U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the fiscal year ended __December 31, 2017___2022___
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period


Commission File Number 001-36378
PROFIRE ENERGY, INC.
(Name of registrant as specified in its charter)
Nevada20-0019425
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)


321 South 1250 West Suite 1
Lindon, UT 84042
(Registrant's principal executive offices)


(801) 796-5127
(Registrant's telephone number, including area code)


Securities registered pursuant to section 12(b) of the Exchange Act:
Common Stock, $0.001 par valueNASDAQ
(Title of each class)(Name of each exchange on which registered)
Securities registered pursuant to section 12(g) of the Exchange Act: None


Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.   ☐ Yes  x  No


Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.   ☐ Yes  x  No


Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes  ☐  No


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.) x  Yes  ☐  No


Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of " large accelerated filer," " accelerated filer," " smaller reporting company," and "smaller reporting company" emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated Filer ☐Accelerated Filer ☐
Non-accelerated Filer ☐ (Do not check if a smaller reporting company)
Smaller Reporting Company x
Emerging Growth Company ☐


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐


Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of
the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.
7262(b)) by the registered public accounting firm that prepared or issued its audit report.      ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issues financial statements. ☐

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Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b). o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)   ☐ Yes  x  No






The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which our common stock was last sold as of the last business day of the our most recently completed second fiscal quarter was approximately $31,908,809.$51,803,316.


Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.001 par valuePFIENASDAQ

As of March 6, 2018,7, 2023, the registrant had 54,155,32152,376,104 shares of common stock, par value $0.001, issued and 48,830,57947,337,974 shares outstanding.


Documents Incorporated by Reference:  Portions of the Profire Energy, Inc. Definitive Proxy Statement for the 20182023 Annual Meeting of Stockholders are incorporated by reference into Part III of this report.

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PROFIRE ENERGY, INC.
FORM 10-K
TABLE OF CONTENTS

Explanatory Note
Explanatory Note
Cautionary Note Regarding Forward-Looking Statements
PART I
Item 1. Business
Item 1A. Risk Factors
Item 1B. Unresolved Staff Comments
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Mine Safety Disclosures
PART II
Item 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities
Item 6. Selected Financial Data
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Item 8. Financial Statements and Supplementary Data
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Item 9A. Controls and Procedures
Item 9B. Other Information
PART III
Item 10. Directors, Executive Officers, and Corporate Governance
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13. Certain Relationships and Related Transactions and Director Independence
Item 14. Principal Accounting Fees and Services
PART IV
Item 15. Exhibits, Financial Statement Schedules
Signatures



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Explanatory Note


Unless otherwise indicated by the context, any reference herein to the "Company", "Profire", "we", our""our" or "us" means Profire Energy, Inc., a Nevada corporation, and its corporate subsidiaries and predecessors. Unless otherwise indicated by the context, all dollar amounts stated in this report on Form 10-K are in U.S. dollars.


On December 22, 2016, our board of directors approved a resolution to change our fiscal year from the period beginning April 1 and ending on March 31 to the period beginning on January 1 and ending on December 31 of each year. Accordingly, on March 9, 2017 we filed a transition report on Form 10-K to include audited consolidated financial information for the nine-month transition period from April 1, 2016 through December 31, 2016. Any references to the "transition period" throughout this report refer to that nine-month period. The current fiscal year refers to the period beginning on January 1, 2017 and ending on December 31, 2017.

Cautionary Note Regarding Forward-Looking Statements


This annual report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), that are based on Managements'Management's beliefs and assumptions and on information currently available to Management.  For this purpose, any statement contained in this report that is not a statement of historical fact may be deemed to be forward-looking, including, but not limited to, statements relating to our future actions, intentions, plans, strategies, objectives, results of operations, cash flows and the adequacy of or need to seek additional capital resources and liquidity. Without limiting the foregoing, words such as " may ", " should ", " expect ", " project ", " plan ", " anticipate ", " believe ", " estimate ", " intend ", " budget ", " forecast ", " predict ", " potential ", " continue ", " should ", " could ", " will "“may,” “should,” “expect,” “project,” “plan,” “anticipate,” “believe,” “estimate,” “intend,” “budget,” “forecast,” “predict,” “potential,” “continue,” “should,” “could,” “will” or comparable terminology or the negative of such terms are intended to identify forward-looking statements; however, the absence of these words does not necessarily mean that a statement is not forward-looking.  TheseForward-looking statements by their nature involve known and unknown risks and uncertainties and other factors that may cause actual results and outcomes to differ materially depending on a variety of factors, many of which are not within our control.  Such factors include, but are not limited to, economic conditions generally and in the oil and gas industry in which we and our customers participate; competition within our industry; legislative requirements or changes which could render our products or services less competitive or obsolete; our failure to successfully develop new products and/or services or to anticipate current or prospective customers' needs; price increases; limits to employee capabilities;  delays, reductions, or cancellations of our contracts we have previously entered into;with customers, suppliers or other parties; sufficiency of working capital, capital resources and liquidity; conflicts of interest between our significant investors and our other stakeholders; volatility of our operating results and share price and other factors detailed herein and in our other filings with the United States Securities and Exchange Commission (the "SEC" or "Commission").  Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those indicated. The foregoing factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this report. For a more detailed discussion of the principal factors that could cause actual results to be materially different, you should read our risk factors in Item 1A. Risk Factors, included elsewhere in this report.


Forward-looking statements are predictions and not guarantees of future performance or events.  Forward-looking statements are based on our assessment of current industry, financial and economic information, all of which we have assessed but which by its nature isare dynamic andfactors subject to rapid and possibly abrupt changes.  Our actual results could differ materially from those stated or implied by such forward-looking statements due to risks and uncertainties associated with our business.  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. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of these forward-looking statements and we hereby qualify all our forward-looking statements by these cautionary statements.


These forward-lookingForward-looking statements in this report are based only on information currently available to us and speak only as of their dates and should not be unduly relied upon.the date on which they are made.  We undertake no obligation to amend this report or publicly revise these forward-looking statements (other than pursuant to reporting obligations imposed on registrants pursuant to the Exchange Act)as required by law) to reflect subsequent events or circumstances, whether as the result of new information, future events or otherwise.


The following discussion should be read in conjunction with our financial statements and the related notes contained elsewhere in this report and in our other filings with the Commission.




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PART I


Item 1. Business


Overview


Profire is an oilfieldWe are a technology company providing productssolutions that enhance the efficiency, safety, and compliancereliability of industrial combustion appliances while mitigating potential environmental impacts related to the operation of these devices. Our legacy business is primarily focused in the upstream, midstream, and downstream transmission segments of the oil and gas industry. However, in recent years, we have completed many installations of our burner-management solutions in other industries that we believe will be applicable as we expand our addressable market over time. We specialize in the creationengineering and design of burner-managementburner and combustion management systems and solutions used on a variety of oilfield forced-airnatural and natural-draft fire tube vessels.forced draft applications. We sell our products and services primarily throughout North America. Our experienced team of industrysales and service professionals also provides supporting servicesare strategically positioned across the United States and Canada providing support and service for our products. We were originally incorporated in the State of Nevada on May 5, 2003. Since October 2008, we have been primarily engaged in the business of developing burner-management technologies for the oil and gas industry.


Principal Products and Services


InAcross the oil and natural gasenergy industry, there are numerous demands for heat generation and control. Oilfield vessels of all kinds, including line-heaters, dehydrators, separators,Applications such as combustors, enclosed flares, gas production units, treaters, glycol and amine reboilers, indirect line-heaters, heated tanks, and free-water knockout systemsprocess heaters require heat to satisfy their various functions,support the production and or processing function. This heat is generated through the process of combustion, which is provided by a burner flame insidemust be controlled, managed, and supervised. Combustion and the vessel.  This burner flame isresulting generation of heat are integral to the operationprocess of separating, treating, storing, incinerating, and transporting oil and gas. Factors such as specific gravity, the vessel because these vessels usepresence of hydrates, temperature and hydrogen sulfide content contribute to the flame'sneed for heat to facilitate the proper function of the vessel. Such functions include separating, storing, transporting and purifyinggeneration in oil and gas (or even water).  For example, the viscosity of oilproduction and moisture content (and temperature) of gas are critical to a number of oilfield processes, and are directly affected by the heat provided by the burner flame inside the vessel.processing applications. Our burner-management systems help ignite, monitor, and manage pilot and burner systems that are utilized in this burner flame,process. Our technology affords remote operation, reducing the need for employee interaction with the appliance's burner for purposes such as for the purposes of re-ignition or temperature monitoring. In addition, our burner-management systems can help reduce emissions by safely reigniting a failed flame, thereby improving efficiencies and up-time. Our extensive service and combustion experience provides customers with solutions that are consistent with industry trends and regulatory requirements to mitigate environmental impacts and reduce emissions through optimized burner operation.


As a result, oilOil and gas producers cancompanies, including upstream, midstream, downstream, pipeline, and gathering operators, utilize burner-management systems to achieve increased safety, greater operational efficiencies, and improved compliance with industry regulations. Without a burner-management system, a field employee must discover and reignite an extinguished burner flame, then restart the application manually. Therefore, without a proper burner-management system, all application monitoring must be accomplished in-person, directly on-site. This requirement for on-site monitoring, in an operational environment with limited field personnel, can result in the potential interruption of production for long periods of time and increased risks associated with reigniting a flame, which can lead to site hazards, including explosions and the possibility of venting gas into the atmosphere. In addition, without a burner-management system, burners often operate for longer durations, frequently with lower efficiency, resulting in increased equipment fatigue and greater expense related to fuel consumption.

We continue to assess regulatory requirements applicable to our customers. We believe there is a growing trend in the oil and gas industry toward enhanced control, process automation, and data logging, partly for potential regulatory-satisfaction purposes. We believe that enhancedour burner-management productssystems and services can help ouroffer solutions for customers be compliant with such regulatory requirements,to meet compliance standards where applicable. In addition to selling products,product sales, we train and dispatch specialized service technicians to service burner flame installations in Canadaprovide maintenance and installation support throughout the United States.States and Canada.


We initially developed our first burner-management systemcontroller in 2005. Since 2005, we have released several iterations ofthat time, our initial burner-management system to increase features and capabilities, while maintaining compliance with Canadian Standards Association (CSA) and Underwriters Laboratories (UL) ratings.

Our burner-management systems have become widely used in Western Canada, andadopted throughout many regions in the United States. We have sold ourStates and Western Canada. Profire burner-management systems have been designed to many large energycomply with widely accepted safety and industrial codes and standards in North America, including those prescribed and certified by the Canadian Standards Association (CSA), Underwriters Laboratories (UL), and Safety Integrity Level (SIL) standards.

Our systems and solutions have been widely adopted by exploration and production companies including Anadarko, Chesapeake Energy, ConocoPhillips,(E&P), midstream operators, pipeline operators, as well as downstream transmission and utility providers. Our customers include, Antero, ATCO, Chevron, CNRL, Concho Resources, Devon Energy, Encana, Exxon-Mobil, Petro-Canada, ShellDominion Energy, EQT, Kinder Morgan, National Grid, Ovintiv, Oxy, Range Resources, Williams, XTO, and others. Our systems have also been sold orand installed in other parts of the world including France, Italy, Ukraine, India, Nigeria,many countries in South America, Europe, Africa, the Middle East, Australia, and Brazil. While we have an interest in expanding our international distribution capabilities, our current principal focus isAsia. Though firmly established and primarily focused on the North American oil and gas market.markets, we continue to invest in expansion efforts in developing sales in diversified industries where our combustion technology can be utilized.


Recent Product Extension: PF3100Environmental, Social and Governance Focus


In September 2015,
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As guiding principles and core to our strategy, our products and solutions are developed with a focus on safety, environmental impacts, reliability, and efficiency. Protecting human life, protecting the Company unveiled its next generationenvironment, and protecting our customers’ investments are essential to our business objectives. Our products play a crucial role in supporting our customers’ existing and future initiatives regarding improving workplace safety and environmental impacts.

Our burner-management system whichtechnology is designed to monitor, operate, monitor, and control more complex, multi-faceted oilfield applications. The PF3100 is an advanced management system designed to work with a number of Profire-engineered modules, specific to different applications, thus allowing the system to expertly manage a wide varietyarray of applications.

Throughout the industry, Programmable Logic Controllers (PLCs) are used to operatecomplex industrial heat-applications. Providing our customers with safety-approved and manage custom-built oilfield applications. Though capable, PLCs can be expensive, tedious,certified technology, purposefully designed and difficult to use. Our unique solution, the PF3100, helps manage and synchronize custom applications, allowing oilfield producersbuilt to meet more deadlinesregulatory requirements and improve profitability through an off-the-shelf solutionprocess needs, is a critical component of our customers’ safety protocols and initiatives.

Proper burner and combustion management control, coupled with dynamic customization.  The Company is selling the PF3100 for use in the oilperipheral solutions, increase site and gas industry's natural-draftlocation safety while reducing emissions. Profire technology and forced-air markets.

The Company frequently assesses market needs by participating in industry conferences, soliciting feedback from existing and potential customers, and looking for opportunities to provide quality solutions to the oil and gas producing companies it serves. Upon identifying a potential market need, the Company begins researching the market and developing products that might be feasible for future sale.



Additional Complementary Products

In addition to our burner-management systems, we also sell complementary oilfield products to help facilitate improved oilfield safety and efficiency. Such products help manage fuel flow (e.g., valves and fuel-trains), meter air flow (e.g., airplates), generate power on-site (e.g., solar packages), ignite and direct flame (e.g., flare stack igniter and nozzles), and other necessary functions. We continue to develop innovative complementary products, which we anticipate will help bolster continued long-term growth. Some of the complementary products we sell are purchased from third parties (e.g., solar packages), while some are proprietary (e.g., flare stack igniter) or patent-pending (e.g. inline pilot and valve technologies).
Chemical-Management Systems

Chemical injection is used for a wide variety of purposes in the oil and gas industry including down-hole inhibition of wax, hydrates, and corrosion agents, to allow product to flow more efficiently to the wellhead. Once at the wellhead, chemical injection can also be used to further process the oil or gas before it is sentintegrated into a pipeline, and with other applications.

Currently, a variety of pumpsapplications to significantly reduce the release of methane and volatile organic compounds into the environment.

Profire burner-management controls and complementary solutions provide users with the ability to monitor field equipment remotely. This reduces truck rolls and the need for field personnel to travel to and manually inspect burner malfunctions in remote sites and locations. By dramatically reducing the number and frequency of physical trips to site, our automated solutions help our customers improve safety, reduce emissions, and decrease operating costs.

Operator safety is at the heart of our burner-management solution technology. Integration of our solutions and products helps our customers increase the likelihood that their employees return home safe each day. Adding greater physical distance between humans and the combustion process, as well as ensuring gas supplies are available in the market that can be used to meter the chemicals injected, but mostproperly shut off when no flame is present, are often inaccurate in injecting the proper amount of chemical as they may not account for alltwo of the variables that affectcritical elements of how much chemical should be injected (e.g., pressure, hydrogen sulfide concentration, etc.), nor the optimal efficiency rates of varying pump systems.

Inaccurate injection levels are problematic because the chemicals injected are expensive, and over-injection causes unnecessary expense for producers. Under-injection can also be problematic because it often results in the creation of poor product (i.e., with wax, hydrate, or corrosion agents), and causes problems with pipeline audits.

Our chemical-management systems monitor and manage the chemical-injection process to ensure that optimal levels of chemicals are injected. This improves pump efficiency and production quality of the well. Our chemical-management systems also reduce the risk of exposure to chemicals, which results in increased worker safety and greater compliance with pipeline regulations. Like our burner-management systems, our chemical-management systems can be monitored and managed remotely via SCADA or other remote-communication systems. We hold a U.S. patent related to our chemical management system and its process for supplying a chemical agent to a process fluid.solutions help protect human life.


Principal Markets and Distribution Methods


Our principal markets include Canadamarket is the oil and gas industry of the United States and Western Canada, specifically, the Permian, Marcellus, Permian,Niobrara, Bakken, STACK, SCOOP and Eagle Ford areas. In our experience,US basins as well as the oilDuvernay and gas industry does not typically centralize purchasing decisions of relatively inexpensive productsMontney and services like those we provide. Therefore, weother formations located in Canada. We place a strong emphasis on developing and fostering direct relationships with customers atend users on many fronts including environmental, health and safety, automation, engineering, and field operations leaders and team members.

Due to the field-level. Because of this relationship-based purchasing structure, mostnature of our sales are made directlylegacy business, we collaborate with and sell to producers rather than through distributors.

We have also had success in working withmany Original Equipment Manufacturers (OEMs) who manufacture thebuild production, processing, and processingheating equipment on which our products are utilized. These products can be used in new wells or as replacements for former old or defective products. In addition, we have had success in working withwell as other strategic partners that deliver instrumentationInstrumentation and electricalElectrical (I&E) services in the industry. When drilling activity is high, these OEMs and I&EsThese channels provide us with a relatively easy-to-scale augmentation to our sales channel.and service teams.


In additionLeveraging our core technology, platforms and combustion expertise, we have started to developing a larger presenceachieve success and complete projects in international markets in future years,new diversified markets. Through direct sales, new OEM and strategic re-sell relationships, we believe the PF3100 platform will serve as the base for applicationshave found opportunities to diversify our market footprint and expand into industries that reside outside of theour traditional oil and gas industry (as well as for new applications within the oilsegments. Some industries of focus include biogas, biomass, power generation, agriculture, heat treat and gas industry). Although our primary focus is on serving the oilmetal manufacturing, mining, hydrogen production and gas industry, we continue to look for opportunities to expand and diversify our product footprint to other industries. For example, the PF3100 could have applications in the agricultural industry. We intend to continue to explore these opportunities.petrochemical.


Competition


We believe most of ourProfire has several competitors have limited sales and service departments to promote and support their products. Most of our competitors are regionally focused, with operations that are limited to areas close to their headquarters. There are several companies marketing burner-management products similar to ours. Our direct competitors includeincluding ACL, Combustex, SureFire, Platinum, and ACL.



Platinum. These companies offer similar products and services to Profire, but at a smaller scale. While price is a significant method of competition within ourthe oil and gas industry, we believe the most important competitive factors are performance, quality, reliability, durability, product support and installation/service expertise. To that end, we have primarily sought to first create high-quality and innovative products, then to constrain costs without compromising those primary characteristics. Relative to our competition, we believe our product-offering tends to be about average in price, but with above-average capability, reliability, and product-support.

We believe thisa quality-focused approach will helpsupport us in remaining competitive.

Through our develop of products with enhanced capabilities, we have begun to compete with companies such as Honeywell Thermal, Emerson, Fireye, and Siemens in connection with larger, more complex applications. As we continue to remain competitive in the industry. To help assure our customersexpand further into downstream oil and gas applications and outside of our commitmenttraditional oil and gas markets, we expect this competition to quality and safety, our burner-management systems have been certified to comply with CSA and UL ratings. Additionally, because we were an early-mover in the burner-management market, we have the advantage of established relationships with both suppliers and customers, which help create a barrier to new entrants.intensify.


Sources and Availability of Raw Materials


We operate under release date purchase orders with the majority of our suppliers.suppliers, including our international-based supply chain. This allows for our procurement team to work closely with our suppliers to navigate the market fluctuations and the changing needs of our customers. In the past, we have not experienced any sudden or dramatic increase in the prices of the major parts or components needed for our systems. However, as the industry activity increases, there could be greaterlevels fluctuate and global economic pressures change, we have experienced upward pressure on the priceprices of system components.components, which may persist for some time.


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Some of the components that we resell, such as some of our valve products, are available from a limited number of suppliers. If our access to such products becamebecomes constricted, we could experience a material adverse impact on our results of operations or financial condition. We continue to develop proprietary products that could reduce some of our dependency on these limited componentry items. As we anticipate continued development of proprietary products, we expect to review vendor relationships to help ensure we are working with suppliers that best meet our needs and the needs of our customers. Because manyMany of the component parts we use are relatively low-priced and historically have been readily available through multiple suppliers and manufacturers; however, we do not anticipate that ahave seen sudden orand dramatic increaseincreases in the price (or decreaseas well as decreases in supply)supply of any particular part wouldsome of these components. The persistence of these pressures could have a material adverse effect on our results of operations or financial condition, even ifcondition. We have been proactively working with additional contract manufacturers and vendors to reduce these supply chain risks and have been combating the prices increases with increased prices on the products we were unablesell to increase our sales prices proportionate to any particular price increase.customers.


We utilize third-party contract with a third-party fabricator, Logican Technologies,manufacturers, to manufactureassemble our burner-management and chemical-management systems,system controllers, along with other proprietary products. We believe this has provided us with improved manufacturing efficiencies. Additionally, the use of a third-party fabricatorfabricators enables us to concentrate our capital on liquidity maintenance, research and development projects, and other strategies that align with our core competencies instead of investments in manufacturing equipment. Under the direction of our product engineers, the manufacturer ismanufacturers are able to procure all electronic parts, specialty cases and components, and from those components assemble the complete system. Using specialty equipment and processes provided by us, the system isour control systems are tested on-site by the manufacturer, and if the finished product is acceptable, it is shipped to us for distribution. We subsequently perform our own quality-control testing and ensure the programming for each system is ready for the anticipated environment of the customer. Shipments to us from our manufacturermanufacturers are usually limited to approximately 300 systems,a few hundred units at a time, so that in the event any one shipment is lost or damaged, inventory levels are not seriously impacted. The entire manufacturing process is typically completed within 90 to 120 days of the manufacturer receiving our purchase order.order and having all the necessary components on-hand. Due to global supply chain challenges over the past two years, we have experienced significant increases to some of the long lead time components used in our systems.


Our manufacturer isburner-management system manufacturers are located in Alberta, Canada. While we have a contract in place with this manufacturer, should we lose its services, we believe we keep enough inventory on hand to meet our customers' needs in the event of short-term supply chain disruptions.

We also believe we have adequate alternative manufacturing sources available and that whileif we lose the services of our current manufacturers. While such a loss might result in a temporary short-term disruption, we do not anticipateexpect it would result in a materially adverse impact inon our ability to meet demand for our products or results of operations, financial condition and cash flows for a significant period of time. We periodically seekevaluate alternative manufacturing options to ensure our current fabricator isfabricators are competitive in price, manufacturing quality and fulfillment speed, and to ensure we have the ability to scale our production levels based on customer demand and market conditions.


Dependence upon Major Customers


During the fiscal yearyears ended December 31, 20172022 and December 31, 2021, no single customer accounted for more than 10% of our total revenues. DuringNonetheless, the nine-month transition period ended December 31, 2016, the following customer accounted for more than 10% of our total revenues. The loss of a major customer could have a material adverse effect on our business, financial condition, results of operations and cash flows:flows.
Customer Year Ended December 31, 2017 Nine-Month Transition Period
Chesapeake Energy 4% 11%



Patents, Trademarks and Other Intellectual Property


We have filed or acquired several patent applications for various product innovations, both domestically and internationally. Management willinnovations. We intend to continue to assess the strategic and financial value of each potential patent as we develop various intellectual properties. The provisional and/

While our patents and patent applications as a group are important, we do not consider any patent or non-provisional applications we have filed thus far are intended to protect:

inline pilot technologies to increase efficiency and reliabilitybe of pilot-light performance in a variety of climates;
software technology within a modular burner-management system; and
certain valve-related technologies.

Wesuch importance that the loss or expiration thereof would have a patent that coversmaterial adverse effect on our proprietary coil which expires on December 2, 2035, a patent related to our chemical-management system and its process which expires on March 9, 2036, and a patent over the temperature control valve which expires on November 16, 2036.business.


Need for Governmental Approval of our Principal Products or Services


We are required to obtain certain safety certifications/ratings for our combustion- and chemical-managementcombustion-management systems before they are released to the market. We have received the appropriate certifications including CSA, Intertek, and UL certifications for our burner-management and chemical-management systems.


Although sales of our products and services have not been dependent on industry regulations, we believe industry regulations have enhanced our sales environment in certain geographies. We believe that increased regulation in the areas of lower emissions and higher safety standards for our customers—especially when coupled with consistent enforcement—may influence potential customers to purchase our products or services.services and could even increase quantities purchased by existing customers.


Effects of Existing or Probable Governmental Regulation on our Business


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We believe that our products and services can improvehelp our customers achieve and maintain regulatory compliance for our customers. Regulations concerningand in some instances, exceed industry standards, regarding emissions, safe burner ignition methods, data logging, or other regulatory dimensionssafety or environmental compliance requirements or standards that could be related to our products, may impact our customers and markets. Examples of such regulations include:


B149.3-10, which has evolved in recent years and is effective for Alberta, Canada, governs the safety precautions that must be met concerning the ignition of the pilot and the main burner in Canada.Alberta. It requires a programmable control to be used if the controller complies with certain certification requirements promulgated by the CSA.
Regulation 7 which was passed during fiscal year 2014 byof the Air Quality Control Commission regulations in Colorado Department of Public Health and Environment, requiredrequires that combustion devices installed after May 1, 2014, be equipped with an auto-igniter and all existingwhich will automatically attempt to relight the pilot flame in the combustion deviceschamber of a control device. The auto-igniter requirement is to be equipped with an auto-igniter by May 1, 2016.reduce the risk of volatile organic compound emissions.
R307-503-4(1) (b) & (c), which wasR307-503, as passed during fiscal year 2014 by the Utah Department of Air Quality, mandatedmandates that all new open and enclosed flareflares have an auto-igniter. The rule requiredauto-igniter designed to automatically attempt to relight the two largest oil- and gas-producing countiespilot flame of a flare in the stateorder to retrofit all existing enclosed flare with auto-igniters by December 1, 2015, and all other counties to comply by April 1, 2017.combust volatile organic compound emissions.
Order 25417, which was passed byin North Dakota's Industrial Council, is rule that became effective April 1, 2015,Dakota, requires producers to condition crude oil before transportation and prove oil temperature is above 110 degrees Fahrenheit, to burn off toxic gases from the oil.


