Novume(REKR) - 2022 Q4 - Annual Report

Company Operations and Workforce - As of March 29, 2023, the company had 268 employees, with 267 being full-time[86] - The company completed the Waycare Technology Acquisition on August 18, 2021[85] Financial Performance - For the year ended December 31, 2022, the company reported a loss from continuing operations of $83,454,000[94] - The company has approximately $114.74 million in federal net operating loss carryforwards (NOLs) and $106.87 million in state NOLs as of December 31, 2022[135] Business Growth and Market Challenges - The market for the company's Rekor One platform is new and unproven, with future success dependent on attracting new customers[97] - The company relies on third-party data providers and existing camera networks to grow its business, which may impact growth if agreements are not maintained[95] - The company may face challenges in retaining existing customers, which could adversely affect revenue and results of operations[108] - The company may need to raise additional capital in the future, which may not be available on acceptable terms[103] - The company’s operating margins may experience downward pressure due to investments in new markets and product development[101] - Economic downturns could lead to reduced demand for the company's services, adversely affecting cash flow and profitability[132] Regulatory and Compliance Risks - The General Data Protection Regulation (GDPR) imposes fines of up to €20 million or 4% of total worldwide annual turnover for non-compliance, whichever is higher[121] - The evolving data protection regulations may impose additional compliance costs and operational challenges for the company[122] - The company faces potential substantial tax liabilities if required to collect sales or related taxes in jurisdictions where it has not historically done so[118] - The company may face challenges due to government regulations affecting internet commerce and telecommunications, potentially reducing demand for its products and services[146] Cybersecurity and Operational Risks - Cybersecurity threats, including unauthorized access and data breaches, could lead to significant reputational damage and financial loss[127] - The company relies on third-party data centers, and any service disruption at these facilities could adversely affect operations and revenue[138] - International operations expose the company to risks such as currency fluctuations and varying legal standards, which may impact profitability[140] - The company may experience reputational harm and significant costs due to material defects or errors in its software applications[145] Shareholder and Stock Information - The company has 55,020,612 shares of common stock outstanding as of March 24, 2023, with 12.4% (6,821,752 shares) beneficially owned by officers, directors, and their affiliates[152] - Approximately 38.5% of the common stock is owned by executive officers, directors, and principal stockholders, allowing them significant influence over corporate matters[156] - 8,951,543 shares of common stock are subject to outstanding options, restricted stock units, and warrants, which will become eligible for sale in the public market[152] - The company has never declared or paid cash dividends on its common stock and does not intend to do so in the foreseeable future[155] - Future sales of substantial amounts of common stock could adversely affect the market price of the company's shares[153] Strategic Transition and Acquisitions - The company faces significant expenses related to acquisitions and the development of new products and services as part of its strategic transition to a technology-based company[94] - The company may not realize the anticipated benefits of acquisitions, which could lead to uncertainties affecting employee retention and customer relationships[115] - The company may face difficulties in mergers or acquisitions due to anti-takeover provisions in Delaware law and its own bylaws[160]