What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2025-08-13 compared with 2025-05-15 · 132 added, 129 removed, 78 unchanged (77% of the section changed)

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations, as well as information contained in “Risk Factors” in Part II, Item 1A and elsewhere in this Quarterly Report on Form 10-Q, contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

We intend that these forward-looking statements be subject to the safe harbor created by those provisions.

Forward-looking statements are generally written in the future tense and/or are preceded by words such as “will,” “may,” “should,” “forecast,” “could,” “expect,” “suggest,” “believe,” “anticipate,” “intend,” “plan,” “future,” “potential,” “target,” “seek,” “continue,” “if” or other similar words.

Forward-looking statements include statements regarding our strategies as well as (1) our ability to predict revenue and reduce costs related to our products or service offerings, (2) our ability to effectively manage our sales channel inventory and product mix to reduce excess inventory and lost sales, (3) our ability to forecast product sales volumes and accordingly manufacture and manage inventory, (4) our ability to generate sales of Motorola brand products sufficient to make that portion of our business profitable, and retain the Motorola brand license for the Motorola brand product we produce, (5) fluctuations in the level or quality of inventory, (6) the sufficiency of our capital resources and the availability of debt and equity financing, (7) the continuing impact of uncertain global economic conditions on the demand for our products, (8) our ability to maintain and scale adequate and secure software platform infrastructure, (9) the impact of competition on demand for our products and services and (10) our competitive position.

The following discussion should be read in conjunction with the attached Unaudited Condensed Consolidated Financial Statements and notes thereto, and with our audited consolidated financial statements and notes thereto for the fiscal year ended December 31, 2024, found in our Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on April 10, 2025.

Although we believe that the assumptions underlying the forward-looking statements contained in this Quarterly Report are reasonable, any of the assumptions could be inaccurate, and therefore there can be no assurance that such statements will be accurate.

The risks, uncertainties and assumptions referred to above, that could cause our results to differ materially from the results expressed or implied by such forward-looking statements include, but are not limited to, those discussed under the heading “Risk Factors” in Part II, Item 1A hereto and the risks, uncertainties and assumptions discussed from time to time in our other public filings and public announcements.

All forward-looking statements included in this document are based on information available to us as of the date hereof.

In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by us or any other person that the results or conditions described in such statements or our objectives and plans will be achieved.

Furthermore, past performance in operations and share price is not necessarily indicative of future performance.

We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise that may arise after the date of this Quarterly Report on Form 10-Q.

We historically delivered

comprehensive WiFi/Software as a Service platform to make everyone’s connected home safe and supportive for life and work.

continue to grow and expand our Software as a Service (“SaaS”) operations as a digital service provider focused on

integrating artificial intelligence and data analytics into content creation and brand management.

Forward-Looking Statements

The following discussion of our financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.

This discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995, and involves numerous risks and uncertainties.

Forward-looking statements may include, among others, statements relating to our ability to predict revenue and reduce costs related to our products or service offerings, our ability to forecast product and services sales volumes, the sufficiency of our capital resources and the availability of debt and equity financing, the continuing impact of uncertain global economic conditions on the demand for our products and services, our ability to maintain and scale adequate and secure software platform infrastructure, the impact of competition on demand for our products and services, our competitive position, our future financial position and results of operations, and our ability to grow in new and existing markets.

Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts and generally contain words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “intends,” “plans,” “strives,” “goal,” “estimates,” “forecasts,” “projects” or “anticipates” and the negative of these terms or similar expressions.

Our forward-looking statements are subject to risks and uncertainties, which may cause actual results to differ materially from those projected or implied by the forward-looking statement, due to reasons including, but not limited to, competition;

the effectiveness of our strategies;

general economic conditions including any impact from inflation;

our ability to successfully implement our business strategy;

the success of our initiatives to increase sales;

changes in commodity, energy, labor and other costs;

our ability to attract and retain management and employees;

price and availability of commodities;

consumer confidence and spending patterns;

and weather conditions.

Forward-looking statements are based on current expectations and assumptions and currently available data and are neither predictions nor guarantees of future events or performance.

You should not place undue reliance on forward-looking statements, which speak only as of the date hereof.

