2 unchanged sentences
Consolidated Balance Sheets
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
4 unchanged sentences
Inventory, net
−Removed: Marketable securities
+Added: Marketable securities, current
Assets held for sale
Current portion of notes receivable, net
−Removed: Current portion of notes receivable - related party, net
+Added: Current portion of notes receivable - related party
Current portion of notes receivable
2 unchanged sentences
Property, plant and equipment, net
−Removed: Investments in real estate, net
+Added: Investment in real estate, net
Other investments
Investment, equity method
−Removed: Marketable securities
+Added: Marketable securities, noncurrent
Notes receivable, net
12 unchanged sentences
Current portion of long-term debt on assets held-for-sale, net
+Added: Convertible promissory note - related party
Current portion of long-term debt - related party, net
10 unchanged sentences
zero on December 31, 2024).
−Removed: Common stock, $ .02
−Removed: shares authorized, 9,092,518
−Removed: shares issued and outstanding on June 30, 2025 ( 8,092,518
−Removed: on December 31, 2024)
+Added: Common stock, $ .02 par value;
+Added: 200,000,000 shares authorized, 9,092,518 shares issued and outstanding ( 8,092,518 on December 31, 2024)
+Added: Treasury stock
Additional paid-in capital
11 unchanged sentences
For the Three Months Ended
−Removed: For the Six Months Ended
−Removed: Printed products
−Removed: Rental income
−Removed: Net investment income
+Added: September 30,
+Added: For the Nine Months Ended
+Added: September 30,
+Added: Printed products revenue
+Added: Rental revenue
+Added: Net investment revenue
Commission revenue
−Removed: Biotechnology retail sales
+Added: Biotechnology retail revenue
Total revenue
10 unchanged sentences
Interest income
+Added: Dividend income
+Added: Other income (expense)
Interest expense
Foreign Currency Translation Adjustment
+Added: Gain on extinguishment of debt
(Loss)/gain on equity method investment
Gain (loss) on investments
+Added: ( 1,021,000 )
Impairment of intangible assets
11 unchanged sentences
$ ( 15,762,000 )
−Removed: Loss from operations attributed to noncontrolling interest
+Added: Income (loss) from operations attributed to noncontrolling interest
Net loss attributable to DSS common stockholders
8 unchanged sentences
Consolidated Statements of Cash Flows
−Removed: the Six Months Ended June 30,
+Added: the Nine Months Ended September 30,
Cash flows from operating activities:
5 unchanged sentences
Stock based payments for professional services rendered
−Removed: Stock based payments
+Added: Stock based payments for employees and directors
(Loss)/gain on equity method investment
Loss (gain) on investments
+Added: ( 1,255,000 )
Change in ROU assets
1 unchanged sentence
Accrued interest on notes payable
−Removed: Loss (Gain) on sale of assets
+Added: Loss on sale of assets
Impairment of intangibles
+Added: Impairment of accounts receivable
Provision for loan losses
+Added: extinguishment of debt
Decrease (increase) in assets:
Accounts receivable
+Added: ( 1,670,000 )
Assets held for sale
Prepaid expenses and other current assets
+Added: ( 1,113,000 )
Increase (decrease) in liabilities:
3 unchanged sentences
Other liabilities
−Removed: Net cash provided (used) by operating activities
+Added: Net cash used by operating activities
( 7,576,000 )
+Added: ( 5,889,000 )
Cash flows from investing activities:
4 unchanged sentences
Purchase of investment
+Added: ( 1,861,000 )
Disposal of property, plant and equipment
1 unchanged sentence
Sale of marketable securities
+Added: Issuance of new notes receivable, net origination fees
Payments received on notes receivable
4 unchanged sentences
( 1,492,000 )
−Removed: Borrowings of long-term debt
−Removed: Payments on margin loan
+Added: Borrowings of long-term debt, net
+Added: Debt issuance costs
( 131,000 ) -
−Removed: Net cash (used) provided by financing activities
+Added: Borrowings of convertible note payable - related party
+Added: Payments on margin loan
+Added: Issuances of common stock, net of issuance costs
+Added: Net cash provided (used) by financing activities
( 8,816,000 )
2 unchanged sentences
Cash and cash equivalents at beginning of period
−Removed: Cash and cash equivalents at end of period
+Added: Cash and cash equivalents and restricted cash at end of
+Added: Cash and cash equivalents
+Added: Restricted cash
+Added: Cash and cash equivalents and restricted cash at end of
accompanying notes to the condensed consolidated financial statements.
2 unchanged sentences
Preferred Stock
−Removed: Additional Paid-
+Added: Additional Paid-in
Non- controlling Interest in
2 unchanged sentences
$ ( 256,176,000 )
+Added: Initial public offering of Impact BioMedical
( 14,034,000 )
2 unchanged sentences
( 15,762,000 )
−Removed: Balance, June 30, 2024 (unaudited)
+Added: Balance, September 30, 2024
$ 321,885,000
12 unchanged sentences
( 10,087,000 )
−Removed: Balance, June 30, 2025 (unaudited)
+Added: Balance, September 30, 2025
$ 326,277,000
53 unchanged sentences
among other things, nutritional and personal care products sold throughout North America, Asia Pacific, Middle East, and Eastern Europe.
−Removed: Basis of Presentation
−Removed: and Significant Accounting Policies
−Removed: of Presentation - The accompanying condensed consolidated financial statements contain all adjustments (consisting of normal
−Removed: recurring adjustments, unless otherwise indicated) necessary to present fairly our consolidated financial position as of June 30, 2025
−Removed: and December 31, 2024, and the results of our consolidated operations for the interim periods presented.
−Removed: We follow the same accounting
−Removed: policies when preparing quarterly financial data as we use for preparing annual data.
−Removed: These statements should be read in conjunction
−Removed: with the consolidated financial statements and the notes included in our latest annual report on Form 10-K, for the fiscal year ended
−Removed: December 31, 2024 (“Form 10-K”), and our other reports on file with the Securities and Exchange Commission (the “SEC”).
+Added: On June 21, 2025, Impact BioMedical Inc.
+Added: (“Impact”), Dr Ashleys Limited,
+Added: a Cayman Islands exempted company limited by shares (“PubCo”), Dr Ashleys Nevada Sub, Inc., a Nevada corporation and wholly-owned
+Added: subsidiary of PubCo (“Merger Sub”), Dr Ashleys Bio Labs Limited, a Cayman Islands exempted company limited by shares (“Dr
+Added: Ashleys Cayman”), and Kanans Visvanats (a.k.a.
+Added: Kannan Vishwanatth), a Latvian national, solely in his capacity as the sole shareholder
+Added: of Dr Ashleys (“Dr Ashleys Shareholder”) entered into a Merger and Share Exchange Agreement (the “Merger Agreement”).
+Added: Pursuant to the Merger Agreement and subject to the terms and conditions set forth therein, (i) Merger Sub shall be merged with and into
+Added: Impact with Impact being the surviving entity (the “Merger”), and (ii) simultaneous with or immediately following the Merger,
+Added: PubCo shall acquire all of the issued and outstanding ordinary shares of Dr Ashleys Cayman from the Dr Ashleys Shareholder (the “Share
+Added: The closing date of the transaction is uncertain as of November 14, 2025, due to the pending approval from regulatory
+Added: Management will continue evaluating the status of this deal at year end.
+Added: Basis of Presentation and Significant Accounting Policies
+Added: of Presentation - The accompanying condensed unaudited consolidated financial statements contain all adjustments
+Added: (consisting of normal recurring adjustments, unless otherwise indicated) necessary to present fairly our consolidated financial
+Added: position as of September 30, 2025 and December 31, 2024, and the results of our consolidated operations for the interim periods
+Added: presented in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and
+Added: pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), the instructions to Form 10-Q
+Added: and Article 10 of Regulation S-X.
+Added: We follow the same accounting policies when preparing quarterly financial data as we use for
+Added: preparing annual data.
+Added: These statements should be read in conjunction with the consolidated financial statements and the notes
+Added: included in our latest annual report on Form 10-K, for the fiscal year ended December 31, 2024 (“Form 10-K”), and our
+Added: other reports on file with the Securities and Exchange Commission (the “SEC”).
of Consolidation - The consolidated financial statements include the accounts of DSS, Inc.
13 unchanged sentences
Reclassifications -
−Removed: - Cost associated with Professional fees approximating $ 121,000 and $ 254,000 for the three and six months ended June 30, 2024,
+Added: Cost associated with Professional fees approximating $ 82,000 and $ 336,000 for the three and nine months ended September 30, 2024,
respectively have been reclassified to Research and development to conform with current period presentation.
−Removed: prior period financial statements - During the second quarter of 2025, the Company identified and corrected an immaterial classification
−Removed: error in our previously reported consolidated balance sheet as of December 31, 2024.
−Removed: correction of this error between current and non-current assets resulted in an increase in the current asset line item referred to as
−Removed: “Marketable securities” and a decrease in the noncurrent line-item referred to as “Marketable securities” by
−Removed: $2.8 million, respectively, from the previously reported amounts of $0 to $2.8 million, and $9.21 million to $6.3 million, respectively .
−Removed: The Company assessed the materiality of this change in presentation on prior period financial statements in accordance with SEC Staff
−Removed: Accounting Bulletin No.
−Removed: 99, “Materiality,” (ASC Topic 250, Accounting Changes and Error Corrections).
−Removed: Based on this assessment,
−Removed: the Company concluded that this classification error correction in its Balance Sheet is not material to any previously presented financial
−Removed: statements based upon overall considerations of both quantitative and qualitative factors.
−Removed: The correction had no effect on any previously
−Removed: reported amounts in our consolidated financial statements as of and for the year ended December 31, 2024 other than those previously
−Removed: Equivalents – All highly liquid investments with maturities of three months or less at the date of purchase are classified
−Removed: as cash equivalents.
−Removed: Amounts included in cash equivalents in the accompanying consolidated balance sheets are money market funds whose
−Removed: adjusted costs approximate fair value.
+Added: Certain items on the statement of cashflow for nine months ended September 2024, have been reclassified to conform
+Added: with the current period presentation.
+Added: Equivalents –
+Added: All highly liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents.
+Added: included in cash equivalents in the accompanying consolidated balance sheets are money market funds whose adjusted costs approximate
Receivable - The Company extends credit to its customers in the normal course of business.
12 unchanged sentences
abilities to pay.
−Removed: June 30, 2025, December 31, 2024, the Company established a reserve for credit losses of approximately $ 1,014,000 ,
−Removed: $ 1,613,000 ,
+Added: September 30, 2025, December 31, 2024, the Company established a reserve for credit losses of approximately $ 1,014,000 ,
+Added: and $ 1,613,000 ,
respectively.
−Removed: Accounts receivable, net at June 30, 2025, December 31, 2024, and January 1, 2024 was $ 2,688,000 ,
−Removed: $ 3,068,000 ,
+Added: Accounts receivable, net at September 30, 2025, and December 31, 2024, was $ 4,139,000 ,
and $ 3,068,000 ,
2 unchanged sentences
Concentration
−Removed: of Credit Risk - The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits.
−Removed: The Company believes it is not exposed to any significant credit risk because of any non-performance by the financial institutions.
−Removed: of June 30, 2025, one customer accounted for approximately 25 % of our consolidated revenue and three customers accounted for approximately
−Removed: 18 %, 15 %, and 11 % of our trade accounts receivable balance.
−Removed: As of June 30, 2024, one customer accounted for approximately 24 % of our
−Removed: consolidated revenue and one customer accounted for approximately 39 % of our trade accounts receivable balance.
+Added: of Credit Risk - The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured
+Added: The Company believes it is not exposed to any significant credit risk because of any non-performance by the financial
+Added: institutions.
+Added: As of September 30, 2025, one customer accounted for approximately 25 %
+Added: of our consolidated revenue and two customers accounted for approximately 36 %,
+Added: of our trade accounts receivable balance.
+Added: As of September 30, 2024, two customers accounted for approximately 20 %
+Added: of our consolidated revenue and two customers accounted for approximately 26 %
+Added: of our trade accounts receivable balance.
of December 31, 2024, two customers accounted for approximately 22 % and 13 % of our consolidated revenue and 29 % and 20 % of our trade
accounts receivable balance.
