What changed in this filing

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Item 1. Financial Statements

2023-11-14 compared with 2023-08-14 · 653 added, 606 removed, 846 unchanged (60% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

June 30, 2023

30, 2023 (unaudited)

December 31, 2022

Current assets:

1 unchanged sentence

Accounts receivable, net

Assets held for sale

Current portion of notes receivable

7 unchanged sentences

Notes receivable

Non-current assets held for sale

Right-of-use assets

7 unchanged sentences

Other current liabilities

Current Liabilities held for sale

Current portion of lease liability

3 unchanged sentences

Long term lease liability

Non-current liabilities held for sale

Other long-term liabilities

Deferred tax liability

Deferred tax liability, net

Commitments and contingencies (Note 12)

16 unchanged sentences

For the Three Months Ended

For the Six Months Ended

September 30,

For the Nine Months Ended

September 30,

Printed products

Rental income

Management fee income

Net investment income

Direct marketing

Commission revenue

Direct marketing

Total revenue

1 unchanged sentence

Cost of revenue

Printed Products

Biotechnology

Direct Marketing

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

10 unchanged sentences

Interest expense

( 1,499,000 )

Gain on extinguishment of debt

Loss on equity method investment

(Loss)/gain on investments

Gain/(loss) on equity method investment

Gain/(loss) on investments

( 14,302,000 )

( 30,490,000 )

( 10,479,000 )

Provision for loan losses

1 unchanged sentence

( 4,936,000 )

Gain on sale of assets

Loss from continuing operations before income taxes

Loss on sale of assets

( 1,281,000 )

Loss from operations before income taxes

( 6,681,000 )

( 24,802,000 )

Income tax benefit (loss)

( 53,030,000 )

( 39,161,000 )

Income tax benefit

( 6,681,000 )

( 24,802,000 )

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

( 53,039,000 )

( 39,161,000 )

Loss from operations attributed to non-controlling interest

Net loss attributable to common stockholders

8 unchanged sentences

Consolidated Statements of Cash Flows

the Six Months Ended June 30,

the Nine Months Ended September 30,

Cash flows from operating activities:

4 unchanged sentences

Depreciation and amortization

Gain on allowance for obsolescence of inventory

Stock based compensation

Income on equity method investment

(Gain) loss on investments

( 3,823,000 )

Gain/loss on equity method investment

Loss on investments

Loss on allowance for obsolescence of inventory

Change in ROU assets

1 unchanged sentence

Change in ROU liabilities

( 1,052,000 )

Gain on extinguishment of debt

Gain on sale of assets

Loss/(gain) on sale of assets

Impairment of notes receivable

1 unchanged sentence

Accounts receivable

( 3,316,000 )

Prepaid expenses and other current assets

6 unchanged sentences

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

3 unchanged sentences

Purchase of property, plant and equipment

( 1,349,000 )

Purchase of real estate

3 unchanged sentences

Sale of marketable securities

Issuance of new notes receivable

Issuance of new notes receivable, net origination fees

( 4,687,000 )

Payments received on notes receivable

Net cash provided by (used in) investing activities

Purchase of intangible assets

Net cash provided (used) by investing activities

( 17,816,000 )

3 unchanged sentences

Borrowings of long-term debt

Deferred financing fees

Issuances of common stock, net of issuance costs

Net cash (used in) provided by financing activities

Net cash (used)provided by financing activities

( 3,243,000 )

Net increase (decrease) in cash - continuing operations

Net decrease in cash

( 12,393,000 )

( 33,750,000 )

Net increase (decrease) in cash – held for sale

Cash and cash equivalents at beginning of period

4 unchanged sentences

Preferred Stock

Additional Paid-in

Non- controlling Interest in

Balance, December 31, 2022

3 unchanged sentences

$ 156,681,000

Stock based compensation

Deconsolidation of Sharing Services Global Corp

Issuance of common stock, net of expenses

Deconsolidation of Sharing Services

( 50,303,000 )

1 unchanged sentence

( 2,736,000 )

Balance, June 30, 2023

( 53,039,000 )

Balance, September 30, 2023

$ 317,369,000

$ ( 225,873,000 )

$ 127,747,000

Balance, December 31, 2021

5 unchanged sentences

Stock based payments

Conversion of preferred stock

( 32,914,000 )

2 unchanged sentences

( 39,161,000 )

Balance, June 30, 2022

Balance, September 30, 2022

$ 317,125,000

5 unchanged sentences

TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

of Operations and Basis of Presentation and Significant Accounting Policies

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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(“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 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”).

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

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.

We follow the same accounting policies when preparing quarterly financial data as we use

for preparing annual data.

These statements should be read in conjunction with the consolidated financial statements and the notes included

in our latest annual report on Form 10-K for the fiscal year ended December 31, 2022 (“Form 10-K”), and our other reports

on file with the Securities and Exchange Commission (the “SEC”).