Our burner-management system's design enables our products tosystems help companies become compliantcomply with the aforementionedthese regulations and other regulations. While these industryclean air and emissions reduction initiatives and requirements. On behalf of our customers, we monitor regulatory requirements that impact their businesses and industries. We are relatively new, we intend to continue following their implementationcurrently monitoring the impact of the Methane Waste Prevention Act of 2021, the Clean Energy and enforcement.Sustainability Accelerator Act, EPA New Source Performance Standards as part of 40 CFR Subpart OOOO and OOOOa, and others. We believe our burner-management systems and ancillary products can help customers meet the more stringent standards being proposed. We have assigned sales and service professionals to these specific geographic areas to ensure we have a strong presence in the Statesstates and Provincesprovinces with specific safety and emissions regulations.


In light of this regulatory environment, weWe are focused on providing products and services that exceed existing regulatory and industry safety standards; therefore, westandards. We believe demand for our products may increase as regulators and our customers continue to tighten safety and efficiency standards in the industry.industry and as our customers demand technological solutions. In addition to satisfying regulatory and safety requirements, we believe oil and gas companiesour customers continue to recognize the operational efficiencies that can be realized through the use of our burner-management systems and related products. However, significant changes in the regulatory environment could materially impact our results of operations and financial condition. For example, a significant portion of our historical Canadian sales has been aided by such regulation, resultingcondition in a higher estimated penetration rate for our products there, and we anticipate such regulatory pressures to continue. Consequently, ifeither positive or negative ways depending on the regulatory environment were to become significantly less stringent, we may experience a decline


in the demand for our products, which could materially and adversely impact our results of operations and financial condition. Asnature of the date of this report, we are not aware of any pending or anticipated major regulatory changes.change.


Research and Development


We place strong emphasis on product-oriented research and development relating to the development of new or improved products and systems. During the fiscal yearyears ended December 31, 20172022 and the nine-month transition period ended December 31, 2016,2021, we spent $1,221,211$1,432,000 and $757,880,$1,120,080, respectively, on research and development programs.


Cost and Effects of Compliance with Federal, State and Local Environmental Laws


Our business is affected by local, provincial, state, federal and foreign laws and other regulations relating to the gas and electric safety standards and codes presently existing in the oil and gas industry, as well as laws and regulations relating to worker safety and environmental protection.


During the fiscal yearyears ended December 31, 20172022 and the nine-month transition period ended December 31, 2016,2021, respectively, we did not incur material direct costs to comply with applicable environmental laws. There can be no assurance, however, that this will continue to be the case in the future as environmental laws and regulations relating to the oil and natural gas industry are routinely subject to change.


Corporate Structure

We were incorporated on May 5, 2003 in the State of Nevada. We have four wholly-owned subsidiaries: Profire Combustion, Inc., an Alberta, Canada corporation; Prochem, ULC, an Alberta, Canada unlimited liability corporation; Profire Holdings, LLC, a Utah limited liability company; and Midflow Services, an Ohio limited liability company.

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Employees


As of December 31, 2017,2022, we had a total of 98107 employees, 86103 of whom were full-time employees.


Executive Officers of the Registrant
NameAgePositions Held
Brenton W. Hatch72Chairman of the Board (July 2022 to present)
Special Advisor & Chairman (July 2021 to June 2022)
Executive Chairman (Jul 2020 to Jun 2021)
Ryan Oviatt49Co-Chief Executive Officer and Co-President (2020 to present)
Chief Financial Officer (2015 to present)
Cameron Tidball46Co-Chief Executive Officer and Co-President (2020 to present)
Chief Business Development Officer (2018-2020)
NamePatrick FisherAge45Positions Held
Brenton W. Hatch67Chief Executive Officer (2008Vice President of Product Development (2019 to present)
Ryan Oviatt44Chief Financial Officer (2015 to present)

Effective October 31, 2021, our Vice President of Operations, Jay Fugal, resigned from his position with the Company to pursue an opportunity as CEO of another company. Profire completed some internal reorganizations following Jay's resignation but did not appoint an Executive Officer as a replacement.

Available Information

Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”), are available free of charge on our website at www.profireenergy.com as soon as reasonably practicable after we file such information electronically with, or furnish it to, the U.S. Securities and Exchange Commission (the “SEC”).

Item 1A. Risk Factors


In addition to the risks discussed throughout this report we are subject to the following risks.

Forward-looking statements may prove to be inaccurate.

In our effort to make the information in this report more meaningful, this report contains both historical and forward-looking statements. All statements other than statements of historical fact are forward-looking statements within the meanings of Section 27A of the Securities Act of 1933 and Section 21E of the 1934 Act. Forward-lookingThe statements in this report are not based on historical facts, but rather reflectsection describe the current expectations ofknown material risks to our management concerning future resultsbusiness and events. We have attempted to qualify our forward-looking statements with appropriate cautionary language to take advantage of the judicially-created doctrine of "bespeaks caution" and other protections.should be considered carefully.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance and achievements to be different from any future results, performance and achievements expressed or implied by these statements. These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in the forward-looking statements in this annual report. Other unknown or unpredictable factors also could have material adverse effects on our future results.


Risks Relating to ourOur Business


Dependence on contract manufacturing and outsourcing other portions of our supply chain may adversely affect our ability to bring products to market and damage our reputation.

We outsource our manufacturing processes and other functions and continue to evaluate additional outsourcing in order to maintain efficient operations. If our contract manufacturers or other outsourcers fail to perform their obligations in a timely manner or at satisfactory quality levels, our ability to bring products to market and our reputation could suffer. For example, during a market upturn, our contract manufacturers may be unable to meet our demand requirements, which may prevent us from fulfilling our customers' orders on a timely basis. The ability of these manufacturers to perform is largely outside of our control. Additionally, changing or replacing our contract manufacturers or other outsourcers could cause disruptions or delays.

The global COVID-19 pandemic has and could continue to adversely affect us, and it could have a material adverse impact on our business, financial condition, liquidity, results of operations and prospects.

Since the beginning of 2020, the COVID-19 pandemic has spread across the globe and disrupted economies around the world, including the oil and gas industry in which we operate. Federal, state and local government-imposed quarantines, shelter-in-place mandates, sweeping restrictions on travel, and other public health and safety measures, could materially reduced global demand for crude oil. Although many of these restrictions have been loosened or lifted around the world, the extent to which the global COVID-19 pandemic will continue to affect our business, financial condition, liquidity, results of operations, prospects, and the demand for our products will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration or any recurrence of the outbreak and responsive measures, additional or modified government actions, new information which may emerge concerning the severity of the global COVID-19 pandemic and the effectiveness of actions taken to contain the coronavirus or treat its impact now or in the future, among others.

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Some impacts of the global COVID-19 pandemic that could have an adverse effect on our business, financial condition, liquidity and results of operations, include:

• significant changes in prices for oil production, resulting from world-wide swings in demand and resulting over or under supply of existing production;
• further decreases in the demand for oil production, resulting from significantly decreased levels of global, regional and local travel as a result of new or additional federal, state and local government-imposed quarantines, including shelter-in-place mandates, enacted to slow the spread of the virus and any new variant;
• increased likelihood that our customers will make rapid changes to capital expenditures due to oil prices fluctuations, swings in demand for oil production and other factors that could impact production;
• increased potential that our customers may seek to invoke force majeure provisions as a result of significantly adverse market conditions to avoid the performance of contractual obligations;
• increased costs and staffing requirements related to facility modifications, social distancing measures or other best practices implemented in connection with federal, state or local government, and voluntarily imposed quarantines or other regulations or guidelines concerning physical gatherings; and
• increased legal and operational costs related to compliance with significant changes in federal, state, and local laws and regulations.

To the extent the global COVID-19 pandemic continues to adversely affect the global economy, and/or adversely affects our business, financial condition, liquidity, results of operations and prospects it may also have the effect of increasing the likelihood and/or magnitude of other risks described above.

Changes in the level of capital-spending by our customers could materially and adversely impact our business and financial condition.


Our principal customers are oil and natural gas exploration and production companies that operate in the upstream and midstream space and the OEM'soriginal equipment manufacturers, or OEM’s, that supply the exploration and production companies with burner relatedthe required production and processing equipment. Thus, the results of our operations and financial condition depend on the level of capital spending by our customers. The energy industry's level of capital spending is tied tosignificantly influenced by the prevailing


commodity prices of natural gas and crude oil.  Low commodity prices have the potential to reduceoil because the amount of crude oil and natural gas that our customers can economically produce and volatilityalso depends on the prevailing prices for those commodities. Volatility in commodity prices may make our customers reluctant to invest in oilfieldsthe oil and gas industry where our products would be used.  Although our products canmay enhance the operational efficiency of producing wells, a prolonged or substantial downturn in market priceother operational decisions and behaviors by producers could lead to reductions or delays in the capital spending of our clientscustomers and therefore reduce the demand for our products and services, which could materially and adversely impact our results of operations, financial condition and cash flow.


The energy industry’s level of capital spending may also be affected by government regulations or other efforts designed to mitigate climate change or reduce greenhouse gas emissions. Increasing attention to climate change, increasing societal expectations on companies to address climate change, and potential consumer and customer use of substitutes to oil and gas may result in increased costs and lower profits for our customers, and reduced demand for their products. These factors may also cause our customers to allocate more capital spending to other areas or other types of energy production.

We depend on our customers' willingness to make operating and capital expenditures to transport, refine and produce oil and natural gas. Industry conditions are influenced by numerous factors over which we have no control, such as:


the level of oil and gas production;
the demand for oil and gas related products;
domestic and worldwide economic conditions;
political instability in the Middle East and other oil producingoil-producing regions;
the actions of the Organization of Petroleum Exporting Countries;Countries (OPEC);
political and economic instability, including wars and acts of terrorism, political unrest, boycotts, curtailments of trade, tariffs and sanctions, and other business restrictions;
the price of foreign imports of oil and gas, including liquefied natural gas;
natural disasters or weather conditions, such as hurricanes;
technological advances affecting energy consumption;
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the level of oil and gas inventories;inventories globally;
the cost of producing oil and gas;
the price and availability of alternative fuels;fuels and energy sources;
increasing attention and expectations relating to climate change and reduction of greenhouse gas emissions;
merger and divestiture activity among oil and gas producers; and
governmental regulations.regulations, including those related to climate change.
The volatility of the oil
These and gasother industry conditions could influence our customers’ willingness to make operating and the consequent impact on the transportation, refinementcapital expenditures to transport, refine and production ofproduce oil and natural gas could cause a decline in the demand for our products and services, which could have a material adverse effect on our business.  Major declines in oil and natural gas prices since July 2014 (when prices were at approximately $100 per barrel) have resulted in substantial declines in capital spending and drilling programs across the industry. As a result of these declines in oil and natural gas prices over the last couple years, most exploration and production companies have reduced drilling programs from the historic levels seen in 2014.

Our assets and operations, as well as the assets and operations ofgas. If our customers could be adversely affected by weatherreduce or eliminate such operating and other natural phenomena.

Our assets and operations could be adversely affected by natural phenomena, such as tornados, earthquakes, wildfire, floods, and landslides.  A significant disruption in our operations or the operations of our customers due to weather or other natural phenomena couldcapital expenditures, it may adversely affect our business and financial condition.


Changes in foreign exchange rates in countries where our business operates could have a material adverse impact on our business and financial condition.


A portion of our consolidated revenue and consolidated operating income is in Canadian dollars.  As a result, we are subject to significant risks, including:


foreignCanadian currency exchange risks resulting from changes in foreignCanadian currency exchange rates and the execution of controls in this area; and
limitations on our ability to reinvest earnings from operations in one countrythe United States to fund our operations in other countries.Canada.


The Canadian Dollar (CAD) lost substantial value compared to the United States Dollar (USD) during the nine-month transition period ended December 31, 2016 and negatively impacted our financial results; however, rates rebounded during the


year ended December 31, 2017, which positively impacted our financial results. If the volatility in the CAD/USD exchange rate causes anothera devaluation in either currency, it could have a material adverse impact on our business and financial condition.


The competitive nature of the oilfield services industry could lead to an increase of direct competitors.


As our segment within the oil and gas exploration and production industry grows and matures weit is reasonable to expect additional companies willmay seek to enter this market. New entrants to our industry may be more highly capitalized, better recognized or better situated to take advantage of market opportunities. Any failure by usIf we are unable to adequately compete against current and future competitors, could have a material adverse effect onor if the competition results in price reductions or decreased demand for our products, our business, financial condition and results of operations.operations may be materially and adversely affected.


We may not realize all of the anticipated benefits of our acquisitions, joint ventures or divestitures, or these benefits may take longer to realize than expected.


Our future business strategies may include growth through the acquisitions of other businesses. We may not be able to identify attractive acquisition opportunities or successfully acquire those opportunities that are identified. Even if there is successwe are successful in integrating future acquisitions into existing operations, we may not derive the benefits, such as administrative or operational synergy or earnings, obtained, that were expected from such acquisitions, which may result in the commitment of capital resources without the expected returns on the capital. TheAdditionally, the competition for acquisition opportunities may increase which in turn would increase our cost of making acquisitions.


In pursuing our business strategy, from time to time we evaluate targets and enter into agreements regarding possiblefor potential acquisitions. To be successful, weWe conduct due diligence to identify valuation issues and potential loss contingencies, negotiate transaction terms, complete transactions and manage post-closing matters such as the integration of acquired businesses. WeHowever, we may incur unanticipated costs or expenses following a completed acquisition, including post-closing asset impairment charges, expenses associated with eliminating duplicate facilities, litigation, and other liabilities.


The risks associated with our past or future acquisitions also include the following:

the business culture of the acquired business may not match well with our culture;
we may fail to retain, motivate and integrate key management and other employees of the acquired business;

we may experience problems in retaining customers and integrating customer bases;
we may experience complexities associated with managing the combined businesses; and
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consolidating multiple physical locations.


There can be no assurance as to the extent to which theThe anticipated benefits of these acquisitions willmay not be realized, if at all, or thatand we may incur significant time and costs beyond those anticipated will not be required with the integration of new acquisitions to the existing business. If we are unable to accomplish the integration and management of the combined business successfully, or achieve a substantial portion of the anticipated benefits of these acquisitions within the time frames anticipated by management,Management, it could have a material adverse effect on our business and financial condition.


Many of these factors will beare outside of our control and any one of them could result in increased costs, decreases in the amount of expected revenues, and diversion of management'sManagement's time and attention. They may also delay the realization of the benefits we anticipate when we enter into a transaction. Failure to implement our acquisition strategy, including successfully integrating acquired businesses, could have a material adverse effect on our business and financial condition.


Our operations involve operating hazards, which, if not insured or indemnified against, could harm our results of operations and financial condition.


Our operations are subject to hazards inherent in our technology's use in oilfield service operations, oilfield development and oil production activities, including fire, explosions, blowouts, spills and damage or loss from natural disasters, each of which could result in substantial damage to the oil-producing formations and oil wells, production facilities, other property, equipment and the environment, or in personal injury or loss of life. These hazards could also result in the suspension of purchasing, or in claims by employees, customers or third parties which could have a material adverse effect on our financial condition.


Some of these risks are either not insurable or insurance is available only at rates that we consider uneconomical. Although we will maintain liability insurance in an amount that we consider consistent with industry practice, the nature of these risks is such that liabilities could exceed policy limits. We may not always be successful in obtaining contractual indemnification from


our customers, and customers who provide contractual indemnification protection may not maintain adequate insurance or otherwise have the financial resources necessary to support their indemnification obligations. Our insurance or indemnification arrangements may not adequately protect us against liability or loss from all the hazards of our operations. The occurrence of a significant event that we have not fully insured or indemnified against, or the failure of a customer to meet its indemnification obligations to us, could materially and adversely affect our results of operations and financial condition.


Changes to governmental regulation of the oil and gas industry could materially and adversely affect our business.


If the laws and regulations governing oil and natural gas exploration and production were to become less stringent, we could experience a decline in the demand for our products, which we would expect would materially and adversely impact our results of operations and financial condition. These regulations are subject to change and new regulations may curtail or eliminate customer activities in certain areas where we currently operate.  We cannot determine the extent to which new legislation may impact customer activity levels, and ultimately, the demand for our products and services.

Furthermore, our operations are affected by local, provincial, state, federal, and foreign laws and other regulations relating to oil, gas and electric standards. Such standards can be related to safety, environmental protection, or other regulatory dimensions for the oil and gas industry. We cannot predict the level of enforcement of existing laws and regulations, how such existing laws and regulations may be interpreted by enforcement agencies or court rulings, whether additional laws and regulations will be adopted, or the effect such changes may have on us,Less stringent standards could adversely impact our business orand financial conditions.

Increased legislation, regulation and other government actions related to climate change and greenhouse gas emissions could also increase costs for our customers and reduce demand for their products, which could cause a reduction in demand for our products and adversely affect our business and financial condition.


Our international operations subject us to certain operating risks, which could adversely impact our results of operations and financial condition.

Our international operations involve additional risks not associated with our domestic operations.  We intend to continue our expansion into international oil and gas producing areas. The effect on our international operations from the risks we describe will not be the same in all countries and jurisdictions. Risks associated with our operations outside of the United States include risks of:

multiple, conflicting, and changing laws and regulations, export and import restrictions, and employment laws;
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regulatory requirements, and other government approvals, permits, and licenses;
potentially adverse tax consequences;
political and economic instability, including wars and acts of terrorism, political unrest, boycotts, curtailments of trade, tariffs and sanctions, and other business restrictions;
expropriation, confiscation, or nationalization of assets;
renegotiation or nullification of existing contracts;
difficulties and costs in recruiting and retaining individuals skilled in international business operations;
foreign exchange restrictions;
foreign currency fluctuations;
foreign taxation;
the inability to repatriate earnings or capital;
changing foreign and domestic monetary policies;
cultural and communication challenges;
industry-process changes in heating and flow of oil;
regional economic downturns;
foreign governmental regulations favoring or requiring the awarding of contracts to local contractors or requiring foreign contractors to employ citizens of, or purchase supplies from, a particular jurisdiction that may harm our ability to compete; and
compliancefailure to comply with anti-corruption and anti-bribery laws, including the U.S. Foreign Corrupt Practices Act.


Our business has potentialcould result in liability for litigation, personal injury and property damage claims assessments.


Most of our products are used in hazardous production applications and involve exposure to inherent risks, including explosions and fires, where an accident or a failure of a product could result in liability for personal injury, loss of life, property damage, pollution or other environmental hazards or loss of production. Litigation may arise from a catastrophic occurrence at


a location where our equipment and services are used. This litigation could result in large claims for damages, including consequential damages, and could impair the market's acceptance of our products. The frequency and severity of such incidents could affect our operating costs, insurability and relationships with customers, employees and regulators.  These occurrences could result in substantial costs and diversion of our management'sManagement's attention and resources, which could have an adverse effect on our business.


Our business may be subject to product liability claims or product recalls, which could be expensive and could result in a diversion of management'sManagement's attention.


The oil industry experiences significant product liability claims. As an installer and servicer of oilfield combustion management technologies and related products, we face an inherent business risk of exposure to product liability claims in the event that our products, or the equipment into which our products are incorporated, could malfunction and result in personal injury or death. We may be named in product liability claims even if there is no evidence that our technology, products or services caused or contributed to the accidents. Product liability claims could result in significant losses as a result of expenses incurred in defending claims or the awarding of damages. In addition, we may be required to participate in recalls involving our products if any of our products prove to be defective, or we may voluntarily initiate a recall or make payments related to such claims as a result of various industry or business practices, or in an effort to maintain good customer relationships. We cannot be certain that ourOur product liability insurance willmay not be sufficient to cover all product liability claims, that such claims will notmay exceed our insurance coverage limits, or that such insurance willmay not continue to be available on commercially reasonable terms, if at all. Any product liability claim brought against us could have a material adverse effect on our reputation and business.


Uninsured or underinsured claims or litigation or an increase in our insurance premiums could adversely impact our results of operations.


Although we maintain insurance protection for certain risks in our business and operations, we are not fully insured against all possible risks, nor are all such risks insurable. It is possible an unexpected judgment could be rendered against us in cases infor which we could be uninsured or underinsured and damages could be beyond the amounts we currently have reserved or anticipate incurring. Significant increases in the cost of insurance and more restrictive coverage may have an adverse impact on our results of operations. In addition, we may not be able to maintain adequate insurance in the future at rates we consider reasonable or that our insurance coverage willmay not be adequate to cover future claims and assessments that may arise.


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Our assets and operations, as well as the assets and operations of our customers, could be adversely affected by weather and other natural phenomena.

Our assets and operations could be adversely affected by natural phenomena, such as tornadoes, hurricanes, earthquakes, wildfire, floods, and landslides. A significant disruption in our operations or the operations of our customers due to weather or other natural phenomena could adversely affect our business and financial condition.

Liability to customers under warranties may materially and adversely affect our earnings.


We provide warranties as to the proper operation and conformance to specifications of the products we sell. Failure of our products to operate properly or to meet specifications may increase our costs by requiring additional engineering resources and services, replacement of parts and equipment, or monetary reimbursement to a customer. We have inIn the past we have received warranty claims and we expect to continue to receive them in the future. To the extent that we incur substantial warranty claims in any period, our reputation, our ability to obtain future business, and our earnings could be adversely affected.


Some of our products use equipment and materials that are available from a limited number of suppliers.


We purchase equipment provided by a limited number of manufacturers. During periods of high demand, these manufacturers may not be able to meet our requests for timely delivery, resulting in delayed deliveries of equipment and higher prices for equipment. There are a limited number of suppliers for certain materials used in burner managementburner-management systems, our largest product line. Although these materials are generally available, supply disruptions may occur due to factors beyond our control. Such disruptions, delayed deliveries, and higher prices could limit our ability to meet our customers' needs, or could increase the related costs, thus possibly reducing our revenues and profits.

Dependence on contract manufacturing and outsourcing other portions of our supply chain may adversely affect our ability to bring products to market and damage our reputation.

As part of our efforts to streamline operations and to cut costs, we outsource our manufacturing processes and other functions and continue to evaluate additional outsourcing.  If our contract manufacturers or other outsourcers fail to perform their obligations in a timely manner or at satisfactory quality levels, our ability to bring products to market and our reputation could suffer.  For example, during a market upturn, our contract manufacturers may be unable to meet our demand requirements, which may preclude us from fulfilling our customers' orders on a timely basis.  The ability of these manufacturers to perform is largely outside of our control.  Additionally, changing or replacing our contract manufacturers or other outsourcers could cause disruptions or delays.



Historically, we have depended on a few major customers for a significant portion of our revenue, and our revenue could decline if we are unable to maintain those relationships, if customers reduce their orders for their products, or if we are unable to secure new customers.

Historically, we have derived a significant portion of our revenue from a limited number of customers. While we continually seek to broaden our customer base, it is likely that for the foreseeable future we will remain dependent on these customers to supply a substantial portion of our revenue.  Relationships with our customers are based on purchase orders rather than long-term formal supply agreements, and customers can discontinue or materially reduce orders without warning or penalty.  Demand for our products is tied directly to the health of the oil industry. Accordingly, factors that affect the oil industry have a direct effect on our business, including factors outside of our control, such as sales slowdowns due to economic concerns, or as a result of natural disasters. The loss of one or more of our significant customers, or reduced demand from one or more of our significant customers, would result in an adverse effect on our revenue, our profitability, and our ability to continue our business operations.


We are exposed to risks of delay, cancellation, and nonpayment by customers in the ordinary course of our business activities.


We are exposed to risks of loss in the event of delay, cancellation, and nonpayment by our customers. Our customers are subject to their own operating and regulatory risks and may be highly leveraged.  We may experience financial losses in our dealings with other parties. Any delay and any increases in the cancellation of contracts or nonpayment by our customers and/or counterparties could adversely affect our results of operations and financial condition. In addition, the same factors that may lead to a reduction in our potential customers' spending may also increase our exposure to the risks of nonpayment and nonperformance by our existing customers. A significant reduction in our customers' liquidity may result in a decrease in their ability to pay or otherwise perform their obligations to us. Any increase in nonpayment or nonperformance by our customers, either as a result of recent changes in financial and economic conditions or otherwise, could have an adverse impact on theour operating results and adversely affect our liquidity.


Our ability to successfully commercialize our technology and products may be materially adversely affected if we are unable to obtain and maintain effective intellectual property rights for our technologies and planned products, or if the scope of the intellectual property protection is not sufficiently broad.


Our success dependsmay depend, in part, on our ability to obtain and maintain patent and other intellectual property protection with respect to our proprietary technology and products. In recent years, patent rights have been the subject of significant litigation. As a result, the issuance, scope, validity, enforceability and commercial value of the patent rights is highly uncertain. Pending and future patent applications may not result in patents being issued which protect our technology or products or which effectively prevent others from commercializing competitive technologies and products. Changes in either the patent laws or interpretation of the same, especially in jurisdictions in which we hope to secure protection, may diminish the value of patents or narrow the scope of patent protection.  Publications of discoveries in the scientific literature often lag behind the actual discoveries, and patent applications, in the U.S.United States and other jurisdictions,jurisdictions. As a result, such discoveries are typically not published until 18 months after filing, or in some cases not at all. Therefore, we cannot be certain that we weremay not have been the first to make the inventions claimed in our patents or pending patent applications, or that we or weremay not have been the first to file for patent protection of such inventions.


Even if the patent applications we rely on are issued as patents, they may not issuebe issued in a form that will provide us with any meaningful protection, prevent competitors from competing with us, or otherwise provide us with any competitive advantage. Our competitors may be able to circumvent our patents by developing similar or alternative technologies or products in a non-infringing manner. The issuance of a patent is not conclusive as to its scope, validity or enforceability, and patents may
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be challenged in the courts or patent offices in the U.S.United States and abroad.internationally. Such challenges may result in patent claims being narrowed, invalidated or held unenforceable, which could limit our ability to stop, or prevent us from stopping, others from using or commercializing similar or identical technology and products, or limit the duration of the patent protection of our technology and products.  As a result, our patent portfolio may not provide us with sufficient rights to exclude others from commercializing products similar or identical to ours, or otherwise provide us with a competitive advantage.