See “Risk Factors” and “Special Note Regarding Forward-Looking Statements” included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, for a discussion of factors that could cause our actual results to differ from those expressed or implied by forward-looking statements.

We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

We historically delivered comprehensive WiFi/Software as a Service platform to make everyone’s connected home safe and supportive for life and work.

We continue to grow and expand our Software as a Service (“SaaS”) operations as a digital service provider focused on integrating artificial intelligence and data analytics into content creation and brand management.

As part of our ongoing strategic initiatives, we are actively planning to develop and integrate blockchain technology into our operations in the future.

This advancement is aimed at enhancing the security, transparency, and efficiency of our services and systems.

In line with our growth strategy, we are also targeting potential acquisitions in key sectors such as artificial intelligence (AI), hardware, and the Internet of Things (IoT).

These acquisitions will enable us to strengthen our technological capabilities and expand our market presence.

Additionally, we are exploring entry into the Multi-Channel Network (MCN) business.

Our goal is to serve as a bridge between influencers and the global market, facilitating valuable connections and expanding our reach in this rapidly evolving digital space.

These strategic initiatives reflect our commitment to innovation and expansion, positioning us for long-term growth and success in emerging industries.

Recent Developments

On June 30, 2025, FiEE (HK) Limited entered into an Asset Purchase Agreement with Hongyan Sun, Lin Lin, and Suzhou Yixuntong Network Technology Co., Ltd.

(“Suzhou Yixuntong”), to acquire certain fixed assets and intellectual property, including patents and copyrights, of Suzhou Yixuntong.

The total purchase price for the transaction was $1.4 million, which was partially paid as part of a simultaneous signing and closing transaction, completed on the same day.

This transaction is expected to enhance the Company’s portfolio of intellectual property and fixed assets, aligning with its strategic goals.

Key Factors Affecting Our Performance

Generally, our gross margin for a given product depends on a number of factors, including the type of customer to whom we were selling.

The gross margin for products sold to retailers tended 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 tended to be higher.

Our cash and cash equivalents balance on March 31, 2025 was $9 thousand compared to $30 thousand on December 31, 2024.

On March 31, 2025, we had no outstanding borrowings and working capital of negative $743 thousand.

The Company’s ability to maintain adequate levels of liquidity depends in part on our ability to generate cash from operations and its ability to raise additional funds through equity or debt financing.

The Company is evaluating options related to its liquidity.

The Company will continue to monitor its costs in relation to its sales and adjust its cost structure accordingly.

The Company continues to experience losses, which in part is due to declining revenues.

In the three months ended March 31, 2025 and 2024, we generated net sales of $125 and $640 thousand, respectively.

Our most recent Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on April 10, 2025, provides additional information about our business and operations.

Recent Accounting Standards

See Note 2 Summary of Significant Accounting Policies, in Notes to Unaudited Consolidated Financial Statements in Item 1 of Part 1 of this Report on 10-Q, for a full description of recent accounting standards, including the expected dates of adoption and estimated effects on the financial condition and results of operations, which are hereby incorporated by reference.

Critical Accounting Policies and Estimates

Our consolidated financial statements are prepared in accordance with U.S.

These accounting principles require us to make certain estimates and judgments that can affect the reported amounts of assets and liabilities as of the date of the financial statements, as well as the reported amounts of revenue and expenses during the periods presented.

Management bases its estimates, assumptions and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances.

To the extent there are material differences between these estimates and actual results, our financial statements may be affected.

Our management evaluates its estimates, assumptions and judgments on an ongoing basis.

Our critical accounting policies and estimates, which are revenue recognition, product returns, inventory valuation and costs of goods sold, warrants, valuation of deferred tax assets are described under “Critical Accounting Policies and Estimates” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2024.

For the three months ended March 31, 2025, there have been no significant changes in our critical accounting policies and estimates.

The gross margin for products sold to retailers is generally higher than for some of our other customers;

however, the cost of sales, support, returns, and other overhead costs associated with our products sold to retailers is generally higher than for some of our other customers.

Our future growth is largely dependent on our ability to acquire new customers, which is crucial for expanding our SaaS operations.

This will rely on the effectiveness of our marketing and sales efforts to reach teams and organizations across diverse industries.

