What changed in this filing

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Item 1. Financial Statements

2023-08-14 compared with 2023-05-15 · 669 added, 591 removed, 783 unchanged (62% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

and cash equivalents

receivable, net

portion of notes receivable

expenses and other current assets

June 30, 2023

Current assets:

Property, plant and equipment,

Investment in real estate,

Cash and cash equivalents

Accounts receivable, net

Assets held for sale

Current portion of notes receivable

Prepaid expenses and other current assets

Total current assets

Property, plant and equipment, net

Investment in real estate, net

Other investments

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Notes receivable

Non-current assets held for sale

Right-of-use assets

intangible assets, net

Other intangible assets, net

$ 204,861,000

$ 248,916,000

AND STOCKHOLDERS’ EQUITY

expenses and deferred revenue

current liabilities

portion of lease liability

portion of long-term debt, net

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

Accrued expenses and deferred revenue

Other current liabilities

Current Liabilities held for sale

Current portion of lease liability

Current portion of long-term debt, net

Total current liabilities

Long-term debt, net

Long term lease liability

Non-current liabilities held for sale

Other long-term liabilities

Deferred tax liability

and contingencies (Note 11)

Stockholders’

stock, $ .02 par

47,000 shares

authorized, 0 shares issued and outstanding ( 0

on December 31, 2022);

Liquidation value $ 1,000 per

share, zero aggregate

on December 31, 2022).

Common stock, $ .02

shares authorized, 139,017,172

shares issued and outstanding ( 139,017,172

on December 31, 2022)

paid-in capital

Commitments and contingencies (Note 11)

Stockholders’ equity

Common stock, $ .02 par value;

200,000,000 shares authorized, 140,264,250 shares issued and outstanding ( 139,017,172 on December 31, 2022)

Additional paid-in capital

Accumulated deficit

( 221,529,000 )

( 194,343,000 )

Stockholder’s Equity

Non-controlling

interest in subsidiaries

stockholders’ equity

liabilities and stockholders’ equity

Total stockholders’ equity

Non-controlling interest in subsidiaries

Total stockholders’ equity

Total liabilities and stockholders’ equity

$ 204,861,000

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For the Three Months Ended

For the Six Months Ended

Printed products

Rental income

Management fee income

Net investment income

Direct marketing

Commission revenue

Total revenue

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Cost of revenue:

Printed Products

Biotechnology

Direct Marketing

Selling, general and administrative (including stock-based compensation)

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( 11,182,000 )

( 12,125,000 )

( 17,860,000 )

Other income (expense):

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Other income (expense)

( 1,703,000 )

Interest expense

( 1,499,000 )

Gain on extinguishment of debt

Loss on equity method investment

Loss on investments

(Loss)/gain on investments

( 27,922,000 )

Gain on sale of asset

Loss from operations before income taxes

( 30,790,000 )

Provision for loan losses

( 3,757,000 )

Gain on sale of assets

Loss from continuing operations before income taxes

( 37,723,000 )

(Gain) loss from operations attributed to noncontrolling interest

( 5,410,000 )

( 46,357,000 )

( 14,361,000 )

Income tax benefit (loss)

( 37,723,000 )

( 5,410,000 )

( 46,357,000 )

( 14,361,000 )

(Income)/loss from continuing operations attributed to noncontrolling interest

Net loss attributable to common stockholders

1 unchanged sentence

$ ( 4,652,000 )

$ ( 45,959,000 )

$ ( 12,700,000 )

Loss per common share:

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Consolidated Statements of Cash Flows

the Three Months Ended March 31,

the Six Months Ended June 30,

Cash flows from operating activities:

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Depreciation and amortization

Gain on allowance for obsolescence of inventory

Stock based compensation

Loss on equity method investment

Loss on investments

Income on equity method investment

(Gain) loss on investments

( 3,823,000 )

Change in ROU assets

( 10,202,000 )

Change in ROU liabilities

Impairment of notes receivable and other investments

( 1,052,000 )

Gain on extinguishment of debt

Gain on sale of assets

Impairment of notes receivable

Decrease (increase) in assets:

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Accounts payable

( 3,846,000 )

Accrued expenses

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Other liabilities

Net cash used by operating activities - continuing operations

( 18,083,000 )

( 13,947,000 )

Net cash used by operating activities - held for sale

( 1,632,000 )

Net cash used by operating activities

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Purchase of property, plant and equipment

Purchase of investment

( 1,085,000 )

Purchase of real estate

Purchase of marketable securities

( 4,805,000 )

Sale of marketable securities

Disposal of property, plant and equipment

Change in equity investment

Sale of marketable securities

Issuance of new notes receivable

( 3,362,000 )

Payments received on notes receivable

Issuance of new notes receivable, net origination fees

Net cash provided (used) by investing activities

Net cash provided by (used in) investing activities

( 6,412,000 )

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Borrowings of long-term debt

Debt conversion to equity in subsidiary

Deferred financing fees

Issuances of common stock, net of issuance costs

Net cash (used) provided by financing activities

Net cash (used in) provided by financing activities

( 2,918,000 )

Net decrease in cash

Net increase (decrease) in cash - continuing operations

( 7,625,000 )

( 12,650,000 )

Net increase (decrease) in cash – held for sale

Cash and cash equivalents at beginning of period

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Preferred Stock

Additional Paid-in

Non- controlling Interest in

Balance, December 31, 2022

3 unchanged sentences

$ 156,681,000

( 8,035,000 )

Stock based compensation

Deconsolidation of Sharing Services Global Corp

( 45,959,000 )

Balance, March 31, 2023

( 46,357,000 )

Balance, June 30, 2023

$ 317,369,000

7 unchanged sentences

Issuance of common stock, net of expenses

Conversion of debt to equity in subsidiary

Stock based payments

Conversion of preferred stock

( 12,700,000 )

1 unchanged sentence

( 1,661,000 )

Balance, March 31, 2022

( 14,361,000 )

Balance, June 30, 2022

$ 302,017,000

1 unchanged sentence

$ 156,815,000

$ 191,563,000

accompanying notes to the condensed consolidated financial statements.

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TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Basis of Presentation and Significant Accounting Policies

of Operations and Basis of Presentation and Significant Accounting Policies

Company, incorporated in the state of New York in May 1984 has conducted business in the name of Document Security Systems, Inc.

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to provide underutilized properties with small microgrids for independent energy.

September 9, 2021, the Company finalized a stock purchase agreement (the “SPA”) with American Pacific Bancorp, Inc.

which provided for an investment of $ 40,000,200 by the Company into APB for an aggregate of 6,666,700 shares of the APB’s Class

A Common Stock, par value $ 0.01 per share.

Subject to the terms and conditions contained in the SPA, the shares issued at a purchase

price of $ 6.00 per share.

As a result of this transaction, DSS became the majority owner of APB.

(see Note 5).

September 13, 2021, the Company finalized a shareholder agreement between its subsidiary, DSS Financial Management, Inc.

and HR1 Holdings Limited (“HR1”), a company incorporated in the British Virgin Islands, for the purpose of operating a vehicle

for private and institutional investors seeking a highly liquid investment fund with attractive risk adjusted returns relative to market

unpredictability and volatility.

Under the terms of this agreement, 4000 shares or 40% of the Company’s subsidiary Liquid Asset

Limited Management Limited (“LVAM”), a Hong Kong company was transferred to HR1 whereas at the conclusion of the transaction

DFMI would own 60% of LVAM and HR1 would own 40%.

LVAM executes within reliable platforms and broad market access and uses proprietary

systems and algorithms to trade liquid exchange-traded funds (ETFs), stocks, futures or crypto.

Aimed at providing consistent returns

while offering the unique ability to liquidate the portfolio within 5 to 10 minutes under normal market conditions, LVAM provides an

array of advanced tools and products enabling customers to explore multiple opportunities, strengthen and diversify their portfolios,

and meet their individual investing goals.

December 23, 2021, DSS purchased 50,000,000 shares at $ 0.06 per share of Sharing Services Global Corporation (“SHRG”) via

a private placement.

With this purchase, DSS increased its ownership of voting shares from approximately 47 % of SHRG to approximately

SHRG aims to build shareholder value by developing or acquiring businesses that increase the Company’s product and services

portfolio, business competencies and geographic reach.

Currently, the Company, through its subsidiaries, markets and distributes its

health and wellness and other products primarily in the United States, Canada, and the Asia Pacific region using a direct selling business

SHRG markets its products and services through its independent sales force, using its proprietary websites, including:

www.elevacity.com

and www.thehappyco.com.

SHRG, headquartered in Plano, Texas, was incorporated in the State of Nevada on April 24, 2015, and is an emerging

growth company.

SHRG Common Stock is traded, under the symbol “SHRG,” in the OTCQB Market, an over-the-counter trading platforms

market operated by OTC Markets Group Inc.

May 13, 2021, Sentinel Brokers, LLC.

(“Sentinel LLC”), subsidiary of the Company entered into a stock purchase agreement

(“Sentinel Agreement”) to acquire a 24.9 % equity position of Sentinel Brokers Company, Inc.

(“Sentinel Co.”),

a company registered in the state of New York, and in December 2022, Sentinel LLC exercised this option to increase its equity position

Sentinel is a broker-dealer operating primarily as a fiduciary intermediary, facilitating intuitional trading of municipal and

corporate bonds as well as preferred stock, and is registered with the Securities and Exchange Commission, is a member of the Financial

Industry Regulatory Authority, Inc.

(“Sentinel Agreement”) to acquire a 24.9 %

equity position of Sentinel Brokers Company, Inc.

(“Sentinel Co.”), a company registered in the state of New York, and in

December 2022, Sentinel LLC exercised this option to increase its equity position to 75 %.

Sentinel is a broker-dealer operating primarily as a fiduciary intermediary, facilitating intuitional trading of municipal and corporate

bonds as well as preferred stock, and is registered with the Securities and Exchange Commission, is a member of the Financial Industry

Regulatory Authority, Inc.

(“FINRA”), and is a member of the Securities Investor Protection Corporation (“SIPC”).

January 24, 2022, DSS entered into a business consulting agreement with Sharing Services Global Corporation (“SHRG”).

part of this agreement, 50,000,000 warrants were exercised, which increased the Company’s ownership of SHRG to approximately 65 %.

February 28, 2022, DSS entered into an Amendment to Stock Purchase Agreement (the “Amendment”) with its shareholder Alset

EHome International Inc.

(“AEI”), pursuant to which the Company and AEI have agreed to amend certain terms of the Stock Purchase

Agreement dated January 25, 2022 (the “SPA”).

Pursuant to the SPA, AEI had agreed to purchase up to 44,619,423 shares of

the Company’s common stock for a purchase price of $ 0.3810 per share, for an aggregate purchase price of $ 17,000,000 .

to the Amendment, the number of shares of the common stock of the Company that the AEI will purchase has been reduced to 3,986,877 shares

for an aggregate purchase price of $ 1,519,000 .

