What changed in this filing

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Item 1. Financial Statements

2022-06-07 compared with 2021-12-08 · 182 added, 304 removed, 544 unchanged (47% of the section changed)

3 unchanged sentences

(In thousands, except per share data)

Three Months Ended October 31,

Nine Months Ended October 31,

$ 35,199  

$ 20,294  

Three Months Ended April 30,

$ 31,222  

3 unchanged sentences

19,918  

76,549  

54,630  

22,877  

Operating expenses

General and administrative expenses

14,643  

13,320  

Selling expenses

Total operating expenses

18,040  

17,473  

Income/(loss) from operations

( 2,764 )  

Interest expense, net

Other income, net

Income/(loss) from operations before income taxes

( 2,873 )  

Income tax expense/(benefit)

( 23 )  

Net income/(loss)

Loss from operations before income taxes

( 159 )  

Income tax expense

$ ( 885 )  

Weighted average common shares outstanding

Earnings/(loss) per share

Loss per share

( 0.11 )  

1 unchanged sentence

See accompanying notes to consolidated financial statements.

Earnings per share calculations could be impacted by rounding.

Per share calculations could be impacted by rounding.

PERMA-PIPE INTERNATIONAL HOLDINGS, INC. 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) (Unaudited)

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited)

(In thousands)

Three Months Ended October 31,

Nine Months Ended October 31,

Net income/(loss)

$ ( 2,850 )  

Three Months Ended April 30,

$ ( 885 )  

Other comprehensive income/(loss)

Other comprehensive (loss)/income

Foreign currency translation adjustments, net of tax

( 932 )  

Other comprehensive income/(loss)

( 88 )  

Comprehensive income/(loss)

Other comprehensive (loss)/income

( 932 )  

Comprehensive loss

$ ( 1,817 )  

3 unchanged sentences

(In thousands, except per share data)

October 31, 2021

April 30, 2022

January 31, 2022

5 unchanged sentences

Restricted cash

Trade accounts receivable, less allowance for doubtful accounts of $478 at October 31, 2021 and $474 at January 31, 2021

Trade accounts receivable, less allowance for doubtful accounts of $ 461 at April 30, 2022 and $ 486 at January 31, 2022

38,816  

14 unchanged sentences

11,213  

13,384  

Deferred tax assets

29 unchanged sentences

11,270  

13,174  

Other long-term liabilities

4 unchanged sentences

Common stock, $ .01 par value, authorized 50,000 shares;

8,089 issued and outstanding at October 31, 2021 and 8,165 issued and outstanding at January 31, 2021

8,154 issued and outstanding at April 30, 2022 and 8,152 issued and outstanding at January 31, 2022

Additional paid-in capital

1 unchanged sentence

61,766  

Treasury Stock, 58 shares at October 31, 2021 and no shares at January 31, 2021

Treasury Stock, 234 shares at April 30, 2022 and January 31, 2022

( 1,992 )  

19 unchanged sentences

Total stockholders' equity at January 31, 2022

$ 60,875  

$ ( 8,357 )  

$ ( 3,287 )  

$ 49,313  

( 843 )  

Stock-based compensation expense

Foreign currency translation adjustment

Total stockholders' equity at April 30, 2021

$ 61,147  

$ ( 9,200 )  

$ ( 3,247 )  

$ 48,782  

Common stock issued under stock plans, net of shares used for tax withholding

( 254 )  

Stock-based compensation expense

Foreign currency translation adjustment

( 150 )  

Total stockholders' equity at July 31, 2021

$ 61,169  

$ ( 5,784 )  

$ ( 3,397 )  

$ 52,069  

Common stock issued under stock plans, net of shares used for tax withholding

Repurchase of common stock

( 496 )  

Stock-based compensation expense

Foreign currency translation adjustment

Total stockholders' equity at October 31, 2021

$ 61,461  

$ ( 5,289 )  

$ ( 496 )  

$ ( 3,375 )  

$ 52,382  

Total stockholders' equity at April 30, 2022

Additional Paid-in Capital

4 unchanged sentences

Total stockholders' equity at January 31, 2021

$ 60,024  

$ ( 715 )  

$ ( 3,760 )  

$ 55,629  

( 2,521 )  

Stock-based compensation expense

Foreign currency translation adjustment

( 367 )  

Total stockholders' equity at April 30, 2021

$ 60,243  

$ ( 3,236 )  

$ ( 4,127 )  

$ 52,960  

Common stock issued under stock plans, net of shares used for tax withholding

( 193 )  

Stock-based compensation expense

Foreign currency translation adjustment

Total stockholders' equity at July 31, 2020

$ 60,310  

$ ( 2,969 )  

$ ( 3,974 )  

$ 53,449  

( 2,850 )  

Common stock issued under stock plans, net of shares used for tax withholding

Stock-based compensation expense

Foreign currency translation adjustment

Total stockholders' equity at October 31, 2020

$ 60,595  

$ ( 5,819 )  

$ ( 3,864 )  

$ 50,994  

Balances at beginning of year

2 unchanged sentences

Treasury stock purchased

( 58,528 )  

Shares issued, net of shares used for tax withholding

221,046  

116,983  

Balances at period end

5 unchanged sentences

(In thousands)

Nine Months Ended October 31,

Three Months Ended April 30,

Operating activities

Net income/(loss)

$ 3,068  

Adjustments to reconcile net income/(loss) to net cash flows (used in)/provided by operating activities

Adjustments to reconcile net loss to net cash flows used in operating activities

Depreciation and amortization

2 unchanged sentences

Provision on uncollectible accounts

Loss/(gain) on disposal of fixed assets

Gain on disposal of fixed assets

Changes in operating assets and liabilities

Accounts receivable

( 11,189 )  

Inventories, net

( 3,241 )  

Costs and estimated earnings in excess of billings on uncompleted contracts

4 unchanged sentences

Prepaid expenses and other current assets

( 1,011 )  

Unbilled accounts receivable

( 3,167 )  

Other assets and liabilities

( 658 )  

Net cash (used in)/provided by operating activities

( 32 )  

Net cash used in operating activities

Investing activities

Capital expenditures

( 1,951 )  

Proceeds from sales of property and equipment

Net cash used in investing activities

( 1,907 )  

Financing activities

Proceeds from revolving lines

13,289  

36,563  

Payments of debt on revolving lines

( 11,436 )  

Proceeds from term loan

Payments of debt on mortgage

( 4,823 )  

Proceeds from finance obligation, net of issuance costs

Payments of principal on finance obligation

( 107 )  

Payments of other debt

( 174 )  

Decrease in drafts payable

Payments on finance lease obligations, net

( 291 )  

Repurchase of common stock

( 496 )  

Stock options exercised and taxes paid related to restricted shares vested

( 233 )  

Net cash provided by/(used in) financing activities

Net cash provided by financing activities

Effect of exchange rate changes on cash, cash equivalents and restricted cash

Net increase/(decrease) in cash, cash equivalents and restricted cash

Net (decrease)/increase in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash - beginning of period

14,658  

Cash, cash equivalents and restricted cash - end of period

$ 11,764  

$ 7,747  

Supplemental cash flow information

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

October 31, 2021

April 30, 2022

(Tabular amounts presented in thousands, except per share amounts)

10 unchanged sentences

2022 and 

2020 are for the three and nine months ended October 31, 2021 and 2020 , and for the fiscal years ended January 31, 2022 and 2021 , respectively.

2021 are for the fiscal years ended January 31, 2023 and 2022 , respectively.

Significant New Accounting Policies

Refer to the Company's Annual Report on Form 10 -K for the year ended January 31, 2021 as filed with the SEC on April 15, 2021 for discussion of the Company's significant accounting policies.

During the three months ended October 31, 2021, the following accounting policy was adopted. 

Refer to the Company's Annual Report on Form 10 -K for the year ended January 31, 2022 

as filed with the SEC on April 19, 2022 

for discussion of the Company's significant accounting policies.

During the three months ended April 30, 2022, the following accounting policy was adopted. 

Treasury Stock

In accordance with Accounting Standards Codification ("ASC") Topic 505, "Equity", the Company has accounted for the share repurchases under the cost method, as the Company has not elected to retire the repurchased shares at this time.

This results in recognizing the shares as treasury stock, a reduction of stockholders' equity on the Company's consolidated balance sheets as of October 

31, 2021 and on the Company's consolidated statements of stockholders' equity for the three and nine month period ended October 31, 2021.

This results in recognizing the shares as treasury stock, a reduction of stockholders' equity on the Company's consolidated balance sheets as of April 30, 2022 

and on the Company's consolidated statements of stockholders' equity for the three month period ended April 30, 2022.

The amounts recognized as treasury stock in the consolidated balance sheets and consolidated statements of stockholders' equity include costs associated with the acquisition of the shares.

3 unchanged sentences

Subsequent Events

The Company has evaluated subsequent events through December 8, 2021, the date the financial statements were issued.

No  material subsequent events occurred during this time that would require recongition or disclosure in thse financial statements. 

The Company has evaluated subsequent events through June 7, 2022, the date the financial statements were issued.

Any material subsequent events that occurred during this time have been properly recognized and/or disclosed in these financial statements. 

Note 2 - Business segment reporting

7 unchanged sentences

Credit is extended based on an evaluation of a customer's financial condition, including the availability of credit insurance.

In the U.S., collateral is not generally required.

In the United States, collateral is not generally required.

In the United Arab Emirates (the "U.A.E.") and Saudi Arabia, letters of credit are usually obtained for significant orders.

4 unchanged sentences

The write-off is recorded against the allowance for doubtful accounts. 

One of the Company’s accounts receivable in the total amount of $ 3.6 million as of October 31, 2021 and January 31, 2021 , respectively, has been outstanding for several years.

Included in this balance is a retention receivable that is payable upon the commissioning of the system in the amount of $ 3.4 million, of which, due to the long-term nature of the receivable, $ 2.4  million was included in the balance of other long-term assets as of October 31, 2021 and January 31, 2021 , respectively.

The Company completed all of its deliverables in 2015 under the related contract, but the system has not yet been commissioned by the customer.

One of the Company’s accounts receivable in the total amount of $ 3.6 million as of April 30, 2022 and January 31, 2022 , respectively, has been outstanding for several years.

Included in this balance is a retention receivable that is payable upon the commissioning of the system in the amount of $ 3.4 million, of which, due to the long-term nature of the receivable, $ 1.4  million and $ 2.0 million were included in the balance of other long-term assets as of April 30, 2022 and January 31, 2022 , respectively.

The Company completed all of its deliverables in 2015 under the related contract, but the system has not yet been commissioned by the customer as additional activities must be completed prior to the overall system completion and commissioning.

Nevertheless, the Company has been engaged in ongoing active efforts to collect this outstanding amount.

2021, the Company received approximately $ 0.1 million from the customer and additional receipts are expected throughout the rest of 2021.

The Company continues to engage with the customer to ensure full payment of open balances, and during August 2021 received an updated acknowledgment of the outstanding balances and assurances of payment from the customer.

As a result, the Company did not reserve any allowance against this receivable as of October 31, 2021 .

The Company continues to engage with the customer to ensure full payment of open balances, and during April 2022 received an updated acknowledgment of the outstanding balances and assurances of payment from the customer.

Further, the Company has been engaged by the customer to perform additional work in 2022 under customary trade credit terms that supports the continued cooperation between the Company and the customer.

As a result, the Company did not reserve any allowance against this receivable as of April 30, 2022 .

However, if the Company’s efforts to collect on this account are not successful, the Company may recognize an allowance for all, or substantially all, of any such then uncollected amounts. 

For the three months ended 

October 31, 2021  and 2020,  

April 30, 2022  and 2021,  

no individual customer accounted for greater than 

10% of the Company’s consolidated net sales. For the nine  months ended October 

31, 2021  and 2020, no individual customer accounted for greater than 10% of the Company's consolidated net sales.

October 31, 2021  and January 31, 2021, 

one customer accounted for 11 % and 

no one customer accounted for greater than 10% of the Company's accounts receivable, respectively. 

10% of the Company’s consolidated net sales. 

April 30, 2022  and January 31, 2022, 

two customers collectively accounted for 22.9 % and 

one customer accounted for 11.9 % of the Company's accounts receivable, respectively. 

Note 4 - Revenue recognition 

The Company accounts for its revenues under ASC Topic 606, "Revenue from Contracts with Customers".

The Company accounts for its revenues under ASC Topic 606, "Revenue from Contracts with Customers" ("Topic 606" ).

Revenue from contracts with customers:

9 unchanged sentences

A breakdown of the Company's revenues by revenue class for the 

three and nine months ended October 31, 2021 and 2020  are as follows (in thousands):

Three Months Ended October 31,

Nine Months Ended October 31,

$ 2,435  

10,475  

three months ended April 30, 2022  and 2021 are as follows (in thousands):

Three Months Ended April 30,

$ 2,587  

2 unchanged sentences

10,617  

26,597  

Revenue recognized under output method

3 unchanged sentences

$ 24,423  

$ 20,294  

$ 99,426  

$ 63,399  

The input method, as noted in ASC 606 - 10 - 55 - 20, is used by the U.S.

12 unchanged sentences

Contract assets and liabilities:

Contract assets represent revenue recognized in excess of amounts billed (unbilled receivables) for contract work in progress for which the Company has a valid contract and an enforceable right to payment for work completed.

Contract liabilities represent billings in excess of costs (unearned revenue) for contract work in progress for which the Company has a valid contract and an enforceable right to payment for work completed.

Contract assets represent revenue recognized in excess of amounts billed for contract work in progress for which the Company has a valid contract and an enforceable right to payment for work completed.

Contract liabilities represent billings in excess of costs for contract work in progress for which the Company has a valid contract and an enforceable right to payment for work completed.

Both customer billings and the satisfaction (or partial satisfaction) of the performance obligation(s) occur throughout the manufacturing process and impacts the period end balances in these accounts.

The Company anticipates that substantially all costs incurred for uncompleted contracts as of 

October 31, 2021 will be billed and collected within one year.

April 30, 2022 will be billed and collected within one year.

During the year ended 

1 unchanged sentence

The Company believes the customer's claims of non-performance under the contract are invalid and that the customer's actions were themselves a breach of the contract. The Company has engaged local counsel to seek reimbursement as well as additional compensation for lost profits suffered as a result of cancellation of certain work orders under the contract.

The Company has recorded the expense related to the encashment of approximately $ 0.6 million in other income in the consolidated statement of operations for the year ended January 31, 2021.

No receivable has been recorded related to the potential reimbursement in the consolidated financial statements as of October 

The Company has recorded the expense related to the encashment of approximately $ 0.6 million in other income, net in the consolidated statement of operations for the year ended January 31, 2021.

No receivable has been recorded related to the potential reimbursement in the consolidated financial statements as of April 30, 2022.

The following table shows the reconciliation of the cost in excess of billings: 

(In thousands)

October 31, 2021

April 30, 2022

January 31, 2022

4 unchanged sentences

13,531  

12,030  

Earned revenue

18 unchanged sentences

$ 1,032  

Substantially all of the $ 1.2 million contract liabilities balance as of January 31, 2020 was recognized in revenues during 2020 and substantially all of the $ 0.8 million contract liabilities balance as of January 31, 2021 is expected to be recognized in revenues during 2021.

Substantially all of the $ 0.8  million contract liabilities balance as of January 31, 2021 

was recognized in revenues during 2021  and substantially all of the $ 1.3  million contract liabilities balance as of January 31, 2022 

is expected to be recognized in revenues during 2022.

Unbilled accounts receivable:

The Company has recorded $3 .4  million and $ 0.2 million of unbilled accounts receivable on the consolidated balance sheets as of October 31, 2021  and January 31, 2021, respectively, from revenues generated by its subsidiaries in the Middle East, North Africa and India ("MENA").

The Company has recorded $ 6.7  million and $ 2.7  million of unbilled accounts receivable on the consolidated balance sheets as of April 30, 2022  and January 31, 2022, respectively, from revenues generated by its subsidiaries in the Middle East, North Africa and India ("MENA").

The Company has fulfilled all performance obligations and has recorded revenue under the respective contracts.

The deliverables under these contracts have been accepted by the customer and await customer to pick up or arrange shipping for the product before billing can be made.

All of the amounts included in unbilled accounts receivable as of October 31, 2021 are expected to be billed before January 31, 2022.

All of the amounts included in unbilled accounts receivable as of April 30, 2022 are expected to be billed before July 

Practical expedients:

12 unchanged sentences

The Company's effective tax rate ("ETR") from operations in the 

third quarter in fiscal 

2021 was 67.6 % compared to 0.8 % during the prior year quarter.

The Company's worldwide ETR's were 40.0 % and 6.2 % in the current year-to-date and the prior year year-to-date, respectively.

The change in the ETR from the prior year to the current year is largely due to changes in the mix of income and loss in various jurisdictions and the absence of recognizing tax benefits on losses in the United States due to a full valuation allowance applied against its deferred tax assets.

The amount of unrecognized tax benefits, including interest and penalties at October 31, 2021 , recorded in other long-term liabilities was $ 0.1  million, all of which would impact the Company’s ETR if recognized.

first quarter in fiscal 

2022 was ( 455.9 %) compared to ( 24.3 %) during the prior year period.

The change in the ETR from the prior year quarter to the current year quarter is largely due to changes in the mix of income and loss in various jurisdictions.

Note 6 - Impairment of long-lived assets

The Company's assessment of long-lived assets, and other identifiable intangibles is based upon factors that market participants would use in accordance with the accounting guidance for the fair value measurement of assets. At October 31, 2021 , the Company performed a qualitative analysis assessment to determine if it was more likely than not that the fair values of the Company's long-lived assets exceeded their carrying values.

The Company's assessment of long-lived assets, and other identifiable intangibles is based upon factors that market participants would use in accordance with the accounting guidance for the fair value measurement of assets. At April 30, 2022 , the Company performed a qualitative analysis assessment to determine if it was more likely than not that the fair values of the Company's long-lived assets exceeded their carrying values.

The Company assessed three asset groups as part of this analysis:

1 unchanged sentence

The qualitative assessment indicated that it was more likely than not that the fair values of the Company's long-lived assets exceeded their carrying values for all three  asset groups. Therefore, it was determined that there was 

no impairment of the Company's long-lived assets for the three and nine months ended October 31, 2021 and 2020 .

no impairment of the Company's long-lived assets for the three months ended April 30, 2022 .

The Company will continue testing for potential impairment at least annually or as otherwise required by applicable accounting standards.

The purchase price of an acquired company is allocated between intangible assets and the net tangible assets of the acquired business with the residual of the purchase price recorded as goodwill.

All identifiable goodwill as of October 31, 2021 and January 31, 2021 was attributable to the purchase of Perma-Pipe Canada, Ltd., which occurred in 2016.

All identifiable goodwill as of April 30, 2022 and January 31, 2022 was attributable to the purchase of Perma-Pipe Canada, Ltd., which occurred in 2016.

(In thousands)

1 unchanged sentence

Foreign exchange change effect  

October 31, 2021  

April 30, 2022  

$ 2,342  

$ ( 24 )  

$ 2,318  

The Company performs an impairment assessment of goodwill annually as of January 31, or more frequently if triggering events occur, based on the estimated fair value of the related reporting unit or intangible asset.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants.

At October 31, 2021 , the Company elected to perform a qualitative analysis assessment to determine if it was more likely than not that the fair value of the Company's Canadian reporting unit exceeded its carrying value, including goodwill.

At April 30, 2022 , the Company elected to perform a qualitative analysis assessment to determine if it was more likely than not that the fair value of the Company's Canadian reporting unit exceeded its carrying value, including goodwill.

The qualitative assessment did not  identify any triggering events that would indicate potential impairment of the Company's Canadian reporting unit. Therefore, it was determined that the fair value of the reporting unit exceeded its carrying value, resulting in no impairment for the 

three and nine months ended October 31, 2021 and 2020 .

three months ended April 30, 2022 .

The Company will continue testing for potential impairment at least annually or as otherwise required by applicable accounting standards.

2 unchanged sentences

The Company has prior incentive plans under which previously granted awards remain outstanding, including the 2017 Plan, but under which no new awards may be granted.

At October 31, 2021 the Company had reserved a total of 424,194 shares for grants and issuances under these incentive stock plans, which includes a reserve for issuances pursuant to unvested or unexercised prior awards.

At April 30, 2022 the Company had reserved a total of 415,973  shares for grants and issuances under these incentive stock plans, which includes a reserve for issuances pursuant to unvested or unexercised prior awards.

While the 2017 Plan provided for the grant of deferred shares, non-qualified stock options, incentive stock options, restricted shares, restricted stock units, and performance-based restricted stock units intended to qualify under section 422 of the Internal Revenue Code, the Company issued only restricted shares and restricted stock units under the 2017 Plan.

7 unchanged sentences

The Company has granted stock-based compensation awards to eligible employees, officers or independent directors.

The following were the Company's stock-based compensation expenses for the periods presented:

Three Months Ended October 31,

Nine Months Ended October 31,

The Company recognized the following stock-based compensation expense for the periods presented:

Three Months Ended April 30,

(In thousands)

3 unchanged sentences

Stock Options

The Company did not grant any stock options during the three or nine months ended October 31, 2021 .

The following tables summarizes the Company's stock option activity:

The Company did not grant any stock options during the three months ended April 30, 2022 .

The following table summarizes the Company's stock option activity:

(Shares in thousands)

5 unchanged sentences

$ 9.51  

$ 5.00  

Expired or forfeited

( 20 )  

Outstanding at October 31, 2021

Options exercisable at October 31, 2021

Outstanding at April 30, 2022

Options exercisable at April 30, 2022

$ 9.59  

Three thousand stock options were exercised during the 

nine months ended October 31, 2021 . 

There was no vesting, expiration or forfeiture of previously unvested stock options during the nine  months ended October 31, 2021.

As of October 

31, 2021, there were no remaining unvested stock options outstanding, and therefore no unrecognized compensation expense related to unvested stock options.

Two thousand stock options were exercised during the 

three months ended April 30, 2022 . 

There was no vesting, expiration or forfeiture of previously unvested stock options during the three months ended April 30, 2022.

As of April 30, 2022, there were no remaining unvested stock options outstanding, and therefore no unrecognized compensation expense related to unvested stock options.

Restricted stock

The following table summarizes the Company's restricted stock activity for the 

nine months ended October 31, 2021 :

three months ended April 30, 2022 :

(Shares in thousands)

5 unchanged sentences

$ 2,652  

Vested and issued

( 113 )  

Forfeited or retired for taxes

( 40 )  

Outstanding at October 31, 2021

Outstanding at April 30, 2022

$ 7.34  

$ 2,584  

As of October 31, 2021 , there was $ 1.3  million of unrecognized compensation expense related to unvested restricted stock granted under the plans.

The Company did not grant any restricted stock, nor were any shares of restricted stock vested and issued, during the three months ended April 30, 2022.

As of April 30, 2022 , there was $ 0.8  million of unrecognized compensation expense related to unvested restricted stock granted under the plans.

That cost is expected to be recognized over a weighted average period of 1.7  years.

Note 8 - Earnings/(loss) per share

Three Months Ended October 31,

Nine Months Ended October 31,

Three Months Ended April 30,

(In thousands, except per share data)

4 unchanged sentences

Stock options and restricted stock with exercise prices or grant date prices below the average market prices

Net income/(loss)

$ ( 885 )  

$ 3,068  

Earnings/(loss) per share

Loss per share

( 0.11 )  

1 unchanged sentence

Note 9 - Debt

Debt totaled $ 10.2 million and $ 13.2 million at October 31, 2021  and January 31, 2021 , respectively.

Paycheck Protection Program Loan.

On May 1, 2020, the Company entered into a loan agreement under the Small Business Administration's Paycheck Protection Program ("PPP") and received proceeds of approximately $ 3.2 million.

Interest on the loan accrued at a fixed interest rate of 1.0%, and the loan had a maturity date of April 28, 2022.

Under Section 1106 of the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act"), borrowers are eligible for forgiveness of principal and accrued interest on the loans to the extent that the proceeds are used to cover eligible payroll costs, mortgage interest costs, rent and utility costs, otherwise described as qualified expenses.

During the 

three months ended 

July 31, 2020, the Company used all of the PPP loan proceeds to pay for qualified expenses, 100 % of which were used for payroll related expenses. 

The Company submitted its application and supporting documentation for forgiveness to its bank, which submitted the application and supporting documents to the Small Business Administration ("SBA").

On June 24, 2021, the Company was notified by its lender that its PPP loan had been forgiven by the SBA. 

Guidance from the American Institute of Certified Public Accountants' ("AICPA") Technical Question and Answer Section 3200.18 states that if a company expects to meet the PPP’s eligibility criteria and concludes that the PPP loan represents, in substance, a grant that is expected to be forgiven, it may analogize to International Accounting Standards ("IAS") 20 - Accounting for Government Grants and Disclosure of Government Assistance to account for the PPP loan. The Company has recognized the earnings impact on a systematic basis over the periods in which the Company recognized as expenses the related costs for which the grants were intended to compensate.

We noted that all of these expenses, and thus the related earnings impact, were incurred during the year ended January 31, 2021.

The IAS 20  guidance allows for recognition in earnings either separately under a general heading such as other income, or as a reduction of the related expenses.

The Company has elected the former option, to make a more clear distinction in its financial statements between its operating income and the amount of net income resulting from the PPP loan and subsequent forgiveness.

As such, we have recognized the proceeds in earnings during the year ended January 31, 

The amounts were recognized in other income in the consolidated statements of operations. 

Debt totaled $ 26.3 million and $ 21.9 million at April 30, 2022  and January 31, 2022 , respectively.

Revolving lines - North America . 

On September 20, 2018, the Company and certain of its U.S.

and Canadian subsidiaries (collectively, together with the Company, the “North American Loan Parties”) entered into a Revolving Credit and Security Agreement (the “Credit Agreement”) with PNC Bank, National Association ("PNC"), as administrative agent and lender, providing for a three -year $ 18.0 million Senior Secured Revolving Credit Facility, subject to a borrowing base including various reserves (the “Senior Credit Facility”).

The Company used proceeds from the Senior Credit Facility for on-going working capital needs and to fund capital expenditures, working capital needs and other corporate purposes. Borrowings under the Senior Credit Facility bore interest at a rate equal to an alternate base rate or London Interbank Offered Rate ("LIBOR"), plus, in each case, an applicable margin. The applicable margin was based on average quarterly undrawn availability with respect to the Senior Credit Facility. Additionally, the Company was required to pay a 0.375 % per annum facility fee on the unused portion of the Senior Credit Facility. 

As of October 31, 2020, the Company and its subsidiaries failed to achieve the necessary fixed charge coverage ratio ("FCCR") of 1.10 to 1.00 for the trailing four -quarters ended October 31, 2020 under its Credit Agreement for both the North American Loan Parties and the Company and its subsidiaries.

On December 18, 2020, the Company entered into the First Amendment and Waiver to the Revolving Credit and Security Agreement (“Amendment and Waiver”) with PNC, which (i) reflected PNC’s waiver of the Company’s failure to maintain a FCCR of 1.10 to 1.00 as of October 31, 2020 on a trailing four quarter basis as required under the Company’s Credit Agreement and (ii) further amended certain future fixed charge coverage ratio covenants requirements under the Credit Agreement. 

Additionally, the Company was also required to have received, and applied to reduce the outstanding balance under the Credit Agreement, $ 1.0 million from one of its foreign subsidiaries, Perma-Pipe Middle East FZC, in the U.A.E.

The transfer and repayment occurred on December 17, 2020 and did not cause the Company to incur any additional fees or taxes, nor did it force the Company to change any of its assertions with regards to permanent reinvestment in any of its foreign subsidiaries.

The Company incurred additional fees over the remainder of the Amendment and Waiver of approximately $ 0.1 million.

The Amendment and Waiver also eliminated the Company’s ability to make LIBOR borrowings and reduced the overall availability by $ 2.0 million until maturity. 

and Canadian subsidiaries (collectively, together with the Company, the “North American Loan Parties”) entered into a Revolving Credit and Security Agreement (the “Credit Agreement”) with PNC Bank, National Association ("PNC"), as administrative agent and lender, providing for a three -year $ 18  million Senior Secured Revolving Credit Facility, subject to a borrowing base including various reserves (the “Senior Credit Facility”).

December 18, 2020, 

the Company entered into the First Amendment and Waiver to the Revolving Credit and Security Agreement (“Amendment and Waiver”) with PNC, which (i) reflected PNC’s waiver of the Company’s failure to maintain a fixed charge coverage ratio ("FCCR") of 

1.10  to 

1.00  as of  

October 31, 2020 

on a trailing 

four  quarter basis as required under the Company’s Credit Agreement and (ii) further amended certain future FCCR covenants requirements under the Credit Agreement. 

Additionally, the Company was also required to have received, and applied to reduce the outstanding balance under the Credit Agreement, $ 1.0  million from 

one  of its foreign subsidiaries, Perma-Pipe Middle East FZC, in the U.A.E.

The transfer and repayment occurred on  

December 17, 2020 

and did 

not  cause the Company to incur any additional fees or taxes, nor did it force the Company to change any of its assertions with regards to permanent reinvestment in any of its foreign subsidiaries.

The Company incurred additional fees over the remainder of the Amendment and Waiver of approximately $ 0.1  million.

The Amendment and Waiver also eliminated the Company’s ability to make London Inter-Bank Offered Rate ("LIBOR") borrowings and reduced the overall availability by $ 2.0  million until maturity.

On September 17, 2021, 

the North American Loan Parties executed an extension of the Credit Agreement with PNC, providing for a new five -year $ 18.0 million senior secured revolving credit facility, subject to a borrowing base including various reserves (the “Renewed Senior Credit Facility”).

the North American Loan Parties executed an extension of the Credit Agreement with PNC, providing for a new five -year $ 18  million senior secured revolving credit facility, subject to a borrowing base including various reserves (the “Renewed Senior Credit Facility”).

The Company's obligations under the Renewed Senior Credit Facility are currently guaranteed by Perma-Pipe Canada, Inc.

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The Borrowers will use borrowings under the Renewed Senior Credit Facility (i) to fund future capital expenditures;

(ii) to fund on-going working capital needs;

and (iii) for other corporate purposes, including potentially additional share repurchases.

Borrowings under the Renewed Senior Credit Facility bears interest at a rate equal to an alternate base rate, the London Inter-Bank Offered Rate (“LIBOR”) or a LIBOR successor rate index, plus, in each case, an applicable margin.

(ii) to fund ongoing working capital needs;

and (iii) for other corporate purposes, including potentially additional stock repurchases.

Borrowings under the Renewed Senior Credit Facility bears interest at a rate equal to an alternate base rate, LIBOR or a LIBOR successor rate index, plus, in each case, an applicable margin.

The applicable margin will be based on an FCCR range.

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ability to create liens, merge or consolidate, consummate acquisitions, make investments, dispose of assets, incur debt, and pay dividends and other distributions.

In addition, the North American Loan Parties may not make capital expenditures in excess of $ 5.0 million annually, plus a limited carryover of unused amounts. 

Further, the North American Loan Parties may not make repurchases of the Company's common stock in excess of $ 3.0 million. 

The Renewed Senior Credit Facility also contains financial covenants requiring the North American Loan Parties to achieve a ratio of its EBITDA to the sum of scheduled cash principal payments on indebtedness for borrowed money and interest payments on the advances under the Renewed Senior Credit Facility to be not less than 1.10 to 1.00 if for any five consecutive days the undrawn availability is less than $ 3.0 million or any day in which the undrawn availability is less than $ 2.0 million.

If the covenant is triggered it will be tested for the nine -month period ending October 31, 2021 and the twelve -month period ending January 31, 2022 and thereafter on a trailing twelve -month basis.

As of the most recent reporting date, the calculated ratio was substantially greater than 1.10  to 1.00.

 In order to cure any future breach of the fixed charge coverage ratio covenant by the North American Loan Parties, the Company may repatriate cash from any of its foreign subsidiaries that are otherwise not a party to the Credit Agreement in an amount which, when added to the amount of the Company’s Consolidated EBITDA, would result in pro forma compliance with the covenant.

The Company was in compliance with these covenants as of October 31, 2021.

As of April 30, 2022, the calculated ratio was greater than 1.10 to 1.00.

In order to cure any future breach of the FCCR covenant by the North American Loan Parties, the Company may repatriate cash from any of its foreign subsidiaries that are otherwise not a party to the Renewed Senior Credit Facility in an amount which, when added to the amount of the Company’s Consolidated EBITDA, would result in pro forma compliance with the covenant.

The Company was in compliance with these covenants as of April 30, 2022.

The Renewed Senior Credit Facility contains customary events of default.

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Loans outstanding under the Renewed Senior Credit Facility will bear interest at a rate of 2.00 % per annum in excess of the otherwise applicable rate (i) while a bankruptcy event of default exists or (ii) upon the lender's request, during the continuance of any other event of default.

As of October 31, 2021, 

the Company had no borrowings and had $ 5.9  million available under the Renewed Senior Credit Facility, before application of a $ 3.0 million availability block that can be reduced by the Company's financial performance.

As of January 31, 2021, the Company had borrowed an aggregate of $ 2.8 million and had $ 1.7 million available under the Senior Credit Facility.

As of April 30, 2022, 

the Company had borrowed an aggregate of $ 5.2  million at a rate of 4.50 % and had $ 4.9  million available under the Renewed Senior Credit Facility.

As of January 31, 2022, the Company had borrowed an aggregate of $ 0.6  million and had $ 8.5  million available under the Renewed Senior Credit Facility, before application of a $ 2.5 million availability block that has subsequently been removed completely based on the Company's financial performance.

Finance obligation - buildings and land.

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discussed below.

The Company used a portion of the proceeds to repay its borrowings under the Senior Credit Facility.

The Company expects to use its liquidity for strategic investments and general corporate needs.

The Company used a portion of the proceeds to repay its borrowings under the Senior Credit Facility and the remaining proceeds for strategic investments, and for general corporate needs.

Concurrent with the sale of the Property, the Company entered into a 

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five years for each such option.

In accordance with ASC Topic 842, "Leases", this transaction was recorded as a failed sale and leaseback as the present value of lease payments exceeded substantially all of the fair value of the underlying asset.

The Company utilized an incremental borrowing rate of 8.0 % to determine the finance obligation to record for the amounts received and will continue to depreciate the assets. The current portion of the finance obligation of $ 0.1  million is recognized in current maturities of long-term debt and the long-term portion of $ 9.3  million is recognized in long-term finance obligation on the Company's consolidated balance sheets as of October 

 The net carrying amount of the financial liability and remaining assets will be zero at the end of the lease term.

Concurrently with the sale, the Company paid off the approximately $ 0.9 million mortgage note on the Property to its lender.

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The contingencies were resolved in May 2021 and the Company received the escrowed funds in June 2021.

The net carrying amount of the financial liability and remaining assets will be zero at the end of the lease term.

Revolving lines - foreign .

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The Company has a revolving line for 8.0  million U.A.E.

Dirhams (approximately $ 2.2  million at October 31, 2021 ) from a bank in the U.A.E.

Dirhams (approximately $ 2.2  million at April 30, 2022 ) from a bank in the U.A.E.

The facility has an interest rate of approximately 4.54 % and was originally set to expire in 

November 2020, however, the expiration was extended due to the COVID- 19 pandemic and inability to finalize renewal documentation prior to that time.

November 2020, however, the expiration was extended due to the COVID- 19 pandemic.

The Company has submitted final documentation to complete the renewal process, and is awaiting official notification from the bank of the renewal completion.

This process is expected to be completed in December 2021.

This process is expected to be completed in June 

The Company has a second revolving line for 17.5  million U.A.E.

Dirhams (approximately $ 5.3  million at October 31, 2021 ) from a bank in the U.A.E.

The facility has an interest rate of approximately 4.5 % and is set to expire in 

January 2022.

The Company has a third  revolving line for 3.0  million U.A.E.

Dirhams (approximately $ 0.8  million at October 31, 2021 ) from a bank in the U.A.E.

Dirhams (approximately $ 4.8  million at April 30, 2022 ) from a bank in the U.A.E.

The facility has an interest rate of approximately 4.50 % and is set to expire in 

January 2023.

The Company has a third credit agreement for project financing with a bank in the U.A.E.

for 3.0  million U.A.E.

Dirhams (approximately $ 0.8  million at April 30, 2022 ).

This credit arrangement is in the form of project financing at rates competitive in the U.A.E.

The line is secured by the contract for a project being financed by the Company's U.A.E.

The facility has an interest rate of approximately 4.50 % and is expected to expire in 

June 2023 in connection with the completion of the project.

These credit arrangements are in the form of overdraft facilities and project financing at rates competitive in the countries in which the Company operates.

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In addition, some of the revolving credit facilities restrict payment of dividends or undertaking of additional debt.

In June 2021, the Company's Egyptian subsidiary entered into a credit arrangement with a bank in Egypt for a revolving line of 100.0 million Egyptian Pounds (approximately $ 6.4  million at October 31, 2021 ).

In June 2021, the Company's Egyptian subsidiary entered into a credit arrangement with a bank in Egypt for a revolving line of 100.0 million Egyptian Pounds (approximately $ 5.4  million at April 30, 2022 ).

This credit arrangement is in the form of project financing at rates competitive in Egypt.

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Among other covenants, the credit arrangement established a maximum leverage ratio allowable and restricted the Company's Egyptian subsidiary's ability to undertake any additional debt. The facility has an interest rate of approximately 8.00 % and is set to expire in August 

In January 2021, the Company entered into a credit arrangement for project financing with a bank in Egypt for 46.2 million Egyptian Pounds (approximately $ 2.9 million at October 31, 2021).

In December 2021, the Company entered into a credit arrangement for project financing with a bank in Egypt for 28.2  million Egyptian Pounds (approximately $ 1.5  million at April 30, 2022).

This credit arrangement is in the form of project financing at rates competitive in Egypt.

The line is secured by the contract for a project being financed by the Company's Egyptian subsidiary.

The facility has an interest rate of approximately 8.0 % and is expected to expire in December 2021 in connection with the completion of the project.

The facility has an interest rate of approximately 8.00 % and is expected to expire in June 2022 in connection with the completion of the project.

The Company’s credit arrangements used by its Middle Eastern subsidiaries renew on an annual basis.

The Company guarantees the subsidiaries' debt including all foreign debt.

The Company guarantees only a portion of the subsidiaries' debt, including foreign debt.

As of April 30, 2022, the amount of foreign subsidiary debt guaranteed by the Company was approximately $ 0.1  million. 

The Company was in compliance with the covenants under the credit arrangements in the U.A.E.

and Egypt as of October 31, 2021 . On October 31, 2021 , interest rates were based on the Emirates Inter Bank Offered Rate plus 3.0 % to 3.5 % per annum for the U.A.E.

and Egypt as of April 30, 2022 . On April 30, 2022 , interest rates were based on the Emirates Inter Bank Offered Rate plus 3.0 % to 3.5 % per annum for the U.A.E.

credit arrangements, two  of which have a minimum interest rate of 4.5 % per annum, and based on the stated interest rate in the agreement for the Egypt credit arrangement.

Based on these base rates, as of October 31, 2021 , the Company's interest rates ranged from 3.46 % to 10.8 %, with a weighted average rate of 6.51 %, and the Company had facility limits totaling $ 17.6  million under these credit arrangements.

As of October 31, 2021 , $ 2.9  million of availability was used to support letters of credit to guarantee amounts committed for inventory purchases and for performance guarantees.

Additionally, as of October 31, 2021 , the Company had borrowed $ 4.1  million, and had an additional $ 9.4  million of borrowing remaining available under the foreign revolving credit arrangements.

The foreign revolving lines balances as of October 31, 2021 and January 31, 2021 , were included as current maturities of long-term debt in the Company's consolidated balance sheets. 

Based on these base rates, as of April 30, 2022 , the Company's interest rates ranged from 4.50 % to 8.0 %, with a weighted average rate of 7.63 %, and the Company had facility limits totaling $ 14.9  million under these credit arrangements.

As of April 30, 2022 , 

$ 2.3  million o f availability was used to support letters of credit to guarantee amounts committed for inventory purchases and for performance guarantees.

Additionally, as of April 30, 2022 , the Company had borrow ed $ 6.1  million, and had an additional $ 6.5  million of borrowing remaining available under the foreign revolving credit arrangements.

The foreign revolving lines balances as of April 30, 2022 and January 31, 2022 , were included as current maturities of long-term debt in the Company's consolidated balance sheets. 

On July 

28, 2016, the Company borrowed CAD 8.0 million (approximately $ 6.1 million at the prevailing exchange rate on the transaction date) from a bank in Canada under a mortgage note secured by the Company's manufacturing facility located in Alberta, Canada that matures on December 

The interest rate is variable, and was 

4.55 % at October 31, 2021 . Principal payments began in January 2018.

The interest rate is variable, and was 5.05 % at April 30, 2022 . Principal payments began in January 2018.

On June 

19, 2012, the Company borrowed $ 1.8 million under a mortgage note secured by its manufacturing facility in Lebanon, Tennessee.

The proceeds were used for repayment of amounts borrowed. O n April 14, 2021, the Company entered into the Purchase and Sale Agreement, discussed further above. Concurrently with the sale, the Company paid off the approximately $ 0.9 million remaining on the mortgage note on the Property to its lender.

The proceeds were used for repayment of amounts borrowed. O n April 14, 2021, the Company entered into the Purchase and Sale Agreement discussed above. Concurrently with the sale, the Company paid off the approximately $ 0.9 million remaining on the mortgage note on the Property to its lender.

Note 10 - Leases

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The annual payments are initially expected to be approximately 1.2 million U.A.E.

Dirhams (approximately $ 0.3 million at October 31, 2020), inclusive of rent and common charges, with escalation clauses in the agreement. Rent payments are deferred until August 2022. 

The lease expires in August 2050.

Dirhams (approximately $ 0.3 million at April 30, 2022), inclusive of rent and common charges, with escalation clauses in the agreement. Rent payments are deferred until August 2022. 

The lease expires in August 2050. 

In March 2022, the Company served a Notice of Termination to its lessor for a portion of the Company's lease of certain land and buildings in Fujairah in the U.A.E. The partial termination will take effect in September 2022.

The Company served the Notice of Termination in connection with the Company's intended relocation to a different facility under a new lease in Abu Dhabi.

The Company is required to pay an additional amount equal to three months' rent after the partial termination to enable the lessor to prepare the assets for lease by another party.

As a result of the partial termination, the Company has recognized adjustments to the amounts recorded in the consolidated financial statements as of April 30, 2022.

The partial termination resulted in decreases of $ 0.3 million, $ 4.0 million and $ 3.6 million to operating lease liability short-term, operating lease liability long-term and operating lease right-of-use asset, respectively, in the consolidated balance sheets as of April 30, 2022.

The partial termination also resulted in a decrease in rent expense of $ 0.8 million in the consolidated statement of operations for the three months ended April 30, 2022.

The Company will continue to lease the remaining land and buildings under the Fujairah lease until 2032.

Finance Leases.

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The Company does not have any arrangements where it acts as a lessor, other than one sub-lease arrangement. 

At October 31, 2021 , the Company had total operating lease liabilities of $ 13.0  million and total operating ROU assets of $ 11.5  million, which are reflected in the consolidated balance sheets.

At October 31, 2021 , the Company also had total finance lease liabilities of $ 0.6 million included in current maturities of long-term debt and long-term debt less current maturities, and total finance ROU assets of $ 0.8 million which were included in property plant and equipment, net of accumulated depreciation in the consolidated balance sheets.

At April 30, 2022 , the Company had total operating lease liabilities of $ 8.6  million and operating ROU assets of $ 7.7  million, which are reflected in the consolidated balance sheets.

At April 30, 2022 , the Company also had total finance lease liabilities of $ 0.4 million included in current maturities of long-term debt and long-term debt less current maturities, and total finance ROU assets of $ 0.7 million which were included in property plant and equipment, net of accumulated depreciation in the consolidated balance sheets.

Supplemental balance sheet information related to leases is as follows (in thousands): 

Operating and Finance leases:

October 31, 2021

April 30, 2022

January 31, 2022

2 unchanged sentences

$ 1,208  

$ 1,221  

Accumulated depreciation and amortization

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11,270  

13,174  

Total operating lease liabilities

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Consolidated Statements of Operations Classification

Three Months Ended October 31, 2021

Three Months Ended October 31, 2020

Nine Months Ended October 31, 2021

Nine Months Ended October 31, 2020

Three Months Ended April 30, 2022

Three Months Ended April 30, 2021

Finance Lease Costs

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Cost of sales, SG&A expenses

( 107 )  

Short-term lease costs (1)

3 unchanged sentences

( 20 )  

( 21 )  

( 61 )  

Total Lease costs

$ 2,509  

$ 2,337  

( 1 ) Includes variable lease costs, which are immaterial

Supplemental cash flow information related to leases is as follows (in thousands):

Nine Months Ended October 31, 2021

Nine Months Ended October 31, 2020

Three Months Ended April 30, 2021

Three Months Ended April 30, 2020

Cash paid for amounts included in the measurement of lease liabilities:

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Operating cash outflows from operating leases

Nine Months Ended October 31, 2021

Nine Months Ended October 31, 2020

Three Months Ended April 30, 2021

Three Months Ended April 30, 2020

ROU Assets obtained in exchange for new lease obligations:

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Weighted-average lease terms and discount rates are as follows: 

October 31, 2021

April 30, 2022

Weighted-average remaining lease terms (in years):

4 unchanged sentences

Operating leases

Maturities of lease liabilities as of October 31, 2021 , are as follows (in thousands):

Maturities of lease liabilities as of April 30, 2022 , are as follows (in thousands):

Operating Leases

Finance Leases

For the three months ended January 31, 2022

For the nine months ended January 31, 2023

$ 1,991  

For the year ended January 31, 2024

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For the year ended January 31, 2028

12,322  

Total lease payments

2 unchanged sentences

( 7,232 )  

Total lease liabilities at October 31, 2021

Total lease liabilities at April 30, 2022

$ 8,569  

Rent expense on operating leases, which is recorded on straight-line basis, was $ 0.1  million for the three months ended 

October 31, 2021  and 2020 , respectively. 

April 30, 2022  and 2021 , respectively. 

Note 11  - Restricted cash

Restricted cash held by foreign subsidiaries was $ 1.7  million as of October 31, 2021 and 2020 , respectively, and is related to fixed deposits that also serve as security deposits and guarantees. 

Restricted cash held by foreign subsidiaries was $ 1.5  million and $ 1.2 million as of April 30, 2022 and 2021 , respectively, and is related to fixed deposits that also serve as security deposits and guarantees. 

(In thousands)

October 31, 2021  

October 31, 2020  

April 30, 2022  

April 30, 2021  

Cash and cash equivalents

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The Company's Renewed Senior Credit Facility, which matures on September 20, 2026, 

bears interest at a rate equal to an alternate base rate, the London Inter-Bank Offered Rate (“LIBOR”) or a LIBOR successor rate index, plus, in each case, an applicable margin. Based on the inclusion of the LIBOR successor rate index in the Renewed Senior Credit Facility, the Company does not expect a material impact from the adoption of this standard on the financial statements of the Company.

bears interest at a rate equal to an alternate base rate, LIBOR or a LIBOR successor rate index, plus, in each case, an applicable margin. Based on the inclusion of the LIBOR successor rate index in the Renewed Senior Credit Facility, the Company does not expect a material impact from the adoption of this standard on the financial statements of the Company.

In June 2016, the FASB issued ASU No.

2016 - 13, Financial Instruments-Credit Losses (Topic 326 ):

Measurement of Credit Losses on Financial Instruments. The new guidance affects loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash.

Measurement of Credit Losses on Financial Instruments. The guidance affects loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash.

This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted.

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Note 14 - Treasury stock

October 4, 2021, the Company's Board of Directors approved a share repurchase program, which authorizes the Company to use up to $ 3.0  million for the purchase of its outstanding shares of common stock.

Share repurchases are permitted to be executed through open market or privately negotiated transactions over the course of 12  months, depending upon current market conditions and other factors. 

The following table sets forth information with respect to repurchases by the Company of its shares of common stock during the third quarter of 2021:

Total number of shares purchased

Average price paid per share

Total number of shares purchased as part of publicly announced plans or programs

Approximate dollar value of shares that may yet be purchased under the plans or programs

August 1, 2021 - August 31, 2021

September 1, 2021 - September 30, 2021

October 1, 2021 - October 31, 2021

58,528  

2,505,216  

There were no purchases of shares of the Company's common stock made by or on behalf of the Company during the three months ended April 30, 2022.

October 4, 2021, 

the Company's Board of Directors approved a stock repurchase program, which authorizes the Company to use up to $ 3.0  million for the purchase of its outstanding shares of common stock.

Stock repurchases are permitted to be executed through open market or privately negotiated transactions over the course of 

12  months, depending upon current market conditions and other factors.

As of April 30, 2022, the Company has used $ 2.0 million of the $3.0 million authorized to repurchase its outstanding shares of common stock.

Note 15 - Subsequent Events

In June 2022, the Company received a partial payment to settle $ 0.9 million of the outstanding $ 3.6 million accounts receivable balance discussed in Note 3 - Accounts receivable, in the Notes to the Consolidated Financial Statements.

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