The success of our growth strategy, as well as our future prospects, hinges on our ability to attract and retain new customers.

While we see a substantial market opportunity in the MCN business, continued investment in sales and marketing, research and development, and customer support will be essential to further grow our international customer base.

In order to sustain and expand our existing customer base, we prioritize ensuring that our customers continue to derive value from our SaaS offerings.

By building long-term, meaningful relationships, we aim to help customers leverage our services to establish stronger connections in the global marketplace.

As they increasingly recognize the value we provide, we expect them to expand their usage and upgrade their service plans, driving revenue growth within our current customer base.

This approach underpins our strategy to enhance both customer retention and revenue growth over time.

Results of Operations

The following table sets forth certain financial data derived from our condensed consolidated statements of operations for the three months ended March 31, 2025 and 2024, presented in absolute dollars and as a percentage of net sales, with dollars and percentage change period over period:

Three Months Ended

Cost of goods sold

The Company continues to experience losses, which in part is due to costs related to our new SaaS operating platform launched in Q1 2025.

In the three and six months ended June 30, 2025 and 2024, we generated net sales of $45 thousand and $0, respectively, and $45 thousand and $640 thousand, respectively.

The following table sets forth certain financial data derived from our condensed consolidated statements of operations for the three and six months ended June 30, 2025 and 2024, presented in absolute dollars and as a percentage of net sales, with dollars and percentage change period over period:

and marketing

and administrative

and development

liability forgiveness, net of asset transfers

operating expenses

Selling and marketing

General and administrative

Research and development

Vendor liability forgiveness, net of asset transfers

Total operating expenses

Operating loss

Total other expense

Loss before income taxes

Income tax benefit

(299,128.0 )%

$ (3,258,955 )

Comparison of the three months ended March 31, 2025 to the three months ended March 31, 2024

The following table sets forth our revenues by product and the changes in revenues for the three months ended March 31, 2025, as compared to the three months ended March 31, 2024:

other expense

before income taxes

Comparison of the three and six months ended June 30, 2025 to the three and six months ended June 30, 2024

The following table sets forth our revenues by product and the changes in revenues for the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024:

Three Months Ended

Six Months Ended

Cable modems & gateways

Other networking products

The majority of the Company’s revenues by geographic area are earned in North America for the three months ended March 31, 2024.

For the three months ended March 31, 2025, the Company recognized revenue under a service agreement executed in March 2025, which governs content creation, account operations, and commercial monetization services.

Our total net sales

decreased year-over-year by $640 thousand or 100%.

The decrease in net sales primarily reflects the Company’s strategic

transition from legacy hardware operations to software-as-a-service (SaaS) solutions, with new business focus on

integrating artificial intelligence and big data into content creation and brand management.

Notably, during March 2025, the new business successfully secured its first customer orders and generated initial sales,

marking a critical milestone in the strategic pivot.

Our target clients are individuals or entities seeking to grow their online

presence as influencers or content creators.

As of April 30, 2025, the Company has onboarded 39 customers, corresponding to

prepaid service fees totaling $203 thousand, which underscore the early traction of our SaaS offerings.

Subsequent to March 31, 2025,

incremental customer acquisitions and advanced payments further validate the scalability of the SaaS platform.

Cost of Goods Sold and Gross Margin

Cost of goods sold consisted

primarily of the following:

Other network products

SaaS – MCN digital services

The majority of the Company’s revenues by geographic area are earned in North America for the three and six months ended June 30, 2024.

For the three and six months ended June 30, 2025, the Company recognized revenue under a service agreement executed in March 2025, which governs content creation, account operations, and commercial monetization services.

Our net sales increased by $45 thousand for the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

The increase in net sales primarily reflects the Company’s strategic transition from legacy hardware operations to software-as-a-service (SaaS) solutions, with a new business focus on integrating artificial intelligence and big data into content creation and brand management.

Notably, during March 2025, the new Company successfully secured its first customer orders and generated initial sales, marking a critical milestone in the strategic pivot.

Our target clients are individuals or entities seeking to grow their online presence as influencers or content creators.

As of June 30, 2025, the Company onboarded 245 customers, corresponding to prepaid service fees totaling $1.5 million, which underscore the early traction of the Company’s SaaS offerings.

