What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2022-08-15 compared with 2022-05-16 · 243 added, 245 removed, 303 unchanged (62% of the section changed)

25 unchanged sentences

SHAREHOLDERS’ EQUITY

Common stock, without par value, 300,000,000 shares authorized, 300,000,000 issued and outstanding as of March 31, 2022, and as of December 31, 2021

Common stock, without par value, 300,000,000 shares authorized, 300,000,000 issued and outstanding as of June 30, 2022 and as of December 31, 2021

Additional paid-in capital

6 unchanged sentences

in thousands, except per share data)

For the Three Months Ended March 31

For the Three Months Ended June 30,

Revenue earned

12 unchanged sentences

Net income per share:

Share used in per share computation:

Shares used in per share computation:

accompanying notes are an integral part of these statements.

AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF OPERATIONS

in thousands, except per share data)

For the Six Months Ended June 30,

Revenue earned

Service revenue

Cost of revenue

Selling, general, and administrative expenses

Operating loss

Other income (expense)

Interest income

Interest expense

Other income (expense)

Income (loss) before income tax (expense) benefit

Income tax (expense) benefit

Consolidated net income (loss)

Net income per share:

Shares used in per share computation:

accompanying notes are an integral part of these statements.

AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CHANGE IN EQUITY

the Three Months Ended March 31, 2022, and 2021

the Six Months Ended June 30, 2022 and 2021

in thousands, except per share data)

Balance, December 31, 2020

$ 300,000,000

Balance, March 31, 2021

Balance, June 30, 2021

Balance, December 31, 2021

$ 300,000,000

Beginning Balance

$ 300,000,000

Balance, March 31, 2022

Ending Balance

Net Income (Loss)

Balance, June 30, 2022

accompanying notes are an integral part of these statements.

2 unchanged sentences

in thousands)

For the Three Months Ended March 31

For the Six Months Ended June 30,

Cash flows from operating activities:

Net income (loss)

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

1 unchanged sentence

Accrued interest

(Gain)/loss on disposal of property and equipment

Gain on forgiveness of PPP loan payable

Changes in operating assets and liabilities:

Trade receivables

Retention credit receivable

Prepaid expenses and other current assets

2 unchanged sentences

Accrued expenses

Deferred revenue

Other liabilities

3 unchanged sentences

Purchase of fixed assets

Net cash used in investing activities

Net cash provided by (used in) investing activities

Cash flows from financing activities:

Net borrowing/(repayment) of line-of-credit

Repayment of note payable

Repayment of notes receivable from related parties

Net borrowing/(repayment) of factoring liability

Borrowing of note payable

Net cash provided by (used in) financing activities

Net decrease in cash and cash equivalents

Net increase in cash and cash equivalents

Cash and cash equivalents, beginning of year

4 unchanged sentences

in thousands)

For the Three Months Ended March 31,

For the Six Months Ended June 30,

Supplemental disclosures of cash flow information:

Cash paid during the year for:

Cash paid during the period for:

Supplemental disclosures of non-cash investing and financing activities:

The Company received forgiveness from the SBA of its PPP loan payable

INCORPORATED AND SUBSIDIARY

3 unchanged sentences

of Operations

is a leading provider of employer of record and temporary media and information technology (“IT”) staffing services

that operates, along with its wholly owned subsidiary, The Maslow Media Group, Inc (“MMG”), (collectively, “Reliability”

or the “Company”), primarily within the United States of America in four industry segments:

is a leading provider of employer of record and media and information technology (“IT”) staffing services that operates,

along with its wholly owned subsidiary, The Maslow Media Group, Inc (“MMG”), (collectively, “Reliability” or

the “Company”), primarily within the United States of America in four industry segments:

Employer of Record (“EOR”),

3 unchanged sentences

Because of an uptick in direct hire requests in 2021, factoring

in the much higher margins that business derives, MMG decided to add Permanent (Direct) Placement as a stand-alone business segment.

Video Production involves assembling and providing crews for special projects that can last anywhere from a week to 6 months.

was incorporated under the laws of the State of Texas in 1953, but the then principal business of the Company started in 1971 was closed

down in 2007.

in the much higher margins that business derives.

Video Production involves assembling and providing crews for special projects that

can last anywhere from a week to 6 months.

was incorporated under the laws of the State of Texas in 1953, but the then principal business of the Company started in 1971 was closed in 2007.

The Company completed a reverse merger with MMG (the “Merger”) on October 29, 2019.

Maslow founded Maslow Group initially in 1988 and incorporated the firm under the name the Maslow Media Group Inc., in March 1992.

November 9, 2016, Linda Maslow sold the business to Vivos Holdings, LLC (“Vivos Holdings”) owned by Dr.

