Financial Performance - Full-year 2023 revenue reached $8.2 million, representing a 27% increase year-over-year from $6.5 million in 2022[4] - Gross margin improved significantly to 32.3% for the full year 2023, up from 21.4% in 2022[14] - Net loss for the full year 2023 was $12.9 million, an improvement from a net loss of $15.2 million in 2022[5] - Adjusted EBITDA for the full year 2023 was negative $7.8 million, compared to negative $12.6 million in the prior year[5] - Revenue for Q4 2023 was $1.9 million, a decrease from $2.1 million in Q4 2022[5] Cash and Working Capital - The company had a cash balance of $0.9 million and working capital of $1.3 million as of December 31, 2023, down from $1.9 million and $1.6 million, respectively, in 2022[6] Business Development - The company is experiencing growing demand for its SD7 PTT handsets as customers transition from legacy LMR devices to PTT solutions[2] - Siyata Mobile is focused on ramping sales aggressively and aims to reach profitability in the coming quarters[2] - The company has a healthy pipeline of new business opportunities with large-scale potential customers in the final stages of device trials[2] - The company achieved 'stocked status' with two of the largest U.S. cellular carriers, with a third expected imminently[2]

Financial Performance and Concerns - As of December 31, 2023, the company reported an accumulated deficit of $90,750,457, indicating a history of operating losses and uncertainty regarding future profitability [27]. - The independent registered public accountants expressed substantial doubt about the company's ability to continue as a going concern for the next twelve months [28]. - The company may require additional capital to fund its business and support growth, with potential dilution of existing shareholders if new equity is issued [29]. - The company may experience lengthy sales cycles, which could result in unexpected revenue shortfalls if large orders are delayed [73]. - Economic uncertainties or downturns could limit the availability of funds for customers, adversely affecting the company's business [103]. - The company does not expect to pay cash dividends in the foreseeable future, requiring investors to rely on stock price appreciation for returns [171]. - The trading price of the company's common shares is likely to be volatile, influenced by various market factors and operational results [169]. - The company may face significant adverse consequences if it fails to comply with Nasdaq's continued listing requirements [175]. Internal Controls and Compliance - Material weaknesses in internal controls over financial reporting were identified in 2023, 2022, and 2021, which could impact the accuracy of financial reporting and timely filing of reports [31]. - The company has taken steps to remediate identified material weaknesses in internal controls, particularly in revenue recognition and inventory management [33]. - The company acknowledges the ongoing risk of undiscovered material weaknesses that could affect the accuracy of its financial reporting [40]. - The independent auditors identified three material weaknesses in internal control over financial reporting for the year ended December 31, 2023, three for 2022, and six for 2021 [195]. - The company has taken steps to remediate material weaknesses but acknowledges that future weaknesses may still be discovered, which could impact financial reporting accuracy [196]. Market and Competitive Landscape - The company faces risks related to competitive pressures in the industry, which may hinder its ability to respond effectively to market changes [17]. - The company faces significant competition from major players like LG, Apple, and Samsung, which may impact its market share and profitability [51]. - The mobile device market is characterized by rapidly changing technology and customer needs, requiring the company to modify its products to remain competitive [67]. - The company is focused on expanding into new vertical markets and increasing awareness of its solutions' benefits [60]. Supply Chain and Manufacturing Risks - The company has a limited history of contracting with third-party manufacturers, which may lead to manufacturing capacity constraints [17]. - There is a risk of manufacturing capacity constraints due to limited experience with third-party manufacturers in Asia, which could impact the timely supply of devices [74]. - The company does not own