Boxlight (BOXL) 10-Q 9 Nov 22 2022 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2022	Nov. 07, 2022
Document and Entity Information
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2022
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	001-37564
Entity Registrant Name	BOXLIGHT CORPORATION
Entity Central Index Key	0001624512
Entity Tax Identification Number	46-4116523
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	2750 Premiere Parkway, Suite 900
Entity Address, City or Town	Duluth
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30097
City Area Code	(678)
Local Phone Number	367-0809
Title of 12(b) Security	Common Stock
Trading Symbol	BOXL
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		74,124,212

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Condensed Consolidated Statements of Operations and Comprehensive Loss
Revenues, net	$ 68,736,000	$ 61,008,000	$ 178,967,000	$ 141,186,000
Cost of revenues	47,716,000	45,210,000	128,497,000	104,002,000
Gross profit	21,020,000	15,798,000	50,470,000	37,184,000
Operating expense:
General and administrative expenses	13,952,000	11,933,000	44,714,000	32,844,000
Research and development	604,000	355,000	1,865,000	1,310,000
Total operating expense	14,556,000	12,288,000	46,579,000	34,154,000
Income from operations	6,464,000	3,510,000	3,891,000	3,030,000
Other income (expense):
Interest expense, net	(2,598,000)	(870,000)	(7,330,000)	(2,652,000)
Other income (expense), net	(128,000)	34,000	(204,000)	54,000
Gain (loss) on settlement of liabilities, net		(614,000)	856,000	(2,992,000)
Changes in fair value of derivative liabilities	(113,000)	60,000	1,537,000	(164,000)
Total other expense	(2,839,000)	(1,390,000)	(5,141,000)	(5,754,000)
Income (loss) before income taxes	3,625,000	2,120,000	(1,250,000)	(2,724,000)
Income tax expense	(520,000)	(1,391,000)	(475,000)	(3,936,000)
Net income (loss)	3,105,000	729,000	(1,725,000)	(6,660,000)
Fixed dividends - Series B Preferred	(317,000)	(317,000)	(952,000)	(952,000)
Deemed contribution -Series B Preferred				367,000
Net income (loss) attributable to common stockholders	2,788,000	412,000	(2,677,000)	(7,245,000)
Comprehensive loss:
Net income (loss)	3,105,000	729,000	(1,725,000)	(6,660,000)
Foreign currency translation adjustment	(5,040,000)	(2,008,000)	(11,449,000)	(1,738,000)
Total comprehensive loss	$ (1,935,000)	$ (1,279,000)	$ (13,174,000)	$ (8,398,000)
Net income (loss) per common share - basic	$ 0.04	$ 0.01	$ (0.04)	$ (0.12)
Net income (loss) per common share - diluted	$ 0.03	$ 0.01	$ (0.04)	$ (0.12)
Weighted average number of common shares outstanding - basic	71,547	60,094	67,458	57,723
Weighted average number of common shares outstanding - diluted	89,574	64,710	67,458	57,723

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 21,952	$ 17,938
Accounts receivable - trade, net of allowances	51,254	29,573
Inventories, net of reserves	49,435	51,591
Prepaid expenses and other current assets	9,013	9,444
Total current assets	131,654	108,546
Property and equipment, net of accumulated depreciation	1,675	1,073
Operating lease right of use asset	4,370
Intangible assets, net of accumulated amortization	51,913	65,532
Goodwill	24,524	26,037
Other assets	363	248
Total assets	214,499	201,436
Current liabilities:
Accounts payable and accrued expenses	48,410	33,638
Short-term debt	9,224	9,804
Operating lease liabilities, current	1,767
Deferred revenues, current	8,194	7,575
Derivative liabilities	1,527	3,064
Other short-term liabilities	258	667
Total current liabilities	69,380	54,748
Deferred revenues, non-current	15,016	13,952
Long-term debt	44,056	42,137
Deferred tax liabilities, net	8,036	8,449
Operating lease liabilities, non-current	2,594
Other long-term liabilities	148	340
Total liabilities	139,230	119,626
Commitments and contingencies (Note 15)
Mezzanine equity:
Total mezzanine equity	28,509	28,509
Stockholders' equity:
Preferred stock, $0.0001 par value, 50,000,000 shares authorized; 167,972 and 167,972 shares issued and outstanding, respectively
Common stock, $0.0001 par value, 200,000,000 shares authorized; 74,123,492 and 63,821,901 Class A shares issued and outstanding, respectively	7	6
Additional paid-in capital	117,499	110,867
Accumulated deficit	(63,025)	(61,300)
Accumulated other comprehensive (loss) income	(7,721)	3,728
Total stockholders' equity	46,760	53,301
Total liabilities and stockholders' equity	214,499	201,436
Series B Preferred Stock
Mezzanine equity:
Total mezzanine equity	16,146	16,146
Series C Preferred Stock
Mezzanine equity:
Total mezzanine equity	$ 12,363	$ 12,363

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued	167,972	167,972
Preferred stock, shares outstanding	167,972	167,972
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Class A common stock
Common stock, shares authorized	150,000,000
Common stock, shares issued	74,123,492	63,821,901
Common stock, shares outstanding	74,123,492	63,821,901
Series B Preferred Stock
Mezzanine equity, shares issued	1,586,620	1,586,620
Mezzanine equity, shares outstanding	1,586,620	1,586,620
Series C Preferred Stock
Mezzanine equity, shares issued	1,320,850	1,320,850
Mezzanine equity, shares outstanding	1,320,850	1,320,850