Naveen Doki (“Dr.

Doki”) and Silvija Valleru (“Ms.

9 unchanged sentences

Pathuri, and Mrs.

Valleru also have common ownership combinations in a number of

other entities [Vivos Holdings, LLC.

Valleru, also have common ownership combinations in a number of other

entities [Vivos Holdings, LLC.

Vivos Real Estate Holdings, LLC (“VREH”), Vivos Holdings, Inc., Vivos Group, Vivos Acquisitions,

1 unchanged sentence

reverse merger was consummated on October 29, 2019.

As a result of the Merger, the Vivos Group (Vivos Holdings LLC, officially)

acquired approximately 84 %

of the issued and outstanding shares of Reliability which were distributed by Vivos Holdings LLC.

October 29, 2019, MMG became a wholly owned subsidiary of Reliability by merging R-M Merger Sub, Inc., a Virginia corporation and a wholly

owned subsidiary of Reliability, with and into Maslow, with MMG being the surviving corporation (the “Merger”).

is more fully described in our Current Report on Form 8-K filed on October 30, 2019.

As a result of the Merger, the Vivos Group (Vivos Holdings LLC, officially) acquired

approximately 84 % of the issued and outstanding shares of Reliability which were distributed by Vivos Holdings, LLC.

On October 29, 2019, MMG became a wholly owned subsidiary

of Reliability by merging R-M Merger Sub, Inc., a Virginia corporation and a wholly owned subsidiary of Reliability, with and into Maslow,

with MMG being the surviving corporation.

Company ceased to be a “shell” company as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended, (the

6 unchanged sentences

rights under certain promissory notes and a personal guarantee made by the Dr.

On or about May 6, 2020, the Defendants filed a

counterclaim and third-party complaint for Damages, declaratory and injunctive Relief and jury Demand (the “Counterclaim”).

On or about May 6, 2020, the Vivos Debtors filed

a counterclaim and third-party complaint for damages, declaratory and injunctive relief, and jury demand (the “Counterclaim”).

INCORPORATED AND SUBSIDIARY

5 unchanged sentences

to Reliability management pre-merger as was required by the Merger agreement.

Additionally, the Vivos Group declined to honor a number

of commitments made to Reliability including a $3,000 promissory note and an agreement to shield the Company from their personal debt

per the “Liquidation Agreement” (See 1A and Item 3).

Per the Merger Agreement, these breaches can lead to a loss of up to

all shares in Reliability for the Vivos group.

Additionally, the Vivos Group declined to honor multiple commitments made to Reliability, including a $3,000 promissory note and an agreement to shield the Company from their personal debt

per the “Liquidation Agreement.” Per the Merger Agreement, these breaches can lead to a loss of up to all shares in Reliability

for the Vivos Group.

December 23, 2020, at a hearing in the Maryland Circuit Court of Montgomery County, Maryland, a motion by the Vivos Group to compel a

2 unchanged sentences

Pathuri, Igly, Judos, by counsel, filed a Notice of Appeal on the dismissal.

However, the deadline to pursue the

appeal lapsed absent additional filings by the Vivos Group.

However, the deadline to pursue the appeal lapsed absent

additional filings by the Vivos Group.

July 21, 2021, MMG settled the obligation which with it had been committed by Vivos Holdings, LLC in July 2018, with Libertas Funding,

2 unchanged sentences

a safeguard to shelter MMG should Vivos Holdings, LLC default, which actually transpired prior to the Merger closing in October 2019.

(See Section 1A).

September 7, 2021, the Company entered to Arbitration and Tolling Agreements with the (the “Agreements”) Vivos Group and

September 7, 2021, the Company entered to Arbitration and Tolling Agreements (the “Agreements”) with the Vivos Group and

all other persons who were parties to the pending litigation previously reported in the Texas, New York, and Maryland courts and before

11 unchanged sentences

of presentation

unaudited condensed consolidated interim financial statements include the accounts of the Company and all wholly owned divisions, including

its 100 % owned subsidiary, MMG.

unaudited consolidated interim financial statements include the accounts of the Company and all wholly owned divisions, including its

100 % owned subsidiary, MMG.

All significant intercompany accounts and transactions have been eliminated in consolidation.

5 unchanged sentences

of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.

further information, refer to the financial statements and footnotes thereto included in the Company’s annual report on Form 10-K

for the year ended December 31, 2021.

further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report

on Form 10-K for the year ended December 31, 2021.

INCORPORATED AND SUBSIDIARY

3 unchanged sentences

of Credit Risk

the three months ended March 31, 2022, 24.2 %

of revenue came from AT&T Services, Inc.

the six months ended June 30, 2022, 22.5 % of revenue came from AT&T Services, Inc.