−Removed: the six months ending June 30, 2025 and 2024, one vendor accounted for approximately 10 % and 12 %, 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.
−Removed: For Loans Losses - ASC Topic 326 which requires
−Removed: an allowance for credit losses to be deducted from the amortized cost basis of financial assets to present the net carrying value at
−Removed: the amount that is expected to be collected over the contractual term of the asset considering relevant information about past events,
−Removed: current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount.
−Removed: In estimating expected
−Removed: losses in the loan portfolio, borrower-specific financial data and macro-economic assumptions are utilized to project losses over a reasonable
−Removed: and supportable forecast period.
−Removed: Assumptions and judgment are applied to measure amounts and timing of expected future cash flows, collateral
−Removed: values and other factors used to determine the borrowers’ abilities to repay obligations.
−Removed: After the forecast period, the Company
−Removed: utilizes longer-term historical loss experience to estimate losses over the remaining contractual life of the loans.
−Removed: At June 30, 2025,
−Removed: December 31, 2024, the Company established a reserve for credit losses of approximately $ 7,670,000 ,
−Removed: $ 9,406,000 ,
−Removed: respectively.
+Added: For Loans Losses - ASC Topic 326 which requires an allowance for credit losses to be deducted from the amortized cost basis
+Added: of financial assets to present the net carrying value at the amount that is expected to be collected over the contractual term of
+Added: the asset considering relevant information about past events, current conditions, and reasonable and supportable forecasts that
+Added: affect the collectability of the reported amount.
+Added: In estimating expected losses in the loan portfolio, borrower-specific financial
+Added: data and macro-economic assumptions are utilized to project losses over a reasonable and supportable forecast period.
+Added: and judgment are applied to measure amounts and timing of expected future cash flows, collateral values and other factors used to
+Added: determine the borrowers’ abilities to repay obligations.
+Added: After the forecast period, the Company utilizes longer-term
+Added: historical loss experience to estimate losses over the remaining contractual life of the loans.
+Added: At September 30, 2025, December 31,
+Added: 2024, the Company established a reserve for credit losses of approximately $ 7,478,000 , $ 9,406,000 , respectively.
– Investments in equity securities with a readily determinable fair value, not accounted for under the equity method, are
37 unchanged sentences
An allowance for obsolescence of approximately $ 131,000 and $ 180,000 associated with the inventory at our Premier
−Removed: subsidiary for June 30, 2025, and December 31, 2024, respectively.
+Added: subsidiary for September 30, 2025, and December 31, 2024, respectively.
Write-downs and write-offs are charged to cost of revenue.
19 unchanged sentences
held for sale.
−Removed: As of June 30, 2025, circumstances around the sale of these properties have changed and the Company does not believe
−Removed: the sale of these properties will be finalized within the 12 months from the filing of these quarterly financial statements and have reclassified
+Added: As of September 30, 2025, circumstances around the sale of these properties have changed and the Company does not believe the
+Added: sale of these properties will be finalized within the 12 months from the filing of these quarterly financial statements and have reclassified
these assets to Investment in real estate, net and will begin to depreciate these assets prospectively.
7 unchanged sentences
No circumstances or events have occurred since the most recent analysis that would indicate
−Removed: the need for an impairment is needed for the six months ended June 30, 2025.
+Added: the need for an impairment is needed for the nine months ended September 30, 2025.
– Goodwill is the excess of cost of an acquired entity over the fair value of amounts assigned to assets acquired and liabilities
21 unchanged sentences
No circumstances or events have occurred since the most recent analysis that would indicate
−Removed: the need for an impairment is needed for the six months ended June 30, 2025.
+Added: the need for an impairment is needed for the nine months ended September 30, 2025.
of Long-Lived Assets and Goodwill - The Company monitors the carrying value of long-lived assets for potential impairment and
6 unchanged sentences
the fair value of the asset or asset group to its carrying value.
−Removed: At June 30, 2025, the Company determined to resign its position as the
−Removed: registered investment advisor (“RIA”) of the American First Mutual Funds and impaired the related asset acquired at the time
−Removed: the Company became the RIA in September 2021 in the amount of $ 600,000 .
+Added: At June 30, 2025, the Company determined to resign its position as
+Added: the registered investment advisor (“RIA”) of the American First Mutual Funds and impaired the related asset acquired at the
+Added: time the Company became the RIA in September 2021 in the amount of $ 600,000 .
+Added: Promissory Note -The Company accounts for convertible promissory notes in accordance with
+Added: ASU 2020-06, and evaluates embedded features under ASC 815, Derivatives and Hedging .
+Added: Upon issuance, convertible notes are recorded
+Added: at their principal amount, net of any original issue discount (“OID”) and debt issuance costs.
+Added: OID and issuance costs are
+Added: presented as a direct deduction from the carrying amount of the debt and are amortized to interest expense using the effective interest
+Added: method over the contractual term (ASC 835-30).
+Added: The Company assesses all terms and features of its convertible notes, including conversion
+Added: options, redemption provisions, make-whole or down-round adjustments, and default put/call rights, to determine whether any embedded features
+Added: shall be bifurcated and accounted for as derivatives at fair value with changes in fair value recognized in earnings (ASC 815 and ASC
+Added: 820), or whether the convertible note instrument could be qualified for simplified accounting per ASU 2020-06 and recorded at amortized
+Added: cost as liability.
+Added: Convertible notes are classified as current or noncurrent liabilities based on contractual maturity and the Company’s
+Added: intent and ability to settle the obligation within twelve months of the balance sheet date.
+Added: Accrued interest and amortization of discounts
+Added: and issuance costs are included in interest and amortization expense, respectively.
+Added: For diluted earnings per share, the Company applies
+Added: the if-converted method to its convertible instruments in accordance with ASU 2020-06 (ASC 260).
Combinations - Business combinations and non-controlling interests are recorded in accordance with FASB ASC 805 Business Combinations.
12 unchanged sentences
diluted (loss) earnings per share is the same, as the impact of potential common shares is anti-dilutive.
−Removed: For the six months ended June
+Added: For the nine months ended September
30, 2025 and 2024, there were no potential dilutive instruments issued and outstanding.
32 unchanged sentences
one year of the date that the financial statements are issued.
−Removed: from its $ 9.4 million in
−Removed: cash as of June 30, 2025, to continue as a going concern, the Company can generate operating cash through the sale of its $ 9.8
+Added: from its $ 7.0 million
+Added: in cash as of September 30, 2025, to continue as a going concern, the Company can generate operating cash through the sale of its $ 1.6
million of Marketable Securities.
−Removed: To continue as a going concern, The Company has also taken steps to sell its real estate holdings
−Removed: assets of AMRE LifeCare, Winter Haven, and Shelton located in Texas, Pennsylvania, Florida, and Connecticut.
−Removed: These properties
−Removed: approximate $ 35.4
−Removed: million in assets and are identified on the accompanying balance sheet as Investments in real estate, net.
−Removed: Also, historically, the
−Removed: Company has been able to obtain equity and/or debt-based financing to meet its working capital needs.
−Removed: In addition, the Company has
−Removed: taken steps, and will continue to take measures, to materially reduce the expenses and cash burn at all corporate and business line
−Removed: Related Party
−Removed: Transactions - Transactions with affiliates and other parties that meet the definition of a related party under ASC 850, Related
−Removed: Party Disclosures are reflected in the accompanying condensed consolidated financial statements.
−Removed: All related-party balances are recorded
−Removed: at the exchange amounts established and agreed to by the parties.
−Removed: All material transaction not in the normal course of business operations
−Removed: are approved by the Audit Committee of the Board of Directors.
+Added: To continue as a going concern,
+Added: Also, historically, the Company has been able to obtain equity and/or debt-based financing to meet its working capital needs.
+Added: the Company has taken steps, and will continue to take measures, to materially reduce the expenses and cash burn at all corporate and
+Added: business line levels.
+Added: Party Transactions - Transactions with affiliates and other parties that meet the definition of a related party under ASC 850,
+Added: Related Party Disclosures are reflected in the accompanying condensed consolidated financial statements.
+Added: All related-party balances are
+Added: recorded at the exchange amounts established and agreed to by the parties.
+Added: All material transaction not in the normal course of business
+Added: operations are approved by the Audit Committee of the Board of Directors.
Issued Accounting Pronouncements — The Financial Accounting Standards Board (FASB) issues various Accounting Standards
10 unchanged sentences
in a change to the Company’s segment structure or to the method used to allocate resources among segments.
+Added: In December 2023, the FASB issued
+Added: 2023-09, Income Taxes (Topic 740) – Improvements to Income Tax Disclosures (“ASU 2023-09”).
+Added: requires that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation
+Added: and income taxes paid.
+Added: The amendment in the ASU 2023-09 is intended to enhance the transparency and decision usefulness of income tax
+Added: The ASU 2023-09’s amendments are effective for annual periods beginning after December 15, 2024.
+Added: The Company is currently
+Added: evaluating the impact that adoption of ASU 2023-09 will have on its financial statements.
November 2024, the FASB issued ASU No.
22 unchanged sentences
of business primarily through internet sales and recognizes revenue as items are shipped.
−Removed: of June 30, 2025, the Company had no unsatisfied performance obligations for contracts with an original expected duration of greater
−Removed: than one year.
−Removed: Pursuant to Topic 606, the Company has applied the practical expedient with respect to disclosure of the deferral and
−Removed: future expected timing of revenue recognition for transaction price allocated to remaining performance obligations.
−Removed: The Company elected
−Removed: the practical expedient allowing it to not recognize as a contract asset the commission paid to its salesforce on the sale of its products
−Removed: as an incremental cost of obtaining a contract with a customer but rather recognize such commission as expense when incurred as the amortization
−Removed: period of the asset that the Company would have otherwise recognized is one year or less.
−Removed: Costs of revenue
−Removed: Costs of revenue includes all direct cost of the Company’s packaging,
−Removed: commercial and security printing sales, primarily, paper, inks, dies, and other consumables, and direct labor, transportation, amortization,
−Removed: deprecation, and manufacturing facility costs.
−Removed: In addition, this category includes all direct costs associated with the manufacturing
−Removed: and procurement of the products sold in the Company’s Direct Marketing line of business as well as with the Company’s technology
−Removed: sales, services and licensing including hardware and software that is resold, third-party fees, and fees paid to inventors or others as
−Removed: a result of technology licenses or settlements, if any.
−Removed: Cost of revenue for our REIT line of business includes all direct cost associated
−Removed: with the maintenance and upkeep of the related facilities, depreciation, amortization and the costs to acquire the facilities.
−Removed: Our Commercial
−Removed: Lending operating segment has costs of revenue associated with the impairment of notes receivable for those amounts at risk of collection.
−Removed: Costs of revenue do not include expenses related to product development, integration, and support.
−Removed: These costs are included in research
−Removed: and development, which is a component of selling, general and administrative expenses on the consolidated statement of operations.
−Removed: costs are included in selling, general and administrative.
+Added: of September 30, 2025, the Company had no unsatisfied performance obligations for contracts with an original expected duration of
+Added: greater than one year.
+Added: Pursuant to Topic 606, the Company has applied the practical expedient with respect to disclosure of the
+Added: deferral and future expected timing of revenue recognition for transaction price allocated to remaining performance obligations.
+Added: Company elected the practical expedient allowing it to not recognize as a contract asset the commission paid to its salesforce on
+Added: the sale of its products as an incremental cost of obtaining a contract with a customer but rather recognize such commission as
+Added: expense when incurred as the amortization period of the asset that the Company would have otherwise recognized is one year or
+Added: of revenue includes all direct cost of the Company’s packaging, commercial and security printing sales, primarily, paper, inks,
+Added: dies, and other consumables, and direct labor, transportation, amortization, deprecation, and manufacturing facility costs.
+Added: this category includes all direct costs associated with the manufacturing and procurement of the products sold in the Company’s
+Added: Direct Marketing line of business as well as with the Company’s technology sales, services and licensing including hardware and
+Added: software that is resold, third-party fees, and fees paid to inventors or others as a result of technology licenses or settlements, if
+Added: Cost of revenue for our REIT line of business includes all direct cost associated with the maintenance and upkeep of the related
+Added: facilities, depreciation, amortization and the costs to acquire the facilities.
+Added: Our Commercial Lending operating segment has costs of
+Added: revenue associated with the impairment of notes receivable for those amounts at risk of collection.
