What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-06-06 compared with 2024-04-16 · 59 added, 67 removed, 171 unchanged (42% of the section changed)

49 unchanged sentences

The primary reason for that working capital deficit increase

from December 31, 2022 to December 31, 2023, is due a decrease in accounts receivable, and contract assets, and an increase in accrued

liabilities and short term borrowings.

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

of approximately $34.4 million as of December 31, 2023, and $32.0 million as of December 31, 2022.

For the years ended December 31, 2023

and 2022, respectively, the Company incurred net losses of approximately $2.4 million and $2.7 million.

from December 31, 2023 to December 31, 2024, is due an increase in accrued liabilities, short term borrowings, and contract liabilities,

offset by an increase in cash, and accounts receivable.

shown in the accompanying consolidated financial statements, we have experienced recurring losses, and has accumulated a deficit of approximately

$36.2 million as of December 31, 2024, and $34.4 million as of December 31, 2023.

For the years ended December 31, 2024 and 2023, respectively,

we incurred net losses of approximately $1.8 million and $2.4 million.

of a major portion of our assets as of December 31, 2024, is dependent upon our continued operations.

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revenues were $4.3 million and $2.9 million for the years ended December 31, 2024, and 2023, respectively.

The decrease of approximately

$1.1 million or 28% in revenues comparing the year ended December 31, 2023, to the year ended December 31, 2022, is primarily attributable

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

$3.9 million for the year ended December 31, 2022, to $2.9 million for the year ended December 31, 2023, an decrease of approximately

$1.0 million or approximately 26%.

Our product percent-complete contract revenue decreased due to several material projects being postponed

due to site preparation delays and capital constraints of the Company.

Media sales have also decreased, as the Company’s capital

constraints have slowed our ability to produce media, and fill orders.

Our solid waste segment also decreased $0.1 million, as we no

longer collect a management fee from our PWS subsidiary.

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

expenses, and impairment were approximately $4.6 million and $5.4 million for the years ended December 31, 2023, and 2022.

Product costs

decreased approximately $1.0 million for the year ended December 31, 2023, compared to the year ended December 31, 2022 due to above

mentioned percent-complete project delays.

General and administrative expenses decreased by $0.1 million, due to an decrease in accounting

and professional fees related to decreased auditing prep fees.

the year ended December 31, 2023, the Company incurred impairment losses of $0.2 million, compared to impairment losses of $0 for the

year ended December 31, 2022, as the impairment losses incurred in fiscal year 2022 are reported in discontinued operations.

The increase of approximately

$1.4 million or 49% in revenues comparing the year ended December 31, 2024, to the year ended December 31, 2023, is attributable to the

increases in revenues from our products revenue of 41% and our media sales revenue of 41% from December 31 2023.

Our revenue recognized over time using a measure of progress increased due to several material projects being postponed due to site preparation delays and capital constraints of

the Company in FY 2023.

Media sales have also increased, as the Company’s capital constraints have slowed our ability to produce

media and fill orders in FY 2023 was relieved to some degree in 2024.

We cannot assure conditions will continue to improve, but we believe

FY 2023 was an anomalous year with these slowdowns and constraints.

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

were approximately $5.3 million and $4.6 million for the years ended December 31, 2024, and 2023.

Product costs increased approximately

$0.9 million for the year ended December 31, 2024, compared to the year ended December 31, 2023 due to above revenue recognized over time using a measure of progress increased, as well as cost of media delivered.

Expense due to impairment decreased $0.2 million offsetting the increase

in product costs.

non-operating income or expense, net was $0.8 million of other expense for the year ended December 31, 2024, compared to $0.9 million

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During the year ended December 31, 2024, the Company incurred interest expense

of $0.9 million, compared to $0.8 million for the year ended December 31, 2022.

The Company also recognized a gain on debt extinguishment

of $0.1 million during the year ended December 31, 2022, which was $0 for the year ended December 31, 2023.

of $0.9 million, which was consistent with the year ended December 31, 2023.

The Company also recognized approximately $0.2 million during

the year ended December 31, 2024, a result of selling equity units the Company owned in Biochar Now, LLC, which was $0 for the year ended

December 31, 2023.

is no provision for income taxes for both the years ended December 31, 2024, and 2023, due to our net operating loss carryforward for

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The net loss attributable to SEER after deducting $4,500 for the non-controlling interest

and adding a gain from discontinued operations of $0.2 million was $2.4 million for the year ended December 31, 2023, as compared to

net income attributable to SEER after deducting $71,200 for the non-controlling interest and deducting a loss from discontinued operations

of $0.7 million was $2.6 million for the year ended December 31, 2022.

and adding a gain from discontinued operations of $3,700 was $1.8 million for the year ended December 31, 2024, as compared to net income

attributable to SEER after deducting $7,700 for the non-controlling interest and deducting a loss from discontinued operations of $0.2

million was $2.4 million for the year ended December 31, 2023.

and Capital Resources

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Operating activities

$ (1,024,000 )

Investing activities

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Non-cash adjustments primarily include depreciation and amortization of property & equipment and intangible

assets, gain/loss on sale off fixed assets, including assets held for sale, impairment loss, gain on debt extinguishment, and bad debt

expense/recovery.

In 2023, net non-cash adjustments totaled approximately ($0.1) million and in 2022, net non-cash adjustments totaled

$0.4 million.

