What changed in this filing

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Item 1A. Risk Factors

2026-03-24 compared with 2025-03-13 · 133 added, 166 removed, 373 unchanged (44% of the section changed)

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of revenue and profit to later periods.

There is also the possibility that Congress will fail to raise the U.S.

debt ceiling when necessary

which, in addition to resulting in federal government shutdowns, could significantly impact the U.S.

and global economy, affecting the

discretionary spending decisions of our non-governmental clients and affecting the capital markets and our access to sources of liquidity

on terms that are acceptable to us.

The delayed funding or shutdown of many parts of the federal government, including agencies, departments,

programs, and projects we support, could have a substantial negative effect on our revenue, profit, and cash flows.

is also the possibility that Congress will fail to raise the U.S.

debt ceiling when necessary which, in addition to resulting in federal

government shutdowns, could significantly impact the U.S.

and global economy, affecting the discretionary spending decisions of our non-governmental

clients and affecting the capital markets and our access to sources of liquidity on terms that are acceptable to us.

compromises that may be needed for future fiscal years may continue to be extraordinarily difficult given the complicated grassroots

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in the federal budget process.

regulation, policy and program decisions under the new Administration could impact our business, affecting our profitability and future

material amount of our revenues is derived from various federal government contracts or subcontracts.

Considerable uncertainties exist

regarding how future federal budget and program decisions under the new Administration will unfold.

Program and policy decisions that

have been implemented or may be implemented could negatively impact our business.

These programs and policies include, among other things,

a scaled down government workforce.

These programs and policies and the transition of employees from the government agencies with which

we do business could create delays in waste receipts from federal government clients, project, procurements, and contract awards.

Additionally,

trade tensions or restrictions on trade, including the tariffs that have been imposed, have resulted and could further result in retaliation

by imposing tariffs by other countries.

The imposition of these tariffs by the U.S.

and other countries could result in disruption in

supply chains, increased costs on products that we utilize in our business operations, reduce profitability on waste that we treat for

international clients and increased cybersecurity threats, among other things.

Shift in decreased priorities in government funding for

remediation projects by the new administration may also negatively impact our results of operations and financial conditions.

to maintain our financial assurance coverage that we are required to have in order to operate our permitted treatment, storage and disposal

facilities could have a material adverse effect on us.

in government regulation, policy and programs could impact our business, affecting our profitability and future growth.

material amount of our revenue is derived from various federal government contracts or subcontracts.

Continuous program and policy decision

changes in the U.S.

federal government could negatively impact our business.

Recent program and policy changes since the beginning of the

new Administration have included, among other things, a scaled down government workforce and further changes in policies related to tariffs.

Continued trade tensions and restrictions on trade between the U.S.

and other countries, including tariffs imposed by the U.S and other

countries could negatively affect our business.

These program and policy change effects may include disruption in supply chains, increased

costs on products that we utilize in our business operations, reduce profitability on waste that we treat for international clients and

increased cybersecurity threats, among other things.

Shift in decreased priorities in government funding for remediation projects

by the Administration may also negatively impact our results of operations and financial conditions.

to maintain our financial assurance coverage that we are required to have in order to operate our permitted treatment, storage and

disposal facilities could have a material adverse effect on us.

maintain finite risk insurance policies and bonding mechanisms which provide financial assurance to the applicable states for our permitted

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of the below factors from time to time:

terrorism, natural disasters or other incidents occurring at nuclear facilities or involving shipments of nuclear materials;

of government to approve necessary budgets, or to reduce the amount of the budget necessary, to fund remediation sites, including

DOE and DOD sites;

terrorism, natural disasters or other incidents occurring at nuclear facilities or involving

shipments of nuclear materials;

of government to approve necessary budgets, or to reduce the amount of the budget necessary,

to fund remediation sites, including DOE and DOW sites;

shut downs or government Continuing Resolutions;

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to perform under existing contracts, directly or indirectly, with the government;

such as COVID;

weather conditions.

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large budget deficits that the federal government and many states are experiencing, and other events beyond our control, including, but

not limited to the impact from public health events (such as COVID-19 or other unforeseen public health event), the ability of private

and government entities to spend on waste services, including nuclear services, may decline significantly.

Our operations depend, in

large part, upon governmental funding (for example, the annual budget of the DOE) or specifically mandated levels for different programs

that are important to our business could have a material adverse impact on our business, financial position, results of operations and

not limited to the impact from public health events or other unforeseen public health event, the ability of private and government entities

to spend on waste services, including nuclear services, may decline significantly.

