[PART I: FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%3A%20FINANCIAL%20INFORMATION) This section presents the company's financial statements, management's analysis, market risk disclosures, and internal controls [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) The company's financial statements for the period ended June 30, 2023, show a decrease in total assets and an increase in total liabilities compared to December 31, 2022. Revenue declined for both the three and six-month periods compared to the prior year, leading to an increased net loss for the quarter but a slightly decreased net loss for the six-month period. Cash flow from operations remained negative, and the company made significant investments in held-to-maturity securities [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2023, total assets were $49.7 million, a decrease from $51.8 million at year-end 2022, primarily due to a significant drop in cash and cash equivalents from $25.6 million to $11.0 million, partially offset by a new $10.8 million investment in held-to-maturity securities. Total liabilities increased to $9.1 million from $8.1 million, while total stockholders' equity decreased from $43.7 million to $40.6 million Condensed Consolidated Balance Sheet Summary (in thousands) | Balance Sheet Item | June 30, 2023 (unaudited) | December 31, 2022 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $10,973 | $25,627 | | Investments held to maturity | $10,837 | $0 | | Total current assets | $43,110 | $44,887 | | Total assets | $49,704 | $51,796 | | **Liabilities & Equity** | | | | Total current liabilities | $7,490 | $6,273 | | Total liabilities | $9,079 | $8,144 | | Total stockholders' equity | $40,625 | $43,652 | | Total liabilities and stockholders' equity | $49,704 | $51,796 | [Unaudited Condensed Consolidated Statements of Operations](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations) For the three months ended June 30, 2023, revenue decreased to $5.0 million from $6.8 million in the prior-year period, with the net loss widening to $3.0 million from $2.5 million. For the six-month period, revenue fell to $12.2 million from $13.6 million, while the net loss slightly narrowed to $4.8 million from $5.3 million year-over-year Statement of Operations Highlights (in thousands, except per share data) | Metric | Q2 2023 | Q2 2022 | Six Months 2023 | Six Months 2022 | | :--- | :--- | :--- | :--- | :--- | | Revenue, net | $5,043 | $6,766 | $12,231 | $13,626 | | Loss from operations | $(3,384) | $(2,576) | $(5,732) | $(5,720) | | Net loss | $(3,028) | $(2,526) | $(4,784) | $(5,293) | | Basic and diluted loss per share | $(1.27) | $(1.10) | $(2.02) | $(2.30) | [Unaudited Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2023, net cash used in operating activities was $3.2 million, an improvement from $8.2 million used in the same period of 2022. Net cash used in investing activities significantly increased to $11.2 million, primarily due to the purchase of held-to-maturity investments. Consequently, cash and cash equivalents decreased by $14.7 million during the period, ending at $11.0 million Cash Flow Summary for the Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | $(3,194) | $(8,238) | | Net cash used in investing activities | $(11,184) | $(298) | | Net cash used in financing activities | $(213) | $(458) | | Net decrease in cash and cash equivalents | $(14,654) | $(9,352) | | Cash and cash equivalents, end of period | $10,973 | $26,879 | [Notes to Unaudited Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes provide details on the company's operations, liquidity, accounting policies, and financial statement components. Key events include a 1-for-20 reverse stock split in May 2023, significant investments in federal bonds, and a strategic decision to relocate UK manufacturing to the US. The company believes it has sufficient funds for the next twelve months despite recurring losses. Revenue is primarily from equipment sales, with North America and Europe being the largest geographical markets - The company designs, develops, and deploys products and solutions for real-time video collection and delivery for broadcast, military, and government sectors[33](index=33&type=chunk) - On May 1, 2023, the company effected a **1-for-20 reverse stock split** of its common stock to regain compliance with Nasdaq's minimum bid price rule[34](index=34&type=chunk)[73](index=73&type=chunk) - Despite a net loss of **$5.7 million** from operations and using **$3.2 million** in cash for operations in the first six months of 2023, management believes the company has sufficient funds to continue operations for at least the next twelve months[42](index=42&type=chunk)[44](index=44&type=chunk) - In July 2023, the company decided to relocate its UK manufacturing division to the United States, expecting to incur approximately **$0.2 million** in severance costs over the next six months[101](index=101&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=26&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the 25% decrease in Q2 2023 revenue to the discontinuation