BERGIO INTERNATIONAL, INC. Forward Looking Statements
This report and other reports filed by our Company from time to time with theSEC (collectively the "Filings") contain or may contain forward-looking statements and information that are based upon beliefs of, and information currently available to, our management as well as estimates and assumptions made by our management. Readers are cautioned not to place undue reliance on these forward-looking statements, which are only predictions and speak only as of
the date hereof. When used in the filings, the words "anticipate," "believe," "estimate," "expect," "future," "intend," "plan," or the negative of these terms and similar expressions as they relate to us or our management identify forward-looking statements. Such statements reflect our current view with respect to future events and are subject to risks, uncertainties, assumptions, and other factors, including those set forth in the Risk Factors on page 5. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended, or planned. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. Except, as required by applicable law, including the securities laws ofthe United States , we do not intend to update any of the forward-looking statements to conform these statements to actual results. Our financial statements are prepared in accordance with accounting principles generally accepted inthe United States ("GAAP"). These accounting principles require us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. Our financial statements would be affected to the extent there are material differences between these estimates and actual results. In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP and does not require management's judgment in its application. There are also areas in which management's judgment in selecting any available alternative would not produce a materially different result. The following discussion should be read in conjunction with our consolidated financial statements and notes thereto appearing elsewhere in this report. 15 General
Management's discussion and analysis of results of operations and financial condition is intended to assist the reader in the understanding and assessment of significant changes and trends related to the results of operations and financial position of the Company together with its subsidiary. This discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying financial notes, and with the Critical Accounting Policies noted below. Plan of Operation The Bergio brand is our most important asset. The Bergio brand is associated with high-quality, handcrafted and individually designed pieces with European sensibility, Italian craftsmanship and a bold flair for the unexpected.Bergio , is one of the most coveted brands of fine jewelry. Established in 1995,Bergio's signature innovative design, coupled with extraordinary diamonds and precious stones, earned the company recognition as a highly sought-after purveyor of rare and exquisite treasures from around the globe. When designer and PEO,Berge Abajian , creates a collection, he looks well beyond the drawing board. Berge focuses on the womanwho will ultimately wear his pieces, bringing to creation a magnificent piece of jewelry that reflects the beauty and vitality a woman possesses.Bergio creations are a seamless blend of classic elegance and subtle flair, adding to a woman's charm while never overpowering her. It is our intention to establishBergio as a holding company for the purpose of establishing retails stores worldwide. Our branded product lines are products and/or collections designed by our designer and CEOBerge Abajian and will be the centerpiece of our retail stores. We also intend to complement our own quality-designed jewelry with other products and our own specially designed handbags. This is in line with our strategy and belief that a brand name can create an association with innovation, design and quality which helps add value to the individual products as well as facilitate the introduction of new products.
It is our intention to open elegant stores in "high-end" areas and provide excellent service in our stores which will be staffed with knowledgeable professionals.
We also intend to sell our products on a wholesale basis to limited customers.
We have spent over
In 2019 we introduced The Silver Fashion Collection ranging in price from$50 to$1,200 . The Company also introduced the Bergio Handbag Collection, manufactured inItaly with top quality Italian leather ranging in price from$450 to$875 , which are very competitive entry prices. Our products consist of a wide range of unique styles and designs made from precious metals such as, gold, platinum, and Karat gold, as well as diamonds and other precious stones. We currently design and produce approximately 100 to 150 product styles. Current retail prices for our products range from$400 to$200,000 . We have manufacturing control over our line as a result of having a manufacturing facility inNew Jersey as well as subcontracts with facilities located inItaly .
OnMarch 5, 2014 , the Company formed a wholly owned subsidiary calledCrown Luxe, Inc. in theState of Delaware ("Crown Luxe"). Crown Lux was established to operate the Company's first retail store, which was opened inBergen County, New Jersey in 2014.
