LuxUrban Hotels (LUXH) - 2022 Q2 - Quarterly Report

Part I - Financial Information Item 1 – Consolidated Financial Statements (Unaudited) This section presents unaudited condensed consolidated financial statements and accompanying notes detailing key accounting policies and events Condensed Consolidated Balance Sheets (Unaudited) The balance sheets show a significant increase in assets and liabilities due to new lease accounting standards Condensed Consolidated Balance Sheets Summary | Metric | June 30, 2022 | December 31, 2021 | | :-------------------------------- | :------------ | :------------------ | | Total Current Assets | $6,641,193 | $1,279,426 | | Total Assets | $61,800,118 | $3,767,936 | | Total Current Liabilities | $25,143,248 | $9,519,725 | | Total Liabilities | $71,246,699 | $14,981,986 | | Total Stockholders' Deficit | $(9,446,581) | $(11,214,050) | - Total assets significantly increased from $3.77 million to $61.80 million, primarily due to the recognition of operating lease right-of-use assets[7] - Total liabilities also saw a substantial increase from $14.98 million to $71.25 million, largely driven by operating lease liabilities[7] - The stockholders' deficit improved from $(11.21) million to $(9.45) million[7] Condensed Consolidated Statements of Operations (Unaudited) The statements of operations reveal a substantial turnaround in profitability with significant revenue growth Condensed Consolidated Statements of Operations Summary | Metric | 3 Months Ended June 30, 2022 | 3 Months Ended June 30, 2021 | 6 Months Ended June 30, 2022 | 6 Months Ended June 30, 2021 | | :--------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net Rental Revenue | $10,201,338 | $4,182,866 | $19,300,763 | $7,488,895 | | Gross Profit (Loss) | $2,856,618 | $147,628 | $5,369,881 | $(431,636) | | Net Income (Loss) | $762,409 | $(1,133,132) | $2,181,842 | $(2,440,038) | | Basic & Diluted EPS | $0.04 | $— | $0.10 | $— | - The company reported significant improvements in profitability, with net rental revenue increasing by 144% for the three months and 158% for the six months ended June 30, 2022[9] - Gross profit turned positive, reaching $2.86 million for the quarter and $5.37 million for the six months[9] - Net income was $762,409 for the quarter and $2,181,842 for the six months, a substantial turnaround from net losses in the prior year periods[9] Condensed Consolidated Statements of Changes in Stockholders' Equity and Members' Deficit (Unaudited) The company's equity structure changed following its conversion to a C corporation, resulting in an improved stockholders' deficit Changes in Stockholders' Deficit | Metric | June 30, 2022 | December 31, 2021 | | :------------------------- | :------------ | :---------------- | | Common Stock | $216 | $— | | Accumulated Deficit | $(9,446,797) | $— | | Total Stockholders' Deficit| $(9,446,581) | $(11,214,050) | - The company converted to a C corporation in January 2022, impacting the equity structure[19] - The total stockholders' deficit improved from $(11,214,050) at December 31, 2021, to $(9,446,581) at June 30, 2022, due to net income and reclassification of members' deficit[11] Condensed Consolidated Statements of Cash Flows (Unaudited) Cash flows show increased use of cash in operations, offset by a rise in cash from financing activities Condensed Consolidated Statements of Cash Flows Summary | Cash Flow Activity | 6 Months Ended June 30, 2022 | 6 Months Ended June 30, 2021 | | :----------------------- | :--------------------------- | :--------------------------- | | Net Cash Used in Operating Activities | $(1,107,709) | $(571,649) | | Net Cash Provided by Financing Activities | $1,101,267 | $579,006 | | Net (Decrease) Increase in Cash and Restricted Cash | $(6,442) | $7,357 | | Total Cash and Restricted Cash – end of period | $1,100,556 | $7,869 | - Net cash used in operating activities increased to $(1,107,709) for the six months ended June 30, 2022, despite positive net income, due to changes in operating assets and liabilities[14] - Net cash provided by financing activities increased to $1,101,267, primarily from loans payable, offsetting the operating cash outflow[14] Notes to Consolidated Financial Statements (Unaudited) The notes provide detailed explanations of the company's business model, accounting policies, debt structure, and recent events 1 - Description of Business and Principles of Consolidation The company operates an asset-light short-term rental business and recently converted to a C corporation - CorpHousing Group (CHG) operates an asset-light business model, acquiring and managing short-term rental properties through long-term leases[16] - As of June 30, 2022, total units available were 584, up from 423 in 2021[17] - In January 2022, Corphousing and its subsidiary converted to C corporations to operate as a public company[19] 2 - Summary of Significant Accounting Policies This note outlines key accounting policies for revenue recognition, income taxes, and commission expenses - Revenue is primarily from rental units, recognized when guests occupy the unit, with advance rents totaling $4,071,095 as of June 30, 2022[22][25] - The company recorded a provision for income taxes of $750,000 for the six months ended June 30, 2022, implying an approximate 30% tax rate[26][27] - Commissions paid to third-party sales channels increased significantly to $2,690,298 for the six months ended June 30, 2022[28] 3 - Going Concern The company's negative working capital and stockholders' deficit raise substantial doubt about its ability to continue as a going concern - As of June 30, 2022, the company had negative working capital of $18,502,055 and a stockholders' deficit of $9,446,581, raising substantial doubt about its ability to continue as a going concern[32] 4 - Leases The adoption of Topic 842 significantly impacted the balance sheet by recognizing right-of-use assets and lease liabilities - The company adopted Topic 842 (Leases) effective January 1, 2022, recognizing a right-of-use asset of $36,304,289 and corresponding lease liabilities[34][37] Lease Information as of June 30, 2022 | Metric | Amount | | :-------------------------------------- | :------------ | | Operating lease right of use asset | $49,941,971 | | Operating lease liability, current | $7,182,381 | | Operating lease liability, non-current | $43,962,492 | | Total future minimum lease payments | $120,738,637 | | Weighted average discount rate | 10% | | Weighted average remaining lease term | 9.1 years | | Operating lease cost (6 months ended) | $5,787,499 | 5 - Accounts Payable and Accrued Liabilities Accounts payable and accrued expenses increased, driven by higher rent, sales tax, and IPO-related costs Accounts Payable and Accrued Expenses | Category | June 30, 2022 | December 31, 2021 | | :------------------------ | :------------ | :---------------- | | Total | $5,301,053 | $4,209,366 | | Credit cards payable | $937,459 | $980,000 | | Professional fees | $681,000 | $600,000 | | Rent | $1,184,481 | $570,000 | | Commissions | $425,000 | $570,000 | | Sales tax | $866,409 | $295,000 | | IPO costs | $678,669 | $290,000 | - Accounts payable and accrued expenses increased to $5,301,053 at June 30, 2022, from $4,209,366 at December 31, 2021, driven by increases in rent, sales tax, and IPO-related costs[42] 6 - Loans Payable — SBA — PPP Loan The company holds an outstanding PPP loan of $815,183 due for repayment in 2023 - The company obtained $815,183 in PPP loans in April and May 2020, with a fixed interest rate of 1.00%, and the full amount is due for repayment in 2023[44][46] 7 - Loans Payable — SBA — EIDL Loan The company has an outstanding SBA EIDL loan of $800,000 with a 30-year term - The company received $800,000 in SBA EIDL loans in 2020, bearing interest at 3.75% with 30-year terms, and the outstanding balance remained $800,000 at June 30, 2022[47][49] Future Minimum Principal Repayments of SBA EIDL Loans | Year | Amount | | :-------- | :---------- | | 2023 | $8,316 | | 2024 | $14,551 | | 2025 | $15,106 | | 2026 | $15,682 | | 2027 | $16,280 | | Thereafter| $730,065 | | Total | $800,000 | 8 - Merchant Cash Advances Outstanding merchant cash advances have decreased and are expected to be repaid within twelve months - Outstanding merchant cash advances, net of unamortized costs, decreased to $575,489 at June 30, 2022, from $1,386,008 at December 31, 2021[52] 9 - Loans Payable Total loans payable increased, with a significant portion classified as current maturities Loans Payable Summary | Category | June 30, 2022 | December 31, 2021 | | :------------------------ | :------------ | :---------------- | | Total Loans Payable | $3,325,843 | $2,192,118 | | Less: Current maturities | $2,780,054 | $1,267,004 | | Long-term Loans Payable | $545,789 | $925,114 | - Total loans payable increased to $3,325,843 at June 30, 2022, with a significant portion ($2,780,054) classified as current maturities[53] 10 - Loans Payable — Related Parties Loans payable to related parties increased, with the entire amount classified as