(“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

In May of 2023, Sentinel LLC acquired an additional 5 % increasing its equity position to 80.1 %.

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.

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

accompanying condensed consolidated financial statements contain all adjustments (consisting of normal recurring adjustments, unless

otherwise indicated) necessary to present fairly our consolidated financial position as of September 30, 2023 and December 31, 2022,

and the results of our consolidated operations for the interim periods presented.

We follow the same accounting policies when preparing

quarterly financial data as we use for preparing annual data.

These statements should be read in conjunction with the consolidated financial

statements and the notes included in our latest annual report on Form 10-K, and 10-K/A for the fiscal year ended December 31, 2022 (“Form

10-K”, “Form 10-K/A”), and our other reports on file with the Securities and Exchange Commission (the “SEC”).

of Consolidation - The consolidated financial statements include the accounts of DSS, Inc.

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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.

Immediately prior to this distribution, DSS owned approximately

81 % of the issued and outstanding common shares of SHRG.

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 September 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,

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

Reclassifications -

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

Certain amounts on the accompanying condensed consolidated cash flows and condensed consolidated statements of operations 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 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.

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.

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.

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

1 unchanged sentence

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

adjusted costs are approximately fair value.

adjusted costs approximate fair value.

Accounts/Rents

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

The Company performs

ongoing credit evaluations and generally do not require collateral.

Payment terms are generally 30 days but up to net 105 for

certain customers.

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).

The Company performs ongoing credit

evaluations and generally does not require collateral.

Payment terms are generally 30 days but up to net 105 for certain customers.

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.

In estimating expected losses in the accounts receivable portfolio, customer-specific

financial data and macro-economic assumptions are utilized to project losses over a reasonable and supportable forecast period.

and judgment are applied to measure amounts and timing of expected future cash flows, collateral values and other factors used to determine

the customers’ abilities to pay.

At September 30, 2023, and December 31, 2022, the Company established a reserve for doubtful accounts of approximately

$ 2,706,000 and $ 29,000 , respectively.

The Company does not accrue interest on past due accounts receivable.

10 unchanged sentences

with warrants acquired at origination, are accreted as an adjustment to yield over the term of the loan.

– Investments in equity securities with a readily determinable fair value, not accounted for under the equity method, are

recorded at fair value with unrealized gains and losses included in earnings.

For equity securities without a readily determinable fair

value, the investment is recorded at cost, less any impairment, plus or minus adjustments related to observable transactions for the

same or similar securities, with unrealized gains and losses included in earnings.

For equity method investments, the Company regularly

reviews its investments to determine whether there is a decline in fair value below book value.

If there is a decline that is other-than-temporary,

the investment is written down to fair value.

See Note 6 for further discussion on investments.

equity method investments, the Company regularly reviews its investments to determine whether there is a decline in fair value below

– Investments in equity securities with a readily determinable fair value,

not accounted for under the equity method, are recorded at fair value with unrealized gains and losses included in earnings.

securities without a readily determinable fair value, the investment is recorded at cost, less any impairment, plus or minus adjustments

related to observable transactions for the same or similar securities, with unrealized gains and losses included in earnings.

method investments, the Company regularly reviews its investments to determine whether there is a decline in fair value below book value.

If there is a decline that is other-than-temporary, the investment is written down to fair value.

See Note 6 for further

discussion on investments.

See Note 8 for further discussion on

Value of Financial Instruments - Fair value is defined as the price that would be received to sell an asset or paid to

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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

(“FIFO”) method.

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.

– 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 Premier subsidiary for September 30, 2023 and our former SHRG subsidiary as of December 31, 2022.

and write-offs are charged to cost of revenue.

of Long-Lived Assets and Goodwill - The Company monitors the carrying value of long-lived assets for potential impairment and

6 unchanged sentences

the fair value of the asset or asset group to its carrying value.

Combinations - Business combinations and non-controlling interests are recorded in accordance with FASB ASC 805 Business Combinations.

Under the guidance, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition

and all acquisition costs are expensed as incurred.

Combinations - Business

combinations and non-controlling interests are recorded in accordance with FASB ASC 805 Business Combinations.

Under the guidance, the

assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition and all acquisition costs

are expensed as incurred.

The excess of the purchase price over the estimated fair values is recorded as goodwill.

If the fair value of the assets acquired exceeds the purchase price and the liabilities assumed, then a gain on acquisition is recorded.

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

If the fair value

of the assets acquired exceeds the purchase price and the liabilities assumed, then a gain on acquisition is recorded.

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.

7 unchanged sentences

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 .

and nine months ended September 30, 2023, potential dilutive instruments include both warrants and options of 0 and 0 shares, respectively.

For the three and nine months ended September 30, 2022, potential dilutive instruments include both warrants and options of 0 and

11,597 shares, respectively.

Concentration

of Credit Risk - The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured

The Company believes it is not exposed to any significant credit risk because of any non-performance by the financial institutions.

of December 31, 2022, two customers accounted for approximately 14 % and 6 % of our consolidated revenue and these two customers accounted

for approximately 36 % and 17 % of our consolidated 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.

