8 unchanged sentences
under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer,
−Removed: of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) Exchange Act.
−Removed: Based upon our evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of the end of the period covered
−Removed: by this report, our disclosure controls and procedures, as defined in Rule 13a-15(e), were not effective at the reasonable assurance level
−Removed: due to material weaknesses in our internal control over financial reporting which were disclosed in our 2023 Annual Report.
−Removed: Our management,
−Removed: including our Chief Executive Officer and Chief Financial Officer, has also concluded that as of December 31, 2023, March 31, 2024, and
−Removed: June 30, 2024, our disclosure controls and procedures, as defined in Rule 13a-15(e), were not effective at the reasonable assurance level
−Removed: due to material weaknesses in our internal control over financial reporting which were disclosed in our 2023 Annual Report.
+Added: of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
+Added: under the Exchange Act.
+Added: Based upon our evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of March 31,
+Added: 2025 our disclosure controls and procedures ensuring that information that we are required to disclose in reports that we file or submit
+Added: under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms, were
+Added: ineffective, due to a material weakness related to Information Technology General Control area.
Material Weakness in Internal Control over Financial Reporting
1 unchanged sentence
and Procedures of our 2024 Annual Report, our management identified the following material weaknesses in our internal control over
−Removed: financial reporting:
−Removed: • Inadequate design of user access provisioning/deprovisioning controls and inadequate segregation of
−Removed: duties on certain controls or processes;
−Removed: • Lack of specialized experts related to income tax areas;
−Removed: • Inappropriate application of accounting standards related to warrant modifications
−Removed: Notwithstanding the identified
−Removed: material weaknesses, our management believes the unaudited condensed financial statements included in this Form 10-Q fairly present, in
−Removed: all material respects, our financial condition, results of operations and cash flows as of and for the periods presented in accordance
−Removed: Plan to Remediate the Material Weakness
−Removed: We continue to be committed
−Removed: to maintaining a strong internal control environment.
−Removed: In response to the identified material weaknesses, management has taken comprehensive
−Removed: actions to strengthen its internal controls and has been and continues to implement measures designed to ensure that control deficiencies
−Removed: contributing to the material weakness are remediated.
−Removed: Our plans for remediation
−Removed: include, but are not limited to, the efforts summarized below, which have been or are in the process of being implemented:
−Removed: • Enhanced procedures for formal documented review and approval of journal entries;
−Removed: • Reorganized the accounting team members to ensure proper segregation of duties;
−Removed: • Implemented core financial reporting and financial close software systems;
−Removed: • Performed risk assessment procedures and improved the documentation of internal processes and controls;
−Removed: • Improved documentation over complex financial transactions;
−Removed: • Implemented additional procedures over assessment of cybersecurity and information technology general
−Removed: • Increase the extent of oversight and verification checks included in operation of user access controls
−Removed: and processes;
−Removed: • Continue to enhance review over financial reporting, financial operations, internal controls including
−Removed: segregation of duties;
−Removed: as well as improve tax analysis and fair value estimates.
−Removed: We will not be able to conclude
−Removed: whether these efforts will fully remediate the material weakness until the updated process has operated for a sufficient period of time
−Removed: and management has concluded, through testing, that such controls are operating effectively.
+Added: financial reporting, which is observed in many small companies with a small number of accounting and financial reporting staff:
+Added: · Inadequate design
+Added: of user access provisioning/deprovisioning controls and inadequate segregation of duties on certain controls or processes, related to
+Added: our information technology general controls (ITGC).
+Added: The management has discussed
+Added: this matter and developed a remediation plan including transitioning some of the administrative responsibilities to a third-party service
+Added: We remain committed to completing the final phase of our remediation plan in the second quarter of 2025 and strengthening our
+Added: overall control environment.
Changes in Internal Control over Financial
1 unchanged sentence
efforts described above, there was no change in our internal controls over financial reporting that occurred during the quarter ended
−Removed: September 30, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial
+Added: March 31, 2025 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Inherent Limitations over Internal Controls
9 unchanged sentences
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.