current Loans Payable — Related Parties Summary | Category | June 30, 2022 | December 31, 2021 | | :------------------------ | :------------ | :---------------- | | Total Loans Payable | $1,071,128 | $518,721 | | Less: Current maturities | $1,071,128 | $22,221 | | Long-term Loans Payable | $— | $496,500 | - Loans payable to related parties increased to $1,071,128 at June 30, 2022, with the entire amount classified as current maturities[54] 11 - Convertible Notes - Related Parties Convertible notes from related parties increased, with a large portion now classified as current Convertible Notes — Related Parties Summary | Category | June 30, 2022 | December 31, 2021 | | :------------------------ | :------------ | :---------------- | | Total Convertible Notes | $3,297,060 | $2,608,860 | | Less: Current maturities | $2,596,865 | $— | | Long-term Convertible Notes | $700,195 | $2,608,860 | - Convertible notes from related parties increased to $3,297,060 at June 30, 2022, with a significant portion ($2,596,865) classified as current maturities[56] 12 - Line of Credit The company maintains a $95,000 line of credit, which was nearly fully drawn as of June 30, 2022 - The company has a line of credit agreement for $95,000, and the outstanding balance was $94,975 at both June 30, 2022, and December 31, 2021[57] 13 - Related Party Transactions Consulting fees paid to a stockholder-owned entity decreased significantly in the second quarter of 2022 Related Party Consulting Fees | Service Provider | 3 Months Ended June 30, 2022 | 6 Months Ended June 30, 2022 | 3 Months Ended June 30, 2021 | 6 Months Ended June 30, 2021 | | :--------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | SuperLuxMia LLC | $0 | $191,845 | $246,115 | $386,805 | | CAO's entity | $12,500 | $47,500 | $35,000 | $45,000 | - Consulting fees paid to SuperLuxMia LLC (owned by a stockholder) decreased significantly in Q2 2022 compared to Q2 2021[58][59] 14 - Risks and Uncertainties The company is exposed to credit risk concentration, primarily related to cash balances held in financial institutions - The company's financial instruments are exposed to concentrations of credit risk, primarily cash, which is placed with high-quality credit institutions[60] 15 - Major Sales Channels A significant portion of the company's revenue is concentrated among three major sales channels - Three sales channels accounted for approximately 91% and 88% of total revenue during the three and six months ended June 30, 2022, respectively[62] 16 - Commitments and Contingencies The future financial and operational impact of the COVID-19 pandemic on the company remains uncertain - The COVID-19 pandemic's impact on future results remains uncertain, though the company cannot estimate its potential financial and operational impact with precision[63] 17 - Subsequent Events Subsequent to the reporting period, the company completed an IPO, entered new leases, and issued warrants and options - Subsequent to June 30, 2022, the company entered into new leases and completed a private placement of $1,955,000, issuing 252,875 warrants[64][65] - The company priced its IPO on August 11, 2022, raising $13.5 million before fees, leading to the conversion of several notes into equity[66] - In connection with the IPO, the company issued warrants to purchase 1,782,000 shares and granted options to purchase 2,644,000 shares to officers, directors, and employees[68][69] Item 2 – Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's financial condition, operational performance, business strategy, and future outlook Overview The company operates an asset-light short-term rental model focused on commercially zoned hotel units - The company operates an asset-light model for short-term rentals, focusing on commercially zoned hotel units to avoid short-stay regulations[72] - As of June 30, 2022, it operated 590 units across seven U.S. cities, with plans for international expansion[74][75] - The strategy involves divesting residential properties to achieve 85-95% hotel inventory, with over 90% of current revenues from properties not subject to short-stay regulations[73][74] Key Drivers Growth is driven by leasing hotel properties, maximizing operational efficiency, and investing in technology and marketing - Key growth drivers include signing leases for hotel properties, attracting guests through OTAs and direct bookings, and maximizing operational efficiency[79][80][81](index=81&type=chunk][84](index=84&type=chunk][85](index=85&type=chunk][86](index=86&type=chunk][87] - The