Hudson Global(HSON) - 2021 Q4 - Annual Report

PART I ITEM 1. BUSINESS Hudson Global, Inc., operating as Hudson RPO, provides global RPO and contract staffing solutions across Americas, Asia Pacific, and Europe, expanding capabilities through recent acquisitions - Hudson Global, Inc. operates under the brand name Hudson RPO, providing recruitment outsourcing and total talent solutions globally[6] - Acquired Karani, LLC on October 29, 2021, enhancing global delivery in India and the Philippines and strengthening technology recruitment capabilities[8] - Acquired Coit Staffing, Inc. on October 1, 2020, expanding its presence in the technology sector and establishing a Technology Group in San Francisco[9] Revenue by Geographic Segment (Year Ended December 31, 2021) | Segment | Amount ($ in thousands) | Percentage (%) | |:-------------|:------------------------|:---------------| | Americas | 28,797 | 17.0 | | Asia Pacific | 118,597 | 70.1 | | Europe | 21,813 | 12.9 | | Total | 169,207 | 100.0 | Revenue by Service Offering (Year Ended December 31, 2021) | Service Offering | Amount ($ in thousands) | Percentage (%) | |:-----------------|:------------------------|:---------------| | RPO Recruitment | 66,469 | 39.3 | | Contracting | 102,738 | 60.7 | | Total | 169,207 | 100.0 | - The top 25 clients generated over 85% of the Company's revenue in both 2021 and 2020, indicating significant client concentration[14] - The company employs approximately 1,300 people worldwide, with about 1,200 being client-facing consultants[17] - Growth strategy focuses on organic RPO growth, overhead reduction, and strategic acquisitions to expand capabilities and utilize net operating losses[16] ITEM 1A. RISK FACTORS The Company faces significant risks from global economic fluctuations, the COVID-19 pandemic, strategic execution challenges, high customer concentration, intense competition, international operations, and limitations on net operating loss carryforwards - Global economic fluctuations and the ongoing COVID-19 pandemic (including new variants, labor shortages, and inflation) significantly impact client demand and operational stability[28][29] - Risks associated with strategic initiatives include failure to achieve long-term financial goals, unsuccessful integration of acquisitions (e.g., Karani, LLC), and unforeseen liabilities[30][31] - High dependence on a few large customers (top 25 clients account for over 85% of revenue; three clients for 65% in 2021) means the loss of any could materially affect financial results[35] - The markets for the Company's services are highly competitive with low barriers to entry, leading to pricing pressures and potential loss of market share[37][38] - International operations (84% of 2021 revenue from outside the U.S.) expose the Company to foreign currency exchange risks, political events, and difficulties in managing global operations[43][44][46] - The Company's ability to utilize U.S. net operating loss carryforwards (NOLs) may be limited by Section 382 of the U.S. Internal Revenue Code due to potential ownership changes[60] ITEM 1B. UNRESOLVED STAFF COMMENTS The Company reported no unresolved staff comments from the SEC - No unresolved staff comments were reported[65] ITEM 2. PROPERTIES Hudson Global, Inc. operates from leased offices globally, with its principal executive office in Old Greenwich, CT, and maintains adequate leased spaces across Americas, Asia Pacific, and Europe - All operating offices are located in leased premises[66] - Principal executive office is in Old Greenwich, CT, occupying approximately 1,300 square feet[66] Leased Office Locations and Square Footage | Region | Leased Locations | Aggregate Square Feet | |:-------------|:-----------------|:----------------------| | Americas | 2 | 5,900 | | Asia Pacific | 5 | 23,900 | | Europe | 1 | 1,200 | - All leased space is considered adequate for business operations, with no foreseen difficulties in meeting future space requirements[67] ITEM 3. LEGAL PROCEEDINGS The Company is involved in various incidental legal proceedings, none of which are expected to materially adversely affect its financial condition or results of operations - The Company is involved in various legal proceedings incidental to its business[68] - No pending or threatened legal proceedings are expected to have a material adverse effect on financial condition or results of operations[68] ITEM 4. MINE SAFETY DISCLOSURES This item is not applicable to the Company - Not applicable[69] PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES The Company's common stock, listed on NASDAQ as 'HSON', experienced significant price fluctuations in 2021, with no dividends paid and approximately $1.7 million remaining under its share repurchase authorization - Common stock is listed on the NASDAQ Global Select Market under the symbol 'HSON'[71] Common Stock Market Price Range (2021-2020) | Year | Quarter | High ($) | Low ($) | |:-----|:---------------|:---------|:--------| | 2021 | Fourth quarter | 30.99 | 15.55 | | 2021 | Third quarter | 19.90 | 15.46 | | 2021 | Second quarter | 19.90 | 16.55 | | 2021 | First quarter | 18.27 | 10.36 | | 2020 | Fourth quarter | 11.96 | 9.37 | | 2020 | Third quarter | 10.18 | 8.63 | | 2020 | Second quarter | 9.50 | 8.38 | | 2020 | First quarter | 13.10 | 6.06 | - The Company has not paid dividends in recent years and has no current plans to declare common stock dividends[74] - As of December 31, 2021, approximately $1.7 million remained available under the $10 million share repurchase authorization, with no repurchases made in 2021[75] ITEM 6. RESERVED This item is reserved and contains no information ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This MD&A reviews Hudson Global's financial performance, market conditions, and strategic initiatives for 2021 and 2020, highlighting a 67% revenue increase to $169.2 million and a shift to $3.2 million net income in 2021, supported by sufficient liquidity - Company strategy focuses on providing global RPO solutions, facilitating growth through strategic investments, building brand differentiation, and improving cost structure[78][82] - Economic conditions in 2021 were challenging but showed signs of rebound, though recovery expectations are hampered by new COVID-19 variants and increased inflation and currency volatility[83] - The COVID-19 pandemic continued to impact operations in 2021, leading to hiring freezes, currency fluctuations, and uncertainty regarding future demand[84][85] Key Financial Highlights (Year Ended December 31, 2021 vs. 2020) | Metric | 2021 ($M) | 2020 ($M) | Change ($M) | Change (%) | |:-------------------------------------|:----------|:----------|:------------|:-----------| | Revenue | 169.2 | 101.4 | 67.8 | 67% | | SG&A and Non-Op | 63.2 | 39.8 | 23.5 | 59% | | EBITDA | 4.9 | (0.7) | 5.6 | N/A | | Net income (loss) | 3.2 | (1.2) | 4.4 | N/A | - Revenue increase was driven by growth in Australia, Americas, and the UK, with acquisitions of Coit Staffing, Inc. and Karani, LLC contributing 10 and 15 percentage points, respectively, to revenue growth[89][97] - SG&A and Non-Op as a percentage of revenue decreased from 38% in 2020 to 37% in 2021, indicating improved efficiency[91] Executive Overview The Company's core strategy focuses on delivering global RPO solutions through strategic investments, brand differentiation, and cost efficiency, while exploring various alternatives to maximize shareholder value - The Company's strategy is to provide global RPO solutions, combining broad geographic presence, world-class talent solutions, and a tailored, consultative approach[78] - Strategic initiatives include facilitating growth through investments in people, innovation, and technology; building brand differentiation; and improving cost structure and efficiency[82] - The Company explores strategic alternatives to maximize shareholder value, including organic growth, strategic initiatives, and share repurchases[80] Current Market Conditions Major global markets are expected to rebound in 2022 but remain below pre-COVID levels, facing risks from new virus variants, increased inflation, and currency volatility due to discontinued policy measures - Economic conditions in most major markets are expected to rebound in 2022 but remain below pre-COVID levels, with new virus variants posing risks[83] - Discontinuation of government policy measures has led to increased inflation and volatility in global currencies[83] - Stronger foreign currencies against the U.S. dollar during a reporting period can translate into higher U.S. dollar results for foreign operations[83] COVID-19 Pandemic The COVID-19 pandemic and its variants continue to pose significant, uncertain risks to the Company's business, operations, and financial results, causing hiring freezes, currency impacts, and interview challenges in 2021 - The COVID-19 pandemic and new variants present significant, uncertain risks to the Company's business, operations, and financial results[84][85] - In 2021, impacts included customer hiring freezes, negative effects on certain currencies (e.g., Australia), and