What changed in this filing

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Item 1. Financial Statements

2023-08-14 compared with 2023-05-15 · 258 added, 340 removed, 207 unchanged (74% of the section changed)

2 unchanged sentences

Statements of Operations

thousands, except per share data)

thousands, except for share and per share amounts)

2022 (Revised)

Three Months Ended

Six Months Ended

2022 (Revised)

Cost of goods sold

2 unchanged sentences

Total operating expenses

Income (loss) from operations

Loss from operations

Interest income

Other (income) expense, net

Income (loss) before income taxes

Other expense, net

Loss before income taxes

Income tax expense

Net income (loss)

Income (loss) per share:

Loss per share:

Weighted average common shares outstanding:

1 unchanged sentence

POWER SOLUTIONS, INC.

Consolidated Balance Sheets

(In thousands, except share amounts)

Balance Sheets

thousands, except for share amounts)

Current assets

19 unchanged sentences

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

9,769,545 and 9,644,545 shares issued and outstanding on March 31, 2023 and December 31, 2022, respectively

9,994,545 and 9,644,545 shares issued and outstanding on June 30, 2023 and December 31, 2022, respectively

Additional paid-in capital

5 unchanged sentences

POWER SOLUTIONS, INC.

Consolidated Statements of Cash Flows

(In thousands)

Statements of Cash Flows

2022 (Revised)

Three Months Ended

Six Months Ended

2022 (Revised)

Operating activities

Net income (loss)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

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

Amortization of right-of-use financing leases

9 unchanged sentences

Operating lease liabilities

Net cash provided by operating activities

Net cash provided by/ (used in) operating activities

Investing activities

5 unchanged sentences

Net cash used in financing activities

Increase in cash

Decrease in cash

Cash, beginning of period

4 unchanged sentences

POWER SOLUTIONS, INC.

Consolidated Statements of Stockholders’ Equity

(In thousands, except share amounts)

Statements of Stockholders’ Equity

thousands, except for share amounts)

other compre- hensive

stockholders’

Balance - March 31, 2022 (revised)

Stock-based compensation

Balance - June 30, 2022 (revised)

Balance - March 31, 2023

Stock-based compensation

Balance - June 30, 2023

other compre- hensive

stockholders’

Balance - January 1, 2022

1 unchanged sentence

Exercise of stock options

Balance - March 31, 2022 (revised)

Balance - June 30, 2022 (revised)

Balance - January 1, 2023

income (loss)

Stock-based compensation

Balance - March 31, 2023

Balance - June 30, 2023

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

POWER SOLUTIONS, INC.

to Consolidated Financial Statements

31, 2023 (Unaudited)

Notes to Unaudited Consolidated Financial Statements

for the Quarterly Period Ended June 30, 2023

thousands, except for share and per share amounts)

BUSINESS ORGANIZATION, NATURE OF OPERATIONS, RISKS AND UNCERTAINTIES

Power Solutions, Inc.

and its wholly owned subsidiaries (referred to herein as the “Company,” “Pioneer,” “we,” “our” and “us”) design, manufacture, integrate, refurbish, service, distribute

and sell electric power systems, distributed energy resources, power generation equipment and mobile electric vehicle (“EV”)

charging solutions.

Our products and services are sold to a broad range of customers in the utility, industrial and commercial markets.

Our customers include, but are not limited to, electric, gas and water utilities, data center developers and owners, EV charging infrastructure

developers and owners, and distributed energy developers.

The Company is headquartered in Fort Lee, New Jersey and operates from three

( 3 ) additional locations in the U.S.

and its wholly owned subsidiaries (referred to herein as the “Company,” “Pioneer,” “we,”

“our” and “us”) design, manufacture, integrate, refurbish, service, distribute and sell electric power systems,

distributed energy resources, power generation equipment and mobile electric vehicle (“EV”) charging solutions.

and services are sold to a broad range of customers in the utility, industrial and commercial markets.

Our customers include, but are

not limited to, electric, gas and water utilities, data center developers and owners, EV charging infrastructure developers and owners,

and distributed energy developers.

The Company is headquartered in Fort Lee, New Jersey and operates from three ( 3 ) additional locations

for manufacturing, service and maintenance, engineering, sales and administration.

4 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 March 31, 2023.

reflect the accounts of the Company as of June 30, 2023.

