| RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS |
|
B. |
RESTATEMENT OF PREVIOUSLY
ISSUED FINANCIAL STATEMENTS: |
The Company
has identified certain accounting errors relating to compliance with U.S. GAAP in connection with the Company’s accounting of certain
assets and liabilities as well as acquisition accounting. As a result of the re-audit, the Audit Committee, in consultation with the
Company’s management, concluded that the Company’s previously issued audited consolidated financial statements and the notes
thereto as of and for the fiscal years ended December 31, 2023 and 2022 require restatement and should not be relied upon.
The
following include descriptions of the significant adjustments to the Company’s previously reported 2023 and 2022 financial statements.
1. Business Acquisitions
The Company incorrectly accounted
for the Wildman, GAP, Trend, Premier and T.R. Miller acquisitions (“Acquisitions”) as asset acquisitions that would properly
be accounted for as business combinations in accordance with ASC Topic 805, Business Combinations.
The Company improperly determined
the fair value of certain assets acquired and liabilities assumed and the fair value of contingent earn-out payments, which was part
of the total consideration, in accordance with ASC Topic 820, Fair Value Measurement.
As a part of the restatement process,
the Company performed a separate assessment of each acquisition in accordance with the relevant guidance of ASC Topic 805, Business Combinations,
and completed a purchase price allocation analysis, including the proper calculation of the fair value of the certain assets acquired
and liabilities assumed and the fair value of contingent earn-out payments.
To correct the error, the Company
adjusted the final purchase price accounting for inventory, identifiable intangibles, goodwill and contingent earn-out liabilities, including
associated mark-to-market adjustments subsequent to the acquisition dates.
2. Goodwill Impairment
As a result of the incorrect accounting
treatment of the Acquisitions, the Company omitted the recognition of goodwill and failed to perform an annual goodwill impairment analysis
as of October 1, 2023 and 2022.
As a part of the restatement process,
the Company performed quantitative goodwill impairment testing in accordance with ASC 350, Intangibles - Goodwill and Other as of October
1, 2023 and October 1, 2022. The Company determined that the carrying value of its reporting unit was in excess of its fair value.
To correct the error, the Company
recorded a non-cash goodwill impairment charge during the fourth quarter of fiscal years 2023 and 2022.
3. Income Taxes
The Company improperly calculated
deferred tax asset and liability balances. The Company also established several improper methods of accounting for income taxes with
respect to the Acquisitions, bad debt reserve, capitalized research, and inventory capitalization as well as other book to tax adjustments
that needed to be corrected such as charitable contributions and stock option expense.
As a part of the restatement process,
the Company calculated the correct tax adjustments for the 2021 through 2023 tax years and the impact to the income tax provision and
deferred tax asset/(liability) balances.
To correct the error, the Company
recorded journal entries to correct end of the year deferred tax asset/(liability) balances. With respect to improper methods of tax
accounting, the Company recorded an uncertain tax position (“FIN 48”) reserve for each of these items and will correct the
improper methods of tax accounting by filing an automatic method change in its 2024 U.S. federal income tax return, which will be filed
in 2025. The Company generated tax losses in 2021 and 2022, these losses were able to offset the effects of the improper methods for
both 2021 and 2022. In addition, the Company plans to amend its 2023 U.S. federal income tax return, which will include a statement explaining
additional adjustments such as charitable contributions and stock option expense to its 2021 and 2022 net operating loss carryforward
balances. All tax entries have been booked as of December 31, 2023, and 2022, to reflect the correct income tax provision and deferred
tax asset/(liability) balances. The Company recorded a valuation allowance as well in 2022 as the Company was in a cumulative deficit
at that time.
4. Related Party
Presentation
Certain amounts relating to the
accounts receivable from related parties, sales to related parties, and cost of sales to related parties, previously reflected in Accounts
Receivable, Net, Sales, and Cost of Sales on the Company’s Balance Sheet and Statement of Earnings, have been reclassified to Accounts
receivable – related parties, Sales – related parties, and Cost of sales – related parties. These reclassifications
had no impact on the previously reported net earnings, cash flows or shareholders’ equity.
5. Accounts Receivable
and Unearned Revenue Adjustment
The Company incorrectly recorded
certain amounts in Accounts Receivable for products that were shipped but not billed as of December 31, 2023, rather than reducing Unearned
Revenue for the customer deposit that was received prior to December 31, 2023.