+Added: Costs of revenue do not include expenses
+Added: related to product development, integration, and support.
+Added: These costs are included in research and development, which is a component
+Added: of selling, general and administrative expenses on the consolidated statement of operations.
+Added: Legal costs are included in selling, general
+Added: and administrative.
commissions are expensed as incurred for contracts with an expected duration of one year or less.
There were no sales commissions capitalized
−Removed: as of June 30, 2025 or June 30, 2024.
+Added: as of September 30, 2025 or September 30, 2024.
and Handling Costs
5 unchanged sentences
Schedule of Inventory
+Added: September 30, 2025
+Added: December 31, 2024
Finished Goods
3 unchanged sentences
Less allowance for obsolescence
+Added: $ ( 180,000 )
Inventory net
9 unchanged sentences
The outstanding
−Removed: principal and interest as of June 30, 2025 and December 31, 2024, approximated $ 5,544,000 .
−Removed: As of June 30, 2025 and December 31, 2024
+Added: principal and interest as of September 30, 2025 and December 31, 2024, approximated $ 5,544,000 .
+Added: As of September 30, 2025 and December
31, 2024 this note is in default and the Company has a reserve of $ 5,544,000 against the principal and interest outstanding.
−Removed: September 23, 2021, APB entered into refunding bond anticipatory note (“Note 2”) with Southeast Regional Management District
−Removed: (“SERMD”), which operates as a conservation and reclamation district pursuant to Chapter 3891, Texas Special District Local
−Removed: Laws Code, Chapter 375, Texas Local Government Code;
−Removed: and Chapter 49, Texas Water Code.
−Removed: The District Note was in the sum of $ 3,500,000
−Removed: and incurs interest at a rate of 5.59 % per annum.
−Removed: Principal and interest was due in full on September 22, 2022, and later amended to
−Removed: extend the maturity date to September 19, 2024 .
−Removed: Note 2 was repaid in full during March 2024.
October 25, 2021, APF entered into a loan agreement (“Note 2”) with Asili, LLC.
8 unchanged sentences
APF, as holder of Note 2, has the right to elect one member to the Board of Managers.
−Removed: This note is in default and the outstanding principal and interest of approximately $ 884,000 is fully reserved for as of June 30, 2025
+Added: This note is in default and the outstanding principal and interest of approximately $ 884,000 is fully reserved for as of September 30,
2025 and December 31, 2024.
−Removed: 4, related party
−Removed: December 28, 2021, APF entered into a promissory note (“Note 4”) with WestPark Capital Group, LLC.
−Removed: (“WestPark”),
−Removed: a company registered in the state of California.
−Removed: Note 4 has a principal balance of $ 700,000 .
−Removed: Note 4, which incurs interest at a rate
−Removed: of 12.0 % with principal and interest due at the maturity date of December 28, 2022 .
−Removed: On December 29, 2022, the maturity date of this note
−Removed: was extended to May 31, 2023 .
−Removed: On November 27, 2023, the parties to Note 4 agreed to modify the payment terms of the note to be monthly
−Removed: payments of $ 50,000 until the outstanding principal and interest are paid in full.
−Removed: The outstanding principal and interest was paid in
−Removed: full during 2024.
−Removed: January 24, 2022, APF and an individual entered into a promissory note (“Note 5”) in the principal sum of $ 100,000
−Removed: with interest of 6 %,
−Removed: due annually, and maturing in January
−Removed: The outstanding principal and interest at December 31, 2024 approximated $ 17,000
−Removed: and was included in Current portion of notes receivable on the accompanying consolidate balance sheet.
−Removed: As of June 30, 2025, the
−Removed: outstanding principal and interest approximating $ 18,000
−Removed: were written-off.
+Added: January 24, 2022, APF and an individual entered into a promissory note (“Note 3”) in the principal sum of $ 100,000 with interest
+Added: of 6 %, due annually, and maturing in January 2024 .
+Added: The outstanding principal and interest at December 31, 2024 approximated $ 17,000 and
+Added: was included in Current portion of notes receivable on the accompanying consolidate balance sheet.
+Added: As of September 30, 2025, the outstanding
+Added: principal and interest approximating $ 18,000 were written-off.
March 2, 2022, APF and WUURII Commerce, Inc.
3 unchanged sentences
sum of $ 893,000 with an interest rate of 8 %, and matured in March 2024 and was extended to April 2025, with interest payable quarterly.
−Removed: The outstanding principal and interest at June 30, 2025, and December 31, 2024 is $ 465,000 and $ 468,000 , respectively.
−Removed: This loan is currently
−Removed: in default and as of June 30, 2025 the Company has a reserve of $ 465,000 against the principal and interest outstanding.
+Added: The outstanding principal and interest at September 30, 2025, and December 31, 2024 is $ 465,000 and $ 468,000 , respectively.
+Added: is currently in default and as of September 30, 2025 the Company has a reserve of $ 465,000 against the principal and interest outstanding.
May 9, 2022, DSS PureAir and Puradigm entered into a promissory note (“Note 5”) in the principal sum of $ 210,000 with interest
3 unchanged sentences
The outstanding principal and interest
−Removed: at June 30, 2025 and December 31, 2024 approximates $ 224,000 .
−Removed: This note was fully reserved for as of June 30, 2025 and December 31, 2024.
+Added: at September 30, 2025 and December 31, 2024 approximates $ 224,000 .
+Added: This note was fully reserved for as of September 30, 2025 and December
6, related party
4 unchanged sentences
All unpaid principal and interest is due on August 29, 2025 .
−Removed: The outstanding principal and interest at June 30, 2025,
−Removed: and December 31, 2024 approximated $ 83,000 , and was fully reserved for as of June 30, 2025 and December 31, 2024.
−Removed: DSS owns 24.9 % of the
−Removed: outstanding common shares of BMIC.
+Added: The outstanding principal and interest at September
+Added: 30, 2025, and December 31, 2024 approximated $ 83,000 , and was fully reserved for as of September 30, 2025 and December 31, 2024.
+Added: owns 24.9 % of the outstanding common shares of BMIC.
7, related party
1 unchanged sentence
with interest at the prime rate plus 2 % with a maturity date of May 7, 2026 .
−Removed: The outstanding principal and interest at June 30, 2025,
−Removed: and December 31, 2024 approximated $ 110,000 , and was fully reserved for as of June 30, 2025 and December 31, 2024.
−Removed: DSS owns 24.9 % of
−Removed: the outstanding common shares of BMIC.
+Added: The outstanding principal and interest at September 30,
+Added: 2025, and December 31, 2024 approximated $ 110,000 , and was fully reserved for as of September 30, 2025 and December 31, 2024.
+Added: 24.9 % of the outstanding common shares of BMIC.
8, related party
4 unchanged sentences
principal and interest is due July 26, 2025.
−Removed: The outstanding principal and interest as of June 30, 2025 and December 31, 2024 approximates
−Removed: This note was fully reserved for as of June 30, 2025 and December 31, 2024.
−Removed: Heng Fai Ambrose Chan, the Chairman of DSS, Inc
−Removed: is also the on the board of directors of VEII.
+Added: The outstanding principal and interest as of September 30, 2025 and December 31, 2024 approximates
+Added: This note was fully reserved for as of September 30, 2025 and December 31, 2024.
+Added: Heng Fai Ambrose Chan, the Chairman of DSS,
+Added: Inc is also the on the board of directors of VEII.
February 19, 2021, Impact BioMedical, Inc, entered into a promissory note with an individual.
5 unchanged sentences
real property situated in Collier County, Florida.
−Removed: outstanding principal and interest as of June 30, 2025, and December 31, 2024 was approximately $ 200,000 and $ 201,000 , respectively.
−Removed: As of June 30, 2025, approximately $ 200,000 is classified in Current notes receivable.
−Removed: As of December 31, 2024, $ 184,000 is classified
−Removed: in Current notes receivable and the remaining $ 17,000 is classified as Notes receivable on the accompanying consolidated balance sheet.
−Removed: June 27, 2023, Decentralized Sharing Systems, Inc.
+Added: The outstanding principal and interest as of September 30, 2025, and December 31,
+Added: 2024 was approximately $ 199,000 and $ 201,000 , respectively.
+Added: As of September 30, 2025, approximately $ 199,000 is classified in Current
+Added: notes receivable.
+Added: As of December 31, 2024, $ 184,000 is classified in Current notes receivable and the remaining $ 17,000 is classified
+Added: as Notes receivable on the accompanying consolidated balance sheet.
+Added: September 27, 2023, Decentralized Sharing Systems, Inc.
and Stemtech Corporation (“Stemtech”) entered into a convertible
4 unchanged sentences
The outstanding principal, interest, and associated discount was fully reserved for as of December 31, 2024 and
−Removed: written off as of June 30, 2025
−Removed: March 31,2023, DSS Biohealth Security, Inc and an individual entered into a promissory note (“Note 13”) in the principal
−Removed: sum of $ 140,000 and interest rate floating daily to Wall Street Journal Prime rate per annum with the total outstanding principal and
−Removed: interest due at the maturity date of March 31, 2025 .
−Removed: As of June 30, 2025 and December 31, 2024, the outstanding principal and interest
−Removed: approximated $ 135,000 .
−Removed: This balance was fully reserved for as of June 30, 2025 and December 31, 2024.
+Added: written off as of September 30, 2025
+Added: March 31, 2023, DSS Biohealth Security, Inc and an individual entered into a promissory note (“Note 11”) in the
+Added: principal sum of $ 140,000
+Added: and interest rate floating daily to Wall Street Journal Prime rate per annum with the total outstanding principal and interest due
+Added: at the maturity date of March
+Added: As of September 30, 2025 and December 31, 2024, the outstanding principal and interest approximated $ 135,000 .
+Added: This balance was fully reserved for as of September 30, 2025 and December 31, 2024.
August 29, 2024, APF entered into a promissory note (“Note 12”) with WestPark.
Note 14 has a principal balance of $ 459,000 .
−Removed: Note 14, which incurs interest at a rate of 10.0 % with principal and interest due at the maturity date of April 27, 2026 .
−Removed: 1, 2024, monthly payments of approximately $ 28,000 are due with any unpaid interest and principal due at maturity.
−Removed: As of June 30, 2025,
−Removed: the outstanding principal and interest approximates $ 304,000 , which is classified as Current notes receivable on the accompanying consolidated
−Removed: balance sheet.
−Removed: As of December 31, 2024, the outstanding principal and interest approximates $ 450,000 , of which $ 337,000 is classified
−Removed: as Current notes receivable and the remaining $ 113,000 is classified as Notes receivable on the accompanying consolidated balance sheet.
+Added: Note 14, which incurs interest at a rate of 10.0 %
+Added: with principal and interest due at the maturity date of April
+Added: On November 1, 2024, monthly payments of approximately $ 28,000
+Added: are due with any unpaid interest and principal due at maturity.
+Added: As of September 30, 2025, the outstanding principal and interest
+Added: approximates $ 257,000 ,
+Added: which is classified as Current notes receivable on the accompanying consolidated balance sheet.
+Added: As of December 31, 2024, the
+Added: outstanding principal and interest approximates $ 450,000 ,
+Added: of which $ 337,000
+Added: is classified as Current notes receivable and the remaining $ 113,000
+Added: is classified as Non-current notes receivable on the accompanying consolidated balance sheet.
Financial Instruments
3 unchanged sentences
Schedule of Cash and Marketable Securities by Significant Investment Category
−Removed: June 30, 2025
+Added: September 30, 2025
Restricted Cash
28 unchanged sentences
risk of not collecting amounts owed by customers and records its allowance for credit losses based on the results of this analysis.
−Removed: of June 30, 2025 and December 31, 2024, we have reviewed the entire loan portfolio as well as all financial assets of the Company for
−Removed: the purpose of evaluating the loan portfolio and the loan balances, including a review of individual and collective portfolio loan quality,
−Removed: loan(s) performance, including past due status and covenant defaults, assessment of the ability of the borrower to repay the loan on
−Removed: the loan terms, whether any loans should be placed on nonaccrual or returned to accrual, any concentrations in any single borrower and/or
−Removed: industry that we might need to further manage, and if any specific or general loan loss reserve should be established for the entire
−Removed: loan portfolio or for any specific loan.