This transaction was completed on March 9, 2022.

In addition, the Company’s Executive

Chairman and a significant stockholder, Heng Fai Ambrose Chan, is the Chairman, Chief Executive Officer and largest shareholder of AEI.

May 17, 2022, the shareholders of the Company approved the issuance of up to 21,366,177

Shares of our Common Stock to Alset International, a related party, to purchase the Convertible Promissory Note issued by American

Medical REIT, Inc.

with a principal amount of $ 8,350,000

and accrued but unpaid interest of $ 367,000

through May 15, 2022.

This transaction was finalized in July 2022.

May 17, 2022, the shareholders of the Company approved the acquisition of 62,122,908 shares of True Partners Capital Holdings Limited

(“True Partners”), a company publicly traded on the Hong Kong stock exchange in exchange for 17,570,948 shares of DSS stock.

The True Partner shares were acquired from Alset EHome International, Inc.

(“Alset EHome”), a related party.

Ambrose Chan, our director and Executive Chairman, is also Chairman of the Board, Chief Executive Officer, and the largest beneficial

owner of the outstanding shares of Alset EHome.

This transaction was completed with the transfer of DSS share to Alset EHome on July

1, 2022 with the issuance of DSS shares, which were valued at $ 0.34 per share, to Alset EHome.

accompanying condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary

to present fairly our consolidated financial position as of March 31, 2023 and December 31, 2022, and the results of our consolidated

to present fairly our consolidated financial position as of June 30, 2023 and December 31, 2022, and the results of our consolidated

operations for the interim periods presented.

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intercompany balances and transactions have been eliminated in consolidation.

of Estimates - The preparation of consolidated financial statements in conformity with accounting principles generally accepted

in the United States requires the Company to make estimates and assumptions that affect the amounts reported and disclosed in the financial

statements and the accompanying notes.

Actual results could differ materially from these estimates.

On an ongoing basis, the Company

evaluates its estimates, including those related to the accounts receivable, convertible notes receivable, inventory, fair values of

investments, intangible assets and goodwill, useful lives of intangible assets and property and equipment, fair values of options and

warrants to purchase the Company’s common stock, preferred stock, deferred revenue, and income taxes, among others.

bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which

form the basis for making judgments about the carrying values of assets and liabilities.

Deconsolidation

of Sharing Services Global Corporation - On May 4, 2023, the Company distributed approximately 280 million shares of SHRG beneficially

held by DSS and Decentralized Sharing Systems in the form of a dividend to the shareholders of DSS common stock.

Upon completion of this

distribution, DSS will retain an ownership interest in SHRG of approximately 7 %.

Immediately prior to this distribution, DSS owned approximately 81 % of the issued and outstanding common shares of

A s a result, SHRG,

whose operations represented a significant portion of our Direct Marketing segment, was deconsolidated from our consolidated financial

statements effective as of May 1, 2023 (the “Deconsolidation”).

The consolidated statement of operations for the fiscal quarter

ended June 30, 2023, therefore includes one month of activity related to SHRG prior to the Deconsolidation.

Subsequent to April 30, 2023

the assets and liabilities of SHRG are no longer included within our consolidated balance sheets.

Any discussions related to results,

operations, and accounting policies associated with SHRG refer to the periods prior to the Deconsolidation.

Deconsolidation, we recognized a loss before income taxes of approximately $ 29,196,000 which is recorded within gain/loss investments

in our consolidated statements of operations for the three and six months ended June 30, 2023.

Subsequent to the Deconsolidation, we

accounted for our equity ownership interest in SHRG as a marketable security and at the quoted price stock price of SHRG, valued at approximately $ 148,000 at June 30,

Reclassifications -

For the three months ended March 31, 2022, $ 577,000 of was reclassified from Interest expense, to Cost of revenue

on the consolidated income statements to conform to current period presentation.

Certain amounts on the accompanying condensed consolidated cash flows have been reclassified to conform to current period presentation.

of Estimates - The

preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires

the Company to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying

Actual results could differ materially from these estimates.

On an ongoing basis, the Company evaluates its estimates, including

those related to the accounts receivable, convertible notes receivable, inventory, fair values of investments, intangible assets and

goodwill, useful lives of intangible assets and property and equipment, fair values of options and warrants to purchase the Company’s

common stock, preferred stock, deferred revenue and income taxes, among others.

The Company bases its estimates on historical experience

and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the

carrying values of assets and liabilities.

Equivalents – All highly liquid investments with maturities of three months or less at the date of purchase are classified

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Amounts included in cash equivalents in the accompanying consolidated balance sheets are money market funds whose

adjusted costs approximate fair value.

adjusted costs are approximately fair value.

Accounts/Rents

Receivable – The Company extends credit to its customers in the normal course of business.

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certain customers.

The Company carries its trade accounts receivable at invoice amount less an allowance for doubtful accounts.

periodic basis, the Company evaluates its accounts receivable and establishes an allowance for doubtful accounts based upon

management’s estimates that include a review of the history of past write-offs and collections and an analysis of current

credit conditions.

As of March 31, 2023, the Company established a reserve for doubtful accounts of approximately $ 29,000

The Company carries its trade accounts receivable at invoice amounts and its rent receivables at contract

amounts, less an allowance for doubtful accounts.

On a periodic basis, the Company evaluates its accounts receivable and establishes

an allowance for doubtful accounts based upon management’s estimates that include a review of the history of past write-offs

and collections and an analysis of current credit conditions.

As of June 30, 2023, the Company established a reserve for doubtful

accounts of approximately $ 3,390,000

– December 31, 2022).

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The fair value of investments where the fair value is not considered readily determinable, are carried at cost.

– Inventories consist primarily of paper, pre-printed security paper, paperboard, fully prepared packaging, air filtration

systems, and health and beauty products which and are stated at the lower of cost or net realizable value on the first-in, first-out

Inventories consist primarily of paper, pre-printed security paper, paperboard, fully prepared packaging, air filtration systems,

and health and beauty products which and are stated at the lower of cost or net realizable value on the first-in, first-out

(“FIFO”) method.

Packaging work-in- process and finished goods included the cost of materials, direct labor and overhead.

At the closing of each reporting period, the Company evaluates its inventory in order to adjust the inventory balance for obsolete and

slow-moving items.

An allowance for obsolescence of approximately $ 57,000 and $ 742,000 associated with the inventory at our SHRG subsidiary

was recorded as of March 31, 2023, and December 31, 2022, respectively.

Packaging work-in- process and finished goods included the cost of materials, direct labor and

At the closing of each reporting period, the Company evaluates its inventory in order to adjust the inventory balance for

obsolete and slow-moving items.

An allowance for obsolescence of approximately $ 57,000

and $ 742,000

associated with the inventory at our Premier subsidiary for June 30, 2023 and our SHRG subsidiary as of December 31, 2022.

Write- downs and write-offs are charged to cost of revenue.

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The application of business combination accounting requires the use of significant estimates and assumptions.

Earnings Per Common Share - The Company presents

basic and diluted (loss) earnings per share.

Basic (loss) earnings per share reflect the actual weighted average of shares issued and

outstanding during the period.

Diluted (loss) earnings per share are computed including the number of additional shares from outstanding

warrants, stock options and preferred stock that would have been outstanding if dilutive potential shares had been issued and is calculated

utilizing the treasury stock method.

In a loss period, the calculation for basic and diluted (loss) earnings per share is the same, as

the impact of potential common shares is anti-dilutive.

For the three months ended March 31, 2023, potential dilutive instruments included

warrants of 5,000

and for the three months ended March 31, 2022

potential dilutive instruments included both warrants and options of 3,556 and 11,930 .

Earnings Per Common Share - The Company presents basic and diluted (loss) earnings per share.

Basic (loss) earnings per share

reflect the actual weighted average of shares issued and outstanding during the period.

Diluted (loss) earnings per share are computed

including the number of additional shares from outstanding warrants, stock options and preferred stock that would have been outstanding

if dilutive potential shares had been issued and is calculated utilizing the treasury stock method.

In a loss period, the calculation

for basic and diluted (loss) earnings per share is the same, as the impact of potential common shares is anti-dilutive.

For the three

months ended June 30, 2023, potential dilutive instruments included options of 3,333 and for the three months ended June 30, 2022 potential

dilutive instruments included both warrants and options of 3,556 and 11,930 .

Concentration

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for approximately 36 % and 17 % of our consolidated trade accounts receivable balance.

of March 31, 2023, one customer accounted for approximately 23 %

of our consolidated revenue and 47 %

of our trade accounts receivable balance.

of June 30, 2023, two customers accounted for approximately 19 % and 5 % of our consolidated

revenue and these two customers accounted for approximately 55 % and 14 % of our consolidated trade accounts receivable balance.

Taxes - The Company recognizes estimated income taxes payable or refundable on income tax returns for the current year and for

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reflected incurred credit losses inherent in the loan and lease portfolio as of the balance sheet date.

Going Concern - The accompanying consolidated financial statements have been prepared assuming that the Company

will continue as a going concern.

This basis of accounting contemplates the recovery of our assets and the satisfaction of liabilities

in the normal course of business.

These consolidated financial statements do not include any adjustments to the specific amounts and

classifications of assets and liabilities, which might be necessary should we be unable to continue as a going concern.

While the Company

has approximately $ 13.7 million in cash, the Company has incurred operating losses as well as negative cash flows from operating and

investing activities over the past two years.

from its $ 13.7

million in cash as of March 31, 2023, the Company believes it can continue as a going concern, due to its ability to generate

operating cash through the sale of its $ 13.4

Concern - The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a

going concern.

This basis of accounting contemplates the recovery of our assets and the satisfaction of liabilities in the normal course

These consolidated financial statements do not include any adjustments to the specific amounts and classifications of assets

and liabilities, which might be necessary should we be unable to continue as a going concern.

While the Company has approximately $ 10.0

million in cash, the Company has incurred operating losses as well as negative cash flows from operating and investing activities over

the past two years.

from its $ 10.0 million in cash as of June 30,

2023, the Company believes it can continue as a going concern, due to its ability to generate operating cash through the sale of its

million of Marketable Securities, and the anticipated receipts of principal and interest on its Notes receivable of approximately

million through March 31, 2024.

million through June 30, 2024.

Also, our subsidiary Impact BioMedical is in the process of an IPO in which DSS projects to maintain

a minimum of 55 %

Initial conversations with underwriters are providing an estimate of $ 30

million potential capital raise.

This is expected to close early 3rd quarter 2023.

SHRG is in the process of up

listing to NASDQ and conversations with the underwriter involved illustrate an approximate raise of $ 15

Proceeds of which are expected to pay in part, amounts utilized by DSS for Impact BioMedical expenses.This is expected to

close in the 3rd quarter 2023.

