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Item 2. Management’s Discussion and Analysis

2025-02-07 compared with 2024-08-02 · 292 added, 310 removed, 92 unchanged (87% of the section changed)

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

The following discussion and analysis should be read in conjunction with our unaudited interim condensed consolidated financial statements and related notes thereto as of and for the

three and nine months ended June 30, 2024, which have been prepared in accordance with generally accepted accounting principles in the United States (“U.S.

Amounts presented in this section are in thousands, except share and per share data.

As used throughout this Report, “we,” “us”, “our,” “Janel,” “the Company,” “Registrant” and similar words refer to Janel Corporation and its subsidiaries.

The following discussion and analysis should be read in conjunction with our unaudited interim condensed consolidated financial

statements and related notes thereto as of and for the three months ended December 31, 2024, which have been prepared in accordance with generally accepted accounting principles in the United States (“U.S.

Amounts presented in this section

are in thousands, except share and per share data.

As used throughout this Report, “we,” “us”, “our,” “Janel,” “the Company,” “Registrant” and similar words refer to Janel Corporation and its

subsidiaries.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (the “Report”) contains certain statements that are, or may deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933

and Section 21E of the Securities Exchange Act of 1934 and that reflect management’s current expectations with respect to our operations, performance, financial condition, and other developments.

This Quarterly Report on Form 10-Q (the “Report”) contains certain

statements that are, or may deemed to be, “forward-looking statements” within

the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the

Securities Exchange Act of 1934 and that reflect management’s current

expectations with respect to our operations, performance, financial condition,

and other developments.

These forward – looking statements may generally be

identified using the words “may,” “will,” “intends,” “plans,” projects,” “believes,” “should,” “expects,” “predicts,” “anticipates,” “estimates,” and similar expressions or the negative of these terms or other comparable terminology.

These statements

are necessarily estimates reflecting management’s best judgment based upon current information and involve several risks, uncertainties and assumptions.

We caution readers not to place undue reliance on any such forward-looking statements, which speak

only as of the date made, and readers are advised that various factors, including, but not limited to, those set forth elsewhere in this Report, could affect our financial performance and could cause our actual results for future periods to differ

identified using the words “may,” “will,” “intends,” “plans,” projects,”

“believes,” “should,” “expects,” “predicts,” “anticipates,” “estimates,” and

similar expressions or the negative of these terms or other comparable

These statements are necessarily estimates reflecting management’s

best judgment based upon current information and involve several risks,

uncertainties and assumptions.

We caution readers not to place undue reliance

on any such forward-looking statements, which speak only as of the date made,

and readers are advised that various factors, including, but not limited to,

those set forth elsewhere in this Report, could affect our financial

performance and could cause our actual results for future periods to differ

materially from those anticipated or projected.

While it is impossible to identify all such factors, such factors include, but are not limited to, our strategy of expanding our business through acquisitions of other businesses; we may be required to

record a significant charge to earnings related to the impairment of acquired assets;

we may fail to realize the expected benefits or strategic objectives of any acquisition, or that we spend resources exploring acquisitions that are not consummated;

risks associated with litigation, including contingent auto liability and insurance coverage, and indemnification claims and other unforeseen claims and liabilities that may arise from an acquisition; changes in tax rates, laws or regulations and our

acquired companies and subsidiaries’ ability to utilize anticipated tax benefits;

the impact of inflation and rising interest rates on our investments, business and operations;

conflicts of interest with the minority shareholders of our business;

economic and other conditions in the markets in which we operate; we may not have sufficient working capital to continue operations; we may lose customers who are not obligated to long-term contracts to transact with us;

instability in the financial

markets; changes or developments in U.S.

laws or policies;

competition from companies with greater financial resources and from companies that operate in areas in which we plan to expand; our dependence on technically skilled employees; impacts from

climate change, including the increased focus by third-parties on sustainability issues and our ability to comply therewith;

the impact of increases in shipping costs, long lead times, supply shortages and supply changes;

competition from parties who

sell their businesses to us and from professionals who cease working for us; terrorist attacks and other acts of violence or war; security breaches or cybersecurity attacks;

the level of our insurance coverage, including related to product and other

liability risks;

our compliance with applicable privacy, security and data laws; risks related to the diverse platforms and geographies which host our management information and financial reporting systems;

our dependence on the availability of cargo

space from third parties; the impact of claims arising from transportation of freight by the carriers with which we contract, including an increase in premium costs;

risks related to the classification of owner-operators in the transportation industry;

recessions and other economic developments that reduce freight volumes;

other events affecting the volume of international trade and international operations; risks arising from our ability to comply with governmental permit and licensing requirements

or statutory and regulatory requirements; the impact of seasonal trends and other factors beyond our control on our Logistics business; changes in governmental regulations applicable to our Life Sciences business; the ability of our Life Sciences

business to continually produce products that meet high-quality standards such as purity, reproducibility and/or absence of cross-reactivity; the ability of our Life Sciences business to maintain, determine the scope of and defend its and its

While it is impossible to identify

all such factors, such factors include, but are not limited to, our strategy of

expanding our business through acquisitions of other businesses; we may be

required to record a significant charge to earnings related to the impairment

of acquired assets;

we may fail to realize the expected benefits or strategic

objectives of any acquisition, or that we spend resources exploring

acquisitions that are not consummated; risks associated with litigation,

including contingent auto liability and insurance coverage, and indemnification

claims and other unforeseen claims and liabilities that may arise from an

acquisition; changes in tax rates, laws or regulations and our acquired

companies and subsidiaries’ ability to utilize anticipated tax benefits;

impact of rising interest rates on our investments, business and operations;

conflicts of interest with the minority shareholders of our business; we may

not have sufficient working capital to continue operations; we may lose

customers who are not obligated to long-term contracts to transact with us;

instability in the financial markets; changes or developments in U.S.