+Added: of September 30, 2025 and December 31, 2024, we have reviewed the entire loan portfolio as well as all financial assets of the Company
+Added: for the purpose of evaluating the loan portfolio and the loan balances, including a review of individual and collective portfolio loan
+Added: quality, loan(s) performance, including past due status and covenant defaults, assessment of the ability of the borrower to repay the
+Added: loan on the loan terms, whether any loans should be placed on nonaccrual or returned to accrual, any concentrations in any single borrower
+Added: and/or industry that we might need to further manage, and if any specific or general loan loss reserve should be established for the
+Added: entire loan portfolio or for any specific loan.
analyzed the loan loss reserve from three basis:
1 unchanged sentence
industry portfolio reserves, and specific loan loss
−Removed: For the six months ended June 30, 2025, June 30, 2024 and year ended December 31, 2024, the Company recorded a Loan loss reserve
−Removed: of approximately $ 233,000 , $ 346,000 and $ 9,406,000 , respectively.
+Added: For the nine months ended September 30, 2025, September 30, 2024 and year ended December 31, 2024, the Company recorded a Loan
+Added: loss reserve of approximately $ 0 $ 908,000 and $ 9,406,000 , respectively.
Loan Portfolio Reserve - Based upon the review of our loan portfolio, we do not believe that a substantial general loan portfolio
1 unchanged sentence
However, we do recognize that some inherent risks are in all loan portfolios, thus we recorded a general
−Removed: contingent portfolio reserve of $ 192,000 and $ 196,000 of the loan portfolio loan balance as of June 30, 2025 and December 31, 2024, respectively.
+Added: contingent portfolio reserve of $ 0 and $ 196,000 of the loan portfolio loan balance as of September 30, 2025 and December 31, 2024, respectively.
Portfolio Reserves - Given the relatively young loan portfolio and a diversification of the portfolio over several different loan
products, the risk is reduced.
−Removed: Accordingly, we have not recorded a discretionary reserve as of June 30, 2025 and December 31, 2024.
−Removed: Loan Reserves - Previously, we had identified credit weaknesses and borrower repayment weakness with Asili, which has a current
−Removed: principal and interest balance of $ 884,000
−Removed: and have recorded a loan loss reserve for the full balance due the Company as of December 31, 2024.
−Removed: The Company had also previously
−Removed: identified credit weakness in Puradigm and has placed a reserve approximating $ 5,768,000
−Removed: against the outstanding principal and interest as of December 31, 2024 of their two loans.
−Removed: Previously, the Company identified credit
−Removed: weakness in Stemtech and has placed a reserve approximating $ 1,045,000
−Removed: against the outstanding principal and interest as of December 31, 2024.
−Removed: During the first quarter of 2024, the Company identified
−Removed: credit weakness in VEII and an individual and has placed a reserve approximating $ 959,000
+Added: Accordingly, we have not recorded a discretionary reserve as of September 30, 2025 and December 31, 2024.
+Added: Loan Reserves - Previously, we had identified credit weaknesses and borrower repayment weakness with Asili, which has a current principal
+Added: and interest balance of $ 884,000 and have recorded a loan loss reserve for the full balance due the Company as of December 31, 2024.
+Added: The Company had also previously identified credit weakness in Puradigm and has placed a reserve approximating $ 5,768,000 against the
+Added: outstanding principal and interest as of December 31, 2024 of their two loans.
+Added: Previously, the Company identified credit weakness in
+Added: Stemtech and has placed a reserve approximating $ 1,045,000 against the outstanding principal and interest as of December 31, 2024.
+Added: the first quarter of 2024, the Company identified credit weakness in VEII and an individual and has placed a reserve approximating $ 959,000
against the outstanding principal and interest as of March 31, 2024.
1 unchanged sentence
Also, during the first
−Removed: quarter of 2024, the Company identified credit weakness in BMIC, a related party, and has placed a reserve approximating $ 211,000
−Removed: against the outstanding principal and interest as of March 31, 2024, later adjusted to $ 196,000
−Removed: as of September 30, 2024.
−Removed: The Company identified credit weakness with WUURII and has placed a $ 234,000
−Removed: reserve against the outstanding principal and interest as of December 31, 2024 and reserved for the remaining outstanding balance of
−Removed: approximately $ 233,000
−Removed: as of June 30, 2025.
−Removed: The Company has also identified credit weakness with an individual and has placed a $ 135,000
−Removed: reserve against the outstanding principal and interest as of December 31, 2024, and reserved for an approximate $ 17,000
−Removed: against the outstanding principal and interest for another individual as of June 30, 2025.
−Removed: additional reserves were deemed necessary as of June 30, 2025.
+Added: quarter of 2024, the Company identified credit weakness in BMIC, a related party, and has placed a reserve approximating $ 211,000 against
+Added: the outstanding principal and interest as of March 31, 2024, later adjusted to $ 196,000 as of September 30, 2024.
+Added: The Company identified
+Added: credit weakness with WUURII and has placed a $ 234,000 reserve against the outstanding principal and interest as of December 31, 2024
+Added: and reserved for the remaining outstanding balance of approximately $ 233,000 as of September 30, 2025.
+Added: The Company has also identified
+Added: credit weakness with an individual and has placed a $ 135,000 reserve against the outstanding principal and interest as of December 31,
+Added: 2024, and reserved for an approximate $ 17,000 against the outstanding principal and interest for another individual as of September 30,
+Added: No additional reserves were deemed necessary as of September 30, 2025.
Disposal of assets
14 unchanged sentences
Chan is also the majority shareholder of Alset Intl as well as the largest shareholder of
−Removed: The fair value of the marketable security as of June 30, 2025 and December 31, 2024, was approximately $ 2,098,000 and $ 2,518,000 ,
−Removed: respectively.
−Removed: During the six months ended June 30, 2025 and 2024, the Company recorded unrealized loss of approximately $ 420,000 and
+Added: The fair value of the marketable security as of September 30, 2025 and December 31, 2024, was approximately $ 2,467,000 and
$ 2,518,000 , respectively.
+Added: During the nine months ended September 30, 2025 and 2024, the Company recorded unrealized loss of approximately
+Added: $ 51,000 and $ 407,000 , respectively.
Partners Capital Holding Limited
−Removed: The Company owns 81,836,908 shares of True Partners Capital Holding Limited
−Removed: (“True Partners”), a publicly listed company on the Hong Kong Stock Exchange.
−Removed: On February 28, 2022, the Company entered into
−Removed: a Stock Purchase Agreement with Alset EHome International Inc.
−Removed: (“AEI”), pursuant to which AEI has agreed to sell a subsidiary
−Removed: holding 62,336,908 shares of stock of True Partner Capital Holding Limited exchange for 17,570,948 shares of common stock of the Company
−Removed: (the “DSS Shares”).
−Removed: The Company’s Executive Chairman and a significant stockholder, Heng Fai Ambrose Chan is the Chairman,
−Removed: Chief Executive Officer and largest shareholder of AEI.
−Removed: Further, on February 20, 2025, the Company acquired an additional 19,500,000 shares
−Removed: of True Partners.
−Removed: The fair value of the marketable security as of June 30, 2025 and December 31, 2024, was approximately $ 4,689,000 and
+Added: Company owns 81,836,908 shares of True Partners Capital Holding Limited (“True Partners”), a publicly listed company on the
+Added: Hong Kong Stock Exchange.
+Added: On February 28, 2022, the Company entered into a Stock Purchase Agreement with Alset EHome International Inc.
+Added: (“AEI”), pursuant to which AEI has agreed to sell a subsidiary holding 62,336,908 shares of stock of True Partner Capital
+Added: Holding Limited exchange for 17,570,948 shares of common stock of the Company (the “DSS Shares”).
+Added: The Company’s Executive
+Added: Chairman and a significant stockholder, Heng Fai Ambrose Chan is the Chairman, Chief Executive Officer and largest shareholder of AEI.
+Added: Further, on February 20, 2025, the Company acquired an additional 19,500,000 shares of True Partners.
+Added: The fair value of the marketable
+Added: security as of September 30, 2025 and December 31, 2024, was approximately $ 5,679,000 and $ 3,815,000 , respectively.
+Added: During the nine months
+Added: ended September 30, 2025 and 2024, the Company recorded unrealized gain of approximately $ 864,000 and a loss of approximately $ 936,000 ,
respectively.
−Removed: During the six months ended June 30, 2025 and 2024, the Company recorded unrealized loss of approximately $ 126,000
−Removed: and a gain of approximately $ 11,000 , respectively.
Capital Group, LLC.
December 30, 2020, the Company signed a binding letter of intent with WestPark Capital Group, LLC.
−Removed: (“WestPark”) and Century
−Removed: (“TBD”) where the parties agreed to prepare a note and stock exchange agreement whereby DSS will assign the TBD
−Removed: Note to WestPark and WestPark shall issue to DSS a stock certificate reflecting 7.5 % of the issued and outstanding shares of West Park.
−Removed: This note and stock exchange agreement was finalized during the first quarter 2022 and valued at approximately $ 500,000 and is included
−Removed: in Investments on the consolidated balance sheet on June 30, 2025 December 31, 2024.
+Added: (“WestPark”) and
+Added: Century TBD, Inc.
+Added: (“TBD”) where the parties agreed to prepare a note and stock exchange agreement whereby DSS will
+Added: assign the TBD Note to WestPark and WestPark shall issue to DSS a stock certificate reflecting 7.5 %
+Added: of the issued and outstanding shares of West Park.
+Added: This note and stock exchange agreement was finalized during the first quarter
+Added: 2022 and valued utilizing the cost method at approximately $ 500,000
+Added: and is included in Investments on the consolidated balance sheet on September 30, 2025 December 31, 2024.
+Added: As of September 30, 2025, and December 31, 2024 the Company has recorded no impairment losses on this investment.
Capital International LLC, related party
9 unchanged sentences
The Company is currently accounting for this investment under the equity method of accounting per
−Removed: The Company’s portion of net loss in BMIC during the three months ended June 30, 2025 and 2024, approximated $ 5,000 and
−Removed: $ 7,000 , respectively.
+Added: The Company’s portion of net gain in BMIC during the nine months ended September 30, 2025 was approximately $ 4,000 and
+Added: a net loss for the nine months ended September 30, 2024, of approximately $ 3,000 .
is a broker-dealer registered with the Securities and Exchange Commission, is a member of the Financial Industry Regulatory Authority,
23 unchanged sentences
Short-Term and Long-Term Debt
−Removed: Notes - On May 20, 2021, Premier Packaging entered into master loan and security agreement (“BOA Note”) with Bank
−Removed: of America, N.A.
−Removed: (“BOA”) to secure financing approximating $ 3,710,000 to purchase and use as collateral, a new Heidelberg
−Removed: XL 106-7+L printing press.
−Removed: The aggregate principal balance outstanding under the BOA Note shall bear interest at a variable rate on or
−Removed: before the loan closing.
−Removed: As of June 30, 2025, and December 31, 2024, the outstanding principal on the BOA Note was $ 2,179,000 and $ 1,647,000 ,
−Removed: respectively and had an interest rate of 4.63 %.
−Removed: As of June 30, 2025, $ 532,000 was included in the Current portion of long-term debt,
−Removed: net, and the remaining balance of approximately $ 1,783,000 is recorded as Long-term debt.
−Removed: As of December 31, 2024, $ 520,000 was included
−Removed: in the current portion of long-term debt, net, and the remaining balance of approximately $ 1,916,000 recorded as long-term debt.
−Removed: note matures in April of 2029 .
−Removed: Interest expense for the six months ended June 30, 2025 and 2024 approximated $ 54,000 and $ 66,000 , respectively.
−Removed: The BOA Note contains certain covenants that are analyzed annually.
−Removed: As of June 30, 2025, Premier is in compliance with these covenants.
+Added: Notes - On May 20, 2021, Premier Packaging entered into master loan and security agreement (“BOA Note”) with
+Added: Bank of America, N.A.
+Added: (“BOA”) to secure financing approximating $ 3,710,000 to purchase and use as collateral, a new
+Added: Heidelberg XL 106-7+L printing press.
+Added: The aggregate principal balance outstanding under the BOA Note shall bear interest at a
+Added: variable rate on or before the loan closing.
