ACQUISITION AND STOCK EXCHANGE AGREEMENTS (Tables)

6 Months Ended

Jun. 30, 2024

Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]

SCHEDULE OF ACQUIRED IDENTIFIABLE ASSETS ACQUIRED, AND LIABILITIES

Total purchase price	$	500
Tangible and Intangible assets acquired, and liabilities assumed at estimated fair value:
Cash	$	6
Accounts receivable, net		284
Property and equipment, net		221
Right-of-use lease asset		1,463
Accounts payable		(708	)
Accrued expenses		(99	)
Right-of-use lease liability		(1,463	)
Note payable to RHI		(1,611	)
Noncontrolling interest		38
Assets acquired, net of liabilities transferred	$	(1,869	)
Goodwill	$	2,369

SCHEDULE OF UNAUDITED PRO-FORMA COMBINED RESULTS OF OPERATIONS

	Three-Months Ended						Six-Months Ended
	June 30,						June 30,
	2024			2023			2024			2023
Net Revenue	$	137		$	12		$	316		$	25
Net loss		(2,394	)		(11,361	)		(4,441	)		(19,077	)
Deemed dividend from trigger of down round provision feature		(310	)		(2,466	)		(966	)		(2,466	)
Net loss to common stockholders	$	(2,704	)	$	(13,827	)	$	(5,407	)	$	(21,543	)
Net loss per share:
Basic and diluted net loss to common stockholders	$	(0.24	)	$	(3.59	)	$	(0.51	)	$	(5.99	)
Weighted average number of common shares outstanding during the period:
Basic and diluted		11,365			3,851			10,653			3,598