What changed in this filing

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Item 1. Financial Statements

2020-08-13 compared with 2020-06-25 · 353 added, 282 removed, 883 unchanged (42% of the section changed)

4 unchanged sentences

Cash and cash equivalents

Accounts receivable, net of allowance for doubtful accounts of $11,700

and $11,800, respectively

Accounts receivable, net of allowance for doubtful accounts of $1,000 and $11,800, respectively

Costs and estimated earnings in excess of billings on uncompleted contracts

3 unchanged sentences

Intangible Assets, net

Right of use assets

LIABILITIES AND STOCKHOLDERS’

6 unchanged sentences

Customer deposits

Paycheck protection program liabilities

Short term notes

2 unchanged sentences

Current portion of long-term debt and capital lease obligations

Current portion of lease liabilities

Accrued interest - related party

1 unchanged sentence

Deferred revenue, non-current

Other non-current liabilities

Lease liabilities net of current portion

Long term debt and capital lease obligations, net of current portion

9 unchanged sentences

70,000,000 shares authorized;

and 62,591,075 shares issued, issuable ** and outstanding March 31, 2020 and December 31, 2019, respectively

63,333,575 and 62,591,075 shares issued, issuable ** and outstanding June 30, 2020 and December 31, 2019, respectively

Common stock issuable

10 unchanged sentences

numbers were derived from the audited financial statements for the year ended December 31, 2019.

1,240,000 and 887,500 shares issuable at March 31, 2020 and December 31, 2019, respectively, per terms of note agreements.

1,630,000 and 887,500 shares issuable at June 30, 2020 and December 31, 2019, respectively, per terms of note agreements.

ENVIRONMENTAL & ENERGY RESOURCES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

For the Three Months Ended March 31,

For the Three Months Ended June 30,

For the Six Months Ended June 30,

Total revenue

15 unchanged sentences

Net loss attributable to SEER common stockholders

$ (1,189,300 )

$ (1,502,400 )

Net loss from continuing operations

9 unchanged sentences

Balances at December 31, 2019

Issuance of common stock upon debt penalty

$ (26,964,300 )

$ (2,026,700 )

$ (6,277,300 )

Issuance of common stock

upon debt penalty

Stock-based compensation

Allocated value

of common stock and warrants related to debt

Allocated value of common

stock and warrants related to debt

Balances at March

Preferred Stock

Additional Paid-in

Stock Subscription

(27,590,400 )

Issuance of common stock

upon debt penalty

Stock-based compensation

Balances at June

(28,153,600 )

Non-controller

Total Stockholders’

Stockholders’

Balances at December 31, 2018

10 unchanged sentences

(24,976,900 )

Issuance of common stock

upon debt penalty

Stock-based compensation

Balances at June

(25,928,700 )

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

1 unchanged sentence

CONSOLIDATED STATEMENT OF CASH FLOWS

For the Three Months Ended March 31,

For the Six Months Ended June 30,

Cash flows from operating activities:

Net loss from continuing operations

$ (1,254,600 )

Loss from discontinued operations

4 unchanged sentences

Non-cash expense for interest, common stock issued for debt penalty

Non-cash expense for interest, warrants –

accretion of debt discount

Non-cash relief of aged accounts payable

Provision for doubtful accounts receivable

Non-cash expense for interest, accretion of debt discount

Changes in operating assets and liabilities:

9 unchanged sentences

Purchase of property and equipment

Proceeds from outside minority investment in new subsidiary

Proceeds from notes receivable

Net cash (used) provided by investing activities

Net cash (used in) provided by investing activities

Cash flows from financing activities:

Payments of notes and capital lease obligations

Proceeds from paycheck protection program

Proceeds from short-term notes

41 unchanged sentences

oil fields, and many others.

Reach (the trade name for BeneFuels, LLC),

is currently owned 85% by SEER and focuses specifically on treating biogas for conversion to pipeline quality gas and/or compressed

natural gas (“CNG”) for fleet vehicle fuel.

Reach had minimal operations for the quarter ended March 31,

(the trade name for BeneFuels, LLC), is currently owned 85% by SEER and focuses specifically on treating biogas for conversion

to pipeline quality gas and/or compressed natural gas (“CNG”) for fleet vehicle fuel.

Reach had minimal operations

for the six months ended June 30, 2020.

was established in September 2018 and is owned 90% by SEER as of December 31, 2019.

6 unchanged sentences

Biochar Now product that is produced using the patented pyrolytic process.

For the three months ended March 31, 2020 PelleChar

had minimal activity related to formation, and an increasing sales effort.

For the six months ended June 30, 2020 PelleChar had

minimal activity related to startup of operations, and an increasing sales effort.

of Consolidation

5 unchanged sentences

shown in the accompanying consolidated financial statements, the Company has experienced recurring losses, and has accumulated

a deficit of approximately $27.6 million as of March 31, 2020, and $27.0 million as of December 31, 2019.

For the three months

ended March 31, 2020, and 2019, the Company incurred net losses from continuing operations of approximately $0.7 million and $0.2

million, respectively.

The Company had a working capital deficit of approximately $7.6 million at March 31, 2020, a increase

of $0.6 million in working capital deficit from $7.0 million at December 31, 2019.

These factors raise substantial

doubt about the ability of the Company to continue to operate as a going concern.

of a major portion of the Company’s assets as of March 31, 2020, is dependent upon continued operations.

The Company is

dependent on generating additional revenue or obtaining adequate capital to fund operating losses until it becomes profitable.

For the three months ended March 31, 2020 the Company raised approximately $0.2 million from the issuance of short-term and long-term

debt, offset by payments of principal on short term notes and capital leases of $0.1 million.

In addition, the Company has undertaken

a number of specific steps to continue to operate as a going concern.

The Company continues to focus on developing organic growth

in our operating companies and improving gross and net margins through increased attention to pricing, aggressive cost management

and overhead reductions, including discontinuing a line of business with insufficient margins.

a deficit of approximately $28.2 million as of June 30, 2020, and $27.0 million as of December 31, 2019.

For the six months ended

June 30, 2020 and 2019, the Company incurred net losses from continuing operations of approximately $1.3 million and $0.8 million,

respectively.

The Company had a working capital deficit of approximately $8.3 million at June 30, 2020, an increase of

$1.2 million in working capital deficit from $7.1 million at December 31, 2019.