challenges with in-person interviews[84] - The scope, nature, and ultimate extent of the pandemic's effects are highly uncertain and could persist for an extended period[85][86] Financial Performance Hudson Global achieved a significant financial turnaround in 2021, with revenue increasing by 67% to $169.2 million and a shift from a $1.2 million net loss to $3.2 million net income, driven by strong growth and acquisitions - Revenue increased by $67.8 million (67%) to $169.2 million in 2021, driven by growth in Australia, Americas, and the UK[89] - On a constant currency basis, revenue increased by $60.4 million (55%), with Contracting revenue up 51% and RPO recruitment revenue up 64%[89] - SG&A and Non-Op increased by $23.5 million (59%) to $63.2 million in 2021, primarily due to higher staff costs and the prior year's PPP debt extinguishment[91] - EBITDA improved from a loss of $0.7 million in 2020 to a gain of $4.9 million in 2021, with a $5.3 million increase on a constant currency basis[91] - Net income was $3.2 million in 2021, a significant improvement from a net loss of $1.2 million in 2020, with a $4.3 million increase on a constant currency basis[91] Consolidated Financial Performance (Year Ended December 31, 2021 vs. 2020) | Metric ($ in thousands) | 2021 As reported | 2020 As reported | 2020 Currency translation | 2020 Constant currency | |:------------------------|:-----------------|:-----------------|:--------------------------|:-----------------------| | Revenue | 169,207 | 101,448 | 7,399 | 108,847 | | Adjusted net revenue | 68,157 | 39,081 | 2,127 | 41,208 | | SG&A and Non-Op | 63,249 | 39,759 | 1,818 | 41,577 | | Operating income (loss) | 4,394 | (2,646) | 248 | (2,398) | | Net income (loss) | 3,227 | (1,243) | 211 | (1,032) | | EBITDA (loss) | 4,908 | (678) | 281 | (397) | Results of Operations: Segment and Other In 2021, all segments experienced strong growth, with Americas revenue up 165%, Asia Pacific up 45%, and Europe up 37% (constant currency), contributing to a $3.2 million net income and a 25.7% effective tax rate Americas Segment Performance (Year Ended December 31, 2021 vs. 2020) | Metric ($ in millions) | 2021 As reported | 2020 As reported | Change ($M) | Change (%) | |:-----------------------|:-----------------|:-----------------|:------------|:-----------| | Revenue | 28.8 | 10.9 | 17.9 | 165% | | Adjusted net revenue | 27.1 | 9.6 | 17.5 | 182% | | SG&A and Non-Op | 25.3 | 10.7 | 14.6 | 136% | | Operating income (loss)| 1.7 | (2.2) | 3.9 | 176% | | EBITDA (loss) | 1.8 | (1.0) | 2.8 | 273% | - Americas revenue growth was significantly boosted by the acquisitions of Coit Staffing, Inc. (91 percentage points) and Karani, LLC (15 percentage points)[97] Asia Pacific Segment Performance (Constant Currency, Year Ended December 31, 2021 vs. 2020) | Metric ($ in millions) | 2021 As reported | 2020 Constant currency | Change ($M) | Change (%) | |:-----------------------|:-----------------|:-----------------------|:------------|:-----------| | Revenue | 118.6 | 81.9 | 36.7 | 45% | | Adjusted net revenue | 28.6 | 21.3 | 7.3 | 34% | | SG&A and Non-Op | 23.1 | 18.1 | 5.0 | 28% | | Operating income | 6.8 | 4.1 | 2.7 | 67% | | EBITDA | 5.5 | 3.1 | 2.3 | 75% | - Asia Pacific revenue growth was primarily driven by a 50% increase in contracting revenue and a 30% increase in RPO recruitment revenue[103] Europe Segment Performance (Constant Currency, Year Ended December 31, 2021 vs. 2020) | Metric ($ in millions) | 2021 As reported | 2020 Constant currency | Change ($M) | Change (%) | |:-----------------------|:-----------------|:-----------------------|:------------|:-----------| | Revenue | 21.8 | 15.9 | 5.9 | 37% | | Adjusted net revenue | 12.5 | 10.3 | 2.2 | 22% | | SG&A and Non-Op | 11.5 | 9.6 | 1.9 | 19% | | Operating income | 1.3 | 0.4 | 0.9 | 219% | | EBITDA | 1.0 | 0.5 | 0.5 | 89% | - Europe's revenue growth was led by the U.K., with increases in both contracting (68%) and RPO recruitment (22%) due to higher demand and new client contracts[113] - Corporate expenses increased by $0.4 million (12%) in 2021, mainly due to higher stock compensation expense[121] - Depreciation and amortization expense increased from $0.2 million in 2020 to $0.6 million in 2021, driven by acquisition-related amortization[122] - Net income was $3.2 million in 2021, compared to a net loss of $1.2 million in 2020, with basic EPS of $1.11 and diluted EPS of $1.07[128] - The effective tax rate was 25.7% in 2021, compared to negative 75.5% in 2020, primarily due to the mix of income/losses in different