company uses proprietary data analytics for property selection and dynamic pricing, and integrates third-party AI for guest screening and remote operations[77][83] Management's Opinion of COVID-19's Business Impact The company's performance was adversely affected by COVID-19 in 2020 but has since shown a strong recovery - COVID-19 materially adversely affected financial results in 2020 and 2021, with Occupancy Rates dropping by 23% and RevPAR by 35% from 2019 to 2020[88](index=88&type=chunk][90](index=90&type=chunk] - Occupancy Rates and RevPAR rebounded in 2021 and 2022, increasing by 18% and 11% (2021) and 0% and 13% (H1 2022) respectively[91][92] Occupancy Rates and RevPAR Trends | Year | OCC | REVPAR | | :------------------------ | :---- | :----- | | 2018 | 86 % | 160 | | 2019 | 84 % | 157 | | 2020 | 61 % | 103 | | 2021 | 72 % | 122 | | 2022 (Six months ended) | 72 % | 138 | Regulations Governing Short-Term Rentals The company is shifting its portfolio to commercially zoned properties to ensure compliance with short-stay regulations - The company has divested all leases of residentially zoned properties in New York City and now primarily operates commercially zoned properties[95](index=95&type=chunk][97] - Measures implemented to avoid violations include acquiring commercially zoned properties and refining booking platforms to prohibit non-compliant rental lengths[96] Local Tax Compliance and Monitoring The company is addressing past tax collection issues and has implemented a new platform to automate compliance - The company identified issues with state and local tax collection and is working to pay approximately $866,409 in applicable taxes, penalties, and interest[100] Revenue and Expense by City Miami Beach and New York represent the largest shares of revenue and expenses across the company's portfolio Annual % of Revenue By City | City | 2021 | 2020 | 2019 | | :-------------- | :--- | :--- | :--- | | Boston | 18 % | 6 % | — | | DC | 3 % | 15 % | 13 % | | Denver | 7 % | 1 % | 7 % | | Fort Lauderdale | 2 % | — | — | | Los Angeles | 11 % | 6 % | — | | Miami | 6 % | 16 % | 10 % | | Miami Beach | 24 % | 21 % | 23 % | | New York | 23 % | 30 % | 18 % | | Seattle | 6 % | 5 % | 16 % | | Nashville | — | — | 13 % | | Total | 100 %| 100 %| 100 %| Annual % of Expenses By City | City | 2021 | 2020 | 2019 | | :-------------- | :--- | :--- | :--- | | Boston | 10 % | 8 % | — | | DC | 6 % | 15 % | 14 % | | Denver | 3 % | 3 % | 10 % | | Fort Lauderdale | 2 % | — | — | | LA | 17 % | 10 % | — | | Miami | 7 % | 15 % | 14 % | | Miami Beach | 29 % | 13 % | 25 % | | New York | 21 % | 34 % | 15 % | | Seattle | 4 % | 3 % | 14 % | | Nashville | — | — | 8 % | | Total | 100 %| 100 %| 100 %| - Miami Beach and New York consistently represent significant portions of both revenue and expenses, with Miami Beach showing increased percentages in 2021[101] Non-GAAP Financial Measures EBITDA improved significantly, turning positive in 2022 and indicating enhanced operating performance Reconciliation of Net Income (Loss) to EBITDA | Metric | 3 Months Ended June 30, 2022 | 3 Months Ended June 30, 2021 | 6 Months Ended June 30, 2022 | 6 Months Ended June 30, 2021 | | :------------------------ | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net Income (loss) | $762,409 | $(1,133,132) | $2,181,842 | $(2,440,038) | | Provision for Income Taxes| $750,000 | $— | $750,000 | $— | | Interest and Financing cost | $595,742 | $542,764 | $1,159,879 | $660,007 | | Depreciation Expense | $— | $— | $2,556 | $— | | EBITDA | $2,108,151 | $(590,368) | $4,094,277 | $(1,780,031) | - EBITDA significantly improved, turning positive to $2,108,151 for the three months and $4,094,277 for the six months ended June 30, 2022[103][104] Results of Operations The company achieved substantial revenue growth and a strong recovery in profitability compared to the prior year Key Financial Results (YoY Change) | Metric | 3 Months Ended June 30, 2022 vs 2021 | 6 Months Ended June 30, 2022 vs 2021 | | :---------------------- | :----------------------------------- | :----------------------------------- | | Gross Rental Revenue | +88 % | +109 % | | Net Rental Revenue | +144 % | +158 % | | Cost of Revenue | +82 % | +76 % | | Gross Profit (Loss) | +1,835 % | -1,344 % (from loss to profit) | | Total Operating Costs | +20 % | +38 % | | Income / (Loss) from Operations | -434 % (from loss to profit) | -297 % (from loss to profit) | | Net Income (Loss) | -167 % (from loss to profit) | -189 % (from loss to profit) | - Net