Our operations depend, in large part, upon governmental

funding (for example, the annual budget of the DOE) or specifically mandated levels for different programs that are important to our

business could have a material adverse impact on our business, financial position, results of operations and cash flow.

loss of one or a few customers could have an adverse effect on us.

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continue to and may in the future negatively impact our business and results of operations.

health threats and outbreaks such as COVID-19 and natural disasters such as hurricanes and severe weather conditions have previously

disasters such as hurricanes and severe weather conditions and public health threats and outbreaks such as the COVID pandemic have previously

negatively impacted our results of operations.

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If we are unable to meet these competitive challenges,

resulting in our ability to be awarded contracts, we could lose market share and experience on overall reduction in our profits.

resulting in our ability to be awarded contracts, we could lose market share and experience an overall reduction in our profits.

bear the risk of cost overruns in fixed-price contracts.

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A number of contracts in our Services Segment

are and have in past, been fixed-price or maximum price contracts.

are fixed-price or maximum price contracts.

Fixed-price contracts expose us to a number of risks not inherent

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and results of operations.

we cannot maintain our governmental permits or cannot obtain required permits, we may not be able to continue or expand our operations.

we cannot maintain our permits or cannot obtain required permits, we may not be able to continue or expand our operations.

are a nuclear services and waste management company.

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subject us to penalties that may restrict our ability to conduct our business.

governmental contracts or subcontracts relating to DOE and DOD sites are a significant part of our business.

governmental contracts or subcontracts relating to DOE and DOW sites are a significant part of our business.

Allowable costs under U.S.

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Such liability could involve, without limitation:

for clean-up costs, personal injury or damage to the environment in cases in which we are held responsible for the release of hazardous

or radioactive materials;

of employees, customers, or third parties for personal injury or property damage occurring in the course of our operations;

alleging negligence or professional errors or omissions in the planning or performance of our services.

for clean-up costs, personal injury or damage to the environment in cases in which we are

held responsible for the release of hazardous or radioactive materials;

of employees, customers, or third parties for personal injury or property damage occurring

in the course of our operations;

alleging negligence or professional errors or omissions in the planning or performance of

our services.

operations are subject to numerous environmental laws and regulations.

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will be a similar increase in the potential for litigation alleging that we have violated environmental laws or regulations or are responsible

for contamination or pollution caused by our normal operations, negligence or other misconduct, or for accidents, which occur in the

course of our business activities.

for contamination or pollution caused by our normal operations, negligence or other misconduct, or for accidents which occur in the course

of our business activities.

Such litigation, if significant and not adequately insured against, could adversely affect our financial

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Adverse public reaction also could lead to increased regulation or outright prohibition, limitations on the activities of our

customers, more onerous operating requirements or other conditions that could have a material adverse impact on our customers’

and our business.

elimination or any modification of the Price-Anderson Acts indemnification authority could have adverse consequences for our business.

customers, more onerous operating requirements or other conditions that could have a material adverse impact on our customers and our

elimination or any modification of the Price-Anderson Act’s indemnification authority could have adverse consequences for our business.

Atomic Energy Act of 1954, as amended, or the AEA, comprehensively regulates the manufacture, use, and storage of radioactive materials.

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That indemnification protects DOE prime contractors, but

also similar companies that work under contract or subcontract for a DOE prime contract or transporting radioactive material to or from

The indemnification authority of the DOE under the PAA was extended through 2025 by the Energy Policy Act of 2005.

also similar companies that work under contract or subcontract for a DOE prime contract or transports radioactive material to or from

Congress extended the indemnification authority under the PAA, including DOE’s ability to indemnify DOE contractors, to

December 31, 2065, as part of the Further Consolidated Appropriations Act, 2024 (Public Law 118-47).

certain conditions, the PAA’s indemnification provisions may not apply to our processing of radioactive waste at governmental facilities

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could have an adverse effect on our results of operations and financial condition.

If such indemnification authority is not applicable

in the future, our business could be adversely affected if the owners and operators of new facilities fail to retain our services in

the absence of commercial adequate insurance and indemnification.

If such indemnification is not available in the future, our business could be adversely

affected if the owners and operators of new facilities fail to retain our services in the absence of adequate commercial insurance and

indemnification.

Relating to our Financial Performance and Position and Need for Financing:

any of our permits, other intangible assets, and tangible assets becomes impaired, we may be required to record significant charges to

any of our permits, other intangible assets, and tangible assets become impaired, we may be required to record significant charges to

accounting principles generally accepted in the United States (“U.S.