While we are not currently engaged in any material intellectual property litigation, in the future we may commence lawsuits against others if we believe they have infringed our rights.  We cannot be assured that we wouldmay not be successful in any such litigation.  Our involvement in any intellectual property litigation could require the expenditure of substantial time and other resources, may adversely affect the development of sales of our products or intellectual property, our capital resources, or may divert the efforts of our technical and management personnel, and could have a material adverse effect on our business, results of operations, and financial condition.




We may not be able to protect or enforce our intellectual property rights throughout the world.


Filing, prosecuting and defending our patents throughout the world would be prohibitively expensive to us.expensive. Competitors may use our technologies in jurisdictions where we have not obtained patent protection, to develop their own products, and may export otherwise infringing products to territories where we have patent protection but where enforcement is not as strong as in the U.S.  TheseUnited States. Competitors' products may compete with our products in jurisdictions where we do not have any issued patents, and our intellectual property rights may not be effective or sufficient to prevent them from so competing. Many companies have encountered significant problems in protecting and defending intellectual property rights in foreign jurisdictions. The legal systems of certain countries may not favor the enforcement of patents and other intellectual property protection, which could make it difficult for us to stop the infringement of any patents or marketing of competing products in violation of our proprietary rights generally. Proceedings to enforce any patent rights in foreign jurisdictions could result in substantial cost and divert our efforts and attention from other aspects of our business.


If we are unable to protect the confidentiality of our trade secrets, the value of our technology could be materially adversely affected, harming our business and competitive position.


Some of our proprietary intellectual property is not protected by any patent, copyrightpatents or patent or copyright applications,copyrights, and, despite our precautions, it may be possible for third parties to obtain and use such intellectual property without authorization. We rely upon confidential proprietary information, including trade secrets, unpatented know-how, technology, software, and other proprietary information, to develop and maintain our competitive position. Any disclosure to, or misappropriation by, third parties of our confidential proprietary information could enable competitors to quickly duplicate or surpass our technological achievements, thus eroding our competitive position in the market. We seek to protect our confidential proprietary information, in part, by confidentiality agreements with our employees and our collaborators and consultants. We also have agreements with our employees and selected consultants that obligate them to assign their inventions to us.


These agreements are designed to protect our proprietary information; however, we cannot be certain that our trade secrets and other confidential information will notcould be disclosed or that competitors will notcould otherwise gain access to our trade secrets, or that technology relevant to our business will notcould be independently developed by a person that is not a party to such agreements. Furthermore, if the employees, consultants or collaborators that are parties to these agreements breach or violate the terms of these agreements, we may not have adequate remedies for any such breach or violation, and we could lose our trade secrets through such breaches or violations. Further, our trade secrets could be disclosed, misappropriated or otherwise become known or be independently discovered by our competitors. In addition, intellectual property laws in foreign countries may not protect trade secrets and confidential information to the same extent as the laws of the U.S.United States. If we are unable to prevent disclosure of the intellectual property related to our technologies to third parties, we may not be able to establish or maintain a competitive advantage in our market, which would harm our ability to protect our rights and have a material adverse effect on our business.


Third parties may initiate legal proceedings alleging that we are infringing their intellectual property rights, the outcome of which would be uncertain and could have a material adverse effect on the success of our business.


Our commercial success depends upon our ability and the ability of our distributors, contract manufacturers, and suppliers to manufacture, market, and sell our products, and to use our proprietary technologies without infringing, misappropriating, or otherwise violating the proprietary rights or intellectual property of third parties. While we are not aware of any issued or
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pending patent applications that could restrict our ability to operate, we may in the future become party to, or be threatened with, adversarial proceedings or litigation regarding intellectual property rights with respect to our products and technology. Third parties may assert infringement claims against us based on existing or future intellectual property rights. If we are found to infringe a third party's intellectual property rights, we may be temporarily or permanently prohibited from commercializing our products that are held to be infringing. We might, if possible, also be forced to redesign our products so that we no longer infringe the third partythird-party intellectual property rights, or we could be required to obtain a license from such third party to continue developing and marketing our products and technology. We may also elect to enter into such a license in order to settle pending or threatened litigation. However, we may not be able to obtain any required license on commercially reasonable terms or at all. Even if we were able to obtain a license, it could be non-exclusive, thereby giving our competitors access to the same technologies licensed to us, and we could require usbe required to pay significant royalties and other fees. We could be forced, including by court order, to cease commercializing the infringing technology or product. In addition, we could be found liable for monetary damages. A finding of infringement could prevent us from commercializing our products or force us to cease some of our business operations, which could materially harm our business.


Even if we are successful in defending against intellectual property claims, litigation or other legal proceedings relating to such claims may cause us to incur significant expenses and could distract our technical and management personnel from their normal responsibilities. Such litigation or proceedings could substantially increasedecrease our operating lossesprofits and reduce our resources


available for development activities. We may not have sufficient financial or other resources to adequately conduct such litigation or proceedings. As a result of their substantially greater financial resources, some of our competitors may be able to sustain the costs of such litigation or proceedings more effectively than we can. Uncertainties resulting from the initiation and continuation of litigation or other intellectual property relatedproperty-related proceedings could have a material adverse effect on our ability to compete in the marketplace.


If we do not develop and commercialize new competitive products, our revenue may decline.


To remain competitive in the market for oilfield combustion managementand other emissions control technologies, we must continue to develop and commercialize new products. If we are not able to develop commercially competitive products in a timely manner in response to industry demands, our business and revenues will be adversely affected. Our future ability to develop new products depends on our ability to:

design and commercially produce products that meet the needs of our existing and new customers;
attract and retain talented research-and-development management and personnel;
successfully market new products; and
protect our proprietary designs from our competitors.


We may encounter resource constraints or technical or other difficulties that could delay introduction of new products and services. Our competitors may introduce new products before we do and achieve a competitive advantage.


Additionally, the time and expense invested in product development may not result in commercial products or provide revenues. Our inability to enhance existing products in a timely manner or to develop and introduce new products that incorporate new technologies, conform to stringent regulatory standards and performance requirements, and achieve market acceptance in a timely manner, could negatively impact our competitive position. New product development or modification is costly, involves significant research, development, time and expense, and may not necessarily result in the successful commercialization of any new products. Moreover, we may experience operating losses after new products are introduced and commercialized because of high start-up costs, unexpected manufacturing costs or problems, or lack of demand.


New technologies could render our existing products obsolete.


New developments in technology may negatively affect the development or sale of some or all of our products or make our products obsolete. Our success depends upon our ability to design, develop and market new or modified combustion management technologies and related products.


Our business and financial condition could be negatively impacted if we lose the services of certain members of senior management.


Our development to date has largely depended, and in the future will continue to largely depend, on the efforts of our senior management. We currently do not have key-person insurance on any of our senior management team. Thus, the loss of any
16


member of our senior management could impair our ability to execute our business plan and could therefore have a material adverse effect on our business, results of operations, and financial condition.


Failing to attract and retain skilled employees could impair our growth potential and profitability.


Our ability to remain productive and profitable depends substantially on our ability to attract and retain skilled employees.  Our ability to scale our operations is in part, and at times, impacted bydepends on our ability to increase our labor force. The demand for skilled oilfield employees is high and the supply is limited. As a result of the volatility of the oil fieldoilfield services and technology industry, our ability to offer competitive wages and retain skilled employees may be diminished.

If we are unable to expand in existing or into new markets, our ability to grow our business as profitably as planned could be materially and adversely affected.

While it remains our primary focus there can be no assurance that we will be able to expand our market share in our existing markets or successfully enter new or contiguous markets especially in light of industry volatility.  Nor can there be any assurance that such expansion will not adversely affect our profitability and results of operations.  If we are unable to enter into new markets, our business could be materially and adversely affected.



If we are unable to manage growth effectively, our business, results of operations and financial condition could be materially and adversely affected.

Our ability to successfully expand to new markets, or expand our penetration in existing markets, depends on a number of factors including:
our ability to market our products and services to new customers;
our ability to provide large-scale support and training materials for a growing customer base;
our ability to hire, train and assimilate new employees;
the adequacy of our financial resources; and
our ability to correctly identify and exploit new geographical markets and to successfully compete in those markets.
There can be no assurance that we will be able to achieve our planned expansion, that our products will gain access to new markets or be accepted in new marketplaces, that we will achieve greater market penetration in existing markets or that we will achieve planned operating results, or results comparable to those we experience in existing markets, in the new markets we enter.

Disruptions, failures or security breaches of our information technology infrastructure could have a negative impact on our
operations.

Information technology is critically important to our business operations. We use information technology to manage all business processes including manufacturing, financial, logistics, sales, marketing and administrative functions. These processes collect, interpret and distribute business data and communicate internally and externally with employees, suppliers, customers and others.

We invest in industry standard security technology to protect the Company’s data and business processes against risk of data security breach and cyber-attack. Our data security management program includes identity, trust, vulnerability and threat management business processes as well as adoption of standard data protection policies. We measure our data security effectiveness through industry accepted methods and remediate significant findings. Additionally, we certify our major technology suppliers and any outsourced services through accepted security certification standards.

While we believe that our security technology and processes provide adequate measures of protection against security breaches and reduce cybersecurity risks, disruptions in, or failures of, information technology systems are possible and could have a negative impact on our operations or business reputation. Failure of our systems, including failures due to cyber-attacks that would prevent the ability of systems to function as intended, could cause transaction errors, loss of customers and sales, and could have negative consequences to our Company, our employees, and those with whom we do business.

Risks Relating to our Stock

Our stock options and other equity-based awards to employees may not have their intended effect.


A portion of our total compensation program for key personnel has historically included awards of options to buy our common stock or other equity-based awards. If the price of our common stock performs poorly, such performance may adversely affect our ability to retain or attract key personnel. In addition, if we are unable to continue to provide attractive equity compensation awards or other compensation incentives for any reason, we may be unable to retain and motivate existing personnel and recruit new personnel.


Our common stock lacks liquidity.If we are unable to expand in existing or into new markets, our ability to grow our business as profitably as planned could be materially and adversely affected.


A significant percentageWe may not be able to expand our market share in our existing markets or successfully enter new or contiguous markets especially in light of our outstanding common stock is "restricted" and therefore subject to the resale restrictions set forth in Rule 144 of the rules and regulations promulgated by the SEC under the Securities Act of 1933.  These factorsindustry volatility. In addition, such expansion could adversely affect our profitability and results of operations. If we are unable to enter into new markets, our business could be materially and adversely affected.

If we are unable to manage growth effectively, our business, results of operations, and financial condition could be materially and adversely affected.

Our ability to successfully expand to new markets, or expand our penetration in existing markets, depends on a number of factors including:

our ability to market our products and services to new customers;
our ability to provide large-scale support and training materials for a growing customer base;
our ability to hire, train and assimilate new employees;
the liquidity, trading volume, price and transferabilityadequacy of our common stock.financial resources; and

our ability to correctly identify and exploit new geographical markets and to successfully compete in those markets.



We may not be able to achieve our planned expansion and our products may not gain access to new markets or be accepted in new marketplaces. We may not achieve greater market penetration in existing markets and we may not achieve planned operating results, or results comparable to those we experience in existing markets, in the new markets we enter.

Disruptions, failures or security breaches of our information technology infrastructure could have a negative impact on our operations.

Information technology is critically important to our business operations. We use information technology to manage all business processes including manufacturing, financial, logistics, sales, marketing, and administrative functions. These processes collect, interpret and distribute business data and communicate internally and externally with employees, suppliers, customers, and others.

We invest in industry standard security technology to protect our data and business processes against risk of data security breach and cyber-attack. Our data security management program includes identity, trust, vulnerability, and threat management business processes as well as adoption of standard data protection policies. We measure our data security effectiveness through industry accepted methods and remediate significant findings. Additionally, we certify our major technology suppliers and any outsourced services through accepted security certification standards.

While we believe that our security technology and processes provide adequate measures of protection against security breaches and reduce cybersecurity risks, disruptions in, or failures of, information technology systems are possible and could have a negative impact on our operations or business reputation. Failure of our systems, including failures due to cyber-
17


attacks that would prevent the ability of systems to function as intended, could cause transaction errors, loss of customers and sales, and could have negative consequences to our business, our employees, and those with whom we do business.

Risks Relating to our Common Stock

The market price of our common stock has been and may continue to be volatile.volatile and you may have difficulty reselling any shares of our common stock.


The market price of our common stock has been volatile and fluctuates widely in price in response to various factors which are beyond our control. The price of our common stock is not necessarily indicative of our operating performance or long-term business prospects. In addition, the securities markets have from time to time experienced significant price and volume fluctuations that are unrelated to the operating performance of particular companies. These market fluctuations may also materially and adversely affect the market price of our common stock. Factors such as the following could cause the market price of our common stock to fluctuate substantially:

the underlying price of the commodities in the oil and gas industry;
announcements of capital budget changes by a major customer;
the introduction of new products by our competitors;
announcements of technology advances by us or our competitors;
current events affecting the political and economic environment in the United States or Canada;
foreign currency fluctuations;
conditions or industry trends, including demand for our products, services and technological advances;
changes to financial estimates by us or by any securities analysts who might cover our stock;
additions or departures ofchanges in our key personnel;
government regulation of our industry;
seasonal, economic, or financial conditions;
our quarterly operating and financial results; or
litigation or public concern about the safety of our products.

The realization of any of these risks and other factors beyond our control could cause the market price of our common stock to decline significantly. In particular, the market price of our common stock may be influenced by variations in oil and gas prices, because demand for our products and services is closely related to those products.commodity prices. The stock market in general experiences, from time to time, extreme price and volume fluctuations. Periodic and/or continuous market fluctuations could result in extreme volatility in the price of our common stock, which could cause a decline in the value of our common stock. Price volatility may be worse if the trading volume of our common stock is low.


A small number of existing stockholders own a significant amount of our common stock, which could limit your ability to influence the outcome of any stockholder vote.

As of December 31, 2022, our executive officers, directors, and certain beneficial owners owned approximately 24% of our common stock. As a result, our insiders have sufficient voting power to significantly influence the outcome of many matters requiring stockholder approval. These matters may include:
the composition of our Board of Directors, which has the authority to direct our business, appoint and remove our officers, and declare dividends;
approving or rejecting a merger, consolidation, or other business combination;
raising future capital; and
amending our articles of incorporation and bylaws.

This concentration of ownership of our common stock could delay or prevent proxy contests, mergers, tender offers, open-market purchase programs, or other purchases of our common stock that might otherwise give our other stockholders the opportunity to realize a premium over the then-prevailing market price of our common stock. This concentration of ownership may also adversely affect our share price. The interests of these existing stockholders may differ from the interests of our other stockholders.

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While we have no existing agreements or plans for mergers or other corporate transactions that would require a stockholder vote at this time, this concentration of ownership may delay, prevent or deter a change in control, or deprive investors of a possible premium for owned common stock as part of a sale of our Company.

Our existing shareholdersstockholders could experience further dilution if we elect to raise equity capital to meet our liquidity needs or to finance strategic transactions.


As part of our future growth strategy, we may desire to raise capital, issue stock to employees pursuant to our 2014 Equity Incentive Plan and or utilize our common stock to effect strategic business transactions, any of which will likely require thattransactions. If we issue equity (or debt) securities which wouldin connection with any of these actions, such issuance will result in dilution to our existing stockholders. Although we anticipate attempting to minimize the dilutive impact of any future capital-raising activities or business transactions, we cannot offer any assurance that we will be effectively able to do so.


Future sales of our common stock, or the perception that future sales may occur, may cause the market price of our common stock to decline, even if our business is doing well.


If any significant number of our outstanding shares of our common stock are sold, such sales could have a depressive effect on the market price of our stock. We are unable to predict the effect, if any, that the sale of shares, or the availability of shares for future sale, will have on the market price of the shares prevailing from time to time. Sales of substantial amounts of shares in the public market, or the perception that such sales could occur, could depress prevailing market prices for the shares. Such sales may also make it more difficult for us to sell equity securities or equity-related securities in the future at a time and price which we deem appropriate.


If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results, and current and potential stockholders may lose confidence in our financial reporting.


We are required by the SEC to establish and maintain adequate internal control over financial reporting that provides reasonable assurance regarding the reliability of our financial reporting and the preparation of financial statements in accordance with generally accepted accounting principles. We are likewise required, on a quarterly basis, to evaluate the effectiveness of our internal controlscontrol over financial reporting and to disclose any changes and material weaknesses in those internal controls.control over financial reporting. In Item 9A of this report, we disclose that with


respect to the standards of Sarbanes-Oxley Section 404 of the Sarbanes-Oxley Act of 2002, the internal controls-standard to which we were subjected to,are subject, we reported material weaknesses inconcluded that our internal controlscontrol over financial reporting.reporting was effective as of December 31, 2022. For additional information on this item, please see Item 9A. Controls and Procedures.Procedures.


Although we believe our historical efforts have strengthened our internal control over financial reporting (and we concluded that our internal controls over financial statementsreporting were reliable, notwithstanding the material weakness we reported),effective as of December 31, 2022, we cannot be certain that our revised internal control practices will ensure that we will have or maintain adequate internal control over our financial reporting in future periods. Any failure to have or maintain such internal controls could adversely impact our ability to report our financial results accurately and on a timely basis. If our financial statements are not accurate, investors may not have a complete understanding of our operations.


We may be subject to stockholder litigation, thereby diverting our resources, which could materially adversely affect our profitability and results of operations.

The market for our common stock is volatile, and we expect it will continue to be volatile for the indefinite future. Plaintiffs often initiate securities class action litigation against a company following periods of volatility in the market price for its securities. In addition, stockholders may bring actions against companies relating to past transactions or other matters. Any such actions could give rise to substantial damages and thereby materially adversely affect our consolidated financial position, liquidity, or results of operations. Even if an action is not resolved against us, the uncertainty and expense associated with stockholder actions could materially adversely affect our business, prospects, and financial condition. Litigation can be costly, time-consuming and disruptive to business operations. The defense of lawsuits could also result in diversion of Management’s time and attention away from business operations, which could harm our business.

We could issue "blank check"“blank check” preferred stock without stockholder approval with the effect of diluting existing stockholders and impairing their voting rights, and provisions in our charter documents and under Nevada corporate law could discourage a takeover that stockholders may consider favorable.


Our articles of incorporation authorize the issuance of up to 10,000,000 shares of "blank check"“blank check” preferred stock with designations, rights and preferences as may be determined from time to time by our Board.Board of Directors. Our Board of Directors is empowered, without stockholder approval, to authorize the issuance of a series of preferred stock with dividend, liquidation, conversion, voting or other rights which could dilute the interest of, or impair the voting power of, our common stockholders. The issuance of a series of preferred stock could be used as a method of discouraging, delaying or preventing a
19


change in control. For example, it would be possible for the Board to authorize preferred stock with voting or other rights or preferences that could impede the success of any attempt to effect a change in control of our company. Any aspect of the foregoing, alone or together, could delay or prevent unsolicited takeovers and changes in control or changes in our management.


We do not anticipate paying cash dividends for the foreseeable future, and therefore investors should not buy our stock if they wish to receive cash dividends.


We have never declared or paid any cash dividends or distributions on our common stock. We currently intend to retain our future earnings to support operations and to finance expansion and, therefore, we do not anticipate paying any cash dividends on our common stock in the foreseeable future. Any payment of cash dividends in the future will be dependent on the amount of funds legally available, our earnings, financial condition, capital requirements, and other factors that our Board of Directors may deem relevant. Accordingly, investors must rely on sales of their common stock after price appreciation, which may never occur, as the only way to realize any future gains on their investment. Investors seeking cash dividends should not purchase our common stock.


Our managementAnti-takeover effects of certain provisions of Nevada state law hinder a potential takeover of our company.

Although we are not currently subject to Nevada’s control share law, we could become subject to Nevada’s control share law in the future. A corporation is subject to Nevada’s control share law if it has more than 200 stockholders, at least 100 of whom are stockholders of record and residents of Nevada, and it does business in Nevada or through an affiliated corporation. The law focuses on the acquisition of a “controlling interest” which means the ownership of outstanding voting shares sufficient, but for the control share law, to enable the acquiring person to exercise the following proportions of the voting power of the corporation in the election of directors: (i) one-fifth or more but less than one-third, (ii) one-third or more but less than a majority, or (iii) a majority or more. The ability to exercise such voting power may be direct or indirect, as well as individual or in association with others.

The effect of the control share law is that the acquiring person, and those acting in association with it, obtains only such voting rights in the control shares as are conferred by a resolution of the stockholders of the corporation, approved at a special or annual meeting of stockholders. The control share law contemplates that voting rights will be considered only once by the other stockholders. Thus, there is no authority to strip voting rights from the control shares of an acquiring person once those rights have been approved. If the stockholders do not grant voting rights to the control shares acquired by an acquiring person, those shares do not become permanent non-voting shares. The acquiring person is free to sell its shares to others. If the buyers of those shares themselves do not acquire a controlling interest, their shares do not become governed by the control share law. If control shares are accorded full voting rights and the acquiring person has acquired control shares with a majority or more of the voting power, any stockholder of record, other than an acquiring person, who has not voted in favor of approval of voting rights is entitled to demand fair value for such stockholder’s shares. Nevada’s control share law may have the effect of discouraging takeovers of the corporation.

In addition to the control share law, Nevada has a substantial ownership interestbusiness combination law which prohibits certain business combinations between Nevada corporations and “interested stockholders” for two years after the “interested stockholder” first becomes an “interested stockholder,” unless the corporation’s Board of Directors approves the combination in our common stockadvance. For purposes of Nevada law, an “interested stockholder” is any person who is (i) the beneficial owner, directly or indirectly, of ten percent or more of the voting power of the outstanding voting shares of the corporation, or (ii) an affiliate or associate of the corporation and at any time within the availabilitytwo previous years was the beneficial owner, directly or indirectly, of ten percent or more of the voting power of the then outstanding shares of the corporation. The definition of the term “business combination” is sufficiently broad to cover virtually any kind of transaction that would allow a potential acquirer to use the corporation’s assets to finance the acquisition or otherwise to benefit its own interests rather than the interests of the corporation and its other stockholders. The effect of Nevada’s business combination law is to potentially discourage parties interested in taking control of our common stock toCompany from doing so if it cannot obtain the investing public may be limited.

The availability of our common stock to the investing public may be limited to those shares not held by our executive officers, directors and their affiliates, which could negatively impact our trading prices and affect the ability of our minority stockholders to sell their shares.  Future sales by executive officers, directors and their affiliates of all or a portion of their shares could also negatively affect the trading price of our common stock.

Our insiders have significant influence over matters requiring shareholder approval.

Our insiders own over 50% of our common stock as of December 31, 2017. As a result, our insiders have sufficient voting power to control the outcome of many matters requiring shareholder approval. These matters may include:
the compositionapproval of our Board which has the authority to direct our business, appoint and remove our officers, and declare dividends;of Directors.
approving or rejecting a merger, consolidation or other business combination;
raising future capital; and
amending our articles of incorporation and bylaws.
This concentration of ownership of our common stock could delay or prevent proxy contests, mergers, tender offers, open-market purchase programs or other purchases of our common stock that might otherwise give our other stockholders the opportunity to realize a premium over the then-prevailing market price of our common stock. This concentration of ownership may also adversely affect our share price. The interests of our insiders may differ from the interests of our other stockholders.


Furthermore, this concentration of ownership may delay, prevent or deter a change in control, or deprive investors of a possible premium for owned common stock as part of a sale of our company.


We may not be able to maintain compliance with The NASDAQthe Nasdaq Capital Market's continued listing requirements.


Our common stock is listed on The NASDAQthe Nasdaq Capital Market. There are a number of continued listing requirements that we must satisfy in order to maintain our listing on The NASDAQthe Nasdaq Capital Market. Although we intend to comply with all of the continued listing requirements, it is possible we may fail to do so. If we fail to maintain compliance with all applicable continued listing requirements for The NASDAQthe Nasdaq Capital Market and NASDAQ determinesthey determine to delist our common stock, the delisting could adversely affect the market liquidity of our common stock, our ability to obtain financing, to repay any future debt we could incur, and fund our operations.

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If our common stock were to be delisted from NASDAQ, trading of our common stock most likely would be conducted in the over-the-counter market on an electronic bulletin board established for unlisted securities such as the OTC Bulletin Board. Such trading would likely reduce the market liquidity of our common stock. As a result, an investor would find it more difficult to dispose of, or obtain accurate quotations for the price of, our common stock. If our common stock is delisted from NASDAQ and the trading price remains below $5.00 per share, trading in our common stock might also become subject to the requirements of certain rules promulgated under the Exchange Act, which require additional disclosure by broker-dealers in connection with any trade involving a stock defined as a "penny stock" (generally, any equity security not listed on a national securities exchange or quoted on NASDAQ that has a market price of less than $5.00 per share, subject to certain exceptions). Many brokerage firms are reluctant to recommend low-priced stocks to their clients. Moreover, various regulations and policies restrict the ability of stockholders to borrow against or "margin" low-priced stocks, and declines in the stock price below certain levels may trigger unexpected margin calls. Additionally, because brokers' commissions on low-priced stocks generally represent a higher percentage of the stock price than commissions on higher priced stocks, the current price of the common stock can result in an individual stockholder paying transaction costs that represent a higher percentage of total share value than would be the case if our share price were higher. This factor may also limit the willingness of institutions to purchase our common stock. Finally, the additional burdens imposed upon broker-dealers by these requirements could discourage broker-dealers from facilitating trades in our common stock, which could severely limit the market liquidity of the stock and the ability of investors to trade our common stock. As a result, the ability of our stockholders to resell their shares of common stock, and the price at which they could sell their shares, could be adversely affected. The delisting of our stock from NASDAQ would also make it more difficult for us to raise additional capital.

Item 1B. Unresolved Staff Comments


Not applicable.