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands	Series A Preferred Stock. Series A Preferred Stock	Series A Preferred Stock.	Class A Common Stock	Additional Paid-in Capital.	Accumulated Other Comprehensive Loss	Accumulated Deficit.	Series A Preferred Stock	Total
Beginning balance, value at Dec. 31, 2020			$ 6	$ 86,768	$ 5,192	$ (47,498)		$ 44,468
Beginning balance, shares at Dec. 31, 2020			53,343,518				167,972
Shares issued for acquisition				404				404
Shares issued for acquisition (in shares)			142,882
Stock options exercised				405				$ 405
Stock options exercised (in shares)			481,834					481,834
Warrants exercised				203				$ 203
Warrants exercised (in shares)			95,749
Stock compensation				3,020				3,020
Foreign currency translation					(1,739)			(1,739)
Fixed dividends Preferred Series B				(951)				(951)
Net income (loss)						(6,659)		(6,659)
Conversion of accounts payable liabilities				1,626				1,626
Conversion of accounts payable liabilities (in shares)			793,375
Conversion of debt obligations				13,783				$ 13,783
Conversion of debt obligations (in shares)			5,693,481
Conversion of restricted shares (in shares)			760,060					760,060
Deemed contribution from Series B preferred				367				$ 367
Ending balance, value at Sep. 30, 2021			$ 6	105,625	3,453	(54,157)		54,927
Ending balance, shares at Sep. 30, 2021			61,310,899				167,972
Beginning balance, value at Jun. 30, 2021			$ 6	100,559	5,461	(54,886)		51,140
Beginning balance, shares at Jun. 30, 2021			59,102,072				167,972
Stock options exercised				159				$ 159
Stock options exercised (in shares)			162,400					162,000
Warrants exercised				152				$ 152
Warrants exercised (in shares)			75,000
Stock compensation				1,161				1,161
Foreign currency translation					(2,008)			(2,008)
Fixed dividends Preferred Series B				(317)				(317)
Net income (loss)						729		729
Conversion of debt obligations				3,911				$ 3,911
Conversion of debt obligations (in shares)			1,755,009
Conversion of restricted shares (in shares)			216,418					217,000
Ending balance, value at Sep. 30, 2021			$ 6	105,625	3,453	(54,157)		$ 54,927
Ending balance, shares at Sep. 30, 2021			61,310,899				167,972
Beginning balance, value at Dec. 31, 2021			$ 6	110,867	3,728	(61,300)		53,301
Beginning balance, shares at Dec. 31, 2021	167,972		63,821,901
Shares issued for acquisition				150				150
Shares issued for acquisition (in shares)			230,770
Stock options exercised				69				$ 69
Stock options exercised (in shares)			193,841					193,841
Issuance of warrants and prefunded warrants				2,348				$ 2,348
Vesting of restricted share units (in shares)			1,995,871
Warrants exercised (in shares)			352,940
Issuance of stock			$ 1	2,352				2,353
Issuance of stock (in shares)			7,000,000
Stock compensation				2,665				2,665
Foreign currency translation					(11,449)			(11,449)
Fixed dividends Preferred Series B				(952)				(952)
Net income (loss)						(1,725)		$ (1,725)
Conversion of debt obligations (in shares)			528,169
Conversion of restricted shares (in shares)								1,995,871
Ending balance, value at Sep. 30, 2022			$ 7	117,499	(7,721)	(63,025)		$ 46,760
Ending balance, shares at Sep. 30, 2022	167,972	167,972	74,123,492
Beginning balance, value at Jun. 30, 2022			$ 7	112,352	(2,681)	(66,130)		43,548
Beginning balance, shares at Jun. 30, 2022	167,972		66,207,717
Shares issued for acquisition				150				$ 150
Shares issued for acquisition (in shares)			230,770
Stock options exercised (in shares)								0
Issuance of warrants and prefunded warrants				2,348				$ 2,348
Vesting of restricted share units				11				11
Vesting of restricted share units (in shares)			332,065
Warrants exercised (in shares)			352,940
Issuance of stock				2,352				2,352
Issuance of stock (in shares)			7,000,000
Stock compensation				603				603
Foreign currency translation					(5,040)			(5,040)
Fixed dividends Preferred Series B				(317)				(317)
Net income (loss)						3,105		$ 3,105
Conversion of restricted shares (in shares)								332,065
Ending balance, value at Sep. 30, 2022			$ 7	$ 117,499	$ (7,721)	$ (63,025)		$ 46,760
Ending balance, shares at Sep. 30, 2022	167,972	167,972	74,123,492

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities:
Net loss	$ (1,725)	$ (6,660)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Amortization of debt discount and issuance cost	1,645	1,473
Bad debt expense (recovery)	9	(114)
(Gain) loss on settlement of liabilities	(856)	2,992
Changes in deferred tax assets and liabilities	(654)	912
Change in allowance for sales returns and volume rebate	431	542
Change in inventory reserve	634	56
Change in fair value of derivative liability	(1,537)	164
Shares issued for interest payment on notes payable		512
Stock compensation expense	2,665	3,020
Depreciation and amortization	6,818	5,264
Non-cash lease expense	(20)
Changes in operating assets and liabilities:
Accounts receivable - trade	(26,240)	(26,658)
Inventories	(4,722)	(10,084)
Prepaid expenses and other assets	(41)	(8,375)
Other assets	(332)
Accounts payable and accrued expenses	21,592	17,865
Other liabilities	(1,737)	2,134
Deferred revenues	4,570	3,875
Net cash provided by (used in) operating activities	500	(13,082)
Cash flows from investing activities:
Business acquisitions (net of cash acquired)		(804)
Asset acquisition	(100)
Purchases of property and equipment, net	(960)	(139)
Net cash used in investing activities	(1,060)	(943)
Cash flows from financing activities:
Net proceeds from issuance of common stock and warrants, net of issuance costs	4,700	405
Proceeds from issuances of short-term debt	2,500	43,269
Proceeds from exercise of options and warrants	70
Principal payments on debt	(1,878)	(35,487)
Debt issuance costs		(70)
Payments of fixed dividends to Series B Preferred stockholders	(952)	(952)
Net cash provided by financing activities	4,440	7,165
Effect of foreign currency exchange rates	134	(377)
Net increase (decrease) in cash and cash equivalents	4,014	(7,237)
Cash and cash equivalents, beginning of the period	17,938	13,460
Cash and cash equivalents, end of the period	21,952	6,223
Supplemental cash flow disclosures:
Cash paid for income taxes	1,615	1,458
Cash paid for interest	7,346	2,130
Non-cash investing and financing transactions:
Shares issued to settle accounts payable		1,626
Exercise of warrants		203
Deemed contribution - Series B Preferred		367
Deferred consideration for acquisition		537
Shares issued to convert notes payable and accrued interest		13,786
Shares issued for asset acquisition	$ 150	$ 403

