| Summary of Significant Accounting Policies | Note
2 - Summary of Significant Accounting Policies Principles
of Consolidation and Non-Controlling Interest These
consolidated financial statements have been prepared in accordance with U.S. GAAP and include the accounts of the Company and its wholly
owned subsidiaries. All intercompany transactions and balances have been eliminated. For
entities that are consolidated, but not 100% owned, a portion of the income or loss and corresponding equity is allocated to owners other
than the Company. The aggregate of the income or loss and corresponding equity that is not owned by us is included in Non-controlling
Interests in the consolidated financial statements. Business
Combinations The
Company accounts for business acquisitions using the acquisition method of accounting, in accordance with which assets acquired and liabilities
assumed are recorded at their respective fair values at the acquisition date. The
fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed
based on their respective fair values. Goodwill represents excess of the purchase price over the estimated fair values of the assets
acquired and liabilities assumed. Significant
judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles. Fair value and useful
life determinations are based on, among other factors, estimates of future expected cash flows, and appropriate discount rates used in
computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets
acquired and liabilities assumed, as well as the Company’s current and future operating results. Actual results may vary from these
estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement
period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets
and liabilities made after the end of the measurement period are recorded within the Company’s operating results. Effective
January 1, 2022, the Company executed a management agreement with Torch Wireless (“Torch”). Generally, the Company was engaged
to handle the following services:
● Oversee
management of the business being conducted by Torch,
● Involved
in the performance of Torch’s obligations under contracts regarding its business operations and maintenance of Torch’s
customer relationships,
● Assist
Torch with regulatory compliance,
● Manage
all billing and collection functions, including the right to collect revenues related to Torch’s business operations, as part
of the agreement, Torch may not participate in this function
● Manage
all payment functions related to the business, including the right to disburse funds, as part of the agreement, Torch may not participate
in this function; and Torch
is a provider of subsidized mobile broadband services to consumers qualifying under the federal guidelines of the U.S. Federal Communication
Commission’s Affordable Connectivity Program (“ACP”). The ACP provides the Company up to a $ 100 30 During
June 2022, it was determined that the Company had acquired 100% At
the time of acquisition, Torch had no significant assets or liabilities. The Company agreed to pay $ 800,000 400,000 400,000 800,000 At
the time of acquisition, Torch had nominal revenues and losses. As a result, and given the immaterial nature of this acquisition, the
Company has elected not to present any pro-forma financial information. In
addition, the Company will pay the Sellers monthly residual payments for customers enrolled by the Company through December 31, 2022
of either $ 2 3 This
transaction does not involve the purchase of a “significant amount of assets” as defined in the Instructions to Item
2.01 of Form 8-K. Additionally, the acquisition of Torch was not deemed to be significant at any level under Rule 3-05 of Regulation
S-X and does not require any additional historical audits. At
June 30, 2022, Torch has been consolidated with the Company’s consolidated statements of financial position, results of
operations, and cash flows. At
June 30, 2022 and December 31, 2021 goodwill was $ 1,666,782 866,782 no Deconsolidation
of Subsidiary In
accordance with ASC Topic 810-10-40, a parent company must deconsolidate a subsidiary as of the date the parent ceases to have a controlling
interest in that subsidiary and recognize a gain or loss in net income at that time. On
May 7, 2021, the Company disposed of its subsidiary True Wireless, Inc. (“TW”), however we retained $ 1,097,659 1,077,659 20,000 20,000 176,851 0.6% 10% 7,461 Scheduled of Receivables
For the Year Ended December 31, 2021
2022 $ -
2023 52,227
2024 89,532
2025 44,766
186,525
Less: amount representing interest (9,674 )
Total $ 176,851 As
a result of the sale, we deconsolidated our entire ownership interest in TW from our consolidated financial statements on May 7, 2021,
the effective date of the sale agreement, and recognized a gain on deconsolidation of $ 1,895,871 Scheduled of Deconsolidated Ownership
Consideration
Note receivable $ 176,851
Fair value of consideration received 176,851
Recognized amounts of identifiable assets sold and liabilities assumed by buyer:
Cash 325,316
Lifeline revenue due from USAC 74,650
Inventory 107,089
Property and equipment - net 20,645
Operating lease - right of use asset - net 10,981
Total assets sold 538,681
Accounts payable and accrued expenses 1,183,850
Line of credit 912,870
Note payable - SBA government 150,000
Operating lease liability 10,981
Total liabilities assumed by buyer 2,257,701
Total net liabilities assumed by buyer 1,719,020
Gain on deconsolidation of True Wireless 1,895,871 Business