SHRG is in the process of up listing to NASDQ and conversations with the underwriter involved illustrate

an approximate raise of $ 15

million dollars.

A significant portion of the funds raised from this up listing will be used to repay loans SHRG owes to DSS.

Additionally, we are in negotiations with Pinnacle Bank to extend our note payable, approximating $ 40.2 million

through November 2024.

Additionally, we are in negotiations with Pinnacle Bank to extend our note payable, approximating $ 40.2

million through November 2024.

This related note payable is currently in default, however the Company is in the process of renegotiating the terms

of this note with Pinnacle, which is expected to be completed during the third quarter.

Company’s management intends to take actions necessary to continue as a going concern.

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the Company’s current operating levels and capital usage, we believe that without any further acquisition or investments, our

million in aggregate cash, as of March 31, 2023, along with the $ 13.4 million of Marketable Securities, and the anticipated receipts

of principal and interest on its Notes receivable of approximately $ 12 million through March 2024, would allow us to fund our nine business

lines current and planned operations through March 2024.

Based on this, the Company has concluded that substantial doubt of its ability

to continue as a going concern has been alleviated.

$ 10.0 million in aggregate cash, as of June

30, 2023, along with the $ 11.6

million of Marketable Securities, and the anticipated receipts of principal and interest on its Notes receivable of approximately

million through March 2024, would allow us to fund our nine business lines current and planned operations through June 2024.

on this, the Company has concluded that substantial doubt of its ability to continue as a going concern has been

Company recognizes its products and services revenue based on when the title passes to the customer or when the service is completed

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sales and recognizes revenue as items are shipped.

of March 31, 2023, the Company had no unsatisfied performance obligations for contracts with an original expected duration of greater

of June 30, 2023, the Company had no unsatisfied performance obligations for contracts with an original expected duration of greater

than one year.

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period of the asset that the Company would have otherwise recognized is one year or less.

Accounts/Rents

Company extends credit to its customers in the normal course of business.

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The Company carries its trade

accounts receivable at invoice amount less an allowance for doubtful accounts.

accounts receivable at invoice amounts and its rent receivables at contract amounts, less an allowance for doubtful accounts.

On a periodic basis, the Company evaluates its accounts

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of past write-offs and collections and an analysis of current credit conditions.

At March 31, 2023, and December 31, 2022, the Company

At June 30, 2023, and December 31, 2022, the Company

established a reserve for doubtful accounts of approximately $ 3,390,000 and $ 29,000 respectively.

$ 3,361,000 of the reserve was recorded during the three months ended June 30, 2023 and is included in Selling,

general and administrative (including stock-based compensation) on the accompanying Condensed Consolidation of Operations.

The Company does not accrue interest on

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There were no sales commissions capitalized

as of March 31, 2023.

as of June 30, 2023.

and Handling Costs

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to these costs are reflected as revenue.

See Note 14 for disaggregated revenue information.

Inventory consisted of the following

Note 15 for disaggregated revenue information.

consisted of the following as of:

June 30, 2023

December 31, 2022

Finished Goods

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in Gibraltar.

The Company loaned the principal sum of $ 800,000 , with principal and interest at a rate of 4 %, due in one year from the date

The Company loaned the principal sum of $ 800,000 , with principal and interest at a rate of 4 %, due in one year from the

date of issuance.

Borrower 1 repaid the principal and interest in full in April 2022.

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2, a company registered in the state of Texas.

Note 3 has an aggregate principal balance up to $ 5,000,000 , to be funded at the request of

Note 3 has an aggregate principal balance up to $ 5,000,000 , to be funded at the request

of Borrower 2.

Note 2, which incurs interest at a rate of 6.65 % due quarterly, has a maturity date of May 1, 2023 .

Note 2 contains an optional

conversion clause that allows the Company to convert all, or a portion of all, into newly issued member units of Borrower 2 with the maximum

principal amount equal to 18% of the total equity position of Borrower 2 at conversion.

The outstanding principal and interest as of

March 31, 2023, and December 31, 2022, approximated $ 5,503,000 and $ 5,420,000 , respectively, which is included in current notes receivable

on the accompanying consolidated balance sheet.

Note 2 contains an

optional conversion clause that allows the Company to convert all, or a portion of all, into newly issued member units of Borrower 2

with the maximum principal amount equal to 18% of the total equity position of Borrower 2 at conversion.

The outstanding principal and

interest as of June 30, 2023, and December 31, 2022, approximated $ 5,544,000 and $ 5,420,000 , respectively, which is included in current

notes receivable on the accompanying consolidated balance sheet.

As of June 30, 2023, the Company has a reserve of $ 2,884,000 against the principal and interest outstanding.

date of this loan is currently being re-negotiated.

September 23, 2021, APB entered into refunding bond anticipatory note (“Note 3”) with Borrower 3, which operates as a conservation

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be redeemed prior to maturity with 10 days written notice to APB at a price equal to principal plus interest accrued on the redemption

The outstanding principal and interest of $ 3,751,000 and $ 3,701,000 of Note 3 is included in current portion of notes receivable

on the consolidated balance sheet at March 31, 2023 and December 31, 2022, respectively.

October 25, 2021, APB entered into loan agreement (“Note 4”) with Borrower 4, a company registered in the state of Utah.

Note 4 has an initial aggregate principal balance up to $ 1,000,000 , to be funded at the request of Borrower 4, with an option to increase

the maximum principal borrowing to $ 3,000,000 .

Note 4, which incurs interest at a rate of 8.0 % with principal and interest due at the

maturity date of October 25, 2022 .

This note contains an optional conversion feature allowing APB to convert the outstanding principal

to a 10% membership interest.

APB, as holder of Note 5, has the right to elect one member to the Board of Managers.

The outstanding principal

and interest of approximately $ 884,000 and $ 896,000 of the note is included in current portion of notes receivable on the consolidated

balance sheet at March 31, 2023 and December 31, 2022, respectively.

As of December 31, 2022, this note is in default.

The Company has

placed a reserve of $ 896,000 against this note as of December 31, 2022.

May 14, 2021, APB extended the credit (“Note 5”) to an individual (“Borrower 5”) in the form of two promissory

notes for $ 250,000 and $ 10,000 respectively, bearing interest at 12.5 %, with a maturity date of May 15, 2023 .

This promissory note is

secured by a deed of trust on a tract of land, which is approximately 315 acres, and located in Coke County, Texas.

The outstanding principal

and interest of approximately $ 260,000 and $ 9,300 are included in current portion of Notes receivable on the consolidated balance sheet

at March 31, 2023 and $ 252,000 and $ 9,000 are included in Note receivable at December 31, 2022.

The outstanding principal and interest of $ 3,802,000 and $ 3,701,000 of Note 3 is included in the current portion of notes receivable

on the consolidated balance sheet at June 30, 2023 and December 31, 2022, respectively.

October 25, 2021, APB entered into a loan agreement (“Note 4”) with Borrower 4, a company registered in the state of Utah.

Note 4 has an initial aggregate principal balance up to $ 1,000,000 ,

to be funded at the request of Borrower 4, with an option to increase the maximum principal borrowing to $ 3,000,000 .

Note 4, which incurs interest at a rate of 8.0 %

with principal and interest due at the maturity date of October

note contains an optional conversion feature allowing APB to convert the outstanding principal to a 10% membership interest.

APB, as holder of Note 4, has the right to elect one member

to the Board of Managers.

This note is in default and the outstanding principal and interest of approximately $ 884,000

was reserved for fully as of December 31, 2022.

May 14, 2021, APB extended the credit (“Note 5”) to an individual (“Borrower 5”) in the form of two

promissory notes for $ 250,000

respectively, bearing interest at 12.5 %,

with a maturity date of May

This promissory note is secured by a deed of trust on a tract of land, which is approximately 315 acres, and

located in Coke County, Texas.

The outstanding principal and interest of approximately $ 262,000

are included in current portion of Notes receivable on the consolidated balance sheet at June 30, 2023 and $ 252,000

are included in Note receivable at December 31, 2022.

The due date of this loan is currently being re-negotiated.

October 27, 2021, HWH World, Inc., a subsidiary of the Company entered a revolving loan commitment (“Note 6”) with

Borrower 8, a company registered in Taiwan.

Note 6 has a principal balance of $ 52,000

and incurred no interest through the maturity date of December

The outstanding principal at March 31, 2023 and December 31, 2022 is $ 66,000

The outstanding principal and interest at June 30, 2023 and December 31, 2022 is $ 68,000

and $ 63,000 ,

respectively, and is included in the current portion of notes receivable.

respectively, and is included in the current portion of Held-for-sale.

was amended in April 2022 to borrow up to $ 102,000

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The due date of this loan is currently being re-negotiated.

December 28, 2021, APB entered into promissory note (“Note 7”) with Borrower 7, a company registered in the state of California.

December 28, 2021, APB entered into a promissory note (“Note 7”) with Borrower 7, a company registered in the state of California.

Note 7 has a principal balance of $ 700,000 .

Note 7, which incurs interest at a rate of 12.0 % with principal and interest due at the

maturity date of December 28, 2022 .

Note 7, which incurs interest at a rate of 12.0 % with principal and interest due at the maturity

date of December 28, 2022 .

On December 29, 2022, the maturity date of this note was extended to May 31, 2023 .

The outstanding

principal and interest of $ 707,000 and $ 701,000 of Note 7 is included in current portion of notes receivable on the consolidated balance

sheet at March 31, 2023 and December 31, 2022, respectively.

January 24, 2022, APB and Borrower 8 entered into a promissory note (“Note 8”) in the principal sum of $ 100,000 with interest

of 6 %, due annually, and maturing in January 2024 .

The outstanding principal and interest at March 31, 2023 approximates $ 107,000 and

at December 31, 2022 approximates $ 106,000 , and is included in Notes receivable on the accompanying consolidate balance sheet.

The outstanding principal

and interest of $ 612,000 and $ 701,000 is included in the Current portion of notes receivable on the consolidated balance sheet

at June 30, 2023 and December 31, 2022, respectively.

This note has been extended to November 30, 2023.

January 24, 2022, APB and Borrower 8 entered into a promissory note (“Note 8”) in the principal sum of $ 100,000

with interest of 6 %,

due annually, and maturing in January

The outstanding principal and interest at June 30, 2023 and December 31, 2022 approximates $ 99,000

and $ 106,000 , respectively, and is included in Notes receivable on the accompanying consolidate balance sheet.

March 2, 2022, APB and Borrower 9, a corporation organized under the laws of the Republic of Korea entered into a promissory note (“Note

1 unchanged sentence

and matures in March 2024 , with interest payable quarterly.

The outstanding principal and interest at March 31, 2023 is $ 766,000 ,

net of $ 23,000 of unamortized origination fees, of which $ 376,000 is included in current notes receivable on the accompanying consolidated

balance sheet.

