Item 7. Management’s Discussion and Analysis
ITEM
7 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The
following discussion of our financial condition and results of operations should be read in conjunction with the financial statements
and related notes included in this Annual Report on Form 10-K. This discussion may contain forward-looking statements based upon current
expectations that involve risks and uncertainties including those discussed under Part I, Item 1A, “Risk Factors.” These
risks and uncertainties may cause actual results to differ materially from those discussed in the forward-looking statements.
Overview
We
deliver a comprehensive WiFi as a Service platform to make everyone’s connected home safe and supportive for life and work. We
believe the home router must go the way of the mobile phone. Today’s routers are simple, single-purpose devices that rarely receive
firmware updates and have underdeveloped management applications, making them the #1 target in residential cybersecurity attacks. It
can be so much more. The router must offer frequent security updates, helpful apps, extensive personalization options and a delightful
interface. That is what Minim delivers— not just the router or just an app, but WiFi as a Service. Technically, it’s composed
of an intelligent router managed by a smart operating system that leverages cloud computing and AI to analyze and optimize the smart
home, combined with intuitive applications to engage with it.
We
continually seek to improve our product designs and manufacturing approach to elevate product performance and reduce our costs. We pursue
a strategy of outsourcing rather than internally developing our hardware product chipsets, which are application-specific integrated
circuits that form the technology base for our modems. By outsourcing the chipset technology, we are able to concentrate our research
and development resources on modem system design, leverage the extensive research and development capabilities of our chipset suppliers,
and reduce our development time and associated costs and risks. As a result of this approach, we are able to quickly develop new products
while maintaining a relatively low level of research and development expense as a percentage of net sales. We also outsource aspects
of our manufacturing to contract manufacturers as a means of reducing our costs of production, and to provide us with greater flexibility
in our production capacity.
Generally,
our gross margin for a given product depends on a number of factors, including the type of customer to whom we are selling. The gross
margin for products sold to retailers tends to be higher than for some of our other customers; but the sales, support, returns, and overhead
costs associated with products sold to retailers also tend to be higher. Minim’s sales to certain countries are currently handled
by a single master distributor for each country that handles the support and marketing costs within the country. Gross margin for sales
to these master distributors tends to be low, since lower pricing to these distributors helps them to cover the support and marketing
costs for their country.
Our
cash and cash equivalents balance on December 31, 2022 was $530 thousand compared to $12.6 million on December 31, 2021. On December
31, 2022, we had $4.8 million of outstanding borrowings on our asset-based credit line with availability of $38 thousand and $1.0 million
outstanding on the Bridge Loan. Our working capital was $15.7 million as of December 31, 2022.
The
major changes in cash and cash equivalents during fiscal 2022 was a decrease of approximately $2.2 million in accounts receivables, a
decrease of $6.7 million in inventory, a decrease of $9.6 million in accounts payable, and a decrease of $839 thousand in accrued expenses.
In fiscal 2022, the Company also had a net loss of $15.5 million, which contributed to a decrease in cash and cash equivalents.
24
The Company’s ability to
maintain adequate levels of liquidity depends in part on our ability to sell inventory on hand, increasing SaaS sales, and collecting
related receivables. The Company will be required to refinance its debt in 2023 given the SVB Loan Agreement expires in January 2024.
In the first quarter of 2023, the Company has implemented cost reduction plans to align its cost structure to its sales and increase its
liquidity. The Company will continue to monitor its cost in relation to its sales and adjust its cost structure accordingly.
In
the years ended December 31, 2022 and 2021, we generated net sales of $50.6 million and $55.4 million, respectively.
COVID-19
Pandemic
The
COVID-19 pandemic continued to impact our supply chain operations due to restrictions, reduced capacity, and limited availability from
suppliers on whom we rely for sourcing components and materials and from third-party partners on whom we rely for manufacturing, warehousing,
and logistics services. In 2022, we experienced increases in costs of materials, components for our products, and freight costs. Beginning
in the third quarter of 2022, we began seeing reduction in transportation costs and transport availability. We will not realize the gross
margin benefits from the transportation cost reductions until mid-2023 as we continue to work through inventory obtained when freight
costs were elevated. If disruptions in our supply chain operations or any increases to costs associated with supply chain operations
brought on by COVID-19 occur again, we could experience a negative impact on our revenue and operating margin performance.
Although
demand for our products has increased relative to pre-pandemic levels as consumers and businesses seek flexible networking solutions
for their day-to-day needs, customers’ purchasing decisions over the long-term may be impacted by the pandemic and its impact on
the economy, which could in turn impact our revenue and results of operations.