During the fall of 2018, we opened our second retail store at the new
OnFebruary 10, 2021 ,Bergio International, Inc. entered into an Acquisition Agreement withDigital Age Business, Inc. , aFlorida corporation, ("Digital Age Business"), pursuant to which the shareholders of Digital Age Business agreed to sell all of the assets and liabilities of its Aphrodite's business to a recently formed subsidiary of the Company known as Aphrodite'sMarketing, Inc. , aWyoming corporation in exchange for newly created Series B Preferred Stock of the Company, which collectively, shall be convertible at Shareholders' option, at any time, in whole or in part, into that number of shares of common stock of the Company which shall equal thirty percent (30%) of the total issued and outstanding common stock of the Company (as determined at the earlier of (i) the date of conversion of the Series B Preferred Stock; and (ii) eighteen (18) months following the Closing). In addition, the Company will provide an additional$5,000,000 in financing for Aphrodite'sMarketing, Inc. We own 51% of Aphrodite'sMarketing, Inc. 16 OnJuly 1, 2021 , we entered into an Agreement and Plan of Merger withGearBubble, Inc. , aNevada corporation, pursuant to which the shareholders of GearBubble agreed to sell 100% of the issued and outstanding shares of GearBubble to a recently formed subsidiary of the Company known asGearBubble Tech, Inc. , aWyoming corporation in exchange for$3,162,000 (the "Cash Purchase Price"), which shall be paid as follows: a)$2,000,000 (which was paid in cash at Closing), b)$1,162,000 to be paid in 15 equal installments, and c) 49,000 of the 100,000 authorized shares of the Merger Sub, such that upon the Closing, 51% of the Merger Sub shall be owned by the Company, and 49% of the Merger Sub shall be owned by the GearBubble Shareholders. We own 51% ofGearBubble Tech, Inc.
The funding for these acquisitions were a combination of proceeds from the issuance of common stock from our S-1 Registration Statement and debt.
Aphrodite's Marketing and GearBubble Tech are expected to increase our online presence and provide for expansion of the Bergio Brand. Aphrodite is a one-stop shop for jewelry, gifts, and surprises for any occasion. The online stores provide for a unique gifting experience in the ecommerce space. With their technological experience in ecommerce, we expect to grow the Bergio Brand, and in conjunction withBergio's design expertise and years of experience in the jewelry industry, we believe we can successfully grow the business. The Company has instituted various cost saving measures to conserve cash and has worked with its debtors in an attempt to negotiate the debt terms. The Company has been also investigating various strategies to increase sales and expand its business. The Company is in negotiations with some potential partners, but, at this time, there is nothing concrete, but the Company remains positive about its prospects. However, there is no assurance that the Company will be successful in its endeavors or that it will be able to increase its business.
Our future operations are contingent upon increasing revenues and raising capital for on-going operations and expansion of our product lines. Because we have a limited operating history, you may have difficulty evaluating our business and future prospects.
The Company's retail operations have been and continue to be affected by the recent and ongoing outbreak of the coronavirus disease (COVID-19) which inMarch 2020 , was declared a pandemic by theWorld Health Organization . The ultimate disruption which may be caused by the outbreak is uncertain; however, it may result in a material adverse impact on the Company's financial position, operations and cash flows. Possible areas that may be affected include, but are not limited to, disruption to the Company's customers and revenue, labor workforce, unavailability of products and supplies used in operations, and the decline in value of assets held by the Company, including property and equipment.
Results of Operations - For the Year Ended
Overview Net revenues increased during the year endedDecember 31, 2021 due to Aphrodite's Marketing and GearBubble Tech acquisition as compared to the year endedDecember 31, 2020 despite the impact of the current pandemic. Our retail operations have been impacted by the pandemic. We continue to evaluate our initiatives. We are expanding our online presence and have been experiencing positive results, but it is too early to assess the real impact. The Company continues to position itself for the future with the acquisition of Aphrodite's Marketing and GearBubble Tech and take advantage of the Bergio brand in the E-Commerce space as well as establishing a chain of retail stores worldwide. Our branded product lines are products and/or collections designed by our designer and CEOBerge Abajian and will be the centerpiece of our retail stores. We also intend to complement our own quality-designed jewelry with other products and our own specially designed handbags. This is in line with our strategy and belief that a brand name can create an association with innovation, design and quality which helps add value to the individual products as well as facilitate the introduction of new products. It is our intention to open elegant stores in "high-end" areas and provide excellent service in our stores which will be staffed with knowledgeable professionals. We continue to be excited about our store inAtlantic City, NJ . Our initial store in northernNew Jersey has not done as well as we had hoped and the wholesale market has also not been favorable but with the addition of our online presence it has helped the company to reach a favorable balance. The Company has leveraged itself such that as sales increase a larger portion of dollars will flow to the bottom line. The Company continues to pursue additional financing opportunities and we have initiated measures to strengthen our financial position. As a result, we have accomplished the following:
? We have converted our convertible debts into equity.