+Added: As of September 30, 2025, and December 31, 2024, the outstanding principal on the BOA
+Added: Note was $ 2,049,000 and $ 1,647,000 , respectively and had an interest rate of 4.63 %.
+Added: As of September 30, 2025, $ 538,000 was included
+Added: in the Current portion of long-term debt, net, and the remaining balance of approximately $ 1,510,572,000 is recorded as Long-term
+Added: As of December 31, 2024, $ 520,000 was included in the current portion of long-term debt, net, and the remaining balance of
+Added: approximately $ 1,916,000 recorded as long-term debt.
+Added: This note matures in April of 2029 .
+Added: Interest expense for the nine months ended
+Added: September 30, 2025 and 2024 approximated $ 79,000 and $ 147,000 , respectively.
+Added: The BOA Note contains certain covenants that are
+Added: analyzed annually.
+Added: As of September 30, 2025, 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
13 unchanged sentences
intangible assets with an estimated useful life of approximating 3 years.
−Removed: The net book value of these assets as of June 30, 2025, and
−Removed: December 31, 2024, approximated $ 6,332,000 .
−Removed: As of June 30, 2025, the outstanding principal and interest of approximately $ 4,328,000 ,
−Removed: net of $ 12,000 in deferred financing costs.
−Removed: As of June 30, 2025, approximately $ 221,000 is classified as Current portion of long-term
−Removed: debt on assets held -for-sale, net with the remaining $ 4,107,000 classified as Non-current liabilities held for sale assets on the consolidated
−Removed: balance sheet.
−Removed: Interest expense for the six months ended June 30, 2025 and 2024 approximated $ 93,000 and $ 98,000 , respectively.
−Removed: December 31, 2024, the outstanding principal and interest of approximately $ 4,424,000 , net of $ 27,000 in deferred financing costs, is
−Removed: classified as Current portion of long-term debt on assets held-for-sale, net on the consolidated balance sheet.
−Removed: This agreement matures
−Removed: in July of 2031.
−Removed: October 13, 2021, LVAM entered into loan agreement with BMIC (“BMIC Loan”), a related party, whereas LVAM borrowed the principal
−Removed: amount of $ 3,000,000 , with interest to be charged at a variable rate to be adjusted at the maturity date.
−Removed: The BMIC loan contains an auto
−Removed: renewal period of three months, with a current maturity date of July 2025.
−Removed: As of June 30, 2025, and December 31, 2024, the outstanding
−Removed: principal and interest of approximately $ 464,000 and $ 463,000 , respectively, are included in Current portion of long-term debt –
−Removed: related party, net on the consolidated balance sheet.
+Added: The net book value of these assets as of September 30, 2025,
+Added: and December 31, 2024, approximated $ 6,277,000 and $ 6,332,000 , respectively.
+Added: As of September 30, 2025, the outstanding principal and
+Added: interest of approximately $ 4,280,000 , net of $ 10,000 in deferred financing costs.
+Added: As of September 30, 2025, approximately $ 204,000 is
+Added: classified as Current portion of long-term debt, net with the remaining $ 4,076,000 classified as Current portion of long-term debt, net
+Added: on the consolidated balance sheet.
+Added: Interest expense for the nine months ended September 30, 2025 and 2024 approximated $ 140,000 and $ 147,000 ,
+Added: respectively.
+Added: As of December 31, 2024, the outstanding principal and interest of approximately $ 4,424,000 , net of $ 27,000 in deferred
+Added: financing costs, is classified as Current portion of long-term debt on assets held-for-sale, net on the consolidated balance sheet.
+Added: agreement matures in July of 2031.
+Added: October 13, 2021, Liquid Value Asset Management Limited (“LVAM”), a majority owned subsidiary of the Company, entered
+Added: into loan agreement with BMIC (“BMIC Loan”), a related party, whereas LVAM borrowed the principal amount of $ 3,000,000 ,
+Added: with interest to be charged at a variable rate to be adjusted at the maturity date.
+Added: The BMIC loan contains an auto renewal period of
+Added: three months, with a maturity date of October 2025 as of September 30, 2025.
+Added: The BMIC Loan was automatically extended to January
+Added: As of September 30, 2025, and December 31, 2024, the outstanding principal and interest of approximately $ 464,000
+Added: and $ 463,000 ,
+Added: respectively, are included in Current portion of long-term debt – related party, net on the consolidated balance
October 13, 2021, LVAM entered into a loan agreement with Lee Wilson Tsz Kin (“Wilson Loan”), a related party, whereas LVAM
−Removed: borrowed the principal amount of $ 3,000,000 , with interest to be charged at a variable rate to be calculated at the maturity date.
−Removed: Wilson Loan matures on October 12, 2022 , and contains an auto renewal period of three months with a current maturity date of July 2025.
−Removed: As of March 31, 2025, and December 31, 2024, the outstanding principal and interest of approximately $ 145,000 and $ 145,000 , respectively,
−Removed: are included in Current portion of long-term debt – related party, net on the consolidated balance sheet.
−Removed: November 2, 2021, AMRE LifeCare entered into a loan agreement (“LifeCare Agreement”) with Pinnacle Bank, (“Pinnacle
−Removed: Bank”) in the amount of $ 40,300,000 .
−Removed: The LifeCare Agreement supported the acquisition of three medical facilities located in Fort
−Removed: Worth, Texas, Plano, Texas (sold in March 2025), and Pittsburgh, Pennsylvania for a purchase price of $ 62,000,000 .
−Removed: These assets are classified
−Removed: as investments, real estate on the consolidated balance sheet, and serves as collateral for the LifeCare Agreement.
−Removed: The purchase price
−Removed: has been allocated as $ 32,100,000 , $ 12,100,000 , and $ 1,500,000 for the facility, land and site improvements, respectively.
−Removed: Also included
−Removed: in the value of the property is $ 15,901,000 of intangible assets with estimated useful lives ranging from 1 to 11 years.
−Removed: value of the assets acquired as of June 30, 2025 is approximately $ 24,722,000 .
−Removed: The LifeCare Agreement calls for the principal amount
−Removed: of the in equal, consecutive monthly instalments based upon a twenty-five (25) year amortization of the original principal amount of
−Removed: the LifeCare Agreement at an initial rate of interest equal to the interest rate determined in accordance as of July 29, 2022 provided,
−Removed: however, such rate of interest shall not be less than 4.28 %, with the first such instalment being payable on August 29, 2022 and subsequent
−Removed: instalments being payable on the first day of each succeeding month thereafter until the maturity date, at which time any outstanding
−Removed: principal and interest is due in full.
−Removed: The affective interest rate at June 30, 2025 was 7.9 %.
−Removed: As of June 30, 2025, and December 31, 2024,
−Removed: the outstanding principal and interest of the LifeCare agreement approximates $ 39,034,000 and $ 46,069,000 , respectively, and is included
−Removed: in Current portion of long-term debt on assets held-for-sale, net on the consolidated balance sheet.
−Removed: Interest expense for the six months
−Removed: ended June 30, 2025 and 2024 approximated $ 1,572,000 and $ 1,954,000 , respectively.
−Removed: This note is in default and demand was made for final
−Removed: payment to be made by December 22, 2023.
−Removed: As of June 30, 2025, this amount is past due.
+Added: borrowed the principal amount of $ 3,000,000 ,
+Added: with interest to be charged at a variable rate to be calculated at the maturity date.
+Added: The Wilson Loan contains an auto renewal period
+Added: of three months, with a maturity date of October 2025 as of September 30, 2025.
+Added: The Wilson Loan was automatically extended to January
+Added: As of September 30, 2025, and December 31, 2024, the outstanding principal and interest of approximately $ 145,000
+Added: and $ 145,000 ,
+Added: respectively, are included in Current portion of long-term debt – related party, net on the consolidated balance sheet.
+Added: November 2, 2021, AMRE LifeCare entered into a loan agreement (“LifeCare Agreement”) with Pinnacle Bank,
+Added: (“Pinnacle Bank”) in the amount of $ 40,300,000 .
+Added: The LifeCare Agreement supported the acquisition of three medical
+Added: facilities located in Fort Worth, Texas, Plano, Texas (sold in March 2025), and Pittsburgh, Pennsylvania for a purchase price of
+Added: $ 62,000,000 .
+Added: These assets are classified as investments, real estate on the consolidated balance sheet, and serves as collateral for
+Added: the LifeCare Agreement.
+Added: The purchase price has been allocated as $ 32,100,000 , $ 12,100,000 , and $ 1,500,000 for the facility, land and
+Added: site improvements, respectively.
+Added: Also included in the value of the property is $ 15,901,000 of intangible assets with estimated
+Added: useful lives ranging from 1 to 11 years.
+Added: The net book value of the assets acquired as of September 30, 2025 is approximately
+Added: $ 24,722,000 .
+Added: The net book value of these assets as of September 30, 2025, and December 31, 2024, approximated $ 24,233,000 and
+Added: $ 34,450,000 , respectively.
+Added: The LifeCare Agreement calls for the principal amount of the in equal, consecutive monthly instalments
+Added: based upon a twenty-five (25) year amortization of the original principal amount of the LifeCare Agreement at an initial rate of
+Added: interest equal to the interest rate determined in accordance as of July 29, 2022 provided, however, such rate of interest shall not
+Added: be less than 4.28 %, with the first such instalment being payable on August 29, 2022 and subsequent instalments being payable on the
+Added: first day of each succeeding month thereafter until the maturity date, at which time any outstanding principal and interest is due
+Added: The affective interest rate at September 30, 2025 was 8.5 %.
+Added: As of September 30, 2025, the outstanding principal and
+Added: interest of the LifeCare agreement approximates $ 39,144,000 and is included Current portion of long-term debt, net on the
+Added: accompanying balance sheet.
+Added: As of December 31, 2024 the outstanding principal and interest balance approximated and is included in
+Added: Current portion of long-term debt, net on the consolidated balance sheet.
+Added: Interest expense for the nine
+Added: months ended September 30, 2025 and 2024 approximated $ 2,278,000 and $ 2,939,000 , respectively.
+Added: This note is in default and demand
+Added: was made for final payment to be made by December 22, 2023.
+Added: As of September 30, 2025, this amount is past due.
March 17, 2022, AMRE Winter Haven, LLC (“AMRE Winter Haven”) and Pinnacle Bank (“Pinnacle”) entered into a term
5 unchanged sentences
Also included in the value of the property is $ 29,000 of intangible assets with an estimated useful life of approximately
−Removed: The net book value of the assets acquired as of June 30, 2025 is approximately $ 4,396,000 .
−Removed: Payments are to be made in equal,
−Removed: consecutive installments based on a 25 -year amortization period with interest at 4.28 %.
+Added: The net book value of the assets acquired as of September 30, 2025, and December 31, 2024 is approximately $ 4,370,000 and $ 4,396,000 ,
+Added: respectively.
+Added: 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.
This AMRE Winter Haven note is currently due and has an effective interest rate of 9.6 %.
+Added: This note was assumed by SMS Financial on August 15, 2024, and refinanced with American Savings Life Insurance Company (“American
+Added: Savings Note”) on August 29, 2025 in the amount of $ 3,250,000 .
+Added: This note has an annual interest rate of 7.99 % and requires monthly
+Added: installments of principal and interest of approximately $ 22,000 beginning on October 1, 2025 with a ballon payment at maturity on September
+Added: The outstanding principal and interest, approximates $ 3,130,000 and is included in Current portion of long-term debt, net on
+Added: the accompanying consolidated balance sheet at September 30, 2025.
+Added: The outstanding principal and interest, approximates $ 3,040,000 and
+Added: is included in Current portion of long-term debt, net on the accompanying consolidated balance
+Added: sheet at December 31, 2024.
+Added: Interest expense approximates $ 346,000 and $ 179,000 for the nine months ended September 30, 2025 and 2024,
+Added: respectively.
+Added: March 30, 2023, Premier Packaging, a subsidiary of the Company entered into a loan and security agreement with Union Bank &
+Added: Trust Company for the principal amount of $ 790,000 and shall accrued interest at the rate of 7.44 %.
+Added: Principal and interest shall be
+Added: repaid in the approximate amount of $ 14,000 through March 2029.
+Added: This loan is collateralized by a Bobst Model Novacut and is
+Added: guaranteed by DSS, Inc.
