RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS | 18. RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS On February 14, 2020, the Company filed a Form 8-K disclosing that the Audit & Finance Committee of the Company’s Board of Directors, determined, based on the recommendation of management, that the Company’s consolidated financial statements which were included in its annual report on Form 10-K for the year ended December 31, 2018, quarterly reports on Forms 10-Q for the quarters ended March 31, 2018, June 30, 2018, and September 30, 2018 and quarterly reports on Forms 10-Q for the quarters ended March 31, 2019, June 30, 2019, and September 30, 2019 and related financial information should no longer be relied upon, and determined that the consolidated financial statements will be restated. The errors were uncovered as part of the preparation of the Company’s consolidated financial statements for the fiscal year ended December 31, 2019. As a result, the Company restated the 2018 consolidated financial statements, which is referred to as the “Restatement.” The Restatement corrects errors which are discussed in detail within this footnote. The errors primarily related to the timing of recognition of revenue from contracts with customers. Restatement The following is a discussion of the restatement adjustments that were made to the Company’s previously issued consolidated financial statements: (a) Revenue recognition The Company recognizes revenues and profits for contracts with customers using the cost-to-cost percentage of completion method of accounting. Historically, for long-term programs, the Company applied the cost-to-cost percentage of completion method at the program level, that is, for the entire duration of expected production activity on a particular program. The Company estimated its revenue recognition utilizing the life of the program to both measure progress and estimate profit margin. Under this approach, the Company estimated the total expected customer purchases over the life of the program, which included unexercised and non-binding customer purchase options, which resulted in the recognition of $100.9 million of misstated contract assets, contract liabilities and loss reserves. The Company has now concluded that its life of the program accounting was not an appropriate application of ASC Topic 606. Under ASC Topic 606, the performance obligation is the appropriate unit of accounting. The Company identifies performance obligations to customers once a contract is established in accordance with ASC Topic 606. For the Company, the contract under ASC Topic 606 is typically established upon execution of a purchase order either in accordance with a long-term customer agreement or on a standalone basis. The transaction price is also determined at the contract level and excludes amounts related to unexercised customer options. Similarly, the Company’s cost-to-cost input method to measure progress must consider only the costs incurred relative to the total expected costs of satisfying the performance obligations identified in the contract, exclusive of unexercised customer options. To correct these errors, the related revenue was reversed in the period in which the accounting errors took place and recognized in subsequent periods as control of the goods or services in the contract passed to the customer over time based on a cost-to-cost input method measure of progress. Additionally, certain adjustments to contract assets and contract liabilities were made to the consolidated balance sheet at the end of the period in which the accounting errors occurred. (b) Other The Company corrected other immaterial misstatements relating to previously unrecorded audit adjustments. (c) Income taxes The Company has recorded tax adjustments related to the impact of the restatement. Impact on Consolidated Statements of Operations The effect of the Restatement described above on the accompanying consolidated statements of operations for the fiscal year ended December 31, 2018 is as follows: For the Year Ended December 31, 2018 As Previously Revenue Other Income Taxes As Restated Revenue $ 83,929,270 $ (13,563,254 ) $ — $ — $ 70,366,016 Cost of sales 65,765,007 671,122 (280,143 ) — 66,155,986 Gross profit 18,164,263 (14,234,376 ) 280,143 — 4,210,030 Selling, general and administrative expenses 9,528,883 — 251,144 — 9,780,027 Income (loss) from operations 8,635,380 (14,234,376 ) 28,999 — (5,569,997 ) Other expense: Other income 28,709 — — — 28,709 Interest expense (1,989,417 ) — — — (1,989,417 ) Total other expense, net (1,960,708 ) — — — (1,960,708 ) Income (loss) before provision for income taxes 6,674,672 (14,234,376 ) 28,999 — (7,530,705 ) Provision for income taxes 4,463,109 — — (4,447,061 ) 16,048 Net income (loss) 2,211,563 (14,234,376 ) 28,999 4,447,061 (7,546,753 ) Other comprehensive income net of tax – change Change in unrealized loss-interest rate swap 14,800 14,800 Comprehensive income (loss) $ 2,226,363 $ (14,234,376 ) $ 28,999 $ 4,447,061 $ (7,531,953 ) Income (loss) per common share – basic $ 0.23 $ (0.80 ) Income (loss) per common share – diluted $ 0.23 $ (0.80 ) Shares used in computing earnings per common share: Basic 9,480,948 9,480,948 Diluted 9,489,630 9,480,948 Impact on Consolidated Statement of Comprehensive Income (Loss) The only change to the consolidated statement of comprehensive income (loss) for the fiscal year ended December 31, 2018 as a result of the Restatement is due to