As a part of the restatement process,
the Company performed reconciliations of unbilled receivables and unearned revenue and adjusted overstated Accounts Receivable and Unearned
Revenue balances.
6. Sales Adjustment
The Company incorrectly recognized
Sales relating to freight charges for certain orders.
As a part of the restatement process,
the Company conducted a thorough analysis of sales including freight charges. Multiple reviews were carried out to ensure all potential
errors were addressed.
To correct the error, the Company
adjusted overstated freight revenue and corresponding freight expenses for the year ended December 31, 2023.
7. Inventory Adjustment
The Company failed to perform a
proper full physical inventory count.
As a part of the restatement process,
the Company performed physical inventory count and corresponding rollback analysis. The Company identified discrepancies between recorded
and actual inventory levels.
To correct the error, the Company
adjusted its inventory records and reduced its reported inventory value as of December 31, 2023, to accurately reflect the findings.
8. Subsequent Measurement
of Available-for-Sale Securities
The Company incorrectly recorded
unrealized holding gains and losses for available-for-sale securities that should be excluded from earnings and reported in other comprehensive
income (loss).
As a part of the restatement process,
the Company performed a separate analysis related to subsequent measurement of available-for-sale securities in accordance with the relevant
guidance of ASC Topic 320, Investments – Debt Securities.
To correct the error, the Company
adjusted realized gain (loss) on investment and corresponding other comprehensive income (loss) for the years ended December 31, 2023
and 2022.
9. Unearned Revenue and Sales
Adjustment
The Company failed to recognize
certain amounts as Sales for the products that were included in Unearned Revenue but shipped as of December 31, 2023. In addition, the
Company did not reduce the inventory balance for the products that were shipped as of December 31, 2023.
As a part of the restatement process,
the Company performed reconciliations of unearned revenue and adjusted overstated Unearned Revenue and Inventory balances for the products
that were shipped as of December 31, 2023.
|
* |
Represents
revision for immaterial error correction. |
The following tables summarize
the effect of the restatement on each financial statement line item as of the dates indicated:
| Balance Sheet as of December 31, 2023 |
|
As
Reported |
|
|
Adjustment |
|
|
As
Restated |
|
|
Reference |
|
| Cash and cash equivalents |
|
$ |
7,989 |
|
|
$ |
70 |
|
|
|
8,059 |
|
|
|
* |
|
| Investments |
|
|
10,464 |
|
|
|
(71 |
) |
|
|
10,393 |
|
|
|
* |
|
| Accounts receivable, net |
|
|
20,466 |
|
|
|
(4,243 |
) |
|
|
16,223 |
|
|
|
4,5 |
|
| Accounts receivable – related parties |
|
|
— |
|
|
|
853 |
|
|
|
853 |
|
|
|
4 |
|
| Deferred income taxes |
|
|
841 |
|
|
|
(841 |
) |
|
|
— |
|
|
|
3 |
|
| Inventory |
|
|
6,639 |
|