manufacturing facilities and relies on independent suppliers, which could affect product quality and availability [91]. - There are no long-term supply agreements with suppliers, increasing vulnerability to supply interruptions and price fluctuations [84]. - The company faces risks related to reliance on third-party suppliers, which could lead to delays in product shipments and reduced sales due to potential shortages [83]. Economic and Geopolitical Risks - The company may face significant adverse impacts from economic uncertainties, including geopolitical events like the Middle East War, affecting its financial performance [17]. - The ongoing geopolitical conflicts, such as the Middle East War and the Russian invasion of Ukraine, may adversely affect the company's financial condition and operations [75][77]. - The evolving conflict situation in Israel makes it difficult to predict its duration or severity and its effects on business [150]. - Political, economic, and military conditions in Israel may adversely affect the company's operations and results, particularly due to historical conflicts and ongoing tensions in the region [152]. - Increased labor costs in China may materially affect the company's results of operations, as the cost of labor has been rising due to economic development [160]. Strategic and Operational Challenges - The company faces challenges in adapting to rapidly changing technological and application needs, which may hinder its ability to develop effective solutions for user demands [61]. - The company anticipates that delays in the deployment of dedicated public safety LTE networks could negatively impact demand for its solutions [87]. - The company relies on industry data and projections that may prove inaccurate, potentially impacting its business and stock price [79]. - The company faces risks related to demand forecasting for inventory and supply needs, which could lead to additional costs or manufacturing delays [81]. Shareholder and Stock Market Information - As of December 31, 2023, the company had 570,462 Common Shares issued and outstanding [185]. - There are up to an additional 530,000 Common Shares underlying outstanding warrants that are unrestricted and freely tradable [173]. - The company has 259,161 pre-funded warrants remaining to be exercised at $0.07 as of December 31, 2023 [173]. - The company underwent a 100-1 reverse stock split on August 3, 2023, followed by a 7-1 reverse stock split on December 4, 2023, to remediate delisting issues [177]. - The company was notified by Nasdaq that it was not in compliance with the minimum bid price requirement, with the closing bid price below $1.00 for 30 consecutive business days [176]. Regulatory and Legal Risks - Compliance with anti-corruption and economic sanctions laws is critical to avoid significant penalties and reputational harm [123]. - Regulatory and safety laws could impose future costs and liabilities, affecting production capabilities and financial performance [129]. - Changes in laws and regulations regarding telecommunication bandwidth could increase costs and adversely impact the business [132]. - The company is subject to a variety of privacy and data security laws, which are rapidly evolving and may increase compliance costs [133]. - The General Data Protection Regulation (GDPR) may impose additional obligations and risks, potentially increasing penalties for non-compliance [134]. - The California Consumer Privacy Act (CCPA) introduces significant new disclosure obligations and privacy rights for consumers [135]. Company Overview - Siyata Mobile Inc. is a B2B global developer of next-generation Push-To-Talk over Cellular handsets and accessories, serving various sectors including police, fire, and ambulance organizations [206]. - The company offers enterprise-grade In-Vehicle solutions and Cellular Booster systems to enhance communication in vehicles and areas with weak cellular signals [207]. - Siyata sells its products through leading U.S. cellular carriers and international distributors in Canada, Europe, Australia, and the Middle East [207]. - The company has undergone several name changes and corporate restructuring since its incorporation in 1986, with the most recent name change to Siyata Mobile Inc. occurring in 2015 [198]. - The common shares of the company were listed on the Nasdaq Capital Market after voluntarily delisting from the TSX Venture Exchange on October 19, 2020 [200].