Recent
Accounting Standards
Please
refer to Note 2 of the Notes to the Consolidated Financial Statements, which is incorporated herein by reference.
Critical
Accounting Policies and Estimates
Following
is a discussion of what we view as our more significant accounting policies and estimates. As described below, management judgments and
estimates must be made and used in connection with the preparation of our consolidated financial statements. We have identified areas
where material differences could result in the amount and timing of our net sales, costs, and expenses for any period if we had made
different judgments or used different estimates.
Revenue
Recognition. We primarily sell hardware products to computer peripherals retailers, computer product distributors, OEMs, and direct
to consumers and other channel partners via the Internet. The hardware products include cable modems and gateways, mobile broadband modems,
wireless routers, MoCA adapters and mesh home networking devices. We also sell the Minim subscription service that enables and secures
a better connected home using the Minim AI-driven smart home WiFi management and security platform.
The
SaaS is offered over a defined contract period, generally one year. These services are available as an on-demand application over the
defined term. The agreements include service offerings, which deliver applications and technologies via cloud-based deployment models
that we develop functionality for, provide unspecified updates and enhancements for, and host, manage, provide upgrades and support for
the customers’ access by entering into solution agreements for a stated period. The monthly fees charged to the customers are based
on the number of subscribers utilizing the services each month, and the revenue recognized generally corresponds to the monthly billing
amounts as the services are delivered. Customers do not have the contractual right or ability to take possession of the hosted software.
We
consider each product and each service contract to be a distinct performance obligation. Revenue is recognized when a performance obligation
is satisfied, which occurs when control of the promised products or services is transferred to the customer in an amount that reflects
the consideration we expect to receive in exchange for those products or services. Revenue from product sales is recognized at a point
in time when management has determined that control has transferred to the customer, which is generally when legal title has transferred
to the customer. Revenue from SaaS contracts is recognized as the output of the service is transferred to the customer over time, typically
evenly over the contract term. Revenue is recognized net of allowances for returns and any taxes collected from customers, which are
subsequently remitted to governmental authorities.
Our
contracts with customers often include promises to transfer multiple products and services to a customer. Determining whether products
and services are considered distinct performance obligations that should be accounted for separately versus together may require significant
judgment. Judgment is also required to determine the stand-alone selling price (“SSP”) for each distinct performance obligation.
We use an observable price to estimate SSP for items that are sold separately. In instances where SSP is not directly observable, such
as when we do not sell the product or service separately, we determine the SSP using information that may include market conditions and
other observable inputs.
25
Product
Returns . Products are returned by retail stores and distributors for inventory balancing and warranty repair or replacements. Analyses
of actual returned product are compared to analyses of the product return estimates. We have concluded that the current process of estimating
the return reserve represents a fair measure with which to adjust revenue. Returned goods are variable and under ASC Topic 606, Revenue
from Contracts with Customers, are estimated and recognized as a reduction of revenue as performance obligations are satisfied (e.g.,
upon shipment of goods). Under ASC Topic 606, the Company monitors pending authorized returns of goods and, if deemed appropriate, record
the right of return asset accordingly.
Inventory
Valuation and Cost of Goods Sold. Inventory is valued at the lower of cost, determined by the first-in, first-out method, or its
net realizable value. We review inventories for obsolete and slow-moving products and make provisions based on our estimate of the probability
that the material will not be consumed or that it will be sold below cost. Additionally, material product certification costs on new
products are capitalized and amortized over the expected period of value of the respective products.
Valuation
of Deferred Tax Assets. We estimate our income tax expense and deferred income tax position. This process involves the estimation
of our actual current tax exposure together with assessing temporary differences resulting from differing treatment of items for tax
and accounting purposes. These differences result in deferred tax assets and liabilities, which are included in our balance sheet. We
then assess the likelihood that our deferred tax assets will be recovered from future taxable income. To the extent we believe that recovery
is not likely, we establish a valuation allowance. Changes in the valuation allowance are reflected in the statement of operations.
Significant
management judgment is required in determining our provision for income taxes and any valuation allowances. We have recorded a 100% valuation
allowance against our deferred income tax assets. It is management’s estimate that, after considering all available objective evidence,
historical and prospective, with greater weight given to historical evidence, it is more likely than not that these assets will not be
realized. If we establish a record of continuing profitability, at some point we will be required to reduce the valuation allowance and
recognize an equal income tax benefit which will increase net income in that period.