Segments and Concentrations The
Company uses the “management approach” to identify its reportable segments. The management approach requires companies to
report segment financial information consistent with information used by management for making operating decisions and assessing performance
as the basis for identifying the Company’s reportable segments. The Company manages its business as multiple reportable segments. Customers
in the United States accounted for 100% See
Note 10 regarding segment disclosure. Use
of Estimates Preparing
financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues
and expenses during the reported period. Actual results could differ from those estimates, and those estimates may be material. Significant
estimates during the six months ended June 30, 2022 and the year ended December 31, 2021, respectively, include, allowance for doubtful
accounts and other receivables, inventory reserves and classifications, valuation of loss contingencies, valuation of derivative liabilities,
valuation of stock-based compensation, estimated useful lives related to intangible assets and property and equipment, implicit interest
rate in right-of-use operating leases, uncertain tax positions, and the valuation allowance on deferred tax assets. Risks
and Uncertainties The
Company operates in an industry that is subject to intense competition and change in consumer demand. The Company’s operations
are subject to significant risk and uncertainties including financial and operational risks including the potential risk of business
failure. The
Company has experienced, and in the future expects to continue to experience, variability in sales and earnings. The factors expected
to contribute to this variability include, among others, (i) the cyclical nature of the industry, (ii) general economic conditions in
the various local markets in which the Company competes, including a potential general downturn in the economy, and (iii) the volatility
of prices in connection with the Company’s distribution of the product. These factors, among others, make it difficult to project
the Company’s operating results on a consistent basis. Fair
Value of Financial Instruments The
Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, Fair Value Measurements The
Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring
basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement.
The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs, when determining
fair value. The
three tiers are defined as follows:
● Level
1 —Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets;
● Level
2—Observable inputs other than quoted prices in active markets that are observable either directly or indirectly in the marketplace
for identical or similar assets and liabilities; and
● Level
3—Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. The
determination of fair value and the assessment of a measurement’s placement within the hierarchy requires judgment. Level 3 valuations
often involve a higher degree of judgment and complexity. Level 3 valuations may require the use of various cost, market, or income valuation
methodologies applied to unobservable management estimates and assumptions. Management’s assumptions could vary depending on the
asset or liability valued and the valuation method used. Such assumptions could include estimates of prices, earnings, costs, actions
of market participants, market factors, or the weighting of various valuation methods. The Company may also engage external advisors
to assist us in determining fair value, as appropriate. Although
the Company believes that the recorded fair value of our financial instruments is appropriate, these fair values may not be indicative
of net realizable value or reflective of future fair values. The
Company’s financial instruments, including cash, accounts receivable, accounts payable and accrued expenses, and accounts payable
and accrued expenses – related party, are carried at historical cost. At June 30, 2022 and December 31, 2021, respectively, the
carrying amounts of these instruments approximated their fair values because of the short-term nature of these instruments. ASC
825-10 “Financial Instruments” Cash
and Cash Equivalents and Concentration of Credit Risk For
purposes of the consolidated statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months
or less at the purchase date and money market accounts to be cash equivalents. At
June 30, 2022 and December 31, 2021, respectively, the Company did not have any cash equivalents. The
Company is exposed to credit risk on its cash and cash equivalents in the event of default by the financial institutions to the extent
account balances exceed the amount insured by the FDIC, which is $ 250,000 Accounts
Receivable Accounts
receivable are stated at the amount management expects to collect from outstanding customer balances. Credit is extended to customers
based on an evaluation of their financial condition and other factors. Interest is not accrued on overdue accounts receivable. The Company
does not require collateral. Management
periodically assesses the Company’s accounts receivable and, if necessary, establishes an allowance for estimated uncollectible
amounts. The Company provides an allowance for doubtful accounts based upon a review of the outstanding accounts receivable, historical
collection information and existing economic conditions. Accounts determined to be uncollectible are charged to operations when that