These factors raise substantial doubt about

the ability of the Company to continue to operate as a going concern.

of a major portion of the Company’s assets as of June 30, 2020, is dependent upon continued operations.

The Company is dependent

on generating additional revenue or obtaining adequate capital to fund operating losses until it becomes profitable.

months ended June 30, 2020 the Company raised approximately $0.9 million from the issuance of short-term and long-term debt, offset

by payments of principal on short term notes and capital leases of $0.1 million.

In addition, the Company has undertaken a number

of specific steps to continue to operate as a going concern.

The Company continues to focus on developing organic growth in our

operating companies and improving gross and net margins through increased attention to pricing, aggressive cost management and

overhead reductions, including discontinuing a line of business with insufficient margins.

Critical to achieving profitability

69 unchanged sentences

project materials, contract labor and other costs associated with ongoing product development and enhancement efforts.

expenses were $0 for both the three months ended March 31, 2020 and 2019.

are stated at the lower of cost or market and maintained on a first in, first out basis and includes the following amounts at

December 31, 2019

expenses were $0 for both the six months ended June 30, 2020 and 2019.

are stated at the lower of cost or net realizable value on a first in, first out basis and includes the following amounts:

Finished goods

11 unchanged sentences

the effective date to be recognized.

During the three months ended March 31, 2020 and 2019 the Company recognized no adjustments

During the six months ended June 30, 2020 and 2019 the Company recognized no adjustments

for uncertain tax positions.

Company recognizes interest and penalties related to uncertain tax positions in income tax expense.

No interest and penalties

related to uncertain tax positions were recognized at March 31, 2020 and December 31, 2019.

The Company expects no material changes

to unrecognized tax positions within the next twelve months.

The Company recognizes interest and penalties

related to uncertain tax positions in income tax expense.

No interest and penalties related to uncertain tax positions were recognized

at June 30, 2020 and 2019.

The Company expects no material changes to unrecognized tax positions within the next twelve

Company has filed federal and state tax returns through December 31, 2018.

45 unchanged sentences

revenue also includes media sales which are recognized as the product is shipped to the customer for use.

revenue is primarily comprised of services related to industrial cleaning and mobile railcar cleaning, which is recognized as

services are rendered.

Waste Revenue

6 unchanged sentences

Disaggregation

Three months ended March 31, 2020

Three months ended June 30, 2020

Environmental Solutions

5 unchanged sentences

Total Revenue

Three months ended March 31, 2019

Three months ended June 30, 2019

Environmental Solutions

Sources of Revenue

Industrial cleaning services

Product sales

3 unchanged sentences

Total Revenue

Six months ended June 30, 2020

Environmental Solutions

Sources of Revenue

Product sales

Licensing fees

Operating fees

Management fees

Total Revenue

Six months ended June 30, 2019

Environmental Solutions

Sources of Revenue

Product sales

Licensing fees

Operating fees

Management fees

Total Revenue

a performance obligation has been satisfied but not yet invoiced at the reporting date, a contract asset is recognized on the

3 unchanged sentences

opening and closing balances of the Company’s accounts receivables and contract liabilities (current and non-current) are

Contract Liabilities

Receivable, net

(non-current)

Balance as of March 31, 2020

Balance as of December 31, 2019

(Decrease) increase

as of June 30, 2020

as of December 31, 2019

majority of the Company’s revenue is generally invoiced on a weekly or monthly basis, and the payments are generally received

3 unchanged sentences

Performance Obligations

of March 31, 2020, the aggregate amount of the transaction price allocated to the remaining performance obligations was approximately

$1.1 million, of which the Company expects to recognize 100% of this revenue over the next 12 months.

As of June 30, 2020, the aggregate amount

of the transaction price allocated to the remaining performance obligations was approximately $0.8 million, of which the Company

expects to recognize approximately 90% of this revenue over the next 12 months.

Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected term of

10 unchanged sentences

Property and equipment, net

expense for the three months ended March 31, 2020 and 2019 was $35,900 and $100,700, respectively.

For the three months ended

March 31, 2020 and 2019, depreciation expense included in cost of goods sold was $21,000 and $83,400, respectively.

For the three

months ended March 31, 2020 and 2019, depreciation expense included in selling, general and administrative expenses was $14,900

and $17,300, respectively.

Depreciation expense on leased CoronaLux™

units included in accumulated depreciation and amortization above is $9,700 and $26,700 as of March 31, 2020 and

expense for the three months ended June 30, 2020 and 2019 was $37,900 and $73,300, respectively.

For the three months ended June

30, 2020 and 2019, depreciation expense included in cost of goods sold was $24,600 and $53,200, respectively.

For the three months

ended June 30, 2020 and 2019, depreciation expense included in selling, general and administrative expenses was $13,300 and $20,100,

respectively.

expense for the six months ended June 30, 2020 and 2019 was $73,900 and $174,000, respectively.

For the six months ended June

30, 2020 and 2019, depreciation expense included in cost of goods sold was $45,700 and $136,600, respectively.

For the six months

ended June 30, 2020 and 2019, depreciation expense included in selling, general and administrative expenses was $28,200 and $37,400,

respectively.

expense on leased CoronaLux™

units included in accumulated depreciation and amortization above is $19,400 and $28,200 as

of June 30, 2020 and 2019, respectively.

and equipment included the following amounts for leases that have been capitalized at:

3 unchanged sentences

assets were comprised of the following:

March 31, 2020

June 30, 2020

Gross carrying amount

9 unchanged sentences

Amortization expense was $8,000 and $8,800 for

the three months ended March 31, 2020 and 2019, respectively.

the three months ended June 30, 2020 and 2019, respectively.

The estimated useful lives of the intangible assets range from seven

to ten years.

Amortization expense was $16,100 and $20,400 for the three months ended June 30, 2020 and 2019, respectively.

Company has entered operating leases primarily for real estate.

5 unchanged sentences

included in “Other assets”

on the Company’s March 31, 2020 Condensed Consolidated Balance Sheets and represent

on the Company’s June 30, 2020 Condensed Consolidated Balance Sheets and represent

the Company’s right to use the underlying asset for the lease term.

2 unchanged sentences

and “Other non-current liabilities”

on the Company’s March

on the Company’s June

30, 2020 Condensed Consolidated Balance Sheets.

4 unchanged sentences

after January 1, 2019 are recognized at commencement date based on the present value of lease payments over the lease term.

of March 31, 2020, and December 31, 2019, total right-of-use assets were $396,400 and $437,300, respectively.

March 31, 2020, and December 31, 2019, total operating lease liabilities were $426,800 and $437,300, respectively.

All operating lease expense is recognized on a straight-line basis over the lease term.

In the three months ended March 31, 2020

of June 30, 2020, and December 31, 2019, total right-of-use assets were $470,300 and $437,300, respectively.

As of June 30, 2020,

and December 31, 2019, total operating lease liabilities were $502,400 and $468,000, respectively.

All operating lease expense

is recognized on a straight-line basis over the lease term.

In the three months ended June 30, 2020 and 2019, the Company recognized

approximately $51,900 and $68,300, respectively, in operating lease costs for right-of-use assets.

In the six months ended June

30, 2020 and 2019, the Company recognized approximately $148,000 and $133,900, respectively, in operating lease costs for right-of-use

4 unchanged sentences

related to the Company’s right-of-use assets and related lease liabilities were as follows:

Three Months Ended March 31,

Six Months Ended June 30,

Cash paid for operating lease liabilities

2 unchanged sentences

Weighted-average discount rate

Maturities of lease liabilities in 12-month period ended March 31, 2020 were

Maturities of lease liabilities as of June 30, 2020 were

Less imputed interest

9 unchanged sentences

Warranty and defect claims

Lease liabilities

Total Accrued Liabilities

3 unchanged sentences

billings to date

Costs and estimated earnings in excess of billings on uncompleted contracts

Costs and estimated earnings in excess of billings on uncompleted

Billings to date

2 unchanged sentences

INVESTMENT IN PARAGON WASTE SOLUTIONS LLC

its inception through March 31, 2020, the Company has provided approximately $6.9 million in funding to PWS for working capital

its inception through June 30, 2020, the Company has provided approximately $6.9 million in funding to PWS for working capital

and the further development and construction of various prototypes and commercial waste destruction units.

4 unchanged sentences

received for non-refundable licensing and placement fees have been recorded as deferred revenue in the accompanying consolidated

balance sheets at March 31, 2020 and December 31, 2019 and are being recognized as revenue ratably over the term of the

balance sheets.

The balance at June 30, 2020 and December 31, 2019 are $46,700 and $63,100, respectively, and

are being recognized as revenue ratably over the term of the contract.

PAYROLL TAXES PAYABLE

1 unchanged sentence

interest and penalties were incurred related to these unpaid payroll taxes.

As of March 31, 2020 and December 31, 2019,

the outstanding balance due to the IRS by REGS was $1,060,400, and $1,052,200, respectively.

Other than this outstanding payroll tax matter

owed exclusively by REGS arising in 2009 and 2010, all state and federal payroll taxes have been paid by REGS in a timely

as of March 31, 2020 and December 31, 2019, was comprised of the following:

of June 30, 2020, and December 31, 2019, the outstanding balance due to the IRS by REGS was $1,068,800, and $1,052,200, respectively.

than this outstanding payroll tax matter, which is owed exclusively by REGS, arising in 2009 and 2010, all state

and federal payroll taxes have been paid by REGS in a timely manner.

as of June 30, 2020 and December 31, 2019, was comprised of the following:

PAYCHECK PROTECTION PROGRAM

Under the Small Business Administration (“SBA”), the Company applied

for the Paycheck Protection Program (“PPP”) loan.

These loans are forgiven if used for payroll, payroll benefits,

including health insurance and retirement plans, as well as certain rent payments, leases, and utility payments, which are

limited to 40% of the loan proceeds, all of which if paid within either 8 weeks or 24 weeks of the receipt of the loan proceeds.

At the time of this filing, we anticipate a significant amount of this loan forgiven, however the forgiveness application

process is not yet complete.

The Company has elected to record these advances under the debt treatment for these loans, under

GAAP guidance.

Unforgiven portions of these loans are to be repaid over 5 years, accruing interest at 1% per annum.

Total paycheck protection program liabilities

SHORT TERM NOTES

Secured short term note payable dated October 13, 2017 with principal and interest

due 60 days from issuance.

The note requires a one-time fee in the amount of $4,000 to compensate for the first two weeks

of the term and each week thereafter (weeks 3-8) a fee of $400 shall be due and owing accruing on the first day of the week.

Secured short term note payable dated October 13, 2017 with principal and interest due 60 days from issuance.

The note requires a one-time fee in the amount of $4,000 to compensate for the first two weeks of the term and each week thereafter (weeks 3-8) a fee of $400 shall be due and owing accruing on the first day of the week.

The total one-time fee paid was $6,400 and was recorded as interest.

A fee of 40,000 shares of restricted common stock shall

be issued as a penalty for each month or prorated for any two-week portion of any month the note is outstanding past the original

maturity date for months 3 through 6, and a fee of 80,000 shares of restricted common stock shall be issued to lender for

each month or prorated for each two-week portion of any month the note is outstanding past the original maturity date beginning

in month 7 until paid in full.

The note is secured by the future sale of CoronaLux units and a personal guarantee of an officer

of the Company.

The penalty period for shares to be issued has been reached, however, the debt holder agreed to a reduction

and a fixed amount of penalty shares in 2018, as issuable under the terms of this agreement.

No additional shares will be

issued by the Company.

A fee of 40,000 shares of restricted common stock shall be issued as a penalty for each month or prorated for any two-week portion of any month the note is outstanding past the original maturity date for months 3 through 6, and a fee of 80,000 shares of restricted common stock shall be issued to lender for each month or prorated for each two-week portion of any month the note is outstanding past the original maturity date beginning in month 7 until paid in full.

The note is secured by the future sale of CoronaLux units and a personal guarantee of an officer of the Company.

The penalty period for shares to be issued has been reached, however, the debt holder agreed to a reduction and a fixed amount of penalty shares in 2018, as issuable under the terms of this agreement.

No additional shares will be issued by the Company.

The reduction of penalty shares was accounted for as debt extinguishment and a gain was recorded in 2018.

No interest accrues on the unpaid balance.

Secured short term note payable dated November 6, 2017 with principal and interest due 60 days

from issuance.

The note requires a one-time fee in the amount of $5,000 to compensate for the first two weeks of the term

and each week thereafter (weeks 3-8) a fee of $400 shall be due and owing accruing on the first day of the week.

one-time fee paid was $7,400 and was recorded as interest.