|
|
(1,857 |
) |
|
|
4,782 |
|
|
|
7,9 |
|
| Prepaid corporate taxes |
|
|
17 |
|
|
|
45 |
|
|
|
62 |
|
|
|
3 |
|
| Total current assets |
|
|
49,086 |
|
|
|
(6,044 |
) |
|
|
43,042 |
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Intangible assets, net |
|
|
9,659 |
|
|
|
(6,545 |
) |
|
|
3,114 |
|
|
|
1 |
|
| Goodwill |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1,2 |
|
| Other assets |
|
|
— |
|
|
|
23 |
|
|
|
23 |
|
|
|
1 |
|
| Total other assets |
|
|
10,995 |
|
|
|
(6,522 |
) |
|
|
4,473 |
|
|
|
|
|
| Total assets |
|
$ |
61,602 |
|
|
$ |
(12,566 |
) |
|
$ |
49,036 |
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Accounts payable and accrued expenses |
|
$ |
4,316 |
|
|
$ |
429 |
|
|
$ |
4,745 |
|
|
|
3 |
|
| Accrued payroll and related |
|
|
2,563 |
|
|
|
5 |
|
|
|
2,568 |
|
|
|
* |
|
| Unearned revenue |
|
|
5,171 |
|
|
|
(4,055 |
) |
|
|
1,116 |
|
|
|
5,9 |
|
| Current portion of contingent earn-out liabilities |
|
|
2,870 |
|
|
|
(2,646 |
) |
|
|
224 |
|
|
|
1 |
|
| Current portion of installment payment liabilities |
|
|
— |
|
|
|
786 |
|
|
|
786 |
|
|
|
1 |
|
| Total current liabilities |
|
|
16,667 |
|
|
|
(5,481 |
) |
|
|
11,186 |
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Long-term contingent earn-out liabilities |
|
|
4,587 |
|
|
|
(3,824 |
) |
|
|
763 |
|
|
|
1 |
|
| Long-term installment payment liabilities |
|
|
— |
|
|
|
639 |
|
|
|
639 |
|
|
|
1 |
|
| Total long-term liabilities |
|
|
5,385 |
|
|
|
(3,185 |
) |
|
|
2,200 |
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Additional paid-in capital |
|
|
38,429 |
|
|
|
(166 |
) |
|
|
38,263 |
|
|
|
1 |
|
| Accumulated deficit |
|
|
1,119 |
|
|
|
(3,721 |
) |
|
|
(2,602 |
) |
|
|
1,2,3,6,7,* |
|
| Accumulated other comprehensive loss |
|
|
— |
|
|
|
(13 |
) |
|
|
(13 |
) |
|
|
8 |
|
| Total stockholders’ equity |
|
|
39,550 |
|
|
|
(3,900 |
) |
|
|
35,650 |
|
|
|
|
|
| Total liabilities and stockholders’ equity |
|
$ |
61,602 |
|
|
$ |
(12,566 |
) |
|
$ |
49,036 |
|
|
|
|
|
| Balance Sheet as of December 31, 2022 |
|
As
Reported |
|
|
Adjustment |
|
|
As
Restated |
|
|
Reference |
|
| Accounts receivable, net |
|
|
14,443 |
|
|
|
(693 |
) |
|
|
13,750 |
|
|
|
5 |
|
| Deferred income taxes |
|
|
841 |
|
|
|
(841 |
) |
|
|
— |
|
|
|
3 |
|
| Inventory |
|
|
6,868 |
|
|
|
(941 |
) |
|
|
5,927 |
|
|
|
7 |
|
| Total current assets |
|
|
48,569 |
|
|
|
(2,475 |
) |
|
|
46,094 |
|
|
|
3,5,7 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Intangible assets, net |
|
|
6,272 |
|
|
|
(4,034 |
) |
|
|
2,238 |
|
|
|
1 |
|
| Goodwill |
|
|
— |
|
|
|
90 |
|
|
|
90 |
|
|
|
1,2 |
|
| Other assets |
|
|
— |
|
|
|
23 |
|
|
|
23 |
|
|
|
1 |
|
| Total other assets |
|
|
7,057 |
|
|
|
(3,921 |
) |
|
|
3,136 |
|
|
|
1,2 |
|
| Total assets |
|
$ |
56,626 |
|
|
$ |
(6,396 |
) |
|
$ |
50,230 |
|
|
|
1,2,3,5,7 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Accounts payable and accrued expenses |
|
$ |
4,051 |
|
|
$ |
(2 |
) |
|
$ |
4,049 |
|
|
|
* |
|
| Accrued payroll and related |
|
|
609 |