ORGANIZATION AND SIGNIFICANT AC

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2022
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES	NOTE 1 – ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES NATURE OF OPERATIONS Boxlight Corporation, a Nevada Corporation, (“Boxlight”) designs, produces and distributes interactive technology solutions to the education, corporate and government markets under its Clevertouch and Mimio brands. The Company’s solutions include interactive displays, collaboration software, supporting accessories and professional services. BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION The accompanying unaudited condensed consolidated financial statements include the accounts of Boxlight and its wholly owned subsidiaries (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim unaudited condensed consolidated financial information and interim financial reporting guidelines and rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all the information and notes required by GAAP for complete condensed consolidated financial statements. The unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the year ended December 31, 2021 and notes thereto contained in the Company’s Annual Report on Form 10-K. Certain information and note disclosures normally included in consolidated financial statements have been condensed. The December 31, 2021 balance sheet included herein was derived from the audited consolidated financial statements, but does not include all disclosures, including notes, required by GAAP for complete financial statements. ESTIMATES AND ASSUMPTIONS The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Note 1 in the Notes to the Consolidated Financial Statements for 2021 contained in the Annual Report on Form 10-K, filed with the SEC on April 13, 2022, describes the significant accounting policies that the Company used in preparing its dated condensed financial statements. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to revenue/reserves and allowances. The Company bases estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from these estimates under different assumptions or conditions. FAIR VALUE OF FINANCIAL INSTRUMENTS The Company’s financial instruments primarily include cash, accounts receivable, derivative liabilities, accounts payable and debt. Due to the short-term nature of cash, accounts receivables and accounts payable, the carrying amounts of these assets and liabilities approximate their fair value. Debt approximates fair value due to either the short-term nature, variable rate, or recent execution of the debt agreement. The amount of consideration received is deemed to approximate the fair value of long-term debt net of any debt discount and issuance cost. Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants. A fair value hierarchy has been established for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows: ● Level 1 Inputs - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. ● Level 2 Inputs - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means. ● Level 3 Inputs - Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. The following table sets forth, by level within the fair value hierarchy, the Company’s financial liabilities that were accounted for at fair value on a recurring basis as of September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Markets for Other Significant Carrying ​ ​ Identical ​ Observable ​ Unobservable ​ Value as of ​ ​ Assets ​ Inputs ​ Inputs ​ September 30, Description ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ 2022 Derivative liabilities - warrant instruments ​ $ — ​ $ — ​ $ 1,527 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Markets for Other Significant Carrying ​ ​ Identical ​ Observable ​ Unobservable ​ Value as of ​ ​ Assets ​ Inputs ​ Inputs ​ December 31, Description ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ 2021 Derivative liabilities - warrant instruments ​ $ — ​ $ — ​ $ 3,064 ​ $ 3,064 ​ ​ The following tables reconcile the beginning and ending balances of the warrant instruments within Level 3 of the fair value hierarchy: ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, June 30, 2022 ​ $ 1,414 Change in fair value of derivative liabilities ​ 113 Balance, September 30, 2022 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, December 31, 2021 ​ $ 3,064 Change in fair value of derivative liabilities ​ 1,537 Balance, September 30, 2022 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, June 30, 2021 ​ $ 536 Exercise of warrants ​ (171) Change in fair value of derivative liabilities ​ ​ (9) Balance, September 30, 2021 ​ $ 356 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, December 31, 2020 ​ $ 363 Exercise of warrants ​ (171) Change in fair value of derivative liabilities ​ 164 Balance, September 30, 2021 ​ $ 356 ​ INCOME (LOSS) PER COMMON SHARE Basic net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period giving effect to all potentially dilutive securities to the extent they are dilutive. The dilutive effect of options to purchase common stock, restricted stock units subject to vesting and other share-based payment awards is calculated using the “treasury stock method,” which assumes that the “proceeds” from the exercise of these instruments are used to purchase common shares at the average market price for the period. The dilutive effect of convertible securities is calculated using the “if-converted method.” Under the if-converted method, securities are assumed to be converted at the beginning of the period, and the resulting common shares are included in the denominator of the diluted calculation for the entire period being presented. For the three months ended September 30, 2022 and September 30, 2021, where the Company had income, approximately 17.7 million and 1.89 million of potentially dilutive shares were excluded from the computation of diluted earnings per share due to their antidilutive effect. For the nine months ended September 30, 2022 potentially dilutive securities that were not included in the diluted per share calculation because they would be anti-dilutive comprise 7.2 million shares from options to purchase common shares and unvested restricted shares as well as 10.8 million shares issuable upon exercise of warrants. Additionally, potentially dilutive securities of 17.8 million from the assumed conversion of preferred stock are excluded from the denominator because they would be anti-dilutive. For the nine months ended September 30, 2021 potentially dilutive securities that were not included in the diluted per share calculation because they would be anti-dilutive comprise 6.7 million shares from options to purchase common shares and unvested restricted shares as well as 265,000 shares issuable upon exercise of warrants. Additionally, potentially dilutive securities of 17.8 million from the assumed conversion of preferred stock are excluded from the denominator because they would be anti-dilutive. ​ REVENUE RECOGNITION The Company recognizes revenue at the amount to which it expects to be entitled when control of the products or services is transferred to its customers. Control is generally transferred when the Company has a present right to payment and the title, and the significant risks and rewards of ownership of products or services are transferred to its customers. Product revenue is derived from the sale of projectors, interactive panels and related software and accessories to distributors, resellers, and end users. Service revenue is derived from hardware maintenance services, product installation, training, software maintenance, and subscription services. Nature of Products and Services and Related Contractual Provisions The Company’s sales of interactive devices, including panels, projectors, and other interactive devices generally include hardware maintenance services, a license to software, and the provision of related software maintenance. In most cases, interactive devices are sold with hardware maintenance services with terms of approximately 60 months. Software maintenance includes technical support, product updates on a when and if available basis, and error correction services. At times, non-interactive projectors are also sold with hardware maintenance services with terms of approximately 60 months. The Company also licenses software independently of its interactive devices, in which case it is bundled with software maintenance, and in some cases, subscription services that include access to on-line content, and cloud-based applications. The Company’s software subscription services provide access to content and software applications on an as needed basis over the Internet, but do not provide the right to take delivery of the software applications. The Company’s product sales, including those with software and related services, generally include a single payment up front for the products and services, and revenue is recorded net of estimated sales returns and rebates based on the Company’s expectations and historical experience. For most of the Company’s product sales, control transfers, and therefore, revenue is recognized when products are shipped at the point of origin. When the Company transfers control of its products to the customer prior to the related shipping and handling activities, the Company has adopted a policy of accounting for shipping and handling activities as a fulfillment cost rather than a performance obligation. For many of the Company’s software product sales, control is transferred when shipped at the point of origin since the software is installed on the interactive hardware device in advance of shipping. For software product sales, control is transferred when the customer receives the related interactive hardware since the customer’s connection to the interactive hardware activates the software license at which time the software is made available to the customer. For the Company’s software maintenance, hardware maintenance, and subscription services, revenue is recognized ratably over time as the services are provided since time is the best output measure of how those services are transferred to the customer. Customer Financing Arrangements Through a third-party leasing partner, we provide financing programs that are designed to offer customers a variety of options to purchase interactive technology solutions whereby customers enter into purchase agreements with the Company along with a separate financing or leasing contract with a third-party lender, who advances the proceeds from the sale to us upon contract execution and shipment of goods. In such situations, the sales to the customer are final and the Company bears no risk of loss regarding subsequent payments. Significant Judgments For contracts with multiple performance obligations, each of which represent promises within a contract that are distinct, the Company allocates revenue to all distinct performance obligations based on their relative stand-alone selling prices (“SSPs”). The Company’s products and services included in its contracts with multiple performance obligations generally are not sold separately and there are no observable prices available to determine the SSP for those products and services. Since observable prices are not available, SSPs are established that reflect the Company’s best estimates of what the selling prices of the performance obligations would be if they were sold regularly on a stand-alone basis. The Company’s process for estimating SSPs without observable prices considers multiple factors that may vary depending upon the unique facts and circumstances related to each performance obligation including, when applicable, the estimated cost to provide the performance obligation, market trends in the pricing for similar offerings, product-specific business objectives, and competitor or other relevant market pricing and margins. Because observable prices are generally not available for the Company’s performance obligations that are sold in bundled arrangements, the Company does not apply the residual approach to determining SSP. However, the Company does have performance obligations for which pricing is highly variable or uncertain, and contracts with those performance obligations generally contain multiple performance obligations with highly variable or uncertain pricing. For these contracts the Company allocates the transaction price to those performance obligations using an alternative method of allocation that is consistent with the allocation objective and the guidance on determining SSPs considering, when applicable, the estimated cost to provide the performance obligation, market pricing for competing product or service offerings, residual values based on the estimated SSP for certain goods, product-specific business objectives, incremental values for bundled transactions that include a service relative to similar transactions that exclude the service, and competitor pricing and margins. A separate price has not been established by the Company for performance obligations generally included in its contracts. In addition, the Company’s contracts generally include performance obligations