competition from companies with greater financial resources and from

companies that operate in areas in which we plan to expand; our dependence on

technically skilled employees; impacts from climate change, including the

increased focus by third-parties on sustainability issues and our ability to

comply therewith;

competition from parties who sell their businesses to us and

from professionals who cease working for us;

the level of our insurance

coverage, including related to product and other liability risks;

compliance with applicable privacy, security and data laws; risks related to

the diverse platforms and geographies which host our management information and

financial reporting systems;

our dependence on the availability of cargo space

from third parties; the impact of claims arising from transportation of freight

by the carriers with which we contract, including an increase in premium costs;

higher carrier prices may result in decreased adjusted gross profit;

related to the classification of owner-operators in the transportation

recessions and other economic developments that reduce freight

other events affecting the volume of international trade and

international operations; risks arising from our ability to comply with

governmental permit and licensing requirements or statutory and regulatory

requirements; the impact of seasonal trends and other factors beyond our

control on our Logistics business; changes in governmental regulations applicable

to our Life Sciences business; the ability of our Life Sciences business to

continually produce products that meet high-quality standards such as purity,

reproducibility and/or absence of cross-reactivity; the ability of our Life

Sciences business to maintain, determine the scope of and defend its and its

competitors’ intellectual property rights;

the impact of pressures in the life sciences industry to increase the predictability of or reduce healthcare costs;

any decrease in the availability, or increase in the cost or supply shortages, of raw

materials used by Indco; risks arising from the environmental, health and safety regulations applicable to Indco;

the reliance of our Indco business on a single location to manufacture their products; the controlling influence exerted by our officers

and directors and one of our stockholders; the unlikelihood that we will issue dividends in the foreseeable future; and risks related to ownership of our common stock, including share price volatility, the lack of a guaranteed continued public trading

market for our common stock, our ability to issue shares of preferred stock with greater rights than our common stock and costs related to maintaining our status as a public company;

and such other factors that may be identified from time to time in

our Securities and Exchange Commission (“SEC”) filings.

Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those projected.

You should not place

undue reliance on any of our forward-looking statements which speak only as of the date they are made.

We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or

For a more detailed discussion of these factors, see our periodic reports filed with the SEC, including our most recent Annual Report on Form 10-K for the fiscal year ended September 30, 2023.

the impact of pressures in the life

sciences industry to increase the predictability of or reduce healthcare costs;

any decrease in the availability, or increase in the cost or supply shortages,

of raw materials used by Indco; risks arising from the environmental, health

and safety regulations applicable to Indco;

the reliance of our Indco business

on a single location to manufacture their products; the controlling influence

exerted by our officers and directors and one of our stockholders; the

unlikelihood that we will issue dividends in the foreseeable future; and risks

related to ownership of our common stock, including share price volatility, our

ability to issue shares of preferred stock with greater rights than our common

stock, the lack of a guaranteed continued public trading market for our common

stock, and costs related to maintaining our status as a public company;

attacks and other acts of violence or war and such other factors that may be

identified from time to time in our Securities and Exchange Commission (“SEC”)

Should one or more of these risks or uncertainties materialize, or

should underlying assumptions prove incorrect, actual outcomes may vary

materially from those projected.

You should not place undue reliance on any of

our forward-looking statements which speak only as of the date they are made.

We undertake no obligation to publicly update or revise any forward-looking

statements, whether as a result of new information, future events or otherwise.

For a more detailed discussion of these factors, see our periodic reports filed

with the SEC, including our most recent Annual Report on Form 10-K for the

fiscal year ended September 30,

Janel Corporation ("Janel," the "Company," or the "Registrant") is a holding company with subsidiaries in three business segments:

Logistics, Life Sciences and Manufacturing.

The Company strives to create

shareholder value primarily through three strategic priorities:

supporting its businesses’ efforts to make investments and to build long-term profits; allocating Janel's capital at high risk-adjusted rates of return; and attracting and retaining

exceptional talent.

Management at the Janel holding company focuses on significant capital allocation decisions, corporate governance and supporting Janel’s subsidiaries where appropriate.

Janel expects to grow through its

subsidiaries’ organic growth and by completing acquisitions.

Logistics, Life

Sciences and Manufacturing.

The Company strives to create shareholder value primarily through three strategic priorities:

supporting its businesses’ efforts to make investments and to build long-term profits; allocating Janel's capital at high

risk-adjusted rates of return; and attracting and retaining exceptional talent.

Management at the Janel holding company focuses on significant capital allocation decisions, corporate governance and supporting Janel’s subsidiaries

where appropriate.

Janel expects to grow through its subsidiaries’ organic growth and by completing acquisitions.

We plan to either acquire businesses within our existing segments or expand our portfolio into new strategic segments.

Our acquisition strategy focuses on reasonably priced companies with

strong and capable management teams, attractive existing business economics and stable and predictable earnings power.

The Company’s Logistics segment is comprised of several wholly-owned subsidiaries.

The Logistics segment is a non-asset based, full-service provider of cargo transportation logistics management services,

including freight forwarding via air, ocean and land-based carriers;

Our acquisition

strategy focuses on reasonably priced companies with strong and capable management teams, attractive existing business economics and stable and predictable earnings power.

Our Business Segments

The Company’s Logistics segment is comprised of several subsidiaries.

The Logistics segment is a non-asset based, full-service provider of cargo

transportation logistics management services, including freight forwarding via air, ocean and land-based carriers;

customs brokerage services;

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trucking and other value-added logistics services.

In addition to these revenue streams, the Company earns

accessorial revenues in connection with its core services.

Accessorial revenues include, but are not limited to, fuel service charges, wait time fees, hazardous cargo fees, labor charges, handling, cartage, bonding and additional labor charges.

On June 5, 2024, the Company completed a business combination whereby it acquired a majority ownership position in Airschott , a non-asset-based freight

forwarder and customs broker.

At closing, the Company purchased 80% of the outstanding stock of Airschott.

In addition to

these revenue streams, the Company earns accessorial revenues in connection with its core services.

Accessorial revenues include, but are not limited to, fuel service charges, wait time fees, hazardous cargo fees, labor charges, handling, cartage,

bonding and additional labor charges.

On June 5, 2024, the Company completed a business combination whereby it acquired a

majority ownership position in Airschott , a non-asset-based freight forwarder and customs broker.

At closing, the Company purchased 80% of the outstanding

stock of Airschott.

The Company also agreed to purchase the remaining 20% of Airschott stock in three years.

1 unchanged sentence

The Company’s Life Sciences segment is comprised of several wholly-owned subsidiaries.