2023 non-cash adjustments included $0.2 million related to impairment loss, gain on assets held for sale of approximately

assets, share based payments, gain/loss on sale off fixed assets, including assets held for sale, impairment loss, and bad debt expense/recovery.

In 2024, net non-cash adjustments totaled approximately $0.2 million and in 2023, net non-cash adjustments totaled ($0.1) million.

2024 non-cash adjustments included $0.1 million related to share-based payments, relating to the issuance of Preferred Shares for consulting

In 2023 non-cash adjustments included $0.2 million related to impairment loss, gain on assets held for sale of approximately

($0.2), and $0.1 million related to bad debt adjustment.

addition to the non-cash adjustments to net income, changes in assets and liabilities include:

a) changes in accounts receivable provided

$0.5 million in cash in 2023, compared to cash used of $0.3 million in 2022, a net increase in cash used of $0.8 million, b) changes

in contract liabilities provided $0.3 million in cash in 2023, compared to providing $10,100 in 2022, a net increase in cash provided

of $0.3 million, c) changes in contract assets provided $0.1 million in 2023, compared to using $0.1 million in 2022, a net increase

in cash provided of $0.2 million, d) accounts payable, accrued liabilities, and customer deposits provided $0.7 million in 2023, compared

to providing $1.4 million in 2022, a net decrease in cash provided of $0.7 million, d) inventory used $7,400 in 2023, compared to providing

$0.2 million in 2022, a net decrease in cash provided of $0.2 million.

a) changes in accounts payable, accrued liabilities, and customer deposits provided

$1.1 million in cash in 2024, compared to providing $0.7 million in 2023, a net increase in cash provided of $0.4 million, b) changes

in accounts receivable used $0.3 million in cash in 2024, compared to cash providing of $0.5 million in 2023, a net decrease in cash

provided of $0.8 million, c) changes in contract assets provided $17,000 in 2024, compared to providing $0.1 million in 2023, a net decrease

in cash provided of $0.1 million, d) deferred revenue used $22,700 in 2024, compared to providing $43,300 in 2023, a net decrease in

cash provided of $0.1 million.

cash used by investing activities is primarily attributable to the purchase of property and equipment, and proceeds from the sale of

Our net cash flow provided by investing activities was $0.3 million for the year ended December 31, 2023 and used $8,300 for

the year ended December 31, 2022.

During 2023, we had proceeds of $0.3 million from the sale of assets held for sale.

assets, including assets held for sale.

Our net cash flow provided by investing activities was $36,800 for the year ended December 31,

2024 and provided $0.3 million for the year ended December 31, 2023.

During 2024 and 2023, we had proceeds of $0.1 and $0.3 million from

the sale of assets held for sale, respectively.

Purchase of property, plant and equipment was $22,700 and $14,900 for the years ended

December 31, 2024 and 2023, respectively.

cash provided by financing activities was approximately $0.9 million for 2024 and approximately $0.7 million for 2023.

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Payments on notes payable

was $0.2 million in 2023 and $0.1 million in 2022.

were $0.3 million in 2024 and $0.2 million in 2023.

Accounting Policies, Judgments and Estimates

18 unchanged sentences

for recovery is remote.

An allowance for doubtful accounts of approximately $24,200 and $179,000 had been reserved as of December 31,

2023, and 2022, respectively.

An allowance for doubtful accounts of approximately $24,200 have been reserved as of both December 31, 2024,

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

Our customers operate primarily

in the oil production and refining, rail transport, biogas generating and wastewater treatment industries in the United States.

we are affected by the economic conditions in these industries as well as general economic conditions in the United States.

credit risk, management periodically reviews and evaluates the financial condition of its customers and maintains an allowance for doubtful

As of December 31, 2023, and 2022, we do not believe that we have significant credit risk.

and Intangible Assets

in the rail transport, biogas generating and wastewater treatment industries in the United States.

Accordingly, we are affected by the

economic conditions in these industries as well as general economic conditions in the United States.

To limit credit risk, management

periodically reviews and evaluates the financial condition of its customers and maintains an allowance for doubtful accounts.

As of December

31, 2024, and 2023, we do not believe that we have significant credit risk.

Intangible Assets

Intangible assets deemed to have finite lives are amortized on a straight-line basis over their estimated useful lives, where

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is not permitted.

represents the excess of purchase price of acquired businesses over the fair value of the assets acquired and liabilities assumed.

is allocated to the reporting unit in which the business that created the goodwill resides.

The Company evaluates the recoverability

of goodwill annually;

however, we could be required to evaluate the recoverability of goodwill more often if impairment indicators exist.

2022, we early adopted ASU 2017-04, Intangibles-Goodwill and Other (Topic 350):

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the fair value and carrying value, but is limited to the carrying value of the reporting unit’s goodwill.

An impairment loss was

charged to goodwill in the amount of $277,800 for the year ended December 31, 2022.

This impairment loss is included in discontinued

operations in this report for fiscal year 2022.

An impairment loss was charged to investments in the amount of $182,200 for the year

ended December 31, 2023.

This impairment loss

is included in discontinued operations in this report for fiscal year 2022.

An impairment loss was charged to investments in the amount

of $182,200 for the year ended December 31, 2023.

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-K

Item 7. Management’s Discussion and Analysis