(inclusive of its DirecTV division) (“AT&T”),

from Goldman Sachs, and 11.2 %

from Janssen Pharmaceuticals (which includes workforce partners Ortho McNeil and Johnson & Johnson).

Combined, this totals 56.8 %

AT&T, Goldman Sachs, Janssen, and

Morgan Stanley accounted for 24.6 %,

respectively, in revenue for the same period ended March 31, 2021.

other client has exceeded 10% of revenues in 2022

21.1 % from Goldman Sachs, and 13.2 % from Janssen Pharmaceuticals (which includes workforce partner Johnson & Johnson).

this totals 56.8 % of revenue.

AT&T, Goldman Sachs, Janssen, and Morgan Stanley accounted for 24.1 %, 16.3 %, 11.2 % and 13.5 %, respectively,

65.1 % in aggregate revenue for the same period ended June 30, 2021.

No other client has exceeded 10% of revenues in 2022 or 2021.

LIQUIDITY AND GOING CONCERN

2 unchanged sentences

and our liquidity are:

● Uncertainty

in outcome of the arbitration hearing with Vivos Group which will likely have decision rendered

in the third quarter 2022;

loss of approximately $ 575 for the quarter ending March 31, 2022;

slow-moving rebound of client demand for our services to pre-pandemic levels;

● Difficulties

in raising cash via public markets for organic and inorganic growth, due to lack of unissued

authorized shares available for Company use;

to realize approximately $ 5 M in notes receivables from Vivos Group;

● Commitments

And Contingencies, described further in Note 6.

these conditions noted and factored in above with the prevailing risk being that the arbitration (see Item 1) outcome is not in the Company’s

Uncertainty in outcome

of the arbitration hearing with Vivos Group which will likely have decision rendered in the third quarter 2022;

losses in nine of the last ten quarters starting with the first quarter of 2020 through the second quarter of 2022 ending June 30,

2022, totaling in aggregate $ 2,081 ;

The slow-moving rebound

of client demand for our services to pre-pandemic levels;

Difficulties in raising

cash via public markets for organic and inorganic growth, due to lack of unissued authorized shares available for Company use;

Inability to realize approximately

$ 5,094 in notes receivables from Vivos Group;

Commitments and Contingencies,

described further in Note 6.

these conditions noted and factored above with the primary risk being that the arbitration (see Item 1) outcome is not in the Company’s

favor, and the $ 5,094 in notes receivable is not realized in full, part, or all, creates substantial doubt about the Company’s

2 unchanged sentences

from an operational view the underlying business has yet to fully recover from COVID-19 with current quarterly comparative revenue levels

down as much as 47% from 2019 standards .

down 32% from 2019 standards .

there can be no assurances that the Company will be successful in managing the impact of the foregoing or its ability to maintain sufficient

39 unchanged sentences

caused by the Vivos Group in 2017, paying the final estimated portion of $ 300 in 2021.

of March 31, 2022, the Company’s overall tax liability was $ 688 compared to $ 517 at end of same period in 2021.

Business Capital

November 4, 2016, the Company entered into a factoring and security agreement with Triumph Business Capital (“Triumph”).

Pursuant to the agreement, the Company received advances on its accounts receivable (i.e., invoices) through Triumph to fund growth

and operations.

The proceeds of this agreement were used to pay operating costs of the business which include employee salaries,

vendor payments and overhead expenses.

On January 5, 2018, the agreement was amended to lower the factoring fee and interest rate

for a term of one year.

of June 30, 2022, the Company no longer has a federal tax liability related to tax periods prior to 2020, with the combined federal and

state tax liability at $ 93 .

INCORPORATED AND SUBSIDIARY

1 unchanged sentence

in thousands, except per share data)

agreement was amended again on January 19, 2018, to increase the maximum advance rate to $ 5,500 .

In January 2020, a new agreement was

negotiated with Triumph lowering advance rate from 18 basis points to 15 and the interest rate from prime plus 2.5 % to prime plus 2 %.

Business Capital

November 4, 2016, the Company entered into a factoring and security agreement with Triumph Business Capital (“Triumph”).

Pursuant to the agreement, the Company received advances on its accounts receivable (i.e., invoices) through Triumph to fund growth and

The proceeds of this agreement were used to pay operating costs of the business which include employee salaries, vendor payments

and overhead expenses.

On January 5, 2018, the agreement was amended to lower the factoring fee and interest rate for a term of one year.

The agreement was amended again on January 19, 2018, to increase the maximum advance rate to $ 5,500 .

