What changed in this filing

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Item 1. Financial Statements

2024-05-14 compared with 2023-11-14 · 709 added, 1038 removed, 461 unchanged (79% of the section changed)

2 unchanged sentences

Consolidated Balance Sheets

30, 2023 (unaudited)

December 31, 2022

March 31, 2024

Current assets:

Cash and cash equivalents

Cash and cash

Accounts receivable, net

Current portion of notes receivable

Prepaid expenses and other current assets

Assets held for sale

Current portion of notes

expenses and other current assets

Total current assets

6 unchanged sentences

Right-of-use assets

Other intangible assets, net

Other intangible assets,

$ 148,500,000

$ 153,192,000

LIABILITIES AND STOCKHOLDERS’ EQUITY

LIABILITIES AND STOCKHOLDERS’

Current liabilities:

Accounts payable

Accrued expenses and deferred revenue

Accrued expenses and deferred

Other current liabilities

Current portion of lease liability

Current portion of long-term debt, net

Current portion of lease

portion of long-term debt, net

Total current liabilities

1 unchanged sentence

Long term lease liability

Other long-term liabilities

Deferred tax liability, net

Commitments and contingencies (Note 12)

Commitments and contingencies

Stockholders’ equity

Preferred stock, $ 0.02 par

47,000 shares authorized, zero shares issued and outstanding ( zero on December 31, 2023);

Liquidation value $ 1,000 per share,

zero aggregate.

zero on December 31, 2023).

Common stock, $ 0.02 par value;

1 unchanged sentence

Additional paid-in capital

Accumulated deficit

( 260,248,000 )

( 256,176,000 )

Total stockholders’ equity

Non-controlling interest in subsidiaries

Total stockholders’ equity

Total liabilities and stockholders’ equity

stockholders’ equity

Non-controlling

interest in subsidiaries

stockholders’ equity

liabilities and stockholders’ equity

$ 148,500,000

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Consolidated Statements of Operations

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

the Three Months Ended

Printed products

Rental income

Management fee income

Net investment income

Commission revenue

Direct marketing

2 unchanged sentences

Cost of revenue

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

general and administrative

Total costs and expenses

2 unchanged sentences

( 5,580,000 )

( 17,228,000 )

( 34,047,000 )

Other income (expense):

3 unchanged sentences

Interest expense

Gain on extinguishment of debt

Gain/(loss) on equity method investment

Gain/(loss) on investments

( 14,302,000 )

( 30,490,000 )

( 10,479,000 )

Provision for loan losses

( 1,179,000 )

( 4,936,000 )

Loss on sale of assets

( 1,281,000 )

Loss from operations before income taxes

( 6,681,000 )

( 24,802,000 )

( 53,030,000 )

( 39,161,000 )

Income tax benefit

( 6,681,000 )

Loss on equity method investment

Loss on investments

( 2,869,000 )

for loan losses

Loss from operations before

( 5,084,000 )

( 8,633,000 )

Loss from operations attributed to non-controlling interest

Net loss attributable to common stockholders

Income tax loss

$ ( 5,109,000 )

$ ( 8,633,000 )

from operations attributed to noncontrolling interest

loss attributable to DSS common stockholders

$ ( 4,072,000 )

1 unchanged sentence

Loss per common share:

Shares used in computing loss per common share:

Shares used in computing

loss per common share:

accompanying notes to the condensed consolidated financial statements.

1 unchanged sentence

Consolidated Statements of Cash Flows

the Nine Months Ended September 30,

Cash flows from operating activities:

Net loss from continuing operations

the Three Months Ended March 31,

Cash flows from operating

Loss from continuing operations

$ ( 5,109,000 )

$ ( 8,633,000 )

Adjustments to reconcile net loss from continuing operations to net cash used by operating activities:

Adjustments to reconcile

loss from continuing operations to net cash used by operating activities:

Depreciation and amortization

Stock based compensation

Gain/loss on equity method investment

Loss on equity method investment

Loss on investments

Loss on allowance for obsolescence of inventory

Change in ROU assets

( 7,961,000 )

Change in ROU liabilities

Gain on extinguishment of debt

Loss/(gain) on sale of assets

Impairment of notes receivable

Decrease (increase) in assets:

Provision for loan losses

Decrease (increase) in

Accounts receivable

( 3,316,000 )

Prepaid expenses and other current assets

Increase (decrease) in liabilities:

Prepaid expenses and other

current assets

Increase (decrease) in

Accounts payable

( 2,896,000 )

Accrued expenses

( 9,551,000 )

( 3,205,000 )

Other liabilities

Net cash used by operating activities

( 21,035,000 )

( 23,251,000 )

Cash flows from investing activities:

Purchase of property, plant and equipment

Change in ROU liabilities

Net cash used by operating

( 2,150,000 )

Purchase of real estate

Purchase of marketable securities

( 14,199,000 )

Disposal of property, plant and equipment

Cash flows from investing

Purchase of property, plant

and equipment

Purchase of investment

Disposal of property, plant

and equipment

Change in equity investment

Sale of marketable securities

Issuance of new notes receivable, net origination fees

( 4,687,000 )

Payments received on notes receivable

Purchase of intangible assets

Net cash provided (used) by investing activities

( 17,816,000 )

Cash flows from financing activities:

received on notes receivable

Net cash provided by investing activities

Cash flows from financing

Payments of long-term debt

( 1,062,000 )

Borrowings of long-term debt

Issuances of common stock, net of issuance costs

Net cash (used)provided by financing activities

( 4,002,000 )

Net decrease in cash

of long-term debt

Net cash used by financing activities

( 2,896,000 )

Net increase (decrease)

( 5,558,000 )

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

and cash equivalents at beginning of period

and cash equivalents at end of period

accompanying notes to the condensed consolidated financial statements.

1 unchanged sentence

Consolidated Statements of Changes in Stockholders’ Equity

Preferred Stock

Additional Paid-in

Non- controlling Interest in

controlling Interest in

Balance, December 31, 2022

3 unchanged sentences

$ 156,681,000

Issuance of common stock, net of expenses

Deconsolidation of Sharing Services

( 8,035,000 )

1 unchanged sentence

( 8,633,000 )

Balance, March 31,

$ 319,766,000

Balance, September 30, 2023

$ ( 202,378,000 )

6 unchanged sentences

$ ( 256,176,000 )

Issuance of common stock, net of expenses

Stock based payments

( 4,072,000 )

2 unchanged sentences

( 5,109,000 )

Balance, September 30, 2022

Balance, March 31,

$ 319,963,000

6 unchanged sentences

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.