Item 2. Properties


The following table lists the location and description of each of our facilities, the current lease expiration date (when applicable), and the facility's principal use, and approximate square footage:
LocationLease ExpirationUseSquare Footage
Lindon, UtahOwnedCorporate HQ & Warehouse Assembly50,500
Spruce Grove,Acheson, AlbertaOwnedOffice & Warehouse Assembly16,00025,500
Greeley, ColoradoVictoria, TexasOwnedJuly 31, 2023Office & Warehouse Assembly3,250
Homer City, PennsylvaniaMay 20, 2024Office & Warehouse Storage2,7502,100
Houston, TexasMillersburg, OhioAugust 31, 2018Month-to-MonthOffice & Warehouse Assembly3,250
Shelocta, PennsylvaniaJanuary 31, 2018Office & Warehouse Storage2,1001,600

Item 3. Legal Proceedings


From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in matters may arise from time to time that may harm our business. As of December 31, 2017,2022, Management is not aware of any pending legal, judicial or administrative proceedings to which the Company or any of its subsidiaries is a party or of which any properties of the Company or its subsidiaries is the subject that we believe could have a material impact on our operations or financial statements.


Item 4. Mine Safety Disclosures


Not applicable.



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PART II


Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities


Market Information for Registrant's Common Equity and Holders

The Company's common stock is traded on the NASDAQ Capital Market under the symbol "PFIE." As of March 6, 2018,7, 2023, there were approximately 9181 shareholders of record for our common stock. The number of record shareholders was determined from the records of our stock transfer agent and does not include beneficial owners of common stock whose shares are held in the names of various security brokers, dealers, registered clearing houses or agencies, banks, or other fiduciaries. We have never declared dividends and we have no intention of doing so in the foreseeable future.

The table below displays the high and low closing prices of our common stock as quoted by the NASDAQ Capital Market during each quarter presented:
Quarter Ended High Low
June 30, 2016 $1.11
 $0.86
September 30, 2016 $1.32
 $1.11
December 31, 2016 $1.43
 $1.08
March 31, 2017 $1.62
 $1.18
June 30, 2017 $1.48
 $1.16
September 30, 2017 $1.99
 $1.20
December 31, 2017 $2.09
 $1.75


Dividends


The Company has not declared or paid any dividends in the past two years and does not intend to do so in the foreseeable future.


Securities Authorized for Issuance Under Equity Compensation Plans


The table below displays information relating to equity compensation:
Plan categoryNumber of securities to be issued upon exercise of outstanding options, warrants and rightsWeighted-average exercise price of outstanding options,  warrants and rightsNumber of securities remaining available for future issuance under equity compensation plans (excluding securities  reflected in column (a))
 (a)(b)(c)
Equity compensation plans approved by security holders1,808,099 $0.34 694,795 
Equity compensation plans not approved by security holders— — — 
Total1,808,099 $0.34 694,795 
Plan category Number of securities to  be issued upon exercise of outstanding options, warrants and rights Weighted-average exercise price of outstanding options,  warrants and rights Number of securities remaining available for future issuance under equity  compensation  plans (excluding securities  reflected in column (a))
  (a) (b) (c)
Equity compensation plans approved by security holders 2,152,402
 $1.49
 3,014,249
Equity compensation plans not approved by security holders 
 
 
Total 2,152,402
 $1.49
 3,014,249

Unregistered Sales of Securities and Related Stockholder Matters

As previously reported, on June 26, 2014, the SEC declared effective our registration statement on Form S-1 (File No. 333-196462).  The registration statement related to the offer and sale of 6,000,000 shares of our common stock; 4,500,000 shares were sold by the Company and 1,500,000 shares were sold by certain selling stockholders.  On July 2, 2014, we sold 4,500,000 shares of our common stock at the price of $4.00 per share, for an aggregate sale price of $18,000,000.

Although we have used a portion of the proceeds from the offering to fund our operations, to acquire new technologies and physical assets, and to repurchase shares, a portion of our existing cash balance continues to reflect unused proceeds from the offering. We expect to use the remaining proceeds from the offering for expansion of our sales and service teams to match regional demand for our products and for other working capital purposes. We may also use a portion of the remaining proceeds to fund


possible investments in, or acquisitions of, complementary businesses, solutions or additional technologies. The amount and timing of what we actually spend for these purposes may vary significantly and will depend on a number of factors, including our future revenue and cash generated by operations and other factors.  Accordingly, our management will have discretion and flexibility in applying the remaining proceeds of the offering. Pending any uses, as described above, we intend to invest the net proceeds in high quality, investment grade, short-term fixed income instruments which include corporate, financial institution, federal agency or U.S. government obligations.


Issuer Purchases of Equity Securities


On May 26, 2016,Pursuant to the Company announced that its Boardboard of Directors had approveddirectors' approval of a share repurchase program authorizingallowing the Company to repurchase up to $2,000,000 worth of the Company'sCompany’s common stock from time to time through May 25, 2017. In order to avoid the appearance of market manipulations,September 30, 2022, the Company set upentered into a 10b5-1 plan to facilitate many of the repurchases and began repurchasing stockPlan in July of 2016. On May 25, 2017, when the original repurchase program expired, the Board of Directors approved another repurchase program authorizingSeptember 2021. After an initial 30-day cooling off period the Company to repurchase up to another $2,000,000 worthbegan purchasing shares of common stock through May 31, 2018.pursuant to the terms of the 10b5-1 Plan in October 2021. As of December 31, 2017,June 2022, the Company had repurchased 1,624,742 shares pursuant to both ofspent the repurchase programs approved byfull allotment under the Board for an aggregate purchase price of $2,187,349.program.


The table below sets forth additional information regarding our share repurchases during the three months ended December 31, 2017:
Period(a) Total Number of Shares Purchased(b) Weighted Average Price Paid Per Share(c) Total Number of Shares Purchased as Part of Publicly Announced Plans(d) Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans
January144,742 $1.12 144,742 $1,066,572 
February82,540 $1.16 82,540 $970,961 
March282,349 $1.29 282,349 $606,467 
April146,959 $1.32 146,959 $412,281 
May138,083 $1.36 138,083 $225,130 
June166,548 $1.35 166,548 $— 
Total961,221 961,221 

22
Period (a) Total Number of Shares Purchased (b) Weighted Average Price Paid Per Share (c) Total Number of Shares Purchased as Part of Publicly Announced Plans (d) Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans
October 51,670
 $1.80
 51,670
 $1,497,293
November 960
 $1.80
 960
 $1,495,565
December 51,542
 $1.79
 51,542
 $1,403,223
Total 104,172
   104,172
  



Item 6. Selected Financial Data

As a smaller reporting company, this section is not required.Reserved
 
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations


On December 22, 2016, our board of directors approved a resolution to change our fiscal year from the period beginning April 1 and ending on March 31 to the period beginning on January 1 and ending on December 31 of each year. Accordingly, on March 9, 2017 we filed a transition report on Form 10-K to include audited consolidated financial information for the nine-month transition period from April 1, 2016 through December 31, 2016. In view of this change, this discussion summarizes the significant factors affecting our consolidated operating results, financial condition, liquidity and capital resources during the year ended December 31, 2017 and the unaudited comparable year ended December 31, 2016.  For a complete understanding, this Management's Discussion and Analysis should be read in conjunction with the Financial Statements and Notes to the Financial Statements contained in this annual report on Form 10-K.




Results of Operations


Revenues, Cost of Goods Sold, and Gross Profit


The table below presents information regarding revenues, cost of goods sold, and gross profit.
  For the Year Ended December 31, 2017 % of Revenue (Unaudited) For the Year Ended December 31, 2016 % of Revenue $ Change % Change
Total Revenues 38,286,376
 100% 20,530,840
 100% $17,755,536
 86%
Total Cost of Goods Sold 18,022,469
 47% 10,130,441
 49% $7,892,028
 78%
Gross Profit 20,263,907
 53% 10,400,399
 51% $9,863,508
 95%
 For the Year Ended December 31, 2022% of RevenueFor the Year Ended December 31, 2021% of Revenue$ Change% Change
Total Revenues45,936,643 100 %26,356,176 100 %$19,580,467 74 %
Total Cost of Goods Sold24,285,253 53 %14,955,161 57 %$9,330,092 62 %
Gross Profit21,651,390 47 %11,401,015 43 %$10,250,375 90 %
 
Total revenues increased 86% due toby 74% which was primarily driven by improved customer demand associated with industry recoveries from the hard work of our sales and service teams to capitalize on the rebound ofCOVID-19 pandemic, a significant rise in oil prices, and an increase in rig counts and resulting completion activity and progress in the Company's revenue diversification efforts. The average oil price in 2022 was $94.90 per barrel compared to $68.14 per barrel in 2021, representing an increase of 39%. The 2022 weekly average of the onshore rig count for North America was 885, up 49% from a weekly average of 595 rigs in 2021. The average Henry Hub natural gas price increased capital spendingby 66% during this same time period. Customer demand increased during 2022, in response to these industry trends. Revenues in 2022 also benefited from strong, ongoing progress in our customers. Westrategic growth and diversification initiatives that are continuing to focus our resources in geographictargeted at expansion into new industries and new areas that we believe havewithin the greatest potential for improved revenuesoil and return on investment.gas industry.


Total cost of goods sold increased, as expectedin large part, due to the increase in revenues. As a percentage of revenue, cost of goods sold decreased by 2%, which is largely attributableduring 2022 due to changes in product mix and improved inventory management.product related services as well as due to the fixed cost leverage provided by higher revenues. With our current operating cost structure, we have been able to grow revenue faster than the fixed costs of operating our business. Despite this, we continue to experience inflationary pressures for both direct and indirect costs. We continue to work with our suppliers in an effort to control our inventory costs which hasand limit the largest impact on margin.impacts of inflation. As a result of the aforementionedthese changes, total gross profit increased by $9,863,508 or 2%$10,250,375 during 2022 compared to 2021, and increased as a percentagepercent of revenues between the periods.total revenue.


Operating Expenses


The table below presents information on operating expenses:
  For the Year Ended December 31, 2017 % of Revenue (Unaudited) For the Year Ended December 31, 2016 % of Revenue $ Change % Change
General and administrative expenses 11,676,693
 30% 10,071,009
 49% $1,605,684
 16 %
Research and development 1,221,211
 3% 708,385
 3% $512,826
 72 %
Depreciation and amortization expense (inclusive of amounts in COGS) 890,018
 2% 983,936
 5% $(93,918) (10)%
 For the Year Ended December 31, 2022% of RevenueFor the Year Ended December 31, 2021% of Revenue$ Change% Change
General and administrative expenses14,396,763 31 %11,533,496 44 %$2,863,267 25 %
Research and development1,432,000 %1,120,080 %$311,920 28 %
Depreciation and amortization expense (inclusive of amounts in COGS)1,101,044 %1,255,647 %$(154,603)(12)%
 
General and administrative expenses increased by $1,605,684$2,863,267 or 16% between25% during 2022 compared to 2021 but decreased as a percentage of revenue because the periods, as compared withgrowth rate of fixed costs was lower than the 86%growth rate of revenues during the period. The increase in revenues. The majority of the increase in general2022 was driven primarily by inflationary pressures on employee costs and administrative expenses was due to an expanding labor force required to meet the demand from our customers.supply chain challenges.


23


Research and development expenses increased between the periods, but remained the sameby $311,920 or 28% during 2022 compared to 2021 and decreased slightly as a percentage of revenue. These increases were largely a result of higher employee costs. We are continuingcontinue to prioritize research and development projects to ensure that we remain a leader in technology and automation in the oilindustries we serve. We intend to continue our research and gas industry.development efforts during 2023 in order to further diversify and enhance our product offerings.


Depreciation and amortization expense (inclusive of amounts in COGS) decreased by $154,603 or 12% in 20172022 compared to 20162021 due in part to some assets becoming fully depreciatedthe sale of our Greeley, Colorado warehouse and several vehicles during 2022. The decrease is consistent with the year. We did investdecrease in several new fixed assets during the year, but most of those purchases occurred near the end of the year, so only a small amount of depreciation expense was recorded for those assets during the year. Refer to Note 2 of the financial statements for further details on property and equipment and depreciation expense.in 2022 compared to 2021.


Liquidity and Capital Resources


Management is committed to maintaining strong liquidity in an effort to be conservative and be able to respond quickly to any unforeseen changes in the industry.industry or economic conditions. The Company currently has no long-term debt, and does not have any immediate plans that would require long-term financing. While Managementmanagement believes sources of financing are available if needed, we cannot be


certain that financing would be available to us on favorable terms, or at all. We currently do not expect any material changes to our capital resource mix during the next year.

We acquired land for a new office building and research and development facility in Canada in June of 2018. In addition,the first quarter of 2020, we do not have any material commitments for capital expenditures.completed the construction of this new building in Acheson, Canada. Excluding the cost of the land, the total cost of the building was approximately $4,600,000 USD. We completed the sale of the old office building in Canada in January 2021 and received overall cash proceeds from the sale of $1,154,714 CAD.


The table below presents information on cash and investments:
December 31, 2022December 31, 2021$ Change% Change
Cash and cash equivalents7,384,578 8,188,270 $(803,692)(10)%
Short-term investments1,154,284 1,013,683 $140,601 14 %
Long-term investments7,503,419 8,259,809 $(756,390)(9)%
Total16,042,281 17,461,762 (1,419,481)(8)%

  December 31, 2017 December 31, 2016 $ Change % Change
Cash and cash equivalents 11,445,799
 7,679,621
 $3,766,178
 49 %
Short term investments 300,817
 2,965,536
 $(2,664,719) (90)%
Short term investments - other 4,009,810
 2,993,825
 $1,015,985
 34 %
Long Term Investments 8,517,182
 5,504,997
 $3,012,185
 55 %
Long term investments - other 
 892,590
 $(892,590) (100)%
Total 24,273,608
 20,036,569
 4,237,039
 21 %

During the nine-month transition period ended December 31, 2016, we changed our cash management policy, which enabled us to better utilize our excess cash by investing in certificates of deposit, bonds, and mutual funds. The Company has implemented a conservativeinvests its available cash in investment program that Management believes should provide a better return than a savings account while keeping the principal as safe as reasonably possible. In addition, although we do not anticipate liquidating our investments in the short term, allgrade securities. All of the investments either mature within one year or historically can be sold quickly in response to liquidity needs, if necessary. During the year ended December 31, 2017, we continued to utilize our excess cash by increasing our conservative investments.


The table below presents information regarding cash flows:
 For the Year Ended December 31, 2022For the Year Ended December 31, 2021$ Change% Change
Net Cash Provided by Operating Activities$516,077 $648,927 $(132,850)(20)%
Net Cash Provided by (Used in) Investing Activities$10,657 $(817,503)$828,160 101 %
Net Cash Used in Financing Activities$(1,375,011)$(836,139)$(538,872)64 %
Effect of exchange rate on Cash$44,585 $44,673 $(88)— %
Net Decrease in Cash$(803,692)$(960,042)$156,350 16 %

  For the Year Ended December 31, 2017 (Unaudited) For the Year Ended December 31, 2016 $ Change % Change
Net Cash Provided by Operating Activities $7,712,811
 $3,937,035
 $3,775,776
 96 %
Net Cash Used in Investing Activities $(805,508) $(10,645,025) $9,839,517
 92 %
Net Cash Used in Financing Activities $(3,239,007) $(3,597,904) $358,897
 10 %
Effect of exchange rate on cash $97,882
 $340,429
 $(242,547) (71)%
Net Increase (Decrease) in Cash $3,766,178
 $(9,965,465) $13,731,643
 138 %

Despite the economic difficulties that have faced our industry, we have continued to maintain positive cash flows from operations. The overall increase inOur liquidity position is impacted by operating, cash flows during 2017 was primarily due to increased revenues. Net cash used in investing activities increased primarily as a result of the change in our cash management policy and large purchase of investments in 2016 discussed above.financing activities. During the year ended December 31, 20172022, we purchased $334,910generated $516,077 of positive cash flow from operating activities. Most of this was generated through cash operating activities excluding non-cash expenses. The various movements in investmentsworking capital items resulted in a sizable decrease in working capital during the year. The primary drivers of the working capital change were increases in accounts receivable and $611,060inventory due to increased revenues and customer demand. During the year ended December 31, 2022, we generated $10,657 of cash in fixed assets. These purchases were partiallyinvesting activities, primarily due to cash proceeds from the sale of property and equipment and investments, offset by proceeds frompurchases of property and equipment. Investing activity trends consist of changes in the mix of our investment portfolio, and purchases or sales of fixed assetsassets. During the year ended December 31, 2022, we used $1,375,011 of $140,462. The increase in cash used in financing
24


activities, wasprimarily related to the purchase of treasury stock. Financing activity trends consist of transactions related to equity awards and purchases or sales of treasury stock.

The global COVID-19 pandemic significantly impacted our business in 2021 and, to a lesser degree, 2022. The extent to which the global COVID-19 pandemic will continue to affect our liquidity position will depend on future developments, which are highly uncertain and cannot be predicted with confidence. As of December 31, 2022, we hold $16,042,281 of cash and investments that form our core excess liquidity which could be utilized, if required, due to an increase in employee options being exercised and repurchasing fewer shares of our own stock. As discussed in Note 3 to the financial statements, during the year the Company repurchased 2,448,425 shares of our common stock for a total price of $3,307,544. The net increase in cash was caused primarily by the aforementioned activities.issues described above.


Off-Balance Sheet Arrangements


We have not engaged in any off-balance sheet arrangements, nor do we plan to engage in any in the foreseeable future.


Contingencies

During 2017, we became aware of a mechanical issue affecting one of the actuators we manufacture and sell. The actuator is an ancillary product sold separately from our burner-management systems (BMS) and chemical-management systems (CMS). We do not believe the mechanical issue presents any significant safety concerns for customers. During Q4 we identified a solution that resolved the mechanical issue at a minimal cost; however, subsequent to year-end it was determined that the solution was not effective for some customers in very cold climates. Therefore a new solution is necessary to fully address the issue with these actuators. To date, we have had to replace less than 2% of the affected actuators sold and the costs were immaterial. Depending on the number of replacements required, we estimate that the total replacement costs could be in the range of $150,000 to $675,000. We expect that all costs associated with the repair or replacement of the affected actuators will be incurred during 2018.



Item 7A. Quantitative and Qualitative Disclosures About Market Risk


As a smaller reporting company, thisThis section is not required.




25


Item 8. Financial Statements and Supplementary Data
 


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To the Board of Directors and Shareholders of Profire Energy, Inc.:


Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Profire Energy, Inc. (“the Company”) as of December 31, 20172022 and 2016, and2021, the related consolidated statements of operations and other comprehensive income (loss), stockholders’ equity, and cash flows for each of the year ended December 31, 2017 andyears in the nine-month transitiontwo-year period ended December 31, 20162022 and the related notes (collectively referred to as the “financial statements”). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 20172022 and 2016,2021, and the results of its operations and its cash flows for each of the years in the year and nine-month transitiontwo-year period ended December 31, 2017,2022, in conformity with accounting principles generally accepted in the United States of America.


Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audit.audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.


We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the auditsaudit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.


Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our Auditsaudits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.



Critical Audit Matters

Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there were no critical audit matters.



/s/ Sadler, Gibb & Associates, LLC


We have served as the Company’s auditor since 2011.


Salt Lake City, UT

March 7, 2018


8, 2023
PROFIRE ENERGY, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
  As of
ASSETS December 31, 2017 December 31, 2016
CURRENT ASSETS    
Cash and cash equivalents $11,445,799
 $7,679,621
Accounts receivable, net 8,069,255
 5,633,802
Inventories, net 6,446,083
 7,839,503
Income tax receivable 
 180,981
Short term investments 300,817
 2,965,536
Investments - other 4,009,810
 2,993,825
Prepaid expenses & other current assets 437,304
 410,558
Total Current Assets 30,709,068
 27,703,826
     
LONG-TERM ASSETS    
Long term investments - other 
 892,590
Long term investments 8,517,182
 5,504,997
Property and equipment, net 7,197,499
 7,458,723
Deferred tax asset, net 72,817
 60,940
Goodwill 997,701
 997,701
Intangible assets, net 494,792
 490,082
Total Long-Term Assets 17,279,991
 15,405,033
     
TOTAL ASSETS $47,989,059
 $43,108,859
     
LIABILITIES AND STOCKHOLDERS' EQUITY    
     
CURRENT LIABILITIES    
Accounts payable 1,780,977
 1,220,478
Income taxes payable 919,728
 61,543
Accrued vacation 196,646
 154,307
Accrued liabilities 1,044,284
 284,214
Total Current Liabilities 3,941,635
 1,720,542
     
TOTAL LIABILITIES 3,941,635
 1,720,542
     
STOCKHOLDERS' EQUITY    
Preferred shares: $0.001 par value, 10,000,000 shares authorized:  no shares issued and outstanding 
 
Common shares: $0.001 par value, 100,000,000 shares authorized: 53,931,167 issued and 48,606,425 outstanding at December 31, 2017 and 53,582,250 issued and 50,705,933 outstanding at December 31, 2016 53,931
 53,582
Treasury stock, at cost (6,890,349) (3,582,805)
Additional paid-in capital 27,535,469
 26,628,983
Accumulated other comprehensive loss (2,200,462) (2,810,743)
Retained earnings 25,548,835
 21,099,300
Total Stockholders' Equity 44,047,424
 41,388,317
     
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $47,989,059
 $43,108,859
26
The accompanying notes are an integral part of these consolidated financial statements.


PROFIRE ENERGY, INC. AND SUBSIDIARIES
Consolidated Statements of Operations and Other Comprehensive Income (Loss)
  For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
REVENUES    
Sales of goods, net $35,502,510
 $14,336,618
Sales of services, net 2,783,866
 1,650,568
Total Revenues 38,286,376
 15,987,186
   
  
COST OF SALES  
  
Cost of goods sold-product 16,116,161
 6,732,822
Cost of goods sold-services 1,906,308
 1,154,326
Total Cost of  Goods Sold 18,022,469
 7,887,148
   
  
GROSS PROFIT 20,263,907
 8,100,038
   
  
OPERATING EXPENSES  
  
General and administrative expenses 11,676,693
 7,198,081
Research and development 1,221,211
 757,880
Depreciation and amortization expense 526,583
 482,311
   
  
Total Operating Expenses 13,424,487
 8,438,272
   
  
INCOME (LOSS) FROM OPERATIONS 6,839,420
 (338,234)
   
  
OTHER INCOME (EXPENSE)  
  
Gain (loss) on sale of fixed assets 62,492
 (2,680)
Other income 40,992
 102,206
Interest income 180,325
 90,028
   
  
Total Other Income 283,809
 189,554
   
  
NET INCOME (LOSS) BEFORE INCOME TAXES 7,123,229
 (148,680)
   
  
INCOME TAX EXPENSE (BENEFIT) 2,673,694
 (226,733)
   
  
NET INCOME $4,449,535
 $78,053
   
  
OTHER COMPREHENSIVE INCOME (LOSS)  
  
Foreign Currency Translation Gain (Loss) $587,951
 $(415,698)
Unrealized Gains (Losses) on Investments 22,330
 (112,363)
   
  
Total Other Comprehensive Income (Loss) 610,281
 (528,061)
   
  
TOTAL COMPREHENSIVE INCOME (LOSS) $5,059,816
 $(450,008)
   
  
BASIC EARNINGS (LOSS) PER SHARE $0.09
 $
   
  
FULLY DILUTED EARNINGS (LOSS) PER SHARE $0.09
 $
   
  
BASIC WEIGHTED AVG NUMBER OF SHARES OUTSTANDING $49,365,592
 $52,857,299
   
  
FULLY DILUTED WEIGHTED AVG NUMBER OF SHARES OUTSTANDING $49,858,435
 $53,483,110
The accompanying notes are an integral part of these consolidated financial statements.




PROFIRE ENERGY, INC. AND SUBSIDIARY
Consolidated Statements of Stockholders' Equity
  Common Stock Additional Paid-In Capital Other Comprehensive Income Treasury Stock Retained Earnings Total Stockholders' Equity
  Shares Amount     
Balance, March 31, 2016 53,256,296
 $53,256
 $26,164,622
 $(2,282,682) $
 $20,849,932
 $44,785,128
Fair value of options vested 
 
 242,801
 
 
 
 242,801
Stock issued in exercise of stock options 86,808
 87
 112,913
 
 
 
 113,000
Stock issued in settlement of RSUs 239,146
 239
 279,962
 
 
 
 280,201
Treasury stock repurchased (2,876,317) 
 
 
 (3,582,805) 
 (3,582,805)
Foreign currency translation 
 
 
 (415,698) 
 
 (415,698)
Unrealized losses on investments 
 
 
 (112,363) 
 
 (112,363)
Net Income For the Nine-Month Transition Period Ended December 31, 2016 
 
 
 
 
 78,053
 78,053
Implementation of ASU 2016-09 
 
 (171,315) 
 
 171,315
 
Balance, December 31, 2016 50,705,933
 $53,582
 $26,628,983
 $(2,810,743) $(3,582,805) $21,099,300
 $41,388,317
               
Stock based compensation 
 
 838,298
 
 
 
 838,298
Stock issued in exercise of stock options 86,333
 86
 111,590
 
 
 
 111,676
Stock issued in settlement of RSUs 262,584
 263
 (263) 
 
 
 
Tax withholdings paid related to stock based compensation 
 
 (43,139) 
 
 
 (43,139)
Treasury stock repurchased (2,448,425) 
 
 
 (3,307,544) 
 (3,307,544)
Foreign currency translation 
 
 
 587,951
 
 
 587,951
Unrealized gains on investments 
 
 
 22,330
 
 
 22,330
Net Income For the Year Ended December 31, 2017 
 
 
 
 
 4,449,535
 4,449,535
Balance, December 31, 2017 48,606,425
 $53,931
 $27,535,469
 $(2,200,462) $(6,890,349) $25,548,835
 $44,047,424

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
 As of
ASSETSDecember 31, 2022December 31, 2021
CURRENT ASSETS  
Cash and cash equivalents$7,384,578 $8,188,270 
Short-term investments (note 2)1,154,284 1,013,683 
Accounts receivable, net10,886,145 6,262,799 
Inventories, net (note 3)10,293,980 7,185,248 
Prepaid expenses and other current assets (note 4)2,314,639 1,025,276 
Income tax receivable— 560,445 
Total Current Assets32,033,626 24,235,721 
LONG-TERM ASSETS
Net deferred tax asset— 163,254 
Long-term investments (note 2)7,503,419 8,259,809 
Financing right-of-use asset120,239 65,280 
Property and equipment, net (note 5)10,423,964 11,185,539 
Intangible assets, net (note 6)1,268,907 1,549,138 
Goodwill (note 6)2,579,381 2,579,381 
Total Long-Term Assets21,895,910 23,802,401 
TOTAL ASSETS$53,929,536 $48,038,122 
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable$2,955,506 $1,822,559 
Accrued liabilities (note 7)3,573,994 1,872,348 
Current financing lease liability (note 8)53,646 30,214 
Income taxes payable205,169 — 
Total Current Liabilities6,788,315 3,725,121 
LONG-TERM LIABILITIES
Net deferred income tax liability488,858 136,106 
Long-term financing lease liability (note 8)67,883 35,912 
TOTAL LIABILITIES7,345,056 3,897,139 
STOCKHOLDERS' EQUITY (note 9)
Preferred stock: $0.001 par value, 10,000,000 shares authorized: no shares issued or outstanding— — 
Common stock: $0.001 par value, 100,000,000 shares authorized: 52,143,901 issued and 47,105,771 outstanding at December 31, 2022, and 51,720,142 issued and 47,643,233 outstanding at December 31, 202152,144 51,720 
Treasury stock, at cost(7,336,323)(6,107,593)
Additional paid-in capital31,737,843 30,819,394 
Accumulated other comprehensive loss(3,294,873)(2,100,467)
Retained earnings25,425,689 21,477,929 
TOTAL STOCKHOLDERS' EQUITY46,584,480 44,140,983 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$53,929,536 $48,038,122 
The accompanying notes are an integral part of these consolidated financial statements.