Financial Condition and Performance - As of September 30, 2023, the accumulated deficit is $86,885,452, indicating a history of operating losses and uncertainty about achieving profitability[24]. - The independent registered public accountants expressed substantial doubt about the company's ability to continue as a going concern for the next twelve months[25]. - The company may require additional capital to fund its business and support growth, which could lead to significant dilution for existing shareholders[26]. - A cease trading order was issued due to late filing of financial statements, which was rectified on May 24, 2023[27]. - The company was notified of a default for not maintaining a minimum bid price of $1.00 per share, which was resolved after a 100-to-1 reverse stock split[27]. - The company plans to retain earnings to finance operations and growth, and does not anticipate paying cash dividends in the foreseeable future[159]. - The company incurred significant increased costs due to operating as a public company in the United States, which includes legal, accounting, and compliance expenses[179]. Internal Controls and Compliance - In 2022, three material weaknesses in internal controls over financial reporting were identified, including issues with revenue recognition practices and inventory controls[30]. - The company has identified material weaknesses in internal controls over financial reporting, including insufficient review of inventory balances and advances to suppliers[32]. - The company has taken steps to remediate material weaknesses, including monthly inventory comparisons and the implementation of an IT system for inventory tracking[34]. - The company has implemented peer reviews of revenue recognition practices to ensure compliance with IFRS15[31]. - The company has taken steps to remediate identified material weaknesses in internal controls, but cannot guarantee that further weaknesses will not be discovered[184]. - The company’s ability to produce accurate financial statements could be impaired if it fails to maintain effective internal controls, potentially leading to material misstatements[182]. Market and Competitive Risks - The company relies heavily on channel partners for revenue generation, making it vulnerable to their performance[15]. - Lengthy sales cycles for products could lead to unexpected revenue shortfalls if large orders are delayed[15]. - The company faces risks associated with reliance on third-party suppliers for key components, which could impact product shipment and sales[17]. - The company is materially dependent on the adoption of its solutions by industrial enterprise and public sector markets, which may impact revenue if not widely accepted[44]. - The company faces significant competition from major players like Apple and Samsung, which may affect market share and pricing strategies[45]. - The mobile device market is rapidly evolving, and the company must adapt to changing technology and customer needs to remain competitive[61]. - The company faces challenges in penetrating new markets, which could hinder revenue growth if market receptiveness is low[62]. Economic and Geopolitical Risks - The company is exposed to risks from economic uncertainties, including the impact of the Russian invasion of Ukraine on global economic activity[17]. - Ongoing geopolitical conflicts, such as the Middle East war and the Russian invasion of Ukraine, may adversely affect the company's financial condition and operations[70][72]. - Economic uncertainties or downturns could limit the availability of funds for customers, adversely impacting the company's business[98]. - The company faces risks from potential trade wars between China and the US/Europe, which could negatively impact revenues[80]. - The U.S. government proposals to address trade imbalances may lead to increased customs duties and tariffs, adversely impacting financial performance[108]. Supply Chain and Manufacturing Risks - The company faces risks associated with sourcing and manufacturing, including price volatility and availability of raw materials[90]. - The company relies on a small number of suppliers, and any disruption in supply could significantly harm production and financial condition[86]. - The company does not have long-term supply agreements with suppliers, increasing vulnerability to supply interruptions[79]. - The company has limited experience with third-party manufacturers in Asia, which could lead to manufacturing capacity constraints and supply issues[68]. Legal and Regulatory Risks - Compliance with anti-corruption and anti-bribery laws is critical, as non-compliance could lead to significant legal and financial repercussions[116]. - The company is subject to a wide range of product regulatory and safety laws, which could impact production capabilities and financial performance[122]. - Changes in privacy and data security laws may affect the company's handling of customer data and overall business operations[126]. - The company may incur substantial expenses to comply with privacy and data protection laws, which could adversely impact its overall business[130]. Shareholder and Stock Performance - As of September 30, 2023, the company had 1,853,955 Common Shares issued and outstanding, with a total of 3,902,168 Common Shares post 100-to-1 reverse split effective August 10, 2023[160]. - The company executed a 100-to-1 reverse stock split on August 10, 2023, resulting in the stock trading above $1.00[161]. - The company received a letter from Nasdaq on August 26, 2022, notifying it of non-compliance with the minimum bid price requirement, which was below $1.00 for 30 consecutive business days[165]. - If the company does not regain compliance with the Bid Price Rule, Nasdaq may notify it of potential delisting, which could lead to trading over-the-counter[167]. Strategic Initiatives and Growth - The company signed a lease for exclusive warehouse space as of April 1, 2022, to eliminate reliance on outside contract warehouses[34]. - The company plans to increase sales and marketing expenses to enhance brand awareness among end customers, focusing on direct marketing and social media initiatives[59]. - The company may consider strategic acquisitions, which involve risks related to integration and realization of anticipated benefits[102]. - The deployment of dedicated public safety LTE networks is critical for the anticipated growth in demand for the company's solutions[82].

