arcee-ai/sec-data-full · Datasets at Hugging Face

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of Revenues Revenues $ 15,403,538 100.0 % $ 12,073,878 100.0 % Operating expenses Cost of revenues 9,566,508 62.1 % 7,749,130 64.2 % Personnel 3,026,193 19.6 % 1,577,700 13.1 % Depreciation and amortization 573,609 3.7 % 511,371 4.2 % General and administrative 2,315,061 15.0 % 2,166,207 17.9 % Total operating expenses 15,481,371 100.5 % 12,004,408 99.4 % Income (loss) from operations (77,833 ) (0.5 )% 69,470 0.6 % Other income (expenses) Other income 33,168 0.2 % 318 0.0 % Interest expense (1,817,715 ) (11.8 )% (906,743 ) (7.5 )% Gain on sale of property and equipment - - 32,747 0.3 % Gain on bargain purchase 2,639,861 17.1 % - - Total other income (expense) 855,314 5.6 % (873,678 ) (7.2 )% Net income (loss) before income taxes 777,481 5.0 % (804,208 ) (6.7 )% Income tax benefit (expense) 270,000 1.8 % (123,000 ) (1.0 )% Net income (loss) $ 1,047,481 6.8 % $ (927,208 ) (7.7 )% Revenues . Our total revenues were
$15,403,538 for the three months ended March 31, 2023, as compared to $12,073,878 for the three months ended March 31, 2022. The retail and appliances segment generates revenue
through sales of home furnishings, including appliances and related products. Revenues from the retail and appliances segment decreased
by $82,849, or 3.3%, to $2,437,935 for the three months ended March 31, 2023 from $2,520,784 for the three months ended March 31, 2022.
Such decrease was primarily due to ongoing supply chain delays and cost increases with appliance manufacturers, increased time it takes
to receive products, and decreased customer demand. The retail and eyewear segment generates revenue
through sales of eyewear products, including non-prescription reading glasses, sunglasses, blue light blocking eyewear, sun readers and
outdoor specialty sunglasses. Revenues for the retail and eyewear segment were $2,792,712 for the period from February 9, 2023 (date of
acquisition) to March 31, 2023. The construction segment generates revenue through
the sale of finished carpentry products and services, including doors, door frames, base boards, crown molding, cabinetry, bathroom sinks
and cabinets, bookcases, built-in closets, and fireplace mantles, among others, as well as kitchen countertops. Revenues from the construction
segment increased by $1,001,622, or 12.7%, to $8,912,725 for the three months ended March 31, 2023 from $7,911,103 for the three months
ended March 31, 2022. Such increase was primarily due to increases in the average customer contract in the construction segment. The automotive supplies segment generates revenue
through the design and sale of horn and safety products (electric, air, truck, marine, motorcycle and industrial equipment), including
vehicle emergency and safety warning lights for cars, trucks, industrial equipment and emergency vehicles. Revenues from the automotive
supplies segment decreased by $381,825, or 23.3%, to $1,260,166 for the three months ended March 31, 2023 from $1,641,991 for the three
months ended March 31, 2022. Such decrease was primarily due to ongoing supply chain delays with manufacturers and increased time it takes
to receive products. 22 Cost of revenues . Our total cost
of revenues was $9,566,508 for the three months ended March 31, 2023, as compared to $7,749,130 for the three months ended March 31, 2022. Cost of revenues for the retail and appliances
segment consists of the cost of purchased merchandise plus the cost of delivering merchandise and where applicable installation, net
of promotional rebates and other incentives received from vendors. Cost of revenues for the retail and appliances segment decreased by
$57,667, or 3.1%, to $1,813,783 for the three months ended March 31, 2023 from $1,871,450 for the three months ended March 31, 2022.
Such decrease was primarily due to corresponding the decrease in revenues from the retail and appliance segment. As a percentage of retail
and appliances revenues, cost of revenues for the retail and appliances segment was 74.4% and 74.2% for the three months ended March
31, 2023 and 2022, respectively. Cost of revenues for the retail and eyewear segment
consists of the costs of purchased finished goods plus freight and tariff costs. Cost of revenues for the retail and eyewear segment was
$1,667,442, or 59.7% of retail and eyewear revenues, for the period from February 9, 2023 (date of acquisition) to March 31, 2023. Cost of revenues for the construction segment
consists of finished goods, lumber, hardware and materials and plus direct labor and related costs, net of any material discounts from