27




PROFIRE ENERGY, INC. AND SUBSIDIARIES
Consolidated Statements of Operations and Comprehensive Income
 For the Year Ended December 31, 2022For the Year Ended December 31, 2021
REVENUES (note 10)
Sales of goods, net$42,318,263 $23,690,994 
Sales of services, net3,618,380 2,665,182 
Total Revenues45,936,643 26,356,176 
   
COST OF SALES
Cost of goods sold-product21,425,176 12,825,906 
Cost of goods sold-services2,860,077 2,129,255 
Total Cost of Goods Sold24,285,253 14,955,161 
   
GROSS PROFIT21,651,390 11,401,015 
   
OPERATING EXPENSES
General and administrative14,396,763 11,533,496 
Research and development1,432,000 1,120,080 
Depreciation and amortization628,019 762,439 
Total Operating Expenses16,456,782 13,416,015 
   
INCOME (LOSS) FROM OPERATIONS5,194,608 (2,015,000)
   
OTHER INCOME (EXPENSE)  
Gain on sale of fixed assets318,075 192,183 
Other income (expense)(3,626)8,715 
Interest income177,125 133,201 
Total Other Income491,574 334,099 
   
INCOME (LOSS) BEFORE INCOME TAXES5,686,182 (1,680,901)
   
INCOME TAX BENEFIT (EXPENSE) (Note 12)(1,738,422)629,358 
  
NET INCOME (LOSS)$3,947,760 $(1,051,543)
   
OTHER COMPREHENSIVE INCOME (LOSS)
Foreign currency translation gain (loss)$(670,167)$54,006 
Unrealized losses on investments(524,239)(5,549)
Total Other Comprehensive Income (Loss)(1,194,406)48,457 
   
COMPREHENSIVE INCOME (LOSS)$2,753,354 $(1,003,086)
   
BASIC EARNINGS (LOSS) PER SHARE (note 13)$0.08 $(0.02)
FULLY DILUTED EARNINGS (LOSS) PER SHARE (note 13)$0.08 $(0.02)
BASIC WEIGHTED AVG NUMBER OF SHARES OUTSTANDING47,161,101 48,070,581 
FULLY DILUTED WEIGHTED AVG NUMBER OF SHARES OUTSTANDING48,447,342 48,070,581 
The accompanying notes are an integral part of these consolidated financial statements.
28
PROFIRE ENERGY, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
   For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
OPERATING ACTIVITIES    
Net Income $4,449,535
 $78,053
Adjustments to reconcile net income to net cash provided by operating activities:  
  
Depreciation and amortization expense 889,724
 756,927
(Gain) Loss on sale of fixed assets (62,574) 3,480
Bad debt expense 262,766
 272,807
Stock options issued for services 841,166
 616,802
Changes in operating assets and liabilities:  
  
Changes in accounts receivable (2,591,392) (2,063,449)
Changes in income taxes receivable/payable 1,040,713
 (190,746)
Changes in inventories 1,346,919
 3,304,972
Changes in prepaid expenses (49,923) (95,156)
Changes in deferred tax asset/liability (11,876) (241,241)
Changes in accounts payable and accrued liabilities 1,597,753
 (58,736)
     
Net Cash Provided by Operating Activities 7,712,811
 2,383,713
     
INVESTING ACTIVITIES  
  
Proceeds from sale of equipment 140,462
 16,896
Purchase of investments (334,910) (10,685,553)
Purchase of fixed assets (611,060) (18,485)
     
Net Cash Used in Investing Activities (805,508) (10,687,142)
     
FINANCING ACTIVITIES  
  
Value of equity awards surrendered by employees for tax liability (43,139) (30,000)
Cash received in exercise of stock options 111,676
 15,000
Purchase of Treasury stock (3,307,544) (3,582,805)
     
Net Cash Used in Financing Activities (3,239,007) (3,597,805)
     
Effect of exchange rate changes on cash 97,882
 (75,325)
     
NET INCREASE (DECREASE) IN CASH 3,766,178
 (11,976,559)
CASH AT BEGINNING OF PERIOD 7,679,621
 19,656,180
     
CASH AT END OF PERIOD $11,445,799
 $7,679,621
     
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION  
  
     
CASH PAID FOR:  
  
Interest $
 $
Income taxes $1,710,135
 $255,769


PROFIRE ENERGY, INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity
 Common StockAdditional Paid-In CapitalAccumulated Other Comprehensive Income (Loss)Treasury StockRetained EarningsTotal Stockholders' Equity
 SharesAmount
Balance, December 31, 202047,972,583 $51,385 $30,293,472 $(2,148,924)$(5,353,019)$22,529,472 $45,372,386 
Stock based compensation— — 567,077 — — — 567,077 
Stock issued in exercise of stock options7,000 6,046 — — — 6,053 
Stock issued in settlement of RSUs and accrued bonuses328,181 328 (328)— — — — 
Tax withholdings paid related to stock based compensation— — (46,873)— — — (46,873)
Foreign currency translation— — — 54,006 — — 54,006 
Unrealized gains on investments— — — (5,549)— — (5,549)
Net Income For the Year Ended December 31, 2021— — — — — (1,051,543)(1,051,543)
Balance, December 31, 202147,643,233 $51,720 $30,819,394 $(2,100,467)$(6,107,593)$21,477,929 $44,140,983 
Stock based compensation— — 814,769 — — — 814,769 
Stock issued in exercise of stock options38,200 38 34,361 — — — 34,399 
Stock issued in settlement of RSUs and accrued bonuses385,559 386 212,402 — — — 212,788 
Tax withholdings paid related to stock based compensation— — (143,083)— — — (143,083)
Treasury stock repurchased(961,221)— — — (1,228,730)— (1,228,730)
Foreign currency translation— — — (670,167)— — (670,167)
Unrealized losses on investments— — — (524,239)— — (524,239)
Net Income For the Year Ended December 31, 2022— — — — — 3,947,760 3,947,760 
Balance, December 31, 202247,105,771 $52,144 $31,737,843 $(3,294,873)$(7,336,323)$25,425,689 $46,584,480 

The accompanying notes are an integral part of these consolidated financial statements.

29


PROFIRE ENERGY, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
  For the Year Ended December 31, 2022For the Year Ended December 31, 2021
OPERATING ACTIVITIES  
Net income (loss)$3,947,760 $(1,051,543)
Adjustments to reconcile net loss to net cash provided by operating activities:  
Depreciation and amortization expense1,101,044 1,255,647 
Gain on sale of fixed assets(318,075)(192,183)
Bad debt expense77,704 15,979 
Stock awards issued for services814,769 567,077 
Changes in operating assets and liabilities:  
Accounts receivable(4,745,871)(2,595,483)
Income taxes receivable/payable765,650 (101,990)
Inventories(3,240,049)1,247,004 
Prepaid expenses and other current assets(1,337,076)705,575 
Deferred tax asset/liability512,274 (524,791)
Accounts payable and accrued liabilities2,937,947 1,323,635 
Net Cash Provided by Operating Activities516,077 648,927 
INVESTING ACTIVITIES  
Proceeds from sale of property and equipment520,068 177,851 
Sale (purchase) of investments91,601 (826,827)
Purchase of property and equipment(601,012)(168,527)
Net Cash Provided by (Used in) Investing Activities10,657 (817,503)
FINANCING ACTIVITIES  
Value of equity awards surrendered by employees for tax liability(145,930)(46,873)
Cash received in exercise of stock options33,863 6,053 
Purchase of treasury stock(1,228,730)(754,574)
Principal paid towards lease liability(34,214)(40,745)
Net Cash Used in Financing Activities(1,375,011)(836,139)
Effect of exchange rate changes on cash44,585 44,673 
NET DECREASE IN CASH(803,692)(960,042)
CASH AT BEGINNING OF PERIOD8,188,270 9,148,312 
CASH AT END OF PERIOD$7,384,578 $8,188,270 
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION  
CASH PAID FOR:  
Interest$17,726 $3,205 
Income taxes$847,712 $17,150 
NON-CASH FINANCING AND INVESTING ACTIVITIES:
Common stock issued in settlement of accrued bonuses$212,788 $— 
 
The accompanying notes are an integral part of these consolidated financial statements.




30

PROFIRE ENERGY, INC. AND SUBSIDIAIESSUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 20172022 and December 31, 20162021


NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


Organization and Line of Business


This Organization and Summary of Significant Accounting Policies of Profire Energy, Inc. and Subsidiarysubsidiary (the "Company") is presented to assist in understanding the Company's consolidated financial statements. The Company's accounting policies conform to accounting principles generally accepted in the United States of America ("US GAAP").

Profire Energy, Inc. was established on October 9, 2008 upon the closing of transactions contemplated by an Acquisition Agreement between The Flooring Zone, Inc. and Profire Combustion, Inc. and the shareholders of Profire Combustion, Inc. (the "Subsidiary").   Following the closing of the transactions, The Flooring Zone, Inc. was renamed Profire Energy, Inc. (the "Parent").
Pursuant to the terms and conditions of the Acquisition Agreement, 35,000,000 shares of restricted common stock of the Company were issued to the three shareholders of the Subsidiary in exchange for all of the issued and outstanding shares of the Subsidiary. As a result of the transaction, the Subsidiary became a wholly-owned subsidiary of the Parent and the shareholders of the Subsidiary became the controlling shareholders of the Company. The Parent was incorporated on May 5, 2003 in the State of Nevada. The Subsidiary was incorporated on March 6, 2002 in the Province of Alberta, Canada.  


The Company provides burner-specializes in the engineering and chemical-managementdesign of burner-management systems and solutions used on a variety of oilfield and other industrial natural-draft and forced-air combustion applications. We sell our products and services for the oilprimarily throughout North America and gas industry primarily in the US and Canadian markets.Canada.

Reclassification

Certain balances in previously issued consolidated financial statements have been reclassified to be consistent with the current period presentation. The reclassification had no impact on total financial position, net income, or stockholders' equity.


Recent Accounting Pronouncements


On May 28, 2014, the Financial Accounting Standards Board ("FASB")Update No. 2021-10 —Government Assistance (Topic 832) —Disclosures by Business Entities about Government Assistance This update was issued ASU 2014-09, "Revenue from Contracts with Customers," which changesto increase the model usedtransparency of government assistance by requiring entities to disclose the type of government assistance received, how the assistance was accounted for, revenue recognition.and the effect of the assistance on the entity's financial statements. The FASB has also issued a few clarifying ASU's regardingamendments in this update. The standard will beupdate are effective for public companies with annual periods beginning after December 15, 2017. We have begun evaluating the impact this standard will have on our revenue recognition2021 and we do not believe it will have a material impact on our business. The new standard requires companies to identify contracts with customers, performance obligations within those contracts, and the transaction price. Once those are identified, companies must allocate the transaction price among performance obligations so that revenue can be recognized when the performance obligation is satisfied. The majority of our revenue comes from selling our product and we do not typically have multiple performance obligations within contracts. Currently we recognize revenue once a product has been delivered, which would be considered a performance obligation under the new standard, so revenue recognition is not expected to change materially under the new revenue standard.

On February 25, 2016, the FASB issued ASU 2016-02, "Leases," which makes many changes to accounting for leases. The standard will be effective for public companies with interim and annual periods beginning after December 15, 2018. One of the most notable changes is many of the leases that are currently accounted for as operating leases will have to be capitalized and accounted for similarly to how capital leases are currently accounted for, unless certain criteria are met.applied either prospectively or retrospectively. We have begun evaluating the impact this standard will have on our lease accounting and we do not believe it will have a material impact on us because we do not have many lease agreements. We will continue to evaluateevaluated the impact of this standardnew guidance and determined that we will adopt the provisions of ASU 2021-10 as the effective date approaches.of December 15, 2021 on a retrospective basis. See Note 17 for additional information.


The Company has evaluated all other recent accounting pronouncements and determined that the adoption of other pronouncements applicable to the Company has not had, ornor is not expected to have, a material impact on the Company's financial position, results of operations, or cash flows.


Use of Estimates


The preparation of financial statements in accordance with US GAAP requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date


of the financial statements and the reportable amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.


Principles of Consolidation


The consolidated financial statements include our wholly-owned subsidiary.subsidiaries. Intercompany balances and transactions have been eliminated.


Foreign Currency and Comprehensive Income


The functional currencies of the Company and its Subsidiarysubsidiaries in the United States and Canada are the U.S. Dollar ("USD") and the Canadian Dollar ("CAD"), respectively. The financial statements of the Subsidiarysubsidiary Profire Combustion, Inc. were translated to USD using year-end exchange rates for the balance sheet, and average exchange rates for the statements of operations. Equity transactions were translated using historical rates. The period-end exchange rates of 0.79540.7370 and 0.74390.7859 were used to convert the Company's December 31, 20172022 and December 31, 20162021 balance sheets, respectively, and the statements of operations used weighted average rates of 0.77130.7679 and 0.76380.7845 for the yearyears ended December 31, 20172022 and the nine-month transition period ended December 31, 2016,2021, respectively. All amounts in the financial statements and footnotes are presumed to be stated in USD, unless otherwise identified. Foreign currency translation gains or losses as a result of fluctuations in the exchange rates are reflected in the Consolidated Statement of Income and Comprehensive Income (Loss), and the Consolidated Statements of Stockholders' Equity.


In addition to foreign currency translation gains and losses, the Company recognizes unrealized holding gains and losses on available-for-sale securities as part of comprehensive income, as discussed in the investments policy below.


Cash and Cash Equivalents


31

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
The Company considers highly liquid investments with original maturities of three months or less to be cash equivalents. Certificates of deposit held for investment that are not debt securities are included in "investments—other." Certificates of deposit with original maturities greater than three months and remaining maturities less than one year are classified as "short term investments—other."investments-other." Certificates of deposit with remaining maturities greater than one year are classified as "long term investments—other.investments-other." Our cash and cash equivalents held in FDIC insured institutions can exceed the federally insured limit periodically and at the end of reporting periods. Our balances exceeded federally insured amounts by $8,892,402$5,328,825 and $5,454,811$6,077,964 as of December 31, 20172022 and December 31, 2016,2021, respectively.


Accounts Receivable


Receivables from the sale of goods and services are stated at net realizable value. This value includes an appropriate allowance for estimated uncollectible accounts. The allowance is calculated based on past collectability and customer relationships. The Company recorded an allowance for doubtful accounts of $133,884$220,745 and $161,815$153,909 as of December 31, 20172022 and December 31, 2016,2021, respectively. Uncollectible accounts are written off after all collection efforts have been exhausted and Credit Committee approval is granted. Bad debt expense recognized was $262,654$77,704 and $272,773$15,979 for the yearyears ended December 31, 20172022 and the nine-month transition period ended December 31, 2016,2021, respectively.


Inventories


The Company's inventories are valued at the lower of cost (the purchase price, including additional fees) or market. Inventory costs are determined based on the average cost basis. A reserve for slow movingslow-moving and potentially obsolete inventories is recorded as of each balance sheet date and total inventories are presented net of that reserve.


Investments


Investments consist of available-for-sale debt securities and mutual funds invested in debt securities that the Company carries at fair value. InvestmentsSecurities with original maturities of greater than three months at the date of purchase are classified as investments. Of these, bonds with maturities of less than one year, and mutual funds expected to be liquidated within one year from the balance sheet date, are classified as Short Term Investments. Bonds with maturities of greater than one year or mutual funds not expected to be liquidated within one year as of the balance sheet date are classified as Long Term Investments.


The Company accumulates unrealized gains and losses, net of tax, on the Company's available-for-sale securities in Accumulated Other Comprehensive Income (Loss) in the Shareholders' Equity section of its balance sheets. Such unrealized gains or losses do not increase or decrease net income for the applicable accounting period. The Company includes realized gains and


losses on its available-for-sale securities in other income (expense), in its Statements of Operations. Dividend and interest income earned on all investments is included in earnings as other income.


Long-Lived Assets


The Company periodically reviews the carrying amount of long-lived assets for impairment. An asset is considered impaired when estimated future cash flows are less than the asset's carrying amount. In the event the carrying amount of such asset is not considered recoverable, the asset is adjusted to its fair value. Fair value is generally determined based on discounted future cash flow.


Goodwill


Goodwill represents the difference between the total purchase price and the fair value of assets (tangible and intangible) and liabilities at the date of acquisition. Goodwill is reviewed for impairment annually on December 31, and more frequently as circumstances warrant, and written down only in the period in which the recorded value of such assets exceed their fair value. The Company does not amortize goodwill in accordance with Financial Accounting Standards Board (the "FASB") Accounting Standards Codification ("ASC") 350, "Intangibles—Goodwill and Other" ("ASC 350"). Goodwill is tested for impairment at the reporting unit level. The Company's two operating segments comprise the reporting unit for goodwill impairment testing purposes.purposes is the consolidated company as a whole.


Other Intangible Assets


The Company accounts for Other Intangible Assets under the guidance of ASC 350, "Intangibles—Goodwill and Other". The Company capitalizes certain costs related to patent technology, as a substantial portion of the purchase price related to the Company's acquisition transactions has been assigned to patents.Other." Under thesuch guidance, other intangible assets with definite lives are amortized over their estimated useful lives.lives and tested
32

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
annually for impairment or more frequently as circumstances warrant. Intangible assets with indefinite lives are tested annually for impairment.


Treasury Stock


Treasury stock repurchased and held by the Company is recorded as a separate line item on the Consolidated Balance Sheets. Treasury stock is held at cost until retired or reissued. Legal, brokerage, and other costs to acquire shares are not included in the cost of treasury stock. When treasury stock is reissued or retired, any gains are included as part of additional paid-in capital. Losses upon reissuance or retirement reduce additional paid-in capital to the extent that previous net gains from the same class of stock have been recognized and any losses above that are recognized as part of retained earnings.


Revenue Recognition


The Company records sales when a firm sales agreement is in place, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. If customer acceptance of products is not assured, the Company records sales only upon formal customer acceptance.Company's revenue recognition practices follow ASC 606, "Revenue from Contracts with Customers". Refer to Note 10 for further details.


Cost of Sales


The Company includes product costs (i.e., material, direct labor and overhead costs), shipping and handling expense, production-related depreciation expense and product license agreement expense in cost of sales.


Advertising Costs


The Company classifies expenses for advertising as general and administrative expenses and recognizes the expense when incurred. The Company incurred advertising costs of $102,845$59,792 and $79,996$51,212 during the yearyears ended December 31, 20172022 and the nine-month transition period ended December 31, 2016,2021, respectively.


Stock-Based Compensation


The Company follows the provisions of ASC 718, "Share-Based Payments," which requires all share-based payments to employees to be recognized in the income statement based on their fair values. The Company uses the Black-Scholes pricing model for determining the fair value of stock options. The intrinsic value method is used to value restricted stock and restricted stock units.



In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share Based Payment Accounting. Several aspects of the accounting for share based payment awards are simplified with this update, including accounting for and classification of various taxes, classification of awards as equity or liabilities, classification of various amounts on the statement of cash flows, and accounting for forfeitures. This standard became effective for the Company on January 1, 2017.

As part of this standard, companies can choose whether to recognize forfeitures as they occur or continue to estimate forfeitures with periodic true-ups. The Company has elected to recognize forfeitures as they occur. This election was made on a modified retrospective basis with the cumulative effect recognized in beginning retained earnings of the current period; therefore, amounts in prior periods have not been restated. The total adjustment was $171,315 as a reduction of APIC and an increase in retained earnings.


Concentration of Credit Risk


Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company performs ongoing credit evaluations of its customers and maintains allowances for potential credit losses. Sales to the Company's four largest customers represented approximately 15%11% and 23%15% of total sales during the yearyears ended December 31, 20172022 and the nine-month transition period ended December 31, 2016,2021, respectively.


Income Taxes


The ParentCompany is subject to US income taxes on a stand-alone basis. The ParentCompany and its Subsidiarysubsidiary, Profire Combustion, Inc. file separate stand-alone tax returns in each jurisdiction in which they operate. The SubsidiaryProfire Combustion, Inc. is a corporation operating in Canada and is subject to Canadian income taxes on its stand-alone taxable income.


The Company utilizes an asset and liability approach for financial accounting and reporting for income taxes. Deferred income taxes are provided for temporary differences inon the basis of assets and liabilities as reported for financial statement and income tax purposes. Deferred income taxes reflect the tax effects of net operating loss and tax credit carryovers and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Realization of certain deferred tax assets is dependent upon future earnings, if any. The Company makes estimates and judgments in determining the need for a provision for income taxes, including the estimation of our taxable income for each full fiscal year.


Shipping and Handling Fees and Costs


33

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
The Company records all amounts billed to customers related to shipping and handling fees as revenue. The Company classifies expenses for shipping and handling costs as cost of goods sold.


Defined Contribution Retirement Plan


The Company matches employee contributions to our 401(k) plan up to 4% of their annual salary. The expense is recognized as part of general and administrative expenses on the income statement and was $123,949$193,876 and $79,487$174,281 for the yearyears ended December 31, 20172022 and the nine-month transition period ended December 31, 2016,2021, respectively. There were no changes made to the plan during either period.


Property and Equipment


Property and equipment are stated at historical cost and depreciated over the useful life of the asset using the straight-line method. Useful lives are assigned to assets depending on their category. For details regarding property and equipment, refer to Note 2.5.


Research and Development


The Company's policy is to expense all costs associated with research and development ("R&D") that have no future alternative uses when those costs are incurred. Costs incurred to acquire assets currently used in R&D that do have future alternative uses are capitalized and the cost of depreciation is included in R&D expense. To date, no R&D-related assets have been acquired.




Fair Value of Financial Instruments


The carrying value of cash, cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value because of the short-term nature of these instruments. Bond and mutual fund investments are presented at fair value as of the balance sheet date and accumulated gains or losses on those investments are reported in other comprehensive income. Refer to Note 42 for further details regarding instruments recorded at fair value.


Earnings Per Share


Basic earnings per share is calculated by dividing net income by the weighted average number of shares of common stock outstanding during each period. Diluted earnings per share is calculated by adjusting the weighted average number of shares of common stock outstanding for the dilutive effect, if any, of common stock equivalents. Common stock equivalents whose effect would be antidilutive are not included in diluted earnings per share. The Company uses the treasury stock method to determine the dilutive effect, which assumes that all common stock equivalents have been exercised at the beginning of the period and that the funds obtained from those exercises were used to repurchase shares of common stock of the Company at the average closing market price during the period. Refer to Note 813 for further details on the earning per share calculation.



NOTE 2 – PROPERTY- FINANCIAL INSTRUMENTS AND EQUIPMENTINVESTMENTS


PropertyThe fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements do not include transaction costs.

A fair value hierarchy is used to prioritize the quality and equipmentreliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is divided into the following three categories:
Level 1:Quoted market prices in active markets for identical assets or liabilities.
Level 2:Observable market-based inputs or inputs that are corroborated by market data.
Level 3:Unobservable inputs that are not corroborated by market data.

Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision. Changes in assumptions can significantly affect
34

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
estimated fair value. Management is of the opinion that the Company is not exposed to significant interest or credit risks arising from financial instruments and any declines in the value of investments are temporary in nature. Money market funds and certificates of deposits are shown at cost on the balance sheet and their estimated useful livesadjusted cost approximates their fair value.