of several underperforming product lines in late 2022. The company is now focusing on its more successful products. Operating expenses saw mixed changes, with a decrease in R&D and cost of components, but an increase in G&A expenses. The net loss widened for the quarter but narrowed for the six-month period. The company invested a significant portion of its cash reserves into government-backed bonds and money market funds to generate interest income. A key strategic move is the relocation of UK manufacturing to the US, which is expected to yield annual savings of approximately $1.0 million - The company is relocating its UK manufacturing division to the United States starting in September 2023, which is anticipated to result in approximately **$1.0 million** in annual savings and will cost about **$0.2 million** in severance[111](index=111&type=chunk) - Revenue decreased by **25%** for the three months and **10%** for the six months ended June 30, 2023, compared to the same periods in 2022. This is attributed to the discontinuation of several product lines in late 2022[123](index=123&type=chunk)[124](index=124&type=chunk) - The company invested approximately **$10.8 million** in Federal bonds and **$11.3 million** in money market mutual funds during the first quarter of 2023 to increase investment income[141](index=141&type=chunk) [Results of Operations](index=29&type=section&id=Results%20of%20Operations) For Q2 2023, revenue fell by $1.7 million (25%) YoY, primarily due to discontinuing product lines. Cost of components decreased in line with revenue. However, G&A expenses rose by $0.3 million, while R&D expenses fell by $0.3 million. The net loss for the quarter increased by $0.6 million to $3.1 million. For the six-month period, the net loss decreased by $0.4 million to $5.0 million, aided by lower costs and higher interest income, which partially offset the $1.4 million revenue decline Key Financial Metrics Comparison (YoY) | Metric | Q2 2023 | Q2 2022 | Six Months 2023 | Six Months 2022 | | :--- | :--- | :--- | :--- | :--- | | Revenue | ↓ $1.7M (25%) | ↓ $1.4M (10%) | | Cost of Components | ↓ $0.8M (25%) | ↓ $0.9M (14%) | | G&A Expenses | ↑ $0.3M (7%) | ↑ $0.4M (4%) | | R&D Expenses | ↓ $0.3M (25%) | ↓ $0.6M (26%) | | Net Loss | ↑ $0.6M (23%) | ↓ $0.4M (7%) | [Liquidity and Capital Resources](index=30&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2023, the company had $11.0 million in cash and $35.6 million in working capital. Despite incurring a $5.7 million operating loss and using $3.2 million in cash for operations during the first six months of 2023, management asserts that the company has sufficient funds to continue operations for at least the next twelve months. A significant portion of cash reserves was invested in Federal bonds and money market funds to generate income - The company held **$11.0 million** in cash and **$35.6 million** in working capital as of June 30, 2023[140](index=140&type=chunk) - Management believes it has sufficient funds to operate for at least twelve months from the filing date, despite ongoing operational losses[142](index=142&type=chunk) [Cash Flows](index=31&type=section&id=Cash%20Flows) For the first six months of 2023, net cash used in operating activities improved to $3.2 million from $8.2 million in the prior year period. Cash used in investing activities was $11.2 million, a substantial increase from $0.3 million in 2022, driven by investments in government-backed securities. Cash used in financing activities was minimal at $0.2 million for principal payments on D&O policy premiums Cash Flow Comparison for the Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | $(3,194) | $(8,238) | | Net cash used in investing activities | $(11,184) | $(298) | | Net cash used in financing activities | $(213) | $(458) | [Quantitative and Qualitative Disclosures About Market Risk](index=32&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company states that there have been no material changes to the information regarding quantitative and qualitative disclosures about market risk since its Annual Report on Form 10-K for the year ended December 31, 2022 - No material changes to market risk disclosures were reported for the period ended June 30, 2023[151](index=151&type=chunk) [Controls and Procedures](index=32&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that as of June 30, 2023, the company's disclosure controls and procedures were ineffective due to material weaknesses. These weaknesses stem from an insufficient number of accounting personnel to ensure proper segregation of duties and risk assessment, and inadequate documentation of internal control effectiveness. The company has engaged a third-party consultant to assist with remediation efforts, which are ongoing - Management identified material weaknesses in internal controls over financial reporting as of June 30, 2023[153](index=153&type=chunk) - The weaknesses are due to (i) an insufficient number of accounting personnel for proper segregation of duties and risk assessment, and (ii) inadequate documentation of internal control