Certain information and footnote disclosures, normally included in annual financial

11 unchanged sentences

GAAP for a year-end balance sheet.

dollar amounts (except share and per share data) presented in the notes to our unaudited interim consolidated financial statements are

stated in thousands of dollars, unless otherwise noted.

dollar amounts (except share and per share data) presented in the notes to our unaudited interim consolidated financial statements

are stated in thousands of dollars, unless otherwise noted.

Amounts may not foot due to rounding.

ASC 740-270 requires the use of an estimated

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

We have used a discrete-period

computation method to calculate taxes for the fiscal three-month period ended March 31, 2023.

The Company anticipates that its annual

effective tax rate will be 0 % for the year ending December 31, 2023.

As of March 31, 2023, 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.

ASC 740-270 requires the use of an

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

used a discrete-period computation method to calculate taxes for the fiscal three and six-month period ended June 30, 2023.

Company anticipates that its annual effective tax rate will be 0 %

for the year ending December 31, 2023.

As of June 30, 2023, 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.

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and its subsidiaries included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.

accompanying financial statements have been prepared on a basis, which contemplates the realization of assets and the satisfaction

of liabilities in the normal course of business.

As shown in the accompanying financial statements, as of March 31, 2023, the

Company had $ 11.6

million of cash on hand and working capital of $ 14.3

The cash on hand was generated primarily from the sale of common stock

under the ATM Program (as defined below) during the year ended December 31, 2021 and payment of all unpaid principal and interest from

the two subordinated promissory notes we received in connection with the sale of the transformer business units in August 2019 for an

aggregate principal amount of $ 7.5 million (the “Seller Notes”) during the year ended December 31, 2022.

accompanying financial statements have been prepared on a basis, which contemplates the realization of assets and the satisfaction of

liabilities in the normal course of business.

As shown in the accompanying financial statements, as of June 30, 2023, the Company had

$ 9,624 of cash on hand and working

capital of $ 14,363 .

The cash on hand was generated primarily from the sale of common stock under the ATM Program (as defined below) during the year ended

December 31, 2021 and payment of all unpaid principal and interest from the two subordinated promissory notes we received in connection

with the sale of the transformer business units in August 2019 for an aggregate principal amount of $ 7,500

(the “Seller Notes”) during the year ended December 31, 2022.

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

Transaction, proceeds from the sale of the CleanSpark common stock and warrants to purchase CleanSpark common stock, proceeds from insurance,

sale of common stock under the ATM Program, funding from the Payroll Protection Program and collecting all unpaid principal and interest

from the Seller Notes.

Our cash requirements historically were generally for operating activities, debt repayment, capital improvements

and acquisitions.

We expect to meet our cash needs with our working capital and cash flows from our operating activities.

We expect our

cash requirements to be generally for operating activities, product development and capital improvements.

The Company expects that its

current cash balance is sufficient to fund operations for the next twelve months.

Transaction, proceeds from the sale of the CleanSpark common stock and warrants to purchase CleanSpark common stock, sale of common stock

under the ATM Program, funding from the Payroll Protection Program and collecting all unpaid principal and interest from the Seller Notes.

Our cash requirements historically were generally for operating activities, debt repayment, capital improvements and acquisitions.

expect to meet our cash needs with our working capital and cash flows from our operating activities.

We expect our cash requirements

to be generally for operating activities, product development and capital improvements.

The Company expects that its current cash balance

is sufficient to fund operations for the next twelve months.

December 13, 2021, we filed a prospectus supplement, which forms a part of our registration statement on Form S-3 (File No.

that was declared effective by the SEC on October 27, 2020, in connection with the offer and sale of up to an aggregate offering amount

of $ 8.6 million of common stock that may be issued and sold under the ATM Program.

We did not sell any shares of common stock under the

ATM Program during the three months ended March 31, 2023.

As of March 31, 2023, $ 8.6 million of common stock remained available for issuance

of common stock that may be issued and sold under

the ATM Program.

We did not sell any shares of common stock under the ATM Program during the six months ended June 30, 2023.

