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Stran & Company Reports Financial Results for 2024 Fiscal Year
Newsfilter· 2025-04-14 20:30
Core Viewpoint - Stran & Company, Inc. reported a successful financial year for 2024, with a focus on growth and operational initiatives following a re-audit of previous financial statements. The company achieved record sales and is optimistic about future growth opportunities, aiming to surpass $100 million in annual sales by 2025 [1][2][5]. Financial Performance - Sales increased by 8.8% to approximately $82.7 million for the fiscal year ended December 31, 2024, compared to approximately $76.0 million in 2023 [6][7]. - Gross profit for 2024 was approximately $25.8 million, representing a gross margin of 31.2%, up from approximately $24.9 million and a gross margin of 32.7% in 2023 [7][8]. - The net loss for 2024 was approximately $4.1 million, compared to a net loss of approximately $0.4 million in 2023, primarily due to increased operating expenses [10][20]. Strategic Initiatives - The acquisition of Gander Group assets in August 2024 contributed approximately $9.9 million in sales, significantly enhancing Stran's presence in the hospitality and entertainment sectors [2][6]. - The company secured multiple new multi-year contracts across various industries, including residential housing development and molecular diagnostics, indicating a growing demand for its services [3][4]. Operational Insights - Operating expenses increased by 17.6% to approximately $30.7 million in 2024, up from approximately $26.1 million in 2023, with a notable rise in expenses related to the implementation of a new enterprise resource planning system and the acquisition of Gander Group [9][20]. - The company aims to accelerate organic growth and expand into high-value verticals while leveraging its tech-driven platform for innovative marketing solutions [5]. Future Outlook - Management expressed optimism about the company's growth trajectory, expecting to exceed $100 million in annual sales by 2025, supported by a stronger operational foundation and a healthy pipeline of opportunities [5].
Stran & Company Reports Financial Results for 2024 Fiscal Year
Globenewswire· 2025-04-14 20:30
Core Viewpoint - Stran & Company, Inc. reported a successful financial year for 2024, with a focus on growth and operational initiatives following a re-audit of previous financial statements. The company achieved record sales and is optimistic about future growth opportunities, aiming to surpass $100 million in annual sales by 2025 [1][2][5]. Financial Performance - Sales increased by 8.8% to approximately $82.7 million for the fiscal year ended December 31, 2024, compared to approximately $76.0 million for 2023 [6][7]. - Gross profit rose by 3.9% to approximately $25.8 million, representing a gross margin of 31.2%, down from 32.7% in 2023 [8][9]. - The net loss for the year was approximately $4.1 million, compared to a net loss of approximately $0.4 million in 2023, primarily due to increased operating expenses [10][21]. Strategic Initiatives - The acquisition of Gander Group assets contributed approximately $9.9 million in sales and significantly expanded Stran's presence in the hospitality and entertainment sectors [2][6]. - The company secured multiple new multi-year contracts across various industries, indicating a growing demand for its promotional programs [3][4]. Operational Insights - Operating expenses increased by 17.6% to approximately $30.7 million, with a notable rise in expenses related to the implementation of an enterprise resource planning system and the acquisition of Gander Group [9]. - The company is focused on accelerating organic growth and expanding into high-value verticals, leveraging its tech-driven platform for innovative marketing solutions [5][6]. Future Outlook - Management expressed optimism about the growth trajectory, expecting to exceed $100 million in annual sales in 2025, supported by a stronger operational foundation and a healthy pipeline of opportunities [5][6].