Results
of Operations
The
following table sets forth certain financial data derived from our consolidated statements of operations for the years ended December
31, 2022 and 2021 presented in absolute dollars and as a percentage of net sales, with dollars and percentage change year over year.
Years
ended December 31,
Change
2022
2021
$
%
Net
sales
$ 50,622,143
100 %
$ 55,422,526
100.0 %
$ (4,800,383 )
(8.7 )
Cost
of goods sold
38,695,605
76.4
36,504,874
65.9
(2,190,731 )
(6.0 )
Gross
profit
11,926,538
23.6
18,917,652
34.1
(6,991,114 )
(37.0 )
Operating
expenses:
Selling
and marketing
15,022,638
29.7
13,747,959
24.8
1,274,679
9.3
General
and administrative
6,124,034
12.1
4,889,702
8.8
1,234,332
25.2
Research
and development
5,824,906
11.5
6,164,362
11.1
(339,456 )
(5.5 )
Sale
of Trademark, net
–
–
(3,955,626 )
(7.1 )
3,955,626
100
Total
operating expenses
26,971,578
53.3
20,846,397
37.6
6,125,181
29.4
Operating
loss
(15,045,040 )
(29.7 )
(1,928,745 )
(3.5 )
(13,116,295)
(680.0 )
Total
other income (expense)
(391,856 )
(0.8 )
(206,149 )
(0.4 )
(185,707 )
90.1
Loss
before income taxes
(15,436,896 )
(30.5 )
(2,134,894 )
(3.9 )
(13,302,002)
(623.1 )
Income
tax provision
112,348
0.2
63,773
0.1
48,575
76.2
Net
loss
$ (15,549,244 )
(30.7 )%
$ (2,198,667 )
(4.0.
)%
$ (13,350,577 )
(607.2 )%
26
Comparison
of Fiscal Years 2022 and 2021
The
following table sets forth our revenues by product and the changes in revenues for fiscal year ended December 31, 2022, as compared to
fiscal year ended December 31, 2021:
Years ended December 31,
2022
2021
Change $
Change %
Cable Modems & gateways
$ 48,433,757
$ 53,751,499
$ (5,317,742 )
(9.9 )%
Other networking products
1,276,849
1,145,670
131,179
11.5
Software as a Service
911,537
525,357
386,180
73.5
Total
$ 50,622,143
$ 55,422,526
$ (4,800,383 )
(8.7 )%
Net
Sales
Our
total net sales decreased year-over-year by $4.8 million or 8.7%. The decline in net sales is directly attributable to decreased sales
of Motorola branded cable modems and gateways, including intelligent networking products that include the Minim SaaS offering. In both
2022 and 2021, we primarily generated our sales by selling cable modems and gateways. Sales related to SaaS offerings were $912 thousand
and $525 thousand in the years ended December 31, 2022 and 2021, respectively. The increase in other networking products of $131 thousand
in 2022 compared to 2021 is primarily due to a reduction in MoCA products and a refocus on new products introductions.
Cost
of Goods Sold and Gross Margin
Cost
of goods sold consists primarily of the following: the cost of finished products from our third-party manufacturers; overhead costs,
including purchasing, product planning, inventory control, warehousing and distribution logistics; third-party software licensing fees;
inbound freight; import duties/tariffs; warranty costs associated with returned goods; write-downs for excess and obsolete inventory;
amortization of certain acquired intangibles and software development costs; and costs attributable to the provision of service offerings.
The
decrease in gross profit was attributable to sales decline of Motorola branded cable modems and gateways, an inventory reserve on a single
product, and increased freight and component costs. We outsource our manufacturing, warehousing, and distribution logistics. We believe
this outsourcing strategy allows us to better manage our product costs and gross margin. Our gross margin can be affected by a number
of factors, including fluctuation in foreign exchange rates, sales returns, changes in average selling prices, end-user customer rebates
and other channel sales incentives, changes in our cost of goods sold due to fluctuations and increases in prices paid for components,
overhead costs, inbound freight and duty/tariffs, conversion costs, and charges for excess or obsolete inventory.
27
The
following table presents net sales, cost of goods sold, and gross margin, for the periods indicated:
Years ended December 31,
2022
2021
$ Change
% Change
Net sales
$ 50,622,143
$ 55,422,526
$ (4,800,383 )
(8.7 )%
Cost of goods sold
$
38,695,605
$ 36,504,874
$ 2,190,731
(6.0
)%
Gross margin
23.6 %
34.1 %
Gross
profit and gross margin decreased in fiscal 2022 compared to the prior fiscal year, primarily due to the decline in net sales and an
inventory reserve on a single product of approximately $1.9 million.
