What changed in this filing

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Item 4. Controls and Procedures

2024-03-18 compared with 2023-09-14 · 28 added, 33 removed, 40 unchanged (60% of the section changed)

9 unchanged sentences

the year ended October 31, 2020, our controls were inadequate to prevent and detect misstatements of stock based compensation awards,

and quantities of inventory at one of our subsidiaries.

Accordingly, management determined that this control deficiency constituted a

material weakness.

quantities of inventory at one of our subsidiaries and inaccurately accounted for certain intercompany eliminations in our consolidated

statements of operations.

Accordingly, management determined that this control deficiency constituted a material weakness.

the year ended October 31, 2021, we identified inappropriate system access controls over our financial reporting system.

3 unchanged sentences

This was evidenced by our failure to properly identify and account for a material lease amendment.

during the year ended October 31, 2021, we determined that we lacked adequate controls with respect to physical custody of certain hardware,

electronic and hard copy records of Generations Coffee and its component operation known as Steep n’ Brew following the Company’s

relocation or vacating of certain premises used in the operations of that business unit.

Accordingly, management determined that the

foregoing were control deficiencies that constituted material weaknesses.

Additionally,

on January 24, 2023, we concluded, after discussion with management, that our financial statements inaccurately accounted for certain

intercompany eliminations in our consolidated statements of operations for the fiscal year ended October 31, 2020.

As a result, we determined

that there was an overstatement of net sales and cost of sales in the consolidated statement of operations of approximately $8.3 million

in our financial statements during the fiscal year ended October 31, 2020 which required a restatement of the previously issued financial

statements for the fiscal year ended October 31, 2020.

This was due to inadequate design and implementation of controls to evaluate and

monitor the presentation and compliance with accounting principles generally accepted in the United States of America related to the

statement of operations.

Accordingly, management has determined that this control deficiency constituted a material weakness.

Accordingly, management

determined that the foregoing were control deficiencies that constituted material weaknesses.

during the year ended October 31, 2022, we concluded that we lacked adequate controls with respect to the preparation and review of journal

entries and account reconciliations during the year-end financial statement closing process.

Accordingly, management has determined that

this control deficiency constituted a material weakness.

during the year ended October 31, 2023, we concluded that we lacked adequate controls with respect to recording year end accruals for

vendor liabilities and properly calculating required loan covenants.

Accordingly, management has determined that this control deficiency

constituted a material weakness.

Notwithstanding

such material weaknesses, we believe the financial information presented herein is materially correct and fairly presents the financial

position and operating results of the three and nine months ended July 31, 2023 in conformity with U.S.

generally accepted accounting

principles for interim financial information and in accordance with the rules and regulations of the SEC.

position and operating results of the quarter ended January 31, 2023 in conformity with U.S.

generally accepted accounting principles

for interim financial information and in accordance with the rules and regulations of the SEC.

Plan for the Material Weaknesses

6 unchanged sentences

initiating controls and procedures in order to:

control owners concerning the principles and requirements of each control, with a focus on those related to user access to our financial

reporting systems impacting financial reporting;

and maintaining documentation to promote knowledge transfer upon personnel and function changes;

enhanced controls and reviews related to our financial reporting systems;

an in-depth analysis of who should have access to perform key functions within our financial reporting system that impact financial

reporting and redesigning aspects of the system to better allow the access rights to be implemented.

cross referencing

analysis to be completed on a quarterly basis;

additional levels of internal review of financial statements and any adjustments made thereto.

educating control owners

concerning the principles and requirements of each control, with a focus on those related to user access to our financial reporting

systems impacting financial reporting;

developing and maintaining

documentation to promote knowledge transfer upon personnel and function changes;

developing enhanced controls

and reviews related to our financial reporting systems;

performing an in-depth

analysis of who should have access to perform key functions within our financial reporting system that impact financial reporting

and redesigning aspects of the system to better allow the access rights to be implemented.

material weaknesses identified above will not be considered remediated until our remediation efforts have been fully implemented and

11 unchanged sentences

10-K for the year ended October 31, 2023, there was no change in our internal control over financial reporting (as defined in Rules 13a-15(f)

and 15d-15(f) under the Exchange Act) during the fiscal quarter ended July 31, 2023 that has materially affected, or is reasonably likely

to materially affect, our internal control over financial reporting.

and 15d-15(f) under the Exchange Act) during the fiscal quarter ended January 31, 2024 that has materially affected, or is reasonably

likely to materially affect, our internal control over financial reporting.

II - OTHER INFORMATION

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 4. Controls and Procedures