|
|
|
1 |
|
|
|
610 |
|
|
|
* |
|
| Current portion of contingent earn-out liabilities |
|
|
1,810 |
|
|
|
(1,072 |
) |
|
|
738 |
|
|
|
1 |
|
| Current portion of installment payment liabilities |
|
|
— |
|
|
|
267 |
|
|
|
267 |
|
|
|
1 |
|
| Total current liabilities |
|
|
13,955 |
|
|
|
(806 |
) |
|
|
13,149 |
|
|
|
1,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Long-term contingent earn-out liabilities |
|
|
2,846 |
|
|
|
(2,358 |
) |
|
|
488 |
|
|
|
1 |
|
| Long-term installment payment liabilities |
|
|
— |
|
|
|
414 |
|
|
|
414 |
|
|
|
1 |
|
| Total long-term liabilities |
|
|
3,306 |
|
|
|
(1,944 |
) |
|
|
1,362 |
|
|
|
1 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Additional paid-in capital |
|
|
38,279 |
|
|
|
(166 |
) |
|
|
38,113 |
|
|
|
1 |
|
| Accumulated deficit |
|
|
1,084 |
|
|
|
(3,301 |
) |
|
|
(2,217 |
) |
|
|
1,2,3,6,7,* |
|
| Accumulated other comprehensive loss |
|
|
— |
|
|
|
(179 |
) |
|
|
(179 |
) |
|
|
8 |
|
| Total stockholders’ equity |
|
|
39,365 |
|
|
|
(3,646 |
) |
|
|
35,719 |
|
|
|
1,2,3,6,7,8,* |
|
| Total liabilities and stockholders’ equity |
|
$ |
56,626 |
|
|
$ |
(6,396 |
) |
|
$ |
50,230 |
|
|
|
1,2,3,6,7,8,* |
|
| Statement of Operations for the Year Ended December 31, 2023 |
|
As
Reported |
|
|
Adjustment |
|
|
As
Restated |
|
|
Reference |
|
| Sales |
|
$ |
75,894 |
|
|
$ |
(747 |
) |
|
$ |
75,147 |
|
|
|
4,6,9 |
|
| Sales – related parties |
|
|
— |
|
|
|
853 |
|
|
|
853 |
|
|
|
4 |
|
| Total sales |
|
|
75,894 |
|
|
|
106 |
|
|
|
76,000 |
|
|
|
4,6,9 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of sales |
|
|
51,012 |
|
|
|
(520 |
) |
|
|
50,492 |
|
|
|
4,6,9 |
|
| Cost of sales - related parties |
|
|
— |
|
|
|
656 |
|
|
|
656 |
|
|
|
4 |
|
| Total cost of sales |
|
|
51,012 |
|
|
|
136 |
|
|
|
51,148 |
|
|
|
4,6,9 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| GROSS PROFIT |
|
|
24,882 |
|
|
|
(30 |
) |
|
|
24,852 |
|
|
|
4,6,9 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| General and administrative expenses |
|
|
26,030 |
|
|
|
(720 |
) |
|
|
25,310 |
|
|
|
1,* |
|
| Goodwill impairment |
|
|
— |
|
|
|
810 |
|
|
|
810 |
|
|
|
2 |
|
| Total operating expenses |
|
|
26,030 |
|
|
|
90 |
|
|
|
26,120 |
|
|
|
1,2,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| LOSS FROM OPERATIONS |
|
|
(1,148 |
) |
|
|
(120 |
) |
|
|
(1,268 |
) |
|
|
1,2,4,6,9,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Other income |
|
|
375 |
|
|
|
(189 |
) |
|
|
186 |
|
|
|
1 |
|
| Change in fair value of contingent earn-out liability |
|
|
— |
|
|
|
65 |
|
|
|
65 |
|
|
|
1 |
|
| Realized gain (loss) on investments |
|
|
270 |
|
|
|
(167 |
) |
|
|
103 |
|
|
|
8 |
|
| Total other income |
|
|
1,215 |
|
|
|
(291 |
) |
|
|
924 |
|
|
|
1,8 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| EARNING (LOSS) BEFORE INCOME TAXES |
|
|
67 |
|
|
|
(411 |
) |
|
|
(344 |
) |
|
|
1,2,4,6,8,9,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Provision for income taxes |
|
|
31 |
|
|
|
10 |
|
|
|
41 |
|
|
|