The following tables show the adjusted cost, unrealized gains (losses) and fair value of the Company's cash and cash equivalents and investments held as of December 31, 2022 and 2021:
 December 31, 2022
 
Adjusted
Cost
Pre-Tax Unrealized Gains/(Losses)Fair Value
Cash
and Cash
Equivalents
Short TermLong Term
Level 1      
Money Market Funds$3,153,074 $— $3,153,074 $3,153,074 $— $— 
Other Funds1,889,552 (257,126)1,632,426 — — 1,632,426 
5,042,626 (257,126)4,785,500 3,153,074 — 1,632,426 
Level 2
Corporate Bonds1,277,675 (109,599)1,168,076 — — 1,168,076 
Municipal Bonds6,129,264 (272,063)5,857,201 — 1,154,284 4,702,917 
7,406,939 (381,662)7,025,277 — 1,154,284 5,870,993 
Total$12,449,565 $(638,788)$11,810,777 $3,153,074 $1,154,284 $7,503,419 
 December 31, 2021
 Adjusted CostPre-Tax Unrealized Gains/(Losses)Fair Value
Cash
and Cash
 Equivalents
Short TermLong Term
Level 1
Money Market Funds$3,587,278 $— $3,587,278 $3,587,278 $— $— 
Other Funds1,889,552 93,123 1,982,675 — — 1,982,675 
5,476,830 93,123 5,569,953 3,587,278 — 1,982,675 
Level 2
Corporate Bonds1,396,435 (17,727)1,378,708 — 101,004 1,277,704 
Municipal Bonds5,933,534 (21,425)5,912,109 — 912,679 4,999,430 
7,329,969 (39,152)7,290,817 — 1,013,683 6,277,134 
Total$12,806,799 $53,971 $12,860,770 $3,587,278 $1,013,683 $8,259,809 

Pre-tax unrealized losses on investments incurred during the periods are presented below:
For the Year Ended December 31, 2022For the Year Ended December 31, 2021
Unrealized Holding Losses$(692,759)$(9,253)
35

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
The maturities for bonds held by the Company as of December 31, 2022 are presented in the table below:
MaturityFair Value
Less Than One Year$1,154,284 
1-2 years2,045,641 
2-5 years3,825,352 
5-10 years— 
Over 10 years— 
$7,025,277 

NOTE 3 – INVENTORIES

Inventories consisted of the following at each balance sheet date:
 As of
December 31, 2022December 31, 2021
Raw materials$166,927 $301,320 
Finished goods10,452,930 7,556,048 
Work in process— — 
Subtotal10,619,857 7,857,368 
Reserve for obsolescence(325,877)(672,120)
Total$10,293,980 $7,185,248 


NOTE 4 – PREPAID EXPENSES AND OTHER CURRENT ASSETS

Prepaid expenses and other current assets consisted of the following at each balance sheet date:
 As of
December 31, 2022December 31, 2021
Prepaid inventory784,420 530,725 
Accrued Receivables881,176 1,270 
Prepaid insurance240,785 228,849 
Interest receivables72,761 63,841 
Tax credits118,035 67 
Other217,462 200,524 
$2,314,639 $1,025,276 



36
  As of  
  December 31, 2017 December 31, 2016 Est. Useful Life
Furniture and fixtures $458,643
 $450,197
 7 Years
Computers 331,422
 297,038
 3 Years
Software 231,526
 214,378
 2 Years
Machinery and equipment 651,143
 557,666
 7 Years
Vehicles 2,719,026
 2,671,714
 5 Years
Land and buildings 6,933,903
 6,699,540
 30 Years
Total property and equipment 11,325,663
 10,890,533
  
Accumulated depreciation (4,128,164) (3,431,810)  
Net property and equipment $7,197,499
 $7,458,723
  
       

PROFIRE ENERGY, INC. AND SUBSIDIARIES

Notes to the Consolidated Financial Statements
The table below shows total depreciationDecember 31, 2022 and amortization expense and how depreciation is allocated between cost of goods sold and operating expenses:
December 31, 2021
  For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
Cost of goods sold - product $250,369
 $188,579
Cost of goods sold - service 113,066
 85,892
Operating expenses 497,940
 461,357
Amortization expense 28,643
 20,954
Total depreciation & amortization expense $890,018
 $756,782
     

NOTE 35STOCKHOLDERS' EQUITYPROPERTY AND EQUIPMENT


As described in Note 1, treasury stock is recorded at cost until reissued or retired. As of December 31, 2017Property and December 31, 2016, the Company held 5,324,742equipment and 2,876,317 shares in treasury at a total cost of $6,890,349 and $3,582,805, respectively. All purchases of treasury stock have been made at market prices.



NOTE 4 - FINANCIAL INSTRUMENTS AND INVESTMENTS

The fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements do not include transaction costs.

A fair value hierarchy is used to prioritize the quality and reliability of the information used to determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is divided into the following three categories:

Level 1:Quoted market prices in active markets for identical assets or liabilities.
Level 2:Observable market-based inputs or inputs that are corroborated by market data.
Level 3:Unobservable inputs that are not corroborated by market data.

Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments. As these estimates are subjective in nature, involving uncertainties and matters of significant judgment, they cannot be determined with precision.  Changes in assumptions can significantly affect estimated fair value. Management is of the opinion that the Company is not exposed to significant interest or credit risks arising from financial instruments and any declines in the value of investments are temporary in nature.

The following tables show the adjusted cost, unrealized gains (losses) and fair value of the Company's cash and cash equivalents and investments held as of December 31, 2017 and 2016:
  December 31, 2017
  
Adjusted
Cost
 
Pre-Tax
Unrealized Losses
 Fair Value 
Cash
and Cash
Equivalents
 Short Term Long Term
Level 1            
Money Market Funds $888,942
 $
 $888,942
 $888,942
 $
 $
Mutual Funds 1,626,236
 (29,679) 1,596,557
 
 
 1,596,557
Subtotal 2,515,178
 (29,679) 2,485,499
 888,942
 
 1,596,557
             
Level 2            
Certificates of Deposit $4,009,810
 $
 $4,009,810
 $
 $4,009,810
 $
Corporate Bonds 2,228,855
 (30,081) 2,198,774
 
 300,817
 1,897,957
Municipal Bonds 5,084,573
 (61,905) 5,022,668
 
 
 5,022,668
Subtotal 11,323,238
 (91,986) 11,231,252
 
 4,310,627
 6,920,625
             
Total $13,838,416
 $(121,665) $13,716,751
 $888,942
 $4,310,627
 $8,517,182



  December 31, 2016
  Adjusted Cost 
Pre-Tax
Unrealized Losses
 Fair Value 
Cash
and Cash
 Equivalents
 Short Term Long Term
Level 1            
Money Market Funds $1,053,844
 $
 $1,053,844
 $1,053,844
 $
 $
Mutual Funds 1,473,536
 (90,495) 1,383,041
 
 
 1,383,041
Subtotal 2,527,380
 (90,495) 2,436,885
 1,053,844
 
 1,383,041
             
Level 2            
Certificates of Deposit $3,886,415
 $
 $3,886,415
 $
 $2,993,825
 $892,590
Corporate Bonds 2,246,956
 (29,419) 2,217,537
 
 400,053
 1,817,484
Municipal Bonds 4,929,249
 (59,294) 4,869,955
 
 2,565,483
 2,304,472
Subtotal 11,062,620
 (88,713) 10,973,907
 
 5,959,361
 5,014,546
             
Total $13,590,000
 $(179,208) $13,410,792
 $1,053,844
 $5,959,361
 $6,397,587

Pre-tax unrealized gains (losses) on investments incurred during the periods are presented below:
  For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
Unrealized Holding Gains (Losses) 57,543 (179,208)
The maturities for bonds held by the Company as of December 31, 2017useful lives are presented in the table below:
 As of
December 31, 2022December 31, 2021Est. Useful Life
Furniture and fixtures$623,086 $652,859 7 years
Computers223,626 465,758 3 years
Software— 246,963 2 years
Machinery and equipment541,036 488,652 7 years
Leased Equipment22,462 — 5 years
Vehicles2,038,581 2,242,221 5 years
Land and buildings11,240,356 11,692,779 30 years
Total property and equipment14,689,147 15,789,232 
Accumulated depreciation(4,265,183)(4,603,693)
Net property and equipment$10,423,964 $11,185,539 

The table below shows total depreciation and amortization expense and how depreciation is allocated between cost of goods sold and operating expenses:
For the Year Ended December 31, 2022For the Year Ended December 31, 2021
Cost of goods sold - product depreciation$328,482 $338,748 
Cost of goods sold - service depreciation144,543 154,460 
Operating expense depreciation388,618 500,142 
Amortization expense239,401 262,297 
Total depreciation & amortization expense$1,101,044 $1,255,647 

NOTE 6 – INTANGIBLE ASSETS

Definite-lived intangible assets consist of developed technology, customer relationships, trade names and distribution agreements. The costs of developed technology, customer relationships and trade names are amortized over the respective useful life of each asset, ranging from 3-18 years. The costs of the distribution agreements are amortized over the remaining life of the agreements. Indefinite-lived intangible assets consist of goodwill. In accordance with ASC 350, goodwill is not amortized but tested for impairment annually or more frequently when events or circumstances indicate that the carrying value of a reporting unit more likely than not exceeds its fair value. We test goodwill for impairment as of each balance sheet date. Intangible assets consisted of the following:

Definite-lived intangible assets
 As of
 December 31, 2022December 31, 2021
Definite-lived intangible assets$1,903,073 $2,100,000 
Less: Accumulated amortization(634,166)(550,862)
Definite-lived intangible assets, net$1,268,907 $1,549,138 

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PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
During 2022, definite-lived intangible assets decreased primarily driven by amortization expense for the year.

Estimated amortization expense for the next five years related to the definite-lived intangible assets is displayed in the following table:
For the Years Ending December 31,Amount
2023$164,805 
2024$125,591 
2025$80,899 
2026$80,899 
2027$80,899 
Greater than 5 years$735,814 
Indefinite-lived intangible assets
 As of
 December 31, 2022December 31, 2021
Goodwill$2,579,381 $2,579,381 
Goodwill is reviewed annually for impairment during the fourth quarter of the year, or whenever there are significant indicators of potential impairment. In 2022, the Company determined that the fair value of the reporting unit related to goodwill was not less than its carrying value. As such, the Company did not have any goodwill impairment for the year ended December 31, 2022.

NOTE 7 – ACCRUED LIABILITIES

Accrued liabilities consisted of the following at each balance sheet date:
 As of
 December 31, 2022December 31, 2021
Employee-related payables$2,404,848 $1,621,131 
Deferred Revenue420,827 817 
Inventory-related payables$285,109 $67,027 
Other tax-related payables54,762 39,895 
Warranty liabilities$74,103 $49,624 
Other334,345 93,854 
Total$3,573,994 $1,872,348 

NOTE 8 – LEASES

We have leases for office equipment and office space. The leases for office equipment are classified as financing leases and the typical term is 3 years. We have the option to extend most office equipment leases, but we do not intend to do so. Accordingly, no extensions have been recognized in the right-of-use asset or lease liability. The office equipment lease payments are not variable and the lease agreements do not include any non-lease components, residual value guarantees, or restrictions. There are no interest rates implicit in the office equipment lease agreements, so we have used our incremental borrowing rate to determine the discount rate to be applied to our financing leases. In 2021, we entered into a new lease agreement to replace some aging office equipment. The weighted average discount rate applied to our financing leases is 4.50% and the weighted average remaining lease term is 3.5 years.

The following table shows the components of financing lease cost:
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PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
Financing Lease CostFor the Year Ended December 31, 2022For the Year Ended December 31, 2021
Amortization of right-of-use assets$34,658 $39,565 
Interest on lease liabilities3,1471,676
Total financing lease cost$37,805 $41,241 

The Company leases one warehouse space with a two-year lease, which is recorded as an operating lease. The remainder of our office space leases are considered to be short-term, and we have elected not to recognize those on our balance sheet under the short-term recognition exemption. During the years ended December 31, 2022 and December 31, 2021, we recognized $79,378 and $69,808, respectively, of lease costs associated with office space leases.

Supplemental operating lease information as of December 31, 2022 is as follows:

MaturityOperating right of use assetsFair Value$36,303 
Less Than One YearCurrent operating lease liabilities302,189
25,385 
1-2 yearsLong-term operating lease liabilities1,685,858
10,918 
2-5Weighted-average remaining lease term in years4,983,823
1.5
5-10 yearsWeighted-average discount rate250,944
Over 10 years4.5 
7,222,814
%


The following table reconciles future minimum lease payments to the discounted lease liability:
Years ending December 31
2023$57,919 
202440,886 
202511,927 
202611,927 
20276,958 
Thereafter— 
Total future minimum lease payments$129,617 
Less: Amount representing interest8,088 
Present value of future payments$121,529 
Current portion$53,646 
Long-term portion$67,883 


NOTE 59SEGMENT INFORMATIONSTOCKHOLDERS' EQUITY


As described in Note 1, treasury stock is recorded at cost until reissued or retired. As of December 31, 2022, and December 31, 2021, the Company held 5,038,130 and 4,076,909 shares in treasury at a total cost of $7,336,323 and $6,107,593, respectively. Pursuant to the board of directors approval of a share repurchase program allowing the Company to repurchase up to $2,000,000 worth of the Company’s common stock from time to time through September 30, 2022, the Company entered into a 10b5-1 Plan in September 2021. After an initial 30-day cooling off period the Company began purchasing shares of common stock pursuant to the terms of the 10b5-1 Plan in October 2021. The Company was not obligated to make any purchases and the program could have been suspended or discontinued at any time. During 2022 and 2021, we
39

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
repurchased 961,221 and 664,531 shares of common stock, respectively. All purchases of treasury stock during 2022 and 2021 were made at market prices. As of the end of June 2022, the Company had spent the full allotment under the program.

On June 15, 2022, pursuant to the annual renewal of director compensation, the Board approved a grant of 178,623 RSUs to the Company's independent directors. Half of the RSUs vested immediately on the date of grant and the remaining 50% of the RSUs will vest on the first anniversary of the grant date or at the Company's next annual meeting of stockholders, whichever is earlier. The awards will result in total compensation expense of approximately $234,000 to be recognized over the vesting period.

On April 6, 2022, the Compensation Committee of the Board (The "Compensation Committee") approved the 2022 Executive Incentive Plan (the “2022 EIP”) for Ryan W. Oviatt, the Company's Co-CEO, Co-President, and CFO, Cameron M. Tidball, the Company's Co-CEO and Co-President, and Patrick D. Fisher, the Company's Vice President of Product Development. The 2022 EIP provides for the potential award of incentive compensation to the participants based on the Company’s financial performance in fiscal 2022. If earned, the incentive compensation will be payable in cash and stock, and the stock portion of the incentive compensation is intended to constitute an award under the Company's 2014 Equity Incentive Plan, as amended (the "2014 Plan"). In addition to the 2022 EIP, the Board also approved as a long-term incentive plan the grants of restricted stock unit awards to Messrs. Oviatt, Tidball, and Fisher pursuant to the 2014 Plan (the “2022 LTIP”).

2022 EIP

Under the terms of the 2022 EIP, each participating executive officer was assigned a target incentive compensation amount for fiscal 2022. The target incentive compensation amount for Mr. Oviatt is $198,000, the target incentive compensation amount for Mr. Tidball is $198,000, and the target incentive compensation for Mr. Fisher is $64,750 CAD.

Participants were eligible to receive incentive compensation based upon reaching or exceeding performance goals established by the Compensation Committee for fiscal 2022. The performance goals in the 2022 EIP were based on the Company’s total revenue, EBITDA, and a non-financial milestone relating to revenue source diversification to be determined by the Compensation Committee. Each of these performance goals were weighted one third in calculating incentive compensation amounts.

The Company operatesincentive compensation amounts earned under the 2022 EIP, will be paid 50% in cash and 50% in shares of restricted stock under the 2014 Plan. In no event could the total award exceed 200% of the target incentive compensation amount for each participant, or exceed any limitations otherwise set forth in the United States2014 Plan. The actual incentive compensation amounts were determined by the Compensation Committee upon completion of the fiscal 2022 financial statement audit and Canada. Segment informationwill be paid by March 15, 2023, subject to all applicable tax withholding.

2022 LTIP

The 2022 LTIP consists of total awards of up to 230,232 RSUs to Mr. Oviatt, up to 230,232 RSUs to Mr. Tidball, and up to 43,023 RSUs to Mr. Fisher, pursuant to two separate restricted stock unit award agreements (collectively, the “2022 LTIP Restricted Stock Unit Award Agreements”) entered into between the Company and each participant. One such agreement covers the 33% of each award recipient’s RSUs that are subject to time-based vesting, and the other such agreement covers the remaining 67% of such award recipient’s RSUs that may vest based on performance metrics. Upon vesting, the award agreements entitle the award recipients to receive one share of the Company’s common stock for these geographic areas iseach vested unit. The vesting period of the 2022 LTIP began on January 1, 2022 and terminates on December 31, 2024 (the “2022 LTIP Performance Vesting Date”).

The RSUs subject to time-based vesting, including 76,744 RSUs to Mr. Oviatt, 76,744 RSUs for Mr. Tidball, and 14,341 RSUs to Mr. Fisher, will vest in three equal and annual installments beginning December 31, 2022 and ending on December 31, 2024 if the award recipients’ employment continues with the Company through such dates.

The performance-vesting RSUs, including up to 153,488 RSUs for Mr. Oviatt, 153,488 RSUs for Mr. Tidball, and 28,682 RSUs to Mr. Fisher, may vest at the end of the three year performance period beginning January 1, 2022 based upon the following Company performance metrics:

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PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
Performance MetricWeightTargetAbove TargetOutstanding
Total Shareholder Return1/389%136%183%
Relative Total Shareholder Return1/3Third QuartileSecond QuartileFirst Quartile
EBITDA as a Percentage of Total Revenue1/310%15%20%

One-third of such performance-vesting RSUs, consisting of 51,163 RSUs for Mr. Oviatt, 51,163 RSUs for Mr. Tidball, and 9,561 RSUs for Mr. Fisher, may vest for each of the three performance metrics identified in the table above. The number of RSUs that will vest for each performance metric on the 2022 LTIP Performance Vesting Date shall be determined as follows:
a.if the “Target” level for such performance metric is not achieved, none of the RSUs relating to such performance metric will vest;
b.if the “Target” level (but no higher level) for such performance metric is achieved, 50% of the RSUs relating to such performance metric will vest;
c.if the “Above Target” level (but no higher level) for such performance metric is achieved, 75% of the RSUs relating to such performance metric will vest; and
d.if the “Outstanding” level for such performance metric is achieved, 100% of the RSUs relating to such performance metric will vest.

The foregoing summary of the 2022 EIP and the 2022 LTIP Restricted Stock Unit Award Agreements is qualified in its entirety by the text of the 2022 EIP and each of the 2022 LTIP Restricted Stock Unit Award Agreements, which were filed as exhibits to Form 10-Q for the quarter ending March 31, 2022.

2021 EIP and LTIP

On May 28, 2021, the Compensation Committee approved the 2021 Executive Incentive Plan (the “2021 EIP”) for Brenton W. Hatch, the Company’s Executive Chairman, Ryan W. Oviatt, the Company’s Co-CEO, Co-President, and CFO, Cameron M. Tidball, the Company’s Co-CEO and Co-President, Jay G. Fugal, the Company’s then Vice President of Operations, and Patrick D. Fisher, the Company’s Vice President of Product Development. The 2021 EIP provided for the potential award of incentive compensation to the participants based on the Company’s financial performance in fiscal 2021. The incentive compensation was payable in cash and stock, and the stock portion of the incentive compensation constituted an award under the 2014 Plan.

Under the terms of the 2021 EIP, each participating executive officer was assigned a target incentive compensation amount for fiscal 2021. The target incentive compensation amount for Mr. Hatch was $200,000, the target incentive compensation amount for Mr. Oviatt was $150,000, the target incentive compensation amount for Mr. Tidball was $150,000, the target incentive compensation for Mr. Fugal was $54,000, and the target incentive compensation for Mr. Fisher was $51,000 CAD.

Participants were eligible to receive incentive compensation based upon reaching or exceeding performance goals established by the Compensation Committee for fiscal 2021. The performance goals in the 2021 EIP were based on the Company’s total revenue, EBITDA, and a non-financial milestone relating to revenue source diversification. Each of these performance goals were weighted one third in calculating incentive compensation amounts.

The incentive compensation amounts earned under the 2021 EIP, were paid 50% in cash and 50% in shares of restricted stock under the 2014 Plan. In no event could the total award exceed 200% of the target incentive compensation amount for each participant, or exceed any limitations otherwise set forth in the 2014 Plan. The actual incentive compensation amounts were determined by the Compensation Committee upon the completion of the fiscal 2021 financial statement audit and paid by March 15, 2022, subject to all applicable tax withholding.

41

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
Revenues For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
Canada $7,490,252
 $3,962,774
United States 30,796,124
 12,024,412
Total Consolidated $38,286,376
 $15,987,186
In addition to the 2021 EIP, the Board also approved, as a long-term incentive plan, the grants of restricted stock unit awards to Messrs. Oviatt, Tidball, Fugal, and Fisher pursuant to the 2014 Plan (the “2021 LTIP”). The 2021 LTIP consists of total awards of up to 204,543 restricted stock units (“Units”) to Mr. Oviatt, up to 204,543 Units to Mr. Tidball, up to 85,908 Units to Mr. Fugal, and up to 47,973 Units to Mr. Fisher, pursuant to two separate restricted stock unit award agreements (collectively, the “Restricted Stock Unit Award Agreements”) between the Company and each participant. One agreement covers 33% of each award recipient’s Units that are subject to time-based vesting, and the other agreement covers the remaining 67% of such award recipient’s Units that may vest based on performance metrics. Upon vesting, the award agreements entitle the award recipients to receive one share of the Company’s common stock for each vested Unit. The vesting period of the 2021 LTIP began on January 1, 2021 and terminates on December 31, 2023 (the “Performance Vesting Date”).

The Units subject to time-based vesting, including 68,181 Units to Mr. Oviatt, 68,181 Units for Mr. Tidball, 28,636 Units to Mr. Fugal, and 15,991 Units to Mr. Fisher, will vest in three equal annual installments beginning December 31, 2021 and ending on December 31, 2023 if the award recipients’ employment continues with the Company through such dates.

The performance-vesting Units, including up to 136,362 Units for Mr. Oviatt, 136,362 Units for Mr. Tidball, 57,272 Units for Mr. Fugal, and 31,982 Units to Mr. Fisher, are eligible to vest over a three-year performance period beginning January 1, 2021 (the “Performance Period”) based upon the following Company performance metrics:

Performance MetricWeightTargetAbove TargetOutstanding
Total Shareholder Return1/3135%194%253%
Relative Total Shareholder Return1/3Third QuartileSecond QuartileFirst Quartile
EBITDA as a Percentage of Total Revenue1/310%15%20%

One-third of such performance-vesting Units, consisting of 45,454 Units for Mr. Oviatt, 45,454 Units for Mr. Tidball, 19,091 Units for Mr. Fugal, and 10,661 Units for Mr. Fisher, are eligible to vest for each of the three performance metrics identified in the table above. The number of Units that will vest for each performance metric on the Performance Vesting Date shall be determined as follows:
if the “Target” level for such performance metric is not achieved, none of the Units relating to such performance metric will vest;
if the “Target” level (but no higher level) for such performance metric is achieved, 50% of the Units relating to such performance metric will vest;
if the “Above Target” level (but no higher level) for such performance metric is achieved, 75% of the Units relating to such performance metric will vest; and
if the “Outstanding” level for such performance metric is achieved, 100% of the Units relating to such performance metric will vest.

Mr. Fugal resigned, effective October 31, 2021, from his position as Vice President of Operations to pursue an opportunity as CEO of another company. Accordingly, Mr. Fugal is not be eligible to receive incentive compensation under the 2021 EIP, and his unvested restricted stock units were forfeited. Additionally, Mr. Fugal is not eligible for any awards that were not vested prior to October 31, 2021 for the 2019 and 2021 long-term incentive plans.

The foregoing summary of the 2021 EIP, the 2021 LTIP and the Restricted Stock Unit Award Agreements is qualified in its entirety by the text of the 2021 EIP and each of the Restricted Stock Unit Award Agreements, which the Company has filed as a exhibits to its quarterly report on Form 10-Q for the quarter ended June 30, 2021.

2021 RSUs

On February 18, 2021, the Board, upon the recommendation of the Compensation Committee, approved a restricted stock award of 18,852 shares of common stock to each of Cameron M. Tidball and Ryan W. Oviatt. Messrs. Tidball and Oviatt entered into Restricted Stock Unit Award Agreements, the forms of which were approved pursuant to the 2014 Plan. These restricted stock awards, which vested immediately, were settled by the issuance of a total of 27,334 shares of common stock, net of tax withholding and resulted in $45,999 of compensation expense.

42

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
Profit (Loss) For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
Canada $(189,865) $(356,623)
United States 4,639,399
 434,676
Total Consolidated $4,449,535
 $78,053
On June 16, 2021, pursuant to the annual renewal of director compensation, the Board approved a grant of 189,471 RSUs to the Company's independent directors. Half of the RSUs vested immediately on the date of grant and the remaining 50% of the RSUs vested on the first anniversary of the grant date or at the Company's next annual meeting of stockholders, whichever was earlier. The awards resulted in total compensation expense of approximately $216,000 which was recognized over the vesting period.


Stock Options


No stock options were issued during the years ended December 31, 2022 or December 31, 2021.

NOTE 10 - REVENUE

Performance Obligations

Our performance obligations include providing product and servicing our product and other combustion equipment related to our product. We recognize product revenue performance obligations in most cases when the product is delivered to the customer. Occasionally, if we are shipping the product on a customer’s account, we recognize revenue when the product has been shipped. At that point in time, the control of the product is transferred to the customer. When we perform service work, we apply the practical expedient that allows us to recognize service revenue when we have the right to invoice the customer for the work completed. We do not engage in transactions acting as an agent. The time needed to complete our performance obligations varies based on the size of the project; however, we typically satisfy our performance obligations within a few months of entering into the applicable sales or service contract.

Our customers have the right to return certain unused and unopened products within 90 days for a restocking fee. We provide a warranty on some of our products ranging from 90 days to 2 years, depending on the product. The amount accrued for expected returns and warranty claims was immaterial as of December 31, 2022.

Contract Balances

We have elected to use the practical expedient in ASC 340 (regarding recognition of the incremental costs of obtaining a contract) for costs related to contracts that are estimated to be completed within one year. All of our current sales contracts and service contracts are expected to be completed within one year, and as a result, we have not recognized a contract asset account. If we had chosen not to use this practical expedient, we would not expect a material difference in the contract balances. We do receive payments in advance of recognizing revenue on some contracts, but they do not result in any material contract liabilities. See Note 7 for additional information.

Significant Judgments

For most revenue contracts, we invoice the customer when the performance obligation is satisfied and payment is due 30 days later. Occasionally, other terms such as progress billings or longer terms are agreed to on a case-by-case basis. We do not have significant financing components, non-cash consideration, or variable consideration. We estimate the transaction price between performance obligations based on stand-alone product prices. We elected the practical expedient by which disclosures are not required regarding the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less.