vendors. Cost of revenues for the construction segment increased by $495,436, or 10.2%, to $5,375,027 for the three months ended March
31, 2023 from $4,879,591 for the three months ended March 31, 2022. Such increase was primarily due to corresponding the increase in
revenues from the construction segment. As a percentage of construction revenues, cost of revenues for the construction segment was 60.3%
and 61.7% for the three months ended March 31, 2023 and 2022, respectively. Cost of revenues for the automotive supplies
segment consists of the costs of purchased finished goods plus freight and tariff costs. Cost of revenues for the automotive supplies
segment decreased by $287,833, or 28.8%, to $710,256 for the three months ended March 31, 2023 from $998,089 for the three months ended
March 31, 2022. Such decrease was primarily due to corresponding the decrease in revenues from the automotive supplies segment and decreased
freight costs. As a percentage of automotive supplies revenues, cost of revenues for the automotive supplies segment was 56.4% and 60.8%
for the three months ended March 31, 2023 and 2022, respectively. Personnel costs . Personnel costs
include employee salaries and bonuses plus related payroll taxes. It also includes health insurance premiums, 401(k) contributions, and
training costs. Our total personnel costs were $3,026,193 for the three months ended March 31, 2023, as compared to $1,577,700 for the
three months ended March 31, 2022. Personnel costs for the retail and appliances
segment increased by $42,816, or 18.6%, to $273,204 for the three months ended March 31, 2023 from $230,388 for the three months ended
March 31, 2022. Such increase was primarily to increased employee headcount as a result of previous
staffing shortages in the retail and appliances segment . As a percentage of retail and appliances revenue, personnel costs for
the retail and appliances segment were 11.2% and 9.1% for the three months ended March 31, 2023 and 2022, respectively. Personnel costs for the retail and eyewear segment
was $806,644, or 28.9% of retail and eyewear revenues, for the period from February 9, 2023 (date of acquisition) to March 31, 2023. Personnel costs for the construction segment
increased by $637,726, or 56.2%, to $1,771,936 for the three months ended March 31, 2023 from $1,134,210 for the three months ended March
31, 2022. Such increase was primarily due to increased employee headcount as a result of increased revenues and previous staffing shortages
in the construction segment. As a percentage of construction revenue, personnel costs for the construction segment were 19.9% and 14.3%
for the three months ended March 31, 2023 and 2022, respectively. Personnel costs for the automotive supplies segment
increased by $31,992, or 10.7%, to $332,320 for the three months ended March 31, 2023 from $300,328 for the three months ended March 31,
2022. Such increase was primarily due to increased employee headcount as a result of previous staffing
shortages in the automotive supplies segment . As a percentage of automotive supplies revenue, personnel costs for the automotive
supplies segment were 26.4% and 18.3% for the three months ended March 31, 2023 and 2022, respectively. 23 Depreciation and amortization . Our
total depreciation and amortization expense increased by $62,238, or 12.2%, to $573,609 for the three months ended March 31, 2023 from
$511,371 for the three months ended March 31, 2022. General and administrative expenses .
Our general and administrative expenses consist primarily of professional advisor fees, stock-based compensation, bad debts reserve, rent
expense, advertising, bank fees, and other expenses incurred in connection with general operations. Our total general and administrative
expenses were $2,315,061 for the three months ended March 31, 2023, as compared to $2,166,207 for the three months ended March 31, 2022. General and administrative expenses for the retail
and appliances segment decreased by $23,893, or 5.3%, to $425,601 for the three months ended March 31, 2023 from $449,494 for the three
months ended March 31, 2022. Such decrease was primarily due to the decrease in revenues from the retail and appliance segment. As a percentage
of retail and appliances revenue, general and administrative expenses for the retail and appliances segment were 17.5% and 17.8% for the
three months ended March 31, 2023 and 2022, respectively. General and administrative expenses for the retail
and eyewear segment was $177,803, or 6.4% of retail and eyewear revenues, for the period from February 9, 2023 (date of acquisition) to
March 31, 2023. General and administrative expenses for the construction