3 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET EARNINGS (LOSS) |
|
|
35 |
|
|
|
(420 |
) |
|
|
(385 |
) |
|
|
1,2,3,4,6,8,9,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET LOSS PER COMMON SHARE |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
$ |
0.00 |
|
|
$ |
(0.02 |
) |
|
$ |
(0.02 |
) |
|
|
1,2,3,4,6,8,9,* |
|
| Diluted |
|
$ |
0.00 |
|
|
$ |
(0.02 |
) |
|
$ |
(0.02 |
) |
|
|
1,2,3,4,6,8,9,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
|
18,519,615 |
|
|
|
277 |
|
|
|
18,519,892 |
|
|
|
* |
|
| Diluted |
|
|
29,453,206 |
|
|
|
(10,933,314 |
) |
|
|
18,519,892 |
|
|
|
1,2,3,4,6,8,9,* |
|
| Statement of Operations for the Year Ended December 31, 2022 |
|
As
Reported |
|
|
Adjustment |
|
|
As
Restated |
|
|
Reference |
|
| Sales |
|
$ |
58,953 |
|
|
$ |
(1,075 |
) |
|
$ |
57,878 |
|
|
|
6 |
|
| Total sales |
|
|
58,953 |
|
|
|
(1,075 |
) |
|
|
57,878 |
|
|
|
6 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Cost of sales |
|
|
42,384 |
|
|
|
109 |
|
|
|
42,493 |
|
|
|
6 |
|
| Total cost of sales |
|
|
42,384 |
|
|
|
109 |
|
|
|
42,493 |
|
|
|
6 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| GROSS PROFIT |
|
|
16,569 |
|
|
|
(1,184 |
) |
|
|
15,385 |
|
|
|
6 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| General and administrative expenses |
|
|
18,075 |
|
|
|
(286 |
) |
|
|
17,789 |
|
|
|
1,* |
|
| Goodwill impairment |
|
|
— |
|
|
|
1,182 |
|
|
|
1,182 |
|
|
|
2 |
|
| Total operating expenses |
|
|
18,075 |
|
|
|
896 |
|
|
|
18,971 |
|
|
|
1,2,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| LOSS FROM OPERATIONS |
|
|
(1,506 |
) |
|
|
(2,080 |
) |
|
|
(3,586 |
) |
|
|
1,2,6,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Other income |
|
|
113 |
|
|
|
(79 |
) |
|
|
34 |
|
|
|
1 |
|
| Change in fair value of contingent earn-out liability |
|
|
— |
|
|
|
180 |
|
|
|
180 |
|
|
|
1 |
|
| Realized gain (loss) on investments |
|
|
(179 |
) |
|
|
178 |
|
|
|
(1 |
) |
|
|
8 |
|
| Total other income |
|
|
29 |
|
|
|
279 |
|
|
|
308 |
|
|
|
1,8 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| LOSS BEFORE INCOME TAXES |
|
|
(1,477 |
) |
|
|
(1,801 |
) |
|
|
(3,278 |
) |
|
|
1,2,6,8,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Provision for income taxes |
|
|
(699 |
) |
|
|
921 |
|
|
|
222 |
|
|
|
3 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET LOSS |
|
|
(778 |
) |
|
|
(2,722 |
) |
|
|
(3,500 |
) |
|
|
1,2,3,6,8,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET LOSS PER COMMON SHARE |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
$ |
(0.04 |
) |
|
$ |
(0.14 |
) |
|
$ |
(0.18 |
) |
|
|
1,2,3,6,8,* |
|
| Diluted |
|
$ |
(0.04 |
) |
|
$ |
(0.14 |
) |
|
$ |
(0.18 |
) |
|
|
1,2,3,6,8,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| WEIGHTED-AVERAGE COMMON SHARES OUTSTANDING |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Basic |
|
|
19,202,619 |
|
|
|
(25 |
) |
|
|
19,202,594 |
|
|
|
* |
|
| Diluted |
|
|
19,202,619 |
|
|
|
(25 |
) |
|
|
19,202,594 |
|
|
|
* |
|
| Statement