A fee of 50,000 shares of restricted common stock shall be issued

as a penalty for each month or prorated for any two-week portion of any month the note is outstanding past the original maturity

date for months 3 through 6, and a fee of 100,000 shares of restricted common stock shall be issued to lender for each month

or prorated for each two-week portion of any month the note is outstanding past the original maturity date beginning in month

7 until paid in full.

The note is secured by the future sale of CoronaLux units and a personal guarantee of an officer of

The penalty period for shares to be issued has been reached, however, the debt holder agreed to a reduced and

fixed amount of penalty shares during 2018.

Secured short term note payable dated November 6, 2017 with principal and interest due 60 days from issuance.

The note requires a one-time fee in the amount of $5,000 to compensate for the first two weeks of the term and each week thereafter (weeks 3-8) a fee of $400 shall be due and owing accruing on the first day of the week.

The total one-time fee paid was $7,400 and was recorded as interest.

A fee of 50,000 shares of restricted common stock shall be issued as a penalty for each month or prorated for any two-week portion of any month the note is outstanding past the original maturity date for months 3 through 6, and a fee of 100,000 shares of restricted common stock shall be issued to lender for each month or prorated for each two-week portion of any month the note is outstanding past the original maturity date beginning in month 7 until paid in full.

The note is secured by the future sale of CoronaLux units and a personal guarantee of an officer of the Company.

The penalty period for shares to be issued has been reached, however, the debt holder agreed to a reduced and fixed amount of penalty shares during 2018.

No additional shares will be issued by the Company.

The reduction of penalty shares

was accounted for as debt extinguishment and a gain was recorded in 2018.

The reduction of penalty shares was accounted for as debt extinguishment and a gain was recorded in 2018.

No interest accrues on the unpaid balance.

3 unchanged sentences

The Company made interest payments totaling $84,100 of which $37,726 of interest and principal reduction of $1,900 was paid by the issuance of 140,000 shares of common stock during 2018 and the note holder has continued to extend the due date.

Unpaid interest at March 31, 2020 is approximately $129,500.

Unpaid interest at June 30, 2020 is approximately $151,700.

Secured short term note payable dated February 1, 2019 with principal and interest due 90 days from issuance.

4 unchanged sentences

The penalty period for shares to be issued has been reached.

For the three months ended March 31, 2020, the Company recorded 300,000 shares of its common stock as issuable under the terms of this agreement value at $28,000 and recorded as interest expense.

Unpaid one-time fees at March 31, 2020 is approximately $30,000.

For the six months ended June 30, 2020, the Company recorded 600,000 shares of its common stock as issuable under the terms of this agreement value at $60,000 and recorded as interest expense.

Unpaid one-time fees at June 30, 2020 is approximately $30,000.

Secured short term note payable dated July 2, 2019 with principal and interest due 60 days from issuance.

3 unchanged sentences

The Company has not received notice from the lender and continue to accrue interest.

For the three months ended March 31, 2020, the Company recorded interest expense of $3,000.

Unpaid interest at December 31, 2019 is approximately $9,000.

For the six months ended June 30, 2020, the Company recorded interest expense of $6,000.

Unpaid interest at June 30, 2020 is approximately $12,000.

Secured short term note payable dated July 18, 2019 with principal and interest due 60 days from issuance.

3 unchanged sentences

The penalty period for shares to be issued has been reached.

For the period ended March 31, 2020, the Company recorded 52,500 shares of its common stock as issuable under the terms of this agreement value at $5,100 and recorded as interest expense.

Unpaid interest at March 31, 2020 is approximately $10,000.

For the six months ended June 30, 2020, the Company recorded 142,500 shares of its common stock as issuable under the terms of this agreement value at $14,700 and recorded as interest expense.

Unpaid interest at June 30, 2020 is approximately $10,000.

Secured short term note payable dated October 1, 2019 with principal and interest due 6 months from issuance.

2 unchanged sentences

The note accrues interest at 15% annually.

For the three months ended March 31, 2020, the Company recorded interest expense of $11,200, and $6,500 of interest related to debt discount.

Unpaid interest at March 31, 2020 is approximately $20,600.

For the six months ended June 30, 2020, the Company recorded interest expense of $22,400, and $7,600 of interest related to debt discount.

Unpaid interest at June 30, 2020 is approximately $31,800.

Secured short term note payable dated December 14, 2019 with principal and interest due 6 months from issuance.

1 unchanged sentence

The note accrues interest at 15% annually.

For the three months ended March 31, 2020, the Company recorded interest expense of $16,800, and $8,200 of interest related to debt discount.

For the six months ended June 30, 2020, the Company recorded interest expense of $33,700, and $14,900 of interest related to debt discount.

Unpaid interest at March 31, 2020 is approximately $36,800.

2 unchanged sentences

Payments will be offset by SEER building and delivering 20 kilns for BIOCHAR to the debtor.

For the three months ended March 31, 2020, the Company recorded interest expense of $4,500.

Unpaid interest at March 31, 2020 is approximately $9,700.

For the six months ended June 30, 2020, the Company recorded interest expense of $9,000.

Unpaid interest at June 30, 2020 is approximately $14,200.

Secured short term note payable dated October 1, 2019 with no stated maturity date.

1 unchanged sentence

Payments will be offset by SEER building and delivering 20 kilns for BIOCHAR to the debtor.

For the three months ended March 31, 2020, the Company recorded interest expense of $1,300.

Unpaid interest at March 31, 2020 is approximately $2,600.

For the six months ended June 30, 2020, the Company recorded interest expense of $2,500.

Unpaid interest at June 30, 2020 is approximately $3,800.

Secured short term note payable dated March 16, 2020, maturing on March 15, 2021.

2 unchanged sentences

These options were value at approximately $3,500, and are recorded as debt discount, and amortized over the life of the loan.

For the three months ended March 31, 2020, the Company recorded interest expense of $600.

Unpaid interest at March 31, 2020 is approximately $600.

For the six months ended June 30, 2020, the Company recorded interest expense of $4,100.

Unpaid interest at June 30, 2020 is approximately $4,100.

Secured short term note payable dated March 17, 2020, maturing on March 16, 2021.

2 unchanged sentences

These options were value at approximately $2,000, and are recorded as debt discount, and amortized over the life of the loan.

For the three months ended March 31, 2020, the Company recorded interest expense of $300.

For the six months ended June 30, 2020, the Company recorded interest expense of $2,000.

Unpaid interest at March 31, 2020 is approximately $2,000.

4 unchanged sentences

The note is from the CEO, and thus classified as a related party note.

For the three months ended March 31, 2020, the Company recorded interest expense of $900.

Unpaid interest at March 31, 2020 is approximately $2,500.

For the six months ended June 30, 2020, the Company recorded interest expense of $1,800.

Unpaid interest at June 30, 2020 is approximately $3,400.

Unsecured short term note payable dated August 21, 2019 with principal and interest due 60 days from issuance.

1 unchanged sentence

The note is from a family member of the CEO, and thus classified as a related party note.

For the three months ended March 31, 2020, the Company recorded interest expense of $7,200.

Unpaid interest at March 31, 2020 is approximately $19,800.

For the six months ended June 30, 2020, the Company recorded interest expense of $14,400.

Unpaid interest at June 30, 2020 is approximately $27,000.

Unsecured short term note payable dated October 7, 2019 with principal and interest due 60 days from issuance.

1 unchanged sentence

The note is from the CEO, and thus classified as a related party note.

For the three months ended March 31, 2020, the Company recorded interest expense of $900.

Unpaid interest at March 31, 2020 is approximately $2,000.

For the six months ended June 30, 2020, the Company recorded interest expense of $1,800.

Unpaid interest at June 30, 2020 is approximately $2,900.

Total short-term notes - related party

4 unchanged sentences

No default notice has been received from the noteholders.

For the three months ended March 31, 2020, the Company recorded interest expense of $35,100.

Unpaid interest at March 31, 2020 is approximately $297,300.

For the six months ended June 30, 2020, the Company recorded interest expense of $70,300.

Unpaid interest at June 30, 2020 is approximately $332,500.

Total convertible notes

9 unchanged sentences

The shares were valued at $44,000 recorded as debt discount.

For the three months ended March 31, 2020, the Company recorded interest expense of $24,900.

Unpaid interest at March 31, 2020 was approximately $178,400.

For the six months ended June 30, 2020, the Company recorded interest expense of $47,500.

Unpaid interest at June 30, 2020 was approximately $201,100.

Note payable dated April 2020, interest at 6.8% per annum, secured by a piece of heavy equipment, of which the borring was used to purchase.

Forty-eight monthly payments of principal and accrued interest of $2,400, commence on April 17, 2020.

For the six months ended June 30, 2020, the Company recorded interest expense of $1,700.

Unpaid interest at June 30, 2020 was $0.

Debt discount

1 unchanged sentence

Secured by real estate and other assets of SEM and guaranteed by SEER and MV.

Capital lease obligations, secured by certain assets, maturing through

November 2020

Capital lease obligations, secured by certain assets, maturing through November 2020

Total long-term notes and capital lease obligations

5 unchanged sentences

Accrued interest

13 –DISCONTINUED OPERATIONS

See Note 11 –

Debt for short

term notes payable to related parties.

DISCONTINUED OPERATIONS

REGS services division

7 unchanged sentences

operations”

on our consolidated statement of operations and on our consolidated statement of cash flows for the three months

ended March 31, 2020, and corresponding 2019 results were reclassified from the reporting classification in fiscal year 2019 for

comparative purposes.

For the three months ended March 31, 2020 and 2019 we recorded net loss from discontinued operations equal

to $0 and $336,700, respectively.

on our consolidated statement of operations and on our consolidated statement of cash flows for the three and

six months ended June 30, 2020, and corresponding 2019 results were reclassified from the reporting classification in fiscal year

2019 for comparative purposes.

For the three months ended June 30, 2020 and 2019 we recorded net loss from discontinued operations

equal to $0 and $479,000, respectively.

For the six months ended June 30, 2020 and 2019 we recorded net loss from discontinued

operations equal to $0 and $815,700, respectively.

classes of line items constituting pretax loss on discontinued operations:

For the three months ended

For the six months ended

Services revenue

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EQUITY TRANSACTIONS

the three months ended March 31, 2020, the Company recorded 352,500 shares of $.001 par value common stock as issued and issuable

to short-term note holders as required under their respective short-term notes valued at approximately $33,100.

(See Note 11)

During the three months ended March 31,

2020, the Company issued options to purchase 60,000 shares of $0.001 par value common stock to a short-term note holder of the

Company, at $0.10 per share.

The options were in connection with a new short-term note, and therefore recorded as debt discount.

The Company valued the options using the Black-Sholes model, using a volatility of 134%, a risk-free rate of 0.29%, and an expected

term, using the simplified method, of 3.0 years.

The fair value at grant date of $3,500 will be amortized over the vesting period

and recorded as interest expense.

the three months ended March 31, 2020, the Company issued options to purchase 30,000 shares of $0.001 par value common stock to

a short-term note holder of the Company, at $0.10 per share.

the six months ended June 30, 2020, the Company recorded 742,500 shares of $.001 par value common stock as issued and issuable

to short-term note holders as required under their respective short-term notes valued at approximately $74,700 (See Note 11).

the six months ended June 30, 2020, the Company issued options to purchase 60,000 shares of $0.001 par value common stock to a

short-term note holder of the Company, at $0.10 per share.

The options were in connection with a new short-term note, and therefore

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amortized over the vesting period and recorded as interest expense.

the three months ended March 31, 2019, the Company issued 200,000 shares of $.001 par value common stock to short-term note holders

as required under their respective agreements.

(See Note 11)

the six months ended June 30, 2020, the Company issued options to purchase 30,000 shares of $0.001 par value common stock to a

short-term note holder of the Company, at $0.10 per share.

The options were in connection with a new short-term note, and therefore

recorded as debt discount.

The Company valued the options using the Black-Sholes model, using a volatility of 134%, a risk-free

rate of 0.30%, and an expected term, using the simplified method, of 3.0 years.

The fair value at grant date of $2,000 will be

amortized over the vesting period and recorded as interest expense.

the six months ended June 30, 2019, the Company issued 300,000 shares of $.001 par value common stock to short-term note holders

as required under their respective note agreements (See Note 11).

Non-controlling

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CUSTOMER CONCENTRATIONS

Company had sales from operations to three customers for the three months ended March 31, 2020 and 2019, that surpassed the 10%

threshold of total revenue.

In total, these customers represented approximately 50% and 74% of our total sales, respectively.