The Company believes it is not exposed to any significant credit risk as a result of any non-performance by the financial institutions.

of September 30, 2023, two customers accounted for approximately 21 % and 7 % of

our consolidated revenue and these two customers approximately 32 % and 15 % of

our consolidated trade accounts receivable balance.

As of December 31, 2022, two customers accounted for approximately 14 % and 6 % of

our consolidated revenue and these two customers approximately 36 % and 17 % 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

4 unchanged sentences

We recognize penalties and accrued interest related to unrecognized tax benefits in income tax expense.

For Loans And Lease Losses - On January 1, 2023, the Company adopted amended accounting guidance “ ASU No.2016-13 –

Allowance For

Loans And Lease Losses - On January 1, 2023, the Company adopted amended accounting guidance “ ASU No.2016-13 –

Credit Losses” which requires an allowance for credit losses to be deducted from the amortized cost basis of financial assets

9 unchanged sentences

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

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 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 %

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.

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.

Management’s plans concerning these

matters include, among other things, continued growth among our operating segments, and tightly controlling operating costs and reducing

spending growth rates wherever possible to return to profitability.

In addition, the Company has taken steps, and will continue to take

measures, to materially reduce the expenses and cash burn at all corporate and business line levels.

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

$ 10.0 million in aggregate cash, as of June

30, 2023, along with the $ 11.6

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern.

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

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 $ 6.9 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.

Aside from its $ 6.9 million

in cash as of September 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 $ 11.1 million

of Marketable Securities, and the anticipated receipts of principal and interest on its Notes receivable of approximately $ 6.3

million through September 30, 2024.

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

maintain a minimum of 55 %

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

This is expected

to close in the fourth quarter 2023.

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 fourth quarter.

The Company’s management

intends to take actions necessary to continue as a going concern.

Management’s plans concerning these matters include, among other

things, continued growth among our operating segments, and tightly controlling operating costs and reducing spending growth rates wherever

possible to return to profitability.

In addition, the Company has taken steps, and will continue to take measures, to materially reduce

the expenses and cash burn at all corporate and business line levels.

At the Company’s

current operating levels and capital usage, we believe that without any further acquisition or investments, our $ 6.9

million in aggregate cash, as of September 30, 2023, along with the $ 11.1

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

and accepted by the customer.

Revenue is measured as the amount of consideration the Company expects to receive in exchange for shipped

product or service provided.

Sales and other taxes billed and collected from customers are excluded from revenue.

The Company recognizes

rental income associated with its REIT, net of amortization of favorable/unfavorable lease terms relative to market and includes rental

abatements and contractual fixed increases attributable to operating leases, where collection has been considered probable, on a straight-line

basis over the term of the related lease.

The Company recognizes net investment income from its investment banking line of business as

interest owed to the Company occurs.

The Company generates revenue from its direct marketing line of business primarily through internet

sales and recognizes revenue as items are shipped.

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

than one year.

Pursuant to Topic 606, the Company has applied the practical expedient with respect to disclosure of the deferral and

future expected timing of revenue recognition for transaction price allocated to remaining performance obligations.

The Company elected

the practical expedient allowing it to not recognize as a contract asset the commission paid to its salesforce on the sale of its products

as an incremental cost of obtaining a contract with a customer but rather recognize such commission as expense when incurred as the amortization

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.

The Company performs ongoing credit evaluations and generally

does not require collateral.

Payment terms are generally 30 days but up to net 105 for certain customers.

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.

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

past due accounts receivable.

million through September 30, 2024, would allow us to fund our nine business lines current and planned operations through September

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

The Company recognizes its products

and services revenue based on when the title passes to the customer or when the service is completed and accepted by the customer.

is measured as the amount of consideration the Company expects to receive in exchange for shipped product or service provided.

other taxes billed and collected from customers are excluded from revenue.

The Company recognizes rental income associated with its REIT,

net of amortization of favorable/unfavorable lease terms relative to market and includes rental abatements and contractual fixed increases

attributable to operating leases, where collection has been considered probable, on a straight-line basis over the term of the related

The Company recognizes net investment income from its investment banking line of business as interest owed to the Company occurs.

The Company generates revenue from its direct marketing line of business primarily through internet sales and recognizes revenue as items

As of September 30, 2023, the

Company had no unsatisfied performance obligations for contracts with an original expected duration of greater than one year.

to Topic 606, the Company has applied the practical expedient with respect to disclosure of the deferral and future expected timing of

revenue recognition for transaction price allocated to remaining performance obligations.

The Company elected the practical expedient

allowing it to not recognize as a contract asset the commission paid to its salesforce on the sale of its products as an incremental cost

of obtaining a contract with a customer but rather recognize such commission as expense when incurred as the amortization period of the

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

commissions are expensed as incurred for contracts with an expected duration of one year or less.

