Item 4. Controls and Procedures
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We have performed an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of our disclosure controls and procedures, as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”). As a result of the material weakness in our internal control over financial reporting described in Item 9A. Controls and Procedures in our Annual Report on Form 10-K for the year ended December 30, 2023 filed with the SEC, our management, including our CEO and CFO, concluded that our disclosure controls and procedures were not effective as of September 28, 2024 to provide reasonable assurance that information required to be disclosed by us in the reports filed or submitted by us under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms.
Changes in Internal Control over Financial Reporting
There was no change in our internal controls during the fiscal quarter ended September 28, 2024 that materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting, with the exception of ongoing remediation efforts of the aforementioned material weakness.
Remediation
We continue to implement our plan to remediate the aforementioned material weakness, including the following:
• Evaluating and reassessing the design of our inventory valuation methods, including key assumptions used in the determination of the net realizable value of our inventory;
• Designing and implementing enhanced controls and documentation requirements during the quarter ended September 28, 2024 that support the completeness and accuracy of data used in the inventory valuation assessment;
• Formalizing management’s review and assessment of information used in the inventory valuation assessment; and
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• Refining the critical assumptions to be used in the inventory valuation assessment, including demand forecast information, historical results, market conditions, and aging of inventory.
Management believes that the outlined plans will effectively address the deficiency constituting the material weakness, with the remediation efforts, including necessary testing, anticipated to conclude by the end of 2024. However, the exact timing of completion cannot be guaranteed. As the remediation progresses, management may enact additional measures or refine elements of the remediation plan described above as deemed necessary.
Part II. Other Information
Item 1. Legal Proceedings
Information regarding legal proceedings is provided in Note 7, Commitments and Contingencies , to the Condensed Consolidated Financial Statements. Such information is incorporated by reference herein.
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