Stran & pany(SWAG) - 2024 Q4 - Annual Results
2025-03-07 22:00
Sales Performance - Sales increased by 31.3% to $76.0 million in 2023 from $57.9 million in 2022, driven by higher spending from existing clients and new customers[3] - Acquisitions of G.A.P. Promotions, Trend Brand Solutions, Premier NYC, and T R Miller contributed $15.1 million to 2023 sales, accounting for 19.9% of total sales[3] Profitability - Gross profit rose by 61.5% to $24.9 million in 2023, with a gross profit margin of 32.7%, up from 26.6% in 2022[4] - Net loss improved to $0.4 million in 2023 from $3.5 million in 2022, primarily due to increased sales from acquisitions and organic growth[5] Client and Market Expansion - The company expanded agreements with existing clients, each representing six-figure annual revenue potential, across industries like automotive, engineering, and oil and gas[2] - In November 2024, the company acquired Gander Group, enhancing its position in the casino continuity and loyalty sector[2] - The company expects the Gander Group acquisition to contribute to long-term growth and market leadership[2] Financial Position - Cash and cash equivalents decreased to $8.1 million in 2023 from $15.3 million in 2022[10] - Accounts receivable increased to $16.2 million in 2023 from $13.8 million in 2022, reflecting higher sales[10] Operating Expenses - Operating expenses increased to $26.1 million in 2023 from $19.0 million in 2022, driven by higher general and administrative expenses[13]
Stran & Company Reports Financial Results for Three and Nine Months Ended September 30, 2024
Newsfilter· 2025-03-07 22:00
- Granted Listing Extension from Nasdaq Hearing Panel - QUINCY, Mass., March 07, 2025 (GLOBE NEWSWIRE) -- Stran & Company, Inc. ("Stran" or the "Company") (NASDAQ:SWAG) (NASDAQ:SWAGW), a leading outsourced marketing solutions provider that leverages its promotional products and loyalty incentive expertise, today provided a business update and reported financial results for the three and nine months ended September 30, 2024. On March 3, 2025, the Nasdaq Hearings Panel informed the Company that it determined ...
Stran & Company Reports Financial Results for Three and Nine Months Ended September 30, 2024
Globenewswire· 2025-03-07 22:00
Core Viewpoint - Stran & Company, Inc. has successfully regained compliance with Nasdaq listing requirements and reported a modest sales growth in Q3 2024, despite facing challenges in customer spending. The acquisition of Gander Group is expected to drive future revenue growth and enhance operational efficiencies [2][3][4]. Financial Results Three Months Ended September 30, 2024 - Sales increased by 2.4% to approximately $20.1 million compared to $19.7 million in the same period of 2023. The growth was attributed to the Stran Loyalty Solutions segment, while the Stran segment faced reduced spending from clients [4][5]. - Gross profit decreased by 7.0% to approximately $6.0 million, representing 29.5% of sales, down from 32.5% in Q3 2023. This decline was primarily due to increased product costs from vendors [6]. - The net loss for the quarter was approximately $2.0 million, a significant change from a net profit of approximately $1.3 million in Q3 2023, driven by higher operating expenses and lower gross profit [7]. Nine Months Ended September 30, 2024 - Sales for the nine months increased by 4.9% to approximately $55.7 million from $53.1 million in the same period of 2023, with similar trends observed in the Stran and SLS segments [9]. - Gross profit for the nine months decreased slightly by 0.1% to approximately $17.0 million, or 30.6% of sales, compared to 32.1% in the prior year [10]. - The net loss for the nine months was approximately $3.6 million, compared to a net loss of approximately $0.1 million in the same period of 2023, primarily due to increased operating expenses [11]. Strategic Initiatives - The acquisition of Gander Group's strategic assets is expected to enhance Stran's market presence and create cross-selling opportunities, particularly in casino continuity and loyalty programs [4]. - The company aims to hold its annual shareholder meeting for 2024 in a timely manner following the filing of its Form 10-K, which is a step towards regaining full compliance with Nasdaq [3]. Financial Position - As of September 30, 2024, the company reported $17.0 million in cash, cash equivalents, and investments, indicating a strong financial position despite recent losses [4]. - Total current assets were approximately $38.6 million, while total liabilities stood at approximately $16.5 million, reflecting a healthy balance sheet [16][17].