There were no sales commissions capitalized

as of June 30, 2023.

as of September 30, 2023.

and Handling Costs

incurred by the Company related to shipping and handling are included in cost of products sold.

Amounts charged to customers pertaining

Amounts charged to customers relating

to these costs are reflected as revenue.

1 unchanged sentence

consisted of the following as of:

June 30, 2023

September 30, 2023

December 31, 2022

12 unchanged sentences

May 14, 2021, DSS Pure Air, Inc.

a subsidiary of the Company entered a convertible promissory note (“Note 2”) with Borrower

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 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 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.

a subsidiary of the Company entered a convertible promissory note (“Note 2”) with

Borrower 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 Borrower 2.

Note 2, which incurs interest at a rate of 6.65 %

due quarterly, has a maturity date of May

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 .

outstanding principal and interest as of September 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 September 30,

2023, the Company has a reserve of $ 2,884,000

against the principal and interest outstanding.

This note is currently in default and its terms are currently being

re-negotiated.

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

and reclamation district pursuant to Chapter 3891, Texas Special District Local Laws Code ;

Chapter 375, Texas Local Government Code;

Chapter 375, Texas Local Government

and Chapter 49, Texas Water Code.

The District Note was in the sum of $ 3,500,000 and incurs interest at a rate of 5.59 % per annum.

and interest are due in full on September 22, 2022 , and later amended to extend the maturity date to September 22, 2023.

This note may

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 $ 3,802,000 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.

Principal and interest are due in full on September 22, 2022 , and later amended to extend the maturity date to September 19, 2024 .

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

redemption date.

The outstanding principal and interest of $ 3,854,000 and $ 3,701,000 is included in the current portion of

notes receivable on the consolidated balance sheet at September 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.

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 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 %,

promissory notes for $ 250,000 and

$ 10,000 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.

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

This promissory note was 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 for both notes were paid in full during the third quarter of 2023.

$ 252,000 and

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

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

and extend the maturity date through April 2023 bearing interest rate of 18 %.

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

included in Note receivable at December 31, 2022.

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.

The outstanding principal and interest at September 30, 2023 and December 31, 2022 is $ 0

and $ 63,000 ,

respectively, and was included in Notes receivable current portion.

This note has been

written-off during the third quarter 2023.

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

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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.

and interest of $ 404,000 and $ 701,000 is included in the Current portion of notes receivable on the consolidated balance sheet at September

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.

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 September 30, 2023 and December 31, 2022

approximates $ 100,000 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

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and matures in March 2024 , with interest payable quarterly.

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.

The outstanding principal and interest at September 30, 2023 is $ 440,000 ,

net of $ 9,00 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

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

The outstanding principal and interest at June 30, 2023 approximates

The outstanding principal and interest at September 30, 2023 approximates

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

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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 %,

is due in three quarterly installments beginning on September 14, 2022.

All unpaid principal and interest is due on August

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.

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

sum of $ 100,000 with interest of 8 %, is due in three quarterly installments beginning on September 14, 2022.

All unpaid principal and

interest is due on August 29, 2025 .

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

and $ 100,000 , respectively, and is included in Notes receivable on the accompanying consolidate balance sheet, of which $ 68,000 is included in the Current

portion of notes receivable and $ 31,000 is included in the Notes receivable at September 30, 2023.

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 June 30, 2023, approximates

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

$ 929,000 , net of $ 30,000 of unamortized origination fees and is included in Notes receivable on the accompanying consolidate balance

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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

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 quarterly.

In December 2022, this note was fully reserved for.

On August 31, 2023, the full value of the outstanding principal and

interest of this note was exchanged for 26,000 shares of Series D Preferred Stock with a par value of $ 0.0001 per share.

September 1, 2028, these Series D Preferred Shares may be redeemed in the amount of $ 1,000 per share.

Due to the lack of liquidity of

these shares, the Company has placed no value on these shares.

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

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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.

of September 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.

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 %

at September 30, 2023) with a maturity date of May

The outstanding principal and interest at September 30, 2023 approximates $ 104,000

with approximately $ 44,000

of principal and accrued interest classified as Current portion notes receivable, and the remaining balance of approximately

is recorded as notes receivable, on the accompanying consolidated balance

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.

of $ 1,400,000

with a discount of $ 300,000

and interest rate of 10 %

and maturity date of September,

The outstanding principal, interest,

and associated discount was fully reserved for as of September 30, 2023.

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 ( 8.5 % at September 31, 2023) with the total outstanding

principal and interest due at the maturity date of March

The outstanding principal and interest at September 30, 2023 approximates $ 130,000 .

Of the total financed, approximately $ 83,000

of principal and accrued interest is classified as Current portion of notes receivable and the remaining balance of

approximately $ 46,500

is recorded as Notes receivable on the accompanying consolidated balance sheet.