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and the termination of our credit facility.

credit facility with our bank contains financial covenants.

A breach of any of these covenants could result in a default under our credit

facility triggering our lender to immediately require the repayment of all outstanding debt under our credit facility and terminate all

commitments to extend further credit.

We were not required to perform testing of our fixed charge coverage ratio (“FCCR”)

in each of the quarters in 2024 but otherwise met all of our other financial covenant requirements.

In the past, we have failed to meet

our minimum FCCR requirement in certain instances and in each case, our lender has either waived these instances of non-compliance or

provided certain amendments to our FCCR requirements which enabled us to meet our quarterly FCCR requirements.

Also, our lender has in

the past waived our FCCR testing requirement in certain quarters.

If we fail to meet any of our financial covenants going forward, including

the minimum quarterly FCCR requirement, and our lender does not waive the non-compliance or revise our covenant requirement so that we

are in compliance, our lender could accelerate the payment of our borrowings under our credit facility and terminate our credit facility.

credit facility with our bank contains financial covenants, including requirements to maintain minimum daily Liquidity (defined under

our loan agreement as borrowing availability under our revolving credit plus cash in our money market deposit account (“MMDA”)

maintained with our lender) amounts.

We have met all of our financial covenant requirements during 2025.

If we fail to meet any of our

financial covenants going forward and our lender does not waive the non-compliance or revise our covenant requirement so that we are

in compliance, our lender could accelerate the payment of our borrowings under our credit facility and terminate our credit facility.

In such event, we may not have sufficient liquidity to repay our debt under our credit facility and other indebtedness and/or operate

our business.

to maintain the required liquidity under our loan agreement with our lender could adversely affect our operations.

are required to maintain a certain level of Liquidity (defined as borrowing availability under the revolving credit plus cash in our

money market deposit account (“MMDA”) maintained with our lender) under our credit facility.

The maximum we can borrow under

the revolving part of our credit facility is based on a percentage of the amount of our eligible receivables outstanding at any one time

reduced by outstanding standby letters of credit and any borrowing reduction that our lender has or may impose from time to time.

of December 31, 2024, we had no borrowing under the revolving part of our credit facility and our Liquidity, as defined under our credit

facility was approximately $33,905,000, which included approximately $28,898,000 cash in our MMDA account primarily from the sales of

our Common Stock completed in May 2024 and December 2024.

These sales were consummated at a negotiated price.

A lack of positive operating

results could have material adverse consequences on our ability to operate our business.

Our ability to make principal and interest payments,

to refinance indebtedness, and borrow under our credit facility will depend on both our and our subsidiaries’ future operating

performance and cash flow.

Prevailing economic conditions, interest rate levels, and financial, competitive, business, and other factors

Many of these factors are beyond our control.

lack of positive operating results could limit our borrowing capacity under our credit facility.

maximum amount available for borrowing under the revolving portion of our credit facility is based on a percentage of our eligible accounts

receivable outstanding at any given time, reduced by outstanding standby letters of credit and any discretionary borrowing base reductions

imposed by our lender.

As a result, our borrowing capacity fluctuates based on the level and quality of our receivables and the lender’s

determinations.

If we do not generate positive operating results, our accounts receivable and overall borrowing base could decline, which

would reduce the amount available to us under the credit facility.

A reduction in borrowing availability could limit our access to working

capital and constrain our ability to fund operations, capital expenditures, and other business needs.

Our ability to make scheduled principal

and interest payments, refinance existing indebtedness, and borrow under our credit facility depends on our future operating performance

and cash flows, which are subject to prevailing economic conditions and financial, competitive, business, and other factors, many of

which are beyond our control.

A limitation on our borrowing capacity could have a material adverse effect on our business, financial

condition, and results of operations.

See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity

and Capital Resources” for a discussion of management’s current liquidity expectations and assumptions.

our financial and operating activities are limited, it could adversely affect our ability to incur additional debt to fund future needs.

could, among other things, be:

to dedicate a substantial portion of our cash flow to the payment of principal and interest, thereby reducing the funds available

for operations and future business opportunities;

it more difficult for us to satisfy our obligations;

our ability to borrow additional money if needed for other purposes, including working capital, capital expenditures, debt service

requirements, acquisitions and general corporate or other purposes, on satisfactory terms or at all;

our ability to adjust to changing economic, business and competitive conditions;

us at a competitive disadvantage with competitors who may have less indebtedness or greater access to financing;

us more vulnerable to an increase in interest rates, a downturn in our operating performance or a decline in general economic conditions;

us more susceptible to changes in credit ratings, which could impact our ability to obtain financing in the future and increase the

cost of such financing.