? Filed a S-1 registration statement with the
approximately
December 31, 2021 .
? Raised additional funding from loans and notes.
17
These events have allowed us to reduce our debt, provided limited funding for
operations, and funding for the Aphrodite's Marketing and GearBubble Tech. We
continue to pursue other opportunities. Moreover, there is no assurance that
sufficient funding will be available, or if available, that its terms will be
favorable to the Company. The consolidated financial statements do not include
any adjustments that might result from the outcome of this uncertainty.
Years ended Percent
December 31, December 31, Increase Increase
2021 2020 (Decrease) (Decrease)Net revenues$ 10,997,988 $ 584,806 $ 10,413,182 1,781 % Cost of revenues 4,803,813 243,688 4,560,125 1,871 % Gross profit$ 6,194,175 $ 341,118 $ 5,853,057 1,716 %
Gross profit as a % of sales 56.32 % 58.33 % Net Revenues
Net revenues for the year ended
Cost of Revenues Cost of revenues consists primarily of the cost of the merchandise, shipping fees, credit card processing services, fulfillment cost, ecommerce sellers' pay-out; costs associated with operation and maintenance of the Company's platform. Cost of revenues for the year endedDecember 31, 2021 increased by$4,560,125 to$4,803,813 as compared to$243,688 . This increase is the result of increase in net revenues related to the acquisition of Aphrodite's Marketing and GearBubble Tech as discussed above. Gross Profit Gross profit increased by$5,853,057 to$6,194,175 for the year endedDecember 31, 2021 as compared to$341,118 for the year endedDecember 31, 2020 . This increase is primarily attributable to increase in net revenues as discussed
above. Operating Expenses
Operating expenses increased by$7,068,064 to$7,672,916 for the year endedDecember 31, 2021 as compared to$604,852 for the year endedDecember 31, 2020 . The increase was primarily attributable to i) increase in selling and marketing expenses of$4,057,448 primarily attributable to increase advertising and marketing activities through social media, digital marketing, and promotional campaigns, sales commissions, and related cost of shipping products to customers ii) increase professional and consulting expenses of$1,402,133 primarily related to increase in consulting and contractor fees related to increase operations as a result of the acquisition of Aphrodite's Marketing and GearBubble Tech, iii) increase in compensation and related taxes of$839,858 primarily related to the increase in number of employees as a result of the acquisition of Aphrodite's Marketing and GearBubble Tech and iv) increase in general and administrative expenses of$768,625 primarily attributable to increase in rent or lease expenses, amortization expense, insurance, and office expenses . The overall increase in operating expenses reflect the increase in business operations as a result of the acquisition of Aphrodite's Marketing
and GearBubble Tech. Loss from Operations As a result of the above, we had a loss from operation of$1,478,741 for the year endedDecember 31, 2021 as compared to a loss from operations of$263,734 for the year endedDecember 31, 2020 . Other Income (Expense) For the year endedDecember 31, 2021 , the Company had other expense of$2,083,444 as compared to other income of$115,684 for the year endedDecember 31, 2020 , an increase of$2,199,128 in other expense. The increase in other expense is primarily attributed to the decrease in change in fair value of derivative liabilities of$80,347 , increase in amortization of debt discount of$1,732,163 , increase in interest expense of$474,405 , increase in derivative expense of$227,619 offset by increase in gain on extinguishment of debt of$594,776 and other income of$16,890 .