In January 2020, a new agreement

was negotiated with Triumph lowering advance rate from 50 basis points to 15 and the interest rate from prime plus 3.5 % to prime plus

The amount of an invoice eligible for sale to Triumph went from 90% to 93% .

The agreement which previously renewed annually, is now month

The Company continues to be obligated to meet certain financial covenants in respect to invoicing and reserve account balance.

The agreement which previously renewed annually, is now

month to month.

The Company continues to be obligated to meet certain financial covenants in respect to invoicing and reserve account

accordance with the agreement, a reserve amount is required for the total unpaid balance of all purchased accounts multiplied by a percentage

equal to the difference between one hundred percent and the advanced rate

As of March 31, 2022, the required amount was 10 %.

equal to the difference between one hundred percent and the advanced rate percentage.

As of June 30, 2022, the required amount was 7 %.

Any excess of the reserve amount is paid to the Company on a weekly basis, as requested.

If a reserve shortfall exists for a period of ten-days, the Company is required to make payment to the financial institution for the

If a reserve shortfall exists for a period of

ten days, the Company is required to make payment to the financial institution for the shortage.

receivables were sold with full recourse.

Proceeds from the sale of receivables were $ 2,811 for the three-month period ending March 31,

2022, compared to $ 1,332 for the same period ending on March 31, 2021.

The total outstanding balance under the recourse contract was

$ 1,590 on March 31, 2022, compared to $ 946 as of December 31, 2021, and $ 592 on March 31, 2021.

Factoring Facility is collateralized by substantially all the assets of the Company.

In the event of a default, the Factor may demand

that the Company repurchase the receivable or debit the reserve account.

Total finance line fees for the three months ended March 31,

2022, and 2021 totalled $ 29 and $ 32 respectively.

Proceeds from the sale of receivables were $ 4,149 for the three-month period ending June 30,

2022, compared to $ 1,131 for the same period ending on June 30, 2021, and $ 6,960 compared to $ 2,453 for the six months ended June

30, 2022 and 2021, respectively.

The total outstanding balance under the recourse contract was $ 2,725 on June 30, 2022, compared to $ 946

as of December 31, 2021.

The factoring facility is collateralized by substantially

all the assets of the Company.

In the event of a default, the factor may demand that the Company repurchase the receivable or debit the

reserve account.

Total finance line fees for the three months ended June 30, 2022 and 2021 totaled $ 36 and $ 18 , respectively and $ 66

and $ 63 for the six months ended June 30, 2022 and 2021, respectively.

COMMITMENTS AND CONTINGENCIES

2 unchanged sentences

December 2019, the Company’s executive management learned that prior to the Merger, in January 2018, one of the Company’s

related parties, on behalf of Maslow, executed a guarantee of obligations of Vivos Real Estate Holdings, LLC (“VREH”), under

related parties, on behalf of MMG, executed a guarantee of obligations of Vivos Real Estate Holdings, LLC (“VREH”), under

a mortgage loan for the purchase of the property at 22 Baltimore Rd., Rockville, Maryland.

MMG leased this space on market terms.

obligation had not been included in Maslow’s financial statements and were not separately disclosed prior to the Merger.

obligation had not been disclosed by the Vivos Group to Reliability prior to the Merger and consequently not included in MMG’s

financial statements.

March 3, 2022, MMG received a notice of default, acceleration, and demand for payment in full, from FVCBank due to incurable events of

6 unchanged sentences

to contest it being a guarantor on the loan.

MMG has not been formally notified of an obligation to pay Credit Cash due to a now known default on Vivos Group’s COJ.

INCORPORATED AND SUBSIDIARY

TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

in thousands, except per share data)

July 12, 2022, MMG was advised that a foreclosure sale of the 22 Baltimore Road property was scheduled to take place on Thursday August

4, 2022, at Montgomery County Circuit Court in Rockville, Maryland.

It was subsequently cancelled after VREH filed for bankruptcy on August

has filed a Motion to Vacate Confessed Judgment entered against it by FVC Bank in the Circuit Court for Fairfax County and has requested

that the matter be heard before the end of 2022.

October 9, 2018, Maslow Media Group, Inc.

1 unchanged sentence

New York in relation to a case brought by Hop Capital against members of the Vivos Group, which had collectively agreed to pay a sum

of $ 400 to HOP Capital.

to HOP Capital.

Maslow Media Group, Inc.

is named as one defendant among six other defendants.

The claim brought by HOP

Capital against the defendants in this case is in relation to a Merchant Agreement dated October 4, 2018, to which Maslow Media

As such, MMG contends that being named in the Affidavit of COJ as a defendant was made in error and is currently seeking

to have its name removed from Affidavit of COJ as a defendant.

