What changed in this filing

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Item 1. Financial Statements

2022-11-14 compared with 2022-08-15 · 282 added, 178 removed, 383 unchanged (55% of the section changed)

FINANCIAL STATEMENTS

POWER SOLUTIONS, INC.

Statements of Operations

thousands, except per share data)

PIONEER POWER SOLUTIONS, INC.

Consolidated Statements of Operations

(In thousands, except per share data)

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Cost of goods sold

4 unchanged sentences

Interest income

Other expense (income), net

Other (income) expense, net

Loss before taxes

2 unchanged sentences

Weighted average common shares outstanding:

accompanying notes are an integral part of these consolidated financial statements.

POWER SOLUTIONS, INC.

Balance Sheets

thousands, except share data)

The accompanying notes are an integral

part of these consolidated financial statements.

PIONEER POWER SOLUTIONS, INC.

Consolidated Balance Sheets

(In thousands, except share data)

September 30,

Current assets

16 unchanged sentences

Common stock, $ 0.001 par value, 30,000,000 shares authorized;

9,644,545 and 9,640,545 shares issued and outstanding on June 30, 2022 and December 31, 2021, respectively

9,644,545 and 9,640,545 shares issued and outstanding on September 30, 2022 and December 31, 2021, respectively

Additional paid-in capital

3 unchanged sentences

Total liabilities and stockholders’ equity

accompanying notes are an integral part of these consolidated financial statements.

POWER SOLUTIONS, INC.

Statements of Cash Flows

Six Months Ended

The accompanying notes are an integral

part of these consolidated financial statements.

PIONEER POWER SOLUTIONS, INC.

Consolidated Statements of Cash Flows

(In thousands)

Nine Months Ended

September 30,

Operating activities

19 unchanged sentences

Net proceeds from the exercise of options for common stock

Dividend paid to shareholders

Principal repayments of financing leases

5 unchanged sentences

Acquisition of right-of-use assets and lease liabilities

Declared dividend unpaid

accompanying notes are an integral part of these consolidated financial statements.

POWER SOLUTIONS, INC.

Statement of Stockholders’ Equity

thousands, except per share data)

other comprehensive

The accompanying notes are an integral

part of these consolidated financial statements.

PIONEER POWER SOLUTIONS, INC.

Consolidated Statement of Stockholders'

(In thousands, except per share data)

comprehensive

stockholders'

Balance - March 31, 2021

Stock-based compensation

Dividend to shareholders

Balance - June 30, 2021

Balance - March 31, 2022

Stock-based compensation

Balance - June 30, 2022

other comprehensive

Balance - September 30, 2021

Balance - June 30, 2022 (Revised)

Stock-based compensation

Balance - September 30, 2022

comprehensive

stockholders'

2 unchanged sentences

Dividend to shareholders

Balance - June 30, 2021

Balance - September 30, 2021

Balance - January 1, 2022

1 unchanged sentence

Exercise of stock options

Balance - June 30, 2022

accompanying notes are an integral part of these consolidated financial statements.

Balance - September 30, 2022

The accompanying notes are an integral part of these consolidated financial statements.

POWER SOLUTIONS, INC.

20 unchanged sentences

accompanying unaudited interim consolidated financial statements of the Company have been prepared pursuant to the rules of the

SEC and reflect the accounts of the Company as of June 30, 2022.

SEC and reflect the accounts of the Company as of September 30, 2022.

Certain information and footnote disclosures, normally included

16 unchanged sentences

of an estimated annual effective tax rate to compute the tax provision during an interim period unless certain exceptions are

We have used a discrete-period computation method to calculate taxes for the fiscal three and six-month periods ended June

We have used a discrete-period computation method to calculate taxes for the fiscal three and nine-month periods ended September

Due to projected operating losses for the year, the Company anticipates that its annual effective tax rate will be 0 %.

As of June 30, 2022, the Company continues to provide a 100 % valuation allowance against its net deferred tax assets since the

Company believes it is more likely than not that its deferred tax assets will not be realized.

As of September 30, 2022, the Company continues to provide a 100 % valuation allowance against its net deferred tax assets since

the Company believes it is more likely than not that its deferred tax assets will not be realized.

unaudited interim consolidated financial statements include the accounts of Pioneer and its wholly-owned subsidiaries.

7 unchanged sentences

of liabilities in the normal course of business.

As shown in the accompanying financial statements as of June 30, 2022, the Company

had $ 9.8 million of cash on hand and working capital of $ 15.4 million.

The cash on hand was generated primarily from the sale

of common stock under the At The Market Sale Agreement during the year ended December 31, 2021.

As shown in the accompanying financial statements as of September 30, 2022, the

Company had $ 7.2 million of cash on hand and working capital of $ 14.2 million.

The cash on hand was generated primarily from the

sale of common stock under the At The Market Sale Agreement during the year ended December 31, 2021.

have met our cash needs through a combination of cash flows from operating activities and bank borrowings, the completion of the

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received notice that the cash collateral security agreement it had executed with the commercial bank was cancelled.

Upon cancellation of the cash collateral security agreement, any unpaid

reimbursement obligations owing to the commercial bank were also cancelled.

2022, the commercial bank released and transferred the remaining cash collateral of $ 505 to the Company.

The Company had no restricted

cash on the consolidated balance sheets at June 30, 2022.

Upon cancellation

of the cash collateral security agreement, any unpaid reimbursement obligations owing to the commercial bank were also cancelled.

On May 11, 2022, the commercial bank released and transferred the remaining cash collateral of $ 505 to the Company.

had no restricted cash on the consolidated balance sheets at September 30, 2022.

Company accounts for restricted cash under the guidance of ASU No.

5 unchanged sentences

to the total of the same such amounts shown in the unaudited interim consolidated statement of cash flows:

September 30,

Restricted cash

Total cash and restricted cash as shown in the statement of cash flows

full impact of the ongoing COVID-19 pandemic continues to evolve as the date of this report.

As such, it continues to be uncertain

as to the full magnitude that the pandemic will have on the Company’s financial condition, liquidity, and future results of

The Company has been able to operate substantially at capacity during the COVID-19 pandemic.

Management is actively

monitoring the global situation on its financial condition, liquidity, operations, suppliers, industry, and workforce.

daily evolution of the COVID-19 pandemic and the global responses to the continuing crisis, the Company is not able to estimate the

full effects of the COVID-19 pandemic at this time, however, if the pandemic continues, it may have an adverse effect on

the Company’s results of operations, financial condition, or liquidity.

full impact of the COVID-19 pandemic and its ongoing effects continues to evolve as the date of this report.

As such, it continues

to be uncertain as to the full magnitude that the pandemic will have on the Company’s financial condition, liquidity, and

future results of operations.

The Company was able to operate substantially at capacity during the COVID-19 pandemic.

is actively monitoring the global situation on its financial condition, liquidity, operations, suppliers, industry, and workforce.

Given the daily evolution of the COVID-19 pandemic, its ongoing effects, and the global responses to the continuing crisis, the

Company is not able to estimate the full effects of the COVID-19 pandemic and its ongoing effects at this time, however, if the

ongoing effects of the COVID-19 pandemic continue or worsen, it may have an adverse effect on the Company’s results of operations,

financial condition, or liquidity.

March 27, 2020, then President Trump signed into law the “Coronavirus Aid, Relief, and Economic Security (CARES) Act”

15 unchanged sentences

unaudited consolidated statements of cash flows contain a reclassification of the gain on the extinguishment and forgiveness of

the PPP Loan from financing activities to operating activities for the six months ended June 30, 2021.

the PPP Loan from financing activities to operating activities for the nine months ended September 30, 2021.

Additionally, principal

repayments of financing leases and the reduction in operating leases have been reclassified and presented in the applicable cash

flow activity for the six months ended June 30, 2021.

The inventories footnote contains a reclassification of the provision for

excess and obsolete inventory and reductions to net realizable value to the applicable inventory classification at December 31,

flow activity for the nine months ended September 30, 2021.

The inventories footnote contains a reclassification of the provision

for excess and obsolete inventory and reductions to net realizable value to the applicable inventory classification at December

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2 unchanged sentences

There have been no significant changes

in the Company’s accounting policies during the second quarter of 2022.

in the Company’s accounting policies during the third quarter of 2022.

Accounting Pronouncements

27 unchanged sentences

during a time of emergency.

Our power maintenance programs provide preventative maintenance, repair and support service for our

customers’ power generation systems.

Our power maintenance programs provide preventative maintenance, repair and support service

for our customers’ power generation systems.

principal source of revenue is derived from sales of products and fees for services.

46 unchanged sentences

performance obligation is satisfied by transferring a promised product or service to a customer.

from the sale of our products is predominantly recognized at a point in time.

Revenues are recognized at the point in time that

the customer obtains control of the good, which is when it has taken title to the products and has assumed the risks and rewards

of ownership specified in the purchase order or sales agreement.

Certain sales of highly customized large equipment are recognized

over time when such equipment has no alternative use and the Company has an enforceable right to payment for performance completed

Revenue for such agreements is recognized under the input method based on cost incurred relative to the estimated cost

expected to be consumed to complete the project.

the three months ended June 30, 2022 and 2021, the Company recognized $ 2.4 million and $ 3.8 of revenue at a point in time from

the sale of our products, respectively.

Service revenues include maintenance contracts that are recognized over time based on

the contract term and repair services, which are recognized as services are delivered.

The Company recognized $ 1.9 million of

service revenue during the three months ended June 30, 2022 and 2021.

the six months ended June 30, 2022 and 2021, the Company recognized $ 6.9 million and $ 5.7 million of revenue at a point in time

from the sale of our products, respectively.

The Company recognized $ 3.4 million and $ 3.5 million of service revenue during the

six months ended June 30, 2022 and 2021, respectively.

the three months ended June 30, 2021, the Company recognized $ 2.0 million of revenue over time and incurred costs of $ 1.8 million

related to a single contract.

During the six months ended June 30, 2021, the Company recognized $ 3.1 million of revenue over time

and incurred costs of $ 2.9 million related to a single contract.

The Company did not recognize revenue over time or incur costs

related to any single contract during the three and six months ended June 30, 2022.

the three months ended June 30, 2022, the Company recognized approximately $ 214 of revenue that was recognized as deferred revenue

at December 31, 2021, as compared to $ 2 of revenue during the three months ended June 30, 2021 that was recognized as deferred

revenue at December 31, 2020.

the six months ended June 30, 2022, the Company recognized approximately $ 2.1 million of revenue that was recognized as deferred

revenue at December 31, 2021, as compared to $ 58 of revenue during the six months ended June 30, 2021 that was recognized as deferred

revenue at December 31, 2020.

from the sale of our electric power systems is recognized either over time or at a point in time and substantially all of our

revenue from the sale of power generation equipment is recognized at a point in time.

Revenues are recognized at the point in

time that the customer obtains control of the good, which is when it has taken title to the products and has assumed the risks

and rewards of ownership specified in the purchase order or sales agreement.

Certain sales of highly customized electrical power

systems are recognized over time when such equipment has no alternative use and the Company has an enforceable right to payment

for performance completed to date.

Revenue for such agreements is recognized under the input method based on either cost or direct

labor hours incurred relative to the estimated cost or direct labor hours expected to be consumed to complete the project.

the cost-to-cost method of revenue recognition, a single estimated profit margin is used to recognize profit for each performance

obligation over its period of performance.

Recognition of profit on a contract requires estimates of the total cost at completion

and transaction price and the measurement of progress towards completion.

Due to the nature of many of our contracts, developing

the estimated total cost at completion and total transaction price often requires judgment.

Factors that must be considered in

estimating the cost of the work to be completed include the nature and complexity of the work to be performed, subcontractor performance

and the risk and impact of delayed performance.

When adjustments in estimated total costs at completion or in estimated total

transaction price are determined, the related impact on income is recognized using the cumulative catch-up method, which recognizes

in the current period the cumulative effect of such adjustments for all prior periods.

Any anticipated losses on these contracts

are fully recognized in the period in which the losses become evident.

the three months ended September 30, 2022 and 2021, the Company recognized $ 1.8 million and $ 3.4 million of revenue at a point

in time, respectively, from the sale of our electric power systems and power generation equipment.

During the nine months ended

September 30, 2022 and 2021, the Company recognized $ 8.7 million and $ 6 .0 million of revenue at a point in time, respectively,

from the sale of our products.

revenues include maintenance contracts that are recognized over time based on the contract term and repair services, which are

recognized as services are delivered.

The Company recognized $ 2.1 million and $ 2 .0 million of service revenue during the three

months ended September 30, 2022 and 2021, respectively.

The Company recognized $ 5.4 million and $ 5.5 million of service revenue

during the nine months ended September 30, 2022 and 2021, respectively.

the three months ended September 30, 2022 and 2021, the Company recognized $ 2.4 million and $ 262 of revenue over time and incurred

costs of $ 2 .0 million and $ 227 , respectively, related to a single contract.

During the nine months ended September 30, 2022 and

2021, the Company recognized $ 3.3 million and $ 3.4 million of revenue over time and incurred costs of $ 2.9 million and $ 3.1 million,

respectively, related to a single contract.

the three months ended September 30, 2022, the Company recognized approximately $ 81 of revenue that was recognized as deferred

revenue at December 31, 2021, as compared to $ 225 of revenue during the three months ended September 30, 2021 that was recognized

as deferred revenue at December 31, 2020.

the nine months ended September 30, 2022, the Company recognized approximately $ 2.1 million of revenue that was recognized as

deferred revenue at December 31, 2021, as compared to $ 284 of revenue during the nine months ended September 30, 2021 that was

recognized as deferred revenue at December 31, 2020.

was no revenue recognized during the three and nine months ended September 30, 2022 and 2021 from performance obligations satisfied

in prior periods.

Company manages its accounts receivable credit risk by performing credit evaluations and monitoring amounts due from the Company’s

1 unchanged sentence

or whose accounts receivable balances individually represented 10% or more of the Company’s total accounts receivable.

June 30, 2022, three customers represented approximately 34 %,

26 % and 15 % of the Company’s accounts receivable.

At December 31, 2021, two customers represented approximately 32 %

and 11 % of the Company’s accounts receivable.

the six months ended June 30, 2022, three customers represented approximately 17 %,

14 % and 11 % of the Company’s revenue.

For the six months ended June 30, 2021, two customers represented approximately 34 %

and 14 % of the Company’s revenue.

September 30, 2022, three customers represented approximately 40 %, 21 % and 13 % of the Company’s accounts receivable.

December 31, 2021, two customers represented approximately 32 % and 11 % of the Company’s accounts receivable.

the nine months ended September 30, 2022, two customers represented approximately 31 % and 12 % of the Company’s revenue.

For the nine months ended September 30, 2021, two customers represented approximately 23 % and 22 % of the Company’s revenue.

of a product requires that the buyer obtain permission in writing from the Company.

5 unchanged sentences

and free of defects in workmanship and material.

Returns and warranties during three and six months ended June 30, 2022 and 2021

were insignificant.

Returns and warranties during three and nine months ended September 30, 2022

and 2021 were insignificant.

following table presents our revenues disaggregated by revenue discipline:

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Total revenue

1 unchanged sentence

this Quarterly Report on Form 10-Q.

OTHER EXPENSE (INCOME)

expense (income) in the unaudited interim consolidated statements of operations reports certain gains and losses associated with

REVISION OF PRIOR PERIOD FINANCIAL STATEMENTS

connection with the preparation of our consolidated interim financial statements for the quarter ended September 30, 2022, we

completed an analysis of one of our customer contracts under ASC 606 and, as a result, we determined that the performance obligations

are satisfied over time.

See “Note 3 – Revenues in Notes to Consolidated Financial Statements” in Part I of

this Quarterly Report on Form 10-Q.

As a result of the analysis, we identified additional revenues to be recognized of $ 326 and

$ 574 related to the three months ended March 31, 2022 and June 30, 2022, respectively, along with the additional related cost

of revenues of $ 278 and $ 592 , respectively.

following tables reconcile the balances as previously reported in the Quarterly Reports on Form 10-Q as of and for the three months

ended March 31, 2022 and as of and for the three and six months ended June 30, 2022 to the as revised balances:

For The Three Months Ended

March 31, 2022

Condensed Consolidated Statements of Operations (Unaudited)

Cost of goods sold

Loss per share - basic and diluted

Weighted average common shares outstanding - basic and diluted

For The Three Months Ended

June 30, 2022

Condensed Consolidated Statements of Operations (Unaudited)

Cost of goods sold

Loss per share - basic and diluted

Weighted average common shares outstanding - basic and diluted

For The Six Months Ended

June 30, 2022

Condensed Consolidated Statements of Operations (Unaudited)

Cost of goods sold

Loss per share - basic and diluted

Weighted average common shares outstanding - basic and diluted

March 31, 2022

Condensed Consolidated Balance Sheet (Unaudited)

Total current assets

Total current liabilities

Total liabilities

Total stockholders’ equity

June 30, 2022

Condensed Consolidated Balance Sheet (Unaudited)

Total current assets

Total current liabilities

Total liabilities

Total stockholders’ equity

For The Three Months Ended

March 31, 2022

Cash Flows From Operating Activities (Unaudited)

Changes in current operating assets and liabilities:

Deferred revenue

Net cash provided by operating activities

For The Six Months Ended

June 30, 2022

Cash Flows From Operating Activities (Unaudited)

Changes in current operating assets and liabilities:

Deferred revenue

Net cash used in operating activities

For The Three Months Ended

March 31, 2022

Consolidated Statement of Stockholders’ Equity (Unaudited)

Accumulated deficit

Total stockholders’ equity

For The Six Months Ended

June 30, 2022

Consolidated Statement of Stockholders’ Equity (Unaudited)

Accumulated deficit

Total stockholders’ equity

accordance with SEC Staff Accounting Bulletin No.

108, we evaluated this revision based on an analysis of quantitative and qualitative

factors as to whether it was material to the consolidated statements of operations for the three months ended March 31, 2022 and

June 30, 2022 and if amendments of previously filed financial statements with the SEC are required.

We determined that the

adjustment is neither quantitatively nor qualitatively material and, therefore, the revision does not have a material impact to

the consolidated statements of operations for the three months ended March 31, 2022, the three and six months ended June 30, 2022

or other prior periods.

OTHER (INCOME) EXPENSE

(income) expense in the unaudited interim consolidated statements of operations reports certain gains and losses associated with

activities not directly related to our core operations.

For the three months ended June 30, 2022, other expense was $ 117 , as compared

to other expense of $ 36 during the three months ended June 30, 2021.

the six months ended June 30, 2022, other expense was $ 129 , as compared to other income of $ 1.3 million during the six months

ended June 30, 2021.

For the six months ended June 30, 2021, included in other income was a gain of $ 1.4 million for the extinguishment

and forgiveness of the PPP Loan.

See “Note 1 – Basis of Presentation in Notes to Consolidated Financial Statements”

in Part I of this Quarterly Report on Form 10-Q for reference to the PPP Loan.

For the three months ended September 30, 2022, other income was $ 17 , as

compared to other expense of $ 13 during the three months ended September 30, 2021.

the nine months ended September 30, 2022, other expense was $ 112 , as compared to other income of $ 1.3 million during the nine

months ended September 30, 2021.

For the nine months ended September 30, 2021, included in other income was a gain of $ 1.4 million

for the extinguishment and forgiveness of the PPP Loan.

See “Note 1 – Basis of Presentation in Notes to Consolidated

Financial Statements” in Part I of this Quarterly Report on Form 10-Q for reference to the PPP Loan.

components of inventories are summarized below:

Raw materials

Work in process

Total inventories

are stated at the lower of cost or a net realizable value determined on a weighted average method.

1 unchanged sentence

and equipment are summarized below:

September 30,

Property and equipment

7 unchanged sentences

Total property and equipment, net

expense was $ 37 and $ 37 for the three months ended June 30, 2022 and 2021, respectively.

expense was $ 73 and $ 74 for the six months ended June 30, 2022 and 2021, respectively.

expense was $ 40 and $ 35 for the three months ended September 30, 2022 and 2021, respectively.

expense was $ 113 and $ 110 for the nine months ended September 30, 2022 and 2021, respectively.

NOTES RECEIVABLE

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Company has revalued the Seller Notes for an appropriate imputed interest rate, resulting in a net change to the value of the

Seller Notes at June 30, 2022 of $ 214 for a carrying value of $ 6 .0 million.

Seller Notes at September 30, 2022 of $ 322 for a carrying value of $ 6.1 million.

ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

components of accounts payable and accrued liabilities are summarized below:

September 30,

Accounts payable

2 unchanged sentences

Total accounts payable and accrued liabilities

liabilities primarily consist of accrued insurance, accrued sales commissions and accrued compensation and benefits.

2022 and December 31, 2021, accrued insurance was $ 160 and $ 481 , respectively.

Accrued sales commissions at June 30, 2022 and

December 31, 2021 were $ 132 and $ 247 , respectively.

At June 30, 2022, accrued compensation and benefits were $ 357 compared to

$ 270 at December 31, 2021.

Accrued sales and use taxes at June 30, 2022 and December 31, 2021 were $ 231 and $ 50 , respectively.

liabilities primarily consist of accrued sales commissions, accrued compensation and benefits, accrued professional fees and accrued

At September 30, 2022 and December 31, 2021, accrued sales commissions were $ 148 and $ 247 , respectively.

Accrued compensation

and benefits at September 30, 2022 and December 31, 2021 were $ 307 and $ 270 , respectively.

At September 30, 2022, accrued professional

fees were $ 309 compared to $ 111 at December 31, 2021.

Accrued sales and use taxes at September 30, 2022 and December 31, 2021

were $ 319 and $ 50 , respectively, and there was no accrued insurance at September 30, 2022 compared to $ 481 at December 31, 2021.

The remainder of accrued liabilities are comprised of several insignificant accruals in connection with normal business operations.

STOCKHOLDERS’ EQUITY

Company had 9,644,545 and 9,640,545 shares of common stock, $ 0.001 par value per share, outstanding as of June 30, 2022 and December

31, 2021, respectively.

summary of stock option activity during the six months ended June 30, 2022 is as follows:

Company had 9,644,545 and 9,640,545 shares of common stock, $ 0.001 par value per share, outstanding as of September 30, 2022 and

December 31, 2021, respectively.

summary of stock option activity during the nine months ended September 30, 2022 is as follows:

Weighted average

4 unchanged sentences

Outstanding as of January 1, 2022

Outstanding as of June 30, 2022

Exercisable as of June 30, 2022

April 25, 2022, the Company awarded 375,000

shares of restricted stock units (“RSU”) to an employee with the following vesting terms:

units on May 1, 2022, which are included in the calculation of basic EPS as of the vesting date, (ii) an additional 125,000

units on May 1, 2023, and (iii) the remaining 125,000

units on May 1, 2024, provided that the employee is employed by the Company or a subsidiary of the Company on each such vesting

The vested RSUs will be converted into shares of the Company’s common stock no later than March 15 of the calendar year

following the calendar year in which such RSUs vested.

The fair value of the RSU award at the date of grant was $ 1.6

summary of RSU activity during the six months ended June 30, 2022, is as follows:

Outstanding as of September 30, 2022

Exercisable as of September 30, 2022

April 25, 2022, the Company awarded 375,000 shares of restricted stock units (“RSU”) to an employee with the following

vesting terms:

(i) 125,000 units on May 1, 2022, which are included in the calculation of basic EPS as of the vesting date, (ii)

an additional 125,000 units on May 1, 2023, and (iii) the remaining 125,000 units on May 1, 2024, provided that the employee is

employed by the Company or a subsidiary of the Company on each such vesting date.

The vested RSUs will be converted into shares

of the Company's common stock no later than March 15 of the calendar year following the calendar year in which such RSUs vested.

The fair value of the RSU award at the date of grant was $ 1.6 million.

summary of RSU activity during the nine months ended September 30, 2022, is as follows:

Weighted-average

Number of units

Weighted-average grant-date

Unvested restricted stock units as of January 1, 2022

1 unchanged sentence

Units forfeited

Unvested restricted stock units as of June 30, 2022

of June 30, 2022, there were 498,000 shares available for future grants under the Company’s 2021 Long-Term Incentive Plan.

compensation expense recorded for the three and six months ended June 30, 2022 was approximately $ 658 and $ 716 , respectively.

Stock-based compensation expense recorded for the three and six months ended June 30, 2021 was approximately $ 38 and $ 71 , respectively.

All of the stock-based compensation expense is included in selling, general and administrative expenses in the accompanying interim

consolidated statements of operations.

At June 30, 2022, there was approximately $ 1 .0 million of stock-based compensation expense

remaining to be recognized in the interim consolidated statements of operations over a weighted average remaining period of 1.8

Unvested restricted stock units as of September 30, 2022

of September 30, 2022, there were 498,000 shares available for future grants under the Company’s 2021 Long-Term Incentive

compensation expense recorded for the three and nine months ended September 30, 2022 was approximately $ 143 and $ 859 , respectively.

Stock-based compensation expense recorded for the three and nine months ended September 30, 2021 was approximately $ 58 and $ 129 ,

respectively.

All of the stock-based compensation expense is included in selling, general and administrative expenses in the accompanying

interim consolidated statements of operations.

At September 30, 2022, there was $ 878 of stock-based compensation expense remaining

to be recognized in the interim consolidated statements of operations over a weighted average remaining period of 1.6 years.

BASIC AND DILUTED LOSS PER COMMON SHARE

1 unchanged sentence

shares are not legally outstanding during the period.

The Company’s employee and director equity awards, as well as

incremental shares issuable upon exercise of warrants, are not considered in the calculations if the effect would be anti-dilutive.

following table sets forth the computation of basic and diluted loss per share (in thousands, except per share

The Company’s employee and director equity awards, as well as incremental

shares issuable upon exercise of warrants, are not considered in the calculations if the effect would be anti-dilutive.

The following

table sets forth the computation of basic and diluted loss per share (in thousands, except per share data):

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Weighted average basic shares outstanding

2 unchanged sentences

Net loss per common share:

of June 30, 2022 and 2021, diluted loss per share excludes 921 and 674 potentially dilutive common shares related to equity awards,

as their effect was anti-dilutive.

of September 30, 2022 and 2021, diluted loss per share excludes 671 and 674 potentially dilutive common shares related to equity

awards, as their effect was anti-dilutive.

BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION

15 unchanged sentences

of emergency.

following tables present information about segment loss:

following tables present information about segment income (loss):

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

T&D Solutions

2 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Depreciation and amortization

3 unchanged sentences

Three Months Ended

Six Months Ended

Operating loss

Nine Months Ended

September 30,

Operating income (loss)

T&D Solutions

3 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

United States

1 unchanged sentence

Our leases have remaining terms

ranging from less than 1

years some of which contain options to extend up to 5

As of June 30, 2022 and December 31, 2021, assets recorded under finance leases were $ 1.2

million and $ 1.6

million, respectively, and accumulated amortization associated with finance leases were $ 420

million, respectively.

of June 30, 2022 and December 31, 2021, assets recorded under operating leases were $ 2.5

million and $ 3.9

million, respectively, and accumulated amortization associated with operating leases were $ 1.0

million and $ 2.3

million, respectively.

During the three months ended June 30, 2022, the Company executed two finance lease agreements for equipment

at its Champlin, Minnesota location.

After adjusting for a weighted average discount rate, the Company recognized a right-of-use

asset and lease liability of approximately $ 395

within the consolidated balance sheets.

ranging from less than 1 year to 5 years some of which contain options to extend up to 5 years.

As of September 30, 2022 and December

31, 2021, assets recorded under finance leases were $ 1.2 million and $ 1.6 million, respectively, and accumulated amortization

associated with finance leases were $ 474 and $ 1.1 million, respectively.

of September 30, 2022 and December 31, 2021, assets recorded under operating leases were $ 2.5 million and $ 3.9 million, respectively,

and accumulated amortization associated with operating leases were $ 1.2 million and $ 2.3 million, respectively.

The Company did

not execute any new lease agreements during the three months ended September 30, 2022.

components of the lease expense were as follows:

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

Operating lease cost

5 unchanged sentences

Cash Flows Information

September 30,

Cash paid for amounts included in the measurement of lease liabilities

5 unchanged sentences

Average Remaining Lease Term

September 30,

Operating leases

1 unchanged sentence

Average Discount Rate

September 30,

Operating leases

Finance leases

minimum lease payments under non-cancellable leases as of June 30, 2022 were as follows:

Total future minmum

lease payments

minimum lease payments under non-cancellable leases as of September 30, 2022 were as follows:

Total future minmum lease payments

Less imputed interest

future minmum lease payments

as of June 30, 2022:

Total future minmum lease payments

as of September 30, 2022:

Right-of-use assets

2 unchanged sentences

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