30, 2023, $ 8,600

of common stock remained available for issuance

under the ATM Program.

and Uncertainties

worldwide spread of the novel coronavirus (“COVID-19”), including the emergence of variants and subvariants, as well as rising

interest rates, inflation, changes in foreign currency exchange rates and geopolitical developments (including the war in Ukraine) have

resulted, and may continue to result, in a global slowdown of economic activity, which may decrease demand for a broad variety of goods

and services, including those provided by the Company’s clients, while also disrupting supply channels, sales channels and advertising

and marketing activities for an unknown period of time until economic activity normalizes.

As a result of the current uncertainty in

economic activity, the Company is unable to predict the size and duration of the impact on its revenue and its results of operations.

The extent of the impact of these macroeconomic factors on the Company’s operational and financial performance will depend on a

variety of factors, including the duration and spread of COVID-19 and its variants and the duration and the extent of geopolitical disruption

and their respective impacts on the Company’s clients, partners, industry, and employees, all of which are uncertain at this time

and cannot be accurately predicted.

The Company continues to monitor the effects of the COVID-19 pandemic and take steps deemed appropriate

to limit the impact on its business.

During the three months ended March 31, 2023, the Company was able to operate substantially at capacity.

World Health Organization recently determined that COVID-19 no longer fit the definition of a public health emergency and the U.S.

has announced that the declaration of a public health emergency associated with COVID-19 expired on May 11, 2023.

However, COVID-19 is

expected to remain a serious endemic threat for an indefinite future period.

The economic uncertainty caused by the COVID-19 pandemic

has made and may continue to make it difficult for the Company to forecast revenue and operating results and to make decisions regarding

operational cost structures and investments.

The Company has committed, and the Company plans to continue to commit, resources to grow

its business, employee base, and technology development, and such investments may not yield anticipated returns, particularly if worldwide

business activity continues to be impacted by the COVID-19 pandemic.

The duration and extent of the impact from the COVID-19 pandemic

depend on future developments that cannot be accurately predicted at this time, and if the Company is not able to respond to and manage

the impact of such events effectively, its business may be harmed.

can be no assurance that precautionary measures, whether adopted by the Company or imposed by others, will be effective, and such measures

could negatively affect its sales, marketing, and client service efforts, delay and lengthen its sales cycles, decrease its employees’,

clients’, or partners’ productivity, or create operational or other challenges, any of which could harm its business and

results of operations.

World Health Organization determined that COVID-19 no longer fit the definition of a public health emergency and the U.S.

announced that the declaration of a public health emergency associated with COVID-19 expired on May 11, 2023.

However, COVID-19 has remained

and is expected to continue to remain as a serious endemic threat for an indefinite future period and may continue to adversely affect

the global economy.

The continuing impacts of the COVID-19 endemic, as well as rising interest rates, inflation, changes in foreign currency

exchange rates and geopolitical developments (including the war in Ukraine) have resulted, and may continue to result, in a global slowdown

of economic activity, which may decrease demand for a broad variety of goods and services, including those provided by the Company’s

clients, while also disrupting supply channels, sales channels and advertising and marketing activities for an unknown period of time.

As a result of the current uncertainty in economic activity, the Company is unable to predict the potential size and duration of the

impact on its revenue and its results of operations, if any.

The extent of the potential impact of these macroeconomic factors on the

Company’s operational and financial performance will depend on a variety of factors, including the continuing impacts of the COVID-19

endemic and the extent of geopolitical disruption and their respective impacts on the Company’s clients, partners, industry, and

employees, all of which are uncertain at this time and cannot be accurately predicted.

The Company continues to monitor the effects of

these macroeconomic factors and intends to take steps deemed appropriate to limit the impact on its business.

During the six months ended

June 30, 2023, the Company was able to operate substantially at capacity.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2 unchanged sentences

There have been no significant changes in the Company’s

accounting policies during the first quarter of 2023.

accounting policies during the second quarter of 2023.

Accounting Pronouncements

Company did not adopt any new material accounting pronouncements during the three months ended March 31, 2023, except as disclosed below.

There have been no recent

accounting pronouncements not yet adopted by the Company which would have a material impact on the Company’s financial statements.

January 1, 2023, the Company adopted Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments — Credit

Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” using a modified retrospective approach.

amends several aspects of the measurement of credit losses related to certain financial instruments, including the replacement of the

existing incurred credit loss model and other models with the current expected credit losses (“CECL”) model.

The cumulative

effect of adoption did not result in an adjustment to the allowance for credit loss, and accordingly, the Company’s accumulated

have been no recent accounting pronouncements not yet adopted by the Company which would have a material impact on the Company’s

financial statements.

