What changed in this filing

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Item 1. Business

2024-03-07 compared with 2023-03-16 · 95 added, 88 removed, 116 unchanged (61% of the section changed)

4 unchanged sentences

Generation (“PG”) monitoring.

OmniMetrix’s PG services provide wireless remote monitoring and control systems

and IoT applications for residential and commercial/industrial power generation equipment.

This includes our AIRGuard product, which

remotely monitors and controls industrial air compressors and our Smart Annunciator product which is typically sold to commercial

customers that require a visual representation of the generator’s status and has a touch-screen display that indicates the

current state of that generator.

OmniMetrix offers PG wireless monitoring and control IoT solutions encompassing

wireless remote monitoring devices and applications for both residential and commercial/industrial power generation equipment.

includes our suite of TrueGuard products as well as our AIRGuard product, designed for remote monitoring and control of industrial air

compressors, as well as a Smart Annunciator product.

This Smart Annunciator product, tailored for commercial clients, provides a visual

representation of a generator’s status through a touch-screen display, offering real-time updates on its current state.

Protection (“CP”) monitoring.

OmniMetrix’s CP services provide remote monitoring and control products for

cathodic protection systems on oil and gas pipelines serving the gas utilities market and pipeline operators.

The CP product lineup

includes solutions to remotely monitor and control rectifiers, test stations and bonds.

OmniMetrix also offers the industry’s

first RAD TM (Remote AC Mitigation Disconnect) that mounts onto existing Solid-state Decouplers in the field and can

remotely disconnect/connect these AC mitigation tools which can drastically reduce a company’s expense while increasing employee

OmniMetrix specializes in CP monitoring, offering remote monitoring and control

products specifically tailored for cathodic protection systems utilized in gas pipelines, serving gas utilities market and pipeline

Our CP product lineup, which features solutions for remote monitoring and control of rectifiers, test stations and bonds,

is our Hero and Patriot lines of products.

Additionally, we offer the RAD TM (Remote AC Mitigation Disconnect), an

industry-first innovation designed to mount onto existing Solid-state Decouplers in the field.

This device enables remote

disconnection/connection of AC mitigation tools, significantly reducing a customer's expenses while enhancing employee

2023, each of our PG and CP activities represented a reportable segment.

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following tables show, for the periods indicated, the financial results (dollar amounts in thousands) attributable to each of our consolidated

ended December 31, 2022

profit margin

general and administrative expenses

income (loss)

ended December 31, 2021

profit margin

general and administrative expenses

income (loss)

Year ended December 31, 2023

Cost of sales

Gross profit margin

Selling, general and administrative expenses

Operating income (loss)

Year ended December 31, 2022

Cost of sales

Gross profit margin

Selling, general and administrative expenses

Impairment of software

Operating income (loss)

– POWER GENERATION MONITORING AND CONTROL AND CATHODIC PROTECTION MONITORING AND CONTROL

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the emergence of IoT applications whereby companies aggregate multiple sensors and monitors into a simplified dashboard for

customers, OmniMetrix believes it plays a key role in this economic ecosystem.

In addition, OmniMetrix continues to see a rapidly

customers, OmniMetrix believes it plays a key role in this economic ecosystem within the sectors in which it operates.

OmniMetrix continues to see a rapidly

growing need for backup power infrastructure to secure critical military, government, and private sector assets against emergency

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the pipeline segment powered by the rectifier including AC current density.

The industry’s first and patented RAD mounts onto existing

Additionally, the industry’s first and patented RAD mounts onto existing

Solid-state Decouplers in the field and can remotely disconnect/connect these AC mitigation tools which drastically reduces company expense

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There was no diagnostic data opportunity, but service organizations could, at best, practice a reactive service

the advent of second-generation cellular systems and newer, computerized engine controls, OmniMetrix migrated to a design point of collecting

large amounts of performance data from remote machinery, allowing service organizations to perform diagnostics on equipment before

dispatching service.

These enhanced control panels allowed the service organization to put the right person in the right truck with the

right parts to effect a one-trip or a zero-trip solution.

At this phase, service organizations could be efficient, proactive, and provide

a higher level of customer satisfaction.

They could also manage more customers by using remote monitoring.