The Company’s Life Sciences segment manufactures and distributes antibodies, research and diagnostic reagents, and

provides custom services, for academic, non-profit and commercial customers.

On November 1, 2022, the Company completed a business combination whereby it acquired all of the outstanding stock of ImmunoBioScience Corporation, which we include in our Life Sciences segment.

On March 2, 2023, the Company completed a business combination whereby it acquired all of the outstanding stock of Stephen Hall, PhD Ltd., which we include in our Life Sciences segment.

On May 22, 2023, the Company acquired all the rights, title and interests to a royalty agreement for certain antibody products, which we include in our Life Sciences segment.

On February 1, 2024, the Company completed a business combination whereby it acquired all of the outstanding stock of ViraQuest Inc., which we include in our Life Sciences segment.

The Company’s Life Sciences segment manufactures and distributes

high-quality monoclonal and polyclonal antibodies, diagnostic reagents and other immunoreagents for biomedical research and provides antibody manufacturing for academic and industry research scientists.

Our Life Sciences segment also produces

products for other life sciences companies on an original equipment manufacturer (OEM) basis.

On March 2, 2023, the Company completed a business combination whereby it acquired all of the outstanding stock of Stephen Hall, PhD Ltd., which we

include in our Life Sciences segment.

On May 22, 2023, the Company acquired all the rights, title and interests to a royalty agreement for certain antibody products, which we include in our

Life Sciences segment.

On February 1, 2024, the Company completed a business combination whereby it acquired all of the outstanding stock of ViraQuest Inc., which we include

in our Life Sciences segment.

Manufacturing

The Company’s Manufacturing segment is comprised of Indco, Inc.

Indco is a majority-owned subsidiary of the Company that manufactures and distributes mixing equipment and apparatus for specific

applications within various industries.

Indco’s customer base is comprised of small- to mid-sized businesses as well as other larger customers for which Indco fulfills repetitive production orders.

Investment in Marketable Securities - Rubicon

Indco is a majority-owned subsidiary of the Company that manufactures and

distributes mixing equipment and apparatus for specific applications within various industries.

Indco’s customer base is comprised of small- to mid-sized businesses as well as other larger customers for which Indco fulfills repetitive production

Investment in Marketable Securities at fair value

On August 19, 2022, the Company acquired 1,108,000 shares of the common stock, par value $0.001 per share, of Rubicon Technology, Inc.

(“Rubicon”), at a price per share of $20.00, in a cash tender offer

made pursuant to the Stock Purchase and Sale Agreement, dated July 1, 2022, between the Company and Rubicon (the “Rubicon Purchase Agreement”).

Pursuant to the terms of the Rubicon Purchase Agreement, the acquired shares represented 45.0% of Rubicon’s

issued and outstanding shares of common stock as of August 3, 2022, as reported in Rubicon’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022, filed with the SEC on August 12, 2022.

The Company owned approximately 46.6% of

Rubicon’s total issued and outstanding shares of common stock as of June 30, 2024 and September 30, 2023.

Rubicon is an advanced materials provider specializing in monocrystalline sapphire for applications in optical and industrial systems.

The purpose of our investment in Rubicon is for Janel to acquire a significant ownership

interest in Rubicon, together with representation on Rubicon’s board, in an attempt to (i) restructure the Rubicon business to achieve profitability and (ii) assist Rubicon in utilizing its net operating loss carry-forward assets.

Although we are

optimistic about our investment in Rubicon, our investment involves risks and uncertainties that are beyond our control.

(“Rubicon”), at

a price per share of $20.00, in a cash tender offer made pursuant to the Stock Purchase and Sale Agreement, dated July 1, 2022, between the Company and Rubicon (the “Rubicon Purchase Agreement”).

Pursuant to the terms of the Rubicon Purchase

Agreement, the acquired shares represented 45.0% of Rubicon’s issued and outstanding shares of common stock as of August 3, 2022, as reported in Rubicon’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022, filed with the

SEC on August 12, 2022.

The Company owned approximately 46.6% of Rubicon’s total issued and outstanding shares of common stock as of December 31, 2024 and September 30, 2024.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our Condensed Consolidated Financial Statements have been prepared in accordance with generally accepted accounting principles in the United States.

These generally accepted accounting principles require

management to make estimates and assumptions that affect the reported amounts of assets, liabilities, net sales and expenses during the reporting period.

These generally accepted accounting principles require management to make estimates and assumptions that affect the reported amounts of assets, liabilities, net sales and expenses during the reporting period.

Our senior management has reviewed the critical accounting policies and estimates with the Audit Committee of our board of directors.

For a description of the Company’s critical accounting policies and

estimates, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” in our Annual Report on Form 10-K filed with the SEC on December 8, 2023.

Critical accounting

policies are those that are most important to the portrayal of our financial condition, results of operations and cash flows and require management’s most difficult, subjective and complex judgments, often as a result of the need to make estimates

about the effect of matters that are inherently uncertain.

For a description

of the Company’s critical accounting policies and estimates, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” in our Annual Report on Form 10-K filed with

the SEC on December 6, 2024.

Critical accounting policies are those that are most important to the portrayal of our financial condition, results of operations and cash flows and require management’s most difficult, subjective and complex judgments,

often as a result of the need to make estimates about the effect of matters that are inherently uncertain.

If actual results were to differ significantly from estimates made, the reported results could be materially affected.

There were no significant changes to our critical accounting policies

during the nine months ended June 30, 2024.

There were no

significant changes to our critical accounting policies during the three months ended December 31, 2024.

NON-GAAP FINANCIAL MEASURES

While we prepare our financial statements in accordance with U.S.

GAAP, we also utilize and present certain financial measures, in particular adjusted operating income, which is not based on or included

GAAP, we also utilize and present certain financial measures, in particular adjusted operating income, which is not based on or

included in U.S.

GAAP (we refer to these as “non-GAAP financial measures”).

Organic Growth

Our non-GAAP financial measure of organic growth represents revenue growth excluding revenues from acquisitions within the preceding 12 months.

The organic growth presentation provides useful

period-to-period comparison of revenue results as it excludes revenues from acquisitions that would not be included in the comparable prior period.

Our non-GAAP financial measure of organic growth represents revenues and gross profit excluding those from acquisitions within the preceding 12 months.