As filed with the Securities and Exchange Commission on October 20, 2023 Registration No. 333-274927 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO.1 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SIYATA MOBILE INC. (Exact name of registrant as specified in its charter) British Columbia (Canada) 4812 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Id ...

As filed with the Securities and Exchange Commission on October 10, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SIYATA MOBILE INC. (Exact name of registrant as specified in its charter) British Columbia (Canada) 4812 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) ...

As filed with the Securities and Exchange Commission on June 14, 2023 Registration No. 333-272512 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 To FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SIYATA MOBILE INC. (Exact name of registrant as specified in its charter) British Columbia (Canada) 4812 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer I ...

As filed with the Securities and Exchange Commission on June 8, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SIYATA MOBILE INC. (Exact name of registrant as specified in its charter) British Columbia (Canada) 4812 Not Applicable (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) 1751 ...

Financial Performance and Concerns - As of March 31, 2023, the accumulated deficit is $85,401,915, indicating a history of operating losses and uncertainty about achieving profitability[25]. - The independent registered public accountants expressed substantial doubt about the company's ability to continue as a going concern for the next twelve months[26]. - The company has identified three material weaknesses in internal controls over financial reporting, which could impact the accuracy of financial results[14]. - The company is under a cease trading order with the British Columbia Securities Commission due to late filing of financial statements for the three months ended March 31, 2023[29]. - The company received a notice from NASDAQ regarding default of maintaining a minimum bid price of $1.00 per share, with a deadline to rectify by August 21, 2023[29]. - The company may require additional capital to fund its business and support growth, which could lead to significant dilution for existing shareholders[27]. - The company has not yet experienced material supply chain disruptions from the COVID-19 pandemic, but future impacts remain uncertain[72]. - The auditor expressed substantial doubt about the company's ability to continue as a going concern for the next twelve months, indicating potential risks for shareholders[207]. - The company has not included any adjustments in its financial statements that may arise from the uncertainty regarding its ongoing viability[207]. Revenue Generation and Market Dependency - The company relies heavily on channel partners for revenue generation, making it vulnerable to their performance[15]. - The company generated more than 50% of its revenues for the three months ended March 31, 2023, through sales by channel partners, compared to 49% for the same period in 2022[39]. - The company is materially dependent on the adoption of its solutions by both the industrial enterprise and public sector markets, which significantly impacts revenue[45]. - The company relies on a small number of channel partners/customers for revenue, with 50% of revenue derived from five customers/channel partners for the three-month period ended March 31, 2023[82]. Operational Risks and Challenges - The company faces risks related to reliance on third-party suppliers for key components, which could delay product shipments and reduce sales[17]. - The company has a limited history of contracting with third-party manufacturers, which may lead to manufacturing capacity constraints[17]. - The company is exposed to risks associated with strategic acquisitions and investments, which could adversely impact its financial performance[17]. - The company faces lengthy sales cycles, with potential delays in large orders leading to unexpected revenue shortfalls[68]. - There is a risk of manufacturing capacity