+Added: As of September 30, 2025, the outstanding principal and interest approximates $ 514,000 of which $ 130,000 was
+Added: included in the current portion of long-term debt, net, and the remaining balance of approximately $ 484,000 recorded as long-term
+Added: As of December 31, 2024, the outstanding principal and interest approximates $ 605,000 of which $ 123,000 was included in the
+Added: current portion of long-term debt, net, and the remaining balance of approximately $ 482,000 recorded as long-term debt.
+Added: expense for the nine months ended September 30, 2025 and 2024 approximated $ 32,000 and $ 38,000 , respectively.
+Added: August of 2025, DSS issued a $ 500,000 convertible promissory note to Alset, Inc.
+Added: (“holder”), the Company’s largest
+Added: shareholder and a related party, bearing interest at Prime ( 7.25 % at September 30, 2025).
+Added: The first 12 months’ interest is to be
+Added: paid in shares of the Company;
+Added: thereafter, interest is prepaid annually in cash or shares at the holder’s election.
+Added: convertible at the holder’s option at a fixed $ 0.86 per share, is payable on demand (or July 31, 2028 if not demanded), and may
+Added: be redeemed by the Company on or after the first anniversary.
+Added: The Company is required to reserve sufficient authorized shares and maintain
+Added: the listing/quotation of its common stock.
+Added: Under ASU 2020-06 and ASC 815-40, the debt host’s embedded conversion feature is indexed
+Added: to the Company’s own stock and is equity-classified;
+Added: accordingly, no embedded derivative is bifurcated and the instrument is accounted
+Added: for as single-unit debt using the effective interest method.
+Added: Interest is recognized in interest expense;
+Added: when settled in shares, a credit
+Added: to APIC is recorded at the fair value of shares on settlement, and any prepaid interest is recorded as a discount/prepaid and amortized
+Added: to expense over the related period.
The outstanding principal and interest, approximates $ 503,000
−Removed: $ 3,051,000 and is included in Current portion of long-term debt on assets held-for-sale, net long-term debt, net on the accompanying
−Removed: consolidated balance sheet at June 30, 2025.
−Removed: The outstanding principal and interest, approximates $ 3,040,000 and is included in Current
−Removed: portion of long-term debt on assets held-for-sale, net long-term debt, net on the accompanying consolidated balance sheet at December
−Removed: Interest expense approximates $ 142,000 and $ 148,000 for the six months ended June 30, 2025 and 2024, respectively.
−Removed: was assumed by SMS Financial on August 15, 2024.
−Removed: This note is in default and demand was made for final payment to be made by December
−Removed: As of June 30, 2025, this amount is past due.
−Removed: March 30, 2023, Premier Packaging, a subsidiary of the Company entered into a loan and security agreement with Union Bank & Trust
−Removed: Company for the principal amount of $ 790,000 and shall accrued interest at the rate of 7.44 %.
−Removed: Principal and interest shall be repaid
−Removed: in the approximate amount of $ 14,000 through March 2029.
−Removed: This loan is collateralized by a Bobst Model Novacut and is guaranteed by DSS,
−Removed: As of June 30, 2025, the outstanding principal and interest approximates $ 544,000 of which $ 127,000 was included in the current
−Removed: portion of long-term debt, net, and the remaining balance of approximately $ 417,000 recorded as long-term debt.
−Removed: As of December 31, 2024,
−Removed: the outstanding principal and interest approximates $ 605,000 of which $ 123,000 was included in the current portion of long-term debt,
−Removed: net, and the remaining balance of approximately $ 482,000 recorded as long-term debt.
−Removed: Interest expense for the six months ended June 30,
−Removed: 2025 and 2024 approximated $ 22,000 and $ 25,000 , respectively.
−Removed: summary of scheduled principal payments of long-term debt, not including revolving lines of credit, subsequent to June 30, 2025, are
+Added: and is included in Current portion of long-term debt, net on the accompanying consolidated balance sheet at September 30, 2025.
+Added: summary of scheduled principal payments of long-term debt, not including revolving lines of credit, subsequent to September 30,
+Added: 2025, are as follows:
Schedule of Notes Payable and Long-term Debt
−Removed: Notes payable
−Removed: Notes payable - related party
+Added: payable - related party
+Added: Convertible promissory note - related party
Lease Liability
Company has operating leases predominantly for operating facilities.
−Removed: As of June 30, 2025, the remaining lease terms on our operating
−Removed: leases range from less than 1 one to nine years .
−Removed: Renewal options to extend our leases have not been exercised due to uncertainty.
+Added: As of September 30, 2025, the remaining lease terms on our
+Added: operating leases range from less than one 1 to nine years .
+Added: Renewal options to extend our leases have not been exercised due to
Termination options are not reasonably certain of exercise by the Company.
−Removed: There is no transfer of title or option to purchase the leased
−Removed: assets upon expiration.
+Added: There is no transfer of title or option to
+Added: purchase the leased assets upon expiration.
There are no residual value guarantees or material restrictive covenants.
−Removed: There are no significant finance leases
−Removed: as of June 30, 2025.
−Removed: minimum lease payments as of June 30, 2025 are as follows:
+Added: significant finance leases as of September 30, 2025.
+Added: minimum lease payments as of September 30, 2025 are as follows:
of Lease Liability:
of Future Minimum Lease Payments
−Removed: Total lease payments
+Added: lease payments
Imputed Interest
−Removed: ( 1,202,000 )
−Removed: Present value of remaining lease payments
−Removed: Weighted-average remaining lease term (years)
−Removed: Weighted-average discount rate
−Removed: cash paid for leases during the six months ended June 30, 2025 and 2024 approximated $ 440,000 and $ 498,000 , respectively.
+Added: value of remaining lease payments
+Added: Weighted-average
+Added: remaining lease term (years)
+Added: Weighted-average
+Added: discount rate
+Added: cash paid for leases during the nine months ended September 30, 2025 and 2024 approximated $ 651,000 and $ 786,000 ,
+Added: respectively.
Commitments and Contingencies
3 unchanged sentences
In exchange, the Licensee shall pay the Company a royalty of 5.5 % of net sales.
+Added: If not terminated under terms of the agreement, the Equivir License
+Added: expires the later of a) expiration date of the last to expire valid claim comprising the licensed patents, or (b) twelve (12) years from
+Added: the date of first commercial sale.
terms of the Equivir Agreement, the Company shall reimburse the Licensee for 50 % of the development costs provided that the development
costs shall not exceed $ 1,250,000 .
−Removed: As of June 30, 2025 and December 31, 2024, a liability of $ 0 has been recorded in relation to the
−Removed: Equivir License .
+Added: As of September 30, 2025 and December 31, 2024, a liability of $ 0 has been recorded in relation to
+Added: the Equivir License.
Agreement - On August 15, 2018, the Impact BioMedical entered into Royalty Agreement with Chemia Corporation (“Chemia”)
16 unchanged sentences
by the Company towards patent application and licensing should be reimbursed to the Company before any royalty payments are made.
−Removed: the six months ended June 30, 2025 and 2024, there were no reimbursements or royalties paid to the Company and the Company cannot be
−Removed: assured that Chemia’s efforts will end up in any future sales of the technology.
+Added: the nine months ended September 30, 2025 and 2024, there were no reimbursements or royalties paid to the Company and the Company cannot
+Added: be assured that Chemia’s efforts will end up in any future sales of the technology.
Stockholders’ Equity
7 unchanged sentences
the Company’s common stock for approximately $ 197,000 .
−Removed: February 6, 2025, as a bonus for compensation awarded to Heng Fai Holdings Limited (“HFHL”), a Hong Kong Company, which is
−Removed: beneficially owned by Mr.
+Added: February 6, 2025, as a bonus for compensation awarded to Heng Fai Holdings Limited (“HFHL”), a Hong Kong Company, which
+Added: is beneficially owned by Mr.
Heng Fai Ambrose Chan, Director of DSS, Inc., and pursuant to DSS, Inc’s.
−Removed: 2020 Employee, Director and
−Removed: Consultant Equity Incentive Plan (the “Plan”), HFHL was awarded 1,000,000 shares of the Company’s common stock, approximating
−Removed: $ 870,000 , under the Plan, for services rendered.
−Removed: The issuance was approved by the board of directors on January 31, 2025.
+Added: 2020 Employee, Director
+Added: and Consultant Equity Incentive Plan (the “Plan”), HFHL was awarded 1,000,000
+Added: shares of the Company’s common stock, approximating $ 870,000 ,
+Added: under the Plan, for strategic planning and merger and acquisition services rendered at the beginning of 2025.
+Added: The issuance was approved by the board of
+Added: directors on January 31, 2025.
March 21, 2025, DSS, the parent company of Impact Biomedical, Inc.
7 unchanged sentences
completed the sale of 890,800 shares of Impact Biomedical common stock.
−Removed: These shares were acquired by DSS during Impact’s initial public offering on September 16, 2024.
The sale of these shares, which
2 unchanged sentences
With this sale, the shares are now publicly held and are no longer held by
−Removed: April 4, 2025, DSS, the parent company of Impact Biomedical, Inc.
−Removed: completed the sale of 115,600 shares of Impact Biomedical common stock.
−Removed: These shares were acquired by DSS during Impact’s initial public offering on September 16, 2024.
−Removed: The sale of these shares, which
−Removed: were previously held by DSS as part of its ownership interest in Impact, was completed for a total approximate value of $ 63,000 , which
−Removed: represents the consideration received from the transaction.
−Removed: With this sale, the shares are now publicly held and are no longer held by
+Added: May 22, 2025, DSS, the parent company of Impact Biomedical, Inc.
+Added: completed the sale of 115,600
+Added: shares of Impact Biomedical common stock.
+Added: The sale of these shares, which were previously held by DSS as part of its ownership
+Added: interest in Impact, was completed for a total approximate value of $ 63,000 ,
+Added: which represents the consideration received from the transaction.
+Added: With this sale, the shares are now publicly held and are no longer
+Added: On May 23, 2025, DSS, the parent company of Impact Biomedical, Inc.
+Added: completed the sale of 45,400 shares of Impact
+Added: Biomedical common stock.
+Added: The sale of these shares, which were previously held by DSS as part of its ownership interest in Impact, was
+Added: completed for a total approximate value of $ 24,000 , which represents the consideration received from the transaction.
+Added: With this sale,
+Added: the shares are now publicly held and are no longer held by DSS.
Compensation - The Company records stock-based payment expense related to options and warrants based on the grant date fair value
3 unchanged sentences
Such awards include option grants, warrant grants, and restricted stock awards.
−Removed: During the six months ended June 30,
+Added: During the nine months ended September
30, 2025 and 2024, there were none .
BioMedical, Inc.
−Removed: Transactions - On May 10, 2023, the Company, the Company’s Board of Directors approved an amendment to the Articles of
−Removed: 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 .
+Added: Transactions - On May 10, 2023, the IBO’s Board of Directors approved an amendment to the Articles of Incorporation
+Added: for IBO to increase the total number of shares of Common Stock to 4,000,000,000
+Added: 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.
−Removed: Our Amended and Restated
−Removed: Articles of Incorporation also authorized 100,000,000 shares of preferred stock, par value $ 0.001 per share.
−Removed: On May 11, 2023, the Company
−Removed: effected a forward split.
−Removed: As a result, there were 3,877,282,251 shares of our Common Stock and no shares of preferred stock issued and
−Removed: Prior to the split, there were 125,073,621 shares of our Common Stock and no shares of preferred stock issued and outstanding.
−Removed: On October 31, 2023, the Company effected a reverse stock split of 1 for 55 .
−Removed: Also on October 31, 2023, DSS BioHealth Securities, Inc.,
−Removed: the Company’s largest shareholder converted 60,496,041 shares of Common Stock into 60,496,041 shares of Series A Convertible Preferred
−Removed: Shares, reducing its ownership of the Company’s Common Stock from approximately 88 % to approximately 12 %.
−Removed: As of September 30, 2024
−Removed: and December 31, 2023, there were 11,503,955 and 10,000,000 , respectively, shares of our Common Stock and 60,496,041 shares of preferred
−Removed: stock issued and outstanding.
−Removed: August 8, 2023 DSS, the Company’s largest shareholder, distributed to its shareholders of record on July 10, 2023 4 shares of Impact
−Removed: Bio’s stock for 1 share they owned.