Cost of Sales, Gross Margin and Gross Profit (Loss)

Cost of sales consisted primarily of the following:

the cost of direct labor;

the cost of finished products from our third-party manufacturers;

costs, including purchasing, product planning, inventory control, warehousing and distribution logistics;

third-party software

licensing fees;

overhead costs, including purchasing, product planning, inventory control, warehousing and distribution logistics;

third-party software licensing fees;

inbound freight;

1 unchanged sentence

warranty costs associated with returned goods;

write-downs for excess and

obsolete inventory;

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 less sales, largely resulting from the Motorola license termination.

Our gross margin can be affected by a

number of factors, including fluctuation in labor cost, 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

and costs attributable to the provision of service offerings.

The increase in gross profit was attributable to less sales in 2024, largely resulting from the termination of the Motorola license.

Our gross margin can be affected by a number of factors, including fluctuation in labor cost, 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.

The following table presents net sales and gross margin, for the periods indicated:

Three Months Ended March 31,

Gross profit decreased in the three months ended March 31, 2025, compared to the three months ended in the prior fiscal year period, primarily due to insufficient sales levels necessary to cover fixed costs and certain variable costs.

The gross margin of Q1 2025 is not representative of future trends, as the new business was in its initial launch phase during this period, incurring elevated upfront costs associated with market entry, product deployment, and operational ramp-up.

Three Months Ended

Six Months Ended

Gross profit decreased in the six month ended June 30, 2025, compared to the six months ended in the prior fiscal year period, primarily due to insufficient sales levels necessary to cover fixed costs and certain variable costs.

The gross margin for the three and six months ended June 30, 2025 is not representative of future trends, as the new business was in its initial launch phase during this period, incurring elevated upfront costs associated with market entry, product deployment, and operational ramp-up.

Forecasting gross margin percentages is difficult, and there are several risks related to our ability to maintain or improve our current gross margin levels.

5 unchanged sentences

The following table presents sales and marketing expenses, for the periods indicated:

Three Months ended March 31,

Three Months Ended

Six Months Ended

Selling and marketing

Selling and marketing expenses decreased in the three months ended March 31, 2025, as compared to the three months ended March 31, 2024, primarily due to reductions in sales support costs of $21 thousand.

For the remainder of the fiscal year 2025, we expect our selling and marketing expenses may fluctuate depending on sales levels achieved as certain expenses, such as commissions, and are determined based upon the net sales achieved.

Forecasting both 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.

Selling and marketing expenses decreased by $28 thousand and $49 thousand in the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, primarily due to reductions in sales support costs in 2024 and lower operational scale during the initial phases of business development in 2025.

For the remainder of the fiscal year 2025, we expect our selling and marketing expenses to fluctuate depending on sales levels achieved as certain expenses, such as commissions, and 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.

2 unchanged sentences

The following table presents general and administrative expenses, for the periods indicated:

Three Months Ended March 31,

General and administrative

Three Months Ended

Six Months Ended

General and administrative

expenses decreased $678 thousand primarily due to the reallocation of our business operation from hardware - focus to software -

focus and cost reduction effort, which significantly reduced expenses associated with personnel, administrative support, and related

infrastructure.

General and administrative expenses increased by $37 thousand and decreased by $641 thousand in the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024, primarily due to the reallocation of our business operation from hardware - focus to software - focus and cost reduction effort in 2024, which significantly reduced expenses associated with personnel, administrative support, and related infrastructure.

Expenses from new SaaS business launched in Q1 2025 remained within projected budget for market-entry initiatives during its startup phase.

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.

4 unchanged sentences

The following table presents research and development expenses, for the periods indicated:

Three Months Ended March 31,

Three Months Ended

Six Months Ended

Research and development

The decrease of $42 thousand was primarily due to decreases in software subscriptions and support costs.

For Q1 2025, we entered into a collaboration with a new vendor to develop the “FiEE All-in-One Media Operations SaaS Platform”, which is designed to provide content creation, multi-platform publishing, data analytics, and collaboration tools for media teams and individual creators.

Research and development expenses decreased by $23 thousand and $66 thousand in the three and six months ended June 30, 2025, as compared to the three and six months ended June 30, 2024.