As of March 24, 2022, we have not been contacted again on this matter,

nor have we been notified on any developments.

INCORPORATED AND SUBSIDIARY

TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

in thousands, except per share data)

February 28, 2020, Healthcare Resource Network, LLC filed a complaint against MMG in the Circuit Court of Montgomery County, Maryland

alleging that MMG participated with the Vivos Group to financially harm the plaintiff.

The plaintiff has not specified any alleged damage

caused by MMG and the Company believes any claims are without merit.

The claim brought by HOP Capital

against the defendants in this case is in relation to a Merchant Agreement dated October 4, 2018, to which Maslow Media Group, Inc.

was not a party.

As such, MMG contends that being named in the Affidavit of COJ as a defendant was made in error and is currently

seeking to have its name removed from the Affidavit of COJ as a defendant.

As of August 10, 2022, we have not been contacted again

on this matter, nor have we been notified on any developments.

or about May 6, 2020, the Vivos Debtors and other Vivos Group members, specifically.

Pathuri, Judos, and Igly responded to

the Vivos Default Claim with the “Vivos Default Counterclaim”.

The Company continues to believe that the Counterclaim has

no merit and is vigorously defending itself and its indemnified officers, directors and other parties as permitted by the Company’s

organizational documents, via a March 2022 arbitration hearing which both parties agreed on September 7, 2021, to resolve their disputes

before a single arbitrator in Maryland.

Pathuri, Judos, and Igly responded to the Vivos

Default Claim with the “Vivos Default Counterclaim.” The Company continues to believe that the Counterclaim has no merit

and is vigorously defending itself and its indemnified officers, directors, and other parties as permitted by the Company’s organizational

documents, via a March 2022 arbitration hearing which both parties agreed on September 7, 2021, to resolve their disputes before a single

arbitrator in Maryland.

The hearing portion began on March 21,2022 and has since concluded.

There are other phases in progress.

A decision isn’t anticipated until the third quarter, 2022.

A decision is not anticipated until the third

quarter 2022.

the present time, the Company is uncertain as to whether any of the above items will have a material impact on their consolidated financial

3 unchanged sentences

RELATED PARTY TRANSACTIONS

Purchase Agreement

November 9, 2016, Vivos Holdings, LLC, the former owner of MMG, acquired 100 % of MMG through a stock acquisition exchange for a

6 unchanged sentences

The Vivos Debtors subsequently entered into a

promissory note receivable with the MMG, described below, for the full stock purchase price.

No payment has ever been made against

this note and between 2018 to present, there has been $ 2,503 in additional borrowing.

Company has notes receivable from Vivos Holdings, LLC and VREH, a member of Vivos Group, both related party affiliates due to their ownership

percentage in the Company.

In January 2021, MMG began applying the legal minimum rate of interest which per Virginia statute is 8.0 %

on two of the three defaulted notes receivable below.

Per the Code of Virginia, the legal rate of interest shall be implied when there

is an obligation to pay interest and no express contract to pay interest at a specified rate.

However, it was determined that the two

notes had clauses capping the default interest at 4.5 % and 5.5 % respectively.

The rate adjustment for the allowed periods were made using

the eligible agreement rates.

promissory note receivable with MMG, described below, for the full stock purchase price.

No payment has ever been made against this

note and between 2018 to present, there has been $ 2,503 in additional borrowings.

Company has notes receivable from Vivos Holdings, LLC and VREH, a member of Vivos Group, both related party affiliates due to their

ownership percentage in the Company.

In January 2021, MMG began applying the legal minimum rate of interest which per Virginia

statute is 8.0 % on two of the three defaulted notes receivable below.

Per the Code of Virginia, the legal rate of interest shall be

implied when there is an obligation to pay interest and no express contract to pay interest at a specified rate.

However, it was

determined that the two notes had clauses capping the default interest at 4.5 % and 5.5 %, respectively.

The rate adjustment for the

allowed periods were made using the eligible agreement rates.

INCORPORATED AND SUBSIDIARY

1 unchanged sentence

in thousands, except per share data)

connection with the Vivos/MMG Purchase Agreement, on November 15, 2016, MMG executed a promissory note receivable with Vivos

Holdings LLC in the amount of $ 1,400 .

As defined by the Vivos/MMG Purchase Agreement, the loan consists of two periods, whereby the

first period from November 15, 2016, until September 30, 2018, no principal or interest payments were required.

Interest would

accrue monthly and a new loan in the amount of $ 1,773 would be subject to a second loan period.

During the second loan period,

interest shall be paid in 20 equal consecutive payments, quarterly.

connection with the Vivos/MMG Purchase Agreement, on November 15, 2016, MMG executed a promissory note receivable with Vivos Holdings,

LLC in the amount of $ 1,400 .

As defined by the Vivos/MMG Purchase Agreement, the loan consists of two periods, whereby the first period

from November 15, 2016, until September 30, 2018, no principal or interest payments were required.

Interest would accrue monthly and

a new loan in the amount of $ 1,773 would be subject to a second loan period.

During the second loan period, interest shall be paid in

20 equal consecutive payments, quarterly.

Principal plus any unpaid interest is due September 20, 2023 .

Interest during both loan periods accrues at a rate of 2.5 %.

Additionally, monthly payments of $ 15 are made on behalf of Vivos

Holdings, Inc.

Interest during both loan periods

accrues at a rate of 2.5 %.

Additionally, monthly payments of $ 15 are made on behalf of Vivos Holdings, Inc.

to the seller by MMG.

These payments, plus any other payments made by MMG on behalf of Vivos Holdings, LLC, are added

to the principal balance of the promissory note receivable (“Vivos/MMG Purchase Agreement Note Receivable”).

all quarterly interest payments to be made in phase 2 were offset by the management fees due to Vivos Holdings.

As of March 31,

2022, the total outstanding balance on this note was $ 3,420 which includes accrued interest for period of $ 38 .

payments, plus any other payments made by MMG on behalf of Vivos Holdings, LLC, are added to the principal balance of the promissory

note receivable (“Vivos/MMG Purchase Agreement Note Receivable”).

In 2018, all quarterly interest payments to be made in

phase 2 were offset by the management fees due to Vivos Holdings.

As of June 30, 2022, the total outstanding balance on this note was

$ 3,446 which includes accrued interest for the period of $ 39 .

November 15, 2017, MMG executed an intercompany promissory note receivable with VREH in the amount of $ 772 .

10 unchanged sentences

totaling $ 30 were made by the Vivos Group.

As of March 31, 2022, the total outstanding balance was $ 823 which includes accrued interest

As of June 30, 2022, the total outstanding balance was $ 835 which includes accrued interest

for period of $ 12 .

8 unchanged sentences

on the outstanding notes receivables.

summary, the Vivos Group receivable totaled $ 4,258 on December 31, 2020, which included $ 2,007 of additional borrowings over the period

between November 2016 and December 31, 2019.

As of March 31, 2022, and December 31, 2021, the receivable totaled $ 5,039 and $ 4,985 , respectively.

September 5, 2019, MMG entered into a Secured Promissory Note agreement with Vivos, pursuant to which MMG issued a secured promissory

note to the Vivos Group in the principal amount of $ 750 .

The note bears interest at 2.5 %

per year and requires the Vivos Group to make monthly payments to MMG of $ 10

beginning December 1, 2019, with balance due

and payable on November

Upon an event of default, which occurs

upon failure of Vivos to make any monthly payment due under the terms of the note, MMG has the right to declare the entire unpaid balance

of the note due and payable.

The note is secured by 30,000,000

shares of Company Common Stock, which is due

and payable upon a default by Vivos, which occurs upon failure of Vivos to make any monthly payment due under the terms of the note.

In addition, both Dr.

The note bears interest at 2.5 % per year and requires the Vivos Group to make

monthly payments to MMG of $ 10 beginning December 1, 2019, with balance due and payable on November 1, 2026 .

Upon an event of default,

which occurs upon failure of Vivos to make any monthly payment due under the terms of the note, MMG has the right to declare the entire

unpaid balance of the note due and payable.

The note is secured by 30,000,000 shares of Company Common stock, which is due and payable

upon a default by Vivos, which occurs upon failure of Vivos to make any monthly payment due under the terms of the note.

Doki and Silvija Valleru personally guaranty the repayment of the note by the Vivos Group.

and Silvija Valleru were beneficial owners of Vivos and are also 5% or greater beneficial owners of Company Common Stock, which is qualified

by the Merger Arbitration complaint.

On December 31, 2021, the total outstanding balance was $ 790 ,

which includes interest for period of $ 5 .

As of March 31, 2021, the total outstanding balance was $ 795 ,

which includes interest for period of $ 5 .

Settlement Agreements

July 21, 2021, MMG settled the obligation which Vivos Holdings, LLC had obligated MMG to in July 2018, with Libertas Funding, LLC and

Kinetic for $ 475 .

March 6, 2022, MMG received a notice of default, acceleration, and demand for payment-in-full from FVCBank due to incurable events of

default on behalf of Borrower Vivos Real Estate Holdings LLC.

Doki and Silvija Valleru were

beneficial owners of Vivos and are also 5% or greater beneficial owners of Company Common stock, which is qualified by the Merger Arbitration

On December 31, 2021, the total outstanding balance was $ 790 , which includes interest for period of $ 5 .

As of June 30, 2022,

the total outstanding balance was $ 800 , which includes interest for period of $ 5 .

INCORPORATED AND SUBSIDIARY

1 unchanged sentence

in thousands, except per share data)

Additionally,

the Vivos Group had borrowings of $ 2,503 adding to the original notes;

with $ 2,383 between 2018 through 2021.

As of June 30, 2022 and

December 31, 2021, the receivable totaled $ 5,094 and $ 4,985 , respectively.

Settlement Agreements

July 21, 2021, MMG settled the obligation which Vivos Holdings, LLC had obligated MMG to in July 2018, with Libertas Funding, LLC and

Kinetic for $ 475 .

March 6, 2022, MMG received a notice of default, acceleration, and demand for payment-in-full from FVC Bank due to incurable events

of default on behalf of Borrower Vivos Real Estate Holdings, LLC.

has filed a Motion to Vacate Confessed Judgment entered against it by FVC Bank in the Circuit Court for Fairfax County and has requested

that the matter be heard before the end of 2022.

Party Relationships

October 29, 2019, prior to the Merger, pursuant to the Merger Agreement, Dr.

Doki and Silvija Valleru became beneficial owners

of 206,606,528

and 51,652,908

shares of RLBY Common Stock, respectively, equal

of the total number of shares of RLBY Common Stock outstanding after giving effect to the Merger, respectively.

The Company is seeking

damages which if granted will likely be the remedy set forth within the Merger Agreement which is primarily the relinquishment in whole

or in part shares of Company Common Stock received by the Respondents in connection with the Merger.

June 27, 2019, prior to the Merger, MMG entered into a Securities Purchase Agreement with Hawkeye Enterprises, Inc., a company owned

and controlled by Mark Speck (“Mr.

Speck”), an officer and then director of Maslow.

to this agreement, MMG issued to Hawkeye Enterprises 16,323 (on a post-Merger basis) shares of Company Common Stock, a warrant (as defined

below) for 81,616 (on a post-Merger basis) shares of Company Common Stock and a convertible promissory note of same date in the initial

principal amount of $ 50 , in exchange for $ 50 .

The note bore interest at 12 % per year, with the balance of $ 56 paid in full on June 26,

July 31, 2019, prior to the Merger, MMG entered into a Securities Purchase Agreement with Mr.

Speck, the Company issued to this individual

a Warrant for 81,616 (on a post-Merger basis) shares of MMG Common Stock and a convertible promissory note of same date in the initial

principal amount of $ 50 , in exchange for $ 50 .

The note bore interest at 12 % per year, with balance of $ 56 paid in full on August 4, 2020.

July 31, 2019, prior to the Merger, MMG entered into a Securities Purchase Agreement with Nick Tsahalis, an executive officer and director

Pursuant to this agreement, the Company issued to this individual 32,646 (on a post-Merger basis) the shares of MMG Common Stock,

and a Warrant to purchase 16,323 (on

post-Merger basis) shares of the MMG Common Stock, and a Convertible Promissory Note of same date in the initial principal amount of

$ 100 , in exchange for $ 100 .

The note bore interest at 12 % per year, with balance of $ 112 becoming due and paid in full on July 31, 2020.

September 18, 2019, in anticipation of the closing of the Merger and intending that it be assumed by MMG after the closing of the Merger,

Hawkeye entered into a letter of intent (the “LOI”) regarding the potential acquisition of a complementary business.

was then prohibited from entering into the LOI directly.

In connection with the LOI, Hawkeye paid a non-refundable deposit of $ 75 with

the understanding that after the closing of the Merger, the LOI would be assigned to the Company and the Company would reimburse Hawkeye

for the deposit.

On October 17, 2019, Hawkeye assigned, and MMG agreed to assume the LOI and reimbursed Hawkeye for the deposit.

reimbursement took place on May 8, 2020, totalling $ 83 .

Doki and Silvija Valleru became beneficial owners of 206,606,528

and 51,652,908 shares of RLBY common stock, respectively, equal to 68.9 % and 17.2 % of the total number of shares of RLBY common stock

outstanding after giving effect to the Merger, respectively.

The Company is seeking damages, which, if granted, will likely be the remedy

set forth within the Merger Agreement which is primarily the relinquishment in whole or in part shares of Company common stock received

by the Respondents in connection with the Merger.

2019, the Company entered into transactions with two executive officers, Nick Tsahalis and Mark Speck, of the Company, resulting in the

issuance of warrants to purchase 163,232 shares each of common stock.

term “warrant” herein refers to warrants issued by MMG and assumed by the Company as a result of the Merger.

