What changed in this filing

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Item 1A. Risk Factors

2024-11-14 compared with 2024-10-08 · 7 added, 36 removed, 10 unchanged (81% of the section changed)

1 unchanged sentence

Risk Factors” of our annual report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the Securities and Exchange

Commission on July 26, 2024, and are supplemented with the following revised risk factors:

may not meet the continued listing requirements of Nasdaq, which could result in a delisting of our common stock.

previously disclosed, on April 18, 2024, we received a notice (the “10-K Notice”) from the Listing Qualifications staff of

Nasdaq (the “Staff”) notifying us that as we had not yet filed our Annual Report on Form 10-K for the year ended December

31, 2023 (the “Form 10-K”), we no longer complied with Listing Rule 5250(c)(1) for continued listing on Nasdaq (the “Listing

On May 24, 2024, we received an additional notice from Nasdaq notifying us that as we had not yet filed our Form 10-Q for

the quarter ended March 31, 2024 (the “Q1 10-Q”), and because we remained delinquent in filing the Form 10-K, we did not

comply with the Listing Rule.

On July 26, 2024, we filed the Form 10-K with the SEC and are now in compliance with such filing.

August 21, 2024, we received a notice from Nasdaq notifying us that as we had not yet filed our Form 10-Q for the quarter ended June

30, 2024 (the “Q2 10-Q”, and together with the Q1 10-Q, the “Delinquent Filings”), we were not in compliance

with the Listing Rule.

We previously submitted a plan to Nasdaq (the “Plan”) on June 17, 2024, to regain compliance with

respect to the Delinquent Filings and Nasdaq granted an exception until September 20, 2024, to file the Delinquent Filings.

to the notice we received on August 21, 2024, we were required to submit an update to the Plan to Nasdaq by September 5, 2024, to regain

We submitted an update to the Plan to Nasdaq on September 5, 2024, and we filed the Q1 10-Q on September 10, 2024.

19, 2024, Nasdaq granted us an additional exception of up to a maximum of 180 calendar days from the prescribed filing due date of the

Form 10-K to file the Q2 10-Q, or until October 14, 2024, to regain compliance.

In the event we do not satisfy these terms, the Staff

will provide written notification that our securities will be delisted.

At that time, we may appeal the Staff’s determination to

a hearings panel.

we expect to take actions intended to restore our compliance with the listing requirements, we can provide no assurance that any action

taken by us would be successful.

our common stock is delisted from the Nasdaq Capital Market, we expect that our common stock would begin trading on the over-the-counter

The delisting of our common stock could result in a reduction in our trading price and would substantially limit the liquidity

of our common stock.

In addition, delisting could materially adversely impact our ability to raise capital or pursue strategic restructuring,

refinancing or other transactions.

Delisting from the Nasdaq Capital Market could also have other negative results, including the potential

loss of confidence by institutional investors.

Commission on July 26, 2024, and are supplemented with the following revised risk factor:

currently derive a significant portion of our revenues from two customers.

3 unchanged sentences

significant impact on our results of operations.

Approximately 10% of our sales during the three months ended June 30, 2024, were made

to one customer and approximately 16% of our sales during the six months ended June 30, 2024, were made to another customer.

business from these customers could have an adverse effect on our business, financial condition and operating results.

The majority of

our sales to these customers were made pursuant to contract terms and conditions for each project.

Approximately 26% and 11% of our sales during the three and nine months ended September

30, 2024, respectively, were made to one customer, and approximately 10% of our sales during the three months ended September 30, 2024,

were made to another customer.

Loss of business from these customers could have an adverse effect on our business, financial condition

and operating results.

The majority of our sales to these customers were made pursuant to contract terms and conditions for each project.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

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 1A. Risk Factors