective controls over period end financial disclosure and reporting processes.

Management believes that the material weaknesses set forth above did not have an effect on the Company’s financial results reported herein. We are committed to improving our financial organization. As part of this commitment, we have increased our personnel resources and technical accounting expertise as we develop the internal and financial resources of the Company. In addition, the Company will prepare and implement sufficient written policies and checklists which will set forth procedures for accounting and financial reporting with respect to the requirements and application of GAAP and SEC disclosure requirements.

Management believes that preparing and implementing sufficient written policies and checklists will remedy the following material weaknesses (i) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of GAAP and SEC disclosure requirements; and (ii) ineffective controls over period end financial close and reporting processes.

We have improved our financial organization as we have increased our personnel resources and technical accounting expertise. We will continue to monitor and evaluate the effectiveness of our internal controls and procedures and our internal controls over financial reporting on an ongoing basis.

Limitations on Effectiveness of Controls and Procedures

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Changes in Internal Control over Financial Reporting

There has not been any change in our internal control over financial reporting that occurred during the quarter ended June 30, 2023, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

In the ordinary course of business, we may become a party to lawsuits involving various matters. The impact and outcome of litigation, if any, is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We believe the ultimate resolution of any such current proceeding will not have a material adverse effect on our continued financial position, results of operations or cash flows.

Such current litigation or other legal proceedings are described in, and incorporated by reference in, this “ITEM 1. LEGAL PROCEEDINGS” of this Quarterly Report on Form 10-Q from, “PART I – ITEM 1. FINANCIAL STATEMENTS” in the Notes to Consolidated Financial Statements in “NOTE 8 – CONTINGENCIES”. The Company believes that the resolution of currently pending matters will not individually or in the aggregate have a material adverse effect on our financial condition or results of operations. However, assessment of the current litigation or other legal claims could change in light of the discovery of facts not presently known to the Company or by judges, juries or other finders of fact, which are not in accord with management’s evaluation of the possible liability or outcome of such litigation or claims.

Additionally, the outcome of litigation is inherently uncertain. If one or more legal matters were resolved against the Company in a reporting period for amounts in excess of management’s expectations, the Company’s financial condition and operating results for that reporting period could be materially adversely affected.

ITEM 1A. RISK FACTORS

There have been no material changes from the risk factors previously disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 27, 2023 (the “Form 10-K”), under the heading “Risk Factors”, except as set forth below, and investors should review the risks provided in the Form 10-K and below, prior to making an investment in the Company. The business, financial condition and operating results of the Company can be affected by a number of factors, whether currently known or unknown, including but not limited to those described in the Form 10-K for the year ended December 31, 2022, under “Risk Factors”, and below, any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past, or from anticipated future, financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results and stock price.

Risks Relating to Our Business:

We need additional capital which may not be available on commercially acceptable terms, if at all, which creates substantial doubt about our ability to continue as a going concern.

Our historical financial statements have been prepared under the assumption that we will continue as a going concern. As of June 30, 2023, the Company had an accumulated deficit of $21.9 million. We have limited financial resources, as of June 30, 2023, we had working capital deficit of $2.2 million and a cash balance of $745,561. We will need to raise additional capital or secure debt funding to support on-going operations. The sources of this capital are expected to be the sale of equity and debt, which may not be available on favorable terms, if at all, and may, if sold, cause significant dilution to existing stockholders. If we are unable to access additional capital moving forward, it may hurt our ability to grow and to generate future revenues, our financial position, and liquidity. These matters, when considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time, which is defined as within one year after the date that our condensed financial statements are issued. The financial herein do not contain any adjustments to reflect the possible future effects on the classification of assets or the amounts and classification of liabilities that might result from the outcome of this uncertainty. The doubt regarding our potential ability to continue as a going concern may adversely affect our ability to obtain new financing on reasonable terms or at all. Additionally, if we are unable to continue as a going concern, our stockholders may lose some or all of their investment in the Company.

Additional financing may not be available to us when needed or, if available, it may not be obtained on commercially reasonable terms. If we are not able to obtain the necessary additional financing on a timely or commercially reasonable basis, we will be forced to delay or scale down some or all of our development activities (or perhaps even cease the operation of our business). Our access to additional capital may be negatively affected by future recessions, downturns in the economy or the markets as a whole, or inflation.

We have no commitments for any additional financing and such commitments may not be obtained on favorable terms, if at all. Any additional equity financing will be dilutive to our stockholders, and debt financing, if available, may involve restrictive covenants with respect to dividends, raising future capital, and other financial and operational matters. If we are unable to obtain additional financing as needed, we may be required to reduce the scope of our operations or our anticipated expansion, which could have a material adverse effect on us.

Our industry and the broader US economy have experienced higher than expected inflationary pressures in 2022 and the first half of 2023, related to continued supply chain disruptions, labor shortages and geopolitical instability. Should these conditions persist our business, results of operations and cash flows could be materially and adversely affected.

The first three quarters of 2022 and the first half of 2023 have seen significant increases in the costs of certain materials, products and shipping costs, as a result of availability constraints, supply chain disruption, increased demand, labor shortages associated with a fully employed US labor force, high inflation and other factors. Supply and demand fundamentals have been further aggravated by disruptions in global energy supply caused by multiple geopolitical events, including the ongoing conflict between Russia and Ukraine. Service, materials and shipping costs have also increased accordingly with general supply chain and inflation issues seen throughout the United States leading to increased operating costs. Recent supply chain constraints and inflationary pressures may continue to adversely impact our operating costs and may negatively impact our ability to procure and ship products in a timely and cost-effective manner, if at all, which could result in reduced margins and lack of products and, as a result, our business, financial condition, results of operations and cash flows could be materially and adversely affected.

Upon the occurrence of an event of default under our Receivables Agreement, our cash flows may be adversely affected.

On June 27, 2023, March 14, 2023, June 27, 2022 and September 14, 2022, the Company entered into non-recourse funding agreements with the same third-party funder for the purchase and sale of future receivables (the “Receivables Agreements”), Pursuant to the Receivables Agreements, the third-party agreed to fund the Company on June 27, 2022 $550,000 to purchase $792,000 of future receivables; and fund the Company again on September 14, 2022 $275,000 to purchase $396,000 of future receivables, again on March 14, 2023 $875,000 to purchase $1,224,000 and again on June 27, 2023 $1,250,000 to purchase $1,800,000 of future receivables. Under the Receivables Agreements, the third-party receives a priority interest in the receivables of Trxade Inc. The Company also paid $62,500, $42,500, $27,500, and $15,000 as origination fees in connection with the Receivables Agreements. The Receivables Agreements also allows for the third-party funder to file UCCs securing their interest in the receivables and includes customary events of default,

Upon the occurrence of an event of default under the Receivables Agreement, we are required to pay the third-party funder 100% of future receivables equal to the entire purchased amount. While the Receivables Agreement is in place, we are prohibited from selling any other receivables. As a result, if an event of default occurs under the Receivables Agreement, 100% of our sales revenue would be required to be paid until such time as the amount owed under the Receivables Agreement is paid in full. If this were to occur, our cash flows would be adversely affected and we may not have sufficient liquidity to pay our debt obligations and expenses, may be forced to raise additional funds which may not be available on favorable terms, if at all, and may be forced to curtail certain of our business activities, any of which may cause the value of our securities to decline in value.

Risks Relating to our Securities:

We are not currently in compliance with Nasdaq’s continued listing standards and may not be able to maintain the listing of our common stock on the Nasdaq Capital Market.

Our common stock was approved for listing on The Nasdaq Capital Market under the symbol “MEDS”, in February 2020. On July 29, 2022, the Company received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) notifying us that we are not in compliance with the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market. Nasdaq Listing Rule 5550(b)(1) requires companies listed on the Nasdaq Capital Market to maintain stockholders’ equity of at least $2,500,000. In the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, we reported stockholders’ equity of $1,804,533, which is below the minimum stockholders’ equity required for continued listing pursuant to Nasdaq Listing Rule 5550(b)(1) (the “Rule”). Nasdaq gave us until September 12, 2022 to submit to Nasdaq a plan to regain compliance, and we submitted a compliance plan prior to that deadline.