Customers have provided OmniMetrix

feedback telling how customer service teams are able to work “smarter” and more efficiently by going directly to sites with

problems, thus increasing the value of their businesses.

is now focused on expanding its product offerings while it also continues to execute in its third phase of evolution, maturing the high-performance

data collection design point into the first provider offering of automated prognostic solutions.

For example, as most generator failures

are the result of consumables, and as those consumables can be monitored, the consumption trends can be extrapolated into predictions

of the most common failure modes.

PG monitors have been installed on commercial, industrial and residential generators from original equipment manufacturers (“OEMs”)

such as Caterpillar, Kohler, Generac, Cummins, Briggs & Stratton, MTU Energy and other generator manufacturers.

OmniMetrix provides

dual value propositions to the generator service organizations as well as to the machine owner.

The dealers benefit from the receipt

of performance data and status conditions from the generators they service for their customers, which allows the dealer service organization

to be proactive in their delivery of service to their customers, as well as analyzing the remote machines before dispatching a service

Since the majority of service and warranty costs are incurred from the service providers, preemptive analysis of customer site

conditions prior to dispatch can reduce their labor cost.

From the machine owner’s perspective, the OmniMetrix product provides

a powerful tool to be used in their constant effort to avoid failures that come from consumables such as batteries and fuel.

monitoring, 95% of machine failures can be avoided completely.

This migration from failure reporting to failure prevention is fundamentally

OmniMetrix’s focus and is the result of a strong data collection and analysis design point.

We believe that this transition to

prognostics sets OmniMetrix apart from its competitors, many of whom are still in the failure reporting phase of application development.

OmniMetrix has shifted its primary focus to the commercial and industrial segments from residential due, in part, to the ability to customize

our products to the customers’ specifications.

We have also increased our marketing efforts to end-users in an effort to increase

demand for our services.

These efforts have proven to be successful, and OmniMetrix continues to execute on that strategy.

the advent of second-generation cellular systems and newer, computerized engine controls, OmniMetrix migrated to a design point of

collecting large amounts of performance data from remote machinery, which allows service organizations to perform diagnostics on

equipment before dispatching service.

These enhanced control panels allowed the service organization to put the right person in the

right truck with the right parts to affect a one-trip or even a zero-trip solution.

At this phase, service organizations could be

efficient, proactive, and provide a higher level of customer satisfaction.

They could also manage more customers by using remote

Customers have provided OmniMetrix feedback regarding how customer service teams are able to work “smarter”

and more efficiently by going directly to problem sites with the appropriate people, parts and solutions, thus increasing the value

of their businesses.

is now focused on expanding its product offerings while also executing its third phase of evolution, maturing the high-performance data

collection design point into the first provider offering of automated prognostic solutions.

For example, as most generator failures are

the result of consumables, and as those consumables can be monitored, the consumption trends can be extrapolated into predictions of

the most common failure modes.

OmniMetrix’s PG monitors have been installed on commercial, industrial

and residential generators from original equipment manufacturers (“OEMs”) such as Caterpillar, Kohler, Generac, Cummins, Briggs

& Stratton, MTU Solutions and other generator manufacturers.

OmniMetrix provides dual value propositions to the generator service

organizations as well as to the machine owner.

The dealers benefit from the receipt of performance data and status conditions from the

generators they service for their customers, which allows the dealer service organization to be proactive in their delivery of service

to their customers, as well as analyzing the remote machines before dispatching a service truck.

Since the majority of service and warranty

costs are incurred by the service providers, preemptive analysis of customer site conditions prior to dispatch can reduce their labor

From the machine owner’s perspective, the OmniMetrix product provides a powerful tool to be used in their efforts to avoid

failures that come from consumables such as batteries and fuel.

With proper monitoring, 95% of machine failures can be avoided completely.

This migration from failure reporting to failure prevention is fundamentally OmniMetrix’s focus and is the result of a strong data

collection and analysis design point.

We believe that this transition to prognostics sets OmniMetrix apart from its competitors, many

of whom are still in the failure reporting phase of application development.

OmniMetrix has also shifted its primary focus to the commercial

and industrial segments from residential due, in part, to the ability to customize our products to the customers’ specifications.

We have also increased our marketing efforts to end-users in an effort to increase demand for our services.

These efforts have proven

to be successful, and OmniMetrix continues to execute on that strategy.

is a vertical market company, deeply focused on providing excellent customer experience and product and service designs for a complete

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company has had the opportunity to mature its offering to a level not offered by others who compete in our two segments.