determination is made. Allowance
for doubtful accounts was $ 137,218 137,218 There
was no Bad
debt expense (recovery) is recorded as a component of general and administrative expenses in the accompanying consolidated statements
of operations. Inventory Inventory
primarily consists of primarily of tablets and sim cards. Inventories are stated at the lower of cost or net realizable value using the
first-in, first-out (FIFO) valuation method. During the three and six months ended June 30, 2022,
the Company recorded a provision for inventory obsolescence of $ 51,718 During the three and six months ended June 30, 2021,
the Company recorded a provision for inventory obsolescence of $ 0 At June 30, 2022 and December 31, 2021, the Company had inventory of $ 5,675,741 4,359,296 Impairment
of Long-lived Assets Management
evaluates the recoverability of the Company’s identifiable intangible assets and other long-lived assets when events or circumstances
indicate a potential impairment exists, in accordance with the provisions of ASC 360-10-35-15 “Impairment or Disposal of Long-Lived
Assets.” If
impairment is indicated based on a comparison of the assets’ carrying values and the undiscounted cash flows, the impairment to
be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. There
were no Property
and Equipment Property
and equipment is stated at cost less accumulated depreciation. Depreciation is provided on the straight-line basis over the estimated
useful lives of the assets. Expenditures
for repair and maintenance which do not materially extend the useful lives of property and equipment are charged to operations. When
property or equipment is sold or otherwise disposed of, the cost and related accumulated depreciation are removed from the respective
accounts with the resulting gain or loss reflected in operations. Management
reviews the carrying value of its property and equipment whenever events or changes in circumstances indicate that the carrying amount
of the asset may not be recoverable. There
were no Right
of Use Assets and Lease Obligations The
Right of Use Asset and Lease Liability reflect the present value of the Company’s estimated future minimum lease payments over
the lease term, which may include options that are reasonably assured of being exercised, discounted using a collateralized incremental
borrowing rate. Typically,
renewal options are considered reasonably assured of being exercised if the associated asset lives of the building or leasehold improvements
exceed that of the initial lease term, and the performance of the business remains strong. Therefore, the Right of Use Asset and Lease
Liability may include an assumption on renewal options that have not yet been exercised by the Company. The Company’s
operating leases contained renewal options that expire at various dates with no residual
value guarantees. Future obligations relating to the exercise of renewal options is included in the measurement if, based on the judgment
of management, the renewal option is reasonably certain to be exercised. Factors in determining whether an option is reasonably certain
of exercise include, but are not limited to, the value of leasehold improvements, the value of the renewal rate compared to market rates,
and the presence of factors that would cause a significant economic penalty to the Company if the option is not exercised. Management
reasonably plans to exercise all options, and as such, all renewal options are included in the measurement of the right-of-use assets
and operating lease liabilities. As
the rate implicit in leases are not readily determinable, the Company uses an incremental borrowing rate to calculate the lease liability
that represents an estimate of the interest rate the Company would incur to borrow on a collateralized basis over the term of a lease
within a particular currency environment. See Note 8. Derivative
Liabilities The
Company analyzes all financial instruments with features of both liabilities and equity under FASB ASC Topic No. 480, (“ASC 480”),
“ Distinguishing Liabilities from Equity” Derivatives
and Hedging” Upon
conversion of a note for shares of common stock where the embedded conversion option has been bifurcated and accounted for as a derivative
liability, the Company records the shares at fair value, relieves all related notes, derivatives, and debt discounts, and recognizes
a net gain or loss on debt extinguishment. Equity instruments that are initially classified as equity that become subject to reclassification
under ASC Topic 815 are reclassified to liabilities at the fair value of the instrument on the reclassification date. Debt
Issue Cost Debt
issuance cost paid to lenders, or third parties are amortized to interest expense in the consolidated statements of operations, over
the life of the underlying debt instrument. Revenue
Recognition The
Company recognizes revenue in accordance with ASC 606 to align revenue recognition more closely with the delivery of the Company’s
services and will provide financial statement readers with enhanced disclosures. In accordance with ASC 606, revenue is recognized when
a customer obtains control of promised services. The amount of revenue recognized reflects the consideration to which the Company expects
to be entitled to receive in exchange for these services. To achieve this core principle, the Company applies the following five steps: Identify