The outstanding principal and interest at December 31, 2022 is $ 874,000 net of $ 25,000 of unamortized origination

May 9, 2022, DSS PureAir and Borrower 11 entered into a promissory note (“Note 10”) in the principal sum of $ 210,000

with interest of 10 %,

is due in three quarterly installments beginning on August 9, 2022, with the first two payment consisting of interest only.

unpaid principal and interest are due on February

The outstanding principal and interest at March 31, 2023 approximates $ 221,000

and is included in current portions of notes receivable on the accompanying consolidate balance sheet.

The outstanding principal and interest at December 31, 2022 approximates

The outstanding principal and interest at June 30, 2023 is $ 435,000 , net

of $ 14,000 of unamortized origination fees.

The outstanding principal and interest at December 31, 2022 is $ 874,000 net of $ 25,000 of unamortized

origination fees.

May 9, 2022, DSS PureAir and Borrower 2 entered into a promissory note (“Note 10”) in the principal sum of $ 210,000 with

interest of 10 %, is due in three quarterly installments beginning on August 9, 2022, with the first two payment consisting of interest

All unpaid principal and interest are due on February 9, 2023 .

The outstanding principal and interest at June 30, 2023 approximates

$ 224,000 and is included in current portions of notes receivable on the accompanying consolidate balance sheet.

August 29, 2022, DSS Financial Management Inc and Borrower 11 entered into a promissory note (“Note 11”) in the

principal sum of $ 100,000

The outstanding principal

and interest at December 31, 2022 approximates $ 213,000 and is included in current portions of notes receivable on the accompanying consolidate

balance sheet.

The due date of this loan is currently being re-negotiated.

August 29, 2022, DSS Financial Management Inc and Borrower 11 entered into a promissory note (“Note 11A”) in the principal

sum of $ 100,000

with interest of 8 %,

1 unchanged sentence

All unpaid principal and interest is due on August

The outstanding principal and interest at March 31, 2023 approximates $ 101,000 and at December 31, 2022 was $ 100,000 ,

and is included in Notes receivable on the accompanying consolidate balance sheet.

The outstanding principal and interest

at June 30, 2023 and December 31, 2023 approximates $ 99,000 ,

and $ 100,000 ,

respectively, and is included in Notes receivable

on the accompanying consolidate balance sheet.

Borrower 11 entered into a second promissory note (Note 11B) on May 8, 2023 in the principal sum of $ 100,000 with

interest of prime plus 2 % (effective rate of 10.25 % at June 30, 2023), due on May 7, 2026.

The outstanding principal and interest as

of June 30, 2023 approximates $ 102,000 and is included in Notes receivable on the accompanying consolidate balance sheet.

July 26, 2022, APB and Borrower 12 entered into a promissory note (“Note 12”) in the principal sum of $ 1,000,000 with interest

All unpaid principal and interest due on July 26, 2024 .

The outstanding principal and interest on March 31, 2023, approximates

The outstanding principal and interest on June 30, 2023, approximates

$ 861,000 , net of $ 40,000 of unamortized origination fees and is included in Notes receivable on the accompanying consolidate balance

The outstanding principal and interest at December 31, 2022 approximates $ 924,000 , net of $ 66,000 of unamortized

origination fees and is included in Notes receivable on the accompanying consolidate balance sheet.

The outstanding principal and interest at December 31, 2022 approximates $ 924,000 , net of $ 66,000 of unamortized origination fees

and is included in Notes receivable on the accompanying consolidate balance sheet.

On June 15, 2022, Decentralized

and Borrower 13 entered into a convertible promissory note (“Note 13”) in the principal sum of $ 27,000,000 with interest of

8 %, with an optional conversion into shares of Borrower 13 at a conversion price of $ 0.03 , maturing on June 14, 2024 , with interest due

In December 2022, this note was fully reserved for.

February 19, 2021, Impact BioMedical, Inc, a subsidiary of the Company, entered into a promissory note (Note 14) with Borrower 14.

Company loaned the principal sum of $ 206,000 , with interest at a rate of 6.5 %, and maturity date of August 19, 2022 later amended to

February 19, 2024.

Monthly payments are due on the twenty-first day of each month and continuing each month thereafter until February

This note is secured by certain real property situated in Collier County, Florida.

The outstanding principal and interest as

of June 30, 2023, approximated $ 204,000 and is classified in current notes receivable on the accompanying consolidated balance sheets.

The outstanding principal and interest as of December 31, 2022 approximated $ 206,000 with $ 16,000 classified in Current portion of notes

receivable and $ 190,000 classified as Notes receivable on the accompanying consolidated balance sheets.

May 8, 2023, DSS Financial Management Inc and Borrower 15 entered into a promissory note (“Note 15”) in the principal sum

of $ 102,000 with interest at the prime rate plus 2 % ( 10.5 % at June 30, 2023) with a maturity date of May 5, 2026 .

The outstanding principal

and interest at June 30, 2023 approximates $ 102,000 with approximately $ 36,000 of principal and accrued interest classified as current

portion of long-term debt, net, and the remaining balance of approximately $ 65,000 is recorded as long-term debt.

June 27, 2023, Decentralized and Borrower 16 entered into a convertible promissory note (“Note 16”) in the principal sum

of $ 1,400,000 with a discount of $ 300,000 and interest rate of 10 % and maturity date of September, 1, 2024 .

The outstanding principal

and interest as of June 30, 2023, approximated $ 1,100,000 and is classified in the long-term notes receivable on the accompanying consolidated

balance sheets.

March 31,2023, DSS Biohealth Security, Inc and Borrower 17 entered into a promissory note (“Note 17”) in the principal sum

of $ 140,000 and interest rate floating daily to Wall Street Journal Prime rate per annum with the total outstanding principal and interest

due at the maturity date of March 31, 2025 .

The outstanding principal and interest at June 30, 2023 approximates $ 127,000 .

financed, approximately $ 83,000 of principal and accrued interest is classified as current portion of long-term debt, net, and the remaining

balance of approximately $ 44,000 is recorded as long-term debt.

Financial Instruments

1 unchanged sentence

following tables show the Company’s cash, cash equivalents, restricted cash, and marketable securities by significant investment

category as of March 31, 2023, and December 31, 2022:

category as of June 30, 2023, and December 31, 2022:

of Cash and Marketable Securities by Significant Investment Category

Adjusted Cost

Cash and Cash

Money Market Funds

2 unchanged sentences

$ ( 3,590,000 )

Convertible securities

$ ( 10,957,000 )

Cash and Cash

Money Market Funds

9 unchanged sentences

Provision for Credit Losses

Effective December 31, 2022, the

Company adopted amended accounting guidance “ ASU No.2016-13 – Credit Losses” for the measurement of credit losses

on financial instruments and other financial assets.

That guidance requires an allowance for credit losses to be deducted from the amortized

cost basis of financial assets to present the net carrying value that is expected to be collected over the contractual term of the assets

considering relevant information about past events, current conditions, and reasonable and supportable forecasts that affect the collectability

of the reported amount.

The guidance replaced the previous incurred loss model for determining the allowance for credit losses.

As of December 31, 2022, and March

31, 2023 we have reviewed the entire loan portfolio as well as all financial assets of the Company for the purpose of evaluating the loan

portfolio and the loan balances, including a review of individual and collective portfolio loan quality, loan(s) performance, including

past due status and covenant defaults, assessment of the ability of the borrower to repay the loan on the loan terms, whether any loans

should be placed on nonaccrual or returned to accrual, any concentrations in any single borrower and/or industry that we might need to

further manage, and if any specific or general loan loss reserve should be established for the entire loan portfolio or for any specific

We analyzed the loan loss reserve

from three basis:

December 31, 2022, the Company adopted amended accounting guidance “ ASU No.2016-13 – Credit Losses” for the

measurement of credit losses on financial instruments and other financial assets.

That guidance requires an allowance for credit losses

to be deducted from the amortized cost basis of financial assets to present the net carrying value that is expected to be collected over

the contractual term of the assets considering relevant information about past events, current conditions, and reasonable and supportable

forecasts that affect the collectability of the reported amount.

The guidance replaced the previous incurred loss model for determining

the allowance for credit losses.

of December 31, 2022, and June 30, 2023 we have reviewed the entire loan portfolio as well as all financial assets of the Company for

the purpose of evaluating the loan portfolio and the loan balances, including a review of individual and collective portfolio loan quality,

loan(s) performance, including past due status and covenant defaults, assessment of the ability of the borrower to repay the loan on

the loan terms, whether any loans should be placed on nonaccrual or returned to accrual, any concentrations in any single borrower and/or

industry that we might need to further manage, and if any specific or general loan loss reserve should be established for the entire

loan portfolio or for any specific loan.

analyzed the loan loss reserve from three basis:

general loan portfolio reserves;

industry portfolio reserves, and specific loan loss reserves.

General Loan Portfolio Reserve

- Based upon a relatively young loan portfolio that are relatively new loans to generally credit worthy borrowers, we do not believe

that a substantial general loan portfolio reserve is due at this time.

However, we do recognize that some inherent risks are in all loan

portfolios, thus we recorded a general contingent portfolio reserve of $ 145,000 or approximately ¼ of 1% of the loan portfolio

loan balance as of December 31, 2022 and March 31, 2023.

Industry Portfolio Reserves

- Given the relatively young loan portfolio and a diversification of the portfolio over several different loan products, the risk

Accordingly, we have not recorded a discretionary reserve as of December 31, 2022 and March 31, 2023.

Specific Loan Reserves

- Previously, we had identified credit weaknesses and borrower

repayment weakness in the Borrow 6 loan, which has a current principal and interest balance of $ 896,000 .

As of December 31, 2022 and

March 31, 2023 we have recorded a specific loan loss reserve for the full balance due the Company.

The following table identifies the loan loss reserve for the period ending

March 31, 2023 and December 31, 2022:

Schedule of Loan loss reserve

General Loan Portfolio Reserve

Specific Loan Reserves

industry portfolio reserves, and specific loan loss

For the three and six months ended June 30, 2023, the Company recorded a Loan loss reserve of approximately $ 3,757,000 .

Loan Portfolio Reserve - Based upon a relatively young loan portfolio that are relatively new loans to generally credit worthy

borrowers, we do not believe that a substantial general loan portfolio reserve is due at this time.

However, we do recognize that

some inherent risks are in all loan portfolios, thus we recorded a general contingent portfolio reserve of $ 145,000

and $ 199,000 or approximately ¼ of 1% of the loan portfolio loan balance as of December 31, 2022 and June 30,

2023, respectively.

Portfolio Reserves - Given the relatively young loan portfolio and a diversification of the portfolio over several different loan

products, the risk is reduced.

Accordingly, we have not recorded a discretionary reserve as of December 31, 2022 and June 30, 2023.

Loan Reserves - Previously, we had identified credit weaknesses and borrower repayment weakness in the Borrow 4 loan, which has

a current principal and interest balance of $ 884,000 .

