What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2020-10-29 compared with 2020-07-30 · 88 added, 71 removed, 427 unchanged (27% of the section changed)

3 unchanged sentences

(Dollars in thousands, except share and per share amounts)

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2020 2019 2020 2019

16 unchanged sentences

(Dollars in thousands)

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2020 2019 2020 2019

7 unchanged sentences

(Dollars in thousands)

June 30, 2020 December 31, 2019

September 30, 2020 December 31, 2019

Current Assets

Cash and cash equivalents $ 19,966 $ 3,309

Receivables (less allowance for doubtful accounts at June 30, 2020, and December 31, 2019 - $ 24 )

Receivables (less allowance for doubtful accounts at September 30, 2020, and December 31, 2019 - $ 24 )

52,673 40,931

13 unchanged sentences

Accrued expenses 14,938 9,383

Income taxes payable 4,732 —

Total current liabilities 44,405 39,295

15 unchanged sentences

authorized 40,000,000 shares;

issued 18,115,965 shares at June 30, 2020 and December 31, 2019;

and 16,895,522 and 17,028,125 shares outstanding at June 30, 2020 and December 31, 2019, respectively

issued 18,115,965 shares at September 30, 2020 and December 31, 2019;

and 16,913,313 and 17,028,125 shares outstanding at September 30, 2020 and December 31, 2019, respectively

Additional paid-in capital 15,284 14,029

1 unchanged sentence

Accumulated other comprehensive loss ( 157 ) ( 246 )

Treasury stock, at cost, 1,220,443 and 1,087,840 at June 30, 2020 and December 31, 2019, respectively

Treasury stock, at cost, 1,202,652 and 1,087,840 at September 30, 2020 and December 31, 2019, respectively

( 23,199 ) ( 20,242 )

5 unchanged sentences

(Dollars in thousands)

Year to Date Ended June 30,

Year to Date Ended September 30,

Cash Flows from Operating Activities

2 unchanged sentences

Depreciation and amortization 9,618 8,537

Gain on sale of assets ( 8 ) ( 138 )

Loss (gain) on sale of assets 337 ( 138 )

Share-based compensation 2,693 2,752

4 unchanged sentences

Prepaid expenses ( 2,032 ) ( 326 )

Income taxes payable (refundable) 5,778 ( 4,692 )

Refundable income taxes ( 673 ) ( 2,138 )

Accounts payable 2,196 ( 331 )

19 unchanged sentences

Other, net — ( 78 )

Net cash provided by financing activities 14,857 1,436

Net cash provided by (used in) financing activities 2,713 ( 1,477 )

Increase (decrease) in cash and cash equivalents 16,657 ( 628 )

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

For Year to Date Ended June 30, 2020

For Year to Date Ended September 30, 2020

(Unaudited) (Dollars in thousands)

18 unchanged sentences

Net income — — — 8,490 — — 8,490

Other comprehensive loss — — — — 21 — 21

Other comprehensive income — — — — 21 — 21

Dividends and dividend equivalents of $ 0.12 per common share and per restricted stock unit, net of estimated forfeitures

3 unchanged sentences

4 6,715 15,026 245,016 ( 231 ) ( 23,833 ) 242,697

Comprehensive income:

Net income — — — 10,381 — — 10,381

Other comprehensive income — — — — 74 — 74

Dividends and dividend equivalents of $ 0.12 per common share and per restricted stock unit, net of estimated forfeitures

— — — ( 2,043 ) — — ( 2,043 )

Share-based compensation — — 258 — — — 258

Stock shares awarded, forfeited, or vested — — — — — 634 634

Balance, September 30, 2020

$ 4 $ 6,715 $ 15,284 $ 253,354 $ ( 157 ) $ ( 23,199 ) $ 252,001

See accompanying notes to unaudited condensed consolidated financial statements

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

For Year to Date Ended June 30, 2019

For Year to Date Ended September 30, 2019

(Unaudited) (Dollars in thousands)

19 unchanged sentences

Net income — — — 7,911 — — 7,911

Other comprehensive income — — — — ( 16 ) — ( 16 )