Accounting Standards Update (“ASU”) 2023-03,

“Presentation of Financial Statements (Topic 205), Income Statement - Reporting Comprehensive Income (Topic 220), Distinguishing

Liabilities from Equity (Topic 480), Equity (Topic 505), and Compensation - Stock Compensation (Topic 718):

Amendments to SEC Paragraphs

Pursuant to SEC Staff Accounting Bulletin No.

120, SEC Staff Announcement at the March 24, 2022 Emerging Issues Task Force (“EITF”)

Meeting, and Staff Accounting Bulletin Topic 6.B, Accounting Series Release 280 - General Revision of Regulation S-X:

Income or Loss Applicable

to Common Stock.” ASU 2023-03 amends the ASC for SEC updates pursuant to SEC Staff Accounting Bulletin No.

SEC Staff Announcement

at the March 24, 2022 EITF Meeting;

and Staff Accounting Bulletin Topic 6.B, Accounting Series Release 280 - General Revision of Regulation

Income or Loss Applicable to Common Stock.

These updates were immediately effective and did not have a significant impact on our

financial statements.

On January 1, 2023, the Company adopted ASU 2016-13,

“Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments,” using a modified

retrospective approach.

The standard amends several aspects of the measurement of credit losses related to certain financial instruments,

including the replacement of the existing incurred credit loss model and other models with the current expected credit losses model.

cumulative effect of adoption did not result in an adjustment to the allowance for credit loss, and accordingly, the Company’s accumulated

deficit as of January 1, 2023.

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the collectability of the reported amount.

There were no allowances for expected credit losses as of March 31, 2023 and December 31,

There were no

allowances for expected credit losses as of June

30, 2023 and December 31, 2022.

of our products and services

19 unchanged sentences

of promised products or services in an amount that reflects the consideration we expect to receive in exchange for those products or

To achieve this core principal, the Company applies the following five steps:

the contract with a customer

contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s

rights regarding the products or services to be transferred and identifies the payment terms related to these products or services, (ii)

the contract has commercial substance and, (iii) the Company determines that collection of substantially all consideration for products

or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration.

Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety of factors including

the customer’s historical payment experience or, in the case of a new customer, published credit and financial information pertaining

to the customer.

the performance obligations in the contract

obligations promised in a contract are identified based on the products or services that will be transferred to the customer that are

both capable of being distinct, whereby the customer can benefit from the product or service either on its own or together with other

resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby

the transfer of the products or services is separately identifiable from other promises in the contract.

To the extent a contract includes

multiple promised products or services, the Company must apply judgment to determine whether promised products or services are capable

of being distinct and distinct in the context of the contract.

If these criteria are not met the promised products or services are accounted

for as a combined performance obligation.

the transaction price

transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring products

or services to the customer.

The customer payments are generally due in 30 days.

the transaction price to performance obligations in the contract

the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation.

Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation

based on a relative standalone selling price basis.

The Company determines standalone selling price based on the price at which the performance

obligation is sold separately.

If the standalone selling price is not observable through past transactions, the Company estimates the

standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines

related to the performance obligations.

revenue when or as the Company satisfies a performance obligation

Company satisfies performance obligations either over time or at a point in time.

Revenue is recognized at the time the related performance

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

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.

Under 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

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 March 31, 2023, the Company recognized $ 2.0 million of revenue over time and incurred costs of $ 1.4 million.

the three months ended March 31, 2022, the Company recognized $ 326 of revenue over time and incurred costs of $ 278 .

Additionally, the

Company recognized $ 2.7 million and $ 4.5 million of revenue at a point in time from the sale of our products during the three months

ended March 31, 2023 and 2022, respectively.

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 $ 1.5 million of service revenue during the three months ended March

31, 2023 and 2022, respectively.

the three months ended March 31, 2023, the Company recognized approximately $ 2.1 million of revenue that was recognized as deferred revenue

at December 31, 2022, as compared to $ 1.9 million of revenue during the three months ended March 31, 2022 that was recognized as deferred revenue

at December 31, 2021.

There was no revenue recognized during the three months ended March 31, 2023 and 2022 from performance obligations

satisfied in prior periods.

the three months ended June 30, 2023, the Company recognized $ 2,467

of revenue over time and incurred costs of $ 2,103 .