As of December 31, 2022 and June 30, 2023 we have recorded a specific loan loss reserve for the full balance due the Company.

December 31, 2022 and June 30, 2023, the Company reserved for principal and of $ 27,831,000 .

As of June 30, 2023, the Company

identified credit weakness in borrower 2 and has placed a reserve approximating $ 2,884,000 against the outstanding principal and

Held For Sale Assets and Liabilities

July 1 st , 2023, The Company sold its subsidiary, HWH World, Inc.

to SHRG (Sharing Services Global Corporation).

Company sold 1000

shares of common stock, par value $ 0.01

per share, representing all the issued and outstanding common stock shares of HWH World for the sum $ 711,000 representing the gross proceeds of the sale of HWH inventory less cost of goods sold.

following table identifies the assets and liabilities of HWH World Inc sale for the period ending June 30, 2023:

of Assets and Liabilities Discontinued Operations

June 30, 2023

Current assets:

Cash and cash equivalents

Accounts receivable, net

Current portion of notes receivable

Prepaid expenses and other current assets

Total current assets

Property, Plant & Equipment

Right of use assets

Other Intangible assets

Current liabilities:

Accounts payable

Accrued expenses and deferred revenue

Current Portion of Lease liability

Total current liabilities

Long Term Lease liability

Total liabilities

International Limited , related party

8 unchanged sentences

Chan is also the majority shareholder of Alset Intl as well as the largest shareholder of

The fair value of the marketable security as of March 31, 2023, and December 31, 2022, was approximately $ 2,289,000 and $ 3,319,000

The fair value of the marketable security as of June 30, 2023, and December 31, 2022, was approximately $ 1,501,000 and $ 3,319,000

respectively.

During the three month ended March 31, 2023 and March 31, 2022, the Company recorded unrealized loss on this investment

of approximately $ 1,156,000 and $ 305,000 , respectively.

During the six-month ended June 30, 2023 and June 30, 2022, the Company recorded unrealized loss on this investment of

approximately $ 1,945,000 and $ 1,068,000 , respectively.

Park Capital, Inc.

October 10, 2019, the Company entered a convertible promissory note (“TBD Note”) with Century TBD Holdings, LLC (“TBD”),

a Florida limited liability company.

The Company loaned the principal sum of $ 500,000 ,

of which up to $ 500,000

and all accrued interest can be paid by an “Optional

Conversion” of such amount up to 19.8 %

(non-dilutable) of all outstanding membership interest in TBD.

This TBD Note accrues interest at 6 %

and matures on October

December 30, 2020, the Company signed a binding letter of intent with West Park Capital, Inc (“West Park”) and TBD where

the parties agreed to prepare a note and stock exchange agreement whereby DSS will assign the TBD Note to West Park and West Park shall

issue to DSS a stock certificate reflecting 7.5 %

of the issued and outstanding shares of West Park.

This note and stock exchange agreement was finalized during the first quarter 2022

and valued at approximately $ 500,000

and is included in Investments on the consolidated

balance sheet on December 31, 2022 and as of March 31, 2023.

issue to DSS a stock certificate reflecting 7.5 % of the issued and outstanding shares of West Park.

This note and stock exchange agreement

was finalized during the first quarter 2022 and valued at approximately $ 500,000 and is included in Investments on the consolidated balance

sheet on December 31, 2022 and as of June 30, 2023.

Capital International LLC

September 10, 2020, the Company’s wholly owned subsidiary DSS Securities, Inc.

entered into membership interest purchase agreement

with BMI Financial Group, Inc.

a Delaware corporation (“BMIF”) and BMI Capital International LLC, a Texas limited liability

company (“BMIC”) whereas DSS Securities, Inc.

purchased 14.9 % membership interests in BMIC for $ 100,000 .

DSS Securities also

had the option to purchase an additional 10 % of the outstanding membership interest which it exercised for $ 100,000 in January of 2021

and increased its ownership to 24.9 %.

Upon achieving greater than 20 % ownership in BMIC during the quarter ended September 30, 2021,

the Company is currently accounting for this investment under the equity method of accounting per ASC 323.

The Company’s portion

of net loss in BMIC during the three months ended March 31, 2023, approximated $ 4,300 .

entered into membership interest purchase

agreement with BMI Financial Group, Inc.

a Delaware corporation (“BMIF”) and BMI Capital International LLC, a Texas

limited liability company (“BMIC”) whereas DSS Securities, Inc.

purchased 14.9 %

membership interests in BMIC for $ 100,000 .

DSS Securities also had the option to purchase an additional 10 %

of the outstanding membership interest which it exercised for $ 100,000

in January of 2021 and increased its ownership to 24.9 %.

Upon achieving greater than 20 %

ownership in BMIC during the quarter ended September 30, 2021, the Company is currently accounting for this investment under the

equity method of accounting per ASC 323.

The Company’s portion of net loss in BMIC during the three and six months ended June

30, 2023, approximated $ 22,000

and $ 26,000 , respectively

is a broker-dealer registered with the Securities and Exchange Commission, is a member of the Financial Industry Regulatory Authority,

37 unchanged sentences

to purchase from the Seller’s its wholly owned subsidiary Impact Oncology PTE Ltd.

(“IOPL”) for a purchase price $ 2,480,000 .

(“IOPL”) for a purchase price of $ 2,480,000 .

The acquisition of IOPL has been treated as an asset acquisition as IOPL does not meet the definition of a business as defined in Topic

7 unchanged sentences

and March 31, 2022.

July 22, 2021, the Company exercised 1,000,000

of the available options under the Vivacitas

Agreement #1 for $ 1,000,000 .

This, along with the shares received as part Vivacitas Agreement #2 increased the Company’s equity position in Vivacitas to approximately

July 22, 2021, the Company exercised 1,000,000 of the available options under the Vivacitas Agreement #1 for $ 1,000,000 .

with the shares received as part Vivacitas Agreement #2 increased the Company’s equity position in Vivacitas to approximately 16 %

as of December 31, 2022.

As of December 31, 2022, the Company determined to impair 100 %

of its investment in Vivacitas, in the amount of $ 4,100,000 .

As of December 31, 2022, the Company determined to impair 100 % of its investment in Vivacitas, in the amount

of $ 4,100,000 .

Corporation (Sharing Services Global Corp)

September 2021, the Company’s subsidiary SHRG, Stemtech Corporation (“Stemtech”) and Globe Net Wireless Corp.

(“GNTW”) entered into a Securities Purchase Agreement (the “SPA”) pursuant to which SHRG invested $ 1.4 million

in Stemtech in exchange for:

(a) a Convertible Promissory Note in the amount of $ 1.4 million

in favor of the Company (the “Convertible Note”) and (b) a detachable Warrant to purchase shares GNTW common stock (the

“GNTW Warrant”).

Stemtech is a subsidiary of GNTW.

As an inducement to enter into the SPA, GNTW agreed to pay to the

SHRG an origination fee of $ 500,000 ,

entered into a Securities Purchase Agreement (the “SPA”) pursuant to which SHRG invested $ 1.4

million in Stemtech in exchange for:

(a) a Convertible

Promissory Note in the amount of $ 1.4

million in favor of the Company (the “Convertible

Note”) and (b) a detachable Warrant to purchase shares GNTW common stock (the “GNTW Warrant”).

Stemtech is a subsidiary

As an inducement to enter into the SPA, GNTW agreed to pay to the SHRG an origination fee of $ 500,000 ,

payable in shares of GNTW’s common stock.

The Convertible Note matures on September

9, 2024 , bears interest at the annual rate

and is convertible, at the option of the holder, into shares of GNTW’s common stock at a conversion rate calculated based on

the closing price per share of GNTW’s common stock during the 30-dayperiod ended September 19, 2021.

The GNTW Warrant expires

on September 13, 2024 and conveys the right to purchase up to 1.4 million

shares of GNTW’s common stock at a purchase price calculated based on the closing price per share of GTNW’s common stock

during the 10-day period ended September 13, 2021.

In September 2021, GNTW issued to the Company 154,173 shares

of its common stock, or less than 1% of the shares of GNTW then issued and outstanding, in payment of the origination fee.

November 2021, Globe Net Wireless Corp.

changed its corporate name to Stemtech Corporation.

In connection therewith, the

investee’s common stock is now traded under the symbol “STEK”.

The SHRG carries its investment in the Convertible

Note, the GNTW Warrant and the shares of GNTW common stock at fair value in accordance with GAAP.

As of March 31, 2023 and

December 31, 2022 the investment in the the GNTW Warrant and Convertible Note, were

valued at $ 144,000 , and $ 44,000 and $ 140,000 and $ 39,000 respectively.

9, 2024 , bears interest at the annual rate of

and is convertible, at the option of the holder, into shares of GNTW’s common stock at a conversion rate calculated based on the

closing price per share of GNTW’s common stock during the 30-dayperiod ended September 19, 2021.

The GNTW Warrant expires on September

13, 2024 and conveys the right to purchase up to 1.4

million shares of GNTW’s common stock at

a purchase price calculated based on the closing price per share of GTNW’s common stock during the 10-day period ended September

In September 2021, GNTW issued to the Company 154,173

shares of its common stock, or less than 1% of

the shares of GNTW then issued and outstanding, in payment of the origination fee.

In November 2021, Globe Net Wireless Corp.

its corporate name to Stemtech Corporation.

In connection therewith, the investee’s common stock is now traded under the symbol

The SHRG carries its investment in the Convertible Note, the GNTW Warrant and the shares of GNTW common stock at

fair value in accordance with GAAP.

As of June 30, 2023 and December 31, 2022 the investment in the GNTW Warrant and Convertible

Note, were valued at $ 0 ,

respectively.

September 2021, SHRG entered into a Membership Unit Purchase Agreement pursuant to which the SHRG acquired a 30.75 % equity interest in

20 unchanged sentences

During the nine months ended September 30, 2021, the

Company contributed and additional $ 750,000 capital into Sentinel, increasing its total capital investment to $ 1,050,000 as of September

Company contributed an additional $ 750,000 capital into Sentinel, increasing its total capital investment to $ 1,050,000 as of September

Up to and through November 30, 2022, Sentinel LLC accounted for its investment in Sentinel Co.

17 unchanged sentences

Diluted loss per share

are currently in the process of completing the purchase price accounting and related allocations associated with the acquisition of Sentinel

Assets included in this acquisition are cash of $ 3,977,000 , receivables of $ 344,000 and fixed assets of $ 1,000 .

The Company is in

the process of completing valuations and useful lives for certain assets acquired in the transaction.

We expect the preliminary purchase

price accounting to be completed during the year ending December 31, 2023.

are currently in the process of completing the purchase price accounting and related allocations associated with the acquisition of

Assets included in this acquisition are cash of $ 3,977,000 ,

receivables of $ 344,000

and fixed assets of $ 1,000 .