We
expect fiscal 2023 gross margins to increase. In 2023, we do not anticipate significant inventory reserves. In 2022, we experienced meaningful
increases in costs of freight, materials, and components for our products. Although freight and certain component costs have reduced
beginning in the third quarter of 2022, we will not realize improvements to margins until mid-2023 as we continue to work through inventory
obtained when freight and component costs were elevated. We may continue to experience disruptions from the pandemic, with manufacturing
partners being affected by factory uptime and scarcity of materials and components. These disruptions could increase the length of time
taken between order to production and transportation of inventory. If such disruptions become widespread, they could significantly affect
our ability to fulfill the demand for our products. Forecasting gross margin percentages is difficult, and there are several risks related
to our ability to maintain or improve our current gross margin levels. Our cost of goods sold as a percentage of net sales can vary significantly
based upon factors such as: uncertainties surrounding revenue volumes, including future pricing and/or potential discounts as a result
of the economy, competition, the timing of sales, and related production level variances; import customs duties and imposed tariffs;
changes in technology; changes in product mix; expenses associated with writing off excessive or obsolete inventory; fluctuations in
freight costs; manufacturing and purchase price variances; and changes in prices on commodity components.
Selling
and Marketing
Selling
and marketing expenses consist primarily of advertising, trade shows, corporate communications and other marketing expenses, product
marketing expenses, outbound freight costs, personnel expenses for sales and marketing staff, technical support expenses, and facility
allocations. The following table presents sales and marketing expenses, for the periods indicated:
Years ended December 31,
2022
2021
$ Change
% Change
Selling and marketing
$ 15,022,638
$ 13,747,959
$ 1,274,679
9.3 %
Sales
and marketing expenses increased in fiscal 2022, as compared to the prior year, primarily due to an increase in marketing program campaigns
of $1.0 million and Motorola royalty fees of $0.3 million.
We
expect our selling and marketing expenses as a percentage of net sales in fiscal 2023 to decrease compared to fiscal 2022 levels. Expenses
may fluctuate depending on sales levels achieved as certain expenses, such as commissions, are determined based upon the net sales achieved.
Forecasting selling and marketing expenses is highly dependent on expected net sales levels and could vary significantly depending on
actual net sales achieved in any given quarter. Marketing expenses may also fluctuate depending upon the timing, extent and nature of
marketing programs.
General
and Administrative
General
and administrative expenses consist of salaries and related expenses for executives, finance and accounting, human resources, information
technology, professional fees, including legal costs associated with defending claims against us, allowance for doubtful accounts, facility
allocations, and other general corporate expenses. The following table presents general and administrative expenses, for the periods
indicated:
Years ended December 31,
2022
2021
$ Change
% Change
General and administrative
$ 6,124,034
$ 4,889,702
$ 1,234,332
25.2 %
28
General
and administrative expenses increased $1.2 million primarily due to an increase of $1.2 million in personnel costs, including $0.2 million
in severance costs and $0.3 million in stock compensation expense, and $0.6 million in software licenses, partially offset by a decrease
of $0.5 million in professional services fees.
Future
general and administrative expense increases or decreases in absolute dollars are difficult to predict due to the lack of visibility
of certain costs, including legal costs associated with defending claims against us, and other factors.
Research
and Development
Research
and development expenses consist primarily of personnel expenses, payments to suppliers for design services, safety and regulatory testing,
product certification expenditures to qualify our products for sale into specific markets, prototypes, IT, and other consulting fees.
Research and development expenses are recognized as they are incurred. Our research and development organization is focused on enhancing
our ability to introduce innovative and easy-to-use products and services. The following table presents research and development expenses,
for the periods indicated:
Years ended December 31,
2022
2021
$ Change
% Change
Research and development
$ 5,824,906
$ 6,164,362
$ (339,456 )
(5.5 )%
The
decrease of $339 thousand was primarily due to certification costs of $0.4 million, offset by $0.1 million in software licenses.
We
believe that innovation and technological leadership is critical to our future success, and we are committed to continuing a significant
level of research and development to develop new technologies, products and services. We continue to invest in research and development
to expand our hardware product offerings focused on premium WiFi 6E, WiFi 6, and software solutions. We expect research and development
expenses as a percentage of net sales in fiscal 2023 to be in line with or slightly below fiscal 2022 levels. Research and development
expenses may fluctuate depending on the timing and number of development activities and could vary significantly as a percentage of net
sales, depending on actual net sales achieved in any given year.