The organic growth presentation provides

useful period-to-period comparison of revenues as it excludes revenues from acquisitions that would not be included in the comparable prior period.

Adjusted Operating Income

As a result of our acquisition strategy, our net income includes material non-cash charges relating to the amortization of customer-related intangible assets in the ordinary course of business as well as

other intangible assets acquired in our acquisitions.

As a result of our acquisition strategy, our net income includes material non-cash charges relating to the amortization of customer-related intangible assets in the ordinary course of business

as well as other intangible assets acquired in our acquisitions.

Although these charges may increase as we complete more acquisitions, we believe we will be growing the value of our intangible assets such as customer relationships.

Because these charges are not

indicative of our operations, we believe that adjusted operating income is a useful financial measure for investors because it eliminates the effect of these non-cash costs and provides an important metric for our business that is more representative

of the actual results of our operations.

Adjusted operating income (which excludes the non-cash impact of amortization of intangible assets, stock-based compensation and cost recognized on the sale of acquired inventory valuation) is used by

management as a supplemental performance measure to assess our business’s ability to generate cash and economic returns.

Because these

charges are not indicative of our operations, we believe that adjusted operating income is a useful financial measure for investors because it eliminates the effect of these non-cash costs and provides an important metric for our business that is

more representative of the actual results of our operations.

Adjusted operating income (which excludes the non-cash impact of amortization of intangible assets, stock-based compensation and cost recognized on the

sale of acquired inventory valuation) is used by management as a supplemental performance measure to assess our business’s ability to generate cash and economic returns.

Adjusted operating income is a non-GAAP measure of income and does not include the effects of preferred stock dividends, interest and taxes.

We believe that organic growth and adjusted operating income provide useful information in understanding and evaluating our operating results in the same manner as management.

However, organic growth and

adjusted operating income are not financial measures calculated in accordance with U.S.

GAAP and should not be considered as a substitute for total revenues, operating income or any other operating performance measures calculated in accordance with

Using these non-GAAP financial measures to analyze our business has material limitations because the calculations are based on the subjective determination of management regarding the nature and classification of events and circumstances

that users of the financial statements may find significant.

In addition, although other companies may report measures titled organic growth, adjusted operating income or similar measures, such non-GAAP financial measures may be calculated differently from how we

calculate our non-GAAP financial measures, which reduces their overall usefulness as comparative measures.

Because of these limitations, you should consider organic growth and adjusted operating income alongside other financial performance measures,

including total revenues, operating income and our other financial results presented in accordance with U.S.

Results of Operations – Janel Corporation - Three and Nine Months Ended June 30, 2024 and 2023

However, organic

growth and adjusted operating income are not financial measures calculated in accordance with U.S.

GAAP and should not be considered as a substitute for total revenues, operating income or any other operating performance measures calculated in

accordance with U.S.

and circumstances that users of the financial statements may find significant.

In addition, although other companies in our industries may report measures titled organic growth, adjusted operating income or similar measures, such non-GAAP financial measures may be

calculated differently from how we calculate our non-GAAP financial measures, which reduces their overall usefulness as comparative measures.

Because of these limitations, you should consider organic growth and adjusted operating income alongside

other financial performance measures, including total revenues, operating income and our other financial results presented in accordance with U.S.

Results of Operations – Janel Corporation – Three Months Ended December 31, 2024 and 2023

Our results of operations and period-over-period changes are discussed in the following section.

The tables and discussion should be read in conjunction with the accompanying Condensed Consolidated

Financial Statements and the notes thereto.

The tables and discussion should be read in

conjunction with the accompanying Condensed Consolidated Financial Statements and the notes thereto.

Our consolidated results of operations are as follows:

Three Months Ended

Nine Months Ended

(in thousands)

Forwarding expenses and cost of revenues

Total costs and expenses

Total operating expenses

Income from operations

Net income (loss)

Adjusted operating income

Consolidated revenues for the three months ended June 30, 2024 were $46,724, which was $4,167 or 9.8% higher than the prior year period.

Consolidate d revenues for the nine months ended June 30, 2024 were $129,881, which was $15,098 or 10.4% lower than the prior year period.

Revenues increased for the three months ended June 30, 2024 primarily due to a recent increase in freight rates and increased project business in the quarter.

Revenues decreased for the nine months ended June 30, 2024 primarily due to a reduction in transportation rates over prior year as lower freight demand aligned

more closely with global transportation capacity.

Income from operations for the three months ended June 30, 2024 was $1,178 compared with $187 in the prior year period.

Income from operations for the

nine months ended June 30, 2024 was $2,760 compared with $2,471 in the prior year period.

The increase for both the three and nine months

ended June 30, 2024 resulted from greater revenues in the applicable recently completed period from product demand at Manufacturing as well as product mix improvements at Life Sciences.

Net loss for the three months ended June 30, 2024 totaled $191 or ($0.16) per diluted share, compared to net loss of $430 or ($0.36) per diluted share

for the three months ended June 30, 2023.

Net income for the nine months ended June 30, 2024 totaled $304 or $0.25 per diluted share, compared to net income of $148 or $0.12 per diluted share for the nine months ended June 30, 2023.

The change in net income (loss) for the three and nine months ended June 30,

2024 was largely due to greater revenues in the applicable recently completed period from product demand at Manufacturing, and product mix improvements at Life Sciences, which was partially offset by a fair

value adjustment to the mandatorily redeemable non-controlling interest .

Adjusted operating income for the three months ended June 30, 2024 increased to $1,897 versus $876 in the prior year period.

Adjusted operating

income for the nine months ended June 30, 2024 increased to $4,873 versus $4,569 in the prior year period.

The increase for the three months ended June 30, 2024 was primarily the result of higher revenues and profits

across all segments.

The increase for the nine months ended June 30, 2024 related to higher revenues and profits in the Life Sciences and Manufacturing segments.

Consolidated revenues for the three

months ended December 31, 2024 were $51,354, which was $10,319 or 25.1% higher than the prior

Revenues over this period increased primarily due to the inclusion of revenues from Airschott,

which was acquired in June 2024.

Income from operations for the three months ended December 31, 2024 was $1,209 compared with $1,002 in the prior year period.

The increase for the

three months ended December 31, 2024 resulted from the inclusion of Airschott gross profit.