Other comprehensive loss — — — — ( 16 ) — ( 16 )

Dividends and dividend equivalents of $ 0.10 per common share and per restricted stock unit, net of estimated forfeitures

4 unchanged sentences

4 6,715 13,117 213,049 ( 97 ) ( 20,346 ) 212,442

Comprehensive income:

Net income — — — 8,215 — — 8,215

Other comprehensive loss — — — — ( 7 ) — ( 7 )

Dividends and dividend equivalents of $ 0.10 per common share and per restricted stock unit, net of estimated forfeitures

— — — ( 1,713 ) — — ( 1,713 )

Share-based compensation — — 484 — — — 484

Stock shares repurchased — — — — — ( 1 ) ( 1 )

Balance, September 30, 2019

$ 4 $ 6,715 $ 13,601 $ 219,551 $ ( 104 ) $ ( 20,347 ) $ 219,420

See accompanying notes to unaudited condensed consolidated financial statements

13 unchanged sentences

All significant intercompany balances and transactions have been eliminated in consolidation.

These unaudited condensed consolidated financial statements as of and for the quarter ended June 30, 2020, should be read in conjunction with the consolidated financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the Securities and Exchange Commission (“SEC”).

These unaudited condensed consolidated financial statements as of and for the quarter ended September 30, 2020, should be read in conjunction with the consolidated financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the Securities and Exchange Commission (“SEC”).

The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

15 unchanged sentences

Inventory consists of the following:

June 30, 2020 December 31, 2019

September 30, 2020 December 31, 2019

Finished goods $ 17,205 $ 16,654

11 unchanged sentences

This is a faithful depiction of the satisfaction of the performance obligation because, at the point control passes to the customer, the customer has legal title and the risk and rewards of ownership have transferred, and the customer has present obligation to pay.

The Company’s Distillery Products segment routinely enters into bill and hold arrangements, whereby the Company produces and sells unaged distillate to customers, and the product is subsequently barreled at the customer’s request and warehoused at a Company location for an extended period of time in accordance with directions received from the Company’s customers.

Even though the unaged distillate remains in the Company’s possession, a sale is recognized at the point in time when the customer obtains control of the product.

The Company’s Distillery Products segment routinely enters into bill and hold arrangements, whereby the Company produces and sells aged and unaged distillate to customers, and the product is barreled at the customer’s request and warehoused at a Company location for an extended period of time in accordance with directions received from the Company’s customers.

Even though the aged and unaged distillate remains in the Company’s possession, a sale is recognized at the point in time when the customer obtains control of the product.

Control is transferred to the customer in bill and hold transactions when:

18 unchanged sentences

The Company separately evaluates indefinite-lived intangible assets for impairment.

As of June 30, 2020, the Company determined that goodwill was not impaired.

As of September 30, 2020, the Company determined that goodwill was not impaired.

Fair Value of Financial Instruments.

11 unchanged sentences

The fair value of the Company’s debt is estimated based on current market interest rates for debt with similar maturities and credit quality.

The fair value of the Company’s debt was $ 72,676 and $ 42,534 at June 30, 2020 and December 31, 2019, respectively.

The financial statement carrying value of total debt was $ 64,533 (including unamortized loan fees) and $ 41,060 (including unamortized loan fees) at June 30, 2020 and December 31, 2019, respectively.

The fair value of the Company’s debt was $ 61,698 and $ 42,534 at September 30, 2020 and December 31, 2019, respectively.

The financial statement carrying value of total debt was $ 54,508 (including unamortized loan fees) and $ 41,060 (including unamortized loan fees) at September 30, 2020 and December 31, 2019, respectively.

These fair values are considered Level 2 under the fair value hierarchy.

16 unchanged sentences

The following table presents the Company’s sales by segment and major products and services:

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2020 2019 2020 2019

26 unchanged sentences

Ingredient Solutions Total (a)

Balance at December 31, 2019

Balance, December 31, 2019

$ 1,850 $ — $ 1,850

Acquisitions 1,739 — 1,739

Balance at June 30, 2020

Balance, September 30, 2020

$ 3,589 $ — $ 3,589

(a) Includes $ 890 and $ 350 of trade names at June 30, 2020 and December 31, 2019, respectively.