The R&D expense incurred in 2025 were primarily used for software subscriptions and support costs.

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.

In 2025, we entered into a collaboration with a new vendor to develop the “FiEE All-in-One Media Operations SaaS Platform”, which is designed to provide content creation, multi-platform publishing, data analytics, and collaboration tools for media teams and individual creators.

The total contract price is $300 thousand, as of June 30, 2025, payable under the contract is $90 thousand.

Development costs incurred for internal-use software are capitalized only during the application development stage.

Liquidity and Capital Resources

Our principal sources of liquidity are cash and cash equivalents.

As of March 31, 2025, we had cash and cash equivalents of $9 thousand as compared to $30 thousand on December 31, 2024.

On March 31, 2025, we had no borrowings outstanding and working capital of negative $743 thousand.

We have funded our operations and financing activities primarily through sale of preferred stock and common stock.

As of June 30, 2025, we had cash and cash equivalents of $4.5 million as compared to $30 thousand on December 31, 2024.

On June 30, 2025, we had no borrowings outstanding and working capital of $1.1 million.

We have funded our operations and financing activities primarily through sale of our preferred stock and common stock.

The Company is evaluating options related to its liquidity.

The Company will continue to monitor its costs in relation to its sales and adjust its cost structure accordingly.

Our historical cash outflows have primarily been associated with:

5 unchanged sentences

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 March 31, 2025, were prepared under the assumption that we will continue as a going concern.

Our consolidated financial statements as of June 30, 2025 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 March 31, 2025, 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.

Our consolidated financial statements as of June 30, 2025 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.

The following table presents our cash flows for the periods presented:

Three Months Ended

Cash (used in) operating activities

Six Months Ended

Cash provided by (used in) operating activities

Cash used in investing activities

Cash provided by financing activities

Cash provided by (used in) financing activities

Effect of foreign exchange rate changes on cash

Net increase (decrease) in cash and cash equivalents

Cash Flows from Operating Activities.

Cash used from operating activities of $371 thousand during the three months ended March 31, 2025 reflected our net loss of $374 thousand, adjusted for non-cash expenses, consisting primarily of $60 thousand in depreciation and amortization expense.

Uses of cash included a decrease in accounts payable of $43 thousand and other assets of $88 thousand.

Sources of cash included decrease of prepaid expenses and other current assets of $40 thousand.

Cash used from operating activities of $2.5 million during the three months ended March 31, 2024 reflected our net loss of $3.3 million, adjusted for non-cash expenses, consisting primarily of $426 thousand of stock-based compensation expense, $104 thousand in depreciation and amortization expense, and $2.4 million in vendor forgiveness, net of asset transfers.

Uses of cash included a decrease in accounts payable of $3.2 million and accrued expenses of $66 thousand.

Sources of cash included primarily a decrease of accounts receivable of $709 thousand, and inventories of $404 thousand.

Cash used from operating activities of $172 thousand during the six months ended June 30, 2025 reflected our net loss of $1 million, adjusted for non-cash expenses, consisting primarily of $91 thousand in depreciation and amortization expense.

Uses of cash included increase in other receivables of $520 thousand.

Sources of cash included an increase of contract liabilities of $1.5 million.

Cash used from operating activities of $2.9 million during the six months ended June 30, 2024 reflected our net loss of $3.7 million, adjusted for non-cash expenses, consisting primarily of $426 thousand of stock-based compensation expense, $238 thousand in depreciation and amortization expense, and $2.2 million in vendor forgiveness, net of asset transfers.

Uses of cash included a decrease in accounts payable of $3.1 million.

Sources of cash included primarily a decrease of accounts receivable of $731 thousand, inventories of $404 thousand, and accrued expenses of $16 thousand.

Cash Flows from Investing Activities.

During the three months ended March 31, 2025, the Company had no cash flows generated or used by investing activities.

During the three months ended March 31, 2024, the Company had no cash flows generated or used by investing activities.

During each of the six months ended June 30, 2025 and 2024, the Company had no cash flows generated or used by investing activities.

Cash Flows from Financing Activities.

Cash provided from financing activities during the three months ended March 31, 2025 consisted of proceeds from issuance of common stock of $350 thousand.