We submitted the plan to regain compliance in a timely manner, and on October 17, 2022, Nasdaq advised the Company that it has determined to grant the Company an extension to regain compliance with the Rule.

The terms of the extension are as follows: on or before January 25, 2023, the Company must complete certain contemplated transactions which the Company has advised Nasdaq will allow it to re-meet the requirements of the Rule (including the public sale of $1.75 million of common stock (or pre-funded warrants), which transaction was completed on October 7, 2022), and opt for one of the two following alternatives to evidence compliance with the Rule: Alternative 1, completion of a transaction or event that enabled the Company to satisfy the stockholders’ equity requirement for continued listing, and disclosure of that event, along with certain other information, in a public filing with the SEC, including that as of the date of the report, the Company believes it has regained compliance with the stockholders’ equity requirement and a disclosure stating that Nasdaq will continue to monitor the Company’s ongoing compliance with the stockholders’ equity requirement; or Alternative 2, completion of a transaction or event that enabled the Company to satisfy the stockholders’ equity requirement for continued listing, and disclosure of that event, along with certain other information, in a public filing with the SEC, including pro forma adjustments and a pro forma balance sheet must evidence compliance with the Rule, and disclosure that the Company believes it has regained compliance with the stockholders’ equity requirement and a disclosure stating that Nasdaq will continue to monitor the Company’s ongoing compliance with the stockholders’ equity requirement. Additionally, in either case the Company is required to disclose that if at the time of its next periodic report, the Company does not evidence compliance, that it may be subject to delisting.

Regardless of which alternative the Company chooses, if the Company fails to evidence compliance upon filing its next periodic report with the SEC and Nasdaq, the Company may be subject to delisting. In the event the Company does not satisfy these terms, Nasdaq will provide written notification that its securities will be delisted. At that time, the Company may appeal Nasdaq’s determination to a Hearings Panel.

There is also no guarantee that we will be able to maintain our listing on The Nasdaq Capital Market for any period of time by perpetually satisfying Nasdaq’s continued listing requirements. Our failure to continue to meet these requirements may result in our securities being delisted from Nasdaq.

Among the conditions required for continued listing on The Nasdaq Capital Market, Nasdaq requires us to maintain at least $2.5 million in stockholders’ equity or $500,000 in net income over the prior two years or two of the prior three years. As discussed above of June 30, 2022, September 30, 2022 and December 31, 2022, our stockholders’ equity was below $2.5 million and we did not otherwise meet the net income requirements described above, and as such, we are not currently in compliance with Nasdaq’s continue listing standards. If we fail to timely remedy our compliance with the applicable requirements, our stock may be delisted.

Additional requirements we must meet to continue our listing on The Nasdaq Capital Market include the requirement that we maintain a stock price over $1.00 per share.

Even if we demonstrate compliance with the requirements of Nasdaq, we will have to continue to meet other objective and subjective listing requirements to continue to be listed on The Nasdaq Capital Market. Delisting from The Nasdaq Capital Market could make trading our common stock more difficult for investors, potentially leading to declines in our share price and liquidity. Without a Nasdaq Capital Market listing, stockholders may have a difficult time getting a quote for the sale or purchase of our stock, the sale or purchase of our stock would likely be made more difficult, and the trading volume and liquidity of our stock could decline. Delisting from The Nasdaq Capital Market could also result in negative publicity and could also make it more difficult for us to raise additional capital. The absence of such a listing may adversely affect the acceptance of our common stock as currency or the value accorded by other parties. Further, if we are delisted, we would also incur additional costs under state blue sky laws in connection with any sales of our securities. These requirements could severely limit the market liquidity of our common stock and the ability of our stockholders to sell our common stock in the secondary market. If our common stock is delisted by Nasdaq, our common stock may be eligible to trade on an over-the-counter quotation system, such as the OTCQB Market or the OTC Pink market, where an investor may find it more difficult to sell our stock or obtain accurate quotations as to the market value of our common stock. In the event our common stock is delisted from The Nasdaq Capital Market, we may not be able to list our common stock on another national securities exchange or obtain quotation on an over-the counter quotation system.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Recent Sales of Unregistered Securities

On January 6, 2023, an investor exercised 601,740 “pre-funded warrants” for an aggregate purchase price of $6.02 and was issued 601,740 shares of common stock on that date. The terms of these warrants were previously described in our Current Report on Form 8-K dated October 4, 2022.

In the first quarter of 2023, we issued 50,000 shares of common stock to White Lion Capital, LLC as the “commitment shares” pursuant to the terms of a Common Stock Purchase Agreement dated September 7, 2022, as described in our Current Report on Form 8-K dated September 7, 2022.

In each case, the issuance did not involve a public offering and was made without general solicitation or general advertising, and the recipient of the shares was an accredited investor.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

The Company repurchased no shares of common stock during the first two quarters of 2023.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

(a) During the quarter ended June 30, 2023, there was no information required to be disclosed in a report on Form 8-K which was not disclosed in a report on Form 8-K.

(b) During the quarter ended June 30, 2023, there were no material changes to the procedures by which stockholders may recommend nominees to our board of directors.

ITEM 6. EXHIBITS

Incorporated by Reference

Exhibit No.

Description

Form

File No.

Exhibit

Filing
Date

Filed Herewith

2.1

Agreement and Plan of Merger dated as of June 30, 2023, by and among TRxADE Health, Inc., Foods Merger Sub, Inc., and Superlatus Inc.

8-K

001-39199

2.1

06/30/2023

3.1

Form of Certificate of Amendment to Second Amended and Restated Certificate of Incorporation

8-K

001-39199

3.1

06/15/2023

3.2

Certificate of Designation of Series B Preferred Stock

8-K

001-39199

3.1

06/26/2023

4.1

Form of Pre-Funded Common Stock Purchase Warrant

8-K

001-39199

4.1

10/7/2022

4.2

Form of Common Stock Purchase Warrant

8-K

001-39199

4.2

10/7/2022

10.1

Binding Letter of Intent, dated June 22, 2023 by and between TRxADE Health, Inc. and Superlatus, Inc.

8-K

001-39199

10.1

06/23/2023

10.2

Amendment to Acquisition Letter, dated June 23, 2023 by and between TRxADE Health, Inc. and Superlatus, Inc.

8-K

001-39199

10.1

06/23/2023

10.3

Stock Swap Agreement dated June 28, 2023, by and among TRxADE Health, Inc., Suren Ajjarapu and Prashant Patel.

8-K

001-39199

10.1

06/28/2023

31.1*

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act

31.2*

Certification of Principal Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act

32.1**

Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act

32.2**

Certification of Principal Accounting Officer Pursuant to Section 906 of the Sarbanes-Oxley Act

101.INS*

Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*

Inline XBRL Taxonomy Extension Schema Document

101.CAL*

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE*

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104*

Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set.

* Filed herewith.

** Furnished herewith.

+ Certain information has been redacted pursuant to Item 601(a)(6) of Regulation S-K, as the disclosure of such information would constitute a clearly unwarranted invasion of personal privacy.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	TRxADE HEALTH, INC.

