13 unchanged sentences
CONTROLS AND PROCEDURES
−Removed: Disclosure Controls and Procedures
−Removed: Our management, with the participation of our principal executive officer and principal financial officer, evaluated, as of the end of the period covered by this Annual Report on Form 10-K, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")).
−Removed: Based on our evaluation, our principal executive officer and principal financial officer have concluded that the Company's disclosure controls and procedures (as such term is defined in Rule(s) 13a-15(e) and 15d-15(e) under the Exchange Act) were not effective as of December 31, 2023, because of the material weaknesses in our internal control over financial reporting described below.
−Removed: Material Weaknesses in Internal Control Over Financial Reporting
−Removed: A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.
−Removed: The Company previously disclosed, in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, a material weakness in our internal control over financial reporting.
−Removed: As previously stated in such annual report, the Company did not design and maintain information technology controls relevant to preparing its financial statements, specifically concerning (i) separation of duties to the SAP ERP and General Ledger.
−Removed: (ii) adequate restriction of administrator-type access to SAP (iii) program change management controls, and (iv) user access controls that ensure appropriate segregation of duties and adequately restrict user access to financial applications, programs, and data.
−Removed: As a result, the Company's related process-level IT-dependent manual and automated controls that rely upon the affected ITGCs, or information coming from IT systems with affected ITGCs, were also deemed ineffective.
−Removed: As part of the December 31, 2022, assessment, management designed a remediation action plan to address the deficiencies described above.
−Removed: This plan included:
−Removed: (i) investments to upgrade or replace existing systems that do not support an appropriate internal control framework;
−Removed: (ii) expand company resources to address identified issues;
−Removed: (iii) assess segregation of duties and implement an annual user access review, including role design and process transformation to appropriately mitigate significant risks associated with conflicting responsibilities in financial systems;
−Removed: (iv) install an IT Change Management process and (v) internal training of key employees and third-party providers.
−Removed: Although significant progress has been made in addressing the material weakness noted above, as of December 31, 2023, the Company has still not designed and maintained information technology controls relevant to preparing its financial statements, specifically concerning (i) separation of duties to the SAP ERP and General Ledger and (ii) user access controls that ensure appropriate segregation of duties and adequately restrict user access to financial applications, programs, and data.
−Removed: As a result, there continues to be a material weakness in our internal control over financial reporting as of December 31, 2023.
−Removed: This material weakness did not result in a misstatement of our annual or interim consolidated financial statements.
−Removed: However, the material weakness could result in a misstatement of substantially all account balances or disclosures that would result in a material misstatement to our annual or interim consolidated financial statements that would not be prevented or detected.
−Removed: Notwithstanding the above-identified material weaknesses, management believes the consolidated financial statements, as included in Part II, Item 8 of this Annual Report on Form 10-K, present the Company's financial condition and results of operations fairly, in all material respects.
+Added: The Company maintains disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that information required to be disclosed in Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
+Added: Evaluation of Disclosure Controls and Procedures
+Added: As of December 28, 2024, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures.
+Added: Based on the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this annual report.
+Added: Changes in Internal Control over Financial Reporting
+Added: As of December 30, 2023, the Company’s management identified a material weakness in the Company’s internal control over financial reporting related to the design and maintenance of information technology controls.
+Added: Specifically, the material weakness pertained to deficiencies in (i) separation of duties within the SAP ERP and General Ledger, (ii) adequate restriction of administrator-type access to SAP, (iii) program change management controls, and (iv) user access controls to ensure appropriate segregation of duties and adequate restriction of user access to financial applications, programs, and data.
+Added: The Company’s management has since implemented a series of remediation measures to address these deficiencies.
+Added: These measures included enhancing access controls, improving segregation of duties, strengthening program change management procedures, and implementing additional monitoring controls over IT system access and change management.
+Added: As a result of these remediation efforts, the Company’s management has completed its evaluation and concluded that the previously identified material weakness has been successfully remediated as of December 28, 2024.
+Added: The effectiveness of the Company’s internal control over financial reporting as of December 28, 2024, has been audited by Withum Smith+Brown, PC, an independent registered public accounting firm, as stated in this Form 10-K with the Financial Statements.
+Added: Management ’ s Annual Report on Internal Control over Financial Reporting
+Added: The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting.
+Added: The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.
+Added: The Company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Company’s assets;
+Added: (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that the Company’s receipts and expenditures are being made only in accordance with authorizations of the Company’s management and directors;
+Added: and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of assets that could have a material effect on the Company’s financial statements.
+Added: Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.
+Added: Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
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.