Net income for the three months ended December 31, 2024 totaled $659, or $0.55 per diluted share, compared to net income of $276, or $0.23 per diluted

share, for the three months ended December 31, 2023.

The increase in net income was largely due to greater income from operations in our Logistics segment and a non-cash mark-to-market increase of our equity investment.

Adjusted operating income for the three months ended December 31, 2024 was $2,041, an increase

of $347, compared to $1,694 in the prior year period.

The increase for the three months ended December 31, 2024 resulted primarily from an increase in income from operations in our Logistics segment, partially offset by

decreases in income from operations in our Life Sciences and Manufacturing

The following table sets forth a reconciliation of operating income to adjusted operating income:

Three Months Ended

Nine Months Ended

(in thousands)

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Adjusted operating income

Results of Operations – Logistics – Three and Nine Months Ended June 30, 2024 and 2023

Results of Operations – Logistics – Three Months Ended December 31, 2024 and 2023

Our Logistics business helps its clients move and manage freight efficiently to reduce inventories and to increase supply chain speed and reliability.

Key services include arrangement of freight

forwarding by air, ocean and ground, customs entry filing, warehousing, cargo insurance procurement, logistics planning, product repackaging and online shipment tracking.

Key services include freight forwarding via air, ocean and land-based carriers;

customs brokerage services;

warehousing and distribution services;

trucking and other value-added logistics services.

In addition to these revenue streams, the Company

earns accessorial revenues in connection with its core services.

Accessorial revenues include, but are not limited to, fuel service charges, wait time fees, hazardous cargo fees, labor charges, handling, cartage, bonding and additional labor

Three Months Ended

Nine Months Ended

(in thousands)

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Income from operations

Total revenues for the three months ended June 30, 2024 was $40,677 as compared to $37,484 for the three months ended June 30, 2023, an increase of $3,193, or 8.5%.

Total revenues for the nine months ended June 30, 2024 was $111,991 as compared to $129,162 for the nine months ended June 30, 2023, a decrease of $17,171 or 13.3%.

Revenues increased for the three months ended June 30, 2024 primarily due to a recent increase in freight rates and increased project business during the quarter.

Revenues decreased for the nine months ended June 30, 2024 primarily due to a reduction in transportation rates over the prior year period as lower freight demand aligned

more closely with global transportation capacity.

Organic growth for the three months ended June 30, 2024 was similar to the overall growth in the prior year period as the acquisition of Airschott on June 5, 2024

did not contribute a material amount to the quarter.

Gross profit for the three months ended June 30, 2024 was $10,952, an increase of $709, or 6.9%, as compared to $10,243 for the three months ended June

Gross profit margin as a percentage of revenues decreased to 26.9% for the three months ended June 30, 2024, compared to 27.3% for the prior year period , primarily due to the impact of increased rate

prices on forwarding expenses.

Gross profit for the nine months ended June 30, 2024 was $30,759, a decrease of $1,064, or 3.3%, as compared to

$31,823 for the nine months ended June 30, 2023.

Gross profit margin as a percentage of revenue increased to 27.5% compared to 24.6% for the prior year period, primarily due to the impact of lower freight prices

on forwarding expenses.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the three months ended June 30, 2024 were $9,444, as compared to $9,629 for the three months ended June 30, 2023.

This decrease of $185, or 1.9%, was mainly due to decreases across several selling, general

and administrative categories, largely offset by an increase in bad debt expense .

Selling, general and administrative expenses as a percentage of revenue were 23.2 % and 25.7% for the

three months ended June 30, 2024 and 2023, respectively.

The decrease in selling, general and administrative expenses as a percentage of revenue was due to the reduction in

costs combined with the increase in revenues.

Selling, general and administrative expenses for the nine months ended June 30, 2024 were $27,186, as compared to $27,891 for the nine months ended June

This decrease of $705, or 2.5%, was mainly due to a reduction in various costs including insurance claims and premiums.

Total revenues for the three months ended December 31, 2024 was $46,086 as compared to $35,215 for the three months ended December 31, 2023, an

increase of $10,871 or 30.9%.

Revenues increased primarily due to the inclusion of Airschott revenues, as well as increased freight rates.

Gross profit for the three months ended December 31, 2024 was $11,378, an increase of $1,377, or 13.8%, as compared to $10,001 for the three

months ended December 31, 2023.

The inclusion of

Airschott, added $1,160 in gross profit.

The gross profit

organic growth percentage was 2.2% for the three months ended December 31, 2024.

Gross profit margin decreased to 24.7% for the three months ended December 31, 2024, compared to 28.4% for the prior year period.

Selling, General and Administrative Expenses

as a percentage of revenues were 24.3% and 21.6% of revenues for the nine months ended June 30, 2024 and 2023, respectively.

The increase in selling, general and administrative expenses as a percentage of

revenues for the nine-month period was due to the decrease in revenues for the period.

Selling, general and administrative expenses for the three months ended December 31, 2024 were $9,368, as compared to $8,865 for the three months ended

December 31, 2023.

This increase of $503, or 5.7%, was mainly due to the inclusion of Airschott personnel expenses.

Income from Operations

Income from operations increased to $1,508 for the three months ended June 30, 2024, as compared to income from

operations of $614 for the three months ended June 30, 2023, an increase of $894, or 145.6%.

Operating margin as a percentage of gross profit for the three months ended June

30, 2024 was 13.8% compared to 6.0% in the prior year period.

These increases were the result of an increase in revenues and a decrease in selling, general and

administrative expenses.

Income from operations decreased to $3,573 for the nine months ended June 30, 2024, as compared to $3,932 for the nine months ended June 30, 2023, a decrease of $359, or 9.1%.

Operating margin as a percentage of gross profit for the nine months ended June 30, 2024 was 11.6% compared to 12.4% in the prior year.

These decreases were a result of lower

transportation demand s.

Results of Operations – Life Sciences – Three and Nine Months Ended June 30, 2024 and 2023

The Company’s Life Sciences segment manufactures and distributes antibodies, research and diagnostic reagents, and provides custom services, for academic, non-profit and commercial customers.

Income from operations increased by $874 to $2,010 for the three months ended December 31, 2024, as compared to income from operations of $1,136 for the three months ended December 31, 2023.