During the three months ended June 30, 2022, the Company recognized $ 574

revenue over time and incurred costs of $ 592 .

Additionally, the Company recognized $ 7,773

of revenue at a point in time from the sale of our products during the three months ended June 30, 2023 and 2022, respectively.

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 $ 1,890 and

$ 1,857 of service revenue during the three months ended June 30, 2023 and 2022, respectively.

the six months ended June 30, 2023, the Company recognized $ 3,128

of revenue over time and incurred costs of $ 2,652 .

During the six months ended June 30, 2022, the Company recognized $ 900

revenue over time and incurred costs of $ 870 .

Additionally, the Company recognized $ 13,558

of revenue at a point in time from the sale of our products during the six months ended June 30, 2023 and 2022, respectively.

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 $ 3,952

of service revenue during the six months ended June 30, 2023 and 2022, respectively.

the three months ended June 30, 2023, the Company recognized approximately $ 3,285

of revenue that was recognized as deferred revenue at December 31, 2022, as compared to $ 214

revenue during the three months ended June 30, 2022 that was recognized as deferred revenue at December 31, 2021.

the six months ended June 30, 2023, the Company recognized approximately $ 7,794

of revenue that was recognized as deferred revenue at December 31, 2022, as compared to $ 2,056

of revenue during the six months ended June 30, 2022 that was recognized as deferred revenue at December 31, 2021.

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.

March 31, 2023, two customers represented approximately 73 % and 10 % of the Company’s accounts receivable.

At December 31, 2022,

three customers represented approximately 57 %, 13 % and 11 % of the Company’s accounts receivable.

the three months ended March 31, 2023, two customers represented approximately 48 % and 16 % of the Company’s revenue.

For the three

months ended March 31, 2022, three customers represented approximately 20 %, 19 % and 12 % of the Company’s revenue.

of June 30, 2023, two customers represented approximately 60 %

of the Company’s accounts receivable.

At December 31, 2022, three customers represented approximately 57 %,

of the Company’s accounts receivable.

the three months ended June 30, 2023, one customer represented approximately 63 %

of the Company’s revenue.

For the three months ended June 30, 2022, two customers represented approximately 35 %

of the Company’s revenue.

the six months ended June 30, 2023, two customers represented approximately 57 %

of the Company’s revenue.

For the six months ended June 30, 2022, three customers represented approximately 18 %, 16 %

of the Company’s revenue.

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

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and material.

Returns and warranties during three months ended March 31, 2023 and 2022 were insignificant.

Returns and warranties during the three and six months ended June 30, 2023 and 2022 were insignificant.

following table presents our revenues disaggregated by revenue discipline:

SCHEDULE OF REVENUE DISAGGREGATED

Three Months Ended

Total revenue

OF REVENUE DISAGGREGATED

“Note 10 - Business Segment and Geographic Information”.

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on Form 10-Q.

As a result of the analysis, we identified additional revenues to be recognized of $ 326 related to the three months ended

March 31, 2022 along with the additional related cost of revenues of $ 278 .

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 to the as revised balances:

SCHEDULE OF PRIOR

PERIOD FINANCIAL STATEMENTS

Condensed Consolidated Statements of Operations

For The Three Months Ended

March 31, 2022

Condensed Consolidated Statements of Operations

As a result of the analysis, we identified additional revenues to be recognized of $ 574

related to the three and six months ended June

30, 2022, respectively, along with the additional related cost of revenues of $ 592

respectively.

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

months ended June 30, 2022 to the as revised balances:

OF PRIOR PERIOD FINANCIAL STATEMENTS

Consolidated Statements of Operations (Unaudited)

The Three Months Ended

Consolidated Statements of Operations (Unaudited)

Cost of goods sold

Loss per share - basic and diluted

Weighted average common shares outstanding - basic and diluted

Condensed Consolidated Balance Sheet (Unaudited)

March 31, 2022

Condensed Consolidated Balance Sheet (Unaudited)

Total current assets

Loss per share - basic and

Weighted average common shares

outstanding - basic and diluted

Consolidated Statements of Operations (Unaudited)

The Six Months Ended

Consolidated Statements of Operations (Unaudited)

Cost of goods sold

Loss per share - basic and

Weighted average common shares

outstanding - basic and diluted

Consolidated Balance Sheet (Unaudited)