16, 2021, the board of directors approved an agreement and plan of merger with a wholly owned subsidiary, DSS, Inc.

(a New York corporation,

incorporated in August 2020), for the sole purpose of effecting a name change from Document Security Systems, Inc.

change became effective on September 30, 2021.

maintained the same trading symbol “DSS” and updated its CUSIP number

to 26253C 102.

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

On September 16, 2021, the

board of directors approved an agreement and plan of merger with a wholly owned subsidiary, DSS, Inc.

(a New York corporation, incorporated

in August 2020), for the sole purpose of effecting a name change from Document Security Systems, Inc.

This change became

effective on September 30, 2021.

maintained the same trading symbol “DSS”.

(together with its consolidated subsidiaries, referred to herein as “DSS,” “we,” “us,” “our”

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business lines are:

(1) Product Packaging, (2) Biotechnology, (3) Direct Marketing, (4) Commercial Lending, (5) Securities and Investment

Management, (6) Alternative Trading (7) Digital Transformation, (8) Secure Living, and (9) Alternative Energy.

Each of these business

lines are in different stages of development, growth, and income generation.

(1) Product Packaging, (2) Biotechnology, (3) Direct, (4) Commercial Lending, (5) Securities and Investment Management,

(6) Alternative Trading (7) Digital Transformation (discontinued in 2023), (8) Secure Living (discontinued in 2023), and (9) Alternative

Energy (discontinued in 2023).

Each of these business lines are in different stages of development, growth, and income generation.

divisions, their business lines, subsidiaries, and operating territories:

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to assist companies in the emerging growth “Gig” business model of peer-to-peer decentralized sharing marketplaces.

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’s products include, among other things, nutritional

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

(4) Our Commercial Lending business

division, driven by American Pacific Bancorp (“APB”), is organized for the purposes of being a financial network holding

company, focused 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 services, and advisory

capital raising services.

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

trading or management arena, and to pursue, among other product and service lines, broker dealers, and mutual funds management.

in this segment is the Company’s real estate investment trusts (“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.

(6) Alternative Trading was established to develop and/or acquire assets and investments in

the securities trading and/or funds management arena.

Alternative Trading, 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, and cryptocurrency via an alternative 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, 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).

(7) Digital Transformation was established to be a Preferred Technology

Partner and Application Development Solution for mid cap brands in various industries including the direct selling and affiliate marketing

Digital improves marketing, communications and operations processes with custom software development and implementation.

The Secure Living division has developed a plan for fully sustainable, secure, connected, and healthy living communities with homes incorporating

advanced technology, energy efficiency, and quality of life living environments both for new construction and renovations for single

and multi-family residential housing.

(9) The Alternative Energy group was established to help lead the Company’s future in the

clean energy business that focuses on environmentally responsible and sustainable measures.

Alset Energy, Inc, the holding company for

this group, and its wholly owned subsidiary, Alset Solar, Inc., pursue utility-scale solar farms to serve US regional power grids and

to provide underutilized properties with small microgrids for independent energy.

May 13, 2021, Sentinel Brokers, LLC.

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

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

(“Sentinel Co.”),

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

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”).

Marketing’s products include, among other things, nutritional and personal care products sold throughout North America, Asia Pacific,

Middle East, and Eastern Europe.

(4) Our Commercial Lending business division, driven by American Pacific Bancorp (“APB”),

is organized for the purposes of being a financial network holding company, focused 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 services, and advisory capital raising services.

(5) Securities and Investment

Management was established to develop and/or acquire assets in the securities trading or management arena, and to pursue, among other

product and service lines, broker dealers, and mutual funds management.

Also in this segment is the Company’s real estate investment

trusts (“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.

(6) Alternative Trading was established to develop and/or acquire assets and investments in the securities trading and/or funds management

Alternative Trading, 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, and cryptocurrency

via an alternative 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, 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

(7) Digital Transformation was established to be a Preferred Technology Partner and Application Development Solution for mid

cap brands in various industries including the direct selling and affiliate marketing sector.

Digital improves marketing, communications

and operations processes with custom software development and implementation (discontinued in 2023).

(8) The Secure Living division has

developed a plan for fully sustainable, secure, connected, and healthy living communities with homes incorporating advanced technology,

energy efficiency, and quality of life living environments both for new construction and renovations for single and multi-family residential

housing (discontinued in 2023).

(9) The Alternative Energy group was established to help lead the Company’s future in the clean

energy business that focuses on environmentally responsible and sustainable measures.

Alset Energy, Inc, the holding company for this

group, and its wholly owned subsidiary, Alset Solar, Inc., pursue utility-scale solar farms to serve US regional power grids and to provide

underutilized properties with small microgrids for independent energy (discontinued in 2023).

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”).

otherwise indicated) necessary to present fairly our consolidated financial position as of March 31, 2024 and December 31, 2023, 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, 2023 (“Form 10-K”),

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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Deconsolidation

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

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

Upon completion of this

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

Immediately prior to this distribution, DSS owned approximately

81 % of the issued and outstanding common shares of 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.

of Sharing Services Global Corporation(“SHRG”) - On May 4, 2023, the Company distributed approximately 280 million

shares of SHRG beneficially held by DSS and Decentralized Sharing Systems in the form of a dividend to the shareholders of DSS common

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

Immediately prior to

this distribution, DSS owned approximately 81 % of the issued and outstanding common shares of SHRG.

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.

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

1 unchanged sentence

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 and condensed consolidated statements of operations have been

reclassified to conform to current period presentation.

we accounted for our equity ownership interest in SHRG as a marketable security and at the quoted price stock price of SHRG.

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

18 unchanged sentences

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

credit losses.

On a periodic basis, the Company evaluates its accounts receivable and establishes an allowance for credit losses

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.

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.

Assumptions 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.

March 31, 2024, and December 31, 2023, the Company established a reserve for credit losses of approximately $ 2,492,000 and $ 2,494,000 ,

respectively.

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

Concentration

of Credit Risk - The Company maintains its cash

in bank deposit accounts, which at times may exceed federally insured limits.

The Company believes it is not exposed to any significant

credit risk because of any non-performance by the financial institutions.

As of March 31, 2024, one customers accounted for approximately

of our consolidated revenue.

As of March 31,

2024, one customers accounted for approximately 44 %

of our trade accounts receivable balance.

As of December 31, 2023, two customers accounted for approximately 20 %

of our consolidated revenue and 39 %

of our trade accounts receivable balance.

As of March 31, 2024 and 2023, one vendor accounted for approximately 16 % and 11 %, respectively, of our cost of revenue.

receivable, unearned interest, and related recognition - The Company records all future payments of principal and interest on

9 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.

