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Remark Holdings(MARK) - 2023 Q3 - Quarterly Report

Financial Performance - Total revenue for the three months ended September 30, 2023, was 1.83million,adecreaseof35.51.83 million, a decrease of 35.5% compared to 2.81 million for the same period in 2022[11]. - Operating loss for the three months ended September 30, 2023, was 4.13million,animprovementfromalossof4.13 million, an improvement from a loss of 6.73 million in the same period last year[11]. - Net loss for the three months ended September 30, 2023, was 7.17million,comparedtoanetlossof7.17 million, compared to a net loss of 8.92 million for the same period in 2022[11]. - Revenue for the three months ended September 30, 2023, was 183,000,comparedto183,000, compared to 2,812,000 for the same period in 2022, reflecting a significant decline[71]. - Revenue from AI-based products and services for the nine months ended September 30, 2023, was 4,000,000,downfrom4,000,000, down from 9,699,000 in the same period of 2022[71]. - Revenue for the nine months ended September 30, 2023, was 4,176,000,adecreaseof584,176,000, a decrease of 58% compared to 10,037,000 for the same period in 2022[162]. - The company recognized approximately 0.1millioninrevenuefromtherelationshipwiththeChinaBusinessPartnerduringtheninemonthsendedSeptember30,2023,asignificantdecreasefrom0.1 million in revenue from the relationship with the China Business Partner during the nine months ended September 30, 2023, a significant decrease from 5.3 million in the same period of 2022[126]. Assets and Liabilities - Total current assets decreased to 10.47millionasofSeptember30,2023,downfrom10.47 million as of September 30, 2023, down from 12.29 million at December 31, 2022[9]. - Total liabilities increased to 45.32millionasofSeptember30,2023,comparedto45.32 million as of September 30, 2023, compared to 34.86 million at December 31, 2022[9]. - Total stockholders' deficit was 32.92millionasofSeptember30,2023,comparedto32.92 million as of September 30, 2023, compared to 20.43 million at December 31, 2022[9]. - Cash balance as of September 30, 2023, was 270,000,significantlyupfrom270,000, significantly up from 52,000 at December 31, 2022[9]. - Inventory increased to 455,000asofSeptember30,2023,comparedto455,000 as of September 30, 2023, compared to 308,000 at December 31, 2022[9]. - Gross accounts receivable as of September 30, 2023, was 7,103,000,slightlydownfrom7,103,000, slightly down from 7,213,000 as of December 31, 2022[76]. Cash Flow and Operating Activities - Cash used in operating activities decreased to 9,083fortheninemonthsendedSeptember30,2023,from9,083 for the nine months ended September 30, 2023, from 13,635 in the prior year, indicating a 33.5% reduction[19]. - Total cash at the end of the period was 270,comparedto270, compared to 376 at the end of September 30, 2022, reflecting a decrease of 28.2%[19]. - Cash paid for interest decreased to 1,578fortheninemonthsendedSeptember30,2023,downfrom1,578 for the nine months ended September 30, 2023, down from 3,238 in the same period of 2022, a reduction of 51.2%[19]. - Net cash used in operating activities during the nine months ended September 30, 2023, was 9.1million,withacashbalanceof9.1 million, with a cash balance of 0.3 million as of the same date[38]. - The company experienced a decrease in cash from investing activities, with proceeds of 6.3millionfromthesaleofmarketablesecuritiesinthesameperiodof2022[191].StrategicInitiativesandFutureOutlookThecompanyisactivelyevaluatingstrategicalternatives,includingdebtandequityfinancings,tofundfutureoperationsandmeetfinancialobligations[40].ThecompanyintendstogeneraterevenuegrowthfromitsAIanddataanalyticsofferings,althoughitcannotassurethatthiswillbesufficienttosustainoperationsinthenexttwelvemonths[40].ThecompanyhassignedinitialcontractstoexpandsalesintoColombia,Malaysia,andIndia,withnorevenuerecognizedfromthesenewcontractsyet[157].ThecompanyplanstoexpandsalesintotheMiddleEastduringthefirstquarterof2024[151].ThecompanyisfocusingongeographicdiversificationtomitigaterisksassociatedwiththesloweconomicrecoveryinChinaandgeopoliticaltensions[151].ComplianceandRegulatoryIssuesThecompanyfailedtoregaincompliancewithNasdaqsContinuedListingStandardsbyOctober24,2023,andissubjecttopotentialdelisting[130].Nasdaqnotifiedthecompanythatitfailedtomeettheminimumnetincomerequirementof6.3 