Cash provided from financing activities during the three months ended March 31, 2024 consisted of proceeds from issuance of preferred stock of $2.8 million.

Cash provided from financing activities during the six months ended June 30, 2025 consisted of proceeds from issuance of common stock of $4 million, net proceeds from the issuance of convertible note of $300 thousand.

Cash provided from financing activities during the six months ended June 30, 2024 consisted of proceeds from issuance of preferred stock of $2.8 million.

Future Liquidity Needs

Our primary short-term needs for capital, which are subject to change, include expenditures related to:

● upgrades to our information technology infrastructure to

enhance our capabilities and improve overall productivity;

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;

2 unchanged sentences

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 March 31, 2025, 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.

At June 30, 2025, 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 revenues.

4 unchanged sentences

We cannot guarantee that such funding will be available in needed quantities or on terms favorable to us, if at all.

At March 31, 2025, we have Federal net operating loss carry forwards of approximately $69.3 million available to reduce future taxable income.

At June 30, 2025, we have Federal net operating loss carry forwards of approximately $70 million 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 realize the benefits of our deferred tax assets.

As a result, as of March 31, 2025 and December 31, 2024, we recorded a full valuation allowance against our net deferred tax assets.

As a result, as of June 30, 2025 and December 31, 2024, we recorded a full valuation allowance against our net deferred tax assets.

To support the Company’s strategic transition to SaaS solutions and the scaling of its AI-driven platform, management anticipates requiring approximately $10 million in total funding over the next 3 years.

6 unchanged sentences

In consideration for Helena’s execution and delivery of the Helena Purchase Agreement, the Company shall issue or cause to be issued to Helenna, as a commitment fee, shares of Common Stock, having an aggregate value of $150,000, of which (i) $75,000 of such shares shall be issued on a date no later than three (3) Business Days from the Helena Purchase Agreement, and (ii) $75,000 of such shares shall be issued on the date which is ninety (90) days following such date.

On May 9, 2025, the Company also entered into,

and simultaneously closed the transactions under, a Securities Purchase Agreement with Cao Yu, whereby the Company sold 1,585,366 shares

of the Company’s Common Stock to Cao Yu, for an aggregate purchase price of $2,600,000.

On May 9, 2025, the Company also

entered into, and simultaneously closed the transactions under, a Securities Purchase Agreement with Hu Bin, whereby the Company sold

853,659 shares of Common Stock to Hu Bin, for an aggregate purchase price of $1,400,000.

On May 9, 2025, the Company also entered into, and simultaneously closed the transactions under, a Securities Purchase Agreement with Cao Yu, whereby the Company sold 1,585,366 shares of the Company’s Common Stock to Cao Yu, for an aggregate purchase price of $2,600,000.

On May 9, 2025, the Company also entered into, and simultaneously closed the transactions under, a Securities Purchase Agreement with Hu Bin, whereby the Company sold 853,659 shares of Common Stock to Hu Bin, for an aggregate purchase price of $1,400,000.

Commitments and Contractual Obligations

During the three months ended March 31, 2025, except as otherwise disclosed in this Form 10-Q, there were no material changes to our capital commitments and contractual obligations from those disclosed in our Form 10-K for the year ended December 31, 2024.

During the six months ended June 30, 2025, except as otherwise disclosed in this Form 10-Q, there were no material changes to our capital commitments and contractual obligations from those disclosed in our Form 10-K for the year ended December 31, 2024.

Off-Balance Sheet Arrangements

We did not have any material off-balance sheet arrangements as of March 31, 2025.

We did not have any material off-balance sheet arrangements as of June 30, 2025.

See Note 5 to the accompanying consolidated financial statements for additional disclosure.

Recent Accounting Standards

Critical Accounting Policies and Estimates

Our consolidated financial statements are prepared in accordance with U.S.

Management bases its estimates, assumptions and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances.

To the extent there are material differences between these estimates and actual results, our financial statements may be affected.

Our management evaluates its estimates, assumptions and judgments on an ongoing basis.

For the three and six months ended June 30, 2025, the Company’s critical accounting policies is revenue recognition, and no critical accounting estimates were identified.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis