What changed in this filing

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Item 4. Controls and Procedures

2023-08-14 compared with 2023-05-11 · 24 added, 16 removed, 5 unchanged (89% of the section changed)

1 unchanged sentence

of Disclosure Controls and Procedures

of the end of the quarterly period ended March 31, 2023, an evaluation of the effectiveness of our “disclosure controls and procedures”

(as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) was carried out by our management, with the participation

of our Chief Executive Officer (the “CEO”) and Chief Financial Officer (the “CFO”).

Based upon that evaluation,

the CEO and CFO have concluded that as of the end of the quarterly period ended March 31, 2023, our disclosure controls and procedures

are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is (i)

recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated

to the management of the registrant, including the CEO and CFO, to allow timely decisions regarding required disclosure.

should also be noted that the CEO and CFO believe that our disclosure controls and procedures provide a reasonable assurance that they

are effective, they do not expect that our disclosure controls and procedures or internal control over financial reporting will prevent

all errors and fraud.

A control system, no matter how well conceived or operated, can provide only reasonable, not absolute, assurance

that the objectives of the control system are met.

of the end of the quarterly period ended June 30, 2023, an evaluation of the effectiveness of our “disclosure controls and

procedures” (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) was carried out by our

management, with the participation of our Chief Executive Officer (the “CEO”) and Chief Financial Officer (the

Based upon that evaluation, the CEO and CFO have concluded that as of the end of the quarterly period ended June

30, 2023, our disclosure controls and procedures are not effective due to the material weakness in internal controls over financial

reporting related to the restatement described in Note 9 to our Form 10-Q/A March 31, 2023 financial statements filed on August 4, 2023.

weakness specifically related to the subsequent measurement of complex financial instruments.

address this material weakness, management has devoted, and plans to continue to devote significant effort and resources to the remediation

and improvement of its internal control over financial reporting and to provide processes and controls over the internal communication

with the Company and the financial advisors.

While we have processes to identify and appropriately apply applicable accounting requirements,

we plan to enhance these processes to better evaluate our research and understanding of the nuances of the complex accounting instruments

that apply to our financial statements.

We plan to include providing enhanced access to accounting literature, research materials and

documents with whom we consult regarding complex accounting applications.

The elements of our remediation plan can only be accomplished

over time, and we can offer no assurance that these initiatives will ultimately have the intended effects.

Other than this issue, our

disclosure controls and procedures were effective at a reasonable assurance level and, accordingly, provided reasonable assurance that

the information requirement to be disclosed by us in reports filed under the Exchange Act is recorded, processed, summarized and reported

within the time periods specified in the SEC’s rules and forms.

in Internal Control over Financial Reporting

was no change in our internal control over financial reporting that occurred during the fiscal quarter ended March 31, 2023, 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.

was no change in our internal control over financial reporting that occurred during the fiscal quarter ended June 30, 2023, 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.

II - OTHER INFORMATION

1 unchanged sentence

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-Q

Item 4. Controls and Procedures