What changed in this filing

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Item 4. Controls and Procedures

2020-08-14 compared with 2020-05-12 · 24 added, 27 removed, 23 unchanged (69% of the section changed)

12 unchanged sentences

statements in conformity with GAAP.

In connection

with the preparation of this Form 10-Q, management, with the participation of our Principal Executive Officer and Principal

Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as

defined in Exchange Act Rule 13a-15(e) and 15d-15(e)).

Based upon that evaluation, our Principal Executive Officer and

Principal Financial Officer concluded that, as of the end of the period covered by this Form 10-Q, our disclosure controls

and procedures were not effective.

In connection with

our annual report on Form 10-K for the year ended December 31, 2019, we reported a material weakness in our internal controls over

financial reporting resulting from the determination following initial audit procedures that the documentation underlying the preparation

of forward projections, which included copies of customer contracts underlying the basis of projecting revenues and support for

the projected cost structures associated with determining the fair value of the Sysorex note as of December 31, 2019, was not supportable

thereby requiring material adjustments to be made to the carrying value of the note as determined by management as of December

To address the material weakness, we have enhanced our internal technical accounting capabilities by engaging and using

third-party advisors to assist in areas requiring specialized technical accounting expertise, including with respect to designing

the procedures and processes associated with assessing the fair value of our equity and debt instruments.

We have tested these

measures and believe these measures have enabled us to remediate the underlying control deficiency that gave rise to the previously

disclosed material weakness.

As a result, and in

connection with the preparation of this Form 10-Q, management, with the participation of our Principal Executive Officer and Principal

Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined

in Exchange Act Rule 13a-15(e) and 15d-15(e)).

Based upon that evaluation, our Principal Executive Officer and Principal Financial

Officer concluded that, as of the end of the period covered by this Form 10-Q, our disclosure controls and procedures were effective.

Changes in Internal Controls

Remediation Measures

connection with our annual report on Form 10-K for the year ended December 31, 2019, we reported a material weakness in our internal

controls over financial reporting resulting from the determination following initial audit procedures that the documentation

underlying the preparation of forward projections, which included copies of customer contracts underlying the basis of projecting

revenues and support for the projected cost structures associated with determining the fair value of the Sysorex note as of December

31, 2019, was not supportable thereby requiring material adjustments to be made to the carrying value of the note as determined

by management as of December 31, 2019.

To address the material weakness, during February 2020, we have enhanced our internal technical

accounting capabilities by engaging and using third-party advisors to assist in areas requiring specialized technical accounting

expertise, including with respect to designing the procedures and processes associated with assessing the fair value of our equity

and debt instruments.

While we believe that these actions will be sufficient to remediate the material weakness, it will

not be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded,

through testing, that these controls are operating effectively.

We expect that the remediation of this material weakness will

be completed by the end of second quarter 2020.

Except as described above, there have been no changes in our

internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rule 13a-15

or 15d-15 under the Exchange Act that occurred during the quarter ended March 31, 2020 that has materially affected, or is reasonably

likely to materially affect, our internal control over financial reporting.

The Company’s management determined there were no material changes needed to internal controls as

With the exception

of the remediation efforts described above there have been no changes in our internal control over financial reporting identified

in connection with the evaluation required by paragraph (d) of Rule 13a-15 or 15d-15 under the Exchange Act that occurred during

the quarter ended June 30, 2020 that has materially affected, or is reasonably likely to materially affect, our internal control

over financial reporting.

The Company’s management determined that there were no material changes needed to internal controls as

a result of the COVID-19 pandemic.

7 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.

What changed 10-Q

Item 4. Controls and Procedures