segment decreased by $23,236, or 2.1%, to $1,093,322 for the three months ended March 31, 2023 from $1,116,558 for the three months ended
March 31, 2022. Such decrease was primarily due to decreased professional fees in the construction segment. As a percentage of construction
revenue, general and administrative expenses for the construction segment were 12.3% and 14.1% for the three months ended March 31, 2023
and 2022, respectively. General and administrative expenses for the automotive
supplies segment decreased by $49,548, or 12.8%, to $337,233 for the three months ended March 31, 2023 from $386,781 for the three months
ended March 31, 2022. Such decrease was primarily due to decreased professional fees in the automotive supplies segment. As a percentage
of automotive supplies revenue, general and administrative expenses for the automotive supplies segment were 26.8% and 23.6% for the three
months ended March 31, 2023 and 2022, respectively. General and administrative expenses for our holding
company increased by $67,728, or 31.7%, to $281,102 for the three months ended March 31, 2023 from $213,374 for the three months ended
March 31, 2022. Such increase was primarily due to increased corporate costs and professional fees. Total other income (expense) . We
had $855,314 in total other income, net, for the three months ended March 31, 2023, as compared to other expense, net, of $873,678 for
the three months ended March 31, 2022. Other income, net, for the three months ended March 31, 2023 consisted of a gain on bargain purchase
of $2,639,861 related to the acquisition of ICU Eyewear and other income of $33,168, offset by interest expense of $1,817,715, while other
expense, net, for the three months ended March 31, 2022 consisted interest expense of $906,743, offset by a gain on disposal of property
of equipment of $32,747 and other income of $318. Income tax benefit (expense) . We
had an income an income tax benefit of $270,000 and income tax expense of $123,000 for the three months ended March 31, 2023 and 2022,
respectively. Net income (loss) . As a result of
the cumulative effect of the factors described above, we had a net income of $1,047,481 for the three months ended March 31, 2023, as
compared to a net loss of $927,208 for the three months ended March 31, 2022. Liquidity and Capital Resources As of March 31, 2023, we had cash and cash equivalents
of $2,297,927. To date, we have financed our operations primarily through revenue generated from operations, cash proceeds from financing
activities, borrowings, and equity contributions by our shareholders. 24 Although we do not believe that we will require
additional cash to continue our operations over the next twelve months, we do believe additional funds are required to execute our business
plan and our strategy of acquiring additional businesses. The funds required to execute our business plan will depend on the size, capital
structure and purchase price consideration that the seller of a target business deems acceptable in a given transaction. The amount of
funds needed to execute our business plan also depends on what portion of the purchase price of a target business the seller of that business
is willing to take in the form of seller notes or our equity or equity in one of our subsidiaries. We will seek growth as funds become
available from cash flow, borrowings, additional capital raised privately or publicly, or seller retained financing. Our primary use of funds will be for future acquisitions,
public company expenses including regular distributions to our shareholders, investments in future acquisitions, payments to our manager
pursuant to the management services agreement, potential payment of profit allocation to our manager and potential put price to our manager
in respect of the allocation shares it owns. The management fee, expenses, potential profit allocation and potential put price are paid
before distributions to shareholders and may be significant and exceed the funds we hold, which may require us to dispose of assets or
incur debt to fund such expenditures. See Item 1. “Business—Our Manager” included in our Annual Report on Form 10-K
for the year ended December 31, 2022 for more information concerning the management fee, the profit allocation and put price. The amount of management fee paid to our manager
by us is reduced by the aggregate amount of any offsetting management fees, if any, received by our manager from any of our businesses.
As a result, the management fee paid to our manager may fluctuate from quarter to quarter. The amount of management fee paid to our manager
may represent a significant cash obligation. In this respect, the payment of the management fee will reduce the amount of cash available