Goodwill of approximately $ 1,274,000 was also recorded.

The Company is in the process of completing valuations and useful lives for

certain assets acquired in the transaction.

We expect the purchase price accounting to be completed during the year ending December

is a broker-dealer operating primarily as a fiduciary intermediary, facilitating intuitional trading of municipal and corporate bonds

23 unchanged sentences

and utilities.

As of December 31, 2021, the outstanding principal and interest approximated $ 111,000 is included in long-term debt, net

As of December 31, 2021, the outstanding principal and interest approximately $ 111,000 is included in long-term debt, net

on the consolidated balance sheet.

5 unchanged sentences

outstanding under the BOA Note shall bear interest at a variable rate on or before the loan closing.

As of March 31, 2023, and December

As of June 30, 2023, and December 31,

2022, the outstanding principal on the BOA Note was $ 3,172,000 and $ 3,406,000 , respectively and had an interest rate of 4.63 %.

outstanding balance at March 31, 2023 is included in Long-term debt, net on the consolidated balance sheet.

As of March 31, 2023, $ 479,000

was included in current portion of long-term debt, net, and the remaining balance of approximately $ 2,810,000 recorded as long-term debt,

The BOA Note contains certain covenants that are analyzed annual.

As of March 31, 2023, Premier is in compliance with these covenants.

As of June 30, 2023, $ 485,000 was included

in the current portion of long-term debt, net, and the remaining balance of approximately $ 2,687,000 recorded as long-term debt, The BOA

Note contains certain covenants that are analyzed annual.

As of June 30, 2023, Premier is in compliance with these covenants.

August 1, 2021, AMRE Shelton, LLC., (“AMRE Shelton”) a subsidiary of AMRE, entered into a loan agreement (“Shelton

Agreement”) with Patriot Bank, N.A.

(“Patriot Bank”) in an amount up to $ 6,155,000 ,

with the amount financed approximating $ 5,105,000 .

The Shelton Agreement contains monthly payments of principal and an initial interest 4.25 %.

interest will be adjusted commencing on July 1, 2026 and continuing for the next succeeding 5 year period shall be determined one month

prior to the change date and shall be an interest rate equal to two hundred fifty (250) basis points above the Federal Home Loan Bank

Boston 5-Year/25-Year amortizing advance rate, but in no event less than 4.25% for the term of 120 months with

a balloon payment approximating $ 2,829,000

due at term end.

The affective interest rate

at December 31, 2022 was 4.25 %.

The funds borrowed were used to purchase a 40,000

square foot, 2.0 story, Class A+ multi-tenant

medical office building located on a 13.62

The purchase price has been allocated

as $ 4,640,000 ,

(“Patriot Bank”) in an amount up to $ 6,155,000 , with the amount financed approximating

$ 5,105,000 .

and $ 325,000

for the facility, land, and tenant improvements

respectively.

Also include in the value of the property is $ 585,000

of intangible assets with an estimated useful

life approximating 3

The net book value of these asset as of

March 31, 2023 approximated $ 6,727,000 .

Of the total financed, approximately $ 183,000

of principal and accrued interest is classified

as current portion of long-term debt, net, and the remaining balance of approximately $ 4,790,000

recorded as long-term debt, net of $ 17,500

in deferred financing costs.

October 13, 2021, LVAM entered into loan agreement with BMIC (“BMIC Loan”), a related party, whereas LVAM borrowed the principal

amount of $ 3,000,000 , with interest to be charged at a variable rate to be adjusted at the maturity date.

The Shelton Agreement contains monthly payments of principal and an initial interest 4.25 %.

The interest will be adjusted

commencing on July 1, 2026 and continuing for the next succeeding 5 year period shall be determined one month prior to the change date

and shall be an interest rate equal to two hundred fifty (250) basis points above the Federal Home Loan Bank Boston 5-Year/25-Year amortizing

advance rate, but in no event less than 4.25% for the term of 120 months with a balloon payment approximating $ 2,829,000 due at term

The affective interest rate at December 31, 2022 was 4.25 %.

The funds borrowed were used to purchase a 40,000 square foot, 2.0 story,

Class A+ multi-tenant medical office building located on a 13.62-acre site.

The purchase price has been allocated as $ 4,640,000 , $ 1,600,000 ,

and $ 325,000 for the facility, land, and tenant improvements respectively.

Also included in the value of the property is $ 585,000 of intangible

assets with an estimated useful life approximating 3 years.

The net book value of these assets as of June 30, 2023 approximated $ 4,696,000 .

Of the total financed, approximately $ 168,000 of principal and accrued interest is classified as current portion of long-term debt, net,

and the remaining balance of approximately $ 4,590,000 recorded as long-term debt, net of $ 61,000 in deferred financing costs.

October 13, 2021, LVAM entered into loan agreement with BMIC (“BMIC Loan”), a related party, whereas LVAM borrowed the

principal amount of $ 3,000,000 ,

with interest to be charged at a variable rate to be adjusted at the maturity date.

The BMIC Loan matures on October

12, 2022 , and contains an auto renewal period of three months.

As of March 31, 2023 and December 31, 2022, $ 512,000 and $ 3,000,000 ,

respectively, is included in Current portion of long-term debt, net on the consolidated balance sheet.

October 13, 2021, LVAM entered into loan agreement with Lee Wilson Tsz Kin (“Wilson Loan”), a related party, whereas

LVAM borrowed the principal amount of $ 3,000,000 ,

As of June 30, 2023 and December 31, 2022, $ 512,000

and $ 3,000,000 ,

respectively, are included in Current portion of long-term debt, net on the consolidated balance sheet.

October 13, 2021, LVAM entered into a loan agreement with Lee Wilson Tsz Kin (“Wilson Loan”), a related party, whereas LVAM

borrowed the principal amount of $ 3,000,000 ,

with interest to be charged at a variable rate to be calculated at the maturity date.

The Wilson Loan matures on October

12, 2022 , and contains an auto renewal period of nine months.

12, 2022 , and contains an auto renewal period

of nine months.

This loan was funded during March 2022.

As of March 31, 2023

is included in Current portion of long-term debt, net on the consolidated balance sheet.

As of December 31, 2022 $ 3,000,000 is included in Current portion of

long-term debt, net on the consolidated balance sheet.

October 27, 2021, HWH World, Inc., a subsidiary of the Company entered a revolving loan commitment (“Note 8”) with

Borrower 8, a company registered in Taiwan.

Note 8 has a principal balance of $ 52,000

and incurred no interest through the maturity date of December

The outstanding principal at March 31, 2023 and December 31, 2022 is $ 66,000

and $ 63,000 ,

respectively, and is included in the current portion of notes receivable.

This note was amended in April 2022 to extend the maturity

date through April 2023 bearing interest rate of 18 %.

This note is in the process of being extended.

November 2, 2021, AMRE LifeCare entered into a loan agreement (“LifeCare Agreement”) with Pinnacle Bank,

(“Pinnacle Bank”) in the amount of $ 40,300,000 .

The LifeCare Agreement supported the acquisition of three medical facilities located in Fort Worth, Texas, Plano, Texas, and

Pittsburgh, Pennsylvania for a purchase price of $ 62,000,000 .

These assets are classified as investments, real estate on the consolidated balance sheet.

The purchase price has been allocated as

$ 32,100,000 ,

As of June 30, 2023 $ 1,997,000

is included in the Current portion of long-term debt,

net on the consolidated balance sheet.

As of December 31, 2022 $ 3,008,000

is included in the Current portion of long-term debt,

net on the consolidated balance sheet.

November 2, 2021, AMRE LifeCare entered into a loan agreement (“LifeCare Agreement”) with Pinnacle Bank, (“Pinnacle

Bank”) in the amount of $ 40,300,000 .

The LifeCare Agreement supported the acquisition of three medical facilities located in Fort

Worth, Texas, Plano, Texas, and Pittsburgh, Pennsylvania for a purchase price of $ 62,000,000 .

These assets are classified as investments,

real estate on the consolidated balance sheet.

The purchase price has been allocated as $ 32,100,000 , $ 12,100,000 , and $ 1,500,000 for

the facility, land and site improvements respectively.

Also included in the value of the property is $ 15,901,000 of intangible assets

with estimated useful lives ranging from 1 to 11 years.

The net book value of the assets acquired as of December 31, 2022 is approximately

$ 52,407,000 .

and $ 1,500,000

for the facility, land and site improvements respectively.

Also include in the value of the property is $ 15,901,000

of intangible assets with estimated useful lives ranging from 1

The net book value of the assets acquired as of December 31, 2022 approximated $ 52,407,000 .

LifeCare Agreement calls for the principal amount of the in equal, consecutive monthly installments based upon a twenty-five (25)

The LifeCare Agreement calls for the principal amount of the in equal, consecutive monthly installments based upon a twenty-five

(25) year amortization of the original principal amount of the LifeCare Agreement at an initial rate of interest equal to the interest

rate determined in accordance as of July 29, 2022 provided, however, such rate of interest shall not be less than 4.28%, with the

first such installment being payable on August 29, 2022 and subsequent installments being payable on the first day of each

succeeding month thereafter until the maturity date, at which time any outstanding principal and interest is due in ful l.

affective interest rate at March 31, 2023 was 8.46 %.

The maturity date of November

2, 2023 , may be extended to November

As of December 31, 2022, the outstanding principal and interest of the LifeCare agreement approximates $ 40,193,000 ,

net of deferred financing costs of $ 270,000 .

As of March 31, 2023, the outstanding principal and interested approximates $ 40,486,000 ,

net of deferred financing costs of $ 270,000

is included in current portion of long-term debt, on the consolidated balance sheet.

Interest expense totaled $ 297,000

and $ 156,000 in March 2023 and March 2022 respectively.

rate determined in accordance as of July 29, 2022 provided, however, such rate of interest shall not be less than 4.28%, with the first

such installment being payable on August 29, 2022 and subsequent installments being payable on the first day of each succeeding month

thereafter until the maturity date, at which time any outstanding principal and interest is due in full .

The affective interest rate

at December 31, 2022 was 8.46 %.

The maturity date of November 2, 2023 , may be extended to November 2, 2024 .

As of December 31, 2022, the outstanding

principal and interest of the LifeCare agreement approximates $ 40,193,000 , net of deferred financing costs of $ 270,000 .

As of June 30,

2023, the outstanding principal and interested approximates $ 40,380,000 , net of deferred financing costs of $ 106,000 is included in current

portion of long-term debt, on the consolidated balance sheet.

Interest expense totaled $ 297,000 and $ 2,418,000 in June 2023 and December 2022

respectively.

The LifeCare agreement is currently in default.

The Company is in the process of remediating the related issues and continues to negotiate the extension of the loan.

November 2021, AMRE entered into a convertible promissory note (“Alset Note”) with Alset International Limited

10 unchanged sentences

and accrued unpaid interest of $ 119,000

through March 31, 2023.

through December 31, 2022.