13 unchanged sentences

Financing and prior to one or more other transactions constituting a part of the Qualified Financing (the “Exercise Price”).

Convertible note warrants were not valued and included as liability on balance sheet because of uncertainty around their pricing, value

and low probability at this juncture in receiving the $ 5,000 trigger.

The warrants were not valued and included as liability on balance sheet because of uncertainty around their pricing, value and low probability

at this juncture in receiving the $ 5,000 trigger.

September 7, 2021, the Company entered in Arbitration and Tolling Agreements with alleged shareholder Dr.

Doki, and his affiliates and

all other persons who were parties to the pending litigation previously reported in the Texas, New York and Maryland courts and before

the American Arbitration Association.

The Agreements call for the stay or dismissal of the pending litigation, with the parties agreeing

to resolve their disputes before a single arbitrator in Maryland.

The parties also agreed to maintain the status quo in corporate governance

and related matters pending a final non-appealable judgment confirming any award in arbitration.

The parties also signed a Tolling Agreement

to toll the statute of limitations following the dismissal of a pending litigation.

INCORPORATED AND SUBSIDIARY

1 unchanged sentence

in thousands, except per share data)

September 7, 2021, the Company entered in Arbitration and Tolling Agreements with alleged shareholder Dr.

Doki, and his

affiliates and all other persons who were parties to the pending litigation previously reported in the Texas, New York and Maryland

courts and before the American Arbitration Association.

The Agreements call for the stay or dismissal of the pending litigation,

with the parties agreeing to resolve their disputes before a single arbitrator in Maryland.

The parties also agreed to maintain the

status quo in corporate governance and related matters pending a final non-appealable judgment confirming any award in arbitration.

The parties also signed a Tolling Agreement to toll the statute of limitations following the dismissal of a pending

BUSINESS SEGMENTS

Company operates within four

industry segments:

EOR, Recruiting and Staffing, Permanent

(Direct) Placements and Video and Multimedia Production.

The EOR segment provides media field talent to a host of large corporate

customers in all 50 states.

The Recruiting and Staffing segment provides skilled media and IT field talent on a nationwide basis for

customers in a myriad of industries.

Permanent Placements was added as a segment in the second quarter 2021 as the Company began

to take on clients who desired the Company source candidates for permanent hire on a regular basis.

The Video and Multimedia

Production segment provides Script to Screen services for corporate, government and non-profit clients, globally.

following table provides a reconciliation of revenue by reportable segment to consolidated results for the three months ended March 31,

2022, and 2021, respectively:

the three months ended March 31:

Company operates within four industry segments:

EOR, Recruiting and Staffing, Permanent (Direct) Placements, and Video Production.

EOR segment provides freelance talent to a host of large corporate customers in all 50 states.

The Recruiting and Staffing segment provides

skilled media and IT field talent on a nationwide basis for customers in a myriad of industries.

Permanent Placements was added as a

segment in the second quarter 2021 as the Company began to take on clients who desired the Company source candidates for permanent hire

on a regular basis.

The Video and Multimedia Production segment provides Script to Screen services for corporate, government, and non-profit

clients, globally.

following tables provides a reconciliation of revenue by reportable segment to consolidated results for the three and six months ended

June 30, 2022 and 2021, respectively:

the three months ended June 30:

OF RECONCILIATION OF REVENUE AND OPERATING INCOME BY REPORTABLE SEGMENT TO CONSOLIDATED RESULTS

and Multimedia Production

Recruiting and Staffing

Permanent Placement

Video and Multimedia Production

the six months ended June 30:

Recruiting and Staffing

Permanent Placement

Video and Multimedia Production

SUBSEQUENT EVENTS

Company has evaluated subsequent events through May 15, 2022, the date on which the unaudited condensed consolidated financial statements

were available to be issued.

Based upon this evaluation, management has determined that no material subsequent events have occurred that

would require recognition in or disclosures in the accompanying unaudited condensed consolidated financial statements, except as follows:

signed a 1-year extension with AT&T (until 3/31/2023) and a 2-year extension with DirecTV (until 3/31/2024).

Company has evaluated subsequent events through August 15, 2022, the date on which the unaudited consolidated financial statements were

available to be issued.

Based upon this evaluation, management has determined that no material subsequent events have occurred that would

require recognition in or disclosures in the accompanying unaudited condensed consolidated financial statements, except as follows:

has filed a Motion to Vacate Confessed Judgment entered against it by FVC Bank in the Circuit Court for Fairfax County and has requested

that the matter be heard before the end of 2022.

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