Net Loss Attributable to
As a result of the above, we had net loss attributable toBergio International, Inc. $2,638,556 for the year endedDecember 31, 2021 as compared to$148,050 for the year endedDecember 31, 2020 . 18
Liquidity and Capital Resources
The following table summarizes total current assets, liabilities and working
capital at
December 31, December 31, Increase/
2021 2020 (Decrease)
Current Assets $ 4,384,185 $ 1,321,632 $ 3,062,553
Current Liabilities $ 6,748,062 $ 1,106,318 $ 5,641,744
Working Capital $ (2,363,877 ) $ 215,314 $ 472,4720 Our working capital deficit was$2,363,877 atDecember 31, 2021 as compared to working capital of$215,314 atDecember 31, 2020 . This decrease in working capital is primarily attributed to the increase in liabilities as result of the acquisition of Aphrodite's Marketing and GearBubble Tech.
During the year ended
Cash used in operating activities.
For the year endedDecember 31, 2021 , the Company used$2,179,237 in cash for operations as compared to$180,102 in cash used for operations for year endedDecember 31, 2020 . This increase in cash used in operations is primarily attributed to increase in net loss, increase in depreciation and amortization expense of$237,879 , increase in amortization of debt discount and deferred financing cost of$1,732,163 , increase in derivative expense of$227,619 , increase in change in fair value of derivative liabilities of$80,347 , increase in inventory of 943,477, increase in accounts payable and accrued liabilities of$338,343 offset by non-controlling interest of$923,629 , increase in gain from extinguishment of debt$594,776 , decrease in accounts receivable of$48,931 , decrease in prepaid expenses of$362,111 , and decrease deferred compensation of$99,408 .
For the year endedDecember 31, 2020 , the Company used$180,102 in cash for operations This increase in cash used in operations was mostly attributed to decrease in accounts payable and accrued liabilities offset partially by the increase in deferred compensation.
Cash used in investing activities.
For the year endedDecember 31, 2021 , the Company used$886,209 in cash for investing activities as a result of cash paid for the acquisition of GearBubble Tech for$2,000,000 and purchases of property and equipment of$47,685 offset by cash acquired from the acquisition of GearBubble Tech of$1,161,476 as compared to$0 of cash used in investing activities for the year endedDecember 31, 2020 .
Cash provided financing activities.
Net cash provided by financing activities for the year endedDecember 31, 2021 was$4,088,560 as compared to$227,393 for the year endedDecember 31, 2020 . This increase is primarily the result of net proceeds received from convertible notes of$1,890,000 , sale of common stock of$3,768,730 , proceeds from loans and note payable of$1,196,547 offset partially by repayments of loans and notes payable of$2,108,520 , repayment of debt of$567,403 and repayment of convertible debt of$30,000 . For the year endedDecember 31, 2020 , the Company provided$227,393 in financing activities. This increase was primarily the result of an increase in proceeds from convertible debt, loans payable partially and proceeds from the sale of stock offset by higher payments of loans payable and advances from stockholder. Our indebtedness is comprised of various convertible debt, notes payable, loans payable, and advances from a stockholder/officer intended to provide capital for the ongoing manufacturing of our jewelry line, in advance of receipt of the payment from our retail distributors. 19 Convertible Notes
From time to time the Company enters into certain financing agreements for convertible notes. For the most part, the Company settles these obligations with the Company's common stock. As ofDecember 31, 2021 , principal amounts under the convertible notes payable was$1,259,000 , net of debt discount of$312,714 .
Notes Payable
The Company has total notes payable including secured notes payable of
Loans Payable
The Company has loans payable and accrued interest of
Satisfaction of Our Cash Obligations for the Next 12 Months
A critical component of our operating plan impacting our continued existence is to efficiently manage our retail operations and successfully develop new lines through our Company or through possible acquisitions and/or mergers as well as opening new retail stores. Our ability to obtain capital through additional equity and/or debt financing, and joint venture partnerships will also be important to our expansion plans. In the event we experience any significant problems assimilating acquired assets into our operations or cannot obtain the necessary capital to pursue our strategic plan, we may have to reduce the growth of our operations. This may materially impact our ability to increase revenue and continue our growth.