September 28, 2023, APB and Borrower 18 entered into a promissory note (“Note 18”) in the principal sum of $ 400,000 with

interest of 5 %.

All unpaid principal and interest due on November 12, 2023 .

The outstanding principal and interest on September 30, 2023,

approximates $ 401,000 and is included in Notes receivable on the accompanying consolidate balance sheet.

On August 11, 2022, APB and Borrower 19 entered into a promissory note

(“Note 19”) in the principal sum of $ 1,430,000 with interest of 8 %.

All unpaid principal and interest due on August 12, 2024 .

The outstanding principal and interest on September 30, 2023, approximates $ 1,102,000 , net of $ 375,000 of unamortized origination fees

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

The outstanding principal, interest, and associated

fees were fully reserved for as of September 30, 2023.

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 June 30, 2023, and December 31, 2022:

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

of Cash and Marketable Securities by Significant Investment Category

24 unchanged sentences

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.

of December 31, 2022, and September 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:

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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.

For the three and nine months ended September 30, 2023, the Company recorded a Loan loss reserve of approximately $ 1,179,000

and $ 4,936,000 , respectively.

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 September 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.

Accordingly, we have not recorded a discretionary reserve as of December 31, 2022 and September 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

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

As of December 31, 2022 and September 30, 2023, the Company reserved for principal and interest of $ 27,831,000

for Borrower 13.

As of September 30, 2023, the Company identified credit weakness in borrower 2 and has placed a reserve approximating $ 2,884,000

against the outstanding principal and interest.

As of September 30, 2023, the Company identified credit weakness

in borrower 16 and placed a reserve of $ 1,291,000 against the outstanding principal and interest.

The Company identified credit weakness

in Borrower 19 and has placed a reserve of $ 1,477,000 against the outstanding principal and interest.

Disposal of assets

July 1 st , 2023, The Company intended to sell its subsidiary, HWH World, Inc.

The proposed transaction had the

Company sell 1,000 shares

of common stock, representing all the issued and outstanding common stock shares of HWH World for the sum $ 706,000 representing

the gross proceeds of the sale of HWH inventory less cost of goods sold.

The parties involved amended the terms of this agreement

during the third quarter of 2023 from that of equity transaction to the purchase of inventory and assumption of certain liabilities

The amended agreement identified the purchase price approximating $ 758,000

to be paid from amongst other things, the gross proceeds generated by the sale of the inventory acquired.

The value of the inventory

sold approximates $ 698,000 and the value of the liabilities assumed by SHRG as part of this transaction is approximately $ 59,000 .

agreement includes payment of 1% royalty, starting November 1, 2023, being defined as 1% of the gross sale price of all

Seller’s new products made and sold outside of existing inventory on the schedule, for a period ending October 31,

There is substantial doubt regarding SHRG’s ability to sell and pay for the inventory acquired, and therefore,

the Company has determined not to record a receivable for the purchase price.

A net loss approximating $ 639,000

associated with this transaction has been recorded during the third quarter of 2023 and is included in Loss/Gain on sale of assets

on the consolidated statement of operations.

On July 1 st , 2023, The Company sold 100 % of the equity in

its subsidiary HWH Holdings, Inc, a Texas corporation (HWHH) to SHRG for a purchase price approximating $ 259,000 .

This amount is to be

paid from gross proceeds generated by the sale of the inventory acquired as part of the transaction.

This transaction was later amended

during the third quarter of 2023 to assign the purchase of HWHH from SHRG to Ascend Management Pte., Ltd.

(“Ascend”), a Singaporean

limited company.

There is substantial doubt regarding Ascend’s ability to sell and pay for the inventory acquired, and therefore,

the Company has determined not to record a receivable for the purchase price.

A net loss approximating $ 617,000 associated with this transaction

has been recorded during the third quarter of 2023 and is included in Loss/Gain on sale of assets on the consolidated statement of operations.

International Limited , related party

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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.

The fair value of the marketable security as of September 30, 2023, and December 31, 2022, was approximately $ 3,726,000

and $ 3,319,000 , respectively.

During the nine-month ended September 30, 2023 and September 30, 2022, the Company recorded unrealized gain

of approximately $ 407,000 and loss on this investment of $ 1,539,000 , respectively.

Park Capital, Inc.

4 unchanged sentences

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.

sheet on December 31, 2022 and as of September 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 and six months ended June

30, 2023, approximated $ 22,000

and $ 26,000 , respectively

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 nine months ended September 30, 2023, approximated $ 6,000 and $ 28,000 , respectively

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

38 unchanged sentences

(“IOPL”) for a purchase price of

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

$ 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 805.

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.

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

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

and its largest shareholder.

April 1, 2021, the Company entered into an additional stock purchase agreement with Vivacitas (“Vivacitas Agreement #2”),

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Corporation (Sharing Services Global Corp)

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

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

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

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

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 ,

(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 ,

payable in shares of GNTW’s common stock.

1 unchanged sentence

9, 2024 , bears interest at the annual rate of 10 %,

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

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.