Stran & pany(SWAG) - 2024 Q3 - Quarterly Report
2025-03-07 21:15
Financial Performance - For the three months ended September 30, 2024, total sales increased by 2.4% to $20.144 million compared to $19.674 million for the same period in 2023[162]. - The company reported a 4.9% increase in sales for the nine months ended September 30, 2024, compared to the same period in 2023[162]. - Total sales increased by 2.4% to approximately $20.1 million for the three months ended September 30, 2024, compared to approximately $19.7 million for the same period in 2023[173]. - Total sales for the nine months ended September 30, 2024, increased by 4.9% to approximately $55.7 million, compared to approximately $53.1 million for the same period in 2023[183]. Revenue Composition - Program clients accounted for 83.2% of total revenue for the three months ended September 30, 2024, up from 80.5% in the same period of 2023[161]. - The company acquired assets from T R Miller Co., Inc. in June 2023 and from Bangarang Enterprises, LLC in August 2024, contributing to revenue growth[162]. Profitability - Gross profit for the three months ended September 30, 2024, was $5.952 million, representing a gross margin of 29.5%, down from 32.5% in the prior year[170]. - Gross profit decreased by 7.0% to approximately $6.0 million, or 29.5% of sales, for the three months ended September 30, 2024, compared to approximately $6.4 million, or 32.5% of sales, for the same period in 2023[175]. - Gross profit for the nine months ended September 30, 2024, was approximately $17.0 million, or 30.6% of sales, compared to approximately $17.1 million, or 32.1% of sales, for the same period in 2023[183]. - The Stran segment's gross profit margin decreased to 31.4% for the nine months ended September 30, 2024, from 32.1% in 2023, primarily due to increases in product costs from vendors[186]. Expenses - Operating expenses increased to $8.136 million for the three months ended September 30, 2024, compared to $5.732 million in the same period of 2023, reflecting a rise in general and administrative expenses[170]. - Operating expenses increased by 41.9% to approximately $8.1 million for the three months ended September 30, 2024, from approximately $5.7 million for the same period in 2023[176]. - The increase in operating expenses for the nine months ended September 30, 2024, was primarily due to higher general and administrative expenses, totaling approximately $21.0 million[183]. - Operating expenses increased by 16.8% to approximately $21.0 million for the nine months ended September 30, 2024, from approximately $18.0 million in 2023, with operating expenses as a percentage of sales decreasing to 37.7% from 33.9%[187]. Net Income/Loss - The net loss for the three months ended September 30, 2024, was $2.038 million, compared to a net income of $1.265 million for the same period in 2023[170]. - Net loss for the three months ended September 30, 2024, was approximately $2.0 million, compared to a net profit of approximately $1.3 million for the same period in 2023[181]. - Net loss for the nine months ended September 30, 2024, was approximately $3.6 million, compared to a net loss of approximately $0.1 million for the same period in 2023[193]. Assets and Liquidity - As of September 30, 2024, total assets were approximately $48.8 million, with total stockholders' equity of approximately $32.3 million[163]. - Cash and cash equivalents as of September 30, 2024, were approximately $10.0 million, with investments totaling approximately $6.9 million[194]. - The Company is required to maintain a minimum liquidity of $7.5 million at all times, defined as cash and short-term investments, less rewards program liabilities[213]. - The Company had not drawn any funds from the Revolving Line of Credit as of September 30, 2024, and December 31, 2023[226]. Taxation - The company anticipates that its effective tax rate will remain similar to the rate recorded in 2023 due to management's expectations of future earnings[180]. - The company anticipates that its effective tax rate will remain similar to the rate recorded in 2023, with an income tax provision of approximately $2 thousand for the nine months ended September 30, 2024[192]. Lease and Future Commitments - A new seven-year lease agreement for office space in North Quincy, Massachusetts, was signed, starting June 1, 2025, with an initial base rent of approximately $21 thousand per month[165]. - Future minimum lease payments total approximately $998,000, with $198,000 due in the remainder of 2024[224]. Acquisitions and Investments - The Company entered into a Secured Party Sale Agreement to acquire substantially all assets of Gander Group for approximately $1.1 million in cash and the assumption of liabilities totaling approximately $5.5 million[220]. - The Gander Group Transaction resulted in the acquisition of all equity of Gander Group Louisiana, LLC, which became a wholly-owned subsidiary of the Company[221]. Financial Covenants - The Company was required to maintain a minimum net worth of $2,000,000 by December 31, 2021, $2,750,000 by December 31, 2022, and $3,500,000 by December 31, 2023[212]. - The Company must maintain a minimum interest coverage ratio of 1.25:1 for the fiscal year ending December 31, 2024[213]. - The Company is prohibited from incurring additional indebtedness except in the ordinary course of business[214]. Impairment and Fair Value - The Company performed an annual impairment review of goodwill and indefinite-lived intangible assets during the fourth fiscal quarter of each year[229]. - The company assesses impairment of long-lived assets based on significant underperformance, changes in asset usage, and negative industry trends[232]. - Contingent earn-out liabilities are measured at fair value using the Black-Scholes-Merton Call Option Formula, with significant inputs including operating income projections and volatility[233]. - The fair value of earn-out liabilities can significantly impact reported financial results based on changes in assumptions and estimates[233].