(a) Includes $ 890 and $ 350 of trade names at September 30, 2020 and December 31, 2019, respectively.

Trade names are considered indefinite-lived intangible assets.

2 unchanged sentences

Description (a)

June 30, 2020 December 31, 2019

September 30, 2020 December 31, 2019

Credit Agreement - Revolver, 1.16 % (variable rate) due 2025

11 unchanged sentences

Long-term debt and Credit Agreement - Revolver $ 54,096 $ 40,659

(a) Interest rates are as of June 30, 2020, except for the Previous Credit Agreement which is as of December 31, 2019.

(a) Interest rates are as of September 30, 2020, except for the Previous Credit Agreement which is as of December 31, 2019.

(b) Loan fees are being amortized over the life of the Credit Agreement and Note Purchase Agreement.

5 unchanged sentences

The Company incurred $ 1,148 of new loan fees related to the Credit Agreement.

The Credit Agreement includes certain requirements and covenants, which the Company was in compliance with at June 30, 2020.

As of June 30, 2020, the Company’s total outstanding borrowings under the Credit Agreement were $ 25,000 leaving $ 275,000 available.

The Credit Agreement includes certain requirements and covenants, which the Company was in compliance with at September 30, 2020.

As of September 30, 2020, the Company’s total outstanding borrowings under the Credit Agreement were $ 15,000 leaving $ 285,000 available.

Note Purchase Agreements.

The Company’s Note Purchase and Private Shelf Agreement (the “Note Purchase Agreement”) with PGIM, Inc., an affiliate of Prudential Financial, Inc., and certain affiliates of PGIM, Inc.

provides for the issuance of up to $ 75,000 of Senior Secured Notes until August 2020.

The Company’s Note Purchase and Private Shelf Agreement (the “Note Purchase Agreement”), as amended by the First Amendment to Private Shelf Agreement as of February 14, 2020 and the Second Amendment to Private Shelf Agreement as of September 30, 2020 with PGIM, Inc., an affiliate of Prudential Financial, Inc., and certain affiliates of PGIM, Inc., provides for the issuance of up to $ 105,000 of Senior Secured Notes and issuance of $ 20,000 of Senior Secured Notes.

The deadline for issuing the notes under the shelf facility is August 23, 2023.

During 2017, the Company issued $ 20,000 of Senior Secured Notes with a maturity date of August 23, 2027.

During 2019, the Company issued $ 20,000 of additional Senior Secured Notes with a maturity date of April 30, 2029.

The Note Purchase Agreement includes certain requirements and covenants, which the Company was in compliance with at June 30, 2020.

The Note Purchase Agreement includes certain requirements and covenants, which the Company was in compliance with at September 30, 2020.

The Company’s tax provision for interim periods is determined using an estimated annual effective tax rate, adjusted for discrete items arising in that quarter.

In each quarter, the estimated annual effective tax rate is updated and a year to date adjustment is made to the provision.

The Company’s quarterly effective tax rate is subject to significant change due to the effect of discrete items arising in a given quarter.

Income tax expense for the quarter and year to date ended June 30, 2020, was $ 2,550 and $ 5,774 , respectively, for an effective tax rate of 23.1 percent and 24.0 percent, respectively.

The effective tax rate for quarter to date ended June 30, 2020 differed from the 21 percent federal statutory rate on pretax income, primarily due to state taxes, partially offset by state and federal tax credits and the deduction applicable to export activity.

Additionally, during the quarter ended June 30, 2020, the Company concluded the 2016 IRS examination of its federal income tax return, with minimal findings.

The effective tax rate for the year to date ended June 30, 2020, differed from the 21 percent federal statutory rate on pretax income, primarily due to state taxes, estimated increase in the Company's valuation allowance related to state income tax attributes, and the discrete tax impact of vested share-based awards, partially offset by federal and state credits, the deduction applicable to income derived from export activity.

