What changed in this filing

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Item 2. Management’s Discussion and Analysis

2023-05-12 compared with 2022-11-14 · 34 added, 70 removed, 57 unchanged (65% of the section changed)

46 unchanged sentences

Prior to this use, the Company’s funds have

been, and we anticipate will continue to be, invested in high-grade, short-term investments (such as cash and cash equivalents) consistent

with the preservation of principal, maintenance of liquidity and avoidance of speculation, until such time as we need to utilize such

funds, or any portion thereof, for the purposes described above.

The directors will also consider alternatives for distributing

some or all of its cash and cash equivalents to stockholders.

been, and we anticipate will continue to be, invested in high-grade, short-term investments (such as cash and cash equivalents and U.S.

Treasury Bills) consistent with the preservation of principal, maintenance of liquidity and avoidance of speculation, until such time

as we need to utilize such funds, or any portion thereof, for the purposes described above.

The directors will also consider alternatives

for distributing some or all of its cash and cash equivalents and Investments in U.S.

Treasury Bills to stockholders.

Results of operations

Three months ended September 30, 2022 compared to the three months

ended September 30, 2021

For the three months ended September 30, 2022,

the Company had a loss from operations before income taxes of $262,000 compared to a loss from operations before income taxes of $298,000

for the three months ended September 30, 2021.

The decreased loss before income taxes of

$36,000 was primarily a result of a decrease in Other operating expenses of $20,000, increase in Interest and other income of $15,000,

and a decrease of compensation of $1,000 for the three months ended September 30, 2022.

Compensation and benefits

For the three months ended September 30, 2022,

Compensation and benefits were $110,000 as compared to $111,000 for the three months ended September 30, 2021.

Other operating expenses

For the three months ended September 30, 2022,

Other operating expenses were $167,000 as compared to $187,000 for the three months ended September 30, 2021.

The decreased operating

expenses of $20,000 were primarily the result of decreased insurance expenses of $21,000, increased professional fees of $3,000, and decreased

other expenses of $2,000.

Interest and other income

For the three months ended September 30, 2022,

Interest and other income was $15,000 as compared to zero for the three months ended September 30, 2021.

The increased interest and other

income of $15,000 was primarily the result of the investments in U.S.

Treasury securities and the resulting interest income of $15,000

during the three months ended September 30, 2022.

For the three months

ended September 30, 2022 and 2021, the Company recorded zero and approximately $1,000 income tax expense from operations, respectively.

No tax benefit has been recorded in relation to the pre-tax loss for the three months ended September 30, 2022 and 2021, due to a full

valuation allowance to offset any deferred tax asset related to net operating loss carry forwards attributable to the losses.

Nine months ended September 30, 2022 compared to the nine months

ended September 30, 2021

For the nine months ended September 30, 2022,

the Company had a loss from operations before income taxes of $901,000 compared to a loss from operations before income taxes of $840,000

for the nine months ended September 30, 2021.

The increased loss before income taxes of

$61,000 was primarily the result of an increase in Other operating expenses of $21,000, and increase in Compensation and benefits of $5,000,

offset by a decrease in Interest and other income of $35,000.

Three months ended March 31, 2023 compared to the three months

ended March 31, 2022

The Company had a loss from operations before

income taxes of $314,000 for the three months ended March 31, 2023 and 2022.

Compensation and benefits

For the nine months ended September 30, 2022,

Compensation and benefits were $340,000 as compared to $335,000 for the nine months ended September 30, 2021.

The increased Compensation and benefits of $5,000

is the result of an increase in salary expense for the nine months ended September 30, 2022 in comparison to the nine months ended September

For the three months ended March 31, 2023, Compensation

and benefits were $115,000 as compared to $117,000 for the three months ended March 31, 2022.

Other operating expenses

For the nine months ended September 30, 2022,

Other operating expenses were $579,000 as compared to $558,000 for the nine months ended September 30, 2021.

The increased operating expenses

of $21,000 were primarily the result of increased professional fees of $19,000, decreased insurance expenses of $11,000, and increased

other expenses of $13,000.

Interest and other income

For the nine months ended September 30, 2022,

Interest and other income was $18,000 as compared to $53,000 for the nine months ended September 30, 2021.

The decreased interest and

other income of $35,000 was primarily the result of the investments in U.S.

Treasury securities and the resulting interest income of $18,000,

offset by decreased other income due to the extinguishment of debt of $53,000 during the nine months ended September 30, 2021.

For the nine months ended

September 30, 2022 and 2021, the Company recorded zero and approximately $2,000 income tax expense from operations, respectively.

benefit has been recorded in relation to the pre-tax loss for the nine months ended September 30, 2022 and 2021, due to a full valuation

allowance to offset any deferred tax asset related to net operating loss carry forwards attributable to the losses.

For the three months ended March 31, 2023, Other

operating expenses were $205,000 as compared to $197,000 for the three months ended March 31, 2022.

The increased

operating expenses of $8,000 were primarily the result of increased professional fees of $29,000 and increased other expenses of $4,000,

offset by decreased insurance expense of $5,000 and decreased directors fees of $20,000.

Please refer to note 5 for information

on the directors compensation plan.

For the three months ended March 31, 2023, the

Company recorded no income tax expense from operations.

No tax benefit has been recorded in relation to the pre-tax loss for the three

months ended March 31, 2023 and 2022, due to a full valuation allowance to offset any deferred tax asset related to net operating loss

carry forwards attributable to the losses.

Financial condition

Liquidity and Capital Resources

At September 30, 2022, the Company had cash and

cash equivalents totaling $2,068,000, which it intends to use to acquire interests in one or more

operating businesses, to fund the Company’s general and administrative expenses, and the directors will also consider alternatives

for distributing some or all of its cash and cash equivalents to stockholders.

The Company believes that its working capital is sufficient

to support its operating requirements through November 30, 2023.

At March 31, 2023, the Company had cash and cash

equivalents totaling $103,000 and short-term U.S.

Treasury Bills totaling $3,871,000 which it intends

to use to acquire interests in one or more operating businesses, to fund the Company’s general and administrative expenses, and

the directors will also consider alternatives for distributing some or all of its cash and cash equivalents and Investments in U.S.

Bills to stockholders.

The Company believes that its working capital is sufficient to support its operating requirements through June

Cash equivalents represent short-term, highly

1 unchanged sentence

to note 3 for valuation of Investments.

The decrease in cash and cash equivalents of $3,328,000

for the nine months ended September 30, 2022 was primarily the result of $863,000 used in operating activities, investment in U.S.

Bills of $2,417,000, and the repurchase of Treasury stock for $48,000.

The increase in cash and cash equivalents of $13,000

for the quarter ended March 31, 2023 was primarily the result of $281,000 used in operating activities offset by $294,000 provided by

investing activities.

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