Stran & Company Reports Financial Results for Three Months Ended March 31, 2024 and Three and Six Months Ended June 30, 2024
Newsfilter· 2025-02-11 13:30
Core Insights - Stran & Company, Inc. reported a 17.9% increase in revenue to approximately $18.8 million for Q1 2024 compared to Q1 2023, and a 6.4% increase in revenue to approximately $35.5 million for the six months ended June 30, 2024, compared to the same period in 2023, indicating successful execution of its growth strategy [2][9] - The company maintained a strong cash position with approximately $21.5 million in cash, equivalents, and investments as of June 30, 2024, reflecting financial stability [2] - Stran acquired strategic assets from Gander Group to enhance its technology and product offerings, supporting its long-term growth strategy [2] Financial Results First Quarter 2024 - Sales increased by 17.9% to approximately $18.8 million for the three months ended March 31, 2024, from approximately $16.0 million for the same period in 2023, driven by higher spending from existing clients and new customers [3] - Gross profit rose by 3.8% to approximately $5.6 million, representing 29.8% of sales, although the gross profit margin decreased from 33.9% in Q1 2023 due to increased product costs [4] - The net loss for Q1 2024 was approximately $0.5 million, consistent with the loss reported in Q1 2023, attributed to increased operating expenses and cost of sales [5] Second Quarter 2024 - Sales decreased by 4.1% to approximately $16.7 million for the three months ended June 30, 2024, compared to approximately $17.3 million for the same period in 2023, primarily due to lower spending from clients [6] - Gross profit increased by 4.2% to approximately $5.5 million, with a gross profit margin of 32.8%, an improvement from 30.1% in Q2 2023, attributed to better purchasing from suppliers [7][8] - The net loss for Q2 2024 was approximately $1.0 million, slightly higher than the loss of approximately $0.9 million in Q2 2023, mainly due to increased operating expenses [8] Six Months Ended June 30, 2024 - Total sales increased by 6.4% to approximately $35.5 million for the six months ended June 30, 2024, compared to approximately $33.4 million for the same period in 2023, driven by higher spending from existing clients and new customers [9] - Gross profit increased by 4.0% to approximately $11.1 million, with a gross profit margin of 31.2%, down from 31.9% in the prior year, due to rising product costs [10] - The net loss for the six months ended June 30, 2024, was approximately $1.5 million, compared to approximately $1.4 million for the same period in 2023, reflecting increased costs of sales and operating expenses [11] Company Overview - Stran has over 30 years of experience in the promotional products industry, specializing in complex marketing programs that enhance brand awareness and drive sales [12] - The company serves many Fortune 500 clients across various industries, providing promotional marketing, loyalty and incentive programs, and utilizing advanced technology for order processing and fulfillment [12]
Stran & Company Reports Financial Results for Three Months Ended March 31, 2024 and Three and Six Months Ended June 30, 2024
Globenewswire· 2025-02-11 13:30
Core Insights - Stran & Company, Inc. reported a 17.9% increase in revenue to approximately $18.8 million for Q1 2024 compared to Q1 2023, and a 6.4% increase in revenue to approximately $35.5 million for the first half of 2024 compared to the same period in 2023, indicating successful execution of its growth strategy [2][9] - The company maintained a strong cash position with approximately $21.5 million in cash, equivalents, and investments as of June 30, 2024 [2] - Stran acquired strategic assets from Gander Group to enhance its technology and product offerings, supporting its long-term growth strategy [2] Financial Performance First Quarter 2024 Results - Sales increased by 17.9% to approximately $18.8 million for the three months ended March 31, 2024, from approximately $16.0 million for