The Company has suffered recurring losses and has an accumulated deficit of approximately$14.5 million as ofDecember 31, 2021 . As ofDecember 31, 2021 , the Company has$1,259,000 in principal amounts of convertible notes, notes payable (current and long-term portion) of$1,455,859 and$969,646 in loans payable. These factors raise substantial doubt about the Company's ability to continue as a going concern. The recoverability of a major portion of the recorded asset amounts shown in the accompanying consolidated balance sheet is dependent upon continued operations of the Company, which in turn, is dependent upon the Company's ability to raise capital and/or generate positive cash flows from operations. It is our intention to establishBergio as a holding company for the purpose of establishing retails stores worldwide. Our branded product lines are products and/or collections designed by our designer and CEOBerge Abajian and will be the centerpiece of our retail stores. We also intend to complement our own quality-designed jewelry with other products and our own specially-designed handbags. This is in line with our strategy and belief that a brand name can create an association with innovation, design and quality which helps add value to the individual products as well as facilitate the introduction of new products. It is our intention to open elegant stores in "high-end" areas and provide excellent service in our stores which will be staffed with knowledgeable professionals. The Company has also increased its online presence to minimize the impact of having to close its retail stores as well as directing efforts towards its wholesale operations. The newly acquired majority owned subsidiaries, Aphrodite's Marketing and GearBubble Tech, of whichBergio owns 51% will greatly enhance our online presence and provide the opportunity for future growth. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence. Research and Development
We are not anticipating significant research and development expenditures in the near future.
Expected Purchase or Sale of Plant and Significant Equipment
We do not anticipate the purchase or sale of any plant or significant equipment; as such items are not required by us at this time.
Critical Accounting Policies
The Company prepares its financial statements in accordance with GAAP. In preparing the financial statements and accounting for the underlying transactions and balances, the Company applies its accounting policies as disclosed in Note 3 of our Notes to Consolidated Financial Statements. The Company's accounting policies that require a higher degree of judgment and complexity used in the preparation of financial statements include:
20
Revenue Recognition
The Company applies ASC Topic 606, Revenue from Contracts with Customers ("ASC
606"). ASC 606 establishes a single comprehensive model for entities to use in
accounting for revenue arising from contracts with customers and supersedes most
of the existing revenue recognition guidance. This standard requires an entity
to recognize revenue to depict the transfer of promised goods or services to
customers in an amount that reflects the consideration to which the entity
expects to be entitled in exchange for those goods or services and also requires
certain additional disclosures. ASC 606 requires us to identify distinct
performance obligations. A performance obligation is a promise in a contract to
transfer a distinct good or service to the customer. When distinct performance
obligations exist, the Company allocates the contract transaction price to each
distinct performance obligation. The standalone selling price, or our best
estimate of standalone selling price, is used to allocate the transaction price
to the separate performance obligations. The Company recognizes revenue when, or
as, the performance obligation is satisfied.
Determining whether products and services are considered distinct performance
obligations that should be accounted for separately versus together may require
significant judgment. Also, significant judgment may be required to determine
the allocation of transaction price to each distinct performance obligation.
Generally, revenues are recognized at the time of shipment to the customer with
the price being fixed and determinable and collectability assured, provided
title and risk of loss is transferred to the customer. Provisions, when
appropriate, are made where the right to return exists. Shipping and handling
costs charged to customers are classified as sales, and the shipping and
handling costs incurred are included in cost of sales.
The Company's subsidiary, GearBubble Tech, recognizes revenue from three sources: (1) e-commerce revenue (2) platform subscription fees and (3) partner and services revenue.
? Revenues are recognized when the merchandise is shipped to the customer and
title is transferred and are recorded net of any returns, and discounts or
allowances. Shipping cost paid by customers are primarily for ecommerce sales
and are included in revenue. Merchandise sales are fulfilled with inventory
sourced through our suppliers. Therefore, the Company's contracts have a single
performance obligation (shipment of product). The Company evaluates the criteria outlined in ASC 606-10-55, Principal versus Agent Considerations, in determining whether it is appropriate to record the gross amount of merchandise sales and related costs or the net amount earned as commissions. The Company evaluates whether it is appropriate to recognize revenue on a gross or net basis based upon its evaluation of whether the Company obtains control of the specified goods by considering if it is primarily responsible for fulfillment of the promise, has inventory risk, and has the latitude in establishing pricing and selecting suppliers, among other factors. The ecommerce sellers have no further obligation to the customer after the promised goods are transferred to the customer. Based on its evaluation of these factors, we have determined we are the principal in these arrangements. Through our suppliers, we have the ability to control the promised goods and as a result, the Company records ecommerce sales on a gross basis. The Company refunds the full cost of the merchandise returned and all original shipping charges if the returned item is defective or we or our partners have made an error, such as shipping the wrong product. If the return is not a result of a product defect or a fulfillment error and the customer initiate a return of an unopened item within 30 days of delivery, for most products we refund the full cost of the merchandise minus the original shipping charge and actual return shipping fees. If our customer returns an item that has been opened or shows signs of wear, the Company issues a partial refund minus the original shipping charge and actual return shipping fees.