	By:	/s/ Suren Ajjarapu
		Suren Ajjarapu
		Chief Executive Officer (Principal Executive Officer)

		Date: August 18, 2023

	By:	/s/ Prashant Patel
		Prashant Patel
		Interim Chief Financial Officer (Principal Accounting/Financial Officer)

		Date: August 18, 2023

Exhibit 31.1

31.1 Certification of Chief Executive Officer

I, Suren Ajjarapu, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of TRxADE HEALTH, INC. (the “registrant”);

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 18, 2023

/s/ Suren Ajjarapu
Suren Ajjarapu
Chief Executive Officer (Principal Executive Officer)

Exhibit 31.2

Certification of Chief Financial Officer

I, Prashant Patel, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of TRxADE HEALTH, INC. (the “registrant”);

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.	The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 18, 2023

/s/ Prashant Patel
Prashant Patel
Chief Financial Officer (Principal Accounting/Financial Officer)

Exhibit 32.1

Certification of Chief Executive Officer

Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002

I, Suren Ajjarapu, Chief Executive Officer of TRxADE HEALTH, INC. (the “Company”), certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

	(i)	The Quarterly Report on Form 10-Q of TRxADE HEALTH, INC. for the quarter ended June 30, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, and

	(ii)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated.

Dated: August 18, 2023

/s/ SUREN AJJARAPU
Suren Ajjarapu
Chief Executive Officer (Principal Executive Officer)

Exhibit 32.2

Certification of Chief Financial Officer

Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of The Sarbanes-Oxley Act of 2002

I, Prashant Patel, Chief Financial Officer of TRxADE HEALTH, INC. (the “Company”), certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

	(i)	The Quarterly Report on Form 10-Q of TRxADE HEALTH, INC. for the quarter ended June 30, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or Section 15(d), as applicable, of the Securities Exchange Act of 1934, and

	(ii)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated.

Dated: August 18, 2023

/s/ Prashant Patel
Prashant Patel
Chief Financial Officer (Principal Accounting/Financial Officer)

Cover - shares	6 Months Ended
Cover - shares	Jun. 30, 2023	Aug. 10, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2023
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-39199
Entity Registrant Name	TRxADE HEALTH, INC.
Entity Central Index Key	0001382574
Entity Tax Identification Number	46-3673928
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2420 Brunello Trace
Entity Address, City or Town	Lutz
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33558
City Area Code	(800)
Local Phone Number	261-0281
Title of 12(b) Security	Common Stock, $0.00001 Par Value Per Share
Trading Symbol	MEDS
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		1,247,169

Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Current Assets
Cash	$ 745,561	$ 1,111,156
Accounts receivable, net	799,436	728,601
Inventory	161,259	119,582
Prepaid assets	388,789	110,945
Current assets of discontinued operations		22,837
Total Current Assets	2,095,045	2,093,121
Property plant and equipment, net	59,571	65,214
Intangible assets and capitalized software, net	589,720	450,845
Deposits	49,031	49,031
Operating lease right-of-use assets	951,618	1,051,815
Total Assets	3,744,985	3,710,026
Current Liabilities
Accounts payable	863,579	682,653
Accrued liabilities	376,312	290,013
Other current liabilities	792,078	67,517
Contingent funding liabilities	62,390	108,036
Current portion lease liabilities	211,427	196,872
Warrant liability	1,957,161	588,533
Notes payable— related party		166,667
Current liabilities of discontinued operations		46,500
Total Current liabilities	4,262,947	2,146,791
Long Term Liabilities
Other long-term liabilities — leases	776,565	887,035
Notes payable- related party		333,333
Total Liabilities	5,039,512	3,367,159
Stockholders’ Equity
Series A preferred stock, $0.00001 par value; 10,000,000 shares authorized; none issued and outstanding, as of June 30, 2023 and December 31, 2022.
Common stock, $0.00001 par value; 6,666,667 shares authorized; 682,520 and 626,247 shares issued and outstanding, as of June 30, 2023 and December 31, 2022, respectively	7	6
Additional paid-in capital	20,585,803	20,482,666
Retained deficit	(21,880,337)	(19,719,536)
Total	(1,294,527)	763,136
Non-controlling interest in subsidiary		(420,269)
Total Stockholders’ equity	(1,294,527)	342,867
Total Liabilities and Stockholders’ Equity	$ 3,744,985	$ 3,710,026

Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares outstanding	0	0
Preferred stock, shares issued	0	0
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, shares authorized	6,666,667	6,666,667
Common stock, shares issued	682,520	626,247
Common stock, shares outstanding	682,520	626,247

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Revenues	$ 2,251,076	$ 3,278,729	$ 4,498,826	$ 6,519,001
Cost of sales	606,349	2,107,815	1,297,019	4,012,384
Gross Profit	1,644,727	1,170,914	3,201,807	2,506,617
Operating Expenses:
Wage and salary expense	820,957	1,178,124	1,726,858	2,248,082
Professional fees	229,624	111,057	369,285	212,066
Accounting and legal expense	193,446	139,858	441,663	376,079
Technology expense	441,376	298,062	674,662	543,847
General and administrative	304,949	546,919	682,370	1,198,221
Total operating expenses	1,990,352	2,274,020	3,894,838	4,578,295
Operating Loss	(345,625)	(1,103,106)	(693,031)	(2,071,678)
Nonoperating income (expense)
Change in fair value of warrant liability	(1,448,519)		(1,368,628)
Interest income			4,198
Gain on disposal of asset				4,100
Interest expense	(180,734)	(9,155)	(243,126)	(10,519)
Total nonoperating expense	(1,629,253)	(9,155)	(1,607,556)	(6,419)
Net Loss from continuing operations	(1,974,878)	(1,112,261)	(2,300,587)	(2,078,097)
Net Loss on discontinued operations, net of tax			(352,244)
Net loss attributable to TRxADE Health, Inc.	(1,974,878)	(1,083,763)	(2,652,831)	(2,043,910)
Net loss attributable to non-controlling interests		$ (28,498)		$ (34,187)
Basic and diluted net loss per common share:
Continuing operations, basic	$ (2.90)	$ (2.04)	$ (3.41)	$ (3.81)
Continuing operations, diluted	(2.90)	(2.04)	(3.41)	(3.81)
Discontinued operations, diluted			(0.52)
Discontinued operations, basic			(0.52)
Net loss attributable to common stockholders, basic	(2.90)	(1.99)	(3.93)	(3.75)
Net loss attributable to common stockholders, diluted	$ (2.90)	$ (1.99)	$ (3.93)	$ (3.75)
Weighted average common shares outstanding - basic	681,199	545,403	675,143	545,306
Weighted average common shares outstanding - diluted	681,199	545,403	675,143	545,306

Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Noncontrolling Interest [Member]	Total
Beginning balance, value at Dec. 31, 2021	$ 5	$ 20,017,605	$ (16,247,437)		$ 3,770,173
Beginning balance, shares at Dec. 31, 2021	544,430
Common stock issued for services		32,083			32,083
Warrants exercised for cash		875			875
Warrants exercised for cash, shares	972
Options expense		32,783			32,783
Net loss			(960,147)	(5,689)	(965,836)
Capital contributions				792,500	792,500
Capital distributions				(775,000)	(775,000)
Ending balance, value at Mar. 31, 2022	$ 5	20,083,346	(17,207,584)	11,811	2,887,578
Ending balance, shares at Mar. 31, 2022	545,402
Beginning balance, value at Dec. 31, 2021	$ 5	20,017,605	(16,247,437)		3,770,173
Beginning balance, shares at Dec. 31, 2021	544,430
Net loss					(2,078,097)
Ending balance, value at Jun. 30, 2022	$ 5	20,112,562	(18,291,347)	(16,687)	1,804,533
Ending balance, shares at Jun. 30, 2022	545,402
Beginning balance, value at Mar. 31, 2022	$ 5	20,083,346	(17,207,584)	11,811	2,887,578
Beginning balance, shares at Mar. 31, 2022	545,402
Common stock issued for services		12,222			12,222
Options expense		16,994			16,994
Net loss			(1,083,763)	(28,498)	(1,112,261)
Ending balance, value at Jun. 30, 2022	$ 5	20,112,562	(18,291,347)	(16,687)	1,804,533
Ending balance, shares at Jun. 30, 2022	545,402
Beginning balance, value at Dec. 31, 2022	$ 6	20,482,666	(19,719,536)	(420,269)	342,867
Beginning balance, shares at Dec. 31, 2022	626,247
Common stock issued for services		63,486			63,486
Common stock issued for services, shares	14,362
Warrants exercised for cash	$ 1	6			7
Warrants exercised for cash, shares	40,116
Disposition of assets, related party			492,030	420,269	912,299
Options expense		14,434			14,434
Net loss			(677,953)		(677,953)
Ending balance, value at Mar. 31, 2023	$ 7	20,560,592	(19,905,459)		655,140
Ending balance, shares at Mar. 31, 2023	680,725
Beginning balance, value at Dec. 31, 2022	$ 6	20,482,666	(19,719,536)	(420,269)	342,867
Beginning balance, shares at Dec. 31, 2022	626,247
Net loss					(2,652,831)
Ending balance, value at Jun. 30, 2023	$ 7	20,585,803	(21,880,337)		(1,294,527)
Ending balance, shares at Jun. 30, 2023	682,520
Beginning balance, value at Mar. 31, 2023	$ 7	20,560,592	(19,905,459)		655,140
Beginning balance, shares at Mar. 31, 2023	680,725
Common stock issued for services		15,813			15,813
Warrants exercised for cash		1,615			1,615
Net loss			(1,974,878)		(1,974,878)
Options expense		7,783			7,783
Ending balance, value at Jun. 30, 2023	$ 7	$ 20,585,803	$ (21,880,337)		$ (1,294,527)
Ending balance, shares at Jun. 30, 2023	682,520