rental revenue saw substantial increases of 144% and 158% for the three and six months ended June 30, 2022, respectively, driven by more available units[107][109][113][115] - Total operating costs increased by 20% and 38% for the three and six months, respectively, due to the operation of additional units[111][116] Liquidity and Capital Resources The company's working capital deficit has increased, but a recent IPO is expected to fund operations for at least 12 months Liquidity and Capital Resources Summary | Metric | June 30, 2022 | December 31, 2021 | | :---------------------- | :------------ | :---------------- | | Cash | $566 | $6,998 | | Total Current Assets | $6,641,193 | $1,279,426 | | Total Current Liabilities | $25,143,248 | $9,519,725 | | Working Capital (Deficit) | $(18,502,055) | $(8,240,299) | - Working capital deficit increased to $(18,502,055) at June 30, 2022, from $(8,240,299) at December 31, 2021, primarily due to increased operating lease liabilities[120] - The company completed an IPO on August 11, 2022, raising $13.5 million before expenses, which is expected to fund operations and growth for at least 12 months[121][122] - The company secured $1.33 million in Insider Bridge Financing and $5.75 million in Investor Bridge Financing in 2022 to fund operations and security deposits[130][131](index=131&type=chunk][132] Off-Balance Sheet Arrangements The company currently has no off-balance sheet arrangements - The company does not currently have any off-balance sheet arrangements[144] Indemnification Agreements The company has indemnification agreements with commercial partners, directors, and certain employees - The company includes limited indemnification provisions in agreements with commercial partners and has entered into indemnification agreements with its directors and executive officers[145][146](index=146&type=chunk][147] Contractual Obligations and Commitments Total contractual obligations amount to $130.89 million, dominated by operating lease obligations Contractual Obligations and Commitments as of June 30, 2022 (in thousands) | Obligation | Total | 1 Year | 2 – 3 Years | 4 – 5 Years | More than 5 Years | | :------------------------ | :-------- | :-------- | :---------- | :---------- | :---------------- | | Loans payable | $10,149 | $6,844 | $2,543 | $32 | $730 | | Operating Lease Obligations | $120,738 | $9,731 | $20,023 | $18,211 | $72,773 | | Total | $130,887 | $16,575 | $22,566 | $18,243 | $73,503 | - Total contractual obligations and commitments amounted to $130.89 million as of June 30, 2022, with operating lease obligations representing the largest portion at $120.74 million[148] Third-Party Payment Processors The company relies on third-party processors for over 95% of reservations and maintains cash reserves to offset chargebacks - Over 95% of reservations are processed via third-party credit card processors, incurring 3% to 6.5% processing fees[150] Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, detailed market risk disclosures are not required, but interest rate risk is noted - As a smaller reporting company, the company is not required to provide detailed quantitative and qualitative market risk disclosures but acknowledges exposure to interest rate risk[151][152] Critical Accounting Policies and Estimates Key accounting policies include revenue recognition upon guest occupancy and provisions for income taxes following the C corporation conversion - Revenue is recognized when guests occupy units, with prepayments recorded as 'rents received in advance'[154](index=154&type=chunk][159](index=159&type=chunk][162] - The company converted to a C corporation in January 2022 and made a provision for income taxes for the six months ended June 30, 2022[171](index=171&type=chunk][176](index=176&type=chunk][177] Internal Control over Financial Reporting The company identified material weaknesses in its internal control over financial reporting and is implementing a remediation plan - The company identified material weaknesses in its internal control over financial reporting related to periodic and annual financial close processes[183](index=183&type=chunk][195](index=195&type=chunk] - A remediation plan is underway, including hiring qualified personnel, engaging external resources, and implementing entity-level controls[196] Accounting Pronouncements The company adopted the new lease accounting standard (Topic 842) effective January 1, 2022 - The company implemented ASU 2016-02, Leases (Topic 842), effective January 1, 2022, which