that are never sold separately, are proprietary in nature, and the related selling price of these products and services is highly variable or uncertain. Therefore, the SSP of these products and services is estimated using the alternative method described above. The Company has applied the portfolio approach to its allocation of the transaction price for certain portfolios of contracts that are executed in the same manner, contain the same performance obligations, and are priced in a consistent manner. The Company believes that the application of the portfolio approach produces the same result as if they were applied at the contract level. Contract Balances The timing of invoicing to customers often differs from the timing of revenue recognition and these timing differences can result in receivables, contract assets, or contract liabilities (deferred revenue) on the Company’s consolidated balance sheets. Fees for the Company’s product and most service contracts are fixed, except as adjusted for rebate programs when applicable, and are generally due within 30-60 days of contract execution. Fees for installation, training, and professional development services are fixed and generally become due as the services are performed. The Company has an established history of collecting under the terms of its contracts without providing refunds or concessions to its customers. The Company’s contractual payment terms do not vary when products are bundled with services that are provided over multiple years. In these contracts where services are expected to be transferred on an ongoing basis for several years after the related payment, the Company has determined that the contracts generally do not include a significant financing component. The upfront invoicing terms are designed 1) to provide customers with a predictable way to purchase products and services where the payment is due in the same timeframe as when the products, which constitute the predominant portion of the contractual value, are transferred, and 2) to ensure that the customer continues to use the related services; so that the customer will receive the optimal benefit from the products during the course of such product’s lifetime. Additionally, the Company has elected the practical expedient to exclude any financing component from consideration for contracts where, at contract inception, the period between the transfer of services and the timing of the related payment is not expected to exceed one year. The Company has an unconditional right to consideration for all products and services transferred to the customer. That unconditional right to consideration is reflected in accounts receivable in the accompanying condensed consolidated balance sheets in accordance with Topic 606. Contract liabilities are reflected in deferred revenue in the accompanying consolidated balance sheets and reflect amounts allocated to performance obligations that have not yet been transferred to the customer related to software maintenance, hardware maintenance, and subscription services. The Company has no material contract assets as of September 30, 2022, or December 31, 2021. During the three months ended September 30, 2022, and September 30, 2021, the Company recognized $2.2 million and $2.5 million of revenue that was included in the deferred revenue balance as of December 31, 2021, and December 31, 2020, respectively. During the nine months ended September 30, 2022, and September 30, 2021, the Company recognized $5.8 million and $4.4 million of revenue that was included in the deferred revenue balance as of December 31, 2021 and December 31, 2020, respectively. Variable Consideration The Company’s otherwise fixed consideration in its customer contracts may vary when refunds or credits are provided for sales returns, stock rotation rights, price protection provisions, or in connection with certain other rebate provisions. The Company generally does not allow product returns other than under assurance warranties or hardware maintenance contracts. However, the Company, on a case-by-case basis, will grant exceptions, mostly for “buyer’s remorse” where the distributor or reseller’s end customer either did not understand what they were ordering or otherwise determined that the product did not meet their needs. An allowance for sales returns is estimated based on an analysis of historical trends. In very limited situations, a customer may return previous purchases held in inventory for a specified period of time in exchange for credits toward additional purchases. The Company includes variable consideration in its transaction price when there is a basis to reasonably estimate the amount of the fee and it is probable there will not be a significant reversal. These estimates are generally made using the expected value method based on historical experience and are measured at each reporting date. There was no material revenue recognized in the three and nine months ended September 30, 2022 related to changes in estimated variable consideration that existed at June 30, 2022 or December 31, 2021. Remaining Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of accounting within the contract. The transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied by transferring the promised good or service to the customer. The Company identifies performance obligations at contract inception so that it can monitor and account for the obligations over the life of the contract. Remaining performance obligations represent the portion of the transaction price in a contract allocated to products and services not yet transferred to the customer. As of September 30, 2022 and December 31, 2021, the aggregate amount of the contractual transaction prices allocated to remaining performance obligations was $23.2 million and $21.5 million, respectively. The Company expects to recognize revenue on 33% of the remaining performance obligations during the next twelve months, 26% in the following twelve months, 22% in the twelve months ended September 30, 2025, 14% in the twelve months ended September 30, 2026, with the remaining 5% recognized thereafter In accordance with Topic 606, the Company has elected not to disclose the value of remaining performance obligations for contracts for which the Company recognizes revenue at the amount to which it has the right to invoice for services performed (for example, a time-and-materials professional services contracts). In addition, the Company has elected not to disclose the value of remaining performance obligations for contracts with performance obligations that are expected, at contract inception, to be satisfied over a period that does not exceed one year. Disaggregated Revenue The Company disaggregates revenue based upon the nature of its products and services and the timing and in the manner which it is transferred to the customer. Although all products are transferred to the customer at a point in time, hardware and some software is pre-installed on the interactive device are transferred at the point of shipment, while some software is transferred to the customer at the time the hardware is received by the customer or when software product keys are delivered electronically to the customer. All service revenue is transferred over time to the customer; however, professional services are generally transferred to the customer within a year from the contract date as measured based upon hours or time incurred while software maintenance, hardware maintenance, and subscription services are generally transferred over five years from the contract execution date as measured based upon the passage of time. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ ​ September 30, ​ September 30, ​ ​ ​ 2022 ​ 2021 ​ 2022 ​ 2021 ​ ​ (in thousands) (in thousands) ​ (in thousands) (in thousands) ​ Product revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ Hardware ​ $ 64,601 ​ $ 57,400 ​ $ 167,967 ​ $ 131,865 ​ Software ​ 906 ​ 1,395 ​ 3,959 ​ 3,445 ​ Service revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ Professional services ​ 1,359 ​ 534 ​ 2,192 ​ 1,103 ​ Maintenance and subscription services ​ 1,870 ​ 1,679 ​ 4,849 ​ 4,773 ​ ​ ​ $ 68,736 ​ $ 61,008 ​ $ 178,967 ​ $ 141,186 ​ ​ Contract Costs The Company capitalizes incremental costs to obtain a contract with a customer if the Company expects to recover those costs. The incremental costs to obtain a contract are those that the Company incurs to obtain a contract with a customer that it would not have otherwise incurred if the contract were not obtained (e.g., a sales commission). The Company capitalizes the costs incurred to fulfill a contract only if those costs meet all the following criteria: ● The costs relate directly to a contract or to an anticipated contract that the Company can specifically identify. ● The costs generate or enhance resources of the Company that will be used in satisfying (or in continuing to satisfy) performance obligations in the future. ● The costs are expected to be recovered. Certain sales commissions incurred by the Company are determined to be incremental costs to obtain the related contracts, which are deferred and amortized ratably over the estimated economic benefit period. For these sales commissions that are incremental costs to obtain where the period of amortization would be recognized over a period that is one year or less, the Company has elected the practical expedient to expense those costs as incurred. Commission costs that are deferred are classified as current or non-current assets based on the timing of when the Company expects to recognize the expense and are included in prepaid and other assets and other assets, respectively, in the accompanying condensed consolidated balance sheets. Total deferred commissions, net of accumulated amortization, was $274 thousand at September 30, 2022. Bill and Hold Arrangements From time to time the Company enters custodial bill and hold arrangements with customers. Each arrangement is reviewed, and revenue is recognized only when the following criteria have been met: (1) the reason for the bill-and-hold arrangement is substantive (2) the product is identified as the customer’s asset (3) the product is ready for delivery to the customer (4) there must be a fixed schedule for delivery (5) the seller cannot use the product or direct the product to another customer. At September 30, 2022, ​ RECENTLY ADOPTED ACCOUNTING STANDARDS Leases Accounting Standards Update ("ASU") No. 2016-02 "Leases” (Topic 842), as amended, requires that lessees and lessors recognize lease assets and lease liabilities on the balance sheet and disclose key information about leasing arrangements. The Company elected the modified retrospective approach which we applied on January 1, 2022, and therefore have not restated comparative periods. The Company elected certain relief options offered in ASU 2016-02 including the package of practical expedients, and the option not to recognize right-of-use assets and lease liabilities that arise from short-term leases (i.e., leases with terms of twelve months or less). The Company also elected the practical expedient to not separate lease and non-lease components, which allows it to account for lease and non-lease components as a single component. Finally, the Company elected the hindsight practical expedient to determine the lease term for existing leases. ​ The Company’s operating leases relate primarily to office space. As a result of the adoption of ASU 2016-02, the Company recognized an operating lease right-of-use ("ROU") asset of $3.8 million and a current operating lease liability of approximately $1.6 million and a long-term operating lease liability of approximately $2.3 million as of January 1, 2022, with no impact on the Company’s Condensed Consolidated Statement of Operations and Comprehensive Loss or Condensed Consolidated Statement of Cash Flows. The ROU asset and operating lease liabilities are recorded as separate line items in the Condensed Consolidated Balance Sheet. ​ ACCOUNTING STANDARDS PENDING ADOPTION In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments Credit Losses” (Topic 326): Measurement of Credit Losses on Financial Instruments. The new guidance replaces the incurred loss methodology with the current expected credit loss (CECL) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including trade accounts receivable. It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor in accordance with Topic 842. This new guidance changes the impairment model for most financial assets and certain other instruments. The standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently evaluating the impact that this standard will have, if any, on its financial statements. There were various other accounting standards and interpretations issued recently, some of which although applicable, are not expected to a have a material impact on the Company’s financial position, operations, or cash flows. ​ SUBSEQUENT EVENTS We reviewed all material events through the date on which these condensed consolidated financial statements were issued for subsequent event disclosure consideration as described in Note 17.