Income from operations increased as a result of improved margins at Airschott.

operations as a percentage of gross profit for the three months ended December 31, 2024 was 17.7% compared to 11.4% in the prior year period, largely due to higher revenues.

Results of Operations – Life Sciences – Three Months Ended December 31, 2024 and 2023

The Company’s Life Sciences segment is comprised of several wholly-owned subsidiaries.

The Company’s Life Sciences segment manufactures and distributes

antibodies as well as research and diagnostic reagents for, and provides custom services to academic, non-profit and commercial customers.

Three Months Ended

Nine Months Ended

(in thousands)

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Income from operations

Total revenues were $3,208 and $2,811 for the three months ended June 30, 2024 and 2023, respectively, reflecting an increase of $397, or 14.1%, com pared to the prior year period, primarily due to increased sales of research and diagnostic reagents to

commercial customers.

Organic growth excluding acquisition revenue increased $324, or 11.5%.

Total revenues were $10,213 and $8,717 for the nine months ended June 30, 2024 and 2023, respectively, reflecting an increase of $1,496, or 17.2%, compared to the prior year period,

primarily due to increased sales of research and diagnostic reagents to commercial customers.

Organic growth excluding acquisition revenue increased $1,209, or 13.9%.

Gross profit was $2,599 and $2,236 for the three months ended June 30, 2024 and 2023, respectively , an increase of $363, or 16.2%.

During the three months ended June 30, 2024 and 2023, gross profit margin was 81.0% and 79.5%, respectivel y, with higher margins primarily due to product mix improvement.

Gross profit was $8,148 and $6,787 for the nine months ended June 30, 2024 and 2023, respectively, an increase of $1,361 or 20.1%.

In the nine months

ended June 30, 2024 and 2023, gross profit margin was 79.8% and 77.9%, respectively .

Gross profit margin increased primarily due to product mix improvement.

Total revenues was $2,983 and $3,481 for the three months ended December 31, 2024 and 2023, respectively, reflecting a decrease of $498 or 14.3%

compared to the prior year period primarily due to the timing of orders.

Organic growth decreased 15.5% excluding acquired revenues of $40, due to the timing of orders.

Gross profit was $2,533 and $2,875 for the three months ended December 31, 2024 and 2023, respectively, a decrease of $342, or 11.9%.

During the three

months ended December 31, 2024 and 2023, gross profit margin was 84.9% and 82.6%, respectively, as cost recognized upon sale of acquired inventory declined slightly and product mix improved due to contributions from past acquisitions.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the Life Sciences segment were $1,812 and $1,512 for the three months ended June 30, 2024 and 2023,

Selling, general and administrative expenses for the Life Sciences segment were $1,999 and $1,750 for the three months ended December 31, 2024 and

2023, respectively.

Selling, general and administrative expenses were $5,307 and $4,592 for the nine months ended June 30, 2024 and 2023, respectively.

The year-over-year increases for both periods were largely due to additional expenses from acquired businesses and increased expenses supporting organic growth .

The period-over-period increase was largely due to investments to support growth.

Income from Operations

Incom e from operations for the three months ended June 30, 2024 and 2023 was $787 and $724, respectively, an increase of $63, or 8.7%.

operations for the nine months ended June 30, 2024 and 2023 was $2,841 and $2,195, respectively , an increase of $646, or 29.4%.

Both the three-month and nine-month periods were impacted by higher sales of research and diagnostic reagents and product mix improvements.

Results of Operations - Manufacturing – Three and Nine Months Ended June 30, 2024 and 2023

The Company’s Manufacturing segment reflects its majority-owned Indco subsidiary, which manufactures and distributes industrial mixing equipment.

Income from operations for the three months ended December 31, 2024 and 2023 was $534 and $1,125, respectively, a decrease of $591 or 52.5%, primarily due to the

timing of orders.

Results of Operations - Manufacturing – Three Months Ended December 31, 2024 and 2023

The Company’s Manufacturing segment manufactures and distributes mixing equipment and apparatuses for specific applications within various industries.

The customer base is comprised of small- to mid-sized businesses as well as other larger customers for which they fulfill repetitive production orders.

Three Months Ended

Nine Months Ended

(in thousands)

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Income from operations

Total revenues were $2,839 and $2,262 for the three months ended June 30, 2024 and 2023, respectively, an increase of $577, or 25.5%.

revenues were $7,677 and $7,100 for the nine months ended June 30, 2024 and 2023, respectively, an increase of $577, or 8.1% .

The increase in

revenues for the three and nine months ended June 30, 2024 reflected an increase in certain sales categories within the business.

Gross profit was $1,540 and $1,180 for the three months ended June 30, 2024 and 2023, respectively, an increase of $360, or 30.5%.

Gross profit margin for the three months ended June 30, 2024 and 2023 was 54.2% and 52.2%, respectively.

Gross profit was $4,15 2 and $3,715 for the

nine months ended June 30, 2024 and 2023, respectively, an increase of $437, or 11.8%.

Gross profit margin for the nine months ended June 30, 2024 and 2023 was 54.1% and 52.3 %,

respectively.

The year-over-year increase in gross profit margin in both periods was generally due to the increase in both sales volume and sales mix of business.

Total revenues was $2,285 and $2,339 for the three months ended December 31, 2024 and 2023, respectively, a decrease of $54 or 2.3%.

The decrease in

revenues for the three months ended December 31, 2024 primarily reflected an increase in discounts on manufactured products based on customers' volume purchases.

Gross profit was $1,231 and $1,269 for the three months ended December 31, 2024 and 2023, respectively, a decrease of $38.

Gross profit margin for the

three months ended December 31, 2024 and 2023 was 53.9% and 54.3%, respectively.

The period-over-period decrease in gross profit margin was primarily due to a decrease in sales volume combined with a product mix variance.

Selling, General and Administrative Expenses

Selling, general and administrative expenses were $793 and $717 for the three months ended June 30, 2024 and 2023, respectively, an increase of $76, or 10.6%.

Sell ing, general and administrative expenses were $2,364 and $2,267 for the nine months ended June 30, 2024 and 2023, respectively, an increase of $97, or 4.3%.

The modest increase in expenses in both periods was reflective of the overall increase in sales volume, the mix of sales and general economic cost increases.

