SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain of the statements in this document that are not historical facts,
including, without limitation, statements of future expectations, projections of
financial condition and results of operations, statements of future economic
performance and other forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, are subject to known and
unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements of the Company to differ materially from
those contemplated in such forward-looking statements. In addition to the
specific matters referred to herein, important factors which may cause actual
results to differ from those contemplated in such forward-looking statements
include (i) the results of the Company's efforts to implement its business
strategy; (ii) actions of the Company's competitors and the Company's ability to
respond to such actions; (iii) changes in governmental regulation, tax rates and
similar matters; and (iv) other risks detailed in the Company's other filings
with the SEC
USE OF ESTIMATES AND CRITICAL ACCOUNTING POLICIES
The preparation of consolidated financial statements in conformity with U.S.
GAAP requires us to make estimates and judgments that affect the reported
amounts of assets and related disclosure. On an ongoing basis, we evaluate our
estimates, including those related to non-marketable securities. We base our
estimates on various assumptions that are believed to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying value of assets that are not readily apparent from other sources.
Actual results may differ from these estimates due to actual outcomes being
different from those on which we based our assumptions. These estimates and
judgments are reviewed by management on an ongoing basis and by our board of
directors at the end of each quarter prior to the public release of our
financial results.
As of the date of the filing of this quarterly report, we believe there have
been no material changes to our critical accounting policies and estimates
during the nine months ended September 30, 2022 compared to those disclosed in
our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 as
filed with the SEC. Additional information about these critical accounting
policies may be found in the "Management's Discussion & Analysis of Financial
Condition and Results of Operations" section included in our Annual Report on
Form 10-K for the fiscal year ended December 31, 2021.
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IRONSTONE GROUP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(UNAUDITED)
RESULTS OF OPERATIONS
Three months ended September 30, 2022 and September 30, 2021
Operating expenses for three months ended September 30, 2022 totaled $88,449 an
increase of $16,066 or 22.2% as compared to the three months ended September 30,
2021. The increase was due to an increase of $7,779 in general and
administrative expenses and $6,778 in state and local taxes. During the three
months ended September 30, 2022, the company sold 7,000 shares of Arcimoto for a
total of $17,264 at an average price of $2.47 per share, representing a realized
gain over original cost ($1.35 per share) totaling $7,814.
Nine months ended September 30, 2022 and September 30, 2021
Operating expenses for nine months ended September 30, 2022 totaled $229,629 an
increase of $92,749 or 67.8% as compared to the nine months ended September 30,
2021. The increase was due to a full nine months of officer incentive stock
options amortization during 2022 vs. five months during 2021 as the plan was
implemented on April 29, 2021.
LIQUIDITY AND CAPITAL RESOURCES
The Company has a line of credit arrangement with First Republic Bank with a
borrowing limit of $350,000 with interest based upon the lender's prime rate
plus 4.5%. Interest is currently payable monthly at 7.75%. The line is
guaranteed by William R. Hambrecht, Chief Executive Officer, Director. The line
of credit is due on demand and is secured by all of the Company's business
assets. At September 30, 2022 the outstanding balance under the line was
$348,843.
On May 27, 2022, the total outstanding balance of $824,269 the Company borrowed
including unpaid accrued interest from related party William R. Hambrecht, CEO
was converted to 404,054 Ironstone Properties common shares, retiring all
outstanding related party debt and accrued interest. As of September 30, 2022,
the total notes payable and related accrued interest to the third party was
$2,509,411.
The Company may obtain additional equity or working capital through additional
bank borrowings, debt conversion to common stock, and public or private sales of
equity securities. The Company may also borrow additional funds from Mr. William
R. Hambrecht. There can be no assurance, however, that such additional financing
will be available on terms favorable to the Company, or at all.
While the Company explores new business opportunities, the primary capital
resource of the Company relates to 62,000 Arcimoto common shares held valued at
$225,630. During the Quarter ended September 30, 2022 the company sold 7,000
Arcimoto shares totaling $17,264 to fund ongoing operations. The 468,121 shares
of non-marketable investment TangoMe, Inc. is also a primary capital resource.
The investment in TangoMe, Inc. shares is valued at $4,302,956 for the three
months ended September 30, 2022. Given the investment in TangoMe, Inc. does not
have a readily determinable fair value, the Company exerts significant judgment
in estimating the fair value using various pricing models and the information
available to the Company that it deems most relevant.
Trends and Uncertainties
Termination of Historical Business Lines
Since winding down the Company's traditional lines of business, Management and
the Board of Directors have been seeking appropriate business opportunities for
the Company. The Company's cash assets are invested in corporate securities and
demand deposit accounts. If the Company does not find an operating entity to
combine with, and if its assets are not invested in certain types of securities
(primarily government securities), it may be deemed to be an investment company
under the terms of the Investment Company Act of 1940, as amended.
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IRONSTONE GROUP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(UNAUDITED)
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