Income tax expense for the quarter and year to date ended June 30, 2019, was $ 2,642 and $ 1,183 , respectively, for an effective tax rate of 25.0 percent and 6.3 percent, respectively.

The effective tax rate for quarter ended June 30, 2019, differed from the 21 percent federal statutory rate on pretax income, primarily due to state income taxes and certain compensation being subject to the deduction limitations applicable to public companies, partially offset by state and federal credits.

The effective tax rate

for the year to date ended June 30, 2019, differed from the 21 percent federal statutory rate on pretax income, primarily due to the tax impact of vested share-based awards, the tax impact of state and federal tax credits, partially offset by state taxes and certain compensation being subject to the compensation deduction limitations applicable for public companies.

The Company’s quarterly effective tax rate can be subject to significant change due to the effect of discrete items arising in a given quarter.

Income tax expense for the quarter and year to date ended September 30, 2020, was $ 2,862 and $ 8,636 , respectively, for an effective tax rate of 21.6 percent and 23.1 percent, respectively.

The effective tax rate for quarter to date ended September 30, 2020 differed from the 21 percent federal statutory rate on pretax income, primarily due to state taxes, partially offset by state and federal tax credits, the release of a portion of the Company's valuation allowance and the deduction applicable to export activity.

The effective tax rate for year to date ended September 30, 2020, differed from the 21 percent federal statutory rate on pretax income, primarily due to state taxes, partially offset by federal and state credits, and the deduction applicable to income derived from export activity.

Income tax expense for the quarter and year to date ended September 30, 2019, was $ 3,025 and $ 4,208 , respectively, for an effective tax rate of 26.9 percent and 14.0 percent, respectively.

The effective tax rate for quarter ended September 30, 2019, differed from the 21 percent federal statutory rate on pretax income, primarily due to state income taxes and the discrete tax

impact of previously disclosed legal matters, partially offset by state and federal tax credits.

The effective tax rate for year to date ended September 30, 2019, differed from the 21 percent federal statutory rate on pretax income, primarily due to the tax impact of vested share-based awards, the tax impact of state and federal tax credits, partially offset by state taxes, the discrete tax impact of previously disclosed legal matters, and certain compensation being subject to the compensation deduction limitations applicable for public companies.

In response to COVID-19, President Donald Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) on March 27, 2020.

The CARES Act along with other guidance issued by the IRS provides for numerous tax provisions and other stimulus measures, including temporary suspension of certain payment requirements for the employer portion of Social Security taxes, deferral of income tax payments until July 15, 2020, and technical corrections from prior tax legislation.

The Company is in the process of monetizing certain parts of the CARES Act and continues to monitor tax legislation for additional potential benefits available to the Company.

In particular, during quarter ended June 30, 2020, the Company either exercised or began the process to exercise its ability to defer portions of the Company's Social Security taxes, the Company's federal and in certain cases, state estimated income tax payments, along with technical changes under the CARES Act related to Qualified Improvement Property.

The effect of these changes, to the extent allowed under ASC 740, have been reflected in the quarter ended June 30, 2020 tax provision, and will most notably effect the income taxes payable balance.

Certain changes, however, will not be reflected in the quarter ended June 30, 2020 provision, as the rules under ASC 740 require waiting until an income tax method change is perfected.

The Company anticipates these additional changes will be reflected in the financial statements after the Company files its 2019 federal income tax return.

The Company is in the process of monetizing certain parts of the CARES Act, has resumed making estimated corporate income tax payments, and continues to monitor tax legislation for additional potential benefits available to the Company.

Equity and EPS

The computations of basic and diluted EPS:

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2020 2019 2020 2019

9 unchanged sentences

(a) Net income attributable to all shareholders.

(b) Participating securities included 116,127 and 112,865 unvested restricted stock units (“RSUs”), at June 30, 2020 and 2019, respectively.

(c) Under the two-class method, basic and diluted weighted average common shares at June 30, 2020 and 2019, exclude unvested participating securities.

(b) Participating securities included 115,399 and 112,865 unvested restricted stock units (“RSUs”), at September 30, 2020 and 2019, respectively.