Selling, general and administrative expenses were $941 and $784 for the three months ended December 31, 2024 and 2023, respectively, an increase of

$157, or 20.0%.

The increase was primarily due to bonuses expensed during the quarter relating to the refinancing of the First Merchants Credit Facilities.

Income from Operations

Income from operations was $747 for the three months ended June 30, 2024 compared to $463 for the three months ended June 30, 2023, representing a 61.3%

increase from the prior year period due to increases in sales of certain product categories versus the prior year period combined with effective

selling, general and administrative cost management.

Income from operations was $1,788 for the nine months ended June 30, 2024 compared to $1,448 for the nine months ended June 30, 2023, representing a 23.5% increase from the prior year period as a result of increased revenues and effective selling, general and administrative cost management.

Results of Operations – Corporate and Other – Three and Nine Months Ended June 30, 2024 and 2023

Income from operations was $290 for the three months ended December 31, 2024 compared to $485 for the three months ended December 31, 2023,

representing a 40.2% decrease from the prior year period, primarily due to an increase in selling, general and administrative expenses.

Results of Operations – Corporate and Other – Three Months Ended December 31, 2024 and 2023

Below is a reconciliation of income from operating segments to net income available to common stockholders.

Three Months Ended

Nine Months Ended

(in thousands)

Total income from operations by segment

Total income from operating segments

Corporate expenses

Amortization of intangible assets

Stock-based compensation

Stock-based compensation - Corporate

Total corporate expenses

Interest expense

Fair value adjustments to Rubicon investment (net of dividends)

Fair value adjustments of contingent earnout liabilities

Gain on extinguishment

Change in fair value of mandatorily redeemable non-controlling interest

Net income (loss) before taxes

Income tax benefit (expense)

Net income (loss)

Other expense

Net income before taxes

Income tax expense

Preferred stock dividends

Net income (loss) Available to Common Stockholders

Non-controlling interest dividends

Net income Available to Common Stockholders

Total Corporate Expenses

Total Corporate expenses, which include amortization of intangible assets, stock-based compensation and merger and acquisition expenses , increased by $210 ,

or 20.4%, to $1,238 in the three months ended June 30, 2024 as compared to $1,028 for the three months ended June 30, 2023.

Total Corporate expenses increased by $267, or 8.0%, to $3,593 for the nine months ended June 30, 2024 as compared to $3,326 for the nine months ended June 30, 2023.

The increase in both periods was due primarily to higher stock-based compensation related to more issuances of stock options, higher legal-related professional expense, and increased merger and

acquisition expenses.

We incur merger and acquisition deal-related expenses and intangible amortization at the Corporate level rather than at the segment level.

Total Corporate expenses, which include amortization of intangible assets, stock-based compensation and merger and acquisition expenses, decreased by

$119, or 6.8%, to $1,625 in the three months ended December 31, 2024 as compared to $1,744 for the three months ended December 31, 2023.

We incur merger and acquisition deal-related expenses and intangible amortization at the Corporate level rather

than at the segment level.

Interest Expense

Interest expense for the consolidated company increased $61, or 11.6%, to $589 for the three months ended June 30,

2024 from $528 for the three months ended June 30, 2023.

Interest expense for the consolidated company increased by $187 , or 12.7%, to

$1,663 for the nine months ended June 30, 2024 from $1,476 for the nine months ended June 30, 2023.

The increase in both periods was

primarily due to higher interest rates partially offset by lower average debt balances.

Interest expense for the consolidated company increased $142, or 27.1%, to $666 for the three months ended December 31, 2024 from $524 for the three

months ended December 31, 2023.

The increase was primarily due to higher interest rates partially offset by lower average debt balances.

Income Tax Expense

On a consolidated basis, the Company recorded an income tax expense of $343 for the three months ended June 30, 2024, as compared to an income tax

benefit of $181 for the three months ended June 30, 2023.

On a consolidated basis, the Company recorded an income tax expense of $412 for the nine months ended June 30, 2024, as compared to an income tax expense

of $68 for the nine months ended June 30, 2023.

On a consolidated basis, the Company recorded an income tax expense of $198 for the three months ended December 31, 2024, as compared to an income tax expense of

$192 for the three months ended December 31, 2023.

The increase in expense was primarily due to an increase in income from operations.

Preferred Stock Dividends

Preferred stock dividends include any dividends accrued but not paid on the Company’s Series C Cumulative Preferred Stock (the “Series C Preferred Stock”).

For the three months ended June

30, 2024 and 2023, preferred stock dividends were $85 and $70, respectively, representing an increase of $15, or 21.4%.

For the nine mont hs

ended June 30, 2024 and 2023, preferred stock dividends were $242 and $212, respectively, representing an increase of $30, or 14.2%.

The increase in preferred stock dividends in both periods was the result of the increase in the dividend rate of the

Series C Stock by 1% on January 1, 2024.

Such rate is set to increase on each January 1 thereafter for four years to a maximum rate of 9%.

The dividend rate of the Series C Stock as of each of June 30, 2024 and September

30, 2023 was 6% and 5%, respectively.

Net Income (Loss)

Net loss was $191 , or ($0.16) per diluted share, for the three months ended June 30, 2024 compared to net loss of $430 or ($0.36) per diluted share, for

the three months ended June 30, 2023.

The change in net loss for the three months ended June 30, 2024 was largely due to stronger revenues and profits across all segments.

Net income was $304 , or 0.25 per diluted share, for the nine months ended June 30, 2024 compared to net income of

$148, or $0.12 per diluted share, for the nine months ended June 30, 2023.

The increase in net income for the nine months ended June 30, 2024 was largely due to stronger

revenues and profits in the Life Sciences and Manufacturing segments.

Net Income (Loss) Available to Common Stockholders

Net loss available to holders of Common Stock was $276, or ($0.23) per diluted share, for the three months ended June 30, 2024 compared to net loss

available to holders of Common Stock of $500, or ($0.42) per diluted share, for the three months ended June 30, 2023.

Net income available to holders of Common Stock was $62 , or $0.05 per diluted share, for the nine months ended June 30, 2024 compared to net loss available to holders of Common Stock of $64, or ($0.05) per diluted share, for the nine months ended June 30, 2023.

decrease in net loss available to common stockholders for the three months ended June 30, 2024 was the result of an increase in income across all segments.