constraints due to limited experience with third-party manufacturers in Asia, which could impact timely supply to customers[69]. - The company faces challenges in managing operations that are distant from corporate headquarters, which may increase operating costs[150]. - Political, legal, and economic risks in China may adversely affect the company's ability to operate and maintain its supply chain[147]. Competition and Market Dynamics - The company faces significant competition from major players like LG, Apple, and Samsung, which may affect market share and profitability[46]. - The mobile device market is characterized by rapidly changing technology and customer needs, requiring the company to adapt its products and services accordingly[62]. - The application development ecosystem for the company's devices is new and evolving, which may limit demand if it does not develop as anticipated[84]. Compliance and Regulatory Risks - The company is subject to a variety of privacy and data security laws, including the U.S. Federal Trade Commission regulations and the California Consumer Privacy Act (CCPA), which became effective on January 1, 2020[128][129]. - The General Data Protection Regulation (GDPR) in the European Union may impose additional obligations and risks, potentially increasing penalties for non-compliance significantly[128]. - The company may incur substantial expenses to comply with privacy and data security laws in foreign jurisdictions, which could adversely impact revenues[128][130]. - Changes in telecommunications regulations could increase costs and limit market access for products[126]. Strategic Investments and Financial Activities - The company entered into a product technology licensing agreement with Wilson Electronics, resulting in a 4.5% licensing fee on revenues from every booster product sold[134]. - The company completed a private placement on January 2, 2021, raising aggregate gross proceeds of $12,945,000 USD by issuing 129,450 units at $100 per unit[186]. - In March 2021, the company acquired Clear RF LLC for a total of $700,000, consisting of approximately $389,970 in Common Shares and $310,030 in cash[188]. - The company entered into a securities purchase agreement for a senior secured convertible note with gross proceeds of $6,000,000 on October 27, 2021[192]. - The Company closed an underwritten public offering resulting in gross proceeds of approximately $20,000,000 on January 11, 2022[197]. Shareholder and Stock Information - The company has 62,911,417 Common Shares issued and outstanding as of March 31, 2023, with an additional 17,116,987 shares converted from cashless warrants[159]. - Total 17,015,084 Common Shares underlying outstanding warrants are registered with the SEC for resale and are unrestricted and freely tradable[159]. - Executive officers, directors, and their affiliated entities own approximately 13.0% of the Common Shares based on 80,028,404 shares outstanding as of May 24, 2023[170]. - The company does not expect to pay any cash dividends for the foreseeable future, relying on sales of Common Shares for returns on investment[158]. Risk Factors Related to Global Events - The Russian invasion of Ukraine has created global economic instability, which could adversely affect the company's operations and supply chain[73]. - Economic uncertainties or downturns could limit the availability of funds for customers, significantly adversely impacting the company's business[99]. - Natural or man-made disasters could disrupt operations and negatively impact financial results, as the company may not carry sufficient business insurance[102]. Internal Control and Governance - The company has taken steps to remediate identified material weaknesses in internal controls, but cannot guarantee that further weaknesses will not be discovered[181]. - The company incurred significant increased costs due to operating as a public company in the United States, which includes legal, accounting, and compliance expenses[176]. - The company may lose its foreign private issuer status if more than 50% of its voting securities are owned by U.S. residents, which would result in significant additional costs[175].