This transaction was finalized in July 2022 and is eliminated upon consolidation into DSS.

Interest expense

for this note totaled $ 286,000

in March 2023 and $ 338,000 in March 2022.

expense for this note totaled $ 455,000

in June 2023 and $ 346,000

in December 2022.

March 17, 2022, AMRE Winter Haven, LLC (“AMRE Winter Haven”) and Pinnacle Bank (“Pinnacle”) entered into a

8 unchanged sentences

for the facility, land and site and tenant improvements respectively.

Also include in the value of the property is $ 29,000

Also included in the value of the property is $ 29,000

of intangible assets with an estimated useful life of approximating 5

The net book value of the assets acquired as of December 31, 2022 approximated $ 4,450,000 .

The net book value of the assets acquired as of December 31, 2022 is approximately $ 4,450,000 .

Payments are to be made in equal, consecutive installments based on a 25 -year

2 unchanged sentences

The Pinnacle Loan contains certain covenants that are to be tested annually.

December 31, 2022, AMRE is in compliance with all covenants.

30, 2023, AMRE is in compliance with all covenants.

The outstanding principal and interest, net of debt issuance costs of $ 52,000 ,

approximates $ 2,951,000

and is included in long-term debt, net on the accompanying consolidated balance sheet at March 31, 2023.

and is included in long-term debt, net on the accompanying consolidated balance sheet at June 30, 2023.

The outstanding principal

and interest, net of debt issuance costs of $60,000,

approximates $2,952,000 and is included in long-term debt, net on the accompanying consolidated balance sheet at December 31,

Interest expense equaled $ 24,000

for March 2023 and $ 5,000 in March 2022.

for June 2023 and $ 153,000

in December 2022.

March 30, 2023, Premier Packaging, a subsidiary of the Company entered into a loan and security agreement with Union Bank & Trust

3 unchanged sentences

This loan is collateralized by a Bobst Model Novacut and is guaranteed by DSS,

summary of scheduled principal payments of long-term debt, not including revolving lines of credit, subsequent to December 31,

2022, are as follows:

As of June 30, 2023, the outstanding principal and interest approximates $ 773,000 of which $ 110,000 was included in the current portion

of long-term debt, net, and the remaining balance of approximately $ 663,000 recorded as long-term debt.

summary of scheduled principal payments of long-term debt, not including revolving lines of credit, subsequent to June 30, 2023, are

of Notes Payable and Long-term Debt

1 unchanged sentence

Company has operating leases predominantly for operating facilities.

As of March 31, 2023, the remaining lease terms on our operating

leases range from less than one to five years.

As of June 30, 2023, the remaining lease terms on our operating

leases range from less than one to twelve years.

Renewal options to extend our leases have not been exercised due to uncertainty.

4 unchanged sentences

There are no significant finance leases as

of March 31, 2023.

minimum lease payments as of March 31, 2023, are as follows:

of June 30, 2023.

minimum lease payments as of June 30, 2023, are as follows:

of Lease Liability:

7 unchanged sentences

March of 2022, Premier Packaging began leasing its relocated manufacturing facilities to West Henrietta, New York.

contains an escalating payment clause, ranging from $ 61,000

per month to $ 78,000

per month, over the twelve-year term of the lease.

This lease contains

an escalating payment clause, ranging from $ 61,000 per month to $ 78,000 per month, over the twelve year term of the lease.

Commitments and Contingencies

5 unchanged sentences

costs shall not exceed $ 1,250,000 .

As of March 31, 2023 and December 31, 2022, no liability has been recorded in relation to the Equivir

As of June 30, 2023 and December 31, 2022, no liability has been recorded in relation to the Equivir

License as development of the Equivir technology has not begun and no reasonable amount can be estimated .

34 unchanged sentences

transaction was completed with the transfer of DSS share to Alset EHome on July 1, 2022.

On April 10, 2023 the Company issued 1,247,078 shares of common stock to Mr.

Frank Heuszel, CEO of DSS, pursuant

to his employment agreement.

These shares were issued to settle a previously recorded liability.

Compensation - The Company records stock-based payment expense related to options and warrants based on the grant date fair value

3 unchanged sentences

Such awards include option grants, warrant grants, and restricted stock awards.

During the three months ended March

31, 2022, the Company’s stock compensation approximated $ 4,000 .

During the three months ended June 30,

2023, the Company’s did not have stock compensation associated with these items, and 2,000 options were forfeited.

Supplemental Cash Flow Information

following table summarizes supplemental cash flows for the three-months ended March 31, 2023, and 2022:

following table summarizes supplemental cash flows for the six-months ended June 30, 2023, and 2022:

of Supplemental Cash Flow Information

1 unchanged sentence

Segment Information

Company’s nine businesses lines are organized, managed, and internally reported as five operating segments.

One of these operating

segments, Product Packaging, is the Company’s packaging and printing group.

Product Packaging operates in the paper board folding

carton, smart packaging, and document security printing markets.

It markets, manufactures, and sells mailers, photo sleeves, sophisticated

custom folding cartons, and complex 3-dimensional direct mail solutions.

These products are designed to provide functionality and marketability

while also providing counterfeit protection.

A second, Biotechnology, invests in, or acquires companies in the biohealth and biomedical

fields, including businesses focused on the advancement of drug discovery and prevention, inhibition, and treatment of neurological,

oncological, and immune related diseases.

This division is also developing open-air defense initiatives, which curb transmission of air-borne

infectious diseases, such as tuberculosis and influenza.

Company’s nine businesses lines are organized, managed, and internally reported as five

operating segments.

One of these operating segments, Product Packaging, is the Company’s packaging and printing group.

Packaging operates in the paper board folding carton, smart packaging, and document security printing markets.

manufactures, and sells mailers, photo sleeves, sophisticated custom folding cartons, and complex 3-dimensional direct mail

These products are designed to provide functionality and marketability while also providing counterfeit protection.

second, Biotechnology, invests in, or acquires companies in the biohealth and biomedical fields, including businesses focused on the

advancement of drug discovery and prevention, inhibition, and treatment of neurological, oncological, and immune related diseases.

This division is also developing open-air defense initiatives, which curb transmission of air-borne infectious diseases, such as

tuberculosis and influenza.

Biotechnology is also targeting unmet, urgent medical needs.

A third operating

segment, Securities and Investment Management (“Securities”) was established to develop and/or acquire assets and investments

in the securities trading and/or funds management arena.

Further, Securities, in partnership with recognized global leaders in alternative

trading systems, intends to own and operate in the US a single or multiple vertical digital asset exchanges for securities, tokenized

A third operating segment, Securities, and

Investment Management (“Securities”) was established to develop and/or acquire assets and investments in the securities

trading and/or funds management arena.

Further, Securities, in partnership with recognized global leaders in alternative trading

systems, intends to own and operate in the US a single or multiple vertical digital asset exchanges for securities, tokenized

assets, utility tokens, stable coins and cryptocurrency via a digital asset trading platform using blockchain technology.

services within this section is planned to include asset issuance and allocation (securities and cryptocurrency), FPO, IPO, ITO, PPO,

STO and UTO listings on a primary market(s), asset digitization/tokenization (securities, currency and cryptocurrency), and the listing

and trading of digital assets (securities and cryptocurrency) on a secondary market(s).

Also in this segment is the Company’s real

estate investment trust (“REIT”), organized for the purposes of acquiring hospitals and other acute or post-acute care centers

from leading clinical operators with dominant market share in secondary and tertiary markets, and leasing each property to a single operator

under a triple-net lease.

the REIT was formed to originate, acquire, and lease a credit-centric portfolio of licensed medical real estate.

The fourth segment, Direct, provides services to assist companies in the emerging growth gig business model of peer-to-peer decentralized

sharing marketplaces.

It specializes in marketing and distributing its products and services through its subsidiary and partner network,

using the popular gig economic marketing strategy as a form of direct marketing.

Direct marketing products include, among other things,

nutritional and personal care products sold throughout North America, Asia Pacific and Eastern Europe.

The fifth business line, Commercial

Banking, is organized for the purposes of being a financial network holding company, focused providing commercial loans and on acquiring

equity positions in (i) undervalued commercial bank(s), bank holding companies and nonbanking licensed financial companies operating

in the United States, South East Asia, Taiwan, Japan and South Korea, and (ii) companies engaged in—nonbanking activities closely

related to banking, including loan syndication services, mortgage banking, trust and escrow services, banking technology, loan servicing,

equipment leasing, problem asset management, SPAC (special purpose acquisition company) consulting, and advisory capital raising services.

From this financial platform, the Company shall provide an integrated suite of financial services for businesses that shall include commercial

of services within this section is planned to include asset issuance and allocation (securities and cryptocurrency), FPO, IPO, ITO,

PPO, STO and UTO listings on a primary market(s), asset digitization/tokenization (securities, currency, and cryptocurrency), and the

listing and trading of digital assets (securities and cryptocurrency) on a secondary market(s).

Also in this segment is the

Company’s real estate investment trust (“REIT”), organized for the purposes of acquiring hospitals and other acute

or post-acute care centers from leading clinical operators with dominant market share in secondary and tertiary markets, and leasing

each property to a single operator under a triple-net lease.

the REIT was formed to originate, acquire, and lease a credit-centric

portfolio of licensed medical real estate.

The fourth segment, Direct, provides services to assist companies in the emerging growth

gig business model of peer-to-peer decentralized sharing marketplaces.

It specializes in marketing and distributing its products and

services through its subsidiary and partner network, using the popular gig economic marketing strategy as a form of direct

Direct marketing products include, among other things, nutritional and personal care products sold throughout North

America, Asia Pacific and Eastern Europe (see Note 1, Deconsolidation of Sharing Services Global Corporation).

The fifth business line, Commercial Banking, is organized for the purposes of being a

financial network holding company, focused providing commercial loans and on acquiring equity positions in (i) undervalued

commercial bank(s), bank holding companies and nonbanking licensed financial companies operating in the United States, South East

Asia, Taiwan, Japan and South Korea, and (ii) companies engaged in—nonbanking activities closely related to banking, including

loan syndication services, mortgage banking, trust and escrow services, banking technology, loan servicing, equipment leasing,

problem asset management, SPAC (special purpose acquisition company) consulting, and advisory capital raising services.

financial platform, the Company shall provide an integrated suite of financial services for businesses that shall include commercial

business lines of credit, land development financing, inventory financing, third party loan servicing, and services that address the

financial needs of the world Gig Economy.

segment structure presented below represents a change from the prior year for the inclusion of our Biotechnology, Securities, and Commercial

Lending segments and the removal of our Plastics segment, Digital Group and IP Technology Management segment as the Plastics segment

was discontinued in 2020, DSS Digital was sold and discontinued in May 2021 and activities surrounding our IP Technology Management segment

have significantly decreased.

