3 unchanged sentences
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 June 30, 2025.
−Removed: Our disclosure controls and procedures are designed
−Removed: to provide reasonable assurance that information we are required to disclose in the reports we file or submit under the Exchange Act
−Removed: is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding required
−Removed: disclosures, and is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms.
−Removed: Based on this evaluation, and as a result of the material weakness described below, our CEO and CFO have concluded that our disclosure
−Removed: controls and procedures were not effective as of June 30, 2025.
−Removed: In light of this determination, our management has performed additional
−Removed: analyses, reconciliations, and other post-closing procedures and has concluded that, notwithstanding the material weakness in our internal
−Removed: control over financial reporting, the unaudited condensed consolidated financial statements for the periods covered by and included in
−Removed: this Quarterly Report on Form 10-Q fairly state, in all material respects, our financial position, results of operations and cash flows
−Removed: for the periods presented in conformity with U.S.
+Added: Exchange Act of 1934, as amended (the “Exchange Act”), as of September 30, 2025.
+Added: Our disclosure controls and procedures are
+Added: designed to provide reasonable assurance that information we are required to disclose in the reports we file or submit under the Exchange
+Added: Act is accumulated and communicated to our management, including our CEO and CFO, as appropriate to allow timely decisions regarding
+Added: required disclosures, and is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules
+Added: Based on this evaluation, and as a result of the material weakness described below, our CEO and CFO have concluded that our
+Added: disclosure controls and procedures were not effective as of September 30, 2025.
+Added: In light of this determination, our management has performed
+Added: additional analyses, reconciliations, and other post-closing procedures and has concluded that, notwithstanding the material weakness
+Added: in our internal control over financial reporting, the unaudited condensed consolidated financial statements for the periods covered by
+Added: and included in this Quarterly Report on Form 10-Q fairly state, in all material respects, our financial position, results of operations
+Added: and cash flows for the periods presented in conformity with U.S.
Weakness in Internal Control over Financial Reporting
5 unchanged sentences
In our assessment of the effectiveness of internal control
−Removed: over financial reporting as of June 30, 2025, we determined that the Company’s internal control over financial reporting was not
−Removed: effective due to the lack of sufficient accounting personnel and, as a result, the Company is unable to maintain proper segregation of
−Removed: The material weakness in our internal control over financial reporting was present as of December 31, 2024, and continued to
−Removed: exist as of June 30, 2025.
+Added: over financial reporting as of September 30, 2025, we determined that the Company’s internal control over financial reporting was
+Added: not effective due to the lack of sufficient accounting personnel and, as a result, the Company is unable to maintain proper segregation
+Added: The material weakness in our internal control over financial reporting was present as of December 31, 2024, and continued
+Added: to exist as of September 30, 2025.
Plan to Remediate the Material Weakness
3 unchanged sentences
engaged external third parties for assistance as needed;
−Removed: contracted to implement a new ERP system allowing for systemic enforcement of segregation
−Removed: of duties rules;
−Removed: be enhancing, designing and implementing process-level and general information technology
−Removed: controls relevant to the financial reporting process within the new ERP system.
+Added: contracted to implement a new ERP system allowing for systemic enforcement of segregation of duties rules;
+Added: be enhancing, designing and implementing process-level and general information technology controls relevant to the financial reporting
+Added: process within the new ERP system.
Additionally,
14 unchanged sentences
than described above, there have been no changes in our internal control over financial reporting that occurred during the three months
−Removed: ended June 30, 2025, that have materially affected, or that are reasonably likely to materially affect, our internal control over financial
+Added: ended September 30, 2025, that have materially affected, or that are reasonably likely to materially affect, our internal control over
+Added: 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.