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities:
Net loss	$ (2,652,831)	$ (2,078,097)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense	5,643	8,994
Options expense	22,217	49,777
Common stock issued for services	79,299	44,305
Bad debt recovery	(32,074)	(98,841)
Gain on sale of asset		(4,100)
Amortization of right of use assets	100,197	85,811
Amortization of intangible assets		14,700
Changes in operating assets and liabilities:
Accounts receivable, net	(38,761)	58,746
Prepaid assets and deposits	28,308	84,250
Inventory	(41,677)	(70,860)
Lease liability	(95,915)	(77,275)
Accounts payable	180,926	718,164
Accrued liabilities	(219,853)	(53,506)
Inventory deposits		(875,321)
Current liabilities	724,561	14,199
Warrant liability	1,368,628
Net cash used in operating activities from continuing operations	(571,332)	(2,180,664)
Net cash (used in) provided by operating activities from discontinued operations	(31,633)	1,610
Net cash used in operating activities	(602,965)	(2,179,054)
Cash flows from investing activities:
Sale of fixed assets		23,000
Investment in capitalized software	(138,875)	(280,172)
Net cash used in investing activities from continuing operations	(138,875)	(257,172)
Net cash provided by investing activities from discontinued operations	420,269
Net cash provided by (used in) investing activities	281,394	(257,172)
Cash flows from financing activities:
Repayment of contingent liability	(870,646)
Proceeds from sale of future revenue	825,000	550,000
Distributions to non-controlling interest		(275,000)
Proceeds from exercise of warrants	1,622	875
Net cash (used in) provided by financing activities from continuing operations	(44,024)	550,875
Net cash used in financing activities from discontinued operations		(275,000)
Net cash (used in) provided by financing activities	(44,024)	275,875
Net change in cash	(365,595)	(2,160,351)
Cash at beginning of the year	1,111,156	3,122,578
Cash at end of the period	745,561	962,227
Supplemental disclosure of cash flow information
Cash paid for interest	243,126	3,328
Cash paid for income taxes
Non-Cash Transactions
Insurance premium financed	306,152	220,354
Note cancelled from SOSRx agreement termination	500,000
Note issued as SOSRx contribution		500,000
Intangible Asset Contribution from non-controlling interest		792,500
Disposition of assets, related party	$ 492,030

ORGANIZATION AND BASIS OF PRESENTATION

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

ORGANIZATION AND BASIS OF PRESENTATION

NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION

Trxade, Inc., operates a web-based market platform that enables commerce among healthcare buyers and sellers of pharmaceuticals, accessories and services.

Community Specialty Pharmacy, LLC, is an accredited independent retail pharmacy with a focus on a community-based model offering home delivery services to patients.

The following table sets forth the computation of basic and diluted loss per share:

	2023			2022			2023			2022
	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2023			2022			2023			2022
Numerator:
Net loss from continuing operations	$	(1,974,878	)	$	(1,112,261	)	$	(2,300,587	)	$	(2,078,097	)
Net loss from discontinued operations	$	-		$	-			(352,244	)	$	-
Numerator for basic and diluted EPS - income available to common stockholders		(1,974,878	)	$	(1,083,763	)		(2,652,831	)	$	(2,043,910	)
Denominator:
Denominator for basic and diluted EPS – weighted average shares		681,199			545,403			675,143			545,306
Denominator for basic EPS – weighted average shares		681,199			545,403			675,143			545,306
Basic and diluted loss per common share	$	(2.90	)	$	(1.99	)	$	(3.93	)	$	(3.75	)
Basic loss per common share	$	(2.90)		$	(1.99)		$	(3.93	)	$	(3.75	)
Continuing operations	$	(2.90	)	$	(1.99	)	$	(3.41	)	$	(3.81	)
Continuing operations, basic	$	(2.90	)	$	(1.99	)	$	(3.41	)	$	(3.81	)
Discontinued operations	$	-		$	-		$	(0.52	)	$	-
Discontinued operations, basic	$	-		$	-		$	(0.52	)	$	-

GOING CONCERN

6 Months Ended

Jun. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GOING CONCERN

NOTE 2 – GOING CONCERN

DISPOSITION OF BUSINESS

6 Months Ended

Jun. 30, 2023

Discontinued Operations and Disposal Groups [Abstract]

DISPOSITION OF BUSINESS

NOTE 3- DISPOSITION OF BUSINESS

	June 30, 2023		December 31, 2022

Cash	$	-	$	22,474
Accounts receivable		-		363
Total assets of discontinued operations	$	-	$	22,837

Accounts payable	$	-	$	46,500
Total liabilities of discontinued operations	$	-	$	46,500

	June 30, 2023			June 30, 2022
Revenue		-			6,600
Cost of sales		-			-
General and administrative expense		(146	)		(18,211	)
Operating loss		(146	)		(11,611	)
Net loss from discontinued operations		(146	)		(11,611	)

RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 30, 2023

RELATED PARTY TRANSACTIONS

NOTE 4- RELATED PARTY TRANSACTIONS

At June 30, 2023, total related party debt was $0.

CONTINGENT FUNDING LIABILITIES

6 Months Ended

Jun. 30, 2023

Contingent Funding Liabilities

CONTINGENT FUNDING LIABILITIES

NOTE 5 – CONTINGENT FUNDING LIABILITIES

STOCKHOLDERS’ EQUITY

6 Months Ended

Jun. 30, 2023

Equity [Abstract]

STOCKHOLDERS’ EQUITY

NOTE 6 – STOCKHOLDERS’ EQUITY

2023 1:15 Stock Split

2022 Equity Compensation Awards

PREFUNDED AND PRIVATE PLACEMENT WARRANTS

6 Months Ended

Jun. 30, 2023

Prefunded And Private Placement Warrants

PREFUNDED AND PRIVATE PLACEMENT WARRANTS

NOTE 7 – PREFUNDED AND PRIVATE PLACEMENT WARRANTS

WARRANTS

6 Months Ended

Jun. 30, 2023

Warrants

WARRANTS

NOTE 8 – WARRANTS

The Company uses the Black-Scholes pricing model to estimate the fair value of stock-based awards on the date of the grant.

There was no compensation cost related to the warrants for the six months ended June 30, 2023, and 2022, respectively.