RECENT BUSINESS ACQUISITIONS

RECENT BUSINESS ACQUISITIONS	9 Months Ended
	Sep. 30, 2022
RECENT BUSINESS ACQUISITIONS
RECENT BUSINESS ACQUISITIONS	NOTE 2 – RECENT BUSINESS ACQUISITIONS FrontRow Calypso LLC ​ On December 31, 2021, the Company, and its wholly owned subsidiary, Boxlight, Inc., consummated the acquisition of 100% of the membership interests of FrontRow Calypso LLC, a Delaware limited liability company (“FrontRow”). FrontRow was acquired in exchange for payment of $34.7 million to Phonic Ear Inc. and Calypso Systems LLC, the equity holders of FrontRow. Based in Petaluma, California, FrontRow makes technology that improves communication in learning environments, including developing network-based solutions for intercom, paging, bells, mass notification, classroom sound, lesson sharing, AV control and management. FrontRow also has offices in Toronto, Copenhagen, Brisbane, Hamilton (UK) and Shenzhen. In order to finance the acquisition of FrontRow, the Company and substantially all of its direct and indirect subsidiaries, including Boxlight and FrontRow as guarantors, entered into a term loan credit facility with Whitehawk Finance LLC described in more detail in Note 9. The assets acquired and liabilities assumed were recorded at their estimated fair values at the acquisition date. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates, including the selection of valuation methodologies, estimates of future revenue, costs and cash flows, discount rates, and selection of comparable companies. The Company engaged the assistance of an independent third-party valuation specialist to determine certain fair value measurements related to acquired assets. The excess consideration over the net fair values of the assets acquired and liabilities assumed was recognized as goodwill. ​ The fair value or net realizable value of inventories at the date of acquisition was determined using a “top-down” approach based upon the estimated sales value, less a reasonable profit margin and less the estimated costs to dispose of the inventory, including selling costs and other disposal costs such as freight. Accordingly, the carrying amount of inventories at the acquisition date was increased to its estimated fair value based on these assumptions which will result in an increase in cost of revenues subsequent to the acquisition date in 2022. The fair value of accounts receivable acquired in connection with the acquisition approximated the contractual amount due from customers at that date. ​ The Company has early adopted ASU 2021-08, “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers” and therefore, the acquired contract liabilities of FrontRow have been recognized and measured in accordance with Topic 606 as follows. ​ ​ ​ ​ ​ ​ ​ (in thousands) Assets acquired: ​ Cash ​ $ 2,752 Accounts receivable ​ 3,381 Inventories ​ 10,240 Prepaid expenses ​ 883 Property and equipment ​ ​ 348 Total assets acquired ​ 17,604 ​ ​ ​ ​ Accounts payable and accrued expenses ​ ​ (1,501) Deferred revenue ​ ​ (1,225) Other liabilities ​ ​ (12) Total liabilities assumed ​ (2,738) ​ ​ ​ ​ Net tangible assets acquired ​ $ 14,866 ​ ​ ​ ​ Identifiable intangible assets: ​ ​ ​ Customer relationships ​ ​ 8,195 Trademarks ​ ​ 3,244 Technology ​ ​ 5,036 Non-compete ​ ​ 391 Total intangible assets subject to amortization ​ ​ 16,866 ​ ​ ​ ​ Goodwill ​ ​ 2,920 ​ ​ ​ ​ Total net assets acquired ​ $ 34,652 ​ ​ ​ ​ Consideration paid: ​ ​ ​ Cash ​ $ 34,652 ​ The following table presents the useful lives over which the acquired intangible assets will be amortized on a straight-line basis, which approximates the pattern by which the related economic benefits of the assets are consumed: ​ ​ ​ ​ ​ Estimated ​ ​ Weighted Average ​ ​ Life (years) Customer relationships 8 Trademarks 10 Technology ​ 8 Non-compete agreements ​ 3 ​ Interactive Concepts On March 23, 2021, the Company acquired 100% of the outstanding shares of Interactive Concepts BV, a company incorporated and registered in Belgium and a distributor of interactive technologies (“Interactive”), for total consideration of approximately $3.3 million in cash, common stock and deferred consideration. Interactive has been Boxlight’s key distributor in Belgium and Luxembourg. The following table summarizes the estimated acquisition date fair values of the net assets acquired and liabilities assumed, and the estimate of the fair value of consideration paid: ​ ​ ​ ​ ​ ​ ​ (in thousands) Assets acquired: ​ ​ ​ Cash ​ $ 1,647 Accounts receivable ​ ​ 1,045 Inventories ​ ​ 191 Property and equipment ​ ​ 37 Total assets acquired ​ ​ 2,920 ​ ​ ​ ​ Accounts payable and accrued expenses ​ ​ (821) Deferred tax liability ​ ​ (230) Total liabilities assumed ​ ​ (1,051) ​ ​ ​ ​ Net tangible assets acquired ​ ​ 1,869 Identifiable intangible assets: ​ ​ ​ Tradename ​ ​ 220 Customer relationships ​ ​ 745 Total intangible assets subject to amortization ​ ​ 965 ​ ​ ​ ​ Goodwill ​ ​ 439 ​ ​ ​ ​ Total net assets acquired ​ $ 3,273 ​ ​ ​ ​ Consideration paid: ​ ​ ​ Cash ​ $ 1,795 Deferred cash consideration ​ ​ 1,075 Common shares issued ​ ​ 403 ​ ​ ​ ​ Total consideration paid ​ $ 3,273 ​

ACCOUNTS RECEIVABLE - TRADE

ACCOUNTS RECEIVABLE - TRADE	9 Months Ended
	Sep. 30, 2022
ACCOUNTS RECEIVABLE - TRADE.
ACCOUNTS RECEIVABLE - TRADE	NOTE 3 – ACCOUNTS RECEIVABLE - TRADE Accounts receivable consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 ​ ​ ​ ​ ​ ​ ​ Accounts receivable – trade ​ $ 53,174 ​ $ 31,053 Allowance for doubtful accounts ​ (555) ​ (405) Allowance for sales returns and volume rebates ​ (1,365) ​ (1,075) Accounts receivable - trade, net of allowances ​ $ 51,254 ​ $ 29,573 ​

INVENTORIES

INVENTORIES	9 Months Ended
	Sep. 30, 2022
INVENTORIES.
INVENTORIES	NOTE 4 – INVENTORIES Inventories are stated at the lower of cost or net realizable value and include spare parts and finished goods. Inventories are primarily determined using specific identification and the first-in, first-out (“FIFO”) cost methods. Cost includes direct cost from the Current Manufacturer (“CM”) or Original Equipment Manufacturer (“OEM”), plus material overhead related to the purchase, inbound freight and import duty costs. Inventories consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 ​ ​ ​ ​ ​ ​ ​ Finished goods ​ $ 49,577 ​ $ 51,346 Spare parts ​ 998 ​ 260 Reserve for inventory obsolescence ​ ​ (1,232) ​ ​ (599) Advanced shipping costs ​ 92 ​ 584 Inventories, net ​ $ 49,435 ​ $ 51,591 ​

PREPAID EXPENSES AND OTHER CURR

PREPAID EXPENSES AND OTHER CURRENT ASSETS	9 Months Ended
	Sep. 30, 2022
PREPAID EXPENSES AND OTHER CURRENT ASSETS.
PREPAID EXPENSES AND OTHER CURRENT ASSETS	NOTE 5 – PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 ​ ​ ​ ​ ​ ​ ​ Prepayments to vendors ​ $ 7,085 ​ $ 7,739 Prepaid licenses and other ​ 1,928 ​ 1,705 Prepaid expenses and other current assets ​ $ 9,013 ​ $ 9,444 ​