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PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
Long-lived assets As of
 December 31, 2017 December 31, 2016
Canada $1,508,943
 $982,124
United States 15,771,048
 14,422,909
Total Consolidated $17,279,991
 $15,405,033
Disaggregation of Revenue


All revenue recognized in the income statement is considered to be revenue from contracts with customers. The table below shows revenue by category:
Year Ended December 31, 2022Year Ended December 31, 2021
Electronics$16,278,452 $9,076,345 
Manufactured2,980,480 1,213,218 
Re-Sell23,059,331 13,401,431 
Service3,618,380 2,665,182 
Total Revenue$45,936,643 $26,356,176 

NOTE 611 – STOCK-BASED COMPENSATION


Periodically the Company issues stock-based awards to employees and independent directors. Vesting terms for outstanding grants vary by grant, ranging from immediate to ratably over six5 years. Typically, grants expire one year after the final vesting. The Board has authorized 4,812,000 shares to be granted for such awards under the Company's 2014 Equity Incentive Plan (the "Plan").Plan. Historically, the Company has only issued non-qualified stock options, restricted stock, and restricted stock units; however, the 2014 Plan does allow for other types of awards to be granted in the future. Most awards have been exercisable or convertible based solely on meeting service conditions; however, one grant wassome grants to executives have been made convertible based on meeting both service and performance conditions. Upon exercise or conversion, the Company may issue new shares or reissue shares held in treasury, at the discretion of Management. The Company has elected to recognize forfeitures as they occur.


The Company uses the Black-Scholes method for measuring compensation cost of stock options and the intrinsic value method for measuring compensation cost of restricted stock and restricted stock units. Total compensation cost for share-based payments recognized in income was $794,939$814,769 and $654,366$567,077 during the yearyears ended December 31, 20172022 and nine-month transition period ended December 31, 2016,2021, respectively. As of December 31, 2017,2022, the Company had $637,872$533,462 in unamortized compensation expense with a weighted average of 1.191.36 years remaining. The Company received $111,676$33,863 and $15,000$6,053 in cash from the exercise of share options during the yearyears ended December 31, 20172022 and nine-month transition period ended December 31, 2016,2021, respectively. For the tax effect on total compensation expense and the exercise of options, see note 11Note 12 for the income tax provision.


During the yearyears ended December 31, 2017,2022 and December 31, 2021, the Company did not issue any stock options to employees. During the period, the Company issued 96,081 RSUs to members of the Board of Directors for their service. The grant date fair value of that award was $177,750 and half of those RSUs vested immediately with the remaining vesting on June 15, 2018. The Company also issued a performance based RSU award to its CFO. The award grants a maximum of 66,758 RSUs to be issued upon meeting certain performance metrics over three years and had a grant date fair value of $126,840. The intrinsic value of options exercised during the period was $42,532.$19,113 and $2,352, respectively. The total fair value of options, restricted stock, and restricted stock units vested during the period was $861,737

During the nine-month transition periodyears ended December 31, 2016,2022 and December 31, 2021 was $742,313 and $537,063, respectively. During the years ended December 31, 2022 and December 31, 2021 the Company issued 848,000 stock optionsgranted 1,011,436 and 770,142 awards, respectively, with weighted-average grant date fair values of $1.28 and $1.14, respectively.

44

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to employees with a weighted-average grant-date fair value of $0.49. The fair value of those options was calculated assuming volatility of 64-69%the Consolidated Financial Statements
December 31, 2022 and an expected term of 3-3.34 years. The intrinsic value of options exercised during the period was $109,900. The total fair value of options, restricted stock, and restricted stock units vested during the period was $712,297.December 31, 2021

Information regarding outstanding options, restricted stock awards, and restricted stock units is summarized in the tables below:
Total Outstanding and Exercisable Awards December 31, 2022
Awards OutstandingAwards Exercisable
Grant Price LowGrant Price HighQuantityRemaining Contractual Life (Years)Exercise PriceQuantityRemaining Contractual Life (Years)Exercise Price
$— $0.39 1,048,1992.50$— 
$0.40 $0.80 469,0001.64$0.79 310,0001.64$0.79 
$0.81 $0.84 290,9001.41$0.83 193,9341.41$0.83 
1,808,0992.10$0.35 503,9341.56$0.80 
Total Outstanding and Exercisable Awards December 31, 2017
    Awards Outstanding Awards Exercisable
Grant Price Low Grant Price High Quantity Remaining Contractual Life (Years) Exercise Price Quantity Remaining Contractual Life (Years) Exercise Price
$
 1.09 510,402 2.26 $0.55 80,666 2.40 $1.01
$1.10
 1.27 525,000 1.84 $1.17 262,500 1.84 $1.17
$1.28
 1.56 546,000 1.35 $1.37 439,500 1.36 $1.37
$1.57
 2.8 305,000 0.18 $1.75 305,000 0.18 $1.75
$2.81
 4.03 266,000 1.97 $3.89 239,600 1.93 $3.88
    2,152,402 1.60 $1.49 1,327,266 1.35 $1.85
Total Outstanding and Exercisable Awards December 31, 2021
Awards OutstandingAwards Exercisable
Grant Price LowGrant Price HighQuantityRemaining Contractual Life (Years)Exercise PriceQuantityRemaining Contractual Life (Years)Exercise Price
$— $0.39 738,8732.41$— 
$0.40 $0.80 579,0002.64$0.79 203,0002.64$0.79 
$0.81 $0.84 304,7002.40$0.83 101,5662.40$0.83 
1,622,5732.49$0.44 304,5662.56$0.80 
  


Total Outstanding and Exercisable Awards December 31, 2016
Strike Price Outstanding Options (1 share/option) Average Remaining Life (Years) Exercisable Shares Weighted Average Exercise Price
$1.01
 303,500 3.40 
 $1.01
$1.17
 525,000 2.84 
 $1.17
$1.37
 644,000 2.34 419,000
 $1.37
$1.75
 320,000 1.18 255,000
 $1.75
$3.85
 200,000 2.85 200,000
 $3.85
$3.95
 100,000 3.10 100,000
 $3.95
$4.03
 72,500 3.30 29,000
 $4.03
  2,165,000   1,003,000
  
Information regarding stock options for the year ended December 31, 20172022 is summarized in the tables below:
Stock OptionsNumber of AwardsWeighted Average Exercise PriceWeighted Average Share Price on Date of ExerciseWeighted Average Fair ValueWeighted Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
Outstanding, beginning of period865,700 $0.80 0.37 $223,670 
Granted— $— — $— 
Exercised/Released(38,200)$0.79 $1.29 0.37 $19,113 
Canceled/Forfeited(67,600)$0.79 0.37 $26,324 
Expired— $— 0$— 
Outstanding, end of period759,900 $0.80 0.371.55$194,920 
Vested and unvested exercisable, end of the period503,934 $0.80 0.37 1.55$129,213 
Vested and expected to vest, end of the period759,900 $0.80 $0.37 1.55$194,920 
Stock OptionsNumber of AwardsWeighted Average Exercise PriceWeighted Average Grant Date Fair ValueWeighted Average Remaining Amortization Period (Years)
Unvested Outstanding, beginning of period565,134$0.80 $0.37 
Granted$— $— 
Canceled/Forfeited(37,600)$0.79 $0.37 
Expired
Vested, outstanding shares(271,568)$0.80 $0.37 
Unvested Outstanding, end of period255,966$0.80 $0.37 0.58



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PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
  Number of Awards Weighted Average Exercise Price Weighted Average Fair Value Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value
Outstanding, beginning of period 2,023,500
 $1.66

$1.23
 
 $228,180
Exercised/Released (86,333) $1.29

$1.41
 
 $42,532
Cancelled/Forfeited (16,500) $1.62

$1.38
 
 $2,348
Outstanding, end of period 1,920,667
 $1.67

$1.22
 1.53 $999,487
Vested and exercisable, end of the period 1,327,266
 $1.85

$1.39
 1.35 $563,856
Vested and expected to vest, end of the period 1,920,667
 $1.67

$1.22
 1.53 $999,487
  Number of Awards Weighted Average Exercise Price Weighted Average Grant Date Fair Value Weighted Average Remaining Amortization Period (Years)
Unvested Outstanding, beginning of period 1,145,500 $1.30
 $0.87
 
Cancelled/Forfeited (5,267) $1.42
 $1.06
 
Vested, outstanding shares (546,832) $1.32
 $0.90
 
Unvested Outstanding, end of period 593,401 $1.28
 $0.84
 0.97

Information regarding restricted stock awards for the year ended December 31, 20172022 is summarized in the tables below:
Restricted Stock AwardsNumber of AwardsWeighted Average Exercise PriceWeighted Average Share Price on Date of ExerciseWeighted Average Fair ValueWeighted Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
Outstanding, beginning of period— $— $— $— 
Granted182,626 $— $1.24 $226,456 
Exercised/Released(182,626)$— $1.24 $1.24 $226,456 
Outstanding, end of period— $— $— 0$— 
Vested and exercisable, end of the period— $—$— $— 
Vested and expected to vest, end of the period— $— $— 0$— 
Restricted Stock AwardsNumber of AwardsWeighted Average Exercise PriceWeighted Average Grant Date Fair ValueWeighted Average Remaining Amortization Period (Years)
Unvested Outstanding, beginning of period$— $— 
Granted182,626$— $1.24 
Vested, outstanding shares(182,626)$— $1.24 
Unvested Outstanding, end of period$— $— 0


Number of Awards
Weighted Average Exercise Price
Weighted Average Fair Value
Weighted Average Remaining Contractual Life (Years)
Outstanding, beginning of period
73,002

$

$4.02


Exercised/Released
(24,334)
$

$4.02


Outstanding, end of period
48,668

$

$4.02

2.33
Vested and exercisable, end of the period







Vested and expected to vest, end of the period
48,668

$

$4.02

2.33

  Number of Awards Weighted Average Exercise Price Weighted Average Grant Date Fair Value Weighted Average Remaining Amortization Period (Years)
Unvested Outstanding, beginning of period 73,002 $
 $4.02
 
Vested, outstanding shares (24,334) $
 $4.02
 
Unvested Outstanding, end of period 48,668 $
 $4.02
 1.33



Information regarding restricted stock units for the year ended December 31, 20172022 is summarized in the tables below:
Restricted Stock UnitsNumber of AwardsWeighted Average Exercise PriceWeighted Average Share Price on Date of ExerciseWeighted Average Fair ValueWeighted Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
Outstanding, beginning of period258,206 $— $1.33 $273,698 
Granted493,152 $— $1.28 $632,404 
Exercised/Released(321,723)$— $1.21 $1.29 $390,890 
Cancelled/Forfeited(21,800)$— $1.28 $27,551 
Outstanding, end of period407,835 $— $1.31 2.46$432,305 
Vested and exercisable, end of the period— $— 
Vested and expected to vest, end of the period407,835 $— $1.31 2.46$432,305 
Restricted Stock UnitsNumber of AwardsWeighted Average Exercise PriceWeighted Average Grant Date Fair ValueWeighted Average Remaining Amortization Period (Years)
Unvested Outstanding, beginning of period258,206$— $1.33 
Granted493,152$— $1.28 
Cancelled/Forfeited(21,800)$— $1.28 
Vested, outstanding shares(321,723)$— $1.29 
Unvested Outstanding, end of period407,835$— $1.31 1.21

Information regarding performance based restricted stock units for the year ended December 31, 2022 is summarized in the tables below:
46

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
 Number of Awards Weighted Average Exercise Price Weighted Average Fair Value Weighted Average Remaining Contractual Life (Years)
Performance Based Restricted Stock UnitsPerformance Based Restricted Stock UnitsNumber of AwardsWeighted Average Exercise PriceWeighted Average Share Price on Date of ExerciseWeighted Average Fair ValueWeighted Average Remaining Contractual Life (Years)Aggregate Intrinsic Value
Outstanding, beginning of period 281,244
 $
 $1.35
 
Outstanding, beginning of period480,667 $— $1.24 $509,507 
Granted 162,839
 $
 $1.87
 
Granted335,658 $— $1.29 $432,999 
Exercised/Released (261,016) $
 $1.36
 
Exercised/Released— $— $— $— $— 
Cancelled/ForfeitedCancelled/Forfeited(80,813)$— $1.26 $105,057 
ExpiredExpired(95,148)$— $1.57 $100,857 
Outstanding, end of period 183,067
 $
 $1.80
 2.04Outstanding, end of period640,364 $— $1.21 2.53$678,786 
Vested and exercisable, end of the period 
 
 
 
Vested and exercisable, end of the period— $—$— 
Vested and unvested exercisable, end of the periodVested and unvested exercisable, end of the period— $—$— 
Vested and expected to vest, end of the period 160,815
 $
 $1.79
 2.01Vested and expected to vest, end of the period320,182 $— $1.21 2.53$339,393 

Performance Based Restricted Stock UnitsNumber of AwardsWeighted Average Exercise PriceWeighted Average Grant Date Fair ValueWeighted Average Remaining Amortization Period (Years)
Unvested Outstanding, beginning of period480,667$— $1.24 
Granted335,658$— $1.29 
Cancelled/Forfeited(80,813)$— $1.26 
Vested, outstanding shares$— $— 
Expired(95,148)$1.57 
Unvested Outstanding, end of period640,364$— $1.21 1.70

  Number of Awards Weighted Average Exercise Price Weighted Average Grant Date Fair Value Weighted Average Remaining Amortization Period (Years)
Unvested Outstanding, beginning of period 206,533 $
 $1.44
 
Granted 162,839 $
 $1.87
 
Vested, outstanding shares (186,305) $
 $1.46
 
Unvested Outstanding, end of period 183,067 $
 $1.80
 1.40


NOTE 712INVENTORIESPROVISION FOR INCOME TAXES


Inventories consistedDuring the years ended December 31, 2022 and December 31, 2021, the Company did not expect to incur any interest or penalties related to income taxes. Accordingly, the Company had no accruals for interest and penalties at December 31, 2022, nor December 31, 2021. When our taxes for the year ended December 31, 2021 were finalized there was an immaterial amount of penalties and interest that was ultimately paid. We do not expect any material penalties or interest will result from the filing of our 2022 tax return. If the Company were to incur any such material charges, it would recognize interest related to underpayment of income taxes in interest expense and recognize any penalties in operating expenses.

The Company is current on its U.S. and Canadian income tax filings. Tax years that remain open for examination are 2020 through 2022 in the U.S. and 2015 through 2022 in Canada.

At December 31, 2022, and December 31, 2021, the Company had operating loss carryforwards at its Canadian subsidiary of $2,071,363 CAD and $4,351,044 CAD, respectively. A valuation allowance has been recorded for 100% of operating loss carry forward balance as of December 31, 2022 and a valuation allowance of approximately 80% of the following at eachoperating loss carryforwards that existed as of December 31, 2021. As a result, no deferred tax asset was recorded on our balance sheet date:at December 31, 2022.

At December 31, 2022 and December 31, 2021, the Company had operating loss carryforwards at its US subsidiary of $0 and $1,575,071, respectively. In 2022, we completed an application for the Employee Retention Credit under the Coronavirus Aid, Relief, and Economic Security (CARES) Act. Based on the amended payroll tax returns filed with the government, we qualified for approximately $1,500,000 in payroll tax credit, offset by approximately $204,000 in fees spent with our tax preparers to calculate the credit. To be conservative and allow for the risk of a reduced credit amount by the IRS, in 2022, we
47

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
  As of
  December 31, 2017 December 31, 2016
Raw materials $225,735
 $940,527
Finished goods 6,417,494
 7,112,098
Work in process 
 
Subtotal 6,643,229
 8,052,625
Reserve for Obsolescence (197,146) (213,122)
Total $6,446,083
 $7,839,503
recorded a reduction in payroll tax expense of $761,132. The full benefit is being claimed for tax purposes on the 2021 and an amended 2020 income tax return which flipped the company’s prior tax loss in 2021 to a small taxable income position and will reduce the taxable losses in 2020. This means there is no longer an operating loss available to be carried forward. As of December 31, 2022, the Company now has $0 operating loss carryforwards remaining to be used to offset future taxable income.



NOTE 8 – BASIC AND DILUTED EARNINGS PER SHARE


The following table isCompany did not have any deferred tax assets as of December 31, 2022. The deferred tax asset on the balance sheet as of December 31, 2021 did not have a reconciliationvaluation allowance associated with it. Realization of the numerator and denominators useddeferred tax asset is dependent on generating sufficient taxable income to offset the tax items that will be deductible in the earnings per share calculation:future. Although realization is not assured, Management believed it is more likely than not that all of the deferred tax asset would be realized. As noted above, the deferred tax asset from 2021 was removed in 2022 due to updated and amended tax filings completed during the 2022 year.

  For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
  Income (Numerator) Weighted Average Shares (Denominator) Per-Share
Amount
 Income (Numerator) Weighted Average Shares (Denominator) Per-Share
Amount
Basic EPS            
Net income available to common stockholders $4,449,535
 49,365,592
 $0.09
 $78,053
 52,857,299
 $0.00
             
Effect of Dilutive Securities            
Stock options & RSUs 
 492,843
   
 625,811
  
             
Diluted EPS            
Net income available to common stockholders + assumed conversions $4,449,535
 49,858,435
 $0.09
 $78,053
 53,483,110
 $0.00
In 2020, the CARES Act was signed into law, which among other things, allowed net operating losses from the year 2020 to be carried back five years to claim refunds for taxes that were previously paid. Since our US Subsidiary had taxable income in prior years, during 2021, we filed an amendment to our 2015 and 2016 tax returns and utilized all of the net operating losses from the year ended December 31, 2020, which generated a tax refund of $416,560 which was received in 2022. Additionally, during 2021, we filed an amended 2019 tax return to correct some filing information for Prochem ULC, a Canadian subsidiary owned by our US entity. As a result of this amended filing, we received a tax refund of $131,805.


     OptionsThe Company invests in available-for-sale securities that are reported on the balance sheet at fair value, with the gains/losses reported net of tax as part of Other Comprehensive Income (OCI). The tax benefit allocated to purchase 1,569,730 shares of common stock at a weighted average exercise price of $3.17 per share were outstandingOCI during the year ended December 31, 2017, but were not included in the computation of diluted EPS because the effect would be anti-dilutive. These options, which expire between March 20182022 and May 2020, were still outstanding at December 31, 2017.2021 was $167,868 and $2,158, respectively.


Options

The table below outlines the components of income tax expense (benefit):
 For the Year Ended December 31, 2022For the Year Ended December 31, 2021
Current  
U.S. Federal$887,732 $(492,757)
State and local176,700 25,374 
Foreign— (179,939)
Total Current1,064,432 (647,322)
Deferred
U.S. Federal435,603 15,831 
State and local85,670 2,133 
Foreign152,717 — 
Total Deferred673,990 17,964 
Total Provision for (Benefit from) Income Taxes1,738,422 (629,358)

48

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to purchase 1,861,500 shares of common stock at a weighted average exercise price of $1.89 per share were outstanding during the nine-month transition period ended Consolidated Financial Statements
December 31, 2016, but were not included in2022 and December 31, 2021
The table below reconciles our effective tax rate to the computationstatutory tax rate:
 For the Year Ended December 31, 2022For the Year Ended December 31, 2021
U.S. Federal statutory tax rate21.0 %21.0 %
State and local statutory tax rate, net of federal effect4.0 %4.0 %
Depreciation expense1.8 %(2.9)%
Tax-exempt income(0.9)%2.9 %
Unrealized gains and losses on investments(2.6)%0.1 %
Stock-based compensation0.1 %— %
Goodwill and intangible asset amortization0.6 %5.2 %
Non-U.S. operations3.3 %9.2 %
Use of Net Operating Losses5.8 %— %
Other(2.6)%(2.1)%
Effective tax rate30.5 %37.4 %

The table below shows the components of diluted EPS becausedeferred taxes:
As of
 December 31, 2022December 31, 2021
Bad debt$37,814 $21,903 
Inventory reserve48,572 130,776 
Amortization101,745 124,626 
Unrealized loss on investments154,987 — 
UNICAP75,110 — 
U.S. net operating loss— 401,023 
Foreign net operating loss— 163,254 
Deferred tax asset$418,228 $841,582 
Unrealized gain on investments$— $12,651 
Depreciation338,574 265,374 
Goodwill219,252 174,365 
Stock compensation349,260 362,044 
Deferred tax liability$907,086 $814,434 
Net Deferred Tax Asset (Liability)$(488,858)$27,148 

49

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the effect would be anti-dilutive.Consolidated Financial Statements

December 31, 2022 and December 31, 2021
NOTE 913INTANGIBLE ASSETSBASIC AND DILUTED EARNINGS PER SHARE


Definite-lived intangible assets consist of distribution agreements, patents, trademarks, copyrights, and domain names. The costsfollowing table is a reconciliation of the distribution agreements are amortized over the remaining life of the agreements. The costs of the patents are amortized over 20 years once the patent is approved. Indefinite-lived intangible assets consist of goodwill. In accordance with ASC 350, goodwill is not amortized but tested for impairment annually or more frequently when events or circumstances indicate that the carrying value of a reporting unit more likely than not exceeds its fair value. We test goodwill for impairment as of each balance sheet date. Intangible assets consisted of the following:

Definite-lived intangible assets
  As of
  December 31, 2017 December 31, 2016
Distribution agreements $41,984
 $39,264
Less: Accumulated amortization $(41,984) (39,264)
Distribution agreements, net 
 
     
Patents, trademarks, copyrights, and domain names $584,980
 547,071
Less: Accumulated amortization $(90,188) (56,989)
Patents, trademarks, copyrights, and domain names, net 494,792
 490,082
     
Total definite-lived intangible assets, net $494,792
 $490,082



Estimated amortization expense for the next five years related to the definite-lived intangible assets is displayednumerator and denominators used in the following table:earnings per share calculation:
20222021
Income (Numerator)Weighted Average Shares (Denominator)Per-Share
Amount
Income (Numerator)Weighted Average Shares (Denominator)Per-Share
Amount
Basic EPS
Net income (loss) available to common stockholders$3,947,760 47,161,101 $0.08 $(1,051,543)48,070,581 $(0.02)
Effect of Dilutive Securities
Stock options & RSUs— 1,286,241 — — 
Diluted EPS
Net income (loss) available to common stockholders + assumed conversions$3,947,760 48,447,342 $0.08 $(1,051,543)48,070,581 $(0.02)

For the Years Ending December 31,Amount
2018$28,103
201928,103
202028,103
202128,103
202228,103
Indefinite-lived intangible assets
  As of
  December 31, 2017 December 31, 2016
Goodwill $997,701
 $997,701
The Company determined onStock options and RSU's to purchase 1,622,573 shares of common stock at a qualitative basis that it was not more likely than not that the fair valueweighted average exercise price of the goodwill arising from the acquisition of VIM Injection Management in November 2014 was less than its carrying value. As such, the Company did not have any impairment for$1.13 per share were outstanding during the year ended December 31, 2017.2021, but were not included in the computation of diluted EPS because the effect would be anti-dilutive. These stock options and RSU's, which expire between December 2022 and December 2024, were still outstanding at December 31, 2021.


NOTE 1014 – SEGMENT INFORMATION

The Company operates in the United States and Canada. Segment information for these geographic areas is as follows:
For the Year Ended December 31,
Revenues20222021
Canada$8,439,532 $5,362,466 
United States37,497,111 20,993,710 
Total Consolidated$45,936,643 $26,356,176 
For the Year Ended December 31,
Profit (Loss)20222021
Canada$754,004 $(2,056,972)
United States3,193,756 1,005,429 
Total Consolidated$3,947,760 $(1,051,543)
Long-lived assets, which are comprised of net property and equipment and financing right-of-use assets, for each geographical region were as follows at each balance sheet date:
Long-lived assetsAs of
December 31, 2022December 31, 2021
Canada$5,067,965 $5,667,225 
United States5,476,238 5,583,594 
Total Consolidated$10,544,203 $11,250,819 

NOTE 15 – QUARTERLY INFORMATION (UNAUDITED)


50

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
Quarterly data for the periods below consisted of the following:
 For the Quarters Ending
Mar 31, 2022Jun 30, 2022Sep 30, 2022Dec 31, 2022
Total revenues$9,503,140 $9,633,147 $12,829,338 $13,971,018 
Gross profit4,556,704 4,403,145 6,118,876 6,572,665 
Income (Loss) from operations688,994 94,807 2,117,893 2,292,914 
Income tax benefit (expense)(160,442)(27,177)(958,300)(592,503)
Net income (loss)627,161 284,829 1,210,748 1,825,022 
Basic earnings (loss) per common share$0.01 $0.01 $0.03 $0.04 
Diluted earnings (loss) per common share$0.01 $0.01 $0.02 $0.04 
  For the Quarters Ending
Fiscal Year 2017 Mar 31, 2017 Jun 30, 2017 Sep 30, 2017 Dec 31, 2017
Total revenues $7,824,495
 $9,464,951
 $10,050,192
 $10,946,738
Gross profit 4,367,173
 4,976,832
 5,061,795
 5,858,107
Income from operations 1,071,042
 1,831,163
 1,845,407
 2,091,808
Income tax expense 498,936
 638,528
 709,169
 827,061
Net income 600,071
 1,312,647
 1,217,918
 1,318,899
Basic earnings per common share $0.01
 $0.03
 $0.03
 $0.03
Diluted earnings per common share $0.01
 $0.03
 $0.02
 $0.03

For the Quarters Ending
 For the Quarters EndingMar 31, 2021Jun 30, 2021Sep 30, 2021Dec 31, 2021
Nine-Month Transition Period Jun 30, 2016 Sep 30, 2016 Dec 31, 2016
Total revenues $3,974,043
 $4,990,813
 $7,022,330
Total revenues$5,092,349 $6,034,283 $6,943,198 $8,286,346 
Gross profit 1,914,250
 2,624,659
 3,561,129
Gross profit2,174,687 2,657,732 3,119,468 3,449,128 
Income (loss) from operations (881,278) (127,369) 670,413
Income (loss) from operations(804,225)(594,437)(318,289)(298,049)
Income tax expense (benefit) (245,877) (99,701) 118,845
Income tax benefitIncome tax benefit107,859 125,374 348,767 47,358 
Net income (loss) (605,295) 74,452
 608,896
Net income (loss)(601,500)(397,166)92,246 (145,123)
Basic earnings (loss) per common share $(0.01) $0.00
 0.01
Basic earnings (loss) per common share$(0.01)$(0.01)— — 
Diluted earnings (loss) per common share $(0.01) $0.00
 0.01
Diluted earnings (loss) per common share$(0.01)$(0.01)— — 
 
Basic and diluted earnings per share are computed independently for each of the quarters presented. Therefore, the sum of the quarterly amounts may not equal the total computed for the year.