(c) Under the two-class method, basic and diluted weighted average common shares at September 30, 2020 and 2019, exclude unvested participating securities.

Share Repurchase.

2 unchanged sentences

This share repurchase program may be modified, suspended, or terminated by the Company at any time without prior notice.

During year to date ended June 30, 2020, the Company repurchased approximately 159,104 shares of MGP Common Stock for $ 4,053 , resulting in $ 20,947 remaining under the share repurchase plan.

The shares were repurchased in multiple separate tranches with the final purchase concluding on March 16, 2020.

During year to date ended September 30, 2020, the Company repurchased approximately 159,104 shares of MGP Common Stock for $ 4,053 , resulting in $ 20,947 remaining under the share repurchase plan.

The shares were repurchased in multiple tranches with the final purchase concluding on March 16, 2020.

Commitments and Contingencies

3 unchanged sentences

The Company's financial information was not affected and there is no evidence that any sensitive or confidential company, supplier, customer or employee data was improperly accessed or extracted from our network.

The Company estimates that the ransomware attack adversely impacted gross profit by $ 1,728 , primarily as a result of the business

interruption.

The Company estimates that the ransomware attack adversely impacted gross profit by $ 1,728 , primarily as a result of the business interruption.

The Company has insurance related to this event and is seeking to recover a portion, if not all, of any profit impact including the profit associated with any loss of revenue resulting from this event.

The Company will record insurance recovery when it is probable of collection.

Following the attack, MGP implemented a variety of measures to further enhance our cybersecurity protections and minimize the impact of any future attack.

In 2020, two putative class action lawsuit were filed in the United States District Court for District of Kansas, naming the Company and certain of its current and former executive officers as defendants, asserting claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934.

Following the attack, MGP implemented a variety of measures to further enhance our

cybersecurity protections and minimize the impact of any future attack.

In 2020, two putative class action lawsuits were filed in the United States District Court for District of Kansas, naming the Company and certain of its current and former executive officers as defendants, asserting claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934.

The plaintiffs seek to pursue claims on behalf of a class consisting of purchasers or acquirers of the Company's Common Stock during certain specified periods (the “Class Periods”).

3 unchanged sentences

2:20-cv-2090-DDCJPO.

The plaintiffs allege that the defendants made false and/or misleading statements regarding the Company’s forecasts of sales of aged whiskey, and that, as a result the Company's Common Stock traded at artificially inflated prices throughout the Class Periods.

On July 22, 2020, the Retirement Trust filed a consolidated Amended Complaint.

The Consolidated Complaint alleges that the defendants made false and/or misleading statements regarding the Company’s forecasts of sales of aged whiskey, and that, as a result the Company's Common Stock traded at artificially inflated prices throughout the Class Periods.

The plaintiffs seek compensatory damages, interest, attorneys’ fees, costs, and unspecified equitable relief, but have not specified the amount of damages being sought.

The Company intends to vigorously defend itself in this action.

On September 8, 2020, defendants filed a Motion to Dismiss the Consolidated Amended Complaint.

The Motion is pending.

The Company intends to continue to vigorously defend itself in this action.

On May 11, 2020, Mitchell Dorfman, a shareholder in MGP, filed an action in the United States District Court for the District of Kansas, under the caption Dorfman, derivatively on behalf of MGP Ingredients v.

16 unchanged sentences

On July 13, 2020, defendants filed a Motion to Dismiss in Dorfman .

On July 16, 2020, the Kearns court entered an Order granting defendants until August 13, 2020 to file a motion to stay the action.

The Motion is pending.

On August 13, 2020, defendants filed a Motion to Stay the Kearns action pending the resolution of Dorfman.

The Motion is pending.

A chemical release occurred at the Company’s Atchison facility on October 21, 2016, which resulted in emissions venting into the air (“the Atchison Chemical Release”).

11 unchanged sentences

the Employee Equity Incentive Plan of 2014 (the “2014 Plan”) and the Non-Employee Director Equity Incentive Plan (the “Directors’ Plan”).