INTANGIBLE ASSETS

INTANGIBLE ASSETS	9 Months Ended
	Sep. 30, 2022
INTANGIBLE ASSETS.
INTANGIBLE ASSETS	NOTE 6 – INTANGIBLE ASSETS Intangible assets consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Useful lives ​ 2022 ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ Patents ​ 4-10 years ​ $ 182 ​ $ 182 Customer relationships ​ 8-15 years ​ 47,650 ​ 55,158 Technology ​ 3-5 years ​ 8,521 ​ 8,901 Domain ​ 7 years ​ 14 ​ 14 Non-compete ​ 8-15 years ​ ​ 391 ​ ​ 391 Tradenames ​ 2-10 years ​ 12,065 ​ 13,085 Intangible assets, at cost ​ ​ ​ ​ 68,823 ​ 77,731 Accumulated amortization ​ ​ ​ ​ (16,910) ​ (12,199) Intangible assets, net of accumulated amortization ​ ​ ​ $ 51,913 ​ $ 65,532 ​ For the three months ended September 30, 2022 and 2021, the Company recorded amortization expense of $2.1 million and $1.8 million, respectively. For the nine months ended September 30, 2022 and 2021, the Company recorded amortization expense of $6.5 million and $5.2 million, respectively. Changes to gross carrying amount of recognized intangible assets due to translation adjustments include approximately $6.3 million reduction as of September 30, 2022 and $3.0 million increase as of December 31, 2021.

LEASES

LEASES	9 Months Ended
	Sep. 30, 2022
LEASES
LEASES	NOTE 7 – LEASES The Company has entered into various operating leases for certain office, support locations and vehicles with terms extending through February 2027. Generally, these leases have initial lease terms of five years or less. Many of the leases have one or more lease renewal options. The exercise of lease renewal options is at its sole discretion. The Company does not consider exercise of any lease renewal options reasonably certain. Certain of the Company’s lease agreements contain early termination options. No renewal options or early termination options have been included in the calculation of the operating right-of-use assets or operating lease liabilities. Certain of the Company’s lease agreements provide for periodic adjustments to rental payments for inflation. As the majority of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate at the commencement date in determining the present value of lease payments. The incremental borrowing rate is based on the term of the lease. In connection with the adoption of ASC 842, the Company used incremental borrowing rates on January 1, 2022 for operating leases that commenced prior to that date. Leases with an initial term of 12 months or less are not recorded on the balance sheet. For these short-term leases, lease expense is recognized on a straight-line basis over the lease term. At September 30, 2022, the Company had no leases classified as finance leases. The Company is not a lessor in any lease arrangement. ​ Operating lease expense was $439 thousand for the three months ended September 30, 2022 and $1.5 million for the nine months ended September 30, 2022. Variable lease costs and short-term lease cost were not material for the three and nine months ended September 30, 2022. Cash paid for amounts included in the measurement of lease liabilities was $267 thousand for the three months ended September 30, 2022 and $1.4 million for the nine months ended September 30, 2022. During the three months ended September 30, 2022, the Company obtained new operating lease right-of-use assets totaling $143 thousand and for the nine months ended September 30, 2022, the Company obtained $2.0 million in operating right-of-use assets. ​ Future maturities of the Company's operating lease liabilities are summarized as follows (in thousands): Fiscal year ended, ​ ​ ​ ​ 2022 $ 647 2023 ​ ​ 2,000 2024 ​ ​ 1,271 2025 ​ ​ 1,068 2026 ​ ​ 731 ​ ​ ​ 5,717 Less imputed interest ​ ​ (1,356) Total ​ $ 4,361 ​ Supplemental lease information ​ ​ ​ ​ ​ Weighted-average remaining lease term (years) ​ 3.5 ​ Weighted-average discount rate ​ 15.5 % ​

ACCOUNTS PAYABLE AND ACCRUED EX

ACCOUNTS PAYABLE AND ACCRUED EXPENSES	9 Months Ended
	Sep. 30, 2022
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
ACCOUNTS PAYABLE AND ACCRUED EXPENSES	​ ​ NOTE 8 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expense consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 Accounts payable ​ $ 38,955 ​ $ 25,714 Accrued expense ​ ​ 8,648 ​ ​ 6,440 Other ​ ​ 807 ​ ​ 1,484 Accounts payable and other liabilities ​ $ 48,410 ​ $ 33,638 ​