such an event, one or more of the following could occur:

could be required to dedicate a substantial portion of our cash flow to the payment of principal and interest, thereby reducing the

funds available for operations and future business opportunities;

cash flow and limited access to financing could make it more difficult for us to satisfy our obligations;

could be limited in our ability to borrow additional money if needed for other purposes, including working capital, capital expenditures,

debt service requirements, acquisitions and general corporate or other purposes, on satisfactory terms or at all;

could be limited in our ability to adjust to changing economic, business and competitive conditions;

could be placed at a competitive disadvantage with competitors who may have less indebtedness or greater access to financing;

could become more vulnerable to an increase in interest rates, a downturn in our operating performance, or a decline in general economic

could experience adverse changes in our credit ratings, which could impact our ability to obtain financing in the future and increase

the cost of such financing.

of the foregoing could adversely impact our operating results, financial condition, and liquidity.

Our ability to continue our operations

depends on our ability to generate profitable operations or complete equity or debt financings to increase our capital.

See above risk

factor for a discussion as to raising Liquidity in connection with our equity financing.

depends on our ability to generate profitable operations or complete equity or debt financings to increase our capital, when needed.

may be unable to utilize loss carryforwards in the future.

have approximately $33,470,000 and $81,775,000 in net operating loss carryforwards for federal and state income tax purposes, respectively

and expires in various amounts starting in 2024 if not used against future federal and state income tax liabilities, respectively.

of our federal net operating loss carryforwards were generated after December 31, 2017 and thus do not expire.

Our net loss carryforwards

are subject to various limitations.

Our ability to use the net loss carryforwards depends on whether we are able to generate sufficient

income in the future years.

Given our recent financial performance, we fully reserved these loss carryforwards in 2024.

net loss carryforwards have not been audited or approved by the Internal Revenue Service.

sustained substantial losses in 2024 and our inability to become profitable on an annualize basis in the foreseeable future could have

a material adverse effect on our operations, credit facility, liquidity and potential growth.

Company sustained substantial losses in 2024.

We believe that our results of operations should substantially improve in 2025.

Company has estimated net operating loss carryforwards (“NOLs”) for federal, state and foreign income tax purposes.

our NOLs can be carried forward and applied against future taxable income, if any, and expire in various amounts starting in 2026 with

the exception of our federal NOLs which do not expire.

Our net loss carryforwards are subject to various limitations.

Our ability to

use the net loss carryforwards depends on whether we are able to generate sufficient income in the future years.

Due to our financial

performances in recent years, we fully reserved these loss carryforwards in 2024.

Further, our net loss carryforwards have not been audited

or approved by the Internal Revenue Service.

sustained losses in each of the years 2025 and 2024 and our inability to become profitable on an annual basis in the foreseeable future

could have a material adverse effect on our operations, credit facility, liquidity and potential growth.

Company sustained losses in each of the years 2025 and 2024.

We believe that our results of operations should improve in 2026.

we fail to become profitable on an annualized basis in the foreseeable future, this could have a material adverse effect on our operations,

credit facility, liquidity and potential growth.

See “Management’s Discussion and Analysis of Financial Condition

and Results of Operations—Liquidity and Capital Resources” for a discussion of management’s current liquidity expectations

and assumptions.

Relating to our Common Stock:

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The issuance of our Common Stock

will result in the dilution in the percentage equity interest of our stockholders and the dilution in ownership value.

During 2024, we

raised capital through the sales of our Common Stock in May 2024 (2,051,282 shares) and December 2024 (2,530,000 shares).

As of December

31, 2024, we had 18,377,237 shares of Common Stock outstanding.

In addition, as of December 31, 2024, we had outstanding options to purchase

1,000,900 shares of our Common Stock at exercise prices ranging from $3.15 to $10.20 per share and warrants to purchase 188,038 shares

of our Common Stock at exercise prices of $11.50 and $12.19 per share.

Future sales of the shares issuable could also depress the market

price of our Common Stock.

will result in dilution in the percentage equity interest of our stockholders and dilution

in ownership value.

Future sales of the shares issuable could also depress the market price of our Common Stock.

do not intend to pay dividends on our Common Stock in the foreseeable future.

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a stockholder finds attractive.

Risk Factors:

of certain key personnel could have a material adverse effect on us.