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 ,

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 September 30, 2023 and

December 31, 2022 the investment in the GNTW Warrant and Convertible Note, were valued at $ 0 ,

and $ 39,000 ,

respectively.

17 unchanged sentences

(“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, for the purchase price of $ 300,000 .

During the nine months ended September 30, 2021, the

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

(“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, for

the purchase price of $ 300,000 .

During the nine months ended September 30, 2021, the Company contributed an additional $ 750,000

capital into Sentinel, increasing its total capital investment to $ 1,050,000

as of September 30, 2021.

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

using the equity method in accordance

with ASC Topic 323, Investments—Equity Method and Joint Ventures recognizing our share of Sentinel’s earnings and

losses within our consolidated statement of operations.

Under the terms of this agreement, the Company had the option to purchase an

additional 50.1 % of the outstanding Class A Common Shares.

In December 2022, Sentinel LLC exercised this option to increase its equity

position to 75 %.

The acquisition of Sentinel Co.

meets the definition of a business with inputs, processes, and outputs, and therefore,

the Company has concluded to account for this transaction in accordance with the acquisition method of accounting under Topic 805.

equity method in accordance with ASC Topic 323, Investments—Equity Method and Joint Ventures recognizing our share of

Sentinel’s earnings and losses within our consolidated statement of operations.

Under the terms of this agreement, the Company

had the option to purchase an additional 50.1 %

of the outstanding Class A Common Shares.

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

In May 2023, the Company acquired an additional 5% equity position of Sentinel Co.

to increase its ownership percentage to 80%.

acquisition of Sentinel Co.

meets the definition of a business with inputs, processes, and outputs, and therefore, the Company has

concluded to account for this transaction in accordance with the acquisition method of accounting under Topic 805.

following summary, prepared on a proforma basis, combines the consolidated results of operations of the Company with those of Sentinel

6 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

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.

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 .

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 31, 2023.

24 unchanged sentences

and utilities.

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.

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

net on the consolidated balance sheet.

During the year ended December 31, 2022, the PPP loan was forgiven in full and recorded as a gain

4 unchanged sentences

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

As of June 30, 2023, and December 31,

As of September 30, 2023, and December

31, 2022, the outstanding principal on the BOA Note was $ 3,053,000 and $ 3,406,000 , respectively and had an interest rate of 4.63 %.

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.

of September 30, 2023, $ 491,000 was included in the current portion of long-term debt, net, and the remaining balance of approximately

$ 2,562,000 recorded as long-term debt, The BOA Note contains certain covenants that are analyzed annually.

As of September 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

2 unchanged sentences

$ 5,105,000 .

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

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

The interest will be adjusted

7 unchanged sentences

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.

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

intangible assets with an estimated useful life of approximating 3 years.

The net book value of these assets as of September 30, 2023

approximated $ 4,652,000 .

Of the total financed, approximately $ 102,000 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 $ 56,000 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 June 30, 2023 and December 31, 2022, $ 512,000

and $ 3,000,000 ,

As of September 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.

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 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.

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

December 31, 2022 $ 3,000,000 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

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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.

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 September 30, 2023, the outstanding principal and interested approximates $ 40,462,000 , net of deferred financing costs of $ 24,000

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

Interest expense for the nine months ended September 30, 2023 and 2022 approximated $ 2,672,000 and $ 952,000 , 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

(“Alset International”), a related party, for the principal amount of $ 8,350,000 .

The Alset Note accrues interest at 8 %

per annum and matures

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 (“Alset

International”), a related party, for the principal amount of $ 8,350,000 .

The Alset Note accrues interest at 8 % per annum and matures

in December 2023 , with interest due quarterly and the principal due at maturity.

Principal and interest of approximately

is included in long-term debt, net on the accompanying consolidated balance sheet on December 31, 2022.

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

with a principal amount of $ 8,350,000

and accrued unpaid interest of $ 119,000

through December 31, 2022.

Principal and interest of approximately $ 8,805,000 is

included in long-term debt, net on the accompanying consolidated balance sheet on December 31, 2022.

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 to purchase the Convertible Promissory

Note issued by American Medical REIT, Inc.

with a principal amount of $ 8,350,000 and accrued unpaid interest of $ 119,000 through December

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

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

term loan (“Pinnacle Loan”) whereas Pinnacle lent to AMRE Winter Haven the principal sum of $ 2,990,000 ,

maturing on March

Interest expense for this note totaled

$ 625,000 in September 2023 and $ 346,000 in December 2022.

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

loan (“Pinnacle Loan”) whereas Pinnacle lent to AMRE Winter Haven the principal sum of $ 2,990,000 , maturing on March 7, 2024

to acquire a medical facility located in Winter Haven, Florida for a purchase price of $ 4,500,000 .

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

The purchase price has been

allocated as $ 3,200,000 ,

$ 1,000,000 ,

and $ 222,000

The assets acquired are classified

as investments, real estate on the consolidated balance sheet.