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 8 for further discussion on

For Loans And Lease Losses - On January 1, 2022, 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

to present the net carrying value at the amount that is expected to be collected over the contractual term of the asset considering relevant

information about past events, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported

In estimating expected losses in the loan and lease portfolio, borrower-specific financial data and macro-economic assumptions

are utilized to project losses over a reasonable and supportable forecast period.

Assumptions and judgment are applied to measure amounts

and timing of expected future cash flows, collateral values and other factors used to determine the borrowers’ abilities to repay

After the forecast period, the company utilizes longer-term historical loss experience to estimate losses over the remaining

contractual life of the loans.

Prior to 2022, the allowance for credit losses represented the amount that in management’s judgment

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

– 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 8 for further discussion on investments.

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 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.

– 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 $ 15,000 and $ 18,000 associated with the inventory at our Premier subsidiary

for March 31, 2024, and December 31, 2023, respectively.

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

in real estate, net – Acquisition of assets are recorded at their relative fair value based on total accumulated costs

of the acquisition.

Direct acquisition-related costs are capitalized as a component of the acquired assets.

This includes all costs related

to finding, analyzing and negotiating a transaction.

The allocation of the purchase price is an area that requires judgment and significant

Tangible and intangible assets include land, building and improvements, furniture, fixtures and equipment, acquired above

market and below market leases, in-place lease value (if applicable).

Acquisition-date fair values of assets and assumed liabilities

are determined based on replacement costs, appraised values, and estimated fair values using methods similar to those used by independent

appraisers and that use appropriate discount and/or capitalization rates and available market information.

Depreciation and amortization

is computed using the straight-line method over the estimated useful lives of the assets.

During 2023, the land and buildings related

to AMRE LifeCare and AMRE Winter Haven were reclassified to Assets held for sale.

held for sale – The Company has several buildings and the associated land they occupy for sale as of March 31, 2024 and

December 31, 2023.

These consist of primarily of retail space in Lindon, Utah approximating $ 5,593,000 and the medical facilities associated

with AMRE LifeCare of approximately $ 41,570,000 and AMRE Winter Haven of approximately $ 4,396,000 , and $ 65,000 of other assets.

Assets - The estimated fair values of acquired intangibles are generally determined based upon future economic benefits such

as earnings and cash flows.

Acquired identifiable intangible assets are recorded at fair value and are amortized over their estimated

useful lives.

Acquired intangible assets with an indefinite life are not amortized but are reviewed for impairment at least annually

or more frequently whenever events or changes in circumstances indicate that the carrying amounts of those assets are below their estimated

Impairment is tested under ASC 350.

At December 31, 2023, The Company impaired approximately $ 7,418,000 associated with

intangible assets for AMRE Lifecare and AMRE Winter Haven.

– Goodwill is the excess of cost of an acquired entity over the fair value of amounts assigned to assets acquired and liabilities

assumed in a business combination.

Goodwill is subject to impairment testing at least annually and will be tested for impairment between

annual tests if an event occurs or circumstances change that would indicate the carrying amount may be impaired.

FASB ASC Topic 350 provides

an entity with the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to

a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.

If, after completing

the assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value,

the Company will proceed to a quantitative test.

The Company may also elect to perform a quantitative test instead of a qualitative test

for any or all of our reporting units.

The test compares the fair value of an entity’s reporting units to the carrying value of

those reporting units.

This quantitative test requires various judgments and estimates.

The Company estimates the fair value of the reporting

unit using a market approach in combination with a discounted operating cash flow approach.

Impairment of goodwill is measured as the

excess of the carrying amount of goodwill over the fair values of recognized and unrecognized assets and liabilities of the reporting

The Company performed its annual goodwill impairment test as of December 31, 2023, and no impairment was deemed necessary for the

goodwill associated with Premier Packaging Company, and Impact BioMedical of $ 1,769,000 and $ 25,093,000 , respectively.

The goodwill for

APB, and Sentinel Co.

of approximately $ 29,744,000 , and $ 1,234,000 respectively, were deemed impaired and written off at December 31,

No circumstances or events have occurred since the most recent analysis that would indicate the need for an impairment

is needed for the three months ended March 31, 2024.

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

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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.

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

Basic (loss) earnings per share

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

Diluted (loss) earnings per share are computed

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

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

In a loss period, the calculation

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

For the three

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 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.

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.

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

Basic (loss) earnings per share reflect

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

Diluted (loss) earnings per share are computed including

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

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

In a loss period, the calculation for basic and

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

For the three months ended

March 31, 2023 potential dilutive instruments include options of 5,000 shares.

For the three months ended March 31, 2024, potential dilutive

instruments was 0 .

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.

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

to present the net carrying value at the amount that is expected to be collected over the contractual term of the asset considering relevant

information about past events, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported

In estimating expected losses in the loan and lease portfolio, borrower-specific financial data and macro-economic assumptions

are utilized to project losses over a reasonable and supportable forecast period.

Assumptions and judgment are applied to measure amounts

and timing of expected future cash flows, collateral values and other factors used to determine the borrowers’ abilities to repay

After the forecast period, the company utilizes longer-term historical loss experience to estimate losses over the remaining

contractual life of the loans.

Prior to 2023, the allowance for credit losses represented the amount that in management’s judgment

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.

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

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 $ 9.3

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 $ 9.3 million in cash as of March 31, 2024, the

Company believes it can continue as a going concern, due to its ability to generate operating cash through the sale of its $ 8.5

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

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.

$ 723,000 through December

The Company has also taken steps to sell its real estate holdings in Utah, as well as the assets of AMRE LifeCare located

in Texas, Pennsylvania, and Florida.

These properties approximate $ 51.6

million in assets and are identified on the accompanying balance sheet as Held for sale.

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.

Although there are no assurances, we believe the above would allow us to fund our nine business lines current and planned operations

for the twelve months from the filing date of this Annual Report.

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

its ability to continue as a going concern has been alleviated.

Company recognizes its 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 and management

fees related to loans managed for third parties 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 March 31, 2024, 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.

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

There were no sales commissions capitalized

as of September 30, 2023.

as of March 31, 2024 or March 31, 2023.

and Handling Costs

4 unchanged sentences

consisted of the following as of:

September 30, 2023

December 31, 2022

Finished Goods

5 unchanged sentences

Notes Receivable

February 8, 2021, the Company entered into a convertible promissory note (“Note 1”) with Borrower 1, a company registered

in Gibraltar.

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

date of issuance.

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

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

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

a subsidiary of the Company entered a convertible promissory note (“Note 1”) with Borrower

1, a company registered in the state of Texas.