assessment[153](index=153&type=chunk) - A third-party consultant has been engaged to help document and remediate the control deficiencies[154](index=154&type=chunk) [PART II: OTHER INFORMATION](index=33&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section covers legal proceedings, risk factors, equity sales, other disclosures, and exhibits [Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that it is not currently a party to any material pending legal proceedings that would have an adverse effect on its financial position or results of operations - The company is not currently involved in any material legal proceedings[159](index=159&type=chunk) [Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) The company highlights new risks associated with the strategic relocation of its manufacturing division from the United Kingdom to the United States. These risks are categorized into economic (currency fluctuations, tax implications), operational (workforce and supply chain disruption), and legal/regulatory factors (differences in employment laws). Failure to manage this relocation effectively could materially harm business and financial performance - New risks have been identified related to the relocation of a division from the U.K. to the U.S[161](index=161&type=chunk) - Key risks include currency fluctuations, different tax laws, potential workforce and supply chain disruptions, and navigating different employment laws between the U.K. and U.S[161](index=161&type=chunk)[162](index=162&type=chunk)[163](index=163&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=34&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) There were no unregistered sales of equity securities during the period - None[166](index=166&type=chunk) [Other Information](index=34&type=section&id=Item%205.%20Other%20Information) The company reports that no director or Section 16 officer adopted or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the quarter ended June 30, 2023 - No director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements during the quarter[170](index=170&type=chunk) [Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications (Sections 302 and 906 of the Sarbanes-Oxley Act) and Inline XBRL documents - Lists required certifications from the Principal Executive Officer and Principal Financial Officer, as well as XBRL data files[171](index=171&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________to _______________. Commission File Number: 001-35988 Vislink Technologies, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdi ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from__________ to__________ Commission File Number: 001-35988 Vislink Technologies, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdic ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________to _______________. Commission File Number: 001-35988 Vislink Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 20-5856795 ...

Vislink Technologies, Inc. (NASDAQ:VISL) Q2 2022 Earnings Conference Call August 16, 2022 10:00 AM ET Company Participants Mickey Miller - Chief Executive Officer and President Mike Bond - Chief Financial Officer and Treasurer Conference Call Participants Operator I’d like to remind everyone of the Safe Harbor statement referenced in the SEC filings. The Private Securities Litigation Reform Act of 1995 provides a Safe Harbor for certain forward-looking statements, including statements made during the cours ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________to _______________. Commission File Number: 001-35988 Vislink Technologies, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdic ...

[PART I: FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%3A%20FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents Vislink Technologies, Inc.'s unaudited condensed consolidated financial statements as of March 31, 2022, including balance sheets, statements of operations, cash flows, and related notes Condensed Consolidated Balance Sheet Data (in thousands) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Cash | $31,023 | $36,231 | | Total current assets | $56,283 | $59,664 | | Total assets | $64,445 | $68,120 | | Total current liabilities | $7,680 | $9,002 | | Total liabilities | $10,100 | $11,487 | | Total stockholders' equity | $54,345 | $56,633 | Condensed Consolidated Statements of Operations (in thousands, except per share data) | Account | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Revenue, net | $7,154 | $4,090 | | Loss from operations | $(2,850) | $(2,779) | | Net loss | $(2,767) | $(2,667) | | Basic and diluted loss per share | $(0.06) | $(0.07) | Condensed Consolidated Statements of Cash Flows (in thousands) | Account | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Net cash used in operating activities | $(4,879) | $(4,344) | | Net cash used in investing activities | $(209) | $(46) | | Net cash (used in) provided by financing activities | $(99) | $59,068 | | Net (decrease) increase in cash | $(5,208) | $54,687 | - The company operates as a single segment, offering live video and data