requires recognizing right-of-use assets and lease liabilities on the balance sheet[186] Emerging Growth Company Status The company qualifies as an emerging growth company, allowing for an extended transition period for new accounting standards - The company is an 'emerging growth company' and has elected to take advantage of the extended transition period for new or revised financial accounting standards[188](index=188&type=chunk][189](index=189&type=chunk][190] Item 3 – Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, detailed market risk disclosures are not required, but interest rate risk is noted - The company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk[151] - The company is exposed to interest rate risk primarily related to its outstanding debt, affecting interest earned on cash and interest paid on debt[152] Item 4 – Controls and Procedures Management identifies material weaknesses in internal controls and outlines an ongoing remediation plan - Disclosure controls and procedures were not effective at the reasonable assurance level as of June 30, 2022, due to material weaknesses in internal control[192] - Material weaknesses were identified in periodic and annual financial close processes, attributed to insufficient resources, processes, and systems[195] - A remediation plan has commenced, including hiring qualified personnel, engaging external resources, and adopting entity-level controls[196] Part II - Other Information Item 1 – Legal Proceedings This section references the commitments and contingencies footnote for information on legal proceedings - Information on legal proceedings is referenced to Footnote 12 (Note 16) – Commitments and Contingencies[199] Item 1A – Risk Factors There have been no material changes to the risk factors previously described in the company's Form S-1 - No material changes from the risk factors described in the company's Form S-1 dated January 12, 2022[200] Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds This section details unregistered sales of equity securities, including bridge financing and the issuance of warrants and stock options - In April 2022, the company issued $1.33 million in promissory notes and warrants to purchase 320,000 common shares to officers and directors[201] - In May and June 2022, the company sold $3.68 million principal amount of 15% original issue discount notes and warrants to purchase 920,000 common shares to private investors[202](index=202&type=chunk][204] - The 2022 Investor Bridge Notes are secured by a first priority security interest in all assets and are convertible into stock at a conversion price of $3.00 per share[204](index=204&type=chunk][206] - From January 1 to June 30, 2022, contingent options to purchase 2,644,000 common shares were granted to officers and employees under the 2022 Performance Equity Plan[209] Item 3 – Defaults Upon Senior Securities The company reported no defaults upon senior securities - No defaults upon senior securities were reported[211] Item 4 – Mine Safety Disclosures This item is not applicable to the company - Mine Safety Disclosures are not applicable to the company[212] Item 5 – Other Information No other information was reported under this item - No other information was reported[213] Item 6 – Exhibits This section lists the exhibits filed as part of the quarterly report, including certifications and XBRL documents List of Exhibits | Exhibit No. | Description | | :---------- | :--------------------------------------------------------- | | 31.1** | Section 302 Certification by Chief Executive Officer and President | | 31.2** | Section 302 Certification by Chief Financial Officer (Principal Accounting Officer) | | 32.1*** | Section 906 Certification by Chief Executive Officer and Chief Financial Officer | | 101.INS** | Inline XBRL Instance Document | | 101.SCH** | Inline XBRL Taxonomy Extension Schema Document | | 101.CAL** | Inline XBRL Taxonomy Extension Calculation Linkbase Document | | 101.DEF** | Inline XBRL Taxonomy Extension Definition Linkbase Document | | 101.LAB** | Inline XBRL Taxonomy Extension Label Linkbase Document | | 101.PRE** | Inline XBRL Taxonomy Extension Presentation Linkbase Document | | 104** | Cover Page Interactive Data File | Signatures The report is duly signed by the Chief Executive Officer and Chief Financial Officer on September 26, 2022 - The report was signed by Brian Ferdinand, Chief Executive Officer and Chairman of the Board, and Shanoop Kothari, Chief Financial Officer, on September 26, 2022[217][218]