DEBT

DEBT	9 Months Ended
	Sep. 30, 2022
DEBT
DEBT	NOTE 9 – DEBT The following is a summary of the Company’s debt as of September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 Debt – Third Parties ​ ​ Paycheck Protection Program ​ $ 140 ​ $ 1,009 Note payable - Whitehawk ​ ​ 59,063 ​ ​ 58,500 Total debt ​ 59,203 ​ 59,509 Less: Discount and issuance costs ​ 5,923 ​ 7,568 Current portion of debt ​ 9,224 ​ 9,804 Long-term debt ​ $ 44,056 ​ $ 42,137 Total debt (net of discount and issuance costs) ​ $ 53,280 ​ $ 51,941 ​ Debt - Third Parties: Whitehawk Finance LLC ​ In order to finance the acquisition of FrontRow, the Company and substantially all of its direct and indirect subsidiaries, including Boxlight and FrontRow as guarantors, entered into a maximum $68.5 million term loan credit facility, dated December 31, 2021 (the “Credit Agreement”), with Whitehawk Finance LLC, as lender (the “Lender”), and White Hawk Capital Partners, LP, as collateral agent. The Company received an initial term loan of $58.5 million on December 31, 2021 (the “Initial Loan”) and was provided with a subsequent delayed draw facility of up to $10 million that may be provided for additional working capital purposes under certain conditions (the “Delayed Draw”). The Initial Loan and Delayed Draw are collectively referred to as the “Term Loans.” The proceeds of the Initial Loan were used to finance the Company’s acquisition of FrontRow, pay off all indebtedness owed to the Company’s then existing lenders, Sallyport Commercial Finance, LLC and Lind Global Asset Management, LLC, pay related fees and transaction costs, and provide working capital. Of the Initial Loan, $8.5 million was subject to repayment on February 28, 2022, with quarterly principal payments of $625,000 and interest payments commencing March 31, 2022 and the $40.0 million remaining balance plus any Delayed Draw loans becoming due and payable in full on December 31, 2025. The Term Loans bear interest at the LIBOR rate plus 10.75%; provided that after March 31, 2022, if the Company’s Senior Leverage Ratio (as defined in the Credit Agreement) is less than 2.25, the interest rate would be reduced to LIBOR plus 10.25%. Such terms are subject to the Company maintaining a borrowing base in terms compliant with the Credit Agreement. ​ In conjunction with its receipt of the Initial Loan, the Company issued to the Lender (i) 528,169 shares of Class A common stock (the “Shares”), which Shares were registered pursuant to its existing shelf registration statement and were delivered to the Lender in January 2022, (ii) a warrant to purchase 2,043,291 shares of Class A common stock (subject to increase to the extent of 3% of any Series B and Series C convertible preferred stock converted into Class A common stock), exercisable at $2.00 per share (the “Warrant”), which Warrant was subject to repricing on March 31, 2022 based on the arithmetic volume weighted average prices for the 30 trading days prior to September 30, 2022, in the event the Company’s stock is then trading below $2.00 per share, (iii) a 3% fee of $1,800,000, and (iv) a $500,000 original issue discount. In addition, the Company agreed to register for resale the shares issuable upon exercise of the Warrant. The Company also incurred agency fees, legal fees, and other costs in connection with the execution of the Credit Agreement totaling approximately $1.7 million. Under the terms of the warrant issued to Whitehawk on December 31, 2021, the exercise price of the warrants would reprice if the stock price on March 31, 2022 was less than the original exercise price, at which time the number of warrants would also be increased proportionately, so that after such adjustment the aggregate exercise price payable for the increased number of warrant shares would be the same as the aggregate exercise price previously in effect. The warrants repriced on March 31, 2022 to $1.19 per share and the shares increased to 3,434,103. ​ On July 22, 2022, the Company entered into a Securities Purchase Agreement with an accredited institutional investor. According to the terms of the Whitehawk agreement, this purchase agreement triggered a reduction of the exercise price of the warrants and a revaluation of the derivative liability. The warrants were repriced to $1.10 and shares increased to 3,715,075. ​ On March 29, 2022, the Company received a notice from the collateral agent, alleging, among other things, defaults as a result of (i) failure to repay $8.5 million of the facility by February 28, 2022, (ii) non-compliance with the borrowing base resulting in the Company being in an over advance position under the Credit Agreement, and (iii) failure to timely provide certain reports and documents. As a result, all accrued and unpaid interest owed under the Term Loan, became subject to a post-default interest rate equal to the highest interest rate allowed for under the Credit Agreement plus 2.50% until such time as the events of default were either waived or cured. In February 2022, WhiteHawk and the Company agreed in principle to an extension of the February 2022 Payment. Pursuant to amendment to the Credit Agreement, dated April 4, 2022, the Collateral Agent and Lender agreed to extend the terms of repayment of the $8.5 million originally due on February 28, 2022 until February 28, 2023 and waive and/or otherwise extend compliance with certain other terms of the Credit Agreement in order to allow the Loan Parties adequate time to comply with such terms. In July 2022, the Company and Whitehawk agreed that the notice had inadvertently included the default with respect to the failure to repay ​ ​ On June 21, 2022, the Company and substantially all of its direct and indirect subsidiaries (together with the Company, the “Loan Parties”), entered into a second amendment (the “Second Amendment”) to the four year term loan credit facility, originally entered into December 31, 2021 and as amended on April 4, 2022 (the “Credit Agreement”), with the Collateral Agent and Lender. ​ The Second Amendment to the Credit Agreement was entered into for purposes of the Lender funding a $2.5 million delayed draw term loan and adjusting certain terms to the Credit Agreement, including adjusting the Applicable Margin (as defined in the Second Amendment) to 13.25% for LIBOR Rate Loans and 12.25% for Reference Rate Loans, increasing the definition of change of control from 33% voting power to 40% voting power, requiring the Company to engage a financial advisor, and allowing additional time, until July 15, 2022, for the Company to come into compliance with certain borrowing base requirements set forth in the Second Amendment to the Credit Agreement, among other adjustments. During the three-month period ending September 30, 2022, the Company repaid principal of $656 thousand and interest of $2.0 million to Whitehawk. During the nine-month period ending September 30, 2022, the Company repaid principal of $1.9 million and interest of $5.6 million to Whitehawk. ​ Lind Global Marco Fund and Lind Global Asset Management During the nine months ended September 30, 2021, the Company repaid principal of $9.9 million and interest of $511 thousand, to Lind Global by issuing a total of 5.7 million shares of Class A common stock with an aggregate value of $13.8 million to Lind Global and recognized a loss extinguishment of debt of approximately $3.4 million. ​ Paycheck Protection Program Loan On May 22, 2020, the Company received loan proceeds of $1.1 million under the Paycheck Protection Program. During 2021, the Company applied for forgiveness in the amount of $836 thousand. On March 2, 2022, we received a decision letter from the lender that the forgiveness application had been approved, leaving a remaining balance of $173 thousand to be paid. The Company received a payment schedule from our lender on May 5, 2022, extending the payoff date until May 2025. The amount remaining on the loan at September 30, 2022 was $140 thousand. Everest Display, Inc. On January 26, 2021, the Company entered into an agreement with EDI and EDI’s subsidiary, AMAGIC, settling $1,983,436 in accounts payable owed by the Company to EDI for 793,375 shares of Class A common stock. During the nine months ended September 30, 2021, the Company recognized a $357 thousand gain. ​ Accounts Receivable Financing – Sallyport Commercial Finance On September 30, 2020, Boxlight Inc. and EOS EDU LLC entered into an asset-based lending agreement with Sallyport Commercial Finance, LLC (“Sallyport”). Sallyport agreed to purchase 90% of the eligible accounts receivable of the Company during the Term with a right of recourse back to the Company if the receivables are not collectible. Advances against this agreement accrue interest at the rate of 3.50% in excess of the highest prime rate publicly announced from time to time with a floor of 3.25%. In addition, the Company is required to pay a daily audit fee of $950 per day. On July 20, 2021, Boxlight and Sallyport amended the Accounts Receivable Agreement (the “ARC Amendment”) for purposes of increasing the Maximum Facility Limit Amount to $13,000,000, as well as increasing the minimum monthly sales from $1,250,000 to $3,000,000. In exchange for entry into the ARC Amendment, Boxlight agreed to a fee of $50,000, representing one percent of the increased Maximum Facility Limit Amount. Other terms of the Accounts Receivable Agreement remain unchanged. On August 6, 2021, Boxlight and Sallyport entered into an additional amendment of the Accounts Receivable Agreement (the “Second ARC Amendment”), which further increased the Maximum Facility Limit Amount to $15,000,000. In exchange for entry into the Second ARC Amendment, Boxlight agreed to a fee of $20,000, representing one percent of the increased Maximum Facility Limit Amount. Other terms of the Accounts Receivable Agreement remain unchanged.