solutions for broadcast, surveillance, and defense markets, with key offerings enhanced by the Mobile Viewpoint acquisition[22](index=22&type=chunk)[23](index=23&type=chunk)[25](index=25&type=chunk) - As of March 31, 2022, the company held **$31.0 million in cash** and **$48.6 million in working capital**, with management confident in sufficient liquidity for the next twelve months despite a net loss[66](index=66&type=chunk)[68](index=68&type=chunk) Revenue by Primary Geographical Market (in thousands) | Region | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | North America | $2,428 | $1,692 | | Europe | $2,483 | $1,279 | | Asia | $542 | $431 | | Rest of World | $1,651 | $542 | | South America | $50 | $146 | | **Total** | **$7,154** | **$4,090** | - The company faces customer concentration risk, with one customer representing **21% of Q1 2022 revenue** and **45% of net accounts receivable** as of March 31, 2022[125](index=125&type=chunk)[126](index=126&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Q1 2022 revenue increased **80% to $7.2 million** due to live events and MVP acquisition, while operating expenses and net loss also rose, yet the company maintains strong liquidity Comparison of Operations for the three months ended March 31 (in millions) | Metric | 2022 | 2021 | Change (%) | | :--- | :--- | :--- | :--- | | Revenues | $7.2 | $4.0 | +80% | | Cost of Components and Personnel | $3.4 | $2.2 | +55% | | General and Administrative Expenses | $4.9 | $3.6 | +36% | | Research and Development Expenses | $1.1 | $0.6 | +83% | | Net Loss | $2.8 | $2.7 | +4% | - The **80% revenue increase** was primarily driven by a resurgence in live event sales, higher military/government sales, and contributions from the MVP acquisition[152](index=152&type=chunk) - The rise in General and Administrative expenses was primarily due to a **$0.7 million increase in stock-based compensation** and a **$0.4 million increase in salaries and benefits**[155](index=155&type=chunk) - The company actively monitors COVID-19 related supply chain risks, mitigating shortages and delays by increasing key component inventory levels[137](index=137&type=chunk)[140](index=140&type=chunk) - As of March 31, 2022, the company held **$31.0 million in cash** and **$48.6 million in working capital**, which management deems sufficient for operations over the next twelve months[161](index=161&type=chunk)[163](index=163&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes to market risk disclosures were reported since the company's 2021 annual report - As of March 31, 2022, no material changes to market risk information have occurred since the company's 2021 annual report[172](index=172&type=chunk) [Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were ineffective as of March 31, 2022, due to an un-remediated material weakness, with MVP integration ongoing - The company's Certifying Officers determined disclosure controls and procedures were ineffective as of March 31, 2022, due to a previously identified material weakness[175](index=175&type=chunk) - Remediation efforts, including enhanced supervisory review, are ongoing, but the material weakness remained un-remediated as of March 31, 2022[177](index=177&type=chunk) - Integration of the acquired MVP business into operations and internal control processes is underway, expected to conclude within one year of acquisition[178](index=178&type=chunk) [PART II: OTHER INFORMATION](index=32&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings during the period - No legal proceedings were reported[181](index=181&type=chunk) [Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) The company faces a material risk of delisting from Nasdaq Capital Market if its common stock bid price falls below $1.00 per share - The company's common stock faces delisting risk from the Nasdaq Capital Market if its closing bid price remains below **$1.00 per share** for over 30 consecutive business days[181](index=181&type=chunk) - Delisting would negatively impact stock price, investor trading ability, and the company's capacity to raise capital or pursue strategic financing[182](index=182&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=32&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds were reported during the period - No unregistered sales of equity securities or use of proceeds were reported[183](index=183&type=chunk) [Defaults Upon Senior Securities](index=32&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - No defaults upon senior securities were reported[184](index=184&type=chunk) [Mine Safety Disclosures](index=32&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - This disclosure is not applicable[185](index=185&type=chunk) [Other Information](index=32&type=section&id=Item%205.%20Other%20Information) The company reported no other information - No other information was reported[186](index=186&type=chunk) [Exhibits](index=33&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate governance documents, material agreements, and officer certifications - The report includes various exhibits, such as the Certificate of Incorporation, bylaws, warrant forms, incentive plans, and required officer certifications (31.1, 31.2, 32.1, 32.2)[187](index=187&type=chunk)[188](index=188&type=chunk) [Signatures](index=35&type=section&id=SIGNATURES) This section contains the authorized signatures for the report - The report was duly signed and authorized on **May 16, 2022**, by Carleton Miller, Chief Executive Officer, and Michael Bond, Chief Financial Officer[193](index=193&type=chunk)