the contract with a customer A
contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s
rights regarding the services to be transferred and identifies the payment terms related to these services, (ii) the contract has commercial
substance and, (iii) the Company determines that collection of substantially all consideration for services that are transferred is probable
based on the customer’s intent and ability to pay the promised consideration. The Company applies judgment in determining the customer’s
ability and intention to pay, which is based on a variety of factors including the customer’s historical payment experience or,
in the case of a new customer, published credit and financial information pertaining to the customer. Identify
the performance obligations in the contract Performance
obligations promised in a contract are identified based on the services that will be transferred to the customer that are both capable
of being distinct, whereby the customer can benefit from the service either on its own or together with other resources that are readily
available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the services
is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised services, the Company
must apply judgment to determine whether promised services are capable of being distinct and distinct in the context of the contract.
If these criteria are not met the promised services are accounted for as a combined performance obligation. Determine
the transaction price The
transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring services
to the customer. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration
that should be included in the transaction price utilizing either the expected value method or the most likely amount method depending
on the nature of the variable consideration. Variable consideration is included in the transaction price if, in the Company’s judgment,
it is probable that a significant future reversal of cumulative revenue under the contract will not occur. None of the Company’s
contracts as of June 30, 2022 and December 31, 2021, respectively, contained a significant financing component. Allocate
the transaction price to performance obligations in the contract If
the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation.
However, if a series of distinct services that are substantially the same qualifies as a single performance obligation in a contract
with variable consideration, the Company must determine if the variable consideration is attributable to the entire contract or to a
specific part of the contract. For example, a bonus or penalty may be associated with one or more, but not all, distinct services promised
in a series of distinct services that forms part of a single performance obligation. Contracts that contain multiple performance obligations
require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis unless
the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service
that forms part of a single performance obligation. The Company determines standalone selling price based on the price at which the performance
obligation is sold separately. If the standalone selling price is not observable through past transactions, the Company estimates the
standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines
related to the performance obligations. Recognize
revenue when or as the Company satisfies a performance obligation The
Company satisfies performance obligations either over time or at a point in time. Revenue is recognized at the time the related performance
obligation is satisfied by transferring a promised service to a customer. The
following reflects additional discussion regarding our revenue recognition policies for each of our material revenue streams. For each
revenue stream we do not offer any returns, refunds or warranties, and no arrangements are cancellable. Additionally, all contract consideration
is fixed and determinable at the initiation of the contract. Performance obligations for Torch, TW and LogicsIQ are satisfied when services
are performed. Performance obligations for ECS and SB are satisfied at point of sale. For
each revenue stream we only have a single performance obligation. Surge
Phone Wireless (SPW) SPW
is licensed to provide subsidized mobile broadband services through the FCC’s Affordable Connectivity Program (ACP) to qualifying
low-income customers in fourteen states. Revenues are recognized when an ACP application is completed and accepted. Each month we reconcile
subscriber usage to ensure the service was utilized. A monthly file is submitted to the Universal Service Administrative Company for
review and approval, at which time we have completed our performance obligation and recognize accounts receivable and revenue. Revenues
are recorded in the month when services were rendered, with payment typically received on the 28th of the following month. Torch
Wireless Torch
Wireless is licensed to provide subsidized mobile broadband services through the FCC’s Affordable Connectivity Program (ACP) to
qualifying low-income customers in all fifty states. Revenues are recognized when an ACP application is completed and accepted. Each
month we reconcile subscriber usage to ensure the service was utilized. A monthly file is submitted to the Universal Service Administrative
Company for review and approval, at which time we have completed our performance obligation and recognize accounts receivable and revenue.