Trademark
sale. On August 12, 2021, the Company entered into an agreement with Zoom Video Communications, Inc. to sell all of the Company’s
right, title and interest in the ZOOM® trademark for cash consideration in the amount of $4.0 million, net of legal costs incurred
of $44 thousand. The Company did not have a carrying basis in the trademark that was subject to the agreement and recorded income of
approximately $4.0 million, which is recorded in income from continuing operations pursuant to ASC 360-10, Impairment or Disposal of
Long-Lived Assets.
Other
Income (Expense)
Years
ended December 31,
2022
2021
$
Change
%
Change
Other
income (expense)
$
(391,856
)
$
(206,149)
$
(185,707
)
(90.1)
Other
income (expense), net was an expense of $392 thousand in fiscal 2022 and expense of $206 thousand in fiscal 2021, primarily due to increased
borrowing interest rates related to the SVB Loan Agreement.
Income
Tax Expense (Benefit). We recorded minimum state income tax for a few states and tax related to our operations in Mexico, which was
$112 thousand and $64 thousand in fiscal 2022 and fiscal 2021, respectively.
Years ended December 31,
2022
2021
$ Change
% Change
Income taxes
$ 112,348
$ 63,773
$ 48,575
76.2 %
Liquidity
and Capital Resources
Our
principal sources of liquidity are cash and cash equivalents, sales of inventory, borrowing under our line-of credit and a bridge loan
at December 31, 2022. As of December 31, 2022, we had cash and cash equivalents of $530 thousand and $500 thousand in restricted cash
as compared to $12.6 million in cash and cash equivalents and $500 thousand in restricted cash on December 31, 2021. On December 31,
2022, we had $4.8 million of borrowings outstanding and $38 thousand available on our $10.0 million SVB line-of-credit and working capital
of $15.7 million. We have funded our operations and investing activities primarily through borrowings on our line of credit, the sale
of assets and the sale of our common stock.
Our
historical cash outflows have primarily been associated with: (1) cash used for operating activities such as the purchase and growth
of inventory, expansion of our sales and marketing and research and development and other working capital needs; (2) capital expenditures related to the
acquisition of equipment; and (4) cash used to repay our debt obligations and related interest expense. Fluctuations in our working capital
due to timing differences of our cash receipts and cash disbursements also impact our cash inflows and outflows.
Our
consolidated financial statements as of December 31, 2022 were prepared under the assumption that we will continue as a going concern.
The going concern assumption contemplates the realization of assets and satisfaction of liabilities in the normal course of business.
However, substantial doubt exists about our ability to continue as a going concern, and we will require additional liquidity to
continue operations beyond the next 12 months.
Our consolidated
financial statements as of December 31, 2022, do not include any adjustments to the carrying amounts and classification of
assets, liabilities, and reported expenses that may be necessary if we were unable to continue as a going concern. If we are unable to
continue as a going concern, we may have to liquidate our assets and may receive less than the value at which those assets are carried
on our financial statements, and it is likely that investors will lose all or part of their investment.
29
Cash
Flows
The
following table presents our cash flows for the periods presented:
Years ended December 31,
2022
2021
Cash used in operating activities
$ (12,170,073 )
$ (14,272,267 )
Cash used in investing activities
(695,017 )
(681,828 )
Cash provided by financing activities
824,755
26,452,783
Net (decrease) increase in cash and cash equivalents
$ (12,040,335 )
$ 11,498,688
Cash
Flows from Operating Activities.
Cash
used in operating activities of $12.2 million for 2022 reflected our net loss of $15.5 million, adjusted for non-cash expenses, consisting
primarily of $0.8 million of depreciation and amortization, $1.2 million of stock-based compensation expense, and a $0.1 million write-off
of goodwill and intangible assets. Uses of cash included a reduction in accounts payable of $9.6 million and a decrease in accrued expenses
$0.8 million. Sources of cash included a decrease of accounts receivable of $2.2 million, a decrease in inventory of $6.7 million, and
increase in deferred revenue of $671 thousand.
Cash
used in operating activities of $14.3 million for 2021 reflected our net loss of $2.2 million, adjusted for non-cash expenses, consisting
primarily of $1.0 million of depreciation and amortization and $1.0 million of stock-based compensation expense. Uses of cash include
an increase in inventories ($18.0 million) and a decrease in accrued expenses ($2.3 million). Sources of cash included a decrease of
accounts receivable of $4.3 million and increases in accounts payable of $862 thousand and deferred revenue of $662 thousand.