million from the sale of marketable securities in the same period of 2022[191]. Strategic Initiatives and Future Outlook - The company is actively evaluating strategic alternatives, including debt and equity financings, to fund future operations and meet financial obligations[40]. - The company intends to generate revenue growth from its AI and data analytics offerings, although it cannot assure that this will be sufficient to sustain operations in the next twelve months[40]. - The company has signed initial contracts to expand sales into Colombia, Malaysia, and India, with no revenue recognized from these new contracts yet[157]. - The company plans to expand sales into the Middle East during the first quarter of 2024[151]. - The company is focusing on geographic diversification to mitigate risks associated with the slow economic recovery in China and geopolitical tensions[151]. Compliance and Regulatory Issues - The company failed to regain compliance with Nasdaq's Continued Listing Standards by October 24, 2023, and is subject to potential delisting[130]. - Nasdaq notified the company that it failed to meet the minimum net income requirement of 500,000 from continuing operations for the fiscal year 2022, resulting in non-compliance with continued listing standards[206]. - The company submitted a plan to regain compliance with Nasdaq's continued listing standards on June 12, 2023, and was granted an extension until October 24, 2023[206]. - On October 26, 2023, Nasdaq issued a determination letter indicating that the company did not regain compliance, putting its common stock at risk of delisting[206]. - The company has appealed Nasdaq's delisting determination and has been granted a hearing with the Hearings Panel on February 1, 2024[207]. Operational Challenges - The impact of the COVID-19 pandemic continues to adversely affect the company's business, particularly in China, where operational capabilities have been significantly limited[36]. - The company has expressed substantial doubt regarding its ability to continue as a going concern due to recurring operating losses and negative cash flows[39]. - The company is subject to legal and operational risks associated with its significant operations in China, which may impact its business and securities value[137]. - The company has a history of recurring operating losses and negative cash flows, raising substantial doubt about its ability to continue as a going concern[187]. Expenses and Cost Management - Sales and marketing expenses increased by 80% to 1,093,000duetotheadditionofnewpersonnel[164].Technologyanddevelopmentexpensesroseby501,093,000 due to the addition of new personnel[164]. - Technology and development expenses rose by 50% to 1,504,000, driven by increased consulting related to R&D activities[164]. - General and administrative expenses decreased by 39% to 8,920,000,attributedtolowerlegalfeesandareductioninsharebasedcompensation[166].Interestexpensedecreasedby378,920,000, attributed to lower legal fees and a reduction in share-based compensation[166]. - Interest expense decreased by 37% to 3,351,000 due to lower outstanding debt principal despite an increase in interest rates[169]. Shareholder and Equity Information - Weighted-average shares outstanding for the three months ended September 30, 2023, were 18,377,384, up from 10,529,055 in the same period last year[11]. - The company issued a convertible subordinated debenture in the original principal amount of approximately 2.8milliontoIonic,whichautomaticallyconvertedintosharesofcommonstock[92].AsofSeptember30,2023,theestimatedobligationtoissuecommonstockuponconversionofthe2023Debenturesisapproximately2.8 million to Ionic, which automatically converted into shares of common stock[92]. - As of September 30, 2023, the estimated obligation to issue common stock upon conversion of the 2023 Debentures is approximately 4.7 million, representing 9,373,457 shares[93]. - The company issued a total of 1,220,000 shares to Ionic in partial settlement of ELOC Advances during October and November 2023[127]. - The company recorded a total finance cost of $6.712 million associated with obligations to issue common stock[108].