of Revenues Revenues $ 15,403,538 100.0 % $ 12,073,878 100.0 % Operating expenses Cost of revenues 9,566,508 62.1 % 7,749,130 64.2 % Personnel 3,026,193 19.6 % 1,577,700 13.1 % Depreciation and amortization 573,609 3.7 % 511,371 4.2 % General and administrative 2,315,061 15.0 % 2,166,207 17.9 % Total operating expenses 15,481,371 100.5 % 12,004,408 99.4 % Income (loss) from operations (77,833 ) (0.5 )% 69,470 0.6 % Other income (expenses) Other income 33,168 0.2 % 318 0.0 % Interest expense (1,817,715 ) (11.8 )% (906,743 ) (7.5 )% Gain on sale of property and equipment - - 32,747 0.3 % Gain on bargain purchase 2,639,861 17.1 % - - Total other income (expense) 855,314 5.6 % (873,678 ) (7.2 )% Net income (loss) before income taxes 777,481 5.0 % (804,208 ) (6.7 )% Income tax benefit (expense) 270,000 1.8 % (123,000 ) (1.0 )% Net income (loss) $ 1,047,481 6.8 % $ (927,208 ) (7.7 )% Revenues . Our total revenues were

$15,403,538 for the three months ended March 31, 2023, as compared to $12,073,878 for the three months ended March 31, 2022. The retail and appliances segment generates revenue

through sales of home furnishings, including appliances and related products. Revenues from the retail and appliances segment decreased

by $82,849, or 3.3%, to $2,437,935 for the three months ended March 31, 2023 from $2,520,784 for the three months ended March 31, 2022.

Such decrease was primarily due to ongoing supply chain delays and cost increases with appliance manufacturers, increased time it takes

to receive products, and decreased customer demand. The retail and eyewear segment generates revenue

through sales of eyewear products, including non-prescription reading glasses, sunglasses, blue light blocking eyewear, sun readers and

outdoor specialty sunglasses. Revenues for the retail and eyewear segment were $2,792,712 for the period from February 9, 2023 (date of

acquisition) to March 31, 2023. The construction segment generates revenue through

the sale of finished carpentry products and services, including doors, door frames, base boards, crown molding, cabinetry, bathroom sinks

and cabinets, bookcases, built-in closets, and fireplace mantles, among others, as well as kitchen countertops. Revenues from the construction

segment increased by $1,001,622, or 12.7%, to $8,912,725 for the three months ended March 31, 2023 from $7,911,103 for the three months

ended March 31, 2022. Such increase was primarily due to increases in the average customer contract in the construction segment. The automotive supplies segment generates revenue

through the design and sale of horn and safety products (electric, air, truck, marine, motorcycle and industrial equipment), including

vehicle emergency and safety warning lights for cars, trucks, industrial equipment and emergency vehicles. Revenues from the automotive

supplies segment decreased by $381,825, or 23.3%, to $1,260,166 for the three months ended March 31, 2023 from $1,641,991 for the three

months ended March 31, 2022. Such decrease was primarily due to ongoing supply chain delays with manufacturers and increased time it takes

to receive products. 22 Cost of revenues . Our total cost

of revenues was $9,566,508 for the three months ended March 31, 2023, as compared to $7,749,130 for the three months ended March 31, 2022. Cost of revenues for the retail and appliances

segment consists of the cost of purchased merchandise plus the cost of delivering merchandise and where applicable installation, net

of promotional rebates and other incentives received from vendors. Cost of revenues for the retail and appliances segment decreased by

$57,667, or 3.1%, to $1,813,783 for the three months ended March 31, 2023 from $1,871,450 for the three months ended March 31, 2022.