Cash
Flows from Investing Activities.
In
2022, $277 thousand was used to purchase equipment and $418 thousand was used for certification costs.
In
2021, $593 thousand was used to purchase equipment and $89 thousand was used for certification costs.
Cash
Flows from Financing Activities. Cash provided by financing activities in 2022 consisted of proceeds from a bridge loan of $1
million, proceeds from stock option exercises of $0.2 million. Uses of cash in 2022 included $0.4 million in borrowing reductions under
our SVB line-of-credit.
Cash
provided by financing activities in 2021 consisted of a source of cash of $22.7 million from a public offering, $5.2 million from borrowings
under our SVB line-of-credit, and $1.2 million in proceeds from the exercises of common stock options. Uses of cash include the repayment
of the Rosenthal & Rosenthal, Inc. line-of-credit of $2.4 million.
Future
Liquidity Needs
Our
primary short-term needs for capital, which are subject to change, include expenditures related to:
●
the
acquisition of equipment and other fixed assets for use in our current and future manufacturing and research and development facilities;
●
upgrades
to our information technology infrastructure to enhance our capabilities and improve overall productivity;
●
support
of our commercialization efforts related to our current and future products, including expansion of our direct sales force and field
support resources;
●
the
continued advancement of research and development activities.
In addition,
we will need to refinance the SVB Loan Agreement and the Bridge Loan by January 2024, which is when the respective agreements terminate.
Our
capital expenditures are largely discretionary and within our control. We expect that our product sales and the resulting operating loss
as well as the status of each of our product development programs, will significantly impact our cash management decisions.
At
December 31, 2022, we believe our current cash and cash equivalents may not be sufficient to fund working capital requirements, capital
expenditures and operations during the next twelve months. Our ability to continue as a going concern will depend on our ability to obtain
additional equity or debt financing, attain further operating efficiencies, reduce or contain expenditures and increase revenue s.
Based on these factors, management determined that there is substantial doubt regarding our ability to continue as a going concern. In the first quarter of 2023, the Company has implemented cost reduction plans to align
its cost structure to its sales and increase its liquidity. The Company will continue to monitor its costs in relation to its sales and
adjust its cost structure accordingly.
Our
future liquidity and capital requirements will be influenced by numerous factors, including the extent and duration of any future operating
losses, the level and timing of future sales and expenditures, the results and scope of ongoing research and product development programs,
working capital required to support our sales growth, funds required to service our debt, the receipt of and time required to obtain
regulatory clearances and approvals, our sales and marketing programs, our need for infrastructure to support our sales growth, the continuing
acceptance of our products in the marketplace, competing technologies and changes in the market and regulatory environment.
30
Our
ability to fund our longer-term cash needs is subject to various risks, many of which are beyond our control—See “Risk Factors—We
may require significant additional capital to pursue our growth strategy, and our failure to raise capital when needed could prevent
us from executing our growth strategy.” Should we require additional funding, such as additional capital investments, we may need
to raise the required additional funds through bank borrowings or public or private sales of debt or equity securities. We cannot assure
that such funding will be available in needed quantities or on terms favorable to us, if at all.
At
December 31, 2022, we have Federal and state net operating loss carry forwards of approximately $60.6 million and $29.8 million, respectively,
available to reduce future taxable income. A valuation allowance has been established for the full amount of deferred income tax assets
as management has concluded that it is more-likely than-not that the benefits from such assets will not be realized.
Contractual
Obligations
For
a description of our operating leases, refer to Note 8 and for a description of our bank credit line and bridge loan agreement, license
agreement and purchase commitments, refer to Note 9 in the Notes to the Consolidated Financial Statements in Part II, Item 8 of this
Annual Report on Form 10-K.
Off-Balance
Sheet Arrangements
In
2006, the Company entered into a maquiladora agreement with North American Production Sharing, Inc. (“NAPS”). This agreement
provides that NAPS provide certain personnel and other services for a production facility in Mexico on our behalf. Although the maquiladora
agreement expired on September 25, 2019, the agreement automatically renews annually unless otherwise cancelled per provisions in the
agreement. Any related assets, liabilities, or expenses are reported in the accompanying financial statements. Additionally, the Company
is obligated to pay future minimum required royalty payments associated with certain licensing agreements which are not included in our
consolidated balance sheet.
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