jurisdictions and changes in valuation allowances[127] Liquidity and Capital Resources As of December 31, 2021, cash and cash equivalents decreased to $22.1 million, with operating activities providing $2.5 million and investing activities using $6.3 million for acquisitions, yet the Company maintains sufficient liquidity for the next 12 months Cash Flow Activities (Year Ended December 31, 2021 vs. 2020) | Cash Flow Activity ($ in millions) | 2021 | 2020 | |:-----------------------------------|:------|:------| | Net cash from operating activities | 2.5 | (1.4) | | Net cash used in investing activities | (6.3) | (4.0) | | Net cash used in financing activities | — | (0.9) | | Effect of exchange rates | (0.3) | 0.9 | | Net decrease in cash | (4.1) | (5.5) | - Net cash provided by operating activities increased by $3.9 million in 2021, primarily due to higher net income and favorable working capital[130] - Net cash used in investing activities in 2021 was mainly for the $6.0 million acquisition of Karani, LLC[131] - Net cash used in financing activities decreased by $0.9 million in 2021, as 2020 included $2.3 million in share repurchases partially offset by a $1.3 million PPP loan[133] - As of December 31, 2021, cash and cash equivalents totaled $21.7 million, with $9.7 million held in the U.S. and the remainder internationally[135][136] - The Company has an invoice finance credit facility (NAB Facility Agreement) allowing borrowing up to 4 million Australian dollars, with no outstanding amounts as of December 31, 2021[134] - The Company believes it has sufficient liquidity for at least the next 12 months, with expected capital expenditures of less than $1 million in 2022[135] Contingencies The Company is subject to routine compliance audits, claims, and lawsuits, but management anticipates no material adverse effect on financial condition or operations from pending matters, with $0 reserves for contingent liabilities as of December 31, 2021 and 2020 - The Company is subject to compliance audits, claims, lawsuits, and other complaints in the ordinary course of business[139] - Reserves for legal, regulatory, and other contingent liabilities were $0 as of December 31, 2021 and 2020[141] - Management believes that none of the currently pending matters will have a material adverse effect on the Company's financial condition, results of operations, or liquidity[141] Critical Accounting Policies & Estimates The Company's financial statements rely on critical accounting policies and estimates for revenue recognition, income taxes, and business combinations, involving significant judgment in areas like variable consideration, deferred tax assets, and fair value allocation in acquisitions - Revenue for RPO recruitment and contracting services is recognized over time as performance obligations are satisfied, with variable usage-based fees recognized when constraints are lifted[143][144] - Income tax accounting involves significant judgment in calculating net deferred tax assets, valuation allowances, and uncertain tax positions, which can materially impact financial statements[147][150] - Business combinations are accounted for using the acquisition method, recognizing identifiable assets and liabilities at fair value, with goodwill recorded for any excess purchase price[152] - Asset acquisitions allocate costs to acquired assets and liabilities on a relative fair value basis, without recognizing goodwill[153] Recent Accounting Pronouncements The Company refers to Note 2 of the Consolidated Financial Statements for details on the impact of recent accounting pronouncements - Refer to Note 2 for information regarding the impact or potential impact of recent accounting pronouncements[154] Forward-Looking Statements The Form 10-K contains forward-looking statements subject to various risks and uncertainties, including global economic fluctuations, the COVID-19 pandemic, strategic execution, and acquisition risks, with actual results potentially differing materially - The Form 10-K contains forward-looking statements regarding future financial condition, results of operations, business operations, and prospects[155] - These statements are subject to important factors, risks, uncertainties, and assumptions, including global economic fluctuations, the COVID-19 pandemic, strategic execution, acquisition risks, and competition[155] - Actual results could differ materially from forward-looking statements, and the Company disclaims any obligation to update them[155] ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company is primarily exposed to market risk from foreign currency exchange rate fluctuations, as 84% of 2021 revenue was earned outside the U.S., affecting translated revenues and expenses but not net income through comprehensive income adjustments - The Company faces translation and transaction risks related to foreign currency exchange, with approximately 84% of 2021 revenue earned outside the U.S.