The amounts for these segments have been included in the corporate reporting segment for the year ended

March 31, 2023 and 2022, as necessary, below for reconciliation purposes.

information concerning the Company’s operations by reportable segment for the three months ended March 31, 2023 and 2022 is as

The Company relies on intersegment cooperation and management does not represent that these segments, if operated independently,

would report the results contained herein:

information concerning the Company’s operations by reportable segment for the three and six months ended June 30, 2023 and

2022 is as follows.

The Company relies on intersegment cooperation and management does not represent that these segments, if

operated independently, would report the results contained herein:

of Operations by Reportable Segment

Three Months Ended March 31, 2023

Product Packaging

Commercial Lending

Direct Marketing

Three Months Ended June 30, 2023

Biotechnology

Depreciation and amortization

Interest expense

Interest income

Net Loss (income) from continuing operations

( 1,213,000 )

( 28,074,000 )

( 3,934,000 )

( 4,413,000 )

( 37,723,000 )

Capital expenditures

Identifiable assets

Assets held for sale

Three Months Ended June 30, 2022

Biotechnology

Interest expense

interest Income

Net income (loss) from continuing operations

2 unchanged sentences

( 5,410,000 )

Capital expenditures

Identifiable assets

Six Months Ended June 30,

Biotechnology

Interest expense

Interest income

Net income (loss) from continuing operations

( 1,777,000 )

( 31,260,000 )

( 4,782,000 )

( 6,441,000 )

( 2,588,000 )

( 46,357,000 )

Capital expenditures

Identifiable assets

Three Months Ended March 31,2022

Product Packaging

Commercial Lending

Direct Marketing

Assets held for sale

Six Months Ended June 30, 2022

Biotechnology

Depreciation and amortization

Interest expense

5 unchanged sentences

( 4,292,000 )

( 14,361,000 )

Capital expenditures

3 unchanged sentences

of Disaggregation of Revenue

Three months ended March 31, 2023

Three months ended June 30, 2023

Packaging Printing and Fabrication

1 unchanged sentence

Total Printed Products

Three months ended March 31, 2022

Three months ended June 30, 2022

Packaging Printing and Fabrication

1 unchanged sentence

Total Printed Products

Three months ended March 31, 2023

Six months ended June 30, 2023

Packaging Printing and Fabrication

Commercial and Security Printing

Total Printed Products

Six months ended June 30, 2022

Packaging Printing and Fabrication

Commercial and Security Printing

Total Printed Products

Three months ended June 30, 2023

Direct Marketing Internet Sales

Total Direct Marketing

Three months ended March 31, 2022

Three months ended June 30, 2022

Direct Marketing Internet Sales

Total Direct Marketing

Three months ended March 31, 2023

Six months ended June 30, 2023

Direct Marketing Internet Sales

Total Direct Marketing

Six months ended June 30, 2022

Direct Marketing Internet Sales

Total Direct Marketing

Three months ended June 30, 2023

Rental income

Total Rental Income

Three months ended March 31, 2022

Three months ended June 30, 2022

Rental income

Total Rental Income

Three months ended March 31, 2023

Management fee income

Total Management fee income

Three months ended March 31, 2022

Management fee income

Total Management fee income

Six months ended June 30, 2023

Rental income

Total Rental Income

Six months ended June 30, 2022

Rental income

Total Rental Income

Investment Income

Three months ended March 31, 2023

Three months ended June 30, 2023

Net Investment Income

Total Investment Income

Three months ended March 31, 2022

Three months ended June 30, 2022

Net Investment Income

Total Investment income

Total Rental Income

Six months ended June 30, 2023

Net investment income

Total Management fee income

Six months ended June 30, 2022

Net Investment Income

Total Management fee income

Three months ended June 30, 2023

Commission income

Total commission income

Three months ended June 30, 2022

Commission income

Total commission income

Six months ended June 30, 2023

Commission income

Total commission income

Six months ended June 30, 2022

Commission income

Total commission income

Related Party Transactions

Company owns 127,179,291

shares or approximately 4 %

of the outstanding shares of Alset International Limited (“Alset Intl”), a company incorporated in Singapore and

publicly listed on the Singapore Exchange Limited.

This investment is classified as a marketable security and is classified as

long-term assets on the consolidated balance sheets as the Company has the intent and ability to hold the investments for a period

of at least one year.

Company owns 127,179,291 shares or approximately 4 % of the outstanding shares of Alset International Limited (“Alset Intl”),

a company incorporated in Singapore and publicly listed on the Singapore Exchange Limited.

This investment is classified as a marketable

security and is classified as long-term assets on the consolidated balance sheets as the Company has the intent and ability to hold the

investments for a period of at least one year.

The Chairman of the Company, Mr.

Heng Fai Ambrose Chan, is the Executive Director and Chief Executive Officer

of Alset Intl.

Chan is also the majority shareholder of Alset Intl as well as the largest shareholder of the Company.

value of the marketable security as of March 31, 2023, and December 31, 2022, was approximately $ 2,289,000

and $ 3,319,000

respectively.

During the three-month ended March 31, 2023 and December 31, 2022, the Company recorded unrealized loss on this

investment of approximately $ 1,156,000

and $ 1,590,000 ,

Heng Fai Ambrose Chan, is the Executive Director and

Chief Executive Officer of Alset Intl.

Chan is also the majority shareholder of Alset Intl as well as the largest shareholder of

The fair value of the marketable security as of June 30, 2023, and December 31, 2022, was approximately $ 1,501,000 and

$ 3,319,000 respectively.

During the six-month ended June 30, 2023 and June 30, 2022, the Company recorded unrealized loss on this

investment of approximately $ 1,945,000 and $ 1,068,000 , respectively.

March 2, 2020, AMRE entered into a $ 200,000 unsecured promissory note with LVAMPTE, a related party.

10 unchanged sentences

March 18, 2021, the Company entered into an agreement with Alset EHome International, Inc.

(“Seller”), a related party, to

purchase from the Seller’s its wholly owned subsidiary Impact Oncology PTE Ltd.

(“IOPL”) for a purchase price $ 2,480,000 .

The acquisition of IOPL has been treated as an asset acquisition as IOPL does not meet the definition of a business as defined in Topic

IOPL owns 2,480,000 shares of common stock of Vivacitas along with the option to purchase an additional 250,000 shares of common

(“Seller”) to purchase from

the Seller’s its wholly owned subsidiary Impact Oncology PTE Ltd.

(“IOPL”) for a purchase price of $ 2,480,000 .

The acquisition of IOPL has been treated as an asset acquisition as IOPL does not meet the definition of a business as defined in

IOPL owns 2,480,000

shares of common stock of Vivacitas along with the option to purchase an additional 250,000

shares of common stock.

The Sellers largest shareholder is Mr.

Heng Fai Ambrose Chan, the Chairman of the Company’s board of directors and its largest

At December 31, 2022 the full value of this investment was impaired.

Chan Heng Fai Ambrose, the Chairman of the Company’s board

of directors and its largest shareholder.

October 13, 2021, LVAM entered into loan agreement with BMIC (“BMIC Loan”), a related party, whereas LVAM borrowed the principal

2 unchanged sentences

12, 2022 , and contains an auto renewal period of three months.

As of March 31, 2023 and December 31, 2022, $ 512,000 and $ 3,000,000 ,

respectively, is included in Current portion of long-term debt, net on the consolidated balance sheet.

October 13, 2021, LVAM entered into loan agreement with Lee Wilson Tsz Kin (“Wilson Loan”), a related party, whereas

LVAM borrowed the principal amount of $ 3,000,000 ,

with interest to be charged at a variable rate to be calculated at the maturity date.

The Wilson Loan matures on October

12, 2022 , and contains an auto renewal period of nine months.

As of June 30, 2023 and December 31, 2022, $ 512,000 and $ 3,000,000 , respectively,

is included in the current portion of long-term debt, net on the consolidated balance sheet.

October 13, 2021, LVAM entered into a loan agreement with Lee Wilson Tsz Kin (“Wilson Loan”), a related party, whereas LVAM

borrowed the principal amount of $ 3,000,000 , with interest to be charged at a variable rate to be calculated at the maturity date.

Wilson Loan matures on October 12, 2022 , and contains an auto renewal period of nine months.

This loan was funded during March 2022.

As of March 31, 2023

is included in Current portion of long-term debt, net on the consolidated balance sheet.

Interest expense equaled $ 8,000

As of June 30, 2023 $ 1,997,000 is included in the Current portion of long-term debt, net on the consolidated balance sheet.

As of December 31, 2022 $3,008,000 is included in the Current portion of long-term debt, net on the consolidated balance

November 2021, AMRE entered into a convertible promissory note (“Alset Note”) with Alset International Limited (“Alset

5 unchanged sentences

On May 17, 2022, the shareholders

of the Company approved the issuance of up to 21,366,177 Shares our Common Stock to Alset International Limited (“Alset International”),

a related party, to purchase the Convertible Promissory Note issued by American Medical REIT, Inc.

of the Company approved the issuance of up to 21,366,177 Shares our Common Stock to Alset International to purchase the Convertible Promissory Note issued by American Medical REIT, Inc.

with a principal amount of $ 8,350,000

and accrued but unpaid interest of $ 367,400 through May 15, 2022.

This transaction was finalized in July 2022.

and accrued unpaid interest of $ 119,000 through December 31, 2022.

This transaction was finalized in July 2022 and is eliminated upon consolidation into DSS.

Interest expense for this note totaled $455,000 in June 2023

and $346,000 in December 2022.

February 28, 2022, DSS entered into an Amendment to Stock Purchase Agreement (the “Amendment”) with its shareholder Alset

31 unchanged sentences

owner of the outstanding shares of Alset EHome.

This transaction was completed with the transfer of DSS share to Alset EHome on July

This transaction was completed with the transfer of DSS shares to Alset EHome on July

1, 2022 with the issuance of DSS shares, which were valued at $ 0.34 per share, to Alset EHome.

May 17, 2022, the shareholders of the Company approved the issuance of up to 21,366,177 Shares of our Common Stock to Alset International,

a related party, to purchase the Convertible Promissory Note issued by American Medical REIT, Inc.

with a principal amount of $ 8,350,000

and accrued but unpaid interest of $ 367,000 through May 15, 2022.

This transaction was finalized in July 2022.

Subsequent Events

May 4, 2023, the Company distributed approximately 280 million shares of SHRG beneficially held by DSS and Decentralized Sharing Systems

in the form of a dividend to the shareholders of DSS common stock.

Upon completion of this distribution, DSS will retain an ownership

interest in SHRG of approximately 7 %.

Company has evaluated all subsequent events and transactions through August 14, 2023, the date that the condensed consolidated financial

statements were available to be issued and noted no subsequent events requiring financial statement recognition or disclosure other than

what was identified in Note 7.

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 1. Financial Statements