Revenues are recorded in the month when services were rendered, with payment typically received on the 28th of the following month. Surge
Blockchain Revenues
are generated through the sale of various products such as energy drinks, CBD products, and other top selling products in convenience
store and bodega nationwide. At the time in which our products are sold at the store our performance obligation is considered complete.
At point of sale, our web portal platform initiates an automated clearing house transaction (ACH) resulting in the recording revenue. LogicsIQ LogicsIQ
is an enterprise software development company providing marketing business intelligence (“BI”), plaintiff generation and
case load management solutions for law firms representing plaintiffs in Mass Tort legal cases. Revenues are earned from our lead generation
and retained services offerings. Lead
generation consist of sourcing leads, which requires us to drive traffic to our landing pages for a specific marketing campaign. We also
achieve this in certain marketing campaigns by using third-party preferred vendors to meet the needs of our clients. Revenues are recognized
at the time the lead is delivered to the client. If payment is received in advance of the delivery of services, it is included in deferred
revenue, and subsequently recognized once the performance obligation has been completed. Retained
service offerings consist of turning leads into a retained legal case. To provide this service to our customers, we qualify leads through
verification of information collected during the lead generation process. Additionally, we further qualify these leads using a client
questionnaire which assists in determining the services to be provided. The qualification process is completed using our call center
operations. If
payment is received in advance of the delivery of services, it is included in deferred revenue, and subsequently recognized once the
performance obligation has been completed. At the time of delivery of leads and the creation of retained cases (customers are qualified
at this point), our performance obligation has been completed and revenues are recognized. Arrangements with customers do not provide
the customer with the right to take possession of our software or platform at any time. Once the advertising is delivered, it is non-refundable. Surge
Fintech and ECS Revenues
are generated through the sale of telecommunication products such as mobile phones, wireless top-up refills, and other mobile related
products. At the time in which our products are sold through our online web portal (point of sale), our performance obligation is considered
complete. At point of sale, our web portal platform initiates an automated clearing house transaction (ACH) resulting in the recording
revenue. True
Wireless (TW) (Former Subsidiary) TW
was licensed to provide wireless services to qualifying low-income customers in five states. Revenues were recognized when a lifeline
application was completed and accepted. Each month we reconciled subscriber usage to ensure the service was utilized. A monthly file
was submitted to the Universal Service Administrative Company for review and approval, at which time we completed our performance obligation
and recognized accounts receivable and revenue. Revenues were recorded in the month when services were rendered, with payment typically
received on the 15 th TW
was sold in May 2021 and has been deconsolidated as of the disposal date. Contract
Liabilities (Deferred Revenue) Contract
liabilities represent deposits made by customers before the satisfaction of performance obligation and recognition of revenue. Upon completion
of the performance obligation(s) that the Company has with the customer based on the terms of the contract, the liability for the customer
deposit is relieved and revenue is recognized. At
June 30, 2022 and 2021, the Company had deferred revenue of $ 107,500 276,250 The
following represents the Company’s disaggregation of revenues for the six months ended June 30, 2022 and 2021: Schedule of Disaggregation of Revenue from Contracts with Customers
Six Months Ended
2022 2021
Revenue Revenue % of Revenues Revenue % of Revenues
Surge Phone Wireless $ 22,008,923 44.78 % $ 2,231 0.01 %
Surge Fintech and ECS 9,057,142 18.43 % 13,131,841 58.71 %
Torch Wireless 12,107,763 24.64 % - 0.00 %
LogicsIQ, Inc. 5,925,016 12.06 % 7,996,905 35.75 %
Surge Blockchain, LLC 47,671 0.10 % 77,918 0.35 %
True Wireless - 0.00 % 1,157,981 5.18 %
Total Revenues $ 49,146,515 100 % $ 22,366,876 100 % Cost
of Revenues Cost
of revenues consists of purchased telecom services including data usage and access to wireless networks. Additionally, prepaid phone cards, commissions and advertising costs. Income
Taxes The
Company accounts for income tax using the asset and liability method prescribed by ASC 740, “Income Taxes”. The
Company follows the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 “Income Taxes”. Using
that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position
will be sustained upon examination by the tax authorities. As of June 30, 2022 and December 31, 2021, respectively, the Company had
no The
Company recognizes interest and penalties related to uncertain income tax positions in other expense. No Investment
– Former Related Party On
January 17, 2019, we announced the completion of an agreement to acquire a 40% Anthony
N. Nuzzo, a director and officer and the holder of approximately 10% of our voting equity had a controlling interest in CenterCom Global.