Such decrease was primarily due to corresponding the decrease in revenues from the retail and appliance segment. As a percentage of retail

and appliances revenues, cost of revenues for the retail and appliances segment was 74.4% and 74.2% for the three months ended March

31, 2023 and 2022, respectively. Cost of revenues for the retail and eyewear segment

consists of the costs of purchased finished goods plus freight and tariff costs. Cost of revenues for the retail and eyewear segment was

$1,667,442, or 59.7% of retail and eyewear revenues, for the period from February 9, 2023 (date of acquisition) to March 31, 2023. Cost of revenues for the construction segment

consists of finished goods, lumber, hardware and materials and plus direct labor and related costs, net of any material discounts from

vendors. Cost of revenues for the construction segment increased by $495,436, or 10.2%, to $5,375,027 for the three months ended March

31, 2023 from $4,879,591 for the three months ended March 31, 2022. Such increase was primarily due to corresponding the increase in

revenues from the construction segment. As a percentage of construction revenues, cost of revenues for the construction segment was 60.3%

and 61.7% for the three months ended March 31, 2023 and 2022, respectively. Cost of revenues for the automotive supplies

segment consists of the costs of purchased finished goods plus freight and tariff costs. Cost of revenues for the automotive supplies

segment decreased by $287,833, or 28.8%, to $710,256 for the three months ended March 31, 2023 from $998,089 for the three months ended

March 31, 2022. Such decrease was primarily due to corresponding the decrease in revenues from the automotive supplies segment and decreased

freight costs. As a percentage of automotive supplies revenues, cost of revenues for the automotive supplies segment was 56.4% and 60.8%

for the three months ended March 31, 2023 and 2022, respectively. Personnel costs . Personnel costs

include employee salaries and bonuses plus related payroll taxes. It also includes health insurance premiums, 401(k) contributions, and

training costs. Our total personnel costs were $3,026,193 for the three months ended March 31, 2023, as compared to $1,577,700 for the

three months ended March 31, 2022. Personnel costs for the retail and appliances

segment increased by $42,816, or 18.6%, to $273,204 for the three months ended March 31, 2023 from $230,388 for the three months ended

March 31, 2022. Such increase was primarily to increased employee headcount as a result of previous

staffing shortages in the retail and appliances segment . As a percentage of retail and appliances revenue, personnel costs for

the retail and appliances segment were 11.2% and 9.1% for the three months ended March 31, 2023 and 2022, respectively. Personnel costs for the retail and eyewear segment

was $806,644, or 28.9% of retail and eyewear revenues, for the period from February 9, 2023 (date of acquisition) to March 31, 2023. Personnel costs for the construction segment

increased by $637,726, or 56.2%, to $1,771,936 for the three months ended March 31, 2023 from $1,134,210 for the three months ended March

31, 2022. Such increase was primarily due to increased employee headcount as a result of increased revenues and previous staffing shortages

in the construction segment. As a percentage of construction revenue, personnel costs for the construction segment were 19.9% and 14.3%

for the three months ended March 31, 2023 and 2022, respectively. Personnel costs for the automotive supplies segment

increased by $31,992, or 10.7%, to $332,320 for the three months ended March 31, 2023 from $300,328 for the three months ended March 31,

2022. Such increase was primarily due to increased employee headcount as a result of previous staffing

shortages in the automotive supplies segment . As a percentage of automotive supplies revenue, personnel costs for the automotive

supplies segment were 26.4% and 18.3% for the three months ended March 31, 2023 and 2022, respectively. 23 Depreciation and amortization . Our

total depreciation and amortization expense increased by $62,238, or 12.2%, to $573,609 for the three months ended March 31, 2023 from

$511,371 for the three months ended March 31, 2022. General and administrative expenses .

Our general and administrative expenses consist primarily of professional advisor fees, stock-based compensation, bad debts reserve, rent

expense, advertising, bank fees, and other expenses incurred in connection with general operations. Our total general and administrative

expenses were $2,315,061 for the three months ended March 31, 2023, as compared to $2,166,207 for the three months ended March 31, 2022. General and administrative expenses for the retail

and appliances segment decreased by $23,893, or 5.3%, to $425,601 for the three months ended March 31, 2023 from $449,494 for the three

months ended March 31, 2022. Such decrease was primarily due to the decrease in revenues from the retail and appliance segment. As a percentage

of retail and appliances revenue, general and administrative expenses for the retail and appliances segment were 17.5% and 17.8% for the

three months ended March 31, 2023 and 2022, respectively. General and administrative expenses for the retail

and eyewear segment was $177,803, or 6.4% of retail and eyewear revenues, for the period from February 9, 2023 (date of acquisition) to