the same period in 2023 [3] - Gross profit increased by 3.8% to approximately $5.6 million, representing 29.8% of sales, compared to 33.9% of sales in Q1 2023 [4] - Net loss remained stable at approximately $0.5 million for Q1 2024, similar to Q1 2023, despite increased sales [5] Second Quarter 2024 Results - Sales decreased by 4.1% to approximately $16.7 million for the three months ended June 30, 2024, from approximately $17.3 million for the same period in 2023 [6] - Gross profit increased by 4.2% to approximately $5.5 million, with a gross profit margin of 32.8%, up from 30.1% in Q2 2023 [7][8] - Net loss for Q2 2024 was approximately $1.0 million, compared to approximately $0.9 million for Q2 2023 [8] Six Months Ended June 30, 2024 Results - Sales increased by 6.4% to approximately $35.5 million for the six months ended June 30, 2024, from approximately $33.4 million for the same period in 2023 [9] - Gross profit increased by 4.0% to approximately $11.1 million, with a gross profit margin of 31.2%, down from 31.9% in the same period in 2023 [10] - Net loss for the six months ended June 30, 2024, was approximately $1.5 million, compared to approximately $1.4 million for the same period in 2023 [11] Company Overview - Stran has over 30 years of experience in the promotional products industry, specializing in complex marketing programs for Fortune 500 companies [12] - The company focuses on building long-term relationships with clients to enhance brand loyalty through promotional products and loyalty incentive programs [12]
Stran & pany(SWAG) - 2024 Q2 - Quarterly Report
2025-02-11 00:28
Financial Performance - For the three months ended June 30, 2024, sales decreased by 4.1% compared to the same period in 2023, while for the six months ended June 30, 2024, sales increased by 6.4% compared to the same period in 2023[153]. - Sales decreased by 4.1% to approximately $16.7 million for the three months ended June 30, 2024, compared to approximately $17.3 million for the same period in 2023[170]. - Total sales for the six months ended June 30, 2024, increased by 6.4% to approximately $35.5 million, compared to approximately $33.4 million for the same period in 2023[183]. - Gross profit increased by 4.2% to approximately $5.5 million, or 32.8% of sales, for the three months ended June 30, 2024, compared to approximately $5.2 million, or 30.1% of sales, for the same period in 2023[173]. - Gross profit for the six months ended June 30, 2024, increased by 4.0% to approximately $11.1 million, or 31.2% of sales, compared to approximately $10.7 million, or 31.9% of sales, for the same period in 2023[185]. - Net loss for the three months ended June 30, 2024, was approximately $1.0 million, compared to approximately $0.9 million for the same period in 2023[180]. - Net loss for the six months ended June 30, 2024, was approximately $1.5 million, compared to approximately $1.4 million for the same period in 2023[191]. Revenue Composition - Program clients accounted for 81.3% of total revenue for the three months ended June 30, 2024, up from 77.4% in the same period of 2023[152]. - For the three and six months ended June 30, 2024, program clients represented 82.7% of total revenue, indicating a growing reliance on programmatic business[152]. Assets and Equity - As of June 30, 2024, the company had approximately $46.6 million in total assets and approximately $34.3 million in total stockholders' equity[154]. - As of June 30, 2024, the company had cash and cash equivalents of approximately $11.9 million and investments of approximately $9.6 million, indicating sufficient liquidity for anticipated cash needs[192]. Costs and Expenses - Total cost of sales decreased by 7.7% to approximately $11.2 million for the three months ended June 30, 2024, from approximately $12.2 million for the same period in 2023, with cost of sales as a percentage of sales decreasing to 67.2%[172]. - Total cost of sales for the six months ended June 30, 2024, increased by 7.5% to approximately $24.4 million, with cost of sales as a percentage