Quarterly report pursuant to Section 13 or 15(d)

Discontinued Operations

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Discontinued Operations
3 Months Ended
Mar. 31, 2024
Discontinued Operations [Abstract]  
Discontinued Operations NOTE 5 – DISCONTINUED OPERATIONS

On June 30, 2023, the Company sold substantially all of the assets of its legacy non-core subsidiaries, JDL and Ecessa, to TheIPGuys.net LLC doing business as OneNet Global for total net proceeds of $1,231,616. The Company received net initial proceeds of $1,106,616, consisting of $1,175,000 in initial consideration less $68,384 in adjustments. An additional $125,000 in consideration is being held in escrow until July 1, 2024 for potential indemnification claims that may arise under the asset purchase agreement. The amount in escrow represents a consideration receivable that is included in other current assets within the condensed consolidated balance sheet as it is currently considered to be probable that the amount will be received in full at the conclusion of the escrow period. The amount of escrow proceeds that will be received will depend on whether any indemnification obligations arise under the asset purchase agreement and the receivable will be monitored for potential impairment. The Company recorded a loss on sale of $1,190,002 during the second quarter of 2023. The presentation of discontinued operations with respect to this transaction has been retrospectively applied to all prior periods presented.

The financial results of the discontinued operations are as follows:

Three Months Ended March 31

2024

2023

Sales

$

$

1,752,182

Cost of sales

1,244,368

Selling, general and administrative expenses

448,705

Transaction costs

14,426

Operating loss before income taxes

44,683

Income tax expense

Loss from discontinued operations

$

$

44,683