The concentration of the Company’s business with a relatively small number of customers may expose us to a material adverse

effect if one or more of these large customers were to experience financial difficulty or were to cease being customers for non-financial

related issues.

Company had sales from operations to one customer for the six months ended June 30, 2020 and two for the six months ended June

30, 2019, that surpassed the 10% threshold of total revenue.

In total, these customers represented approximately 14% and 32% of

our total sales, respectively.

The concentration of the Company’s business with a relatively small number of customers may

expose us to a material adverse effect if one or more of these large customers were to experience financial difficulty or were

to cease being customers for non-financial related issues.

NET LOSS PER SHARE

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dilutive securities were comprised of the following:

Three Months Ended March 31,

Six Months Ended June 30,

Convertible notes payable, including accrued interest

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SEGMENT INFORMATION AND MAJOR CUSTOMERS

The Company currently has identified two

segments as follows:

Company currently has identified two segments as follows:

SEM, PelleChar, REGS in FY20 (1)

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industrial cleaning was discontinued in 2019 and is reported in discontinued operations.

REGS in 2020 is reported in environmental solutions.

REGS in 2020 is reported in environmental

composition of our reportable segments is consistent with that used by our Chief Operating Decision Maker (“CODM”)

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been eliminated.

information for the three months ended March 31, 2020 and 2019 is as follows:

information for the three and six months ended June 30, 2020 and 2019 is as follows:

Three Months ended

Environmental

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Capital expenditures (cash and noncash)

Six months ended

Environmental

Depreciation and amortization (1)

Interest expense

Stock-based compensation

Net income (loss)

Capital expenditures (cash and

Environmental

Depreciation and amortization (1)

Interest expense

Stock-based compensation

Net income (loss)

Capital expenditures (cash and

depreciation of property, equipment and leasehold improvement and amortization of intangibles

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parties that all pending state and/or federal claims will be dismissed with prejudice.

The accrued litigation outstanding at March

31, 2020 and December 31, 2019 was $150,000 and $150,000, respectively.

The accrued litigation outstanding at June

30, 2020 and December 31, 2019 was $150,000.

SUBSEQUENT EVENTS

On April 29, 2020, the Company borrowed $10,000

under a short-term note, from a related party.

The note bears interest at an annual rate of 8% and matured on June

This note was subsequently paid on May 11, 2020.

On May 4, 2020, the Company borrowed $140,000

under a short-term note, from a related party.

The note bears interest at an annual rate of 15% and matured on June

This note was subsequently paid on May 11, 2020.

Under the Small Business Administration (“SBA”),

the Company applied for the Paycheck Protection Program (“PPP”) loan.

These loans are forgiven if used for

payroll, payroll benefits, including health insurance and retirement plans, as well as certain rent payments, leases,

and utility payments, which are limited to 40% of the loan proceeds, all of which if paid

within either 8 weeks or 24 weeks of the receipt of the loan proceeds.

At the time of this filing, we have

been funded for $590,300 in loans through SEER and our subsidiaries.

At the time of this filing, we anticipate having a

significant amount of this loan forgiven, however the forgiveness application process is not yet complete.

If we do have a

portion of these loans not being forgiven, the unqualified portion is to be repaid over 5 years, accruing interest at 1%

Company owes two notes to a lender, that accrue penalty shares until the notes are paid in full.

The aggregate principal of these

notes is $650,000, and shares accrued after April 1, 2020, to the date of this filing total 160,000 shares.

July 8, 2020, the Company borrowed $220,000 under a short-term note.

The note bears interest at an annual rate of 15% simple interest

and matures on December 7, 2020.

Upon maturity of this note, 125,000 shares of common stock are also payable, valued at

the date of issuance of the note at $0.09 per shares, or $11,250.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

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truly synergistic services, technologies and products as well as annuity type revenue streams.

company now owns and manages four operating entities and two entities that has no significant operations to date.

company now owns and manages four operating entities and two entities that have no significant operations to date.

LLC d/b/a Resource Environmental Group Services (“REGS”):

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natural gas projects that convert raw biogas into pipeline quality gas and/or Renewable, “RNG”, for fleet vehicles.

Reach had minimal operations as of March 31, 2020.

Reach had minimal operations as of June 30, 2020.

Environmental Materials, LLC (“SEM”):

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shown in the accompanying consolidated financial statements, the Company has experienced recurring losses, and has accumulated

a deficit of approximately $27.6 million as of March 31, 2020, and $27.0 million as of December 31, 2019.

For the three months

ended March 31, 2020 and 2019 we had net losses from continuing operations before adjustment for losses attributable to non-controlling

a deficit of approximately $28.2 million as of June 30, 2020, and $27.0 million as of December 31, 2019.

For the six months ended

June 30, 2020 and 2019 we had net losses from continuing operations before adjustment for losses attributable to non-controlling

interest of approximately $1.3 million and $0.8 million, respectively.

As of March 31, 2020, and December 31, 2019 our current

As of June 30, 2020, and December 31, 2019 our current

liabilities exceed our current assets by approximately $8.3 million and $7.1 million, respectively.

The primary reason for the

increase in negative working capital from December 31, 2019 to March 31, 2020 is due to a net increase in short term debt of approximately

$0.2 million, and losses from operations.

The Company has limited common shares available for issue which may limit the ability

to raise capital or settle debt through issuance of shares.

These factors raise substantial doubt about the ability of the Company

to continue to operate as a going concern for a period of at least one year after the date of the issuance of our audited financial

statements for the period ended December 31, 2019.

of a major portion of our assets as of March 31, 2020, is dependent upon our continued operations.

reason for the increase in negative working capital from December 31, 2019 to June 30, 2020 is due to a net increase in short

term debt of approximately $0.8 million, and losses from operations.

The Company has limited common shares available for issue

which may limit the ability to raise capital or settle debt through issuance of shares.

These factors raise substantial doubt

about the ability of the Company to continue to operate as a going concern for a period of at least one year after the date of

the issuance of our audited financial statements for the period ended December 31, 2019.

of a major portion of our assets as of June 30, 2020, is dependent upon our continued operations.

The Company is dependent on

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do not give any effect to any adjustments that would be necessary should the Company be unable to report on a going concern basis.

of Operations for the Three Months Ended March 31, 2020 and 2019

revenues were $0.8 million and $1.2 million for the three months ended March 31, 2020 and 2019, respectively.