? The Company generally recognizes platform subscription fees in the month they
are earned. Annual subscription payments received that are related to future
periods are recorded as deferred revenue to be recognized as revenues over the
contract term or period.
? Partner and services revenue is derived from: (1) partner marketing and
promotion, and (2) non-recurring professional services. Revenue from partner
marketing and promotion and non-recurring professional services is recognized
as the service is performed.
21
Marketing
The Company applies ASC 720 "Other Expenses" to account for marketing costs.
Pursuant to ASC 720-35-25-1, the Company expenses marketing costs as incurred.
Marketing costs include advertising and related expenses for third party
personnel engaged in marketing and selling activities, including sales
commissions. The Company directs its customers to the Company's ecommerce
platform through social media, digital marketing, and promotional campaigns.
Marketing costs are included in selling and marketing expenses on the
consolidated statement of operations.
Fair Value of Financial Instruments
FASB ASC 820 - Fair Value Measurements and Disclosures, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. FASB ASC 820 requires disclosures about the fair value of all financial instruments, whether or not recognized, for financial statement purposes. Disclosures about the fair value of financial instruments are based on pertinent information available to the Company onDecember 31, 2021 . Accordingly, the estimates presented in these financial statements are not necessarily indicative of the amounts that could be realized on disposition of the financial instruments. FASB ASC 820 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement).
The three levels of the fair value hierarchy are as follows:
Level 1: Inputs are unadjusted quoted prices in active markets for identical
assets or liabilities available at the measurement date.
Level 2: Inputs are unadjusted quoted prices for similar assets and liabilities
in active markets, quoted prices for identical or similar assets and
liabilities in markets that are not active, inputs other than quotedprices that are observable, and inputs derived from or corroborated by
observable market data.
Level 3: Inputs are unobservable inputs which reflect the reporting entity's own
assumptions on what assumptions the market participants would use in
pricing the asset or liability based on the best available information.
The carrying amounts reported in the consolidated balance sheets for cash, prepaid expenses and other current assets, accounts payable and accrued liabilities, and deferred compensation approximate their fair market value based on the short-term maturity of these instruments.
Derivative Liabilities
The Company has certain financial instruments that are embedded derivatives associated with capital raises and acquisition (see Note 13). The Company evaluates all its financial instruments to determine if those contracts or any potential embedded components of those contracts qualify as derivatives to be separately accounted for in accordance with ASC 815-10 - Derivative and Hedging - Contract in Entity's Own Equity. This accounting treatment requires that the carrying amount of any derivatives be recorded at fair value at issuance and marked-to-market at each balance sheet date. In the event that the fair value is recorded as a liability, as is the case with the Company, the change in the fair value during the period is recorded as either other income or expense. Upon conversion, exercise or repayment, the respective derivative liability is marked to fair value at the conversion, repayment, or exercise date and then the related fair value amount is reclassified to other income or expense as part of gain or loss on debt extinguishment. InJuly 2017 , FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features. These amendments simplify the accounting for certain financial instruments with down-round features. The amendments require companies to disregard the down-round feature when assessing whether the instrument is indexed to its own stock, for purposes of determining liability or equity classification. For public business entities, the amendments in Part I of the ASU are effective for fiscal years, and interim periods within those fiscal years, beginning afterDecember 15, 2018 .
Off Balance Sheet Arrangements
The Company is not party to any off-balance sheet arrangements that may affect its financial position or its results of operations.
Recently Adopted Authoritative Pronouncements
Other accounting standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations, cash flows
or disclosures.
No other recently issued accounting pronouncements had or are expected to have a material impact on the Company's condensed consolidated financial statements.
© Edgar Online, source