During 2022, Mr. Nuzzo passed away. See Form 8-K filed on March 24, 2022. The
strategic partnership with CenterCom as a bilingual operations hub has powered our growth and revenue. CenterCom has been built to support
the infrastructure required to rapidly scale in synergy and efficiency to support our sales growth, customer service and development. We
account for this investment under the equity method. Investments accounted for under the equity method are recorded based upon the amount
of our investment and adjusted each period for our share of the investee’s income or loss. All investments are reviewed for changes
in circumstance or the occurrence of events that suggest an other than temporary event where our investment may not be recoverable. At
June 30, 2022 and December 31, 2021, our investment in CenterCom was $ 453,624 443,288 During
the three months ended June 30, 2022 and 2021, we recognized a gain of $ 35,519 49,145 During
the six months ended June 30, 2022 and 2021, we recognized a gain of $ 10,336 24,628 During
2021, CenterCom forgave $ 429,010 Advertising
Costs Advertising
costs are expensed as incurred. Advertising costs are included as a component of general and administrative expense in the consolidated
statements of operations. The
Company recognized $ 52,524 115,533 The
Company recognized $ 136,006 562,292 Stock-Based
Compensation The
Company accounts for our stock-based compensation under ASC 718 “Compensation – Stock Compensation” The
Company uses the fair value method for equity instruments granted to non-employees and use the Black-Scholes model for measuring the
fair value of options. The
fair value of stock-based compensation is determined as of the date of the grant or the date at which the performance of the services
is completed (measurement date) and is recognized over the vesting periods. When
determining fair value of stock-based compensation, the Company considers the following assumptions in the Black-Scholes model:
● Exercise
price,
● Expected
dividends,
● Expected
volatility,
● Risk-free
interest rate; and
● Expected
life of option Stock
Warrants In
connection with certain financing (debt or equity), consulting and collaboration arrangements, the Company may issue warrants to purchase
shares of its common stock. The outstanding warrants are standalone instruments that are not puttable or mandatorily redeemable by the
holder and are classified as equity awards. The Company measures the fair value of warrants issued for compensation using the Black-Scholes
option pricing model as of the measurement date. However, for warrants issued that meet the definition of a derivative liability, fair
value is determined based upon the use of a binomial pricing model. Warrants
issued in conjunction with the issuance of common stock are initially recorded at fair value as a reduction in additional paid-in capital
of the common stock issued. All other warrants (for services) are recorded at fair value and expensed over the requisite service period
or at the date of issuance if there is not a service period. Basic
and Diluted Earnings (Loss) per Share and Reverse Stock Split Pursuant
to ASC 260-10-45, basic earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of
shares of common stock outstanding for the periods presented. Diluted
earnings per share is computed by dividing net income by the weighted average number of shares of common stock, common stock equivalents
and potentially di |