NOTE 11 – PROVISION FOR INCOME TAXES

The Company recognizes interest related to underpayment of income taxes in interest expense and recognizes penalties in operating expenses. During the year ended December 31, 2017 and nine-month transition period ended December 31, 2016, the Company recognized no interest or penalties related to income taxes. Accordingly, the Company had no accruals for interest and penalties at December 31, 2017 nor December 31, 2016.

The Company is current on its U.S. and Canadian income tax filings. Tax years that remain open for examination are 2015 through 2017 in the U.S. and 2012 through 2017 in Canada. At December 31, 2017 and December 31, 2016, the Company did not have any operating loss carryforwards nor tax credit carryforwards. The Company invests in available-for-sale securities that are reported on the balance sheet at fair value, with the gains/losses reported net of tax as part of Other Comprehensive Income (OCI). The tax expense allocated to OCI during the year ended December 31, 2017 was $14,961.

The Company has not provided a valuation allowance at December 31, 2017 nor December 31, 2016. The valuation allowance did not change between December 31, 2016 and December 31, 2017. Realization of the deferred tax asset is dependent on generating sufficient taxable income to offset the tax items that will be deductible in the future. Although realization is not assured, Management believes it is more likely than not that all of the deferred tax asset will be realized. The amount of the deferred tax asset considered realizable, however, could be reduced in the near term if estimates of future taxable income are reduced.

On December 22, 2017, President Trump signed a tax reform bill into law that decreased the US Federal corporate income tax rate to 21%. Because the rate change was enacted in 2017, the deferred portion of our tax provision was impacted. This rate change resulted in a reduction of our net deferred tax assets (and reduction in deferred income tax benefit) of approximately $32,000.

The table below outlines the components of income tax expense (benefit):
  For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
Current    
Federal $2,482,978
 $(31,983)
State 130,683
 (1,683)
Foreign 86,872
 21,303
Total Current 2,700,533
 (12,363)
Deferred    
Federal (55,563) (203,652)
State (2,924) (10,718)
Effect of tax rate change 31,648
 
Total Deferred (26,839) (214,370)
Total Provision for (Benefit from) Income Taxes $2,673,694
 $(226,733)



The table below reconciles our effective tax rate to the statutory tax rate:
  For the Year Ended December 31, 2017 For the Nine-Month Transition Period Ended December 31, 2016
Federal Statutory Tax Rate 34.0 % 34.0 %
State Statutory Tax Rate, Net of Federal Effect 3.3 % 3.3 %
Meals & Entertainment 1.0 % (5.2)%
Gain/loss on Sale of PPE  % (5.9)%
Goodwill (2.0)% 22.0 %
Tax Exempt Interest (10.0)% 20.7 %
Ending Balance True Up  % 28.0 %
Tax Overpayment  % 38.3 %
Other 11.2 % 17.3 %
Effective Tax Rate 37.5 % 152.5 %

The table below shows the components of deferred taxes:
  As of
  December 31, 2017 December 31, 2016
Stock Compensation $238,412
 $277,296
Bad Debt 25,523
 46,790
Inventory reserve 50,234
 53,121
Unrealized loss on investments 31,632
 66,844
Deferred tax asset $345,801
 $444,051
     
Depreciation $271,871
 $367,490
Amortization 1,113
 15,621
Goodwill 
 
Deferred tax liability $272,984
 $383,111
     
Net Deferred Tax Asset $72,817
 $60,940

NOTE 1216 – COMMITMENTS AND CONTINGENCIES

During 2017, the Company became aware of a mechanical issue affecting one of the actuators the Company manufactures and sells. The actuator is an ancillary product sold separately from the Company’s burner-management systems (BMS) and chemical-management systems (CMS). The Company does not believe the mechanical issue presents any significant safety concerns for customers. During Q4 the Company identified a solution that resolved the mechanical issue at a minimal cost; however, subsequent to year-end it was determined that the solution was not effective for some customers in very cold climates. Therefore a new solution is necessary to fully address the issue with these actuators. To date, the Company has had to replace less than 2% of the affected actuators sold and the costs were immaterial. Depending on the number of replacements required, the Company estimates that the total replacement costs could be in the range of $150,000 to $675,000.   The Company expects that all costs associated with the repair or replacement of the affected actuators will be incurred during 2018.


In March 2014 the Company entered into a consulting agreement with Terra Industrial with AllenAlan Johnson as agent in order to replace a prior royalty agreement. The agreement is for the term of 10 years with fees of $100,000 CAD or $73,700 USD paid quarterly. The agreement expires in March of 2024.




The Company leases office space in Texas and Pennsylvania. Rent expense recognized was $48,110 and $40,013 for the year ended December 31, 2017 and the nine-month transition period ended December 31, 2016, respectively. In addition, during the year ended December 31, 2017, the Company entered intohas operating leases for office equipment.space in Pennsylvania. Expense recognized for operating leases was $79,378 and $69,808 for the years ended December 31, 2022 and December 31, 2021, respectively. The future minimum lease payments for operating leases as of December 31, 2017,2022, consisted of the following:
Years ending December 31,
Operating
Leases
2023$26,400 
202411,000 
2025— 
2026— 
2027— 
Thereafter— 
Total$37,400 

NOTE 17 - GOVERNMENT ASSISTANCE

In Canada, our business qualified for wage subsidies under the Canada Emergency Wage Subsidy (CEWS) program. CEWS is a Canadian government funded program that ran from March 2020 to June 2020, and was subsequently extended through September 2021. Under CEWS if a Canadian business experienced a drop in qualifying revenue greater than a certain percentage, that business could be eligible for a wage subsidy of up to 75% of eligible employee remuneration. Through our Canadian subsidiary, we applied for CEWS in each allowable period from March 2020 – March 2021 and received total wage subsidies of $0 CAD in 2022 and $163,598 CAD in 2021. Under CEWS rules, we are not required to repay these funds and
51

PROFIRE ENERGY, INC. AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2022 and December 31, 2021
Years ending December 31,
Operating
Leases
201859,005
201939,789
202015,371
2021302
2022
Thereafter
Total114,467
we do not have any contingencies or commitments related to this CEWS aid. We recorded these amounts within our income statement as credits against employee wages since these amounts represent wage subsidies.


Also in Canada, we have been able to participate in several grant programs that promote technology development and the hiring of technology professionals. We have participated in the Technation Career Ready Program, The Technology Alberta First Jobs Program, and the Venture for Canada Student Internship Program. During 2021 we qualified for $24,659 CAD in wage subsidies from these programs, some of which was received in 2021 and the remaining amount was received in early 2022. We recorded these amounts within our income statement as credits against employee wages within our research and development department.

In the United States (US), we have not received any government assistance in 2022 or 2021.
NOTE 1318 – SUBSEQUENT EVENTS


In accordance with ASC 855 "Subsequent Events," Company management reviewed all material events through the date this report was issued and the following subsequent events took place.place:


On March 2, 2018, the Compensation Committee (the "Committee") of6, 2023, the Company's Board of Directors approved a one-time bonus for company executives that was settled by issuing 192,964 shares of common stock for meeting targets pursuant to the "2018previously announced "2022 Executive Incentive Plan," ("EIP") for Brenton W. Hatch, the Company's President and Chief Executive Officer, and Ryan Oviatt, the Company's Chief Financial Officer. The EIP provides for the potential award of bonuses to participants based on the Company's financial performancePlan", which was put in fiscal year 2018. Under the terms of the EIP, each participating executive officer has been assigned a target bonus amount for fiscal year 2018. The target bonus amount for Mr. Hatch is $400,000 and the target bonus for Mr. Oviatt is $87,500. Under no circumstance can the participants receive more than two times the assigned target bonus. The bonus amounts, if any, will be paid 50% in cash and 50% in shares of restricted stock based on the volume weighted average price per share over the five trading days prior to the date of the final determination of the bonus amount. The stock portion of the bonuses is intended to constitute an awardplace under the Company's 2014 Equity Incentive Plan. Performance metrics for the awards include revenues, net income, and free cash flow.

On March 2, 2018, the Committee approvedThese shares were fully vested as a long-term incentive plan (the "LTIP") the grant of a restricted stock unit award to our Chief Financial Officer, Ryan Oviatt, pursuant to the Company's 2014 Equity Incentive Plan. The agreement is similar to the Long-Term Incentive Plan that was approved in 2017, and provides for the award of up to 70,423 restricted stock units ("Units") under the Company's 2014 Equity Incentive Plan. Subject to performance vesting requirements, each Unit entitles Mr. Oviatt to receive one share of the Company's common stock. The performance period of the LTIP begins on January 1, 2018 and terminates on December 31, 2020. Performance metrics include three-year average revenue growth rate, operating income as a percentage of revenue, and return on invested capital.

On March 6, 2018, our Board of Directors approved a grant of 91,000 restricted stock units ("RSUs") issued to various employees. The awards vest annually over five years and will result in total compensation expense of $193,830 to be recognized over the vesting period. On the same day, the Board also approved a one-time executive bonus of $511,000 to Mr. Hatch and $121,500 to Mr. Oviatt for a combined total value of $632,500. The bonus was paid 50% in cash and 50% in restricted stock. The stock portion of the bonus payment was paid by granting awards of shares of restricted stock under the Company's 2014 Equity Incentive Plan, which was fully vested on the date of grant. The number of shares awarded was 119,953 for Mr. Hatch and 28,521 for Mr. Oviatt.2023.






52


Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure


NoneNone.


Item 9A. Controls and Procedures


Evaluation of Disclosure Controls and Procedures


Management, with the participation of our ChiefCo-Chief Executive OfficerOfficers and our Chief Financial Officer, evaluated the design and effectiveness of our internal controls over financial reporting and disclosure controls and procedures (pursuant to Rule 13a-15(b-c) under the Securities Exchange Act of 1934, as amended ("Exchange Act") as of December 31, 2022. These controls are designed to ensure that information required to be disclosed in our reports under the end ofExchange Act is recorded, processed, summarized, and reported within the period covered by this Report.time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to Management, including our Co-Chief Executive Officers and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Based on this


evaluation, Management concluded that our controls were ineffectiveeffective as of such date due to material weaknesses that were identified. A material weakness is a control deficiency, or combination of control deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the registrant's financial statements will not be prevented or detected on a timely basis.

Notwithstanding this finding of ineffective internal controls, we concluded that the consolidated financial statements included in this Form 10-K present fairly, in all material respects, our financial position, results of operations and cash flows for the periods presented in conformity with accounting principles generally accepted in the United States.

During the year ended December 31, 2017 and the nine-month transition period ended December 31, 2016, the Company was not subject to requirements of Section 404(b) of the Sarbanes-Oxley Act. As such, our independent registered public accounting firm was not required to, and thus did not, audit our internal control structure.2022.


Management's Report on Internal Control over Financial Reporting


Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) promulgated under the Exchange Act). Internal control over financial reporting is a process designed by, or under the supervision of, the Company's principal executive officer and principal financial officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principlesprinciples.


All internal control systems, no matter how well designed, have inherent limitations. Because of these inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.


Under the supervision and with the participation of our ChiefCo-Chief Executive OfficerOfficers and Chief Financial Officer, the Company's management conducted an assessment of the effectiveness of our internal control over financial reporting based on the criteria set forth in the Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations (COSO) of the Treadway Commissions (2013).


Based upon this assessment, the Company's management concluded that our internal control over financial reporting had material weaknesses and was ineffectiveeffective as of December 31, 2017. A material weakness is a deficiency, or combination thereof, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company's annual or interim2022.

Our financial statements will not be prevented or detectedincluded in this annual report on a timely basis.Form 10-K have been audited by Sadler, Gibb & Associates, LLC, independent registered public accounting firm, as indicated in the report included elsewhere herein.

We did not maintain effective controls over our day-to-day transaction processing, including non-routine transactions and period-end financial reporting processes. Specifically, we identified material weaknesses related to (i) Revenue recognition, (ii) Sufficient documentation of review- and analytical-processes, (iii) Structuring of duties, controls, and permission within financial systems. (iv) Asset management and maintenance functions (v) Segregation of duties, and (vi) Cash disbursements.

In response to the identified material weakness, our management, with oversight from the Company’s Audit Committee, has dedicated significant resources, including retaining third party consultants, to enhance the Company’s internal control over financial reporting and remediate the identified material weakness. We believe that such an emphasis, together with continued oversight of our processes and systems, will help create an increasingly strong, compliant, and thorough system of controls, which we expect will play an increasingly important role in our long-term growth.


Changes in Internal Control over Financial Reporting


DuringThere have been no material changes in our internal controls over financial reporting during the period coveredfiscal year ended December 31, 2022 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Attestation

Pursuant to Item 308(b) of Regulation S-K, as amended by the Dodd-Frank Wall Street Reform and Consumer Protection Act (Wall Street Reform Act), this report Management reviewed all controls and narratives withdoes not include an attestation report of the Company’s registered public accounting firm regarding internal control owners. Management added controlsover financial reporting. The Wall Street Reform Act exempts smaller reporting companies from the requirement to measure the level of precision for all review controls. Additionally, Management added inventory cycle counts with accompanying controls to improve the efficiencies of key controls over inventory.

Management's Remediation Initiatives

The material weaknesses mentioned above were originally discovered inobtain an independent audit performed at the end of fiscal year 2015. Since that time the Company has not been required to have anotherexternal audit on the effectiveness of internal controls, however, Management has been actively developing and implementing remediation plans for new controls and processes to addressfinancial reporting controls.


and prepare to remove the aforementioned deficiencies in future audits. We continue to work with auditors and third party consultants to improve our control environment.
As part of the remediation efforts Management has worked with consultants to update the Company's active risk control matrix. Through this process the Company has improved the documentation of control narratives and flow charting of all controls. In addition to updated documentation, the Company is utilizing software to automate the control documentation and testing. It is anticipated that these efforts will allow the Company to streamline its internal audit efforts and provide greater confidence in the Company's overall control environment.


Limitations on the Effectiveness of Internal Controls

53



An internal control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by Management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, a control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.


Item 9B. Other Information


All events requiring disclosure on form 8-K were properly disclosed during the period; as such, thisNone.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

This item is not applicable.

54



PART III


Item 10. Directors, Executive Officers and Corporate Governance


The information required under this item is incorporated herein by reference to our Definitive Proxy Statement for the Annual Meeting of Stockholders to be filed no later than 120 days after December 31, 20172022 (the "Proxy Statement").


Item 11. Executive Compensation


Incorporated herein by reference to the information to be set forth in the Proxy Statement.
 
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters


Incorporated herein by reference to the information to be set forth in the Proxy Statement.


Item 13. Certain Relationships and Related Transactions and Director Independence


Incorporated herein by reference to the information to be set forth in the Proxy Statement.
 
Item 14. Principal Accounting Fees and Services

Our independent registered public accounting firm is Sadler, Gibb & Associates, LLC, Salt Lake City, Utah, PCAOB ID No. 3627.

Incorporated herein by reference to the information to be set forth in the Proxy Statement.




55


PART IV
Item 15. Exhibits, Financial Statement Schedules

Exhibits.  The following exhibits are included as part of this report:
Articles of Incorporation(1)
Articles of Amendment to the Articles of Incorporation(2)
Amended and Restated Bylaws(3)
Stock Redemption Agreement dated November 15, 2016 between the Registrant and Harold Albert(19)Description of Registrant's Securities(20)
Second Amended and Restated Employment Agreement of Brenton W. Hatch dated June 28, 2013 (16)July 2, 2020+(13)
Restricted Stock Unit Award Agreement between the RegistrantSecond Amended and Ryan Oviatt dated October 12, 2017(17)+
Restated Employment Agreement of Ryan Oviatt dated September 4, 2015 (18)July 2, 2020+(14)
Form of Indemnification Agreement between the Registrant and its Directors (4)
2003 Stock Incentive Plan (5)
Profire Energy, Inc. 2010 Equity Incentive Plan (6)
Profire Energy, Inc. 2014 Equity Incentive Plan(20)(12)
Profire Energy, Inc. 2014 Equity Incentive Plan Amendment(7)(5)
Form of Equity Grant Agreement, Nonqualified Stock Option (8)(6)
Form of Equity Grant Agreement, Restricted Stock (9)(7)
Form of Equity Grant Agreement, Restricted Stock Units (10)(8)
Securities Purchase Agreement, dated November 12, 2013 between the Registrant and the persons listed therein as purchasers(13)
Registration Rights Agreement, dated November 18, 2013 between the Registrant and the persons listed in the Securities Purchase Agreement as purchasers (14)
Retirement and Release Agreement with Harold Albert dated February 23, 2017 (15)(11)
Amended and Restated Employment Agreement of Brenton W. Hatch dated August 3, 2017 (21)+
Amended and Restated Employment Agreement of Ryan Oviatt dated August 3, 2017 (22)+
Consulting Agreement, dated March 24, 2014, between the Registrant on the one hand and Terra Industrial Corporation and Alan Johnson on the other (12)(10)
Restricted Stock RedemptionUnit Agreement dated May 25, 2017, between Profire Engergy, Inc.Energy and Hatch Family Holdings
Company, LLC, which is wholly owned by Brenton W. Hatch (23)Ryan Oviatt dated March 2, 2018+*(15)
Restricted Stock Unit Agreement between Profire Energy and Cameron Tidball dated March 30, 2018+(16)
Amended and Restated Employment Agreement of Cameron Tidball dated July 2, 2020+(19)
Restricted Stock Unit Award Agreement by and between Profire Energy Inc. and Ryan Oviatt dated October 12, 2017(24)April 29, 2019+(22)
Restricted Stock Unit Award Agreement between Profire Energy and Ryan Oviatt dated April 29, 2019*+
Restricted Stock Unit Award Agreement between Profire Energy and Cameron Tidball dated April 30, 2019+(23)
Restricted Stock Unit Award Agreement between Profire Energy and Cameron Tidball dated April 30, 2019*+
Membership Interest Purchase Agreement among Profire Energy, Dustin Baker and Brant Baker dated August 5, 2019(18)
Asset Purchase Agreement among Profire Combustion, Inc., Millstream Energy Products LTD., Lundstrom Holdings LTD. and Rob Lundstrom dated June 12, 2019(17)
Code of Ethics (11)(9)
Subsidiaries of Registrant(21)
Consent of Sadler, Gibb & Associates, LLC, independent registered public accounting firm*
Certification of ChiefCo-Principal Executive Officer Pursuant to Rule 13a-14(a)* Ryan W. Oviatt*
Certification of ChiefCo-Principal Executive Officer Pursuant to Rule 13a-14(a) Cameron M. Tidball*
Certification of Principal Financial Officer Pursuant to Rule 13a-14(a)*
Certification of ChiefPrincipal Executive OfficerOfficers Pursuant to 18 U.S.C. Section 1350*
Certification of ChiefRyan W. Oviatt, Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 *
Exhibit 101.INSXBRL Instance Document**
Exhibit 101.SCHXBRL Taxonomy Extension Schema Document**
Exhibit 101.CALXBRL Taxonomy Extension Calculation Linkbase Document**
Exhibit 101.DEFXBRL Taxonomy Definition Linkbase Document**
Exhibit 101.LABXBRL Taxonomy Extension Label Linkbase Document**
Exhibit 101.PREXBRL Taxonomy Extension Presentation Linkbase Document**
Exhibit 104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
* Filed herewith
+ Indicates Management contract, compensatory plan, or arrangement with the Company
** The XBRL related information in Exhibit 101 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section and shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of
56


1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.
+ Indicates management contract, compensatory plan, or arrangement with the Company


(1)Incorporated by reference to Exhibit 3.01 to the Registration Statement of the Registrant on Form SB-@SB-2 filed with the Commission on September 24, 2004.
(2)Incorporated by reference to Exhibit 3.1 to the Registrant's quarterly Report on Form 10-Q filed with the commission on February 13, 2009.
(3)Incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed with the Commission on December 23, 2013.
(4)Incorporated by reference to Exhibit 10.7 to the Registrant's Form S-1 filed on December 24, 2013 (File No. 333-193086).
(5)Incorporated by reference to Exhibit 4.01 to the Registrant's Form SB-2 filed on September 24, 2004 (File No. 000-52376).
(6)Incorporated by reference to the Registrant's Revised Definitive Proxy Statement on Schedule 14A filed with the Commission on November 10, 2009 (File No. 000-52376).
(7)Incorporated by reference to Appendix B to the Registrant's Revised Definitive Proxy Statement on Schedule 14A filed with the Commission on May 1, 2017.2017
(8)(6)Incorporated by reference to Exhibit 10.14 to the Registrant's Annual Report on Form 10-K filed with the Commission on June 13, 2016.2016
(9)(7)Incorporated by reference to Exhibit 10.15 to the Registrant's Annual Report on Form 10-K filed with the Commission on June 13, 2016.2016
(10)(8)Incorporated by reference to Exhibit 10.16 to the Registrant's Annual Report on Form 10-K filed with the Commission on June 13, 2016.
(11)(9)Incorporated by reference to Exhibit 14.1 to the Registrant's Current Report on Form 8-K filed with the Commission on February 12, 2015 (File No. 000-52376).2014.
(12)(10)Incorporated by reference to Exhibit 10.1 to the Registrant's Form 8-K filed on March 25, 2015 (File No. 000-52376)
(13)Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed November 18, 2013 (File No. 000-52376).on March 25, 2014
(14)(11)Incorporated by reference to Exhibit 10.2 to the Registrant's Current Report on Form 8-K filed November 18, 2013 (File No. 000-52376).
(15)Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed February 27, 2017 (File No. 001-36378).
(16)(12)Incorporated by reference to Exhibit 10.1 to the Registrant's Annual Report on Form 10-K for the fiscal year ended March 31, 2013 filed with the Commission on July 2, 2013 (File No. 000-52376)
(17)Incorporated by reference to Exhibit 10.1 to the Registrant's Form 8-K filed on October 17, 2017 (File No. 001-36378)
(18)Incorporated by reference to Exhibit 10.3 to the Registrant's Form 8-K filed on September 8, 2015 (File No. 001-36378)
(19)Incorporated by reference to Exhibit 10.1 to the Registrant's Transition Report on Form 10-K filed with the Commission on March 9, 2017.
(20)Incorporated by reference to Exhibit 10.9 to the Registrant's Transition Report on Form 10-K filed with the Commission on March 9, 2017.
(21)(13)Incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed August 9, 2017 (File No. 001-36378).on July 7, 2020
(22)(14)Incorporated by reference to Exhibit 10.110.2 to the Registrant's Current Report on Form 8-K filed August 9, 2017 (File No. 001-36378).on July 7, 2020
(23)(15)Incorporated by reference to Exhibit 10.2 to the Registrant's Quarterly Report on Form 10-Q filed withon May 9, 2018
(16)Incorporated by reference to Exhibit 10.3 to the CommissionRegistrant's Quarterly Report on Form 10-Q filed on May 9, 2018
(17)Incorporated by reference to Exhibit 10.6 to the Registrant's Quarterly Report on Form 10-Q filed on August 9, 2017.7, 2019
(24)(18)
Incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q filed on November 6, 2019
(19)Incorporated by reference to Exhibit 10.3 to the Registrant's Current Report on Form 8-K filed October 17, 2017 (File No. 001-36378).

on July 7, 2020
(20)Incorporated by reference to Exhibit 4.1 to the Registrant's Annual Report on Form 10-K filed on March 11, 2020
(21)Incorporated by reference to Exhibit 21 to the Registrant's Annual Report on Form 10-K filed on March 11, 2020
(22)Incorporated by reference to Exhibit 10.2 to the Registrant's Quarterly Report on Form 10-Q filed on August 7, 2019
(23)Incorporated by reference to Exhibit 10.3 to the Registrant's Quarterly Report on Form 10-Q filed on August 7, 2019


Item 16. Form 10-K Summary


The Company has chosen not to include an optional summary of the information required by this Form 10-K. For a reference to information in the Form 10-K, investors should refer to the Table of Contents to this Form 10-K.




57


SIGNATURES


Pursuant to the requirements of the Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed by the undersigned, thereunto duly authorized.


PROFIRE ENERGY, INC.

Date:         March 8, 2023            By:     /s/Ryan W. Oviatt
                            Ryan W. Oviatt
Co-Chief Executive Officer and Chief Financial Officer

Date:        March 8, 2023            By:     /s/ Cameron M. Tidball
Cameron M. Tidball
Co-Chief Executive Officer



Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
SignaturesTitleDate
/s/ Cameron M. TidballCo-Chief ExecutiveMarch 8, 2023
Cameron M. Tidball(Co-Principal Executive Officer)
/s/ Ryan W. OviattCo-Chief Executive Officer & Chief Financial OfficerMarch 8, 2023
Ryan W. OviattDirector
(Co-Principal Executive Officer and Principal Financial and Accounting Officer)
SignaturesTitleDate
/s/ Brenton W. HatchChief Executive OfficerChairman of the BoardMarch 7, 20188, 2023
Brenton W. Hatch
/s/ Ryan OviattColleen Larkin BellChief Financial OfficerDirectorMarch 7, 20188, 2023
Ryan OviattColleen Larkin Bell
/s/ Harold AlbertDirectorMarch 7, 2018
Harold Albert
/s/ Arlen B. CrouchDirectorMarch 7, 2018
Arlen B. Crouch
/s/ Daren J. ShawDirectorMarch 7, 20188, 2023
Daren J. Shaw
/s/ Ronald R. SpoehelDirectorMarch 7, 20188, 2023
Ronald R. Spoehel
 
 









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