of sales decreasing to 68.8%[184]. - Operating expenses increased by 5.3% to approximately $6.6 million for the three months ended June 30, 2024, resulting in operating expenses as a percentage of sales increasing to 39.4%[174]. Cash Flow - Net cash provided by operating activities increased to approximately $4.2 million for the six months ended June 30, 2024, compared to $3.7 million for the same period in 2023, primarily due to a decrease in accounts receivable[194]. - Net cash provided by investing activities was approximately $0.4 million for the six months ended June 30, 2024, compared to a net cash used of approximately $3.1 million in the same period of 2023, driven by increased proceeds from the sale of investments[195]. - Net cash used in financing activities increased to approximately $0.8 million for the six months ended June 30, 2024, compared to $0.6 million for the same period in 2023, mainly due to reduced payments of contingent earn-out liabilities[196]. Debt and Financing - The company terminated its Revolving Line of Credit, which had an aggregate principal amount of up to $7.0 million, effective August 26, 2024[158]. - The company has a Revolving Line of Credit of up to $7.0 million, with no funds drawn as of June 30, 2024[212]. - The company’s debt service coverage ratio requirement was modified to a "Minimum Interest Coverage" of 1.25:1 for the fiscal year ending December 31, 2024[209]. Acquisitions and Investments - The company acquired the assets of Bangarang Enterprises, LLC for approximately $1.1 million in cash and assumed liabilities totaling approximately $5.5 million[160]. - The company benefited from the acquisition of T R Miller Co., Inc. in June 2023, contributing to revenue growth from existing clients and new customers[153]. Stock Repurchase - As of June 30, 2024, the company had repurchased a total of 1,815,166 shares of common stock for approximately $3.4 million, with approximately $6.6 million remaining available under the stock repurchase program[200]. - The company’s stock repurchase program allows for repurchases up to $10.0 million, with no defined number of shares to be repurchased over a specified timeframe[198]. Lease Obligations - The company entered into a seven-year lease agreement for new office space with an initial base rent of approximately $21 thousand per month, subject to annual escalations of 2.2% - 2.5%[156]. - Future minimum lease payments total approximately $1.1 million, with $287,000 due in the remainder of 2024[214]. Financial Reporting and Assumptions - The company performs an annual impairment review of goodwill during the fourth fiscal quarter, which is highly subjective and requires significant judgment[219]. - The fair value of reporting units is determined using both the income approach and the market approach, incorporating significant estimates and assumptions[220]. - The company assesses impairment of long-lived assets whenever events indicate that the carrying value may not be recoverable, considering various macroeconomic and company-specific factors[221]. - Contingent earn-out liabilities are measured at fair value using significant unobservable inputs, with the Black-Scholes-Merton Call Option Formula applied[222]. - The company evaluates its estimates and assumptions on an ongoing basis, which could lead to significant differences between estimated and actual results[217]. - The assumptions related to the valuation of goodwill and intangible assets have the greatest potential impact on the financial statements[218]. - Changes in assumptions and estimates regarding long-lived assets could materially impact reported financial results[221]. - The company considers significant underperformance relative to historical or projected future operating results as a trigger for impairment reviews[221]. Regulatory Compliance - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to rely on certain exemptions from disclosure requirements[164]. - Recent accounting pronouncements are discussed in Note A.16 of the financial statements[223].