Note 1 has an aggregate principal balance up to $ 5,000,000 , to be funded at the request

of Borrower 1.

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

Note 1 contains an

optional conversion clause that allows the Company to convert all, or a portion of all, into newly issued member units of Borrower 1

with the maximum principal amount equal to 18% of the total equity position of Borrower 1 at conversion .

The outstanding principal and

interest as of March 31, 2024 and December 31, 2023, approximated $ 5,544,000 which is included in current notes receivable on the accompanying

consolidated balance sheet.

As of March 31, 2024 and December 31, 2023, the Company has a reserve of $ 2,772,000 and $ 2,772,000 , respectively,

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 2”) with Borrower 2, which operates as a conservation

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

Chapter 375, Texas Local Government

Chapter 375, Texas Local Government Code;

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.

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.

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

The outstanding

principal and interest of $ 3,910,000 was included in the current portion of notes receivable on the consolidated balance sheet at December

Note 2 was repaid in full during March 2024.

October 25, 2021, APB entered into a loan agreement (“Note 3”) with Borrower 3, a company registered in the state of Utah.

8 unchanged sentences

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 and

$ 10,000 respectively,

bearing interest at 12.5 %,

with a maturity date of May

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

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 4”) with Borrower 4, a company registered in the state of California.

3 unchanged sentences

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

The outstanding principal

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 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.

On November 27, 2023, the

parties to Note 4 agreed to modify the payment terms of the note to be monthly payments of $ 50,000 until the outstanding principal and

interest are paid in full.

The outstanding principal and interest of $ 158,000 and $ 253,000 is included in the Current portion of notes

receivable on the consolidated balance sheet at March 31, 2024 and December 31, 2023, respectively.

January 24, 2022, APB and Borrower 5 entered into a promissory note (“Note 5”) in the principal sum of $ 100,000

with interest of 6 %,

due annually, and maturing in January

The outstanding principal and interest at March 31, 2024 and December 31, 2023 approximates $ 107,000

and $ 103,000 ,

respectively, and is included in Current portion of notes receivable on the accompanying consolidate balance sheet.

The terms of this note are currently being renegotiated.

March 2, 2022, APB and Borrower 6, a corporation organized under the laws of the Republic of Korea entered into a promissory note (“Note

Under the terms of Note 6, APB at its discretion, may lend up to the principal sum of $ 893,000 with an interest rate of 8 %,

and matures in March 2024 , with interest payable quarterly.

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

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

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

The outstanding principal and interest at September 30, 2023 approximates

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

The outstanding principal

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

balance sheet.

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

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

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

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

June 15, 2022, Decentralized and Borrower 13 entered into a convertible promissory note (“Note 13”) in the principal sum

of $ 27,000,000

and matured in March 2024 , with interest payable quarterly.

The outstanding principal and interest at March 31, 2024 and December 31,

2023 is $ 458,000 and $ 446,000 (net of $ 3,500 of unamortized origination fees), respectively.

APB and Borrower 6 are currently negotiating

an extension of the maturity date of this note.

May 9, 2022, DSS PureAir and Borrower 1 entered into a promissory note (“Note 7”) in the principal sum of $ 210,000 with interest

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

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

This loan is currently in default and terms are currently being re-negotiated.

The outstanding principal and interest at March 31, 2024 and December 31, 2023 approximates $ 224,000 of which $ 112,000 has been reserved

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

8, related party

August 29, 2022, DSS Financial Management Inc and Borrower 8, a related party, entered into a promissory note (“Note 8”)

in the principal sum of $ 100,000

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.

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

February 19, 2024.

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

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

The outstanding principal and interest as

of 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

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 March 31, 2024 approximated $ 101,000 ,

of which approximately $ 76,000 has

been reserved for with the net balance is included Current portions of notes receivable.

At December 31, 2023, the balance

approximated $ 100,000

of which $ 76,000

is included in the Current portion of notes receivable and $ 24,000

is included in the long-term portion of notes receivable.

DSS owns 24.9 %

of the outstanding common shares of Borrower 8.

9, related party

May 8, 2023, DSS Financial Management Inc and Borrower 8 entered into a promissory note (“Note 9”) in the principal sum

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

at March 31, 2024 and December 31, 2023) with a maturity date of May

The outstanding principal and interest at March 31, 2024 approximated $ 110,000 ,

of which approximately $ 82,000

has been reserved for with the net balance included of approximately $ 28,000 included in the long-term portion of notes receivable.

At December 31, 2023 approximates $ 107,000

with approximately $ 53,000

of principal and accrued interest classified as Current portion notes receivable, and the remaining balance of approximately $ 54,000

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,

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.

DSS owns 24.9 %

of the outstanding common shares of Borrower 8.

10, related party

July 26, 2022, APB and Borrower 10 entered into a promissory note (“Note 10”) in the principal sum of $ 1,000,000 with interest

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

The outstanding principal and interest on March 31, 2024 approximates

$ 949,000 , net of $ 10,000 of unamortized origination fees and is included in notes receivable on the accompanying consolidate balance

Approximately $ 475,000 of Note 10 was reserved for as of March 31, 2024.

The outstanding principal and interest on December 31,

2023, approximates $ 939,000 , net of $ 20,000 of unamortized origination fees and is included in notes receivable on the accompanying consolidate

balance sheet.

Heng Fai Ambrose Chan, the Chairman of DSS, Inc is also the on the board of directors of Borrower 10.

On February 19, 2021, Impact BioMedical, Inc, entered into a promissory note with an individual.

The Company loaned

the principal sum of $ 206,000 , with interest at a rate of 6.5 %, and maturity date of August 19, 2022 later amended to February 19, 2024.

Monthly payments are due on the twenty-first day of each month and continuing each month thereafter until February 19, 2024.

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

The outstanding principal and interest as of March 31, 2024 and

December 31, 2023, was approximately $ 203,000 , and is classified in Current notes receivable on the accompanying consolidated balance

The maturity date of this note is currently being renegotiated.

June 27, 2023, DSS and Borrower 15 entered into a convertible promissory note (“Note 15”) 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, interest, and

associated discount was fully reserved for as of December 31, 2023.

March 31,2023, DSS Biohealth Security, Inc and Borrower 13 entered into a promissory note (“Note 13”) in the principal sum

of $ 140,000 and interest rate floating daily to Wall Street Journal Prime rate per annum ( 8.5 % at March 31, 2024 and December 31, 2023)

with the total outstanding principal and interest due at the maturity date of March 31, 2025 .

The outstanding principal and interest

at December 31, 2023 approximates $ 133,000 .

Of the total financed, approximately $ 99,000 of principal and accrued interest is classified

as Current portion of notes receivable and the remaining balance of approximately $ 34,000 is recorded as Notes receivable on the accompanying

consolidated balance sheet at December 31, 2023.

As of March 31, 2024, the outstanding balance sheet approximating $ 135,000 was fully

reserved for.

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 September 30, 2023, and December 31, 2022:

of Cash and Marketable Securities by Significant Investment Category

Cash and Cash

category as of March 31, 2024 and December 31, 2023:

Schedule of Cash and Marketable Securities by Significant Investment Category

Money Market Funds

Marketable Securities

( 17,146,000 )

$ ( 17,146,000 )

Cash and Cash

Money Market Funds

Marketable Securities

( 17,325,000 )

Convertible securities

$ ( 17,325,000 )

5 unchanged sentences

Provision for Credit Losses

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

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

That guidance requires an allowance for credit losses

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

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

forecasts that affect the collectability of the reported amount.

The guidance replaced the previous incurred loss model for determining

the allowance for credit losses.

of December 31, 2022, and 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.

January 1, 2022, the Company adopted amended accounting guidance “ ASU No.2016-13 – Credit Losses” for the measurement

of credit losses on financial instruments and other financial assets.

That guidance requires an allowance for credit losses to be deducted

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

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

affect the collectability of the reported amount.

The guidance replaced the previous incurred loss model for determining the allowance

for credit losses.

receivable are stated at the amount owed by the customer.

The Company maintains an allowance for credit losses for accounts receivable

and unbilled receivables, based on expected credit losses resulting from the inability of our customers to make required payments.

allowance for credit losses is estimated based on historical experience, current economic conditions and the creditworthiness of customers.

Receivables are charged to the allowance when determined to be no longer collectible.

The Company regularly monitors and assesses its

risk of not collecting amounts owed by customers and records its allowance for credit losses based on the results of this analysis.

of March 31, 2024 and December 31, 2023, we have reviewed the entire loan portfolio as well as all financial assets of the Company for

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

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

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

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

loan portfolio or for any specific loan.

analyzed the loan loss reserve from three basis:

general loan portfolio reserves;

industry portfolio reserves, and specific loan loss

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.

industry portfolio reserves, and specific loan

loss reserves.

For the three months ended March 31, 2024 and 2023, the Company recorded a Loan loss reserve of approximately $ 249,000

respectively.

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

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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.

risks are in all loan portfolios, thus we recorded a general contingent portfolio reserve of $ 249,000 and $ 194,000 of the loan portfolio

loan balance as of March 31, 2024 and December 31, 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 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 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.

Accordingly, we have not recorded a discretionary reserve as of March 31, 2024 and December 31, 2023.

Loan Reserves - Previously, we had identified credit weaknesses and borrower repayment weakness with Borrower 3, which has a

current principal and interest balance of $ 884,000

and have recorded a loan loss reserve for the full balance due the Company as of December 31, 2023 and March 31, 2024.

had also previously identified credit weakness in Borrower 1 and has placed a reserve approximating $ 2,884,000

against the outstanding principal and interest as of December 31, 2023 and March 31, 2024.

Previously, the Company identified credit

weakness in Borrower 12 and has placed a reserve approximating $ 1,045,000 against

the outstanding principal and interest as of December 31, 2023 and March 31, 2024.

During the first quarter of 2024, the Company

identified credit weakness in Borrower 10 and 13 and has placed a reserve approximating $ 475,000

and $ 135,000 ,

respectively, against the outstanding principal and interest as of March 31, 2024.

Also during the first quarter of 2024, the

Company identified credit weakness in Borrower 8, a related party, and has placed a reserve approximating $ 158,000

and against the outstanding principal and interest as of March 31, 2024.

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.

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 .

Further, the 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, 2033 .

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

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.

$ 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.

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

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 September 30, 2023, and December 31, 2022, was approximately $ 3,726,000

The fair value of the marketable security as of March 31, 2024 and December 31, 2023, was approximately $ 2,353,000 and $ 3,269,000 ,

respectively.

During the three month ended March 31, 2024 and 2023, the Company recorded unrealized loss of approximately $ 916,000

and $ 1,156,000 , 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.

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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 September 30, 2023.

Capital International LLC

sheet on December 31, 2023 and as of March 31, 2024.

Capital International LLC, related party

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

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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

The Company is currently accounting for this investment under the equity method of accounting per

The Company’s portion of net loss in BMIC during the three months ended March 31, 2024 and 2023, approximated $ 1,000 and

$ 4,000 , respectively

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

22 unchanged sentences

a one year auto-renewal feature.

Oncology, Inc.

March 15, 2021, the Company, through one of its subsidiaries, entered into a Stock Purchase Agreement (the “Vivacitas Agreement

#1”) with Vivacitas Oncology Inc.

(“Vivacitas”), to purchase 500,000 shares of its common stock at the per share price

of $ 1.00 , with an option to purchase 1,500,000 additional shares at the per share price of $ 1.00 .

This option will terminate upon one

of the following events:

(i) Vivacitas’ board of directors cancels this option because it is no longer in the best interest of

(ii) December 31, 2022;

or (iii) the date on which Vivacitas receives more than $ 1.00 per share of the Company’s common

stock in a private placement with gross proceeds of $ 500,000 .

Under the terms of the Vivacitas Agreement #1, the Company will be allocated

two seats on the board of Vivacitas.

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

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 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 shareholder.

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

whereas Vivacities wished to employ the service of the Chief Business Officer of Impact Biomedical, and in return for the services of

this individual, Vivacitas shall issue to the Company, the aggregate purchase price for the Class A Common Shares of Vivacitas at the

value of $ 1.00 per share shall be $ 120,000 to be paid in twelve (12) equal monthly installments for the period between April 1, 2021

and March 31, 2022 .

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

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

as of December 31, 2022.

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

of $ 4,100,000 .

Corporation (Sharing Services Global Corp)

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 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.

The Convertible Note matures on September

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 13, 2021.

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

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

November 2021, Globe Net Wireless Corp.

changed its corporate name to Stemtech Corporation.

In connection therewith, the

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

The SHRG carries its investment in the Convertible

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

As of September 30, 2023 and

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

and $ 39,000 ,

respectively.

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

MojiLife, LLC, a limited liability company organized in the State of Utah, in exchange for $ 1,537,000 .

MojiLife is an emerging growth

distributor of technology-based consumer products for the home and car.

MojiLife’s products include esthetically attractive, cordless

scent diffusers for the home or for the car, as well as proprietary home cleaning products and accessories.

On a quarterly basis, SHRG

evaluates the recoverability of its investments and reviews current economic trends to determine the adequacy of its allowance for impairment

losses based on each investee financial performance data and other relevant information.

An estimate for impairment losses is recognized

when recovery in full of SHRG’s investment is no longer probable.

Investment balances are written off against the allowance after

the potential for recovery is considered remote.

In March of 2022, SHRG impaired the MojiLife investment as the evaluation at such time

determined the investment was not fully recoverable and 100 % valuation was reserved.

Brokers Company, Inc.

May 13, 2021, Sentinel Brokers, LLC.

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

(“Sentinel Agreement”) to acquire a 24.9 %

equity position of Sentinel Brokers Company, Inc.

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

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

Co as if the acquisition took place on January 1.

The pro forma consolidated results include the impact of certain adjustments.

of Business Acquisition, Pro Forma Information

2022 (unaudited)

$ ( 61,680,088 )

Basic loss per share

Diluted loss per share

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

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

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.

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”).

Short-Term and Long-Term Debt

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

The Note calls

for interest to be paid annually on March 2 with interest fixed at 8.0 %.

As further incentive to enter into this Note, AMRE granted LVAMPTE

warrants to purchase shares of common stock of AMRE (the “Warrants”).

The amount of the warrants granted is the equivalent

of the Note Principal divided by the Exercise Price.

The Warrants are exercisable for four years and are exercisable at $ 5.00 per share

(the “Exercise” Price).

In March 2022, this debt was converted into equity in AMRE, and LVAMPTE exercised the warrants for

$ 200,000 (see the consolidated statement of changes in stockholders’ equity) The holder is a related party owned by the Chairman

of the Company’s board of directors.

March 16, 2021, American Medical REIT, Inc.

received loan proceeds in the amount of approximately $ 110,000 under the Paycheck Protection

Program (“PPP”) with a fixed rate of 1 % and a 60-month maturity term.

The PPP, established as part of the Coronavirus Aid,

Relief and Economic Security Act (“CARES Act”), provides for loans to qualifying businesses for amounts up to 2.5 times of

the average monthly payroll expenses of the qualifying business.

These funds were used for payroll, benefits, rent, mortgage interest,

and utilities.

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

on extinguishment of debt on the accompanying consolidated statement of operations.

May 20, 2021, Premier Packaging entered into master loan and security agreement (“BOA Note”) with Bank of America, N.A.

to secure financing approximating $ 3,710,000 to purchase a new Heidelberg XL 106-7+L printing press.

The aggregate principal balance

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

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 %.

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.

Notes - On May 20, 2021, Premier Packaging entered into master loan and security agreement (“BOA Note”) with Bank

of America, N.A.

(“BOA”) to secure financing approximating $ 3,710,000 to purchase and use as collateral, a new Heidelberg XL 106-7+L printing press.

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

As of March 31, 2024, and December 31, 2023, the outstanding principal on the BOA Note was $ 2,810,000 and $ 2,932,000 , respectively and

had an interest rate of 4.63 %.

As of March 31, 2024, $ 502,000 was included in the Current portion of long-term debt, net, and the remaining

balance of approximately $ 2,308,000 is recorded as Long-term debt.

The BOA Note contains certain covenants that are analyzed annually.

As of March 31, 2024, 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

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

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

Class A+ multi-tenant medical office building located on a 13.62-acre site, which serves as collateral for the Shelton Agreement.

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

2 unchanged sentences

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.

The net book value of these assets as of March 31, 2024 approximated

$ 6,252,000 .

Of the total financed, approximately $ 209,000 of principal and accrued interest is classified as current portion of long-term

debt, net, and the remaining balance of approximately $ 4,354,000 recorded as long-term debt, net of $ 44,000 in deferred financing costs.

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

2 unchanged sentences

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

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.

As of March 31, 2024 and December 31, 2023, $ 512,000 and $ 547,000 , 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

1 unchanged sentence

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 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.

As of March 31, 2024, $ 1,143,000 is included

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

As of December 31, 2023 $ 2,131,000 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

3 unchanged sentences

These assets are classified as investments,

real estate on the consolidated balance sheet.

real estate on the consolidated balance sheet, and serves as collateral for the LifeCare Agreement.

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

2 unchanged sentences

with estimated useful lives ranging from 1 to 11 years.

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

The net book value of the assets acquired as of March 31, 2024 is approximately

$ 41,570,000 .

5 unchanged sentences

The affective interest rate

at December 31, 2022 was 8.46 %.

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

As of December 31, 2022,

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

As of 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

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

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.

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

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 approximately 5 years.

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

at March 31, 2024 was 9.6 %.

As of December 31, 2023, the outstanding principal and interested approximates $ 41,331,000 and is included

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

As of March 31, 2024, the outstanding principal and interested

approximates $ 42,308,000 and is included in current portion of long-term debt, on the consolidated balance sheet.

Interest expense for

the three months ended March 31, 2024 and 2023 approximated $ 977,000 and $ 850,000 , respectively.

This note is in default and demand was

made for final payment to be made by December 22, 2023.

This amount is past due.

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 (later extended to July 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, and serves as collateral for the Pinnacle Loan.

The purchase price has been

allocated as $ 3,200,000 ,

$ 1,000,000 ,

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

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 approximately 5

The net book value of the assets acquired as of March 31, 2024 is approximately $ 4,380,000 .

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.

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

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

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

This AMRE note is currently due.

The outstanding principal and interest, net of debt

issuance costs of $ 17,000 ,

approximates $ 2,977,000

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

The outstanding principal and interest, approximates $ 2,987,000

and is included in current portion of long-term debt, net on the accompanying consolidated balance sheet at March 31, 2024.

expense equaled $ 38,000

for the three months ended March 31, 2024 and 2023, respectively.

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

As of March 31, 2024, the outstanding principal and interest approximates $ 691,000 of which $ 116,000 was included in the current

portion of long-term debt, net, and the remaining balance of approximately $ 575,000 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

As of December 31, 2023,

the outstanding principal and interest approximates $ 719,000 of which $ 112,000 was included in the current portion of long-term debt,

net, and the remaining balance of approximately $ 607,000 recorded as long-term debt.

Interest expense equaled $ 13,000 and $ 0 for the

three months ended March 31, 2024 and 2023, respectively.

summary of scheduled principal payments of long-term debt, not including revolving lines of credit, subsequent to March 31, 2024, are

Schedule of Notes Payable and Long-term Debt

Lease Liability

Company has operating leases predominantly for operating facilities.

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

As of March 31, 2024, 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 September 30, 2023.

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

of March 31, 2024.

minimum lease payments as of March 31 2024, are as follows:

of Lease Liability:

of Future Minimum Lease Payments

Schedule of Future Minimum Lease Payments

Total lease payments

1 unchanged sentence

( 1,598,000 )

Present value of remaining lease payments

Present value of remaining

lease payments

Weighted-average remaining lease term (years)

Weighted-average discount rate

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

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

per month to $ 78,000

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

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.

cash paid for leases during the three months ended March 31, 2024 and 2023 approximated $ 220,000 and $ 305,000 , respectively.

Commitments and Contingencies

5 unchanged sentences

costs shall not exceed $ 1,250,000 .

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 .

As of March 31, 2024 and December 31, 2023, $ 152,000 and $ 200,000 , respectively, has been accrued

for in relation to the Equivir License as development of the Equivir technology.

Stockholders’ Equity

Equity transactions –

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

EHome International Inc.

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

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

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

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

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

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

This transaction was completed on March 9, 2022.

In addition, the Company’s Executive

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

March 10, 2022, the Company issued 894,084 shares of common stock to Mr.

Heng Fai Ambrose Chan pursuant to his employment agreement.

These shares were issued in consideration of $ 340,000 due under this employment agreement.

May 5, 2022, the Company issued 63,205 shares of common stock to Mr.

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

These shares were issued in consideration of $ 29,000 due under this employment agreement.

May 25, 2022, the Company issued 15,389,995 shares of common stock to Mr.

Heng Fai Ambrose Chan pursuant to his employment agreement.

These shares were issued in consideration of $ 5,848,000 due under this employment agreement.

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

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

with a principal amount of $ 8,350,000

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

This transaction was finalized in July 2022.

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

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

value on the agreed upon date of February 18, 2022 which was approximately $ 0.41 per share.

The True Partner shares were acquired from

Alset EHome International, Inc.

(“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

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.

transactions –

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 of approximately $ 268,000 .

January 4, 2024 the Company effected a reverse stock split of 1 for 20 .

As of December 31, 2023 there were 140,264,240 shares of our

Common Stock issued and outstanding, which was converted to 7,066,772 .

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 nine months ended

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

options were forfeited.

Company records stock-based payment expense related to options and warrants based on the grant date fair value in accordance with FASB

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

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

During the three months ended March 31, 2024, there were none .

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 %

2023, the Company, the Company’s Board of Directors approved an amendment to the Articles of Incorporation of the Company to increase

the total number of shares of Common Stock to 4,000,000,000 shares with a par value of $0.001.

Each share of Common Stock when issued,

shall have one (1) vote on all matters presented to the stockholders.

Our Amended and Restated Articles of Incorporation also authorized

100,000,000 shares of preferred stock, par value $0.001 per share.

On May 11, 2023, the Company effected a forward split.

there were 3,877,282,251 shares of our Common Stock and no shares of preferred stock issued and outstanding.

Prior to the split, there

were 125,073,621 shares of our Common Stock and no shares of preferred stock issued and outstanding.

On October 31, 2023, the Company

effected a reverse stock split of 1 for 55.

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

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%.

As of March 31, 2024 and December 31, 2023, there were 10,000,000

shares of our Common Stock and 60,496,041 shares of preferred stock issued and outstanding .

8, 2023 DSS, the Company’s largest shareholder, distributed to its shareholders of record on July 10, 2023 4 shares of Impact Bio’s

stock for 1 share they owned.

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.

Supplemental Cash Flow Information

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

of Supplemental Cash Flow Information

following table summarizes supplemental cash flows for the three months ended March 31, 2024, and 2023:

Schedule 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

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.

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

One of these operating

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

Product Packaging operates in the paper board folding

carton, smart packaging, and document security printing markets.

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

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

These products are designed to provide functionality and marketability

while also providing counterfeit protection.

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

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

oncological, and immune related diseases.

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

infectious diseases, such as tuberculosis and influenza.

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.

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

A third operating

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

in the securities trading and/or funds management arena.

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

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

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

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

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

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

Also in this segment is the Company’s real

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

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

under a triple-net lease.

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

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

sharing marketplaces.

It specializes in marketing and licensing 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).

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

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

bank holding companies and nonbanking licensed financial companies operating in the United States, South East Asia, Taiwan, Japan and

South Korea, and (ii) companies engaged in—nonbanking activities closely related to banking, including loan syndication services,

mortgage banking, trust and escrow services, banking technology, loan servicing, equipment leasing, problem asset management, SPAC (special

purpose acquisition company) consulting, and advisory capital raising services.

From this financial platform, the Company shall provide

an integrated suite of financial services for businesses that shall include commercial 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 months ended March 31, 2024 and 2023 is as

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

would report the results contained herein:

Schedule of Operations by Reportable Segment

Three Months Ended

September 30, 2023

March 31, 2024

Biotechnology

Depreciation and amortization

Cost of Revenue

Interest expense

Interest income

Net Loss (income) from operations

( 1,010,000 )

( 1,151,000 )

Net income (loss) from continuing operations

( 1,382,000 )

2 unchanged sentences

Capital expenditures

Identifiable assets

Total Identifiable assets

Assets held for sale

Three Months Ended

September 30, 2022

March 31,2023

Product Packaging

Commercial Lending

Direct Marketing

Biotechnology

Depreciation and amortization

Interest Expense

Interest income

Net income (loss) from operations

( 1,077,000 )

( 15,379,000 )

( 3,182,000 )

( 4,476,000 )

( 24,802,000 )

Capital expenditures

Identifiable assets

Nine Months Ended

September 30, 2023

Biotechnology

Cost of revenue

Interest expense

Interest income

Net income (loss) from operations

( 1,800,000 )

( 32,272,000 )

( 5,933,000 )

( 8,606,000 )

( 4,340,000 )

( 53,039,000 )

Capital expenditures

Identifiable assets

Nine Months Ended

September 30, 2022

Biotechnology

Depreciation and Amortization

Interest expense

Stock based compensation

Net income (loss) from operations

( 19,102,000 )

Net income (loss) from continuing operations

( 3,187,000 )