the change in net income (loss). Impact on Consolidated Balance Sheet The effect of the Restatement described above on the accompanying consolidated balance sheet as of December 31, 2018 is as follows: As of December 31, 2018 As Previously Revenue Other Income Taxes As Restated ASSETS Current Assets: Cash $ 4,128,142 $ — $ — $ — $ 4,128,142 Restricted cash 2,000,000 — — — 2,000,000 Accounts receivable, net 8,623,329 — 99,242 — 8,722,571 Contract assets 113,333,491 (95,744,625 ) — — 17,588,866 Inventory 9,711,997 — (350,386 ) — 9,361,611 Refundable income taxes 435,000 — — (97 ) 434,903 Prepaid expenses and other current assets 1,972,630 — — — 1,972,630 Total Current Assets 140,204,589 (95,744,625 ) (251,144 ) (97 ) 44,208,723 Property and equipment, net 2,545,192 — — — 2,545,192 Refundable income taxes 435,000 — — (97 ) 434,903 Deferred income taxes 279,318 — — (279,318 ) — Other assets 249,575 — — — 249,575 Total Assets $ 143,713,674 $ (95,744,625 ) $ (251,144 ) $ (279,512 ) $ 47,438,393 Liabilities and Shareholders' Equity (Deficit) Current Liabilities: Accounts payable $ 9,902,481 $ — $ — $ — $ 9,902,481 Accrued expenses 1,558,160 — — — 1,558,160 Contract liabilities 3,588,500 1,664,079 — — 5,252,579 Loss reserve 216,606 3,446,952 — — 3,663,558 Current portion of long-term debt 2,434,981 — — — 2,434,981 Income taxes payable 115,000 — — (1,008 ) 113,992 Total Current Liabilities 17,815,728 5,111,031 — (1,008 ) 22,925,751 Line of credit 24,038,685 — — — 24,038,685 Long-term debt, net of current portion 3,876,238 — — — 3,876,238 Deferred income taxes 4,028,553 — — (4,028,553 ) — Other liabilities 531,124 — — — 531,124 Total Liabilities 50,290,328 5,111,031 — (4,029,561 ) 51,371,798 Shareholders’ Equity (Deficit): Common stock 11,718 — — — 11,718 Additional paid-in capital 70,651,413 — — — 70,651,413 Retained earnings (accumulated deficit) 22,760,215 (100,855,656 ) (251,144 ) 3,750,049 (74,596,536 ) Total Shareholders’ Equity (Deficit) 93,423,346 (100,855,656 ) (251,144 ) 3,750,049 (3,933,405 ) Total Liabilities and Shareholders’ $ 143,713,674 $ (95,744,625 ) $ (251,144 ) $ (279,512 ) $ 47,438,393 Cumulative Effect of Prior Period Adjustments The following table presents the impact of the Restatement on the Company’s shareholders’ equity (deficit) as of January 1, 2018: Common Stock Additional Retained Accumulated Total Balance, January 1, 2018 (As previously reported) $ 8,864 $ 53,770,617 $ 20,548,652 $ (14,800 ) $ 74,313,333 Adjustments: Revenue recognition — — (86,621,280 ) — (86,621,280 ) Other — — (280,143 ) — (280,143 ) Income taxes — — (697,012 ) — (697,012 ) Cumulative restatement adjustments — — (87,598,435 ) — (87,598,435 ) Balance, January 1, 2018 (As Restated) $ 8,864 $ 53,770,617 $ (67,049,783 ) $ (14,800 ) $ (13,285,102 ) Impact on Consolidated Statement of Cash Flows The effect of the Restatement described above on the accompanying consolidated statement of cash flows for the fiscal year ended December 31, 2018 is as follows: For the Year Ended December 31, 2018 As Previously Restatement As Restated Cash flows from operating activities: Net income (loss) $ 2,211,563 $ (9,758,316 ) $ (7,546,753 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 710,197 — 710,197 Amortization of debt issuance cost 95,942 (436 ) 95,506 Deferred rent (70,764 ) — (70,764 ) Stock-based compensation expense 671,620 — 671,620 Common stock issues as employee compensation 45,913 — 45,913 Deferred income taxes 5,337,053 (5,337,053 ) — Adjustment for maturity of interest rate swap 20,600 (5,800 ) 14,800 Bad debt expense 125,000 (99,242 ) 25,758 Changes in operating assets and liabilities, net of effects of acquisition: Increase in accounts receivable (1,796,225 ) (50,283 ) (1,846,508 ) (Increase) decrease in contract assets (2,174,941 ) 12,629,627 10,454,686 (Increase) decrease in inventory (57,272 ) 350,038 292,766 (Increase) decrease in prepaid expenses and other current assets 5,702 (27,957 ) (22,255 ) Increase in refundable income taxes (870,000 ) 870,000 — Decrease in accounts payable and accrued expenses (7,696,024 ) (230,771 ) (7,926,795 ) Increase in contract liabilities 866,968 1,563,954 2,430,922 Increase (decrease) in loss reserve 44,933 (59,329 ) (14,396 ) Decrease in other liabilities (10,976 ) 5,801 (5,175 ) Increase in income taxes payable 5,673 (1,008 ) 4,665 Net cash used in operating activities (2,535,038 ) (150,775 ) (2,685,813 ) Cash flows from investing activities: Purchase of property and equipment (559,037 ) — (559,037 ) Purchase of WMI (6,050,906 ) 98,906 (5,952,000 ) Net cash used in investing activities (6,609,943 ) 98,906 (6,511,037 ) Cash flows from financing activities: Net proceeds from sale of common stock 16,166,117 — 16,166,117 Payment of line of credit (6,500,000 ) — (6,500,000 ) Proceeds from line of credit 7,700,000 — 7,700,000 Payment of long-term debt (3,314,789 ) — (3,314,789 ) Debt issuance costs (209,082 ) 51,869 (157,213 ) Net cash provided by financing activities 13,842,246 51,869 13,894,115 Net increase in cash and restricted cash 4,697,265 — 4,697,265 Cash and restricted cash at beginning of year 1,430,877 — 1,430,877 Cash and restricted cash at end of year $ 6,128,142 $ — $ 6,128,142 Supplemental schedule of noncash investing and financing activities: Equipment acquired under capital leases $ 649,410 $ — $ 649,410 Supplemental schedule of cash flow information: Cash paid during the year for interest $ 2,134,574 $ — $ 2,134,574 Cash paid for income taxes $ 10,947 $ — $ 10,947 |