The Company’s outstanding and exercisable warrants as of June 30, 2023, are presented below:

	Number Outstanding After Reverse Stock Split			Weighted Average Exercise Price		Contractual Life In Years		Intrinsic Value
Warrants outstanding as of December 31, 2022		179,331			22.50		4.72		6,731
Warrants granted					-		-		-
Warrants forfeited, expired, cancelled					-		-		-
Warrants exercised		(1,795	)		22.50		-		-
Warrants outstanding as of June 30, 2023		177,536			22.50		4.27		-
Warrants exercisable as of June 30, 2023		177,536			22.50		4.27		-

OPTIONS

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

OPTIONS

NOTE 9 – OPTIONS

Total compensation cost related to stock options granted was $22,217 and $51,875 for the six-months ended June 30, 2023, and 2022, respectively.

The following table represents stock option activity for the six-month period ended June 30, 2023:

SCHEDULE OF STOCK OPTION ACTIVITY

	Number Outstanding After Reverse Stock Split			Weighted- Average Exercise Price		Weighted- Average Contractual Life in Years		Intrinsic Value
Options outstanding as of December 31, 2022		19,708		$	66.00		3.92	$	-
Options exercisable as of December 31, 2022		17,167			66.30		3.89		-
Options granted		603			6.08		4.76		-
Options forfeited		(140	)		82.33		2.25		-
Options expired		(2,319	)		89.88		0.08		-
Options exercised		-			-		-		-
Options outstanding as of June 30, 2023		17,852			66.10		4.52		-
Options exercisable as of June 30, 2023		16,154			62.43		3.93		-

CONTINGENCIES

6 Months Ended

Jun. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

CONTINGENCIES

NOTE 10 – CONTINGENCIES

Studebaker Defense Group, LLC

Sandwave Group Dsn Bhd and Crecom Burj Group SDN BHD

GSG PPE, LLC

LEASES

6 Months Ended

Jun. 30, 2023

Leases

LEASES

NOTE 11 – LEASES

SCHEDULE OF OPERATING LEASES

	Lease 1			Lease 2
Initial Lease Term	December 2017 to December 2021			November 2018 to November 2023
Renewal Term	January 2021 to December 2024			November 2023 to November 2028
Initial Recognition of right-of-use assets at January 1, 2019	$	534,140		$	313,301
Incremental Borrowing Rate		10	%		10	%

Amounts due within twelve months of June 30,
2023		298,085
2024		307,027
2025		316,238
2026		188,913
Thereafter		77,214
Total minimum lease payments		1,187,477
Less: effect of discounting		(199,485	)
Present value of future minimum lease payments		987,992
Less: current obligations under leases		211,427
Long-term lease obligations	$	776,565

The difference to the balance sheet above is due to the current and long-term remaining lease obligations of the copier operating lease not included in the amount of $13,209 as of June 30, 2023.

SEGMENT REPORTING

6 Months Ended

Jun. 30, 2023

Segment Reporting [Abstract]

SEGMENT REPORTING

NOTE 12 – SEGMENT REPORTING

The Company classifies its business interests into reportable segments which are:

	●	Trxade, Inc. - Web based pharmaceutical marketplace platform – B2B sales
	●	CSP - Community Specialty Pharmacy, LLC – Licensed retail pharmacy – B2C sales
	●	Integra - Integra Pharma, LLC - Licensed wholesaler of brand, generic and non-drug products – B2B sales
	●	Unallocated - Other – corporate overhead expense, Alliance Pharma Solutions, LLC and Bonum Health, LLC

Six Months Ended June 30, 2023	Trxade, Inc.		CSP			Integra			Unallocated			Total
Revenue	$	3,000,020	$	637,068		$	842,882		$	18,856		$	4,498,826
Gross Profit		3,000,020		59,533			123,398			18,856			3,201,807
Segment Assets		1,792,999		(513,294	)		343,872			2,121,408			3,744,985
Segment Profit/Loss		1,219,791		(387,225	)		(208,086	)		(3,277,311	)		(2,652,831	)
Cost of Sales	$	-	$	577,535		$	719,484		$	-		$	1,297,019

Six Months Ended June 30, 2022	Trxade, Inc.		CSP			Integra			Unallocated			Total
Revenue	$	2,664,237	$	563,943		$	3,241,965		$	48,856		$	6,519,001
Gross Profit		2,664,237		(140,582	)		(65,894)			48,856			2,506,617
Segment Assets		1,849,455		225,687			934,065			2,663,253			5,672,460
Segment Profit/Loss		797,315		(285,938	)		(472,483	)		(2,116,991	)		(2,078,097	)
Cost of Sales	$	-	$	(704,525	)	$	(3,307,859	)	$	-		$	(4,012,384	)

SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2023

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 13 – SUBSEQUENT EVENTS

Nasdaq Listing Rule 5550(a)(2)

Nasdaq Listing Rule 5550(b)

Settlement between Studebaker Defense Group LLC. and Integra Pharma Solutions, LLC

The Merger Agreement and Related Transactions

Stock Swap Agreement

Lock-Up Agreement

MEDS Rights

ORGANIZATION AND BASIS OF PRESENTATION (Tables)

6 Months Ended

Jun. 30, 2023

Accounting Policies [Abstract]

SCHEDULE OF BASIC AND DILUTIVE INCOME (LOSS) PER SHARE

The following table sets forth the computation of basic and diluted loss per share:

	2023			2022			2023			2022
	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2023			2022			2023			2022
Numerator:
Net loss from continuing operations	$	(1,974,878	)	$	(1,112,261	)	$	(2,300,587	)	$	(2,078,097	)
Net loss from discontinued operations	$	-		$	-			(352,244	)	$	-
Numerator for basic and diluted EPS - income available to common stockholders		(1,974,878	)	$	(1,083,763	)		(2,652,831	)	$	(2,043,910	)
Denominator:
Denominator for basic and diluted EPS – weighted average shares		681,199			545,403			675,143			545,306
Denominator for basic EPS – weighted average shares		681,199			545,403			675,143			545,306
Basic and diluted loss per common share	$	(2.90	)	$	(1.99	)	$	(3.93	)	$	(3.75	)
Basic loss per common share	$	(2.90)		$	(1.99)		$	(3.93	)	$	(3.75	)
Continuing operations	$	(2.90	)	$	(1.99	)	$	(3.41	)	$	(3.81	)
Continuing operations, basic	$	(2.90	)	$	(1.99	)	$	(3.41	)	$	(3.81	)
Discontinued operations	$	-		$	-		$	(0.52	)	$	-
Discontinued operations, basic	$	-		$	-		$	(0.52	)	$	-

DISPOSITION OF BUSINESS (Tables)

6 Months Ended

Jun. 30, 2023

Discontinued Operations and Disposal Groups [Abstract]

SCHEDULE OF FINANCIAL STATEMENTS OF DISCONTINUED OPERATIONS

	June 30, 2023		December 31, 2022

Cash	$	-	$	22,474
Accounts receivable		-		363
Total assets of discontinued operations	$	-	$	22,837

Accounts payable	$	-	$	46,500
Total liabilities of discontinued operations	$	-	$	46,500

	June 30, 2023			June 30, 2022
Revenue		-			6,600
Cost of sales		-			-
General and administrative expense		(146	)		(18,211	)
Operating loss		(146	)		(11,611	)
Net loss from discontinued operations		(146	)		(11,611	)

WARRANTS (Tables)

6 Months Ended

Jun. 30, 2023

Warrants

SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS

The Company’s outstanding and exercisable warrants as of June 30, 2023, are presented below:

	Number Outstanding After Reverse Stock Split			Weighted Average Exercise Price		Contractual Life In Years		Intrinsic Value
Warrants outstanding as of December 31, 2022		179,331			22.50		4.72		6,731
Warrants granted					-		-		-
Warrants forfeited, expired, cancelled					-		-		-
Warrants exercised		(1,795	)		22.50		-		-
Warrants outstanding as of June 30, 2023		177,536			22.50		4.27		-
Warrants exercisable as of June 30, 2023		177,536			22.50		4.27		-

OPTIONS (Tables)

6 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

SCHEDULE OF STOCK OPTION ACTIVITY

The following table represents stock option activity for the six-month period ended June 30, 2023:

SCHEDULE OF STOCK OPTION ACTIVITY

	Number Outstanding After Reverse Stock Split			Weighted- Average Exercise Price		Weighted- Average Contractual Life in Years		Intrinsic Value
Options outstanding as of December 31, 2022		19,708		$	66.00		3.92	$	-
Options exercisable as of December 31, 2022		17,167			66.30		3.89		-
Options granted		603			6.08		4.76		-
Options forfeited		(140	)		82.33		2.25		-
Options expired		(2,319	)		89.88		0.08		-
Options exercised		-			-		-		-
Options outstanding as of June 30, 2023		17,852			66.10		4.52		-
Options exercisable as of June 30, 2023		16,154			62.43		3.93		-

LEASES (Tables)

6 Months Ended

Jun. 30, 2023

Leases

SCHEDULE OF OPERATING LEASES

	Lease 1			Lease 2
Initial Lease Term	December 2017 to December 2021			November 2018 to November 2023
Renewal Term	January 2021 to December 2024			November 2023 to November 2028
Initial Recognition of right-of-use assets at January 1, 2019	$	534,140		$	313,301
Incremental Borrowing Rate		10	%		10	%

SCHEDULE OF FUTURE MINIMUM PAYMENTS FOR OPERATING LEASE LIABILITIES

Amounts due within twelve months of June 30,
2023		298,085
2024		307,027
2025		316,238
2026		188,913
Thereafter		77,214
Total minimum lease payments		1,187,477
Less: effect of discounting		(199,485	)
Present value of future minimum lease payments		987,992
Less: current obligations under leases		211,427
Long-term lease obligations	$	776,565

SEGMENT REPORTING (Tables)

6 Months Ended

Jun. 30, 2023

Segment Reporting [Abstract]

SCHEDULE OF BUSINESS INTERESTS INTO REPORTABLE SEGMENTS

Six Months Ended June 30, 2023	Trxade, Inc.		CSP			Integra			Unallocated			Total
Revenue	$	3,000,020	$	637,068		$	842,882		$	18,856		$	4,498,826
Gross Profit		3,000,020		59,533			123,398			18,856			3,201,807
Segment Assets		1,792,999		(513,294	)		343,872			2,121,408			3,744,985
Segment Profit/Loss		1,219,791		(387,225	)		(208,086	)		(3,277,311	)		(2,652,831	)
Cost of Sales	$	-	$	577,535		$	719,484		$	-		$	1,297,019

Six Months Ended June 30, 2022	Trxade, Inc.		CSP			Integra			Unallocated			Total
Revenue	$	2,664,237	$	563,943		$	3,241,965		$	48,856		$	6,519,001
Gross Profit		2,664,237		(140,582	)		(65,894)			48,856			2,506,617
Segment Assets		1,849,455		225,687			934,065			2,663,253			5,672,460
Segment Profit/Loss		797,315		(285,938	)		(472,483	)		(2,116,991	)		(2,078,097	)
Cost of Sales	$	-	$	(704,525	)	$	(3,307,859	)	$	-		$	(4,012,384	)

SCHEDULE OF BASIC AND DILUTIVE INCOME (LOSS) PER SHARE (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Product Information [Line Items]
Net loss from continuing operations	$ (1,974,878)	$ (1,112,261)	$ (2,300,587)	$ (2,078,097)
Net loss from discontinued operations			(352,244)
Numerator for basic and diluted EPS - income available to common stockholders	$ (1,974,878)	$ (1,083,763)	$ (2,652,831)	$ (2,043,910)
Denominator for basic EPS – weighted average shares	681,199	545,403	675,143	545,306
Denominator for diluted EPS - weighted average shares	681,199	545,403	675,143	545,306
Basic loss per common share	$ (2.90)	$ (1.99)	$ (3.93)	$ (3.75)
Diluted loss per common share	(2.90)	(1.99)	(3.93)	(3.75)
Continuing operations, basic	(2.90)	(2.04)	(3.41)	(3.81)
Continuing operations, diluted	(2.90)	(2.04)	(3.41)	(3.81)
Discontinued operations, basic			(0.52)
Discontinued operations, diluted			$ (0.52)
Numerator [Member]
Product Information [Line Items]
Net loss from continuing operations	$ (1,974,878)	$ (1,112,261)	$ (2,300,587)	$ (2,078,097)
Net loss from discontinued operations			(352,244)
Numerator for basic and diluted EPS - income available to common stockholders	$ (1,974,878)	$ (1,083,763)	$ (2,652,831)	$ (2,043,910)
Denominator [Member]
Product Information [Line Items]
Denominator for basic EPS – weighted average shares	681,199	545,403	675,143	545,306
Denominator for diluted EPS - weighted average shares	681,199	545,403	675,143	545,306
Basic loss per common share	$ (2.90)	$ (1.99)	$ (3.93)	$ (3.75)
Diluted loss per common share	(2.90)	(1.99)	(3.93)	(3.75)
Continuing operations, basic	(2.90)	(1.99)	(3.41)	(3.81)
Continuing operations, diluted	(2.90)	(1.99)	(3.41)	(3.81)
Discontinued operations, basic			(0.52)
Discontinued operations, diluted			$ (0.52)

ORGANIZATION AND BASIS OF PRESENTATION (Details Narrative) - USD ($)			6 Months Ended
	Jun. 21, 2023	Jan. 20, 2023	Jun. 30, 2023	Jun. 30, 2022	Jan. 04, 2023	Dec. 31, 2022	May 23, 2022	May 20, 2022	Feb. 15, 2022
Loss on discontinued operations			$ 352,244
Shares issued price per share			$ 1
Stockholders' Equity, Reverse Stock Split	1		Effective June 21, 2023 the Company executed a 1:15 reverse stock split for stockholders of record on that date. This was executed to comply with the Nasdaq Listing Rule 5550(a)(2) to have the price of the stock above $1.
Bad debt expense			$ 32,074	$ 98,841
Accounts receivable, after allowance for credit loss, current			$ 799,436			$ 728,601
Warrants to purchase common stock			177,536
Warrant [Member]
Options to purchase common stock			17,852
Number of shares, issued			50,000
Warrants to purchase, shares					601,740
Warrants, price per share					$ 6.02
Community Specialty Pharmacy LLC [Member]
Other receivables								$ 1,200,000
Payment of other receivables							$ 875,000
Single Customer [Member]
Accounts receivable, after allowance for credit loss, current			$ 630,000
Membership Interest Purchase Agreements [Member] \| Alliance Pharma Solutions LLC and Community Specialty Pharmacy LLC [Member]
Sale of stock percentage		100.00%
Membership Interest Purchase Agreements [Member] \| Alliance Pharma Solutions LLC [Member]
Sale of stock consideration value		$ 125,000
Membership Interest Purchase Agreements [Member] \| Community Specialty Pharmacy LLC [Member]
Sale of stock consideration value		100,000
Master Service Agreement [Member]
Additional amount owed prior to agreement		$ 266,000
Trxade, Inc.[Member]
Equity method investment, ownership percentage			100.00%
SosRx LLC [Member]
Equity method investment, ownership percentage									51.00%
Exchange Health LLC [Member]
Equity method investment, ownership percentage									49.00%

GOING CONCERN (Details Narrative) - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 21,880,337	$ 19,719,536
Working capital	2,200,000
Cash balance	$ 746,000

SCHEDULE OF FINANCIAL STATEMENTS OF DISCONTINUED OPERATIONS (Details) - SosRx LLC [Member] - USD ($)	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Cash			$ 22,474
Accounts receivable			363
Total assets of discontinued operations			22,837
Accounts payable			46,500
Total liabilities of discontinued operations			$ 46,500
Revenue		$ 6,600
Cost of sales
General and administrative expense	(146)	(18,211)
Operating loss	(146)	(11,611)
Net loss from discontinued operations	$ (146)	$ (11,611)