The decrease of

approximately $0.4 million or 33% in revenues comparing the three months ended March 31, 2020 to the three months ended March

31, 2019 is primarily attributable to the decreases in revenues from our products segment revenue, which includes our environmental

solutions segment, which decreased from $1.1 million for the three months ended March 31, 2019 to $0.8 million for the three months

ended March 31, 2020, a decrease of approximately $0.3 million or approximately 30%.

of Operations for the Three Months Ended June 30, 2020 and 2019

revenues were $0.8 million and $1.0 million for the three months ended June 30, 2020 and 2019, respectively.

The decrease of approximately

$0.2 million or 17% in revenues comparing the three months ended June 30, 2020 to the three months ended June 30, 2019 is primarily

attributable to the decreases in revenues from our products segment revenue, which includes our environmental solutions segment,

which decreased from $0.9 million for the three months ended June 30, 2019 to $0.7 million for the three months ended June 30,

2020, a decrease of approximately $0.2 million or approximately 18%.

Environmental solutions segment generated less revenue as

the volume of media sales decreased, primarily due to a shortage of capital to produce the media internally, and the general slowdown

of our construction contracts due to the slowdown in the economy attributable to the COVID-19 pandemic.

expenses, which include cost of products, cost of solid waste and general and administrative (G&A) expenses, and salaries

and related expenses, were approximately $1.2 million for the three months ended June 30, 2020 compared to $1.4 million for the

three months ended June 30, 2019.

The decrease primarily consists of a decrease in general and administrative expenses of approximately

$0.2 million in the second quarter of 2020 from the second quarter of 2019, which was a result of reduced insurance expenses,

and professional services during the quarter.

non-operating other expense, net was $0.2 million for the three months ended June 30, 2020 compared to $0.1 million for the three

months ended June 30, 2019.

The increase in expense in 2020 compared to 2019 is primarily due to an increase in interest expense

of $0.1 million as a result of the increase overall debt outstanding.

is no provision for income taxes for both the six months ended June 30, 2020 and 2019, due to our net losses for both periods

and we continue to maintain full allowances covering our net deferred tax benefits as of June 30, 2020 and 2019.

loss, before non-controlling interest, for the three months ended June 30, 2020 was $0.6 million compared to a net loss, before

non-controlling interest, of $0.5 million for the three months ended June 30, 2019.

The net loss attributable to SEER after deducting

$38,000 for the non-controlling interest was $0.6 million for the three months ended June 30, 2020 as compared to $1.0 million,

after deducting $39,100 in non-controlling interest, and a loss of $0.5 million for discontinued operations for the three months

ended June 30, 2019.

As noted above, an decrease in non-operating expenses during 2020 of 69%, a decrease of operating expenses

of 11%, offset by a 17% decrease in revenue in 2020 compared to 2019, was the primary reason for the decrease in the net loss.

of Operations for the Six Months Ended June 30, 2020 and 2019

revenues were $1.6 million and $2.1 million for the six months ended June 30, 2020 and 2019, respectively.

The decrease of approximately

$0.5 million or 24% in revenues comparing the six months ended June 30, 2020 to the six months ended June 30, 2019 is primarily

attributable to the decreases in revenues from our products segment revenue, which includes our environmental solutions segment,

which decreased from approximately $2.0 million for the six months ended June 30, 2019 to approximately $1.5 million for the six

months ended June 30, 2020, a decrease of approximately $0.5 million or approximately 24%.

Environmental solutions segment generated

less revenue as the volume of media sales decreased, primarily due to a shortage of capital to produce the media internally.

less revenue as the volume of media sales decreased, primarily due to a shortage of capital to produce the media internally, and

the general slowdown of our construction contracts due to the slowdown in the economy attributable to the COVID-19 pandemic.

expenses, which include cost of products, cost of solid waste and general and administrative (G&A) expenses, and salaries

and related expenses, were approximately $1.5 million for the three months ended March 31, 2020 compared to $1.4 million for the

three months ended March 31, 2019.

The increase primarily consists of an increase in salaries and related expenses of approximately

$0.1 million in the first quarter of 2020 from the first quarter of 2019, which was a result of classifying most REGS employees

in the first quarter of 2019 in discontinued operations, resulting in less comparable employees remaining in continuing operations

Also contributing, was an increase in stock-based compensation in 2020.

Product costs as a percentage of product revenues

was 81% in 2020 compared to 59% in 2019.

The decrease in margin is primarily due to more media being produced internally in 2019,

and REGS costs, related to building kilns, being included in product costs in 2020, which did not exist in 2019.

Solid waste costs

remained consistent in 2020 and 2019.

non-operating other expense, net was a $400 benefit for the three months ended March 31, 2020 compared to $39,900 expense for

the three months ended March 31, 2019.

The decrease in expense in 2020 compared to 2019 is primarily due to an increase in other

income of $0.1 million due to a gain on sale of disposed assets.

This was offset by an increase in interest expense of $0.1 million

as a result of the increase overall debt outstanding.

is no provision for income taxes for both the three months ended March 31, 2020 and 2019, due to our net losses for both periods

and we continue to maintain full allowances covering our net deferred tax benefits as of March 31, 2020 and 2019.

loss, before non-controlling interest, for the three months ended March 31, 2020 was $0.7 million compared to a net loss, before

non-controlling interest, of $0.6 million for the three months ended March 31, 2019.

and related expenses, were approximately $2.67 million for the six months ended June 30, 2020 compared to $2.73 million for the

six months ended June 30, 2019.

The decrease primarily consists of a decrease in general and administrative expenses of approximately

$0.1 million in the six months ending June 30, 2020 from the six months ended June 30, 2019, which was a result of reduced insurance

expenses, and professional services during the first half of fiscal year 2020.

non-operating expense remained consistent at approximately $0.2 million for the six months ended June 30, 2020, and 2019.

is no provision for income taxes for both the six months ended June 30, 2020 and 2019, due to our net losses for both periods

and we continue to maintain full allowances covering our net deferred tax benefits as of June 30, 2020 and 2019.

loss, before non-controlling interest, for the six months ended June 30, 2020 was $1.3 million compared to a net loss, before

non-controlling interest, of $0.8 million for the six months ended June 30, 2019.