Part I [Item 1. Business](index=5&type=section&id=Item%201.%20Business) Vislink Technologies provides live video and data solutions for broadcast, military, and government, bolstered by the 2021 Mobile Viewpoint acquisition - Vislink specializes in live video collection and delivery for broadcast, surveillance, and defense markets, utilizing technologies like microwave, satellite, and IP networks[18](index=18&type=chunk) - The company's solutions are used in major live events, including international sporting contests, award shows, and racing events, with over **200,000 systems installed worldwide**[20](index=20&type=chunk) - The August 2021 acquisition of Mobile Viewpoint (MVP) is a core part of the strategy to expand into bonded cellular, 5G, and AI-automated production, addressing the growth in live internet video traffic and cloud-based workflows[25](index=25&type=chunk)[26](index=26&type=chunk) - As of December 31, 2021, Vislink had **131 full-time employees**, contractors, or consultants across various functions[61](index=61&type=chunk) [Item 1A. Risk Factors](index=15&type=section&id=Item%201A.%20Risk%20Factors) The company faces multiple risks in operations, financial stability, internal controls, supply chain, and potential Nasdaq delisting - The company has a history of recurring operating losses and cash used from operations, leading to disclosures about its liquidity and financial condition[67](index=67&type=chunk)[72](index=72&type=chunk) - Management has identified material weaknesses in internal controls over financial reporting, including inadequate risk assessment and issues with integrating accounting systems from acquisitions[78](index=78&type=chunk)[82](index=82&type=chunk)[87](index=87&type=chunk) - The company faces risks from the COVID-19 pandemic, which could disrupt operations, supply chains, and customer demand[68](index=68&type=chunk)[69](index=69&type=chunk) - Vislink relies on a limited number of suppliers for certain components and does not have long-term contracts, creating a risk of disruption to its manufacturing and sales fulfillment[99](index=99&type=chunk)[101](index=101&type=chunk) - The company's common stock is at risk of being delisted from the Nasdaq Capital Market if it fails to maintain the minimum closing bid price of **$1.00 per share**[133](index=133&type=chunk) - The acquisition strategy involves risks such as the failure of acquired businesses to achieve expected results, difficulties in integration, and the potential for impairment of acquired assets[149](index=149&type=chunk)[152](index=152&type=chunk) [Item 1B. Unresolved Staff Comments](index=30&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - Not applicable[155](index=155&type=chunk) [Item 2. Properties](index=30&type=section&id=Item%202.%20Properties) The company leases various global properties, including its new Mount Olive, NJ headquarters, and facilities in the UK, UAE, and Singapore Leased Properties Summary | Location | Size (sq. ft.) | Lease Expiration | Annual Rent (Approx.) | | :--- | :--- | :--- | :--- | | Mount Olive, NJ | 7,979 | Jan 31, 2027 | $130,428 (initial) | | Billerica, MA | 8,204 | Dec 31, 2026 | $95,000 | | Colchester, UK | 16,000 | Mar 24, 2025 | $275,000 | | Hemel, UK | N/A | Oct 27, 2023 | $175,000 | | Singapore | 950 | Aug 9, 2023 | $30,500 | [Item 3. Legal Proceedings](index=30&type=section&id=Item%203.%20Legal%20Proceedings) The company is not currently involved in any material litigation, though its industry is prone to intellectual property claims - The company is not currently involved in any material litigation that it believes would significantly affect its business or financial condition[164](index=164&type=chunk) [Item 4. Mine Safety Disclosures](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[165](index=165&type=chunk) Part II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=31&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Vislink's common stock trades on Nasdaq under 'VISL', with **45.8 million shares outstanding**, and no cash dividends have been paid - The company's common stock trades on the Nasdaq Capital Market under the symbol "**VISL**"[167](index=167&type=chunk) - As of March 22, 2022, there were **45,825,089 shares of common stock outstanding**[167](index=167&type=chunk) - The company has never declared or paid a cash dividend and intends to retain future earnings[169](index=169&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=32&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Revenue increased **48%** to **$33.9 million** in 2021, driven by live events and acquisitions, despite continued operating losses, while