DISPOSITION OF BUSINESS (Details Narrative) - SosRx LLC [Member]	Feb. 04, 2023 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Notes payable	$ 500,000
Accounts payable	$ 15,000

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)				6 Months Ended
	Jul. 01, 2023	Apr. 13, 2023	Feb. 15, 2022	Jun. 30, 2023	Jun. 30, 2022	Apr. 01, 2023
Related Party Transaction [Line Items]
Repayments of related party debt, per month		$ 550,000
Promissory note issued					$ 500,000
SosRx LLC [Member]
Related Party Transaction [Line Items]
Related party transaction amount			$ 325,000
Promissory note issued			500,000
Other commitment			400,000
Exchange Health LLC [Member] \| Software and contracts [Member]
Related Party Transaction [Line Items]
Proceeds from intangible assets.			$ 792,000
Scietech LLC [Member]
Related Party Transaction [Line Items]
Equity method investment, ownership percentage				31.00%
SosRx LLC [Member]
Related Party Transaction [Line Items]
Equity method investment, ownership percentage			51.00%
Exchange Health LLC [Member]
Related Party Transaction [Line Items]
Equity method investment, ownership percentage			49.00%
Related Party [Member]
Related Party Transaction [Line Items]
Related party debt				$ 0
Related party transaction, description of transaction				(i) provides that all accumulated losses of SOSRx through December 20, 2022, will be allocated 51%/49% between the Company and Exchange Health; (ii) provides for a total of approximately $15,000 in outstanding invoices owed by the Company to SOSRx to be waived; (iii) includes certain indemnification obligations of SOSRx and Exchange Health; (iv) requires SOSRx to pay certain pre-agreed outstanding invoices of SOSRx; (v) includes mutual releases of the Company and SOSRx and Exchange Health; and (vi) includes customary representations and warranties of the parties.
Related Party [Member] \| Independent Contractor Agreement [Member]
Related Party Transaction [Line Items]
Related party compensation	$ 200,000					$ 200,000
Prepayments of related party debt	50,000
Repayments of related party debt, per month	$ 15,000

CONTINGENT FUNDING LIABILITIES (Details Narrative) - USD ($)	Jun. 30, 2023	Jun. 27, 2023	Mar. 14, 2023	Dec. 31, 2022	Sep. 14, 2022	Jun. 27, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Contingent funding liabilities	$ 62,390			$ 108,036
Receivables Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Contingent funding liabilities	$ 62,390	$ 1,250,000	$ 875,000		$ 275,000	$ 550,000
Receivables net current		1,800,000	1,224,000		396,000	792,000
One-time origination fee		$ 62,500	$ 42,500		$ 15,000	$ 27,500
Interest rate	36.00%

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)			3 Months Ended				6 Months Ended
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	Jun. 21, 2023	Aug. 31, 2022	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stockholders' equity, reverse stock split	1						Effective June 21, 2023 the Company executed a 1:15 reverse stock split for stockholders of record on that date. This was executed to comply with the Nasdaq Listing Rule 5550(a)(2) to have the price of the stock above $1.
Shares issued price per share			$ 1				$ 1
Stock issued during period value issued for services			$ 15,813	$ 63,486	$ 12,222	$ 32,083
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period shares issued for services				14,362
Stock issued during period value issued for services
Officers [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period, shares		5,460
Employees [Member] \| Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Decrease in salaries							$ 37,000
Share based compensation, shares							2,126
Board of Directors Chairman [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Stock issued during period shares issued for services		3,635
Stock issued during period value issued for services		$ 63,250

PREFUNDED AND PRIVATE PLACEMENT WARRANTS (Details Narrative) - Pre Funded Warrants [Member] - $ / shares	6 Months Ended
	Jun. 30, 2023	Jan. 04, 2023	Sep. 01, 2022
Warrants to purchase price		40,116	40,116
Warrants price per share	$ 1,621	$ 6.02	$ 17.25
Share exercise price per share	0.00015
Warrants exercise price per share	22.50
Warrants minimum exercise price	$ 3.48

SCHEDULE OF OUTSTANDING AND EXERCISABLE WARRANTS (Details)	6 Months Ended
	Jun. 30, 2023 USD ($) $ / shares shares
Warrants
Number Outstanding After Reverse Stock Split, Warrants outstanding begining \| shares	179,331
Weighted average exercise price, outstanding begining	$ 22.50
Contractual life in years warrants outstanding, begining	4 years 8 months 19 days
Aggregate intrinsic value outstanding begining \| $	$ 6,731
Weighted average exercise price, warrants granted
Weighted average exercise price, warrants forfeited, expired, cancelled
Number Outstanding After Reverse Stock Split, warrants exercised \| shares	(1,795)
Weighted average exercise price, warrants exercised	$ 22.50
Number Outstanding After Reverse Stock Split, Warrants outstanding ending \| shares	177,536
Weighted average exercise price, outstanding ending	$ 22.50
Contractual life in years warrants outstanding, ending	4 years 3 months 7 days
Aggregate intrinsic value outstanding ending \| $
Number Outstanding After Reverse Stock Split, Warrants outstanding exercisable \| shares	177,536
Weighted average exercise price, exercisable ending	$ 22.50
Contractual life in years warrants, warrants exercisable Ending	4 years 3 months 7 days

WARRANTS (Details Narrative) - USD ($)	6 Months Ended
WARRANTS (Details Narrative) - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Jan. 04, 2023	Sep. 01, 2022
Number of warrants granted	0
Warrants, expired	0
Share-based payment arrangement, noncash expense	$ 22,217	$ 51,875
Private Placement Warrants [Member]
Warrants, exercised	40,116
Warrant [Member]
Number of warrants granted	1,795
Warrants price per share			$ 6.02
Share-based payment arrangement, noncash expense	$ 0	$ 0
Pre Funded Warrants [Member]
Warrants price per share	$ 1,621		$ 6.02	$ 17.25

SCHEDULE OF STOCK OPTION ACTIVITY (Details) - Stock Options [Member]	6 Months Ended
	Jun. 30, 2023 USD ($) $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number Outstanding After Reverse Stock Split, Options outstanding, beginning balance \| shares	19,708
Weighted average exercise price outstanding, beginning balance \| $ / shares	$ 66.00
Contractual life in years outstanding, beginning balance	3 years 11 months 1 day
Intrinsic value outstanding, beginning balance \| $
Number Outstanding After Reverse Stock Split, Options exercisable \| shares	17,167
Weighted average exercise price outstanding, Options exercisable \| $ / shares	$ 66.30
Contractual life in years exercisable, beginning balance	3 years 10 months 20 days
Intrinsic value Options exercisable, beginning balance \| $
Number Outstanding After Reverse Stock Split, granted \| shares	603
Weighted average exercise price outstanding, Options granted \| $ / shares	$ 6.08
Contractual life in years, granted	4 years 9 months 3 days
Number Outstanding After Reverse Stock Split, forfeited \| shares	(140)
Weighted average exercise price outstanding, Options forfeited \| $ / shares	$ 82.33
Contractual life in years, forfeited	2 years 3 months
Number Outstanding After Reverse Stock Split, expired \| shares	(2,319)
Weighted average exercise price outstanding, Options expired \| $ / shares	$ 89.88
Contractual life in years, expired	29 days
Number Outstanding After Reverse Stock Split, exercised \| shares
Weighted average exercise price outstanding, Options exercised \| $ / shares
Number Outstanding After Reverse Stock Split, Options outstanding, ending balance \| shares	17,852
Weighted average exercise price outstanding, Options outstanding \| $ / shares	$ 66.10
Contractual life in years outstanding, ending balance	4 years 6 months 7 days
Intrinsic value outstanding, beginning balance \| $
Number Outstanding After Reverse Stock Split, Options exercisable \| shares	16,154
Weighted average exercise price outstanding, Options exercisable \| $ / shares	$ 62.43
Contractual life in years exercisable, ending balance	3 years 11 months 4 days
Intrinsic value outstanding, ending balance \| $