The net loss attributable to SEER after deducting

$27,300 for the non-controlling interest was $0.6 million for the three months ended March 31, 2020 as compared to $0.6 million,

after deducting $28,300 in non-controlling interest, and $0.3 million for discontinued operations for the three months ended March

As noted above, the 30% decrease in revenue in 2020 compared to 2019 and an increase of operating expenses of 8% and

offset by non-operating expenses during 2020 of 101% was the primary reason for the increase in the net loss.

of Discontinued Operations for the Three Months Ended March 31, 2020 and 2019

$65,300 for the non-controlling interest was $1.2 million for the six months ended June 30, 2020 as compared to $1.5 million,

after deducting $67,400 in non-controlling interest, and $0.8 million for discontinued operations for the six months ended June

As noted above, a 28% decrease in non-operating expenses, and a decrease of operating expenses of 3%, offset by a decrease

in revenue of 24% in 2020 compared to 2019, was the primary reason for the decrease in the net loss.

of Discontinued Operations for the Three and Six Months Ended June 30, 2020 and 2019

the fourth quarter of 2019, the Company ceased bidding on, and accepting contracts for the services division of its REGS subsidiary.

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For the three months ended

For the six months ended

Services revenue

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Total income from discontinued operations

is no provision for income taxes for both the three months ended March 31, 2020 and 2019, due to our net losses for both periods

and we continue to maintain full allowances covering our net deferred tax benefits as of March 31, 2020 and 2019.

Company had net cash used by operating activities for the three months ended March 31, 2020 of $0.3 million compared to net cash

used by operating activities for the three months ended March 31, 2019 of $0.6, an decrease of cash used of approximately $0.3

Cash used by operating activities is driven by our net loss and adjusted by non-cash items as well as changes in operating

assets and liabilities.

is no provision for income taxes for both the three or six months ended June 30, 2020 and 2019, due to our net losses for both

periods and we continue to maintain full allowances covering our net deferred tax benefits as of June 30, 2020 and 2019.

Company had net cash used by operating activities for the six months ended June 30, 2020 of $0.8 million compared to net cash

used by operating activities for the six months ended June 30, 2019 of $1.0, an decrease of cash used of approximately $0.2 million.

Cash used by operating activities is driven by our net loss and adjusted by non-cash items as well as changes in operating assets

and liabilities.

Non-cash adjustments primarily include depreciation, amortization of intangible assets, stock-based compensation

expense and non-cash interest expense.

Non-cash adjustments were consistent and totaled $0.1 million for both the three months

ended March 31, 2020 and 2019.

Changes in account receivable provided $0.6 million more cash in the first quarter of 2020.

in account payable and accrued expenses provided $0.4 million, and the increase in deferred revenue provided $0.2 million more

These were offset by increase in costs in excess of billing using $0.5 more cash in 2020, the increase in prepaid expenses

using $0.2 million in 2020, and the increase in inventory used $0.1 million more in cash in the three months ended March 31, 2020.

cash used by investing activities was $19,300 for the three months ended March 31, 2020 compared to $211,000 of cash provided

for the three months ended March 31, 2019.

The purchase of property and equipment was $19,300 for the three months ended March

31, 2020 compared to $15,000 for the purchase of property and equipment for the three months ended March 31, 2019.

from notes receivable totaled $0.0 million and $0.2 million for the three months ended March 31, 2020 and 2019, respectively.

The increase in notes receivable proceeds relates to the Company’s negotiation of an early earnout payment received in full.

cash provided by financing activities was $0.1 million for the three months ended March 31, 2020 compared to $0.4 million for

the three months ended March 31, 2019.

The net proceeds related to debt of approximately $150,000 in the three months ended March

31, 2020 compared to approximately $500,000 in the three months ended March 31, 2019 and principal payments on debt of $52,500

for the three months ended March 31, 2020 compared to $119,400 for the three months ended March 31, 2019.

expense, provision for bad debt, and non-cash interest expense.

Non-cash adjustments totaled $0.4 million for the six months ended

June 30, 2020, compared to $0.2 million for the six months ended June 30, 2019.

Provision for bad debt totaled $0.2 million during

the six months ended June 30, 2020 compared to $0 in the comparative period in 2019.

In addition to the non-cash adjustments to

net income, changes in assets and liabilities include:

a) changes in account receivable provided $0.2 million in cash in the first

half of 2020, compared to $0.6 million in the first half of 2019, b) increase in deferred revenue provided $0.1 million in the

first half of 2020, compared to using $0.2 million in the first half of 2019, and c) the increase in costs in excess of billing

using $0.1 cash in the first half of 2020 compared to providing $0.2 million in the first half of 2019.

cash used by investing activities was $0.1 million for the six months ended June 30, 2020 compared to $0.7 million of cash provided

for the six months ended June 30, 2019.

The purchase of property and equipment was consistent at $0.1 for the six months ended

June 30, 2020 and 2019, respectively.

The proceeds from notes receivable totaled $0 and $0.6 million for the six months ended

June 30, 2020 and 2019, respectively.

The increase in notes receivable proceeds relates to the Company’s negotiation of

an early earnout payment received in full.

The proceeds from outside minority interest investment in new subsidiary totaled $0

and $0.2 million for the six months ended June 30, 2020 and 2019, respectively.

cash provided by financing activities was $0.7 million for the six months ended June 30, 2020 compared to $0.3 million for the

six months ended June 30, 2019.

The net proceeds related to debt of approximately $0.8 in the six months ended June 30, 2020 compared

to approximately $0.5 million in the six months ended June 30, 2019 and principal payments on debt of $0.1 million for the six

months ended June 30, 2020 compared to $0.2 million for the six months ended June 30, 2019.

Accounting Policies, Judgments and Estimates

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An allowance for doubtful accounts of approximately $1,000 and

has been reserved as of March 31, 2020 and December 31, 2019, respectively.

$11,800 has been reserved as of June 30, 2020 and December 31, 2019, respectively.

are exposed to credit risk in the normal course of business, primarily related to accounts receivable.

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an allowance for doubtful accounts.

As of March 31, 2020, and December 31, 2019, we do not believe that we have significant credit

As of June 30, 2020, and December 31, 2019, we do not believe that we have significant credit

Value of Financial Instruments

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the amount and timing of estimated future cash flows.

No impairments were determined as of March 31, 2020.

No impairments were determined as of June 30, 2020.

May 2014, the FASB issued guidance on revenue from contracts with customers that superseded most current revenue recognition guidance,

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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