Total current

Total current liabilities

Total liabilities

Total stockholders’ equity

Cash Flows From Operating Activities (Unaudited)

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

Consolidated Statement of Stockholders’ Equity (Unaudited)

For The Three Months Ended

March 31, 2022

Consolidated Statement of Stockholders’ Equity (Unaudited)

Total stockholders’

Consolidated Statements of Operations (Unaudited)

The Six Months Ended

Flows From Operating Activities (Unaudited)

Changes in current operating

assets and liabilities:

Net cash used in operating

Consolidated Statements of Operations (Unaudited)

The Six Months Ended

Statement of Stockholders’ Equity (Unaudited)

Accumulated deficit

Total stockholders’ equity

Total stockholders’

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 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 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 March 31, 2023, other income was $ 13 , as compared to other expense

of $ 11 during the three months ended March 31, 2022.

factors as to whether it was material to the consolidated statements of operations for the three and six months ended 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 and six months ended June 30, 2022 or other prior periods.

components of inventories are summarized below:

1 unchanged sentence

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:

SCHEDULE OF PROPERTY AND EQUIPMENT

Machinery, vehicles and equipment

OF PROPERTY AND EQUIPMENT

Machinery, vehicles

and equipment

Furniture and fixtures

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Leasehold improvements

Construction in progress

Property and equipment gross

accumulated depreciation

Total property and equipment, net

expense was $ 130 and $ 36 for the periods ended March 31, 2023 and 2022, respectively.

property and equipment, net

expense was $ 97

for the three months ended June 30, 2023 and

2022, respectively.

expense was $ 227

for the six months ended June 30, 2023 and 2022,

respectively.

ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

2 unchanged sentences

Accounts payable

Accrued liabilities

Total accounts payable and accrued liabilities

accounts payable and accrued liabilities

liabilities primarily consist of accrued sales commissions, accrued compensation and benefits, accrued sales and use taxes and accrued

At March 31, 2023 and December 31, 2022, accrued sales commissions were $ 265 and $ 278 , respectively.

Accrued compensation

and benefits at March 31, 2023 and December 31, 2022 were $ 268 and $ 213 , respectively.

Accrued sales and use taxes at March 31, 2023

and December 31, 2022 were $ 341 and $ 258 , respectively, and there was $ 338 of accrued insurance at March 31, 2023 as compared to $ 559

At June 30, 2023 and December 31, 2022, accrued sales commissions were $ 250

respectively.

Accrued compensation and benefits at June 30, 2023 and December 31, 2022 were $ 345

respectively.

Accrued sales and use taxes at June 30, 2023 and December 31, 2022 were $ 108

respectively, and there was $ 157 of

accrued insurance at June 30, 2023 as compared to $ 559

at December 31, 2022.

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

business operations.

March 31, 2023, one supplier represented approximately 15 % of the Company’s accounts payable.

At December 31, 2022, none of the

Company’s suppliers represented more than 10 % of the Company’s accounts payable.

STOCKHOLDERS’ EQUITY

The Company had 9,769,545 and 9,644,545 shares

of common stock, $ 0.001 par value per share, outstanding as of March 31, 2023 and December 31, 2022, respectively.

Preferred Stock

The board of directors is authorized, subject to any

limitations prescribed by law, without further vote or action by the shareholders, to issue from time to time up to 5,000,000 shares

of preferred stock, $ 0.001 par value, in one or more series.

Each such series of preferred stock shall have such number of shares,

designations, preferences, voting powers, qualifications, and special or relative rights or privileges as shall be determined by the board

of directors, which may include, among others, dividend rights, voting rights, liquidation preferences, conversion rights and preemptive

The remainder of accrued

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

June 30, 2023, one supplier represented approximately 15 %

of the Company’s accounts payable.

At December 31, 2022, none of the Company’s suppliers represented more than 10 %

of the Company’s accounts payable.

STOCK-BASED COMPENSATION

compensation expense recorded for the three months ended March 31, 2023 and 2022 was approximately $ 143 and $ 57 , respectively.

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

statements of operations.

At March 31, 2023, there was $ 592 of stock-based compensation expense remaining to be recognized in the consolidated

statements of operations over a weighted average remaining period of 1.1 years.

BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE

and diluted income (loss) per common share is calculated based on the weighted average number of vested shares outstanding during the

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 income (loss) per share (in thousands, except per share data):

OF BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE

Three Months Ended

2022 (Revised)

Net income (loss)

Weighted average basic shares outstanding

Effect of dilutive securities - equity based compensation plans

Weighted average diluted shares outstanding

Net income (loss) per common share:

of March 31, 2023 and 2022, diluted income (loss) per share excludes potentially dilutive common shares related to 585,667 and 643,667

shares underlying stock options, respectively, and 250,000 and 0 shares underlying nonvested RSUs, respectively, as their effect was

anti-dilutive.

summary of stock option activity during the six months ended June 30, 2023 is as follows:

OF STOCK OPTION ACTIVITY

Outstanding as of January 1, 2023

Outstanding as of June

Exercisable as of June

summary of RSU activity during the six months ended June 30, 2023 is as follows:

OF RESTRICTED STOCK ACTIVITY

Weighted-average

grant-date fair value per share

Weighted-average

Unvested restricted stock units

as of January 1, 2023

Unvested restricted stock

units as of June 30, 2023

compensation expense recorded for the three and six months ended June 30, 2023 was approximately $ 819

respectively.

Stock-based compensation expense recorded for the three and six months ended June 30, 2022 was approximately $ 659

respectively.

At June 30, 2023, there was $ 719

of stock-based compensation expense remaining

to be recognized in the consolidated statements of operations over a weighted average remaining period of 0.9

BASIC AND DILUTED LOSS PER COMMON SHARE

and diluted loss per common share is calculated based on the weighted average number of vested shares 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.

of June 30, 2023 and 2022, diluted loss per share excludes potentially dilutive common shares related to 713,167

shares underlying stock options, respectively,

shares underlying nonvested RSUs, respectively,

as their effect was anti-dilutive.

BUSINESS SEGMENT AND GEOGRAPHIC INFORMATION

19 unchanged sentences

OF SEGMENT INCOME AND LOSS

Three Months Ended

2022 (Revised)

T&D Solutions

Power Systems

Total Revenue

Critical Power Solutions

Total Revenue

Three Months Ended

2022 (Revised)

Power Solutions

Depreciation and amortization

T&D Solutions

Critical Power Solutions

Unallocated corporate overhead expenses

Three Months Ended

2022 (Revised)

Power Solutions

corporate overhead expenses

Operating income (loss)

T&D Solutions

Critical Power Solutions

Unallocated corporate overhead expenses

Power Solutions

corporate overhead expenses

are attributable to countries based on the location of the Company’s customers:

OF REVENUES ARE ATTRIBUTABLE TO COUNTRIES BASED ON THE LOCATION

Three Months Ended

2022 (Revised)

United States

Company leases certain offices, facilities and equipment under operating and financing leases.

Our leases have remaining terms ranging

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

As of March 31, 2023 and December 31, 2022, assets

recorded under financing leases were $ 1.2 million and $ 1.3 million, respectively, and accumulated amortization associated with financing

leases were $ 564 and $ 534 , respectively.

of March 31, 2023 and December 31, 2022, assets recorded under operating leases were $ 2.2 million and $ 2.2 million, respectively, and

accumulated amortization associated with operating leases were $ 967 and $ 798 , respectively.

The Company did not execute any new lease

agreements during the three months ended March 31, 2023.

Components of the lease expense:

OF COMPONENTS OF LEASE EXPENSES

Three Months Ended

Operating lease cost

Financing lease cost

Amortization of right-of-use asset

Interest on lease liabilities

Total financing lease cost

SCHEDULE OF OTHER INFORMATION RELATED TO LEASES

cash flows information:

Three Months Ended

Cash paid for amounts included in the measurement of lease liabilities

Operating cash flow payments for operating leases

Operating cash flow payments for financing leases

Financing cash flow payments for financing leases

Right-of-use assets obtained in exchange for lease obligations

Operating lease liabilities arising from obtaining right of use assets

Financing lease obligations

average remaining lease term:

Operating leases

Financing leases

average discount rate:

Operating leases

Financing leases

minimum lease payments under non-cancellable leases as of March 31, 2023 were as follows:

OF FUTURE MINIMUM LEASE PAYMENTS UNDER NON-CANCELLABLE LEASES

Total future minimum lease payments

Less imputed interest

Total future minimum lease payments

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