This long experience working with key brand and project partners over the years has resulted in product offerings that are highly competitive.

This long experience

working with key brand and project partners over the years has resulted in product offerings that are highly competitive.

are two types of competitors in the PG marketplace:

monitoring organizations (such as OmniMetrix) produce the monitoring systems, but not the equipment being monitored.

are companies such as Ayantra, FleetZOOM, Gen-Tracker, and PowerTelematics.

The other competitors operate in the reactive “failure

notification” mode described in the early stages of the OmniMetrix business model.

These competitors position themselves in

a lower-performance, lower-price quadrant of the market typically due to the lesser amount of data their products can collect from the

generator’s control panel compared to OmniMetrix.

Independent monitoring organizations produce the monitoring systems, but

not the equipment being monitored.

Aside from OmniMetrix, such companies include Ayantra, FleetZOOM, Gen-Tracker, and PowerTelematics

in the high-performance power generation monitoring segment.

Other competitors operate in the reactive “failure notification”

mode described in the early stages of the OmniMetrix business model.

These competitors position themselves in a lower-performance, lower-price

quadrant of the market typically due to the lesser amount of data their products can collect from the generator’s control panel

compared to OmniMetrix.

such as generator manufacturers or generator controls manufacturers that offer customer connectivity to their machinery.

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They are also

generally designed for the machine owners’ use, in a reactive application.

believe OmniMetrix has a well-established and well-defended position in the high-performance PG monitoring segment, due to its long history

and numerous industry partner projects.

While the execution of our aggressive sales strategy was interrupted by the impact of COVID-19,

the company has resumed an aggressive sales effort into the market segment requiring less technology and lower price (including

the extremely large residential generator market) as well as developing more sophisticated, diagnostic products and custom solutions

for commercial and industrial clientele.

the CP marketplace, there are no OEM competitors, but there are several companies that provide monitoring capabilities similar to OmniMetrix

such as Mobiltex Solutions, Abriox, Elecsys, and American Innovations.

We believe that OmniMetrix systems provide greater functionality

than these competitors, though those competitors are much larger and have greater resources, potentially enabling better channel penetration

than OmniMetrix can accomplish.

generally designed for the machine owners’ use, in a reactive application, similar to lower-performance, lower-priced market competitors.

We believe OmniMetrix has a well-established and well-defended position

in the high-performance PG monitoring segment, due to its long history and numerous industry partner projects.

While the execution of

our aggressive sales strategy was interrupted by the impact of COVID-19, the Company has resumed an aggressive sales effort, including

pursuit of the market segment requiring less technology and lower price (the extremely large residential generator market) as well as developing

more sophisticated, diagnostic products and custom solutions for commercial and industrial clientele.

Within the CP marketplace, there are no OEM competitors, but there are

several companies that provide monitoring capabilities similar to OmniMetrix such as Mobiltex Solutions, Abriox, Elecsys, and American

We believe that OmniMetrix systems provide greater functionality than these competitors, though those competitors are much

larger and have greater resources, potentially enabling better channel penetration in the future than OmniMetrix has accomplished in the

has always focused on being the technology leader in its markets, and as a result has created many “industry firsts” and

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in thousands of U.S.

ended December 31,

Years ended December 31,

December 31, 2023, we had a total of 25 employees (all of whom were employed in the United States by OmniMetrix), of whom 24 were full-time

and 2 were part-time.

and 1 was part-time.

Our CEO, who also serves as acting CEO of OmniMetrix, and our CFO, who also serves as COO of OmniMetrix, are hired

as consultants to us.

OmniMetrix also has consultants that supplement our employed staff and provide monthly recurring services in human

resources, accounting and information technology.

of OmniMetrix’s 28 employees are engaged in production, engineering and technical support, ten in marketing and sales and seven

as consultants to Acorn.

OmniMetrix also has consultants that supplement our employed staff and provide monthly recurring services in engineering,

human resources, accounting and information technology.

of OmniMetrix’s 25 employees are engaged in production, engineering and technical support, ten in marketing and sales and four

in finance and IT.

We consider our relationship with our employees to be satisfactory.

We consider our relationship with our employees to be positive.

We have no collective bargaining agreements with

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business