of Stockholders’ Equity for the Years Ended December 31, 2023 and 2022 |
|
Common
Stock |
|
|
Additional
Paid-In |
|
|
Accumulated
Other
Comprehensive
|
|
|
Retained
Earnings
(Accumulated
|
|
|
Stock-holders’ |
|
| |
Shares |
|
|
Value |
|
|
Capital |
|
|
Loss |
|
|
Deficit) |
|
|
Equity |
|
Balance,
December 31, 2023
(As Reported) |
|
|
18,534,073 |
|
|
$ |
2
|
|
|
$ |
38,429 |
|
|
$ |
— |
|
|
$ |
1,119 |
|
|
$ |
39,550 |
|
| Adjustments |
|
|
4,927 |
|
|
|
— |
|
|
|
(166 |
) |
|
|
(13 |
) |
|
|
(3,721 |
) |
|
|
(3,900 |
) |
Balance,
December 31, 2023
(As Restated) |
|
|
18,539,000 |
|
|
$ |
2 |
|
|
$ |
38,263 |
|
|
$ |
(13 |
) |
|
$ |
(2,602 |
) |
|
$ |
35,650 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance,
December 31, 2022
(As Reported) |
|
|
18,475,521 |
|
|
|
2 |
|
|
|
38,279 |
|
|
|
— |
|
|
|
1,084 |
|
|
|
39,365 |
|
| Adjustments |
|
|
(185 |
) |
|
|
— |
|
|
|
(166 |
) |
|
|
(179 |
) |
|
|
(3,301 |
) |
|
|
(3,646 |
) |
Balance,
December 31, 2022
(As Restated) |
|
|
18,475,336 |
|
|
$ |
2 |
|
|
$ |
38,113 |
|
|
$ |
(179 |
) |
|
$ |
(2,217 |
) |
|
$ |
35,719 |
|
| Statement of Cash
Flows for the Year Ended December 31, 2023 |
|
As
Reported |
|
|
Adjustment |
|
|
As
Restated |
|
|
Reference |
|
| CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
| Net earnings (loss) |
|
$ |
35 |
|
|
$ |
(420 |
) |
|
$ |
(385 |
) |
|
|
1,2,3,4,6,8,9 |
|
| Depreciation and amortization |
|
|
1,506 |
|
|
|
(734 |
) |
|
|
772 |
|
|
|
1,7 |
|
| Adjustment to reconcile operating lease expense to
cash paid |
|
|
(11 |
) |
|
|
19 |
|
|
|
8 |
|
|
|
* |
|
| Change in allowance for credit losses |
|
|
— |
|
|
|
(174 |
) |
|
|
(174 |
) |
|
|
5,* |
|
| Change in fair value of contingent earn-out liability |
|
|
— |
|
|
|
(65 |
) |
|
|
(65 |
) |
|
|
1 |
|
| Intangible asset impairment, net |
|
|
(178 |
) |
|
|
178 |
|
|
|
— |
|
|
|
1 |
|
| Goodwill impairment |
|
|
— |
|
|
|
810 |
|
|
|
810 |
|
|
|
1,2 |
|
| Noncash interest accretion |
|
|
— |
|
|
|
11 |
|
|
|
11 |
|
|
|
1 |
|
| Unrealized gain (loss) on investments |
|
|
(270 |
) |
|
|
437 |
|
|
|
167 |
|
|
|
8 |
|
| Accounts receivable |
|
|
(6,023 |
) |
|
|
5,346 |
|
|
|
(677 |
) |
|
|
4,5 |
|
| Accounts receivable – related parties |
|
|
— |
|
|
|
(853 |
) |
|
|
(853 |
) |
|
|
4 |
|
| Inventory |
|
|
228 |
|
|
|
1,799 |
|
|
|
2,027 |
|
|
|
7 |
|
| Prepaid taxes |
|
|
71 |
|
|
|
(46 |
) |
|
|
25 |
|
|
|
3 |
|
| Prepaid expenses |
|
|
(566 |
) |
|
|
5 |
|
|
|
(561 |
) |
|
|
* |
|
| Accounts payable and accrued expenses |
|
|
265 |
|
|
|
(161 |
) |
|
|
104 |
|
|
|
* |
|
| Accrued payroll and related |
|
|
1,955 |
|
|
|
3 |
|
|
|
1,958 |
|
|
|
* |
|
| Unearned revenue |
|
|
4,538 |
|
|
|
(4,340 |
) |
|
|
198 |
|
|
|
5 |
|
| Net cash used in operating activities |
|
|
(4,365 |
) |
|
|
1,815 |
|
|
|
(2,550 |
) |
|
|
1,2,3,4,5,6,7,8,9,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business acquisitions, net of cash acquired |
|
|
(660 |
) |
|
|
(1,463 |
) |
|
|
(2,123 |
) |
|
|
1 |
|
| Proceeds from sale of investments |
|
|
— |
|
|
|
4,231 |
|
|
|
4,231 |