March 31, 2023. General and administrative expenses for the construction

segment decreased by $23,236, or 2.1%, to $1,093,322 for the three months ended March 31, 2023 from $1,116,558 for the three months ended

March 31, 2022. Such decrease was primarily due to decreased professional fees in the construction segment. As a percentage of construction

revenue, general and administrative expenses for the construction segment were 12.3% and 14.1% for the three months ended March 31, 2023

and 2022, respectively. General and administrative expenses for the automotive

supplies segment decreased by $49,548, or 12.8%, to $337,233 for the three months ended March 31, 2023 from $386,781 for the three months

ended March 31, 2022. Such decrease was primarily due to decreased professional fees in the automotive supplies segment. As a percentage

of automotive supplies revenue, general and administrative expenses for the automotive supplies segment were 26.8% and 23.6% for the three

months ended March 31, 2023 and 2022, respectively. General and administrative expenses for our holding

company increased by $67,728, or 31.7%, to $281,102 for the three months ended March 31, 2023 from $213,374 for the three months ended

March 31, 2022. Such increase was primarily due to increased corporate costs and professional fees. Total other income (expense) . We

had $855,314 in total other income, net, for the three months ended March 31, 2023, as compared to other expense, net, of $873,678 for

the three months ended March 31, 2022. Other income, net, for the three months ended March 31, 2023 consisted of a gain on bargain purchase

of $2,639,861 related to the acquisition of ICU Eyewear and other income of $33,168, offset by interest expense of $1,817,715, while other

expense, net, for the three months ended March 31, 2022 consisted interest expense of $906,743, offset by a gain on disposal of property

of equipment of $32,747 and other income of $318. Income tax benefit (expense) . We

had an income an income tax benefit of $270,000 and income tax expense of $123,000 for the three months ended March 31, 2023 and 2022,

respectively. Net income (loss) . As a result of

the cumulative effect of the factors described above, we had a net income of $1,047,481 for the three months ended March 31, 2023, as

compared to a net loss of $927,208 for the three months ended March 31, 2022. Liquidity and Capital Resources As of March 31, 2023, we had cash and cash equivalents

of $2,297,927. To date, we have financed our operations primarily through revenue generated from operations, cash proceeds from financing

activities, borrowings, and equity contributions by our shareholders. 24 Although we do not believe that we will require

additional cash to continue our operations over the next twelve months, we do believe additional funds are required to execute our business

plan and our strategy of acquiring additional businesses. The funds required to execute our business plan will depend on the size, capital

structure and purchase price consideration that the seller of a target business deems acceptable in a given transaction. The amount of

funds needed to execute our business plan also depends on what portion of the purchase price of a target business the seller of that business

is willing to take in the form of seller notes or our equity or equity in one of our subsidiaries. We will seek growth as funds become

available from cash flow, borrowings, additional capital raised privately or publicly, or seller retained financing. Our primary use of funds will be for future acquisitions,

public company expenses including regular distributions to our shareholders, investments in future acquisitions, payments to our manager

pursuant to the management services agreement, potential payment of profit allocation to our manager and potential put price to our manager

in respect of the allocation shares it owns. The management fee, expenses, potential profit allocation and potential put price are paid

before distributions to shareholders and may be significant and exceed the funds we hold, which may require us to dispose of assets or

incur debt to fund such expenditures. See Item 1. “Business—Our Manager” included in our Annual Report on Form 10-K

for the year ended December 31, 2022 for more information concerning the management fee, the profit allocation and put price. The amount of management fee paid to our manager

by us is reduced by the aggregate amount of any offsetting management fees, if any, received by our manager from any of our businesses.

As a result, the management fee paid to our manager may fluctuate from quarter to quarter. The amount of management fee paid to our manager

may represent a significant cash obligation. In this respect, the payment of the management fee will reduce the amount of cash available