The purchase price has been allocated as $ 3,200,000 , $ 1,000,000 , and $ 222,000

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

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

of intangible assets with an estimated useful life of approximating 5

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

assets with an estimated useful life of approximately 5 years.

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

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

amortization period with interest at 4.28 %.

$ 4,450,000 .

Payments are to be made in equal, consecutive installments based on a 25 -year amortization period with interest at 4.28 %.

The first installment is due January 1, 2023.

1 unchanged sentence

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 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 June 2023 and $ 153,000

in December 2022.

The outstanding principal and interest, net of debt issuance costs of $ 35,000 , approximates

$ 2,966,000 and is included in long-term debt, net on the accompanying consolidated balance sheet at September 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, 2022.

Interest expense equaled $ 24,000 for September 2023 and $ 153,000 in December

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,

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

As of September 30, 2023, the outstanding principal and interest approximates $ 746,000 of which $ 112,000 was included in the current

portion of long-term debt, net, and the remaining balance of approximately $ 634,000 recorded as long-term debt.

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

are as follows:

of Notes Payable and Long-term Debt

1 unchanged sentence

Company has operating leases predominantly for operating facilities.

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

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

leases range from less than one to twelve years.

5 unchanged sentences

There are no significant finance leases as

of June 30, 2023.

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

of September 30, 2023.

minimum lease payments as of September 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.

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.

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

per month to $ 78,000

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

Total cash paid for leases during the three months ended September 30, 2023 and nine months ended September 30, 2023

are $ 319,000 and $ 948,000 , respectively.

Commitments and Contingencies

5 unchanged sentences

costs shall not exceed $ 1,250,000 .

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 .

As of September 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 .

Stockholders’ Equity

Equity transactions –

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

29 unchanged sentences

(“Alset EHome”), a related party.

Heng Fai 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.

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

Heng Fai 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

This 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

in accordance with FASB ASC 718.

Stock-based compensation includes expense charges for all stock-based awards to employees, directors,

and consultants.

Frank Heuszel, CEO of DSS, pursuant to his employment agreement.

These shares were issued to settle a previously recorded liability of approximately $ 268,000 .

Compensation –

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

fair value in accordance with FASB ASC 718.

Stock-based compensation includes expense charges for all stock-based awards to employees,

directors, and consultants.

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

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.

During the nine months ended

September 30, 2023, the Company did not have stock compensation associated with these items, and 5,333

options were forfeited.

BioMedical, Inc.

Equity Transactions –

August 8, 2023 DSS BioHealth Securities, Inc., a wholly-owned subsidiary of the Company, and the sole shareholder of Impact BioMedical

, distributed to the shareholders of DSS on record as of July 10, 2023 4 shares of Impact Bio’s stock for 1 share they owned

of DSS stock.

Each share of Impact BioMedical distributed as part of the distribution will not be eligible for resale until 180 days

from the date Impact BioMedical’s initial public offering becomes effective under the Securities Act, subject to the discretion

of the Company to lift the restriction sooner.

October 31, 2023, Impact BioMedical effected a reverse stock split of 1 for 55.

As of December 31, 2022 and September 30, 2023, there

were 3,877,282,251 shares of common stock issued and outstanding which was converted to 70,496,041 shares.

Also on October 31, 2023,

DSS BioHealth Securities, Inc., the largest shareholder of Impact BioMedical converted 60,496,041 shares of Common Stock into 60,496,041

shares of Series A Convertible Preferred Shares, reducing its ownership of the Company’s Common Stock from approximately 88 % to

approximately 12 %

Supplemental Cash Flow Information

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

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

of Supplemental Cash Flow Information

Cash paid for interest

Non-cash investing and financing activities:

Notes receivable converted to equity investments

Shares issued for acquisition of marketable security

Shares issued for the acquisition of notes receivable

Right of use asset addition

Shares issued in lieu of bonus cash

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.

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.

The 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

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

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

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.

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:

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.

The scope 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.

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 (see Note 1, Deconsolidation of Sharing Services Global Corporation).

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 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.

Approximate information concerning the Company’s operations by reportable

segment for the three and nine months ended September 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 June 30, 2023

Three Months Ended

September 30, 2023

Biotechnology

1 unchanged sentence

Interest income

Net Loss (income) from continuing operations

Net Loss (income) from operations

( 1,010,000 )

5 unchanged sentences

Identifiable assets

Assets held for sale

Three Months Ended June 30, 2022

Three Months Ended

September 30, 2022

Biotechnology

Depreciation and amortization

Interest Expense

Interest income

Net income (loss) from continuing operations

Net income (loss) from operations

( 1,077,000 )

1 unchanged sentence

( 3,182,000 )

( 4,476,000 )

( 24,802,000 )

Capital expenditures

Identifiable assets

Six Months Ended June 30,

Nine Months Ended

September 30, 2023

Biotechnology

1 unchanged sentence

Interest income

Net income (loss) from continuing operations

Net income (loss) from operations

( 1,800,000 )