As of June 30, 2020, 421,220 RSUs had been granted of the 1,500,000 shares approved under the 2014 Plan, and 89,840 shares had been granted of the 300,000 shares approved under the Directors’ Plan.

As of June 30, 2020, there were 124,577 unvested RSUs under the Company’s long-term incentive plans and 116,127 were participating securities (Note 6).

As of September 30, 2020, 421,220 RSUs had been granted of the 1,500,000 shares approved under the 2014 Plan, and 107,622 shares had been granted of the 300,000 shares approved under the Directors’ Plan.

As of September 30, 2020, there were 123,439 unvested RSUs under the Company’s long-term incentive plans and 115,399 were participating securities (Note 6).

Deferred Compensation Plan.

1 unchanged sentence

The Company’s obligations under this plan will change in conjunction with the performance of the participants’ investments, along with contributions to and withdrawals from the plan.

Realized and unrealized gains (losses) on deferred compensation plan investments were included as a component of Interest expense, net and other in the Company’s Condensed Consolidated Statements of Income for the quarter ended June 30, 2020.

For quarter and year to date ended June 30, 2020, the Company had a gain on deferred compensation plan investments of $ 331 and $ 167 , respectively.

For quarter and year to date ended June 30, 2019, the Company had a gain on deferred compensation plan investments of $ 53 and $ 80 , respectively.

For quarter and year to date ended September 30, 2020, the Company had a gain on deferred compensation plan investments of $ 185 and $ 352 , respectively.

For quarter ended September 30, 2019, the Company had a loss on deferred compensation plan investments of $ 30 and for year to date ended September 30, 2019 a gain on deferred compensation plan investments of $ 50 .

Plan investments are classified as Level 1 in the fair value hierarchy since the investments trade with sufficient frequency and volume to enable the Company to obtain pricing information on an ongoing basis.

2 unchanged sentences

STI plan deferral were deposited, at the time of payment, into the EDC Plan by the Company and allocated by participants among Company-determined investment options.

At June 30, 2020 and December 31, 2019, the EDC Plan investments were $ 1,516 and $ 1,185 , respectively, which were recorded in Other assets on the Company’s Condensed Consolidated Balance Sheets.

The EDC Plan non-current liabilities were $ 1,938 and $ 1,337 at June 30, 2020 and December 31, 2019, respectively, were included in Other noncurrent liabilities on the Company’s Condensed Consolidated Balance Sheets.

At September 30, 2020 and December 31, 2019, the EDC Plan investments were $ 1,707 and $ 1,185 , respectively, which were recorded in Other assets on the Company’s Condensed Consolidated Balance Sheets.

The EDC Plan non-current liabilities were $ 2,222 and $ 1,337 at September 30, 2020 and December 31, 2019, respectively, and were included in Other noncurrent liabilities on the Company’s Condensed Consolidated Balance Sheets.

Operating Segments

At June 30, 2020 and 2019, the Company had two segments:

At September 30, 2020 and 2019, the Company had two segments:

Distillery Products and Ingredient Solutions.

6 unchanged sentences

All other assets are considered as Corporate.

Quarter Ended June 30, Year to Date Ended June 30,

Quarter Ended September 30, Year to Date Ended September 30,

2020 2019 2020 2019

17 unchanged sentences

The following table allocates assets to each segment as of:

June 30, 2020 December 31, 2019

September 30, 2020 December 31, 2019

Identifiable Assets

4 unchanged sentences

Subsequent Events

On July 28, 2020, the Company’s Board of Directors declared a quarterly dividend payable to stockholders of record as of August 21, 2020, of the Company’s Common Stock, and a dividend equivalent payable to holders of certain RSUs as of August 21, 2020, of $ 0.12 per share and per unit, payable on September 4, 2020.

On October 27, 2020, the Company’s Board of Directors declared a quarterly dividend payable to stockholders of record as of November 20, 2020, of the Company’s Common Stock, and a dividend equivalent payable to holders of certain RSUs as of November 20, 2020, of $ 0.12 per share and per unit, payable on December 4, 2020.

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 1. Financial Statements