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES	9 Months Ended
	Sep. 30, 2022
DERIVATIVE LIABILITIES.
DERIVATIVE LIABILITIES	NOTE 10 – DERIVATIVE LIABILITIES The Company determined that certain warrants to purchase common stock do not satisfy the criteria for classification as equity instruments due to the existence of certain net cash and non-fixed settlement provisions that are not within the sole control of the Company. Conversion and exercise prices may be lowered if the Company issues securities at lower prices in the future. Such warrants are measured at fair value at each reporting date, and the changes in fair value are included in determining net income (loss) for the period. The Company used a Monte Carlo Simulation model to determine the fair value of the derivative liabilities at September 30, 2022 and December 31, 2021. ​ ​ ​ ​ ​ ​ ​ September 30, 2022 Common stock issuable upon exercise of warrants ​ 3,715,075 ​ Market value of common stock on measurement date ​ $ 0.62 ​ Exercise price ​ $ 1.10 ​ Risk free interest rate (1) ​ 4.07 % Expected life in years ​ 4.25 years ​ Expected volatility (2) ​ 92 % Expected dividend yields (3) ​ — % ​ ​ ​ ​ ​ ​ ​ December 31, 2021 Common stock issuable upon exercise of warrants ​ 2,043,291 ​ Market value of common stock on measurement date ​ $ 1.38 ​ Exercise price ​ $ 2.00 ​ Risk free interest rate (1) ​ 1.25 % Expected life in years ​ 5 years ​ Expected volatility (2) ​ 79 % Expected dividend yields (3) ​ — % ​ ​ (1) The risk-free interest rate was determined by management using the applicable Treasury Bill as of the measurement date. (2) The Company does not expect to pay a dividend in the foreseeable future.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2022
INCOME TAXES
INCOME TAXES	NOTE 11 – INCOME TAXES Pretax (loss) income resulting from domestic and foreign operations is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Three Months Three Months ​ ​ Ended ​ Ended ​ ​ September 30 ​ September 30, ​ ​ 2022 ​ 2021 United States ​ $ 3,320 ​ $ (3,114) Foreign ​ 305 ​ 5,234 Total pretax book income ​ $ 3,625 ​ $ 2,120 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended Nine Months Ended ​ ​ September 30 ​ September 30, ​ 2022 2021 United States ​ $ (589) ​ $ (8,541) Foreign ​ (661) ​ 5,817 Total pretax book loss ​ $ (1,250) ​ $ (2,724) ​ ​ The Company recorded income tax expense of $520 thousand and $1.4 million for the three months ended September 30, 2022 and September 30, 2021, respectively and income tax expense of $475 thousand of $3.9 million for the nine months ended September 30, 2022 and September 30, 2021, respectively. The year-to-date effective tax rate is 38% due to there being no material tax expense/benefit for the legacy Boxlight entities, due to their valuation allowance position, while the Sahara entities are fully taxable. The decrease in tax expense year-over-year is largely due to foreign pretax book loss for the nine months ended September 30, 2022 as compared to foreign pretax income for the nine months ended September 30, 2021, as well as the impact of a significant tax rate change in the UK on the Company’s deferred tax liability that was recorded in the three months ended September 30, 2021. ​ The Company operates in the United States, United Kingdom, and other jurisdictions. Income taxes have been provided based upon the tax laws and rates of the countries in which operations are conducted and income is earned. The legacy Boxlight entities are in a net deferred tax asset position in the United States, the United Kingdom, and other jurisdictions, primarily driven by the aforementioned net operating losses. The recoverability of these deferred tax assets depends on the Company’s ability to generate taxable income in the jurisdiction to which the carryforward applies. It also depends on specific tax provisions in each jurisdiction that could impact utilization. For example, in the United States, a change in ownership, as defined by federal income tax regulations, could significantly limit the Company’s ability to utilize its U.S. net operating loss carryforwards. Additionally, because U.S. tax laws limit the time during which the net operating losses generated prior to 2018 may be applied against future taxes, if the Company fails to generate U.S. taxable income prior to the expiration dates, the Company may not be able to fully utilize the net operating loss carryforwards to reduce future income taxes. The Company has evaluated both positive and negative evidence as to the ability of its legacy entities in each jurisdiction to generate future taxable income. Based on its long history of cumulative losses in those jurisdictions, it believes it is appropriate to maintain a full valuation allowance on its net deferred tax asset at September 30, 2022 and December 31, 2021. The Sahara entities have recorded a net deferred tax liability, which is primarily driven by the net deferred tax liability on the intangibles for which it does not have tax basis. This includes the deferred tax liability recorded during 2021 for the acquisition of Interactive Concepts. The Company does not qualify for any consolidated filing positions in any of these countries, so there is no ability to net the deferred tax liabilities of the Sahara companies against the deferred tax assets of the legacy Boxlight companies. The tax years from 2009 to 2022 remain open to examination in the U.S. federal jurisdiction. The tax years from 2020 to 2022 remain open to examination in the U.K. Statutes of limitations vary in other immaterial jurisdictions. During the second quarter of 2021, the Company became aware of a potential state tax exposure for failure to file minimum tax returns in a state for several years. The Company has recorded an exposure item of $82 thousand for its best estimate of the amount for which it will settle the exposure. This amount includes $24 thousand of income tax and $58 thousand of penalties and interest. The Company has not identified any other material uncertain tax positions at this time.

EQUITY

EQUITY	9 Months Ended
	Sep. 30, 2022
EQUITY
EQUITY	NOTE 12 – EQUITY Preferred Shares The Company’s articles of incorporation provide that the Company is authorized to issue 50,000,000 shares of preferred stock consisting of: 1) 250,000 shares of non-voting Series A preferred stock, with a par value of $0.0001 per share; 2) 1,200,000 shares of voting Series B preferred stock, with a par value of $0.0001 per share; 3) 270,000 shares of voting Series C preferred stock, with a par value of $0.0001 per share; and 4) 48,280,000 shares of “blank check” preferred stock to be designated by the Company’s board of directors. Issuance of preferred shares Series A Preferred Stock At the time of the Company’s initial public offering, the Company issued 250,000 shares of the Company’s non-voting convertible Series A preferred stock to Vert Capital for the acquisition of Genesis. All of the Series A preferred stock was convertible into 398,406 shares of Class A common stock, at the discretion of the Series A stockholder. On August 5, 2019, a total of 82,028 shares of Series A preferred stock were converted into a total of 130,721 shares of Class A common stock. As of September 30, 2022, a total of 167,972 shares of Series A preferred stock remained outstanding. Series B Preferred Stock and Series C Preferred Stock On September 25, 2020, in connection with the acquisition of Sahara, the Company issued 1,586,620 shares of Series B Preferred Stock and 1,320,850 shares of Series C Preferred Stock. The Series B Preferred Stock has a stated and liquidation value of $10.00 per share and pays a dividend out of the earnings and profits of the Company at the rate of 8% per annum, payable quarterly. The Series B Preferred Stock is convertible into the Company’s Class A common stock at a conversion price of $1.66 per share which was the closing price of the Company’s Class A common stock on the Nasdaq Stock Market on September 25, 2020 (the “Conversion Price”). Such conversion may occur either (i) at the option of the holder at any time after January 1, 2024, or (ii) automatically upon the Company’s Class A common stock trading at 200% of the Conversion Price for 20 consecutive trading days (based on a volume weighted average price). The Series C Preferred Stock has a stated and liquidation value of $10.00 per share and is convertible into the Company’s Class A common stock at the Conversion Price either (i) at the option of the holder at any time after January 1, 2026, or (ii) automatically upon the Company’s Class A common stock trading at 200% of the Conversion Price for 20 consecutive trading days (based on a volume weighted average price). To the extent not previously converted into the Company’s Class A common stock, the outstanding shares of Series B Preferred Stock shall be redeemable at the option of the holders at any time or from time to time commencing on January 1, 2024 upon, 30 days prior written notice to the holders, for a redemption price, payable in cash, equal to the sum of (a) ($10.00) multiplied by the number of shares of Series B Preferred Stock being redeemed (the “Redeemed Shares”), plus (b) all accrued and unpaid dividends, if any, on such Redeemed Shares. The Series C Preferred Stock is also subject to redemption on the same terms commencing January 1, 2026. The aggregate estimated fair value of the Series B and C Preferred Stock of $28.5 million was included as part of the total $94.9 million consideration paid for the purchase of Sahara. As the redemption features in the Series B Preferred Stock and Series C Preferred Stock are not solely within the control of the Company, the Company has classified the Series B Preferred Stock and Series C Preferred Stock as mezzanine or temporary equity in the Company’s condensed consolidated balance sheet. On March 24, 2021, the Company entered into a share redemption and conversion agreement with certain holders of Series B and Series C preferred stock (the “Redemption Agreement”) which allows the Company to redeem and repurchase each such stockholder’s shares of Series B preferred stock on or before June 30, 2021 for the stated or liquidation value of approximately £11.5 million (or approximately $15.9 million) plus accrued dividends from January 1, 2021 to the date of purchase. Such stockholders hold 96% of the Series C preferred stock. Upon redemption, the Series C shares held by such stockholders would convert into approximately 7.6 million shares of Class A Common Stock at the stated conversion price of $1.66 per share. On June 14, 2021, the Company entered into an amendment to the Redemption Agreement (the “Amended Redemption Agreement”) for purposes of extending the completion date to on or before December 31, 2021. In addition, the Amended Redemption Agreement changed the definition of “Redemption Payments” such that the redemption payment schedule would begin on or before May 31, 2021, for the quarter then ended and continue quarterly until the date of completion. Regarding these amendments, the Company applied the accounting guidance from ASC 