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We do not maintain key person insurance on any of our employees, officers, or directors.

may not be successful in winning new business mandates from our government, commercial or international customers.

must be successful in winning mandates from our government, commercial and international customers to replace revenues from projects

that we have completed or that are nearing completion and to increase our revenues.

We bid on numerous projects, and a number of the

projects we bid on, we are not successful in obtaining.

Our business and operating results can be adversely affected by the size and

timing of a single material contract.

may not be successful in winning new business from our government, commercial or international customers.

must be successful in winning business from our government, commercial and international customers

to replace revenues from projects that we have completed or that are nearing completion and to increase our revenues.

We bid on numerous

projects and are not always successful in being selected as the winning bid.

Our business and operating results can be adversely affected

by the size and timing of a single material contract.

failure to maintain our safety record could have an adverse effect on our business.

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could have a material adverse impact on our business, financial condition, and results of operations or liquidity.

is also an increasing attention on the importance of cybersecurity relating to infrastructure.

is also increasing attention on the importance of cybersecurity relating to infrastructure.

This creates the potential for future

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financial reporting could have a material adverse effect on our business, operating results, and stock price.

effective internal control over financial reporting is necessary for us to produce reliable financial reports and is important in helping

to prevent financial fraud.

If we are unable to maintain adequate internal controls, our business and operating results could be harmed.

We are required to satisfy the requirements of Section 404 of Sarbanes Oxley and the related rules of the Commission, which require,

among other things, management to assess annually the effectiveness of our internal control over financial reporting.

the period ended September 30, 2024, we identified a material weakness related to the precision level required to properly evaluate the

need for a valuation allowance on our U.S.

deferred tax assets.

This material weakness resulted in an income tax valuation adjustment

recorded during the quarter.

The necessary level of precision was not applied when evaluating the need for a valuation allowance.

error was corrected by us in our condensed consolidated financial statements as of September 30, 2024, and for the three and nine months

ended September 30, 2024.

The material weakness noted did not result in a material misstatement in our previously issued financial statements,

nor in the financial statements included in our Quarterly Report on Form 10-Q for the period ended September 30, 2024.

We have remediated

this material weakness as of December 31, 2024 (see “Item 9A.

– Controls and Procedures” for a discussion of the remediation

of this material weakness).

we are unable to maintain adequate internal control over financial reporting or remediate any material weakness identified, there is

a reasonable possibility that a misstatement of our annual or interim financial statements will not be prevented or detected in a timely

effective internal control over financial reporting is necessary for us to produce reliable financial reports and is important in

helping to prevent financial fraud.

If we are unable to maintain adequate internal controls, our business and operating results

could be harmed.

We are required to satisfy the requirements of Section 404 of Sarbanes Oxley and the related rules of the

Commission, which require, among other things, management to assess annually the effectiveness of our internal control over

financial reporting.

If we are unable to maintain adequate internal control over financial reporting or remediate any material weakness identified, there is a reasonable

possibility that a misstatement of our annual or interim financial statements will not be prevented or detected in a timely manner.

If we cannot produce reliable financial reports, investors could lose confidence in our reported financial information, the market

price of our Common Stock could decline significantly, and our business, financial condition, and reputation could be harmed.

price of our Common Stock could decline significantly, and our business, financial condition, and reputation could be

law, certain of our charter provisions, our stock option plans, outstanding warrants and our Preferred Stock may inhibit a change of

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Such provisions may also have the result of discouraging acquisition of us.

of December 31, 2024, out of 30,000,000 shares of our Common Stock authorized, we had 18,377,237 shares of Common Stock outstanding and

7,642 shares of treasury stock.

In addition, as of December 31, 2024, we had outstanding options to purchase 1,000,900 shares of our

Common Stock at exercise prices ranging from $3.15 to $10.20 per share and warrants to purchase 188,038 shares of our Common Stock at

exercise prices of $11.50 and $12.19 per share.

Assuming the issuance of the Common Stock underlying such options and warrant, as of

December 31, 2024, we had available for future issuance 10,426,183 shares of authorized and unissued Common Stock, and 2,000,000 shares

of our preferred stock.

All of our authorized preferred stock ae available for issuance.

Future sales of authorized and unissued shares

could be used by our management to make it more difficult for, and thereby discourage, an attempt to acquire control of us.

All of our authorized preferred stock are available for issuance.

Future sales of authorized and unissued shares could be used by our management to make it more difficult for, and thereby discourage,

an attempt to acquire control of us.

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-K

Item 1A. Risk Factors