Financial Condition and Compliance - As of December 31, 2022, the company had an accumulated deficit of $77,818,663, indicating a history of operating losses and uncertainty about achieving profitability [28]. - The independent registered public accountants expressed substantial doubt about the company's ability to continue as a going concern for the next twelve months [29]. - The company is currently under a cease trading order with the British Columbia Securities Commission due to late filing of financial statements [31]. - The company has until August 21, 2023, to regain compliance with Nasdaq's minimum bid price requirement of $1.00 per share [31]. - The company did not regain compliance with Nasdaq's minimum bid price requirement by February 22, 2023, and requested an additional 180-day compliance period [169]. - If the company does not regain compliance by August 21, 2023, Nasdaq may delist its Common Shares, which would result in trading over-the-counter and increased risks for investors [170]. - The company has taken steps to remediate identified material weaknesses but cannot guarantee that further weaknesses will not be discovered in the future [187]. - The company is subject to Nasdaq Listing Rules and must maintain compliance to avoid potential delisting, having regained compliance after a notice in May 2021 [184]. Internal Controls and Operational Risks - In 2022, three material weaknesses in internal controls over financial reporting were identified, including issues with revenue recognition practices and inventory controls [34][35]. - The company has identified material weaknesses in internal controls and is taking steps to remediate these issues, including peer reviews and improved inventory tracking [37]. - The company incurred significant increased costs due to operating as a public company in the U.S., impacting net income and potentially leading to cost reductions in other areas [182]. - The company may face challenges in attracting and retaining qualified board members due to increased compliance costs and regulatory requirements [183]. Revenue Generation and Market Dependence - The company relies heavily on channel partners for revenue generation, and any failure in these partnerships could significantly harm operating results [18]. - In 2022, more than 49% of the company's revenues were generated through sales by channel partners, primarily wireless carriers [41]. - The company relies on a small number of channel partners/customers for a significant portion of its revenue, deriving 49% and 46% from five customers/channel partners in fiscal years 2022 and 2021, respectively [87]. - The company is materially dependent on the adoption of its solutions by both industrial enterprise and public sector markets, which significantly impacts revenue [50]. Supply Chain and Manufacturing Risks - The company faces risks related to reliance on third-party suppliers, which could delay product shipments and reduce sales [23]. - The company has a limited history of contracting with third-party manufacturers in Asia, which may lead to manufacturing capacity constraints [20]. - The company does not have long-term supply agreements with suppliers, which increases the risk of supply interruptions and potential revenue loss [85]. - Any interruption in the supply of key components could significantly delay production and shipment, adversely affecting revenues and profitability [86]. - The company faces risks related to sourcing and manufacturing, relying on independent suppliers for all products, which could impact quality and timely delivery [92]. Economic and Political Risks - Economic uncertainties, including the impact of the Russian invasion of Ukraine, could adversely affect the company's financial condition and results of operations [20]. - The Russian invasion of Ukraine has created economic uncertainty that could adversely affect the company's financial condition and operations [78]. - The U.S. government has proposed changes to trade policies that could increase customs duties and tariffs, negatively impacting financial performance due to significant imports [114]. - The invasion of Ukraine by Russia has led to increased sanctions affecting trade, with new measures targeting key sectors of the Russian economy [120]. - Political and military conditions in Israel may directly affect the company's operations, as many officers and directors are residents of Israel [143]. Strategic Growth and Development - The company may require additional capital to fund its business and support growth, with potential dilution of existing shareholders if new equity is issued [30]. - The company is investing in research and development to ensure that capitalized amounts do not exceed original budgets [37]. - The company faces increasing demand for customized products and software solutions in a rapidly evolving market [65]. - Future success depends on establishing independent brand awareness with end customers, with anticipated increases in sales and marketing expenses [66]. - The company may consider strategic acquisitions in the future, which involve risks related to integration and realization of anticipated benefits [108]. Regulatory and Compliance Challenges - Compliance with a wide range of product regulatory and safety laws could lead to increased costs and liabilities, affecting financial performance [128]. - The company is subject to evolving privacy and data security laws, which could impact operations and handling of personally identifiable information [132]. - The company faces risks related to government regulation, including potential changes in tariffs and trade policies that could adversely affect financial performance [115]. - The California Consumer Privacy Act (CCPA), effective January 1, 2020, introduces significant new disclosure obligations and privacy rights for California consumers, potentially affecting the company's operations [134]. Financial Instruments and Shareholder Information - The company has 44,868,560 Common Shares issued and outstanding as of December 31, 2022, with an additional 17,015,084 Common Shares underlying outstanding warrants registered for resale as of May 14, 2023 [165]. - Executive officers, directors, and affiliated entities own approximately 13.0% of the Common Shares based on 80,028,404 shares outstanding as of May 15, 2023 [176]. - The company completed a private placement on January 2, 2021, raising aggregate gross proceeds of $12,945,000 USD by issuing 129,450 units at $100 per unit [192]. - The company closed an underwritten public offering on January 11, 2022, resulting in gross proceeds of approximately $20,000,000 and net proceeds of $18,358,028 [203]. - The company entered into warrant exercise agreements with fourteen accredited investors to exercise existing warrants for a total of 18,042,857 Common Shares [210].