[157] - Fluctuations in foreign currency exchange rates can affect consolidated revenues and expenses when translated into U.S. dollars[157] - Translation adjustments from foreign operations are recorded in accumulated other comprehensive income and do not impact reported net income[158] ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA This section presents the Company's audited consolidated financial statements for 2021 and 2020, with management affirming effective internal controls and auditors providing an unqualified opinion, highlighting the Karani, LLC acquisition as a critical audit matter - Management assessed the effectiveness of the Company's internal control over financial reporting as effective as of December 31, 2021[161] - BDO USA, LLP issued an unqualified opinion on the consolidated financial statements for the years ended December 31, 2021 and 2020[164] - The fair value determination of customer lists in the Karani, LLC acquisition was identified as a critical audit matter due to the high degree of auditor judgment and specialized skills required[169][170] Consolidated Statements of Operations (Year Ended December 31, 2021 vs. 2020) | Metric ($ in thousands) | 2021 | 2020 | |:------------------------|:--------|:--------| | Revenue | 169,207 | 101,448 | | Total operating expenses| 164,813 | 104,094 | | Operating income (loss) | 4,394 | (2,646) | | Income (loss) before income taxes | 4,344 | (708) | | Provision for income taxes | 1,117 | 535 | | Net income (loss) | 3,227 | (1,243) | | Basic EPS | 1.11 | (0.43) | | Diluted EPS | 1.07 | (0.43) | Consolidated Balance Sheets (As of December 31, 2021 vs. 2020) | Metric ($ in thousands) | 2021 | 2020 | |:------------------------|:--------|:--------| | Total current assets | 49,160 | 40,292 | | Total assets | 61,242 | 45,386 | | Total current liabilities | 19,693 | 10,009 | | Total liabilities | 21,926 | 11,106 | | Total stockholders' equity | 39,316 | 34,280 | Consolidated Statements of Cash Flows (Year Ended December 31, 2021 vs. 2020) | Cash Flow Activity ($ in thousands) | 2021 | 2020 | |:------------------------------------|:--------|:--------| | Net cash from operating activities | 2,507 | (1,426) | | Net cash used in investing activities | (6,299) | (4,019) | | Net cash used in financing activities | (4) | (927) | | Net decrease in cash | (4,086) | (5,519) | | Cash, cash equivalents, and restricted cash end of period | 22,113 | 26,199 | Notes to Consolidated Financial Statements The Notes to Consolidated Financial Statements detail the Company's RPO business, accounting policies, financial performance, COVID-19 impact, revenue recognition, acquisitions, stock-based compensation, income taxes, and segment reporting, providing a comprehensive financial overview - The Company provides Recruitment Process Outsourcing (RPO) and contracting solutions across Americas, Asia Pacific, and Europe[188][191] - Acquisitions of Karani, LLC (2021) and Coit Staffing, Inc. (2020) expanded global delivery and technology sector presence[189][190] - The COVID-19 pandemic led to foreign government wage assistance and a $1.326 million PPP loan forgiveness in 2020[198] - Revenue recognition for RPO recruitment and contracting is over time, with variable consideration estimated based on historical data[208][212] - Income tax accounting involves significant estimates for deferred tax assets, valuation allowances, and uncertain tax positions, with a valuation allowance of $183.974 million as of December 31, 2021[217][218][303] - Goodwill increased to $4.219 million in 2021 due to the Karani, LLC acquisition, with no impairment recognized[314][317] - Intangible assets, primarily customer lists, trade names, and developed technology, totaled $5.488 million in 2021, with amortization expense of $452 thousand[318] - The Company has U.S. federal and state net operating loss carryforwards (NOLs) of $312.041 million, subject to IRC Section 382 limitations[299][300] - The Stockholder Rights Plan was amended to extend its term through October 15, 2024, to preserve the value of NOLs by deterring ownership changes[338][343] ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES The Company reported no changes in or disagreements with accountants on accounting and financial disclosures - No changes in or disagreements with accountants on accounting and financial disclosures were reported[364] ITEM 9A. CONTROLS AND PROCEDURES Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of December 31, 2021, with no material changes in internal control over financial reporting during the fourth quarter - Disclosure controls and procedures were effective as of December 31, 2021, providing reasonable assurance[365] - No material changes in internal control over financial reporting occurred during the three months ended December 31, 2021[366] ITEM 9B. OTHER INFORMATION This item contains no other information - No other information was reported[367] PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE This section details the Company's executive officers, Jeffrey E. Eberwein (CEO) and Matthew K. Diamond (CFO), and highlights the adoption of Codes of Business Conduct and Ethics, with further governance details referenced from the Proxy Statement - Jeffrey E. Eberwein serves as Chief Executive Officer since April 2018, responsible for growth strategy, operational execution, and overall performance[371] - Matthew K. Diamond serves as Chief Financial Officer since January 2020, overseeing global accounting and finance functions[374] - The Company has adopted a Code of Business Conduct and Ethics for all employees and a Code of Ethics for the CEO and Senior Financial and Accounting Officers[376] ITEM 11. EXECUTIVE COMPENSATION Executive compensation information is incorporated by reference from the Company's definitive proxy statement - Executive compensation information is incorporated by reference to the Proxy Statement[377] ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS This section provides information on equity compensation plans, including shares available for future issuance under the 2009 Incentive Stock and Awards Plan and the Employee Stock Purchase Plan, with further details referenced from the Proxy Statement Equity Compensation Plan Information (As of December 31, 2021) | Plan | Number of shares remaining available for future issuance | |:--------------------------------------|:---------------------------------------------------------| | 2009 Incentive Stock and Awards Plan | 74,718 | | Employee Stock Purchase Plan | 11,632 | | Total | 86,350 | - The Employee Stock Purchase Plan was suspended effective January 1, 2009[380] - Further information on security ownership is incorporated by reference to the Proxy Statement[378] ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE Information regarding certain relationships, related transactions, and director independence is incorporated by reference from the Company's definitive proxy statement - Information on certain relationships, related transactions, and director independence is incorporated by reference to the Proxy Statement[381] ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES Information on principal accounting fees and services is omitted from this report and incorporated by reference from the Company's definitive proxy statement - Information on principal accounting fees and services is omitted and incorporated by reference to the Proxy Statement[382] PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES This section lists all exhibits and financial statement schedules filed or incorporated by reference into the Form 10-K, including agreements, governance documents, equity plans, and the independent auditor's consent - The section includes a comprehensive list of exhibits, such as acquisition agreements (Karani, LLC, Coit Staffing, Inc.), corporate organizational documents, and equity compensation plans[385] - Financial statements are included in Item 8, and supplemental schedules are not provided due to absence of conditions or information being in notes[385] - Consent of BDO USA, LLP (independent registered public accounting firm) is included as Exhibit 23.1[388] ITEM 16. FORM 10-K SUMMARY This item indicates that no Form 10-K summary is provided - No Form 10-K summary is provided[389] SIGNATURES This section contains the required signatures for the Annual Report on Form 10-K, including the CEO, CFO, and Directors, affirming the report's submission to the SEC - The report is signed by Jeffrey E. Eberwein (CEO and Principal Executive Officer) and Matthew K. Diamond (CFO and Principal Financial Officer)[392][395] - Directors Mimi Drake, Ian V. Nash, and Connia Nelson also signed the report[395]