−Removed: Each share of Impact BioMedical distributed as part of the distribution will not be eligible
−Removed: for resale until 180 days from the date Impact BioMedical’s initial public offering becomes effective under the Securities Act,
−Removed: subject to the discretion of the Company to lift the restriction sooner.
−Removed: October 31, 2023, the Company effected a reverse stock split of 1 for 55 .
+Added: Its Amended and
+Added: Restated Articles of Incorporation also authorized 100,000,000
+Added: shares of preferred stock, par value $ 0.001
+Added: On May 11, 2023, IBO effected a forward split.
+Added: As a result, there were 3,877,282,251
+Added: shares of its Common Stock and no
+Added: shares of preferred stock issued and outstanding.
+Added: Prior to the split, there were 125,073,621
+Added: shares of its Common Stock and no
+Added: shares of preferred stock issued and outstanding.
+Added: On October 31, 2023, IBO effected a reverse
+Added: stock split of 1 for 55 .
+Added: Also on October 31, 2023, DSS BioHealth Securities, Inc., IBO’s largest shareholder converted 60,496,041
+Added: shares of Common Stock into 60,496,041
+Added: shares of Series A Convertible Preferred Shares, reducing its ownership of the IBO’s Common Stock from approximately 88 %
+Added: to approximately 12 %.
+Added: As of September 30, 2024 and December 31, 2023, there were 11,503,955
+Added: and 10,000,000 ,
+Added: respectively, shares of its Common Stock and 60,496,041
+Added: shares of preferred stock issued and outstanding.
+Added: October 31, 2023, IBO effected a reverse stock split of 1 for 55 .
As of December 31, 2023, and December 31, 2022, there were
−Removed: 3,877,282,251 shares of our Common Stock issued and outstanding which was converted to 70,496,041 shares.
+Added: 3,877,282,251 shares of its Common Stock issued and outstanding which was converted to 70,496,041 shares.
Also on October 31, 2023, DSS
−Removed: BioHealth Securities, Inc., the Company’s largest shareholder converted 60,496,041 shares of Common Stock into 60,496,041 shares
+Added: BioHealth Securities, Inc., IBO’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
1 unchanged sentence
Securities, LLC., as representative (the “Representative”) of the underwriters named therein (the “Underwriters”),
−Removed: pursuant to which the Company agreed to sell to the Underwriters in a firm commitment initial public offering (the “Offering”)
−Removed: an aggregate of 1,500,000 of the Company’s shares of common stock, par value $ 0.001 per share at a public offering price of $ 3.00
−Removed: On September 17, 2024, the Company closed the Offering, and as of September 30, 2024 there were 11,497,703 shares of common
+Added: pursuant to which IBO agreed to sell to the Underwriters in a firm commitment initial public offering (the “Offering”)
+Added: an aggregate of 1,500,000 of IBO’s shares of common stock, par value $ 0.001 per share at a public offering price of $ 3.00
+Added: On September 17, 2024, IBO closed the Offering, and as of September 30, 2024 there were 11,497,703 shares of common
stock issued and outstanding.
−Removed: The total net proceeds to the Company from the Offering, after deducting discounts, expenses allowance
+Added: The total net proceeds to IBO from the Offering, after deducting discounts, expenses allowance
and expenses, was approximately $ 3,726,000 (inclusive of approximately $ 1.5 million contributed by DSS).
3 unchanged sentences
under the symbol “IBO” and began trading there on September 16, 2024.
−Removed: The Company also issued warrants to the Representative
+Added: IBO also issued warrants to the Representative
and its affiliates (the “Representative’s Warrants”) warrants to purchase the number of shares of Common Stock in the
9 unchanged sentences
restricted from trading for 180 days from the Offering date.
−Removed: February 25, 2025, the Company completed the acquisition of certain assets owned by DSS Pure Air, Inc.
−Removed: (DSS PureAir”), a related
−Removed: party, for $ 1,150,000 to be paid by 545,024 shares of the Company’s common stock calculated on a 10-day VWAP.
−Removed: Assets acquired included
−Removed: accounts receivable, inventory and intellectual property of the Celios air purification system.
−Removed: February 26, 2025, the Company issued 36,433 shares of the Company’s common stock as payment of legal fees incurred associated
−Removed: with the Company’s IPO, registration of shares associated with its equity incentive plan as well as other related services.
−Removed: June 30, 2025, the Company issued 100,000 shares of the Company’s common stock as payment of legal fees incurred associated with
−Removed: the Company’s merger and share exchange agreement with Dr.
+Added: February 26, 2025, IBO issued 36,433
+Added: shares of the Company’s common stock as payment of legal fees incurred associated with IBO’s IPO, registration
+Added: of shares associated with its equity incentive plan as well as other related services.
+Added: The legal fees received were valued at approximately $ 29,000 .
+Added: June 23, 2025, IBO issued 100,000 shares of IBO’s common stock as payment of legal fees incurred
+Added: associated with IBO’s merger and share exchange agreement with Dr.
Ashleys Limited.
−Removed: Compensation – The Company records stock-based payment expense related to options and warrants based on the grant date
+Added: The legal fees received were valued at approximately $ 161,000 .
+Added: Compensation – IBO records stock-based payment expense related to options and warrants based on the grant date
fair value in accordance with FASB ASC 718.
−Removed: Stock-based compensation includes expense charges for all stock-based awards to employees,
−Removed: directors and consultants.
+Added: Stock-based compensation includes expense charges for all stock-based awards to
+Added: employees, directors and consultants.
Such awards include option grants, warrant grants, and restricted stock awards.
On October 1,
−Removed: option grants with a purchase price of $ 3.00 per share were awarded to certain officers, directors and consultants of the Company.
−Removed: options have various vesting periods, and all expire on October 31, 2031.
−Removed: Potential proceeds of these grants is $ 2,640,000 and are fair
−Removed: valued using a Black-Scholes model at approximately $ 50,000 .
−Removed: The Company record stock based compensation expense of approximately $ 4,000
−Removed: and $ 19,000 for the six month and year ended June 30, 2025 and the year ended December 31, 2024, respectively, and is included in Sales,
−Removed: general and administrative compensation (inclusive of stock based compensation) on the accompanying Statement of Operations.
+Added: 2024, 880,000 option grants with a purchase price of $ 3.00 per share were awarded to certain officers, directors and consultants of
+Added: These options have various vesting periods, and all expire on October 31, 2031.
+Added: Potential proceeds of these grants is
+Added: $ 2,640,000 and are fair valued using a Black-Scholes model at approximately $ 50,000 .
+Added: IBO record stock based compensation
+Added: expense of approximately $ 5,000 and $ 19,000 for the nine month and year ended September 30, 2025 and the year ended December 31,
+Added: 2024, respectively, and is included in Sales, general and administrative compensation (inclusive of stock based compensation) on the
+Added: accompanying Statement of Operations.
Supplemental Cash Flow Information
−Removed: following table summarizes supplemental cash flows for the six months ended June 30, 2025 and 2024:
+Added: following table summarizes supplemental cash flows for the nine months ended September 30, 2025 and 2024:
Schedule of Supplemental Cash Flow Information
3 unchanged sentences
Shares issued in lieu of cash as payment for legal services
+Added: Extinguishment of debt
Stock based compensation
44 unchanged sentences
financial needs of the world Gig Economy.
−Removed: information concerning the Company’s operations by reportable segment for the three and six months ended June 30, 2025 and 2024
+Added: information concerning the Company’s operations by reportable segment for the three and nine months ended September 30, 2025 and
2024 is as follows.
−Removed: The Company relies on intersegment cooperation and management does not represent that these segments, if operated independently,
−Removed: would report the results contained herein:
+Added: The Company relies on intersegment cooperation and management does not represent that these segments, if operated
+Added: independently, would report the results contained herein:
Schedule of Operations by Reportable Segment
−Removed: Three Months Ended June 30, 2025
+Added: Three Months Ended September 30, 2025
Product Packaging
5 unchanged sentences
Operating expense
+Added: ( 7,587,000 )
+Added: ( 1,754,000 )
Operating income (loss)
2 unchanged sentences
Other income (expense)
−Removed: Net income (loss) from continuing operations before taxes
+Added: Net income (loss) from operations before taxes
( 10,986,000 )
( 2,229,000 )
−Removed: Three Months Ended June 30, 2024
+Added: Three Months Ended September 30, 2024
Product Packaging
10 unchanged sentences
( 2,187,000 )
+Added: ( 4,671,000 )
Other income (expense)
−Removed: Net income (loss) from continuing operations before taxes
( 1,030,000 )
+Added: Net income (loss) from operations before taxes
( 1,751,000 )
( 1,851,000 )
−Removed: Six Months Ended June 30, 2025
+Added: ( 1,603,000 )
+Added: ( 5,701,000 )
+Added: Nine Months Ended September 30, 2025
Product Packaging
4 unchanged sentences
Gross profit (loss)
+Added: ( 1,090,000 )
Operating expense
−Removed: Operating income (loss)
( 7,519,000 )
+Added: Operating income (loss)
( 1,410,000 )
3 unchanged sentences
Other income (expense)
−Removed: Net loss from continuing operations
−Removed: ( 1,148,000 )
+Added: Net income (loss) from operations
( 1,520,000 )
2 unchanged sentences
( 10,154,000 )
−Removed: Six Months Ended June 30, 2024
+Added: Nine Months Ended September 30,2024
Product Packaging
14 unchanged sentences
Other income (expense)
−Removed: Net income (loss) from continuing operations
( 1,638,000 )
+Added: Net loss from operations
( 1,680,000 )
2 unchanged sentences
( 3,098,000 )
+Added: ( 15,925,000 )
following tables disaggregate our business segment revenues by major source:
1 unchanged sentence
Printed Products Revenue Information:
−Removed: Three months ended June 30, 2025
−Removed: Packaging Printing and Fabrication
+Added: months ended September 30, 2025
+Added: Packaging Printing
+Added: and Fabrication
Commercial and Security Printing
−Removed: Real Property Rental Income
−Removed: Total Printed Products
−Removed: Three months ended June 30, 2024
+Added: Property Rental Income
+Added: Printed Products Revenue
+Added: Three months ended September 30, 2024
Packaging Printing and Fabrication
1 unchanged sentence
Real Property Rental Income
−Removed: Total Printed Products
−Removed: Six months ended June 30, 2025
−Removed: Packaging Printing and Fabrication
+Added: Total Printed Products Revenue
+Added: months ended September 30, 2025
+Added: Packaging Printing
+Added: and Fabrication
Commercial and Security Printing
−Removed: Real Property Rental Income
−Removed: Total Printed Products
−Removed: Six months ended June 30, 2024
+Added: Property Rental Income
+Added: Printed Products Revenue
+Added: Nine months ended September 30, 2024
Packaging Printing and Fabrication
1 unchanged sentence
Real Property Rental Income
−Removed: Total Printed Products
−Removed: Biotechnology
−Removed: Three months ended June 30, 2025
+Added: Total Printed Products Revenue
+Added: Lending Revenue Information:
+Added: Three months ended September 30, 2025
+Added: Net Investment Income
+Added: Total Commercial Lending Revenue
+Added: Three months ended September 30, 2024
+Added: Net Investment Income
+Added: Total Commercial Lending Revenue
+Added: Nine months ended September 30, 2025
+Added: Net investment income
+Added: Total Commercial Lending Revenue
+Added: Nine months ended September 30, 2024
+Added: Net Investment Income
+Added: Total Commercial Lending Revenue
+Added: Nine months ended September 30, 2024
+Added: Total Direct Marketing Revenue
+Added: Biotechnology Revenue Information:
+Added: Three months ended September 30, 2025
Retail internet sales
−Removed: Total Biotechnology
−Removed: Three months ended June 30, 2024
+Added: Total Biotechnology Revenue
+Added: Three months ended September 30, 2024
Retail internet sales
−Removed: Total Biotechnology
−Removed: Six months ended June 30, 2025
+Added: Total Biotechnology Revenue
+Added: Nine months ended September 30, 2025
Retail internet sales
−Removed: Total Direct Marketing
−Removed: Six months ended June 30, 2024
+Added: Total Biotechnology Revenue
+Added: Nine months ended September 30, 2024
Retail internet sales
−Removed: Total Direct Marketing
−Removed: Securities Revenue Information
−Removed: Three months ended June 30, 2025
+Added: Total Biotechnology Revenue
+Added: Revenue Information:
+Added: Three months ended September 30, 2025
Rental income
Commission income
−Removed: Total Rental Income
−Removed: Three months ended June 30, 2024
+Added: Total Securities Revenue
+Added: Three months ended September 30, 2024
Rental income
Commission income
−Removed: Total Rental Income
−Removed: Six months ended June 30, 2025
+Added: Total Securities Revenue
+Added: Nine months ended September 30, 2025
Rental income
−Removed: Total Rental Income
−Removed: Six months ended June 30, 2024
+Added: Commission income
+Added: Total Securities Revenue
+Added: Nine months ended September 30, 2024
Rental income
−Removed: Total Rental Income
−Removed: Commercial Lending Revenue Information:
−Removed: Three months ended June 30, 2025
−Removed: Net Investment Income
−Removed: Total Investment Income
−Removed: Three months ended June 30, 2024
−Removed: Net Investment Income
−Removed: Total Rental Income
−Removed: Six months ended June 30, 2025
−Removed: Net investment income
−Removed: Total Management fee income
−Removed: Six months ended June 30, 2024
−Removed: Net Investment Income
−Removed: Total Management fee income
+Added: Commission income
+Added: Total Securities Revenue
Related Party Transactions
8 unchanged sentences
Chan is also the majority shareholder of Alset Intl as well as the largest shareholder of
−Removed: The fair value of the marketable security as of June 30, 2025 and December 31, 2024, was approximately $ 2,098,000 and $ 2,518,000 ,
−Removed: respectively.