Regulatory Compliance - The Company received a cease trading order from the British Columbia Securities Commission on April 8, 2021, due to the failure to timely file annual audited financial statements for the year ended December 31, 2020[230]. - The Company regained compliance with Nasdaq Listing Rule 5250(c)(1) after filing its Annual Report on Form 20-F on June 30, 2021[231]. Financing Activities - The Company entered into a securities purchase agreement for a senior secured convertible note with gross proceeds of $6,000,000, which closed on November 3, 2021[233]. - The Lind Note was fully repaid on November 14, 2022, with a total payment of $8,137,702 in cash and 13,112,255 Common Shares issued to Lind[235]. - The Company closed an underwritten public offering on January 11, 2022, resulting in gross proceeds of approximately $20,000,000 and net proceeds of $18,358,028[238]. - A registered direct offering on October 10, 2022, resulted in gross proceeds of approximately $4.0 million from the sale of 15,810,000 Common Shares and warrants[242]. - The company entered into warrant exercise agreements to exercise existing warrants for a total of 18,042,857 Common Shares, generating gross proceeds of approximately $3,608,571[246]. - The exercise price of certain existing warrants was reduced from $0.23 to $0.20 per share, impacting 2,989,130 unexercised Common Share purchase warrants[246]. Financial Reporting and Errors - A material error was identified in the accounting for warrants entered into on January 11, 2022, leading to a restatement of financial statements[241]. - The company’s auditor expressed substantial doubt about its ability to continue as a going concern for the next twelve months, highlighting the need for financing[249]. Market and Product Development - The company has a total addressable market over $19 billion in North America, targeting approximately 25 million commercial vehicles, including 7 million first responder vehicles[273]. - The rugged handsets are aimed at approximately 47 million enterprise task and public sector workers across North America, with approvals secured from major carriers including AT&T, Verizon, and T-Mobile[274]. - The Push-to-Talk over Cellular (PoC) market is growing at a 13.6% CAGR, with annual PoC shipments expected to reach 2.7 million in 2023[263]. - The company has launched the SD7 Rugged PTT Handset, which is now shipping in North America, Europe, the Middle East, and Australia[256]. - The UV350 In-Vehicle device is designed for professional vehicles and supports Band 14 for FirstNet compatibility, enhancing its appeal to first responders[261]. - The company believes it has no direct competitors in the North American in-vehicle market for dedicated cellular-based devices for commercial and first responder vehicles[280]. - The UV350 device offers enhanced audio quality, safety, and reception, and is always active, unlike handheld phones and rugged tablets[281][282]. Partnerships and Licensing - The company has entered into a partnership with Uniden America Corporation to market cellular signal boosters under the Uniden brand name in the U.S. and Canada[268]. - The company entered into a licensing agreement with Uniden America Corporation, allowing the use of the "Uniden" trademark until December 31, 2031, with minimum royalties[287]. - The company has entered into multiple licensing agreements for patents related to cellphone boosters and Android software, with royalties based on product sales[288][289]. - The company emphasizes the importance of securing intellectual property rights and entering into license agreements to protect its proprietary products[35]. Acquisitions and Assets - The company has acquired two patents from ClearRF, enhancing its product offerings in M2M applications and IoT[286][291]. - An asset purchase agreement with eWave Mobile Ltd. was made for $700,000 in cash and stock, plus a profit-sharing arrangement on sales exceeding $1.5 million[290]. Operational Insights - The company has no seasonal effects on its business, as products function at full capacity under all weather conditions[292]. - The company’s warehouse and Canadian sales headquarters occupy approximately 5,616 square feet, with a lease agreement costing approximately $11,232 annually[294]. - The company has a total of seven subsidiaries, with varying activities including R&D and wholesale distribution[293].