OPTIONS (Details Narrative) - USD ($)	6 Months Ended
OPTIONS (Details Narrative) - USD ($)	Jun. 30, 2023	Jun. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options expense	$ 22,217	$ 51,875
Share-Based Payment Arrangement [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options to purchase common stock granted	603
Options to purchase common stock forfeited	140
Options to purchase common stock expired	2,319
Options to purchase common stock exercised	0
Stock Option Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options to purchase common stock granted	155,556
Second Amended and Restated 2019 Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock issued during period, shares	133,333
Share-based payment award, description	beginning in 2021 and ending in 2029 (each a “Date of Determination”), in each case subject to the approval and determination of the administrator of the plan (the Board of Directors or Compensation Committee) on or prior to the applicable Date of Determination, equal to the lesser of (A) ten percent (10%) of the total shares of common stock of the Company outstanding on the last day of the immediately preceding fiscal year and (B) such smaller number of shares as determined by the administrator. The administrator as a result of the annual meeting shareholder vote increased the number of shares available to grant to employees under the 2019 incentive plan by 2 million. The administrator did not approve an increase in the number of shares covered under the plan as of April 1, 2022
Number of shares available for grant	2,000,000

CONTINGENCIES (Details Narrative)			1 Months Ended			6 Months Ended
CONTINGENCIES (Details Narrative)	Sep. 30, 2021 USD ($)	Aug. 14, 2020 Integer	Jun. 30, 2022 USD ($)	Aug. 31, 2020 USD ($) Integer	Jul. 31, 2020 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2021 USD ($)
Principal amount	$ 630,000
Attorney fees						$ 630,000
Bad debt expenses	$ 630,000					(32,074)	$ (98,841)
Attorney fees			$ 743,000
Waxman [Member]
Principal amount						$ 630,000
Integra [Member] \| Studebaker Defense Group, LLC [Member]
Down payment					$ 500,000
Number of nitrile gloves delivered \| Integer		180,000
Loss contingency damages sought value					$ 500,000
Loss on inventory investment								$ 500,000
Integra [Member] \| Sandwave Group Dsn Bhd [Member]
Down payment				$ 581,250
Number of nitrile gloves delivered \| Integer				150,000
Loss contingency damages sought value				$ 581,250
Loss on inventory investment								$ 581,250
Integra [Member] \| Crecom Burj Group Sdn Bhd [Member]
Loss contingency damages sought value				$ 581,250

SCHEDULE OF OPERATING LEASES (Details) - USD ($)	6 Months Ended
SCHEDULE OF OPERATING LEASES (Details) - USD ($)	Jun. 30, 2023	Dec. 31, 2022	Jan. 01, 2019
Property, Plant and Equipment [Line Items]
Recognition of Right to use assets	$ 951,618	$ 1,051,815
Lease 1 [Member]
Property, Plant and Equipment [Line Items]
Initial Lease Term	December 2017 to December 2021
Renewal Lease Term	January 2021 to December 2024
Recognition of Right to use assets			$ 534,140
Incremental Borrowing Rate	10.00%
Lease 2 [Member]
Property, Plant and Equipment [Line Items]
Initial Lease Term	November 2018 to November 2023
Renewal Lease Term	November 2023 to November 2028
Recognition of Right to use assets			$ 313,301
Incremental Borrowing Rate	10.00%

SCHEDULE OF FUTURE MINIMUM PAYMENTS FOR OPERATING LEASE LIABILITIES (Details)	Jun. 30, 2023 USD ($)
Leases
2023	$ 298,085
2024	307,027
2025	316,238
2026	188,913
Thereafter	77,214
Total minimum lease payments	1,187,477
Less: effect of discounting	(199,485)
Present value of future minimum lease payments	987,992
Less: current obligations under leases	211,427
Long-term lease obligations	$ 776,565

LEASES (Details Narrative) - USD ($)	6 Months Ended
LEASES (Details Narrative) - USD ($)	Jun. 30, 2023	Jun. 30, 2022
Leases
Increase in right-of-use asset	$ 977,220
Initial lease liability	15,000
Lease payments	13,209
Operating lease amortization expense	100,197	$ 85,811
Payment for operating lease liabilities	$ 95,915	$ 77,275

SCHEDULE OF BUSINESS INTERESTS INTO REPORTABLE SEGMENTS (Details) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Segment Reporting Information [Line Items]
Revenue	$ 2,251,076		$ 3,278,729		$ 4,498,826	$ 6,519,001
Gross Profit	1,644,727		1,170,914		3,201,807	2,506,617
Segment Assets	3,744,985		5,672,460		3,744,985	5,672,460	$ 3,710,026
Segment Profit/Loss	(1,974,878)	$ (677,953)	(1,112,261)	$ (965,836)	(2,652,831)	(2,078,097)
Cost of Sales					1,297,019	4,012,384
Cost of Sales					(1,297,019)	(4,012,384)
Trxade, Inc.[Member]
Segment Reporting Information [Line Items]
Revenue					3,000,020	2,664,237
Gross Profit					3,000,020	2,664,237
Segment Assets	1,792,999		1,849,455		1,792,999	1,849,455
Segment Profit/Loss					1,219,791	797,315
Cost of Sales
Cost of Sales
Community Specialty Pharmacy LLC [Member]
Segment Reporting Information [Line Items]
Revenue					637,068	563,943
Gross Profit					59,533	(140,582)
Segment Assets	(513,294)		225,687		(513,294)	225,687
Segment Profit/Loss					(387,225)	(285,938)
Cost of Sales					577,535	704,525
Cost of Sales					(577,535)	(704,525)
Integra Pharma LLC [Member]
Segment Reporting Information [Line Items]
Revenue					842,882	3,241,965
Gross Profit					123,398	(65,894)
Segment Assets	343,872		934,065		343,872	934,065
Segment Profit/Loss					(208,086)	(472,483)
Cost of Sales					719,484	3,307,859
Cost of Sales					(719,484)	(3,307,859)
Other Segments [Member]
Segment Reporting Information [Line Items]
Revenue					18,856	48,856
Gross Profit					18,856	48,856
Segment Assets	$ 2,121,408		$ 2,663,253		2,121,408	2,663,253
Segment Profit/Loss					(3,277,311)	(2,116,991)
Cost of Sales
Cost of Sales

SUBSEQUENT EVENTS (Details Narrative) - USD ($)	Jul. 31, 2023	Jun. 28, 2023	Apr. 13, 2023	Apr. 13, 2023	Apr. 05, 2023	Apr. 05, 2023	Mar. 23, 2023	Jul. 07, 2023	Jun. 30, 2023	Dec. 31, 2022	Jul. 29, 2022
Subsequent Event [Line Items]
Stockholders equity requirement, minimum											$ 2,500,000
Higher limit underwritten public offering					$ 15,000,000		$ 15,000,000
Stockholders' equity requirement						$ 2,500,000
Repayments of Related Party Debt			$ 550,000
Preferred Stock, Par or Stated Value Per Share									$ 0.00001	$ 0.00001
Merger Agreement [Member] \| Suran Aijarapu [Member]
Subsequent Event [Line Items]
Stock Issued During Period, Shares, Conversion of Units		85,000
Merger Agreement [Member] \| Prashant Patel [Member]
Subsequent Event [Line Items]
Stock Issued During Period, Shares, Conversion of Units		81,666
Studebaker Defense Group, LLC [Member] \| Integra [Member]
Subsequent Event [Line Items]
Litigation Settlement, Amount Awarded from Other Party				$ 550,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Share price								$ 1.00
Subsequent Event [Member] \| Series B Preferred Stock [Member] \| Merger Agreement [Member]
Subsequent Event [Line Items]
Stock Issued During Period, Shares, Other	136,441
Stock issued and outstanding percentage	19.90%
Stock Issued During Period, Shares, Conversion of Units	306,855
Preferred Stock, Par or Stated Value Per Share	$ 0.00001