6 unchanged sentences

Identifiable assets

Assets held for sale

Six Months Ended June 30, 2022

Nine Months Ended

September 30, 2022

Biotechnology

Depreciation and Amortization

Interest expense

Stock based compensation

Net income (loss) from continuing operations

Net income (loss) from operations

( 19,102,000 )

8 unchanged sentences

of Disaggregation of Revenue

Three months ended June 30, 2023

Three months ended September 30, 2023

Packaging Printing and Fabrication

1 unchanged sentence

Total Printed Products

Three months ended June 30, 2022

Three months ended September 30, 2022

Packaging Printing and Fabrication

1 unchanged sentence

Total Printed Products

Six months ended June 30, 2023

Nine months ended September 30, 2023

Packaging Printing and Fabrication

1 unchanged sentence

Total Printed Products

Six months ended June 30, 2022

Nine months ended September 30, 2022

Packaging Printing and Fabrication

1 unchanged sentence

Total Printed Products

Three months ended June 30, 2023

Three months ended September 30, 2023

Direct Marketing Internet Sales

Total Direct Marketing

Three months ended June 30, 2022

Three months ended September 30, 2022

Direct Marketing Internet Sales

Total Direct Marketing

Six months ended June 30, 2023

Nine months ended September 30, 2023

Direct Marketing Internet Sales

Total Direct Marketing

Six months ended June 30, 2022

Nine months ended September 30, 2022

Direct Marketing Internet Sales

Total Direct Marketing

Three months ended June 30, 2023

Three months ended September 30, 2023

Rental income

Total Rental Income

Three months ended June 30, 2022

Three months ended September 30, 2022

Rental income

Total Rental Income

Six months ended June 30, 2023

Nine months ended September 30, 2023

Rental income

Total Rental Income

Six months ended June 30, 2022

Nine months ended September 30, 2022

Rental income

1 unchanged sentence

Investment Income

Three months ended June 30, 2023

Three months ended September 30, 2023

Net Investment Income

Total Investment Income

Three months ended June 30, 2022

Three months ended September 30, 2022

Net Investment Income

Total Rental Income

Six months ended June 30, 2023

Nine months ended September 30, 2023

Net investment income

Total Management fee income

Six months ended June 30, 2022

Nine months ended September 30, 2022

Net Investment Income

Total Management fee income

Three months ended June 30, 2023

Three months ended September 30, 2023

Commission income

Total commission income

Three months ended June 30, 2022

Three months ended September 30, 2022

Commission income

Total commission income

Six months ended June 30, 2023

Nine months ended September 30, 2023

Commission income

Total commission income

Six months ended June 30, 2022

Nine months ended September 30, 2022

Commission income

10 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 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.

The fair value of the marketable security as of September 30, 2023, and December 31, 2022, was approximately $ 3,726,000

and $ 3,319,000 , respectively.

During the nine-month ended September 30, 2023 and September 30, 2022, the Company recorded unrealized gain

of approximately $ 281,000 and loss on this investment of $ 75,000 , 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”) 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.

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

of directors and its largest shareholder.

(“Seller”) to acquire the Seller’s

wholly owned subsidiary Impact Oncology PTE Ltd for the purchase price of $ 2,480,000 to effectively purchase ownership of 2,480,000 shares

of common stock of Vivacitas.

This agreement includes an option to purchase an additional 250,000 shares of common stock.

of these two transactions, which were closed on March 21, 2021, and March 29, 2021, respectively, the Company owns an approximate 15.7 %

equity position in Vivacitas.

The Seller’s largest shareholder is Mr.

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

board of directors and its largest shareholder.

On July 22, 2021, the Company exercised 1,000,000 of the available options under the

Vivacitas Agreement #1.

The Company’s current equity position in Vivacitas approximates 16 %.

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

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

As of September 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

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This loan was funded during March 2022.

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

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

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

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

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

with a principal amount of $ 8,350,000

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

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 unpaid interest of $ 119,000 through December

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.

Interest expense for this note totaled

$ 625,000 in September 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

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The Company made the payment to HWH on August 9, 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.

On 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 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.

Heng Fai 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 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,

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Subsequent Events

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

Company has evaluated all subsequent events and transactions through November 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.

what was identified below:

On October 31, 2023, Impact BioMedical effected a reverse stock split of 1 for 55.

As of June 30, 2023, and December 31, 2022, there were 3,877,282,251 shares of common stock issued and outstanding which

was converted to 70,496,041 shares.

Also on October 31, 2023, DSS BioHealth Securities, Inc., the Impact’s largest shareholder and

a wholly-owned subsidiary of DSS, converted 60,496,041 shares of Common Stock into 60,496,041 shares of Series A Convertible Preferred

Shares, reducing its ownership of Impact’s common stock from approximately 88 % to approximately 12 %.

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