Stran & pany(SWAG) - 2024 Q1 - Quarterly Report
2025-02-11 00:11
Financial Performance - For the three months ended March 31, 2024, sales increased by 17.9% compared to the same period in 2023, attributed to higher spending from existing clients and new customer acquisitions [138]. - Sales increased by 17.9% to approximately $18.8 million for the three months ended March 31, 2024, compared to approximately $16.0 million for the same period in 2023 [157]. - Total cost of sales rose by 25.1% to approximately $13.2 million for the three months ended March 31, 2024, from approximately $10.6 million for the same period in 2023, with cost of sales as a percentage of sales increasing to 70.2% [158]. - Gross profit increased by 3.8% to approximately $5.6 million, representing 29.8% of sales for the three months ended March 31, 2024, down from 33.9% for the same period in 2023 [159]. - Operating expenses rose by 4.8% to approximately $6.3 million for the three months ended March 31, 2024, while as a percentage of sales, operating expenses decreased to 33.4% [160]. - Net loss for the three months ended March 31, 2024, was approximately $0.5 million, consistent with the net loss of approximately $0.5 million for the same period in 2023 [165]. - Net cash provided by operating activities was approximately $2.1 million for the three months ended March 31, 2024, compared to net cash used of approximately $3.6 million for the same period in 2023 [168]. Revenue Sources - Program clients accounted for 86.0% of total revenue for the three months ended March 31, 2024, up from 81.7% in the same period of 2023 [137]. - The majority of revenue is derived from program business, with fewer than 350 out of over 2,000 active customers classified as program clients [137]. Assets and Equity - As of March 31, 2024, the company reported total assets of approximately $47.9 million and total stockholders' equity of approximately $35.2 million [138]. - Cash and cash equivalents as of March 31, 2024, were approximately $9.5 million, with investments totaling approximately $10.7 million [166]. - The Company had net deposits totaling approximately $2.9 million as of March 31, 2024, under its reward card programs [188]. Financing and Debt - The company has transitioned from a revolving line of credit of up to $7.0 million to a factoring arrangement for accounts receivable financing [141]. - The amount available under the Revolving Line of Credit was capped at $7.0 million, with advances based on Eligible Inventory limited to $2.0 million [176]. - The Company was required to maintain a Minimum Liquidity of $7.5 million at all times, defined as cash and short-term investments, less rewards program liabilities [189]. - The Company must maintain a Minimum Interest Coverage of 1.25:1 for the fiscal year ending December 31, 2024 [183]. - The Debt Service Coverage Ratio was required to be at least 1.20:1, tested annually beginning with the fiscal year ending December 31, 2025 [183]. - The Revolving Line of Credit is subject to interest at the prime rate plus 0.5% per annum, with late payments incurring a 5.0% charge [177]. - The Company must use proceeds from the Revolving Line of Credit solely for general working capital related to accounts receivable and inventory purchases [180]. Lease and Acquisition - The company entered into a seven-year lease agreement for new office space with an initial base rent of approximately $21 thousand per month, subject to annual escalations of 2.2% - 2.5% [140]. - On August 23, 2024, the company acquired assets from Bangarang Enterprises, LLC for approximately $1.1 million in cash and assumed liabilities totaling approximately $5.5 million [145]. - The acquisition of Bangarang is expected to enhance the company's service offerings and market position [146]. - Future minimum lease payments total approximately $1.281 million, with $444,000 due in the remainder of 2024 [187]. Growth and Strategy - The company qualifies as an "emerging growth company," allowing it to rely on certain exemptions from disclosure requirements [149]. - The company aims to leverage technology and efficient processes to enhance its competitive position in the market [154]. - The company anticipates that its current cash levels will be sufficient to meet its anticipated cash needs for operations over the next 12 months and beyond [167]. - The company may seek additional cash resources in the future due to changing business conditions or potential investments and acquisitions [167]. Fair Value Measurements - The company measures contingent earn-out liabilities at fair value using significant unobservable inputs classified within Level 3 of the fair value hierarchy [195]. - The Black-Scholes-Merton Call Option Formula is utilized to determine the fair value of the earn-out liability [195]. - Key inputs for fair value measurements include operating income projections, strike price, and volatility [195]. - Significant changes to any of these inputs can lead to a higher or lower liability, capped by the contractual maximum of the contingent earn-out obligations [195]. - The liability will ultimately equal the amount paid, with differences recorded in earnings [195]. - Cash used in financing activities reflects amounts paid that are less than or equal to the contingent earn-out liability on the acquisition date [195]. - Any excess amount paid over the contingent earn-out liability is recorded as cash used in operating activities [195].