|
|
|
8 |
|
| Purchase of investments |
|
|
(415 |
) |
|
|
(4,430 |
) |
|
|
(4,845 |
) |
|
|
8 |
|
| Net cash used in investing activities |
|
|
(2,074 |
) |
|
|
(1,662 |
) |
|
|
(3,736 |
) |
|
|
1,8 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Payment of contingent earn-out liabilities |
|
|
(775 |
) |
|
|
134 |
|
|
|
(641 |
) |
|
|
1 |
|
| Payment of installment payment liabilities |
|
|
— |
|
|
|
(218 |
) |
|
|
(218 |
) |
|
|
1 |
|
| Net cash used in financing activities |
|
|
(825 |
) |
|
|
(84 |
) |
|
|
(909 |
) |
|
|
1 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| NET DECREASE IN CASH |
|
|
(7,264 |
) |
|
|
69 |
|
|
|
(7,195 |
) |
|
|
1,2,3,4,5,6,7,8,9,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CASH - ENDING |
|
$ |
7,990 |
|
|
$ |
69 |
|
|
$ |
8,059 |
|
|
|
1,2,3,4,5,6,7,8,9,* |
|
| Statement of Cash Flows for the Year Ended December 31, 2022 |
|
As
Reported |
|
|
Adjustment |
|
|
As
Restated |
|
|
Reference |
|
| CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
| Net loss |
|
$ |
(778 |
) |
|
$ |
(2,722 |
) |
|
$ |
(3,500 |
) |
|
|
1,2,3,6,8 |
|
| Adjustment to deferred income taxes |
|
|
(728 |
) |
|
|
945 |
|
|
|
217 |
|
|
|
3 |
|
| Depreciation and amortization |
|
|
725 |
|
|
|
(305 |
) |
|
|
420 |
|
|
|
1,7 |
|
| Change in allowance for credit losses |
|
|
— |
|
|
|
36 |
|
|
|
36 |
|
|
|
* |
|
| Change in fair value of contingent earn-out liability |
|
|
— |
|
|
|
(180 |
) |
|
|
(180 |
) |
|
|
1 |
|
| Intangible asset impairment, net |
|
|
(149 |
) |
|
|
149 |
|
|
|
— |
|
|
|
1 |
|
| Goodwill impairment |
|
|
— |
|
|
|
1,182 |
|
|
|
1,182 |
|
|
|
1,2 |
|
| Unrealized gain (loss) on investments |
|
|
179 |
|
|
|
(358 |
) |
|
|
(179 |
) |
|
|
8 |
|
| Accounts receivable |
|
|
(5,460 |
) |
|
|
2,453 |
|
|
|
(3,007 |
) |
|
|
5 |
|
| Inventory |
|
|
(1,637 |
) |
|
|
692 |
|
|
|
(945 |
) |
|
|
7 |
|
| Prepaid expenses |
|
|
(87 |
) |
|
|
952 |
|
|
|
865 |
|
|
|
1 |
|
| Deposits |
|
|
(287 |
) |
|
|
(324 |
) |
|
|
(611 |
) |
|
|
1 |
|
| Accounts payable and accrued expenses |
|
|
(932 |
) |
|
|
(969 |
) |
|
|
(1,901 |
) |
|
|
1 |
|
| Accrued payroll and related |
|
|
(228 |
) |
|
|
1 |
|
|
|
(227 |
) |
|
|
* |
|
| Unearned revenue |
|
|
(113 |
) |
|
|
(602 |
) |
|
|
(715 |
) |
|
|
5 |
|
| Net cash used in operating activities |
|
|
(2,950 |
) |
|
|
950 |
|
|
|
(2,000 |
) |
|
|
1,2,3,5,6,7,8,* |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Business acquisitions, net of cash acquired |
|
|
(737 |
) |
|
|
(1,138 |
) |
|
|
(1,875 |
) |
|
|
1 |
|
| Proceeds from sale of investments |
|
|
— |
|
|
|
200 |
|
|
|
200 |
|
|
|
8 |
|
| Purchase of investments |
|
|
(9,966 |
) |
|
|
(13 |
) |
|
|
(9,979 |
) |
|
|
8 |
|
| Net cash used in investing activities |
|
|
(11,329 |
) |
|
|
(951 |
) |
|
|
(12,280 |
) |
|
|
1,8 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Payment for stock repurchase |
|
|
(3,332 |
) |
|
|
1 |
|
|
|
(3,331 |
) |
|
|
* |
|
| Net cash used in financing activities |
|
|
(2,694 |
) |
|
|
1 |
|
|
|
(2,693 |
) |
|
|
* |
|
|