What changed in this filing

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Item 1A. Risk Factors

2023-11-14 compared with 2023-05-15 · 29 added, 33 removed, 39 unchanged (61% of the section changed)

34 unchanged sentences

by the foregoing risks, which could directly affect our ability to attain our operating goals on schedule and on budget.

Our failure to meet the continued listing requirements of Nasdaq

Stock Market (“Nasdaq”) could result in a de-listing of our common stock.

we fail to maintain the continued listing requirements of Nasdaq, including maintaining the minimum closing bid price requirement of $1.00

per share, Nasdaq will take steps to de-list our common stock.

As a result of several factors, including but not limited to recent market

sentiment concerning our industry, the ongoing COVID-19 epidemic and its effects on the global marketplace, recent volatility in the financial

markets generally due to the expectation of a tightening in monetary policy by the U.S.

Federal Reserve and other geopolitical events,

the per share price of our common stock has declined below the minimum bid price threshold required for continued listing.

be delisted from Nasdaq, such a de-listing would likely have a negative effect on the price of our common stock and would impair your

ability to sell or purchase our common stock when you wish to do so, as well as adversely affect our ability to issue additional securities

and obtain additional financing in the future.

November 9, 2022, we received a deficiency notice from Nasdaq (the “Deficiency Notice”) informing us that our common

stock had failed to comply with the $1.00 minimum bid price required for continued listing under Nasdaq Listing Rule 5550(a)(1)

(“Rule 5550(a)(1)”) based upon the closing bid price of our common stock for the 30 consecutive business days prior to

the date of the Deficiency Notice.

In accordance with Nasdaq Listing Rule 5810(c)(3)(A), we have been given 180 calendar days

from September 9, 2022, or until May 8, 2023, to regain compliance with Rule 5550(a)(1).

Thus, if at any time before May 8, 2023 the

bid price of our common stock closes at $1.00 per share or more for a minimum of 10 consecutive business days, Nasdaq will provide

us with written confirmation that we have regained compliance.

As of May 8, 2023, as we had

not yet regained compliance with Rule 5550(a)(1).

As a result, prior to May 8, 2023, we had submitted to Nasdaq our plan to regain compliance,

including our method for rectifying our present deficiency regarding the minimum bid price requirement.

To qualify, we are required to

meet the continued listing requirement for market value of publicly held shares and all other Nasdaq initial listing standards, except

for the minimum bid price requirement.

On May 9, 2023, Nasdaq granted the Company’s request for an Additional Grace Period, or through

November 6, 2023, to regain compliance.

following the additional 180-day extension period, in the event of a de-listing or threatened de-listing, we would take actions to restore

our compliance with Nasdaq Rules, but we can provide no assurances that the listing of our common stock would be restored, that our common

stock will remain above the Nasdaq minimum bid price requirement or that we otherwise will remain in compliance with the Nasdaq Rules.

If we fail to comply with the continued

listing requirements of the Nasdaq Stock Market, it could result in our common stock being delisted, which could adversely affect the

market price and liquidity of our securities and could have other adverse effects.

On August 24, 2023, we received

a letter from the Nasdaq Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) stating that for the 30 consecutive

business day period between July 13, 2023 to August 23, 2023 the Company’s common stock had failed to maintain a minimum closing

bid price of $1.00 per share, as required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2)

(the “Minimum Bid Price Requirement”).

Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has an initial period of

180 calendar days, or until February 20, 2024 (the “Compliance Period”), to regain compliance with the Minimum Bid Price Requirement.

To regain compliance, the closing bid price of the Company’s common stock must meet or exceed $1.00 per share for a minimum of 10

consecutive trading days, unless such period is extended by Nasdaq.

If the Company does not regain compliance with the Minimum Bid Price

Requirement by February 20, 2024, the Company may be eligible for an additional 180-day period to regain compliance.

To qualify, the Company

would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards

for The Nasdaq Capital Market, with the exception of the Minimum Bid Price Requirement, and we would need to provide written notice of

our intention to cure the bid price deficiency during the second compliance period, by effecting a reverse stock split, if necessary.

If the Company cannot regain compliance with the

Minimum Bid Price Requirement during the Compliance Period or any subsequently granted compliance period, Nasdaq will provide the Company

with notice that our common stock will be subject to delisting.

At that time, the Company may appeal Nasdaq’s delisting determination

to a Nasdaq Hearings Panel.

While Nasdaq’s notice to the Company of noncompliance has no immediate effect on the listing of our

common stock and our common stock will continue to be listed on The Nasdaq Capital Market under the symbol “IPW,” there can

be no assurance that we will regain compliance with the Minimum Bid Price Requirement or maintain compliance with any of the other Nasdaq

continued listing requirements.

We will continue to monitor the closing bid price of our common stock and may, if appropriate, consider

available options to regain compliance with the Minimum Bid Price Requirement.

RECENT SALES OF UNREGISTERED EQUITY SECURITIES

3 unchanged sentences

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 1A. Risk Factors