liquidity significantly improved Financial Performance Summary (in millions) | Metric | 2021 (in millions) | 2020 (in millions) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | $33.9 | $22.9 | 48% | | Loss from Operations | $(17.7) | $(17.9) | (1%) | | Goodwill Impairment | $9.2 | $0.0 | N/A | | Net Loss | $(16.4) | $(17.6) | (7%) | - The **48% increase in revenue** was primarily due to a resurgence in live event sales post-pandemic, growth in military/government contracts, and revenue contribution from the newly acquired MVP[194](index=194&type=chunk)[195](index=195&type=chunk) - General and administrative expenses rose by **29% to $22.0 million**, mainly due to **$3.2 million** in stock-based compensation, **$2.0 million** in salaries, and **$1.9 million** in acquisition costs related to MVP[200](index=200&type=chunk)[201](index=201&type=chunk) - The company's cash position increased significantly to **$36.2 million** at year-end 2021 from **$5.2 million** in 2020, primarily due to net proceeds of **$46.8 million** from a public offering and **$12.6 million** from an at-the-market facility[210](index=210&type=chunk)[211](index=211&type=chunk)[212](index=212&type=chunk) Cash Flow Summary (in millions) | Cash Flow Activity | 2021 (in millions) | 2020 (in millions) | | :--- | :--- | :--- | | Net cash used in operating activities | $(9.6) | $(14.4) | | Net cash used in investing activities | $(17.5) | $(0.3) | | Net cash provided by financing activities | $58.3 | $18.0 | [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=42&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Disclosure is not required as the company qualifies as a smaller reporting company - Disclosure is not required as the company qualifies as a smaller reporting company[251](index=251&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=42&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section refers to the company's audited financial statements and notes, beginning on page F-1 - The company's audited financial statements and notes are included in the report starting on page F-1[252](index=252&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=42&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes or disagreements with its accountants on accounting and financial disclosure - None reported[253](index=253&type=chunk) [Item 9A. Controls and Procedures](index=43&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of December 31, 2021, due to material weaknesses in internal financial reporting controls - Management concluded that disclosure controls and procedures were not effective as of December 31, 2021[257](index=257&type=chunk) - Material weaknesses were identified due to limited resources, preventing proper segregation of duties and adequate risk assessment, and a lack of documented internal control assessment[260](index=260&type=chunk) - The company is integrating the newly acquired MVP into its operations and internal control processes, with MVP's controls potentially excluded from the 2021 evaluation[259](index=259&type=chunk) [Item 9B. Other Information](index=44&type=section&id=Item%209B.%20Other%20Information) The company reports no other information under this item - None[262](index=262&type=chunk) Part III [Items 10-14](index=45&type=section&id=Items%2010-14) Information for Items 10-14 is incorporated by reference from the forthcoming 2022 proxy statement - Information for Items 10, 11, 12, 13, and 14 is incorporated by reference from the forthcoming 2022 proxy statement[266](index=266&type=chunk)[267](index=267&type=chunk)[268](index=268&type=chunk)[269](index=269&type=chunk)[270](index=270&type=chunk) Part IV [Item 15. Exhibits, Financial Statement Schedules](index=46&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists the financial statements, schedules, and exhibits filed as part of the Form 10-K - The audited consolidated financial statements for the years ended December 31, 2021, and 2020 are filed with this report[273](index=273&type=chunk) - A list of exhibits filed with the report is provided, including various corporate documents, material agreements, and certifications by the CEO and CFO[274](index=274&type=chunk)[277](index=277&type=chunk)[278](index=278&type=chunk) Financial Statements [Consolidated Financial Statements](index=51&type=section&id=Consolidated%20Financial%20Statements) Consolidated financial statements show significant asset and equity growth in 2021 due to capital raises, despite continued net losses Consolidated Balance Sheet (in thousands) | Balance Sheet (in thousands) | Dec 31, 2021 | Dec 31, 2020 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $36,231 | $5,190 | | Total Current Assets | $59,664 | $16,515 | | Total Assets | $68,120 | $20,651 | | **Liabilities & Equity** | | | | Total Current Liabilities | $9,002 | $8,846 | | Total Liabilities | $11,487 | $10,654 | | Total Stockholders' Equity | $56,633 | $9,997 | Consolidated Statement of Operations (in thousands) | Statement of Operations (in thousands) | Year Ended Dec 31, 2021 | Year Ended Dec 31, 2020 | | :--- | :--- | :--- | | Revenue, net | $33,882 | $22,882 | | Loss from operations | $(17,747) | $(17,888) | | Net loss | $(16,392) | $(17,575) | | Basic and diluted loss per share | $(0.38) | $(1.19) | [Notes to Consolidated Financial Statements](index=60&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes provide detailed financial information, including liquidity, the Mobile Viewpoint acquisition, goodwill impairment, and other key disclosures [Note 2 - Liquidity and Financial Condition](index=61&type=section&id=NOTE%202%20%E2%80%94%20LIQUIDITY%20AND%20FINANCIAL%20CONDITION) - The company incurred a **$17.7 million loss from operations** and used **$9.6 million in cash from operations** in 2021, ending with **$36.2 million in cash** and an accumulated deficit of **$286.5 million**[324](index=324&type=chunk) - In 2021, the company raised significant capital, including net proceeds of **$46.8 million** from a public offering and **$12.6 million** from its at-the-market (ATM) facility[325](index=325&type=chunk)[326](index=326&type=chunk) - Management believes the company has sufficient funds to continue operations for at least twelve months from the financial statement date, despite risks and uncertainties[328](index=328&type=chunk) [Note 4 - Acquisition of Mobile Viewpoint Corporate B.V.](index=72&type=section&id=NOTE%204%20%E2%80%93%20ACQUISITION%20OF%20MOBILE%20VIEWPOINT%20CORPORATE%20B.V.) - On August 16, 2021, Vislink acquired **100% of Mobile Viewpoint (MVP)** for approximately **€14.8 million (approx. $17.5 million)** plus **€0.7 million** in assumed debt[407](index=407&type=chunk) Mobile Viewpoint Purchase Price Allocation (in thousands) | Purchase Price Allocation (in thousands) | As Adjusted | | :--- | :--- | | Cash (Consideration Transferred) | $18,311 | | Total identifiable net assets | $5,930 | | **Excess (Intangibles & Goodwill)** | **$12,381** | | *Allocation:* | | | Trade name | $801 | | Proprietary technology | $2,133 | | Customer relationship | $2,215 | | Goodwill | $9,189 | - Since the acquisition date, MVP contributed approximately **$2.3 million in revenue**[419](index=419&type=chunk) [Note 8 - Goodwill](index=75&type=section&id=NOTE%208%20%E2%80%94%20GOODWILL) - The company performed its annual goodwill impairment test as of December 31, 2021, recognizing a decline in market capitalization as a triggering event[427](index=427&type=chunk) - A quantitative assessment concluded the reporting unit's carrying amount exceeded its fair value, resulting in a goodwill impairment charge of **$9,189,000** for the year[428](index=428&type=chunk) [Note 12 - Payroll Protection Program Loan](index=78&type=section&id=NOTE%2012%20%E2%80%93%20PAYROLL%20PROTECTION%20PROGRAM%20LOAN) - On July 26, 2021, the company received full forgiveness for its **$1,168,000** Paycheck Protection Program (PPP) loan, originally received in April 2020[440](index=440&type=chunk) - The loan forgiveness was recognized as a gain on settlement of debt in the statement of operations[441](index=441&type=chunk) [Note 16 - Stockholders' Equity](index=84&type=section&id=NOTE%2016%20%E2%80%94%20STOCKHOLDERS%27%20EQUITY) - In February 2021, the company raised net proceeds of **$46.8 million** by issuing **18,181,820 shares** of common stock and **9,090,910 five-year warrants**[497](index=497&type=chunk) - During 2021, the company also raised net proceeds of **$12.6 million** by issuing **6,163,198 shares** of common stock through its at-the-market (ATM) shelf registration[498](index=498&type=chunk) [Note 20 - Revenue](index=96&type=section&id=NOTE%2020%20%E2%80%93%20REVENUE) Revenue by Geography (in millions) | Revenue by Geography (in millions) | 2021 | 2020 | | :--- | :--- | :--- | | North America | $18.1 | $9.1 | | Europe | $11.4 | $9.4 | | Asia | $2.0 | $2.4 | | Rest of World | $2.1 | $1.8 | | South America | $0.4 | $0.1 | | **Total** | **$33.9** | **$22.9** | Revenue by Source (in millions) | Revenue by Source (in millions) | 2021 | 2020 | | :--- | :--- | :--- | | Equipment sales | $31.7 | $20.1 | | Installation, integration, and repairs | $1.1 | $2.2 | | Warranties | $0.7 | $0.3 | | Other | $0.3 | $0.3 | | **Total** | **$33.9** | **$22.9** | [Note 22 - Income Taxes](index=97&type=section&id=NOTE%2022%20%E2%80%94%20INCOME%20TAXES) - As of December 31, 2021, the company has federal net operating loss (NOL) carryforwards of approximately **$177.8 million**, which will begin to expire in 2027[544](index=544&type=chunk) - A full valuation allowance has been recorded against the company's deferred tax assets, as management concluded they are "more likely than not" to not be realized due to past and present losses[545](index=545&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________to _______________. Commission File Number: 001-35988 Vislink Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 20-5856795 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR (State or other jurisdiction of incorporation or organization) Delaware 20-5856795 (IRS Employer Identification No.) 101 Bilby Road, Suite 15, Bldg. 2 Hackettstown, NJ 07840 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fro ...