4 unchanged sentences
Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.
−Removed: Under the supervision and with the participation of management, including our Chief Executive Officer and our Chief Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2021.
−Removed: Based upon their evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that, as of September 30, 2021, our disclosure controls and procedures were not effective because of the material weaknesses in our internal control over financial reporting described in Item 9A of Part II of our Annual Report on Form 10-K for the year ended December 31, 2020, which have not yet been remediated as of September 30, 2021.
−Removed: Material Weaknesses Remediation Plan and Status
−Removed: As previously described in Item 9A of our Annual Report on Form 10-K for the year ended December 31, 2020, we began implementing a remediation plan to address the material weaknesses identified in the fourth quarter of 2020, and our management continues to be actively engaged in the remediation efforts.
−Removed: The material weaknesses will not be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.
−Removed: As previously disclosed, in 2020, we began a multi-year implementation of a new ente rprise resource planning (“ERP”) system, which will replace our existing core financial systems, and which we expect will be completed in early 2022.
−Removed: Management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures, based upon which, management expects to focus its allocation of organizational resources to ensu re the successful implementation of the new ERP system, including as it relates to designing and implementing effective control activities.
−Removed: Conversely, management expects that additional efforts related to re-designing user access roles and permissions in the existing ERP system, which is expected to be decommissioned in early 2022, will be limited.
−Removed: Based on these considerations, and subject to management’s ongoing assessment, we do not expect that the previously reported material weaknesses related to ineffective user access controls will be considered remediated until we complete the implementation of our new ERP system.
−Removed: Furthermore, to remediate the previously identified material weaknesses, management will:
−Removed: (i) implement enhancements to company-wide risk assessment processes, (ii) enhance the Company's review and sign-off procedures for IT implementations, (iii) train responsible staff and supplement staff, (iv) supplement internal resources with third-party consultants, (v) enhance process and control documentation, and (vi) clearly identify and communicate individual employee responsibilities.
−Removed: We are also continuing to evaluate additional controls and procedures that may be required to remediate the previously identified material weaknesses.
+Added: Under the supervision and with the participation of management, including our Chief Executive Officer and our Chief Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures as of March 31, 2022.
+Added: Based upon their evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that, as of March 31, 2022, our disclosure controls and procedures were not effective because of the material weaknesses in our internal control over financial reporting described in Item 9A of Part II of our Annual Report on Form 10-K for the year ended December 31, 2021, which have not yet been remediated as of March 31, 2022.
+Added: Material Weaknesses Remediation Plan and Stat us
+Added: As previously described in Item 9A of our Annual Report on Form 10-K for the year ended December 31, 2021, we began implementing a remediation plan to address the material weaknesses identified in the prior year, and our management continues to be actively engaged in the remediation efforts.
+Added: To remediate the identified material weaknesses, we are continuing to take the following remediation actions:
+Added: • implement enhancements to company-wide risk assessment processes and to process and control documentation;
+Added: • enhance the Company's review and sign-off procedures for IT implementations;
+Added: • implement additional review procedures designed to enhance the control owner’s execution of control activities, including entity level controls, through the implementation of improved documentation standards evidencing execution of these controls, oversight, and training;
+Added: • improve control activities and procedures associated with certain accounting areas, including proper segregation of duties and assigning personnel with the appropriate experience as preparers and reviewers over analyses relating to such accounting areas;
+Added: • educate and train control owners regarding internal control processes to mitigate identified risks and maintain adequate documentation to evidence the effective design and operation of such processes;
+Added: • implement enhanced controls to monitor the effectiveness of the underlying business process controls that are dependent on the data and financial reports generated from the relevant information systems.
+Added: We are also continuing to evaluate additional controls and procedures that may be required to remediate the identified material weaknesses.
We cannot provide assurances that the previously reported material weaknesses will be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.
Changes in Internal Control Over Financial Reporting
−Removed: On August 31, 2021, we completed our merger with KushCo.
−Removed: See "Note 3 - Business Acquisitions" to the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Form 10-Q.
−Removed: We are in process of integrating KushCo into our system of internal control over financial reporting.
−Removed: As a result of these integration activities, certain processes, controls and procedures will be evaluated and may be revised.
−Removed: Under guidelines established by the SEC, companies are permitted to exclude acquisitions from their assessment of internal control over financial reporting during the first year of an acquisition while integrating the acquired company.
−Removed: In conducting our evaluation of the effectiveness of our internal control over financial reporting, we excluded KushCo from our evaluation for the quarterly period ended September 30, 2021.
−Removed: Also, as mentioned under " Material Weaknesses Remediation Plan and Status" , in 2020 we began a multi-year implementation of a new ERP system, which will replace our existing core financial systems.
+Added: In 2020 we began a multi-year implementation of a new ERP system, which will replace our existing core financial systems.
The ERP system is designed to accurately maintain the Company’s financial records, enhance the flow of financial information, improve data management and provide timely information to our management team.
−Removed: As the phased implementation of the new ERP system progresses, we expect to continue to change certain processes and procedures which, in turn, are expected to result in changes to our internal control over financial reporting.
+Added: We completed the implementation for certain subsidiaries during the the first quarter of 2022, which included changes to our processes, procedures and internal controls over financial reporting during the first quarter of 2022.
+Added: As the implementation of the new ERP system progresses for our other subsidiaries, we expect to continue to change certain processes and procedures which, in turn, are expected to result in changes to our internal control over financial reporting.
As such changes occur, we will evaluate quarterly whether such changes materially affect our internal control over financial reporting.
−Removed: There were no other changes to our internal control over financial reporting that occurred during the quarter ended September 30, 2021 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: There were no other changes to our internal control over financial reporting that occurred during the quarter ended March 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
OTHER INFORMATION
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For a description of our material pending legal proceedings, see Note 7 of the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.
−Removed: There have been no material changes to our risk factors as previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2020 and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2021.
+Added: As of March 31, 2022, there have been no material changes from the risk factors previously disclosed in response to “Part I – Item 1A.
+Added: ‘Risk Factors’” in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 31, 2022.
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.