1 unchanged sentence
of Disclosure Controls and Procedures
−Removed: management, with the participation of our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”),
−Removed: evaluated the effectiveness of our disclosure controls and procedures as defined in Rule 13a-15(e) and 15d-15(e) under the Securities
−Removed: Exchange Act of 1934, as amended (the “Exchange Act”), as of September 30, 2022.
−Removed: Our disclosure controls and procedures
−Removed: are designed to provide reasonable assurance that information we are required to disclose in the reports we file or submit under
−Removed: the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely
−Removed: decisions regarding required disclosures, and is recorded, processed, summarized, and reported within the time periods specified
−Removed: in the SEC’s rules and forms.
−Removed: Based on this evaluation, and as a result of the material weakness described below, our CEO
−Removed: and CFO have concluded that our disclosure controls and procedures were not effective as of
−Removed: September 30, 2022.
−Removed: In light of this determination, our management has performed additional analyses, reconciliations, and other
−Removed: post-closing procedures and has concluded that, notwithstanding the material weakness in our internal control over financial reporting,
−Removed: the unaudited interim condensed consolidated financial statements for the periods covered by and included in this Quarterly Report
−Removed: on Form 10-Q fairly state, in all material respects, our financial position, results of operations and cash flows for the periods
−Removed: presented in conformity with U.S.
−Removed: material weakness is a deficiency, or a combination of deficiencies, within the meaning of Public Company Accounting Oversight
−Removed: Board (“PCAOB”) Auditing Standard AS 2201, in internal control over financial reporting, such that there is a reasonable
−Removed: possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a
−Removed: timely basis.
−Removed: The deficiency listed below, combined with inadequate compensating controls, created a reasonable possibility that
−Removed: a material misstatement to the consolidated financial statements might not be prevented or detected on a timely basis.
−Removed: of September 30, 2022, we had a material weakness in our internal control over financial reporting due to not having the appropriate
−Removed: controls in place over our revenue recognition process for nonroutine and complex revenue transactions in accordance with ASC
−Removed: 606, “Revenue from Contracts with Customers”.
−Removed: This control deficiency resulted in a misstatement of revenue-related
−Removed: accounts during the three months ended March 31, 2022 and June 30, 2022, which management corrected via revision as part of this
−Removed: Quarterly Report on Form 10-Q for the three months ended September 30, 2022.
−Removed: order to remediate this material weakness, management has expanded and improved our process for reviewing customer contracts,
−Removed: including through the engagement of third-party accounting professionals with expertise in evaluating customer contracts to obtain
−Removed: guidance on large and/or unique contracts in order to ensure that ASC 606 is accurately applied and documented.
−Removed: we have begun implementing the enhancements described above, the material weakness will not be considered remediated until the
−Removed: applicable controls operate for a sufficient period of time and management has concluded that these controls are operating effectively.
+Added: Our management, with the participation of our Chief Executive Officer (“CEO”)
+Added: and Chief Financial Officer (“CFO”), evaluated the effectiveness of our disclosure controls and procedures as defined in Rule
+Added: 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of March 31, 2023.
+Added: Our disclosure controls and procedures are designed to provide reasonable assurance that information we are required to disclose in the
+Added: reports we file or submit under the Exchange Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate
+Added: to allow timely decisions regarding required disclosures, and is recorded, processed, summarized, and reported within the time periods
+Added: specified in the SEC’s rules and forms.
+Added: Based on this evaluation, and as a result of the material weakness described below, our
+Added: CEO and CFO have concluded that our disclosure controls and procedures were not effective as of March 31, 2023.
+Added: In light of this determination,
+Added: our management has performed additional analyses, reconciliations, and other post-closing procedures and has concluded that, notwithstanding
+Added: the material weakness in our internal control over financial reporting, the unaudited interim condensed consolidated financial statements
+Added: for the periods covered by and included in this Quarterly Report on Form 10-Q fairly state, in all material respects, our financial position,
+Added: results of operations and cash flows for the periods presented in conformity with U.S.
+Added: of December 31, 2022, we identified a material weakness in our internal control over financial reporting due to not having the appropriate controls
+Added: in place over our revenue recognition process for nonroutine and complex revenue transactions in accordance with ASC 606, “Revenue
+Added: from Contracts with Customers”, which continued to exist as of March 31, 2023.
+Added: order to remediate this material weakness, management has expanded and improved our process for reviewing customer contracts and revenue
+Added: recognition inputs, including through the engagement of third-party accounting professionals with expertise in evaluating customer contracts
+Added: to obtain guidance on large and/or unique contracts in order to ensure that ASC 606 is accurately applied and documented.
+Added: we have begun implementing the enhancements described above at the end of 2022 and have been continuing our remediation efforts through
+Added: the first quarter of 2023, the material weakness will not be considered remediated until the applicable controls operate for a sufficient
+Added: period of time and management has concluded that these controls are operating effectively.
in Internal Control over Financial Reporting
−Removed: as described above, there were no changes in our internal control over financial reporting during the three months ended September
−Removed: 30, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: Except as described above, there were no changes in our internal control
+Added: over financial reporting during the three months ended March 31, 2023 that have materially affected, or are reasonably likely to materially
+Added: affect, our internal control over financial reporting.
II – OTHER INFORMATION
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.