6 unchanged sentences

Products Revenue Information:

of Disaggregation of Revenue

Three months ended September 30, 2023

Packaging Printing and Fabrication

Commercial and Security Printing

Total Printed Products

Three months ended September 30, 2022

Packaging Printing and Fabrication

Commercial and Security Printing

Total Printed Products

Nine months ended September 30, 2023

Schedule of Disaggregation of Revenue

ended March 31, 2024

Packaging Printing and Fabrication

Commercial and Security Printing

Commercial and Security

Total Printed Products

Nine months ended September 30, 2022

ended March 31, 2023

Packaging Printing and Fabrication

Commercial and Security Printing

Total Printed Products

Three months ended September 30, 2023

Direct Marketing Internet Sales

Total Direct Marketing

Three months ended September 30, 2022

Direct Marketing Internet Sales

Total Direct Marketing

Nine months ended September 30, 2023

Direct Marketing Internet Sales

Commercial and Security

Total Printed

ended March 31, 2024

Direct Marketing

Internet Sales

Total Direct Marketing

Nine months ended September 30, 2022

Direct Marketing Internet Sales

ended March 31, 2023

Direct Marketing

Internet Sales

Total Direct Marketing

Three months ended September 30, 2023

Rental income

Total Rental Income

Three months ended September 30, 2022

Rental income

Total Rental Income

Nine months ended September 30, 2023

ended March 31, 2024

Rental income

Total Rental Income

Nine months ended September 30, 2022

ended March 31, 2023

Rental income

Total Rental Income

Investment Income

Three months ended September 30, 2023

Net Investment Income

Total Investment Income

Three months ended September 30, 2022

Net Investment Income

Total Rental Income

Nine months ended September 30, 2023

Net investment income

Total Management fee income

Nine months ended September 30, 2022

Net Investment Income

Total Management fee income

Three months ended September 30, 2023

Commission income

Total commission income

Three months ended September 30, 2022

Commission income

Total commission income

Nine months ended September 30, 2023

Commission income

ended March 31, 2024

Total commission income

Nine months ended September 30, 2022

ended March 31, 2023

Commission income

Total commission income

Total commission

Investment Income

ended March 31, 2024

Net investment

Total Management fee

ended March 31, 2023

Net Investment

Total Management fee

Related Party Transactions

8 unchanged sentences

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

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

The fair value of the marketable security as of March 31, 2024 and December 31, 2023, was approximately $ 2,353,000 and $ 3,269,000 ,

respectively.

During the three month ended March 31, 2024 and 2023, the Company recorded unrealized loss of approximately $ 916,000

and $ 1,156,000 , 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.

The Note calls for interest to be

paid annually on March 2 with interest fixed at 8.0 %.

As further incentive to enter into this Note, AMRE granted LVAMPTE warrants to

purchase shares of common stock of AMRE (the “Warrants”).

The amount of the warrants granted is the equivalent of the Note

Principal divided by the Exercise Price.

The Warrants are exercisable for four years and are exercisable at $ 5.00 per share (the “Exercise”

In March 2022, this debt was converted into equity in AMRE, and LVAMPTE exercised the warrants for $ 200,000 (see the consolidated

statement of changes in stockholders’ equity) The holder is a related party owned by the Chairman of the Company’s board

of directors.

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

(“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 %.

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 %.

The Company is currently accounting for this investment under the equity method of accounting per

The Company’s portion of net loss in BMIC during the three months ended March 31, 2024 and 2023, approximated $ 1,000 and

$ 4,000 , respectively

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

2 unchanged sentences

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

As of 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.

As of March 31, 2024 and December 31, 2023, $ 512,000 and $ 547,000 , 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

1 unchanged sentence

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 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

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 $ 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.

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

EHome International Inc.

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

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

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

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

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

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

This transaction was completed on March 9, 2022.

In addition, the Company’s Executive

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

October 2017, Sharing Services issued a Convertible Promissory Note in the principal amount of $ 50,000 (the “Note”) to HWH

International, Inc.

(“HWH” or the “Holder”), a related party.

HWH is affiliated with Heng Fai Ambrose Chan, who

became a Director of the Company in April 2020.

The Note is convertible into 333,333 shares of the Company’s Common Stock.

with issuance of the Note, the Company issued to HWH a detachable stock warrant to purchase up to an additional 333,333 shares of the

Company’s Common Stock, at an exercise price of $ 0.15 per share.

Under the terms of the Note and the detachable stock warrant,

the Holder is entitled to certain financing rights.

If the Company enters into more favorable transactions with a third-party investor,

it must notify the Holder and may have to amend and restate the Note and the detachable stock warrant to be identical.

On August 9, 2022,

HWH and the Company executed an agreement to settle the Note and cancel the related stock warrant for $ 78,635.62 , which amount represents

the principal plus accrued interest.

The Company made the payment to HWH on August 9, 2022.

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.

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,

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

with a principal amount of $ 8,350,000

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

This transaction was finalized in July 2022.

As of March 31, 2024, $ 1,143,000 is included

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

As of December 31, 2023 $ 2,131,000 is included in the

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

August 29, 2022, DSS Financial Management Inc and Borrower 8, a related party, entered into a promissory note (“Note 8”)

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

principal and interest is due on August 29, 2025 .

The outstanding principal and interest at March 31, 2024 approximated $ 101,000 , of

which approximately $ 76,000 has been reserved for with the net balance is included Current portions of notes receivable.

31, the balance approximated $ 100,000 of which $ 76,000 is included in the Current portion of notes receivable and $ 24,000 is included

in the long-term portion of notes receivable at December 31, 2023.

DSS owns 24.9 % of the outstanding common shares of Borrower 8.

May 8, 2023, DSS Financial Management Inc and Borrower 8 entered into a promissory note (“Note 9”) in the principal sum of

$ 102,000 with interest at the prime rate plus 2 % ( 10.5 % at March 31, 2024 and December 31, 2023) with a maturity date of May 7, 2026 .

The outstanding principal and interest at March 31, 2024 approximated $ 110,000 , of which approximately $ 82,000 has been reserved for

with the net balance included in December 31, 2023 approximates $ 107,000 with approximately $ 53,000 of principal and accrued interest

classified as Current portion notes receivable, and the remaining balance of approximately $ 54,000 is recorded as notes receivable, on

the accompanying consolidated balance sheet.

DSS owns 24.9 % of the outstanding common shares of Borrower 8.

July 26, 2022, APB and Borrower 10 entered into a promissory note (“Note 10”) in the principal sum of $ 1,000,000 with interest

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

The outstanding principal and interest on March 31, 2024 approximates

$ 940,000 , net of $ 10,000 of unamortized origination fees and is included in notes receivable on the accompanying consolidate balance

Approximately $ 475,000 of Note 10 was reserved for as of March 31, 2024.

The outstanding principal and interest on December 31,

2023, approximates $ 939,000 , net of $ 20,000 of unamortized origination fees and is included in notes receivable on the accompanying consolidate

balance sheet.

Heng Fai Ambrose Chan, the Chairman of DSS, Inc is also the on the board of directors of Borrower 10.

Subsequent Events

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

Company has evaluated all subsequent events and transactions through May 14, 2024, 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 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