The increase in net income available to common stockholders for the nine months ended June 30,

2024 was also the result of an increase in income across all segments.

Preferred stock dividends include any dividends accrued on the Company’s Series C Cumulative Preferred Stock (the “Series C Preferred Stock”).

three months ended December 31, 2024 and 2023, preferred stock dividends were $86 and $72, respectively.

Non-Controlling Interest Dividends

Non-controlling interest dividends include the dividends accrued and

paid to the non-controlling interest of Indco (the “Non-controlling interest dividends”).

For the three months ended December 31, 2024, non-controlling interest dividends were $243.

Net income was $659, or $0.55 per diluted share, for the three months ended December 31, 2024 compared to net income of $276, or $0.23 per diluted

share, for the three months ended December 31, 2023.

The increase in net income was largely due to higher profits in our Logistics segment and a non-cash mark-to-market increase of an equity investment.

Income Available to Common Stockholders

Income available to holders of Common Stock was $330, or $0.28 per diluted share, for the three months ended December 31, 2024 compared to income

available to holders of Common Stock of $204, or $0.17 per diluted share, for the three months ended December 31, 2023.

The increase in net income available to common stockholders is due to an increase net income, partially offset by an increase in

preferred stock dividends.

LIQUIDITY AND CAPITAL RESOURCES

Our ability to satisfy liquidity requirements—including meeting debt obligations and funding working capital, day-to-day operating expenses, and capital expenditures—depends upon future performance, which

is subject to general economic conditions, competition and other factors, some of which are beyond our control.

Our Logistics segment depends on commercial credit facilities to fund day-to-day operations as there is a difference between the timing of

collection cycles and the timing of payments to vendors.

Our ability to satisfy liquidity requirements—including meeting debt obligations and funding working capital, day-to-day operating expenses, and

capital expenditures—depends upon future performance, which is subject to general economic conditions, competition and other factors, some of which are beyond our control.

Our Logistics segment depends on commercial credit facilities to fund

day-to-day operations as there is a difference between the timing of collection cycles and the timing of payments to vendors.

As a customs broker, our Logistics segment makes significant cash advances for a select group of our credit-worthy customers.

These cash advances are for customer obligations such as the payment of duties

and taxes to customs authorities primarily in the United States.

These cash advances are

for customer obligations such as the payment of duties and taxes to customs authorities primarily in the United States.

Increases in duty rates could result in increases in the amounts we advance on behalf of our customers.

Cash advances are a “pass through” and are not recorded as a component of revenues

and expenses.

The billings of such advances to customers are accounted for as a direct increase in accounts receivable from the customer and a corresponding increase in accounts payable to governmental customs authorities.

These “pass through” billings

can influence our traditional credit collection metrics.

Cash advances are a

“pass through” and are not recorded as a component of revenues and expenses.

The billings of such advances to customers are accounted for as a direct increase in accounts receivable from the customer and a corresponding increase in accounts payable

to governmental customs authorities.

These “pass through” billings can influence our traditional credit collection metrics.

For customers that meet certain criteria, we have agreed to extend payment terms beyond our customary terms.

Management believes that it has established effective credit control procedures and has

historically experienced relatively insignificant collection problems.

Our subsidiaries depend on commercial credit facilities to fund day-to-day operations as there is a difference between the timing of collection cycles and the timing of payments to

Management believes that it has

established effective credit control procedures and has historically experienced relatively insignificant collection problems.

Our subsidiaries depend on commercial credit facilities to fund day-to-day operations as there is a difference between

the timing of collection cycles and the timing of payments to vendors.

Generally, we do not make significant capital expenditures.

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Cash flows from operating activities

Net cash provided by operating activities was $6,354 for the nine months ended June 30, 2024, versus $11,056 provided by operating activities for the nine months ended June 30, 2023.

The decrease in cash

provided by operations for the nine months ended June 30, 2024 compared to the prior year period was driven principally by a lower net working capital benefit at our Logistics segment.

Net cash provided by operating activities was $1,754 for the three months ended December

31, 2024, versus $3,006 provided by operating activities for the three months ended December 31, 2023.

The decrease in cash provided by operations for the three months ended December 31, 2024 compared to the prior year period was primarily due to a decrease in net income adjusted by non-cash items of $676 and a decrease in net working capital of $576.

Cash flows from investing activities

Net cash used in investing activities totaled $5,193 for the nine months ended June 30, 2024, versus $6,361 for the nine months ended June 30, 2023.

We used $3,795 for the acquisition of two businesses, $740 in earnout payments to the former owners of ELFS and IBS, and $658 for the acquisition of property and equipment for the nine months ended June

30, 202 4, compared to $4,401 for the acquisition of two businesses, $1,693 in earnout payment to the former owners of ELFS, and $267 for the acquisition of property and equipment for the nine months ended June 30, 2023 .

Net cash used in investing activities totaled $324 for the three months ended December 31, 2024, versus $53 used in investing activities for the three months ended December 31, 2023.

The change in net cash used in investing activities was primarily due to purchase price adjustments relating to payments made on liabilities existing prior to the date of acquisition.

Cash flows from financing activities

Net cash provided by financing activities was $318 for the nine months ended June 30, 2024, versus net cash used in

financing activities of $8,513 for the nine months ended June 30, 2023.

Net cash provided in financing activities for the nine months ended June 30, 2024 included repayment of funds from our lines of credit, repayment of funds from our term loan and

repayment of subordinated promissory notes.

Net cash provided financing activities for the nine months ended June 30, 2023 primarily included repayment of funds from our lines of credit and repayment of term loans.

Net cash provided by financing activities was $252 for the three months ended December 31, 2024, versus net cash used in financing activities of $3,835 for the

three months ended December 31, 2023.

Net cash provided by financing activities for the three months ended December 31, 2024 included the conversion and extinguishment of the acquisition loan into the term loan and proceeds from the line of

credit, partially offset by repayment of subordinate promissory notes, dividends paid to preferred stockholders, and dividends paid to non-controlling interest.

Off-Balance Sheet Arrangements

As of June 30, 2024, we had no off-balance sheet arrangements or obligations.

As of December 31, 2024, we had no off-balance sheet arrangements or obligations.

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