Item 4. Controls and Procedures
Item 4. Controls and Procedures
Evaluation
of Disclosure Controls and Procedures
Under
the supervision and with the participation of our management, including our principal executive officer and principal financial and accounting
officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter
ended June 30, 2021, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based upon that evaluation and
in light of the SEC Staff Statement, our Certifying Officers concluded that, solely due to the Company’s misapplication of the
accounting for the Company’s warrants as liabilities, our disclosure controls and procedures were not effective as of June 30,
2021. The Company had a material weakness related to the accounting for warrant liabilities.
Disclosure
controls and procedures are designed to ensure that information required to be disclosed by us in our Exchange Act reports is recorded,
processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is
accumulated and communicated to our management, including our principal executive officer and principal financial officer or persons
performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
Changes
in Internal Control over Financial Reporting
There
was no change in our internal control over financial reporting that occurred during the fiscal quarter ended June 30, 2021, covered by
this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over
financial reporting, other than the remediation steps taken to address the material weakness. Management has implemented remediation
steps to address the material weakness and to improve our internal control over financial reporting. Specifically, we expanded and improved
our review process for complex securities and related accounting standards. We plan to further improve this process by enhancing access
to accounting literature, identification of third-party professionals with whom to consult regarding complex accounting applications
and consideration of additional staff with the requisite experience and training to supplement existing accounting professionals.
22
PART II – OTHER
INFORMATION
Item 1. Legal Proceedings
None.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.