−Removed: During the six months ended June 30, 2025 and 2024, the Company recorded unrealized loss of approximately $ 420,000 and
+Added: The fair value of the marketable security as of September 30, 2025 and December 31, 2024, was approximately $ 2,467,000 and
$ 2,518,000 , respectively.
+Added: During the nine months ended September 30, 2025 and 2024, the Company recorded unrealized loss of approximately
+Added: $ 51,000 and $ 407,000 , respectively.
September 10, 2020, the Company’s wholly owned subsidiary DSS Securities, Inc.
3 unchanged sentences
limited liability company (“BMIC”) whereas DSS Securities, Inc.
−Removed: purchased 14.9 %
−Removed: membership interests in BMIC for $ 100,000 .
−Removed: DSS Securities also had the option to purchase an additional 10 %
−Removed: of the outstanding membership interest which it exercised for $ 100,000
−Removed: in January of 2021 and increased its ownership to 24.9 %.
−Removed: The Company is currently accounting for this investment under the equity method of accounting per ASC 323.
−Removed: The Company’s
−Removed: portion of net loss in BMIC during the three months ended June 30, 2025 and 2024, approximated $ 5,000
−Removed: and $ 7,000 ,
−Removed: respectively.
−Removed: BMIC is a broker-dealer registered with the Securities and Exchange Commission, is a member of the Financial Industry
−Removed: Regulatory Authority, Inc.
−Removed: (“FINRA”), and is a member of the Securities Investor Protection Corporation
−Removed: The Company’s chairman of the board and another independent board member of the Company also have
−Removed: ownership interest in BMIC.
−Removed: On February 28, 2022, the Company entered into a Stock Purchase Agreement
−Removed: with Alset EHome International Inc.
−Removed: (“AEI”), pursuant to which AEI has agreed to sell a subsidiary holding 62,336,908 shares
−Removed: of stock of True Partner Capital Holding Limited exchange for 17,570,948 shares of common stock of the Company (the “DSS Shares”).
−Removed: The Company’s Executive Chairman and a significant stockholder, Heng Fai Ambrose Chan is the Chairman, Chief Executive Officer and
−Removed: largest shareholder of AEI.
+Added: purchased 14.9 % membership interests in BMIC for
+Added: DSS Securities also had the option to purchase an additional 10 % of the outstanding membership interest which it exercised
+Added: for $ 100,000 in January of 2021 and increased its ownership to 24.9 %.
+Added: The Company is currently accounting for this investment under
+Added: the equity method of accounting per ASC 323.
+Added: The Company’s portion of net gain in BMIC during the nine months ended September
+Added: 30, 2025 was approximately $ 4,000 and a net loss for the nine months ended September 30, 2024, of approximately $ 3,000 .
+Added: broker-dealer registered with the Securities and Exchange Commission, is a member of the Financial Industry Regulatory Authority,
+Added: (“FINRA”), and is a member of the Securities Investor Protection Corporation (“SIPC”).
+Added: Company’s chairman of the board and another independent board member of the Company also have ownership interest in
+Added: February 28, 2022, the Company entered into a Stock Purchase Agreement with Alset EHome International Inc.
+Added: (“AEI”), pursuant
+Added: to which AEI has agreed to sell a subsidiary holding 62,336,908 shares of stock of True Partner Capital Holding Limited exchange for
+Added: 17,570,948 shares of common stock of the Company (the “DSS Shares”).
+Added: The Company’s Executive Chairman and a significant
+Added: stockholder, Heng Fai Ambrose Chan is the Chairman, Chief Executive Officer and largest shareholder of AEI.
+Added: Further, on February 20,
+Added: 2025, the Company acquired an additional 19,500,000 shares of True Partners.
+Added: The fair value of the marketable security as of September
+Added: 30, 2025 and December 31, 2024, was approximately $ 5,679,000 and $ 3,815,000 , respectively.
+Added: During the nine months ended September 30,
+Added: 2025 and 2024, the Company recorded unrealized gain of approximately $ 1,864,000 and a loss of approximately $ 936,000 , respectively.
August 29, 2022, DSS Financial Management Inc and BMI Capital, Inc.
3 unchanged sentences
All unpaid principal and interest is due on August 29, 2025 .
−Removed: The outstanding principal and interest at June 30, 2025,
−Removed: and December 31, 2024 approximated $ 83,000 , and was fully reserved for as of June 30, 2025 and December 31, 2024.
−Removed: DSS owns 24.9 % of the
−Removed: outstanding common shares of BMIC.
+Added: The outstanding principal and interest at September
+Added: 30, 2025, and December 31, 2024 approximated $ 83,000 , and was fully reserved for as of September 30, 2025 and December 31, 2024.
+Added: owns 24.9 % of the outstanding common shares of BMIC.
May 8, 2023, DSS Financial Management Inc and BMIC 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 September 30, 2024 and December 31, 2023) with a maturity date of May 7, 2026 .
−Removed: outstanding principal and interest at June 30, 2025, and December 31, 2024 approximated $ 110,000 , and was fully reserved for as of June
−Removed: 30, 2025 and December 31, 2024.
+Added: outstanding principal and interest at September 30, 2025, and December 31, 2024 approximated $ 110,000 , and was fully reserved for as
+Added: of September 30, 2025 and December 31, 2024.
DSS owns 24.9 % of the outstanding common shares of BMIC.
4 unchanged sentences
principal and interest is due July 26, 2025.
−Removed: The outstanding principal and interest as of June 30, 2025 and December 31, 2024 approximates
+Added: The outstanding principal and interest as of September 30, 2025 and December 31, 2024 approximates
Approximately $ 959,000 of this note was reserved for as of December 31, 2024.
6 unchanged sentences
The BMIC loan contains an auto
−Removed: renewal period of three months, with a current maturity date of July 2025.
−Removed: As of June 30, 2025, and December 31, 2024, the outstanding
+Added: renewal period of three months, with a current maturity date of October 2025.
+Added: As of September 30, 2025, and December 31, 2024, the outstanding
principal and interest of approximately $ 464,000 and $ 463,000 , respectively, are included in Current portion of long-term debt –
2 unchanged sentences
borrowed the principal amount of $ 3,000,000 , with interest to be charged at a variable rate to be calculated at the maturity date.
−Removed: Wilson Loan matures on October 12, 2022 , and contains an auto renewal period of three months with a current maturity date of July 2025.
−Removed: As of March 31, 2025, and December 31, 2024, the outstanding principal and interest of approximately $ 145,000 and $ 145,000 , respectively,
−Removed: are included in Current portion of long-term debt – related party, net on the consolidated balance sheet.
+Added: Wilson Loan matures on October 12, 2022 , and contains an auto renewal period of three months with a current maturity date of October
+Added: As of September 30, 2025, and December 31, 2024, the outstanding principal and interest of approximately $ 145,000 and $ 145,000 ,
+Added: respectively, are included in Current portion of long-term debt – related party, net on the consolidated balance sheet.
February 6, 2025, as a bonus for compensation awarded to Heng Fai Holdings Limited (“HFHL”), a Hong Kong Company, which is
5 unchanged sentences
The issuance was approved by the board of directors on January 31, 2025.
+Added: In August of 2025, DSS
+Added: issued a $ 500,000 convertible promissory note to Alset, Inc.
+Added: (“holder”), bearing interest at Prime ( 7.25 % at September
+Added: The first 12 months’ interest is to be paid in shares of the Company;
+Added: thereafter, interest is prepaid annually in
+Added: cash or shares at the holder’s election.
+Added: The note is convertible at the holder’s option at a fixed $ 0.86 per share, is
+Added: payable on demand (or July 31, 2028 if not demanded), and may be redeemed by the Company on or after the first anniversary.
+Added: Company is required to reserve sufficient authorized shares and maintain the listing/quotation of its common stock.
+Added: 2020-06 and ASC 815-40, the debt host’s embedded conversion feature is indexed to the Company’s own stock and is
+Added: equity-classified;
+Added: accordingly, no embedded derivative is bifurcated and the instrument is accounted for as single-unit debt using
+Added: the effective interest method.
+Added: Interest is recognized in interest expense;
+Added: when settled in shares, a credit to APIC is recorded at
+Added: the fair value of shares on settlement, and any prepaid interest is recorded as a discount/prepaid and amortized to expense over the
+Added: related period.
+Added: The outstanding principal and interest, approximates $ 503,000
+Added: and is included in Current portion of long-term debt, net on the accompanying consolidated balance sheet at September 30, 2025.
+Added: is a related party and the Company’s largest shareholder.
Subsequent Events
−Removed: Company has evaluated all subsequent events and transactions through August 14, 2025 the date that the condensed consolidated
−Removed: financial statements were available to be issued and noted no subsequent events requiring financial statement recognition or
−Removed: disclosure other than noted below:
−Removed: On June 21, 2025, Impact BioMedical Inc.
−Removed: (“Impact”), Dr Ashleys
−Removed: Limited, a Cayman Islands exempted company limited by shares (“PubCo”), Dr Ashleys Nevada Sub, Inc., a Nevada corporation
−Removed: and wholly-owned subsidiary of PubCo (“Merger Sub”), Dr Ashleys Bio Labs Limited, a Cayman Islands exempted company limited
−Removed: by shares (“Dr Ashleys Cayman”), and Kanans Visvanats (a.k.a.
−Removed: Kannan Vishwanatth), a Latvian national, solely in his capacity
−Removed: as the sole shareholder of Dr Ashleys (“Dr Ashleys Shareholder”) entered into a Merger and Share Exchange Agreement (the “Merger
−Removed: Pursuant to the Merger Agreement and subject to the terms and conditions set forth therein, (i) Merger Sub shall be
−Removed: merged with and into Impact with Impact being the surviving entity (the “Merger”), and (ii) simultaneous with or immediately
−Removed: following the Merger, PubCo shall acquire all of the issued and outstanding ordinary shares of Dr Ashleys Cayman from the Dr Ashleys Shareholder
−Removed: (the “Share Exchange”).
−Removed: This transaction is expected to close during the fourth quarter of 2025.
+Added: Company has evaluated all subsequent events and transactions through November 14, 2025 the date that the condensed consolidated financial
+Added: statements were available to be issued and noted no subsequent events requiring financial statement recognition or disclosure other than
+Added: In October of 2025, AMRE
+Added: received notice from one if its tenants that it will not be continuing its lease at our Pittsburgh facility due to the
+Added: tenant’s inability to obtain certain medical practice licenses in the state of Pennsylvania.
+Added: As of September 30, 2025, the Company has recorded within other assets, a rent receivable of approximately $ 90,000
+Added: that has been past due for the tenant, while recorded the lease receivable of approximately $ 1,184,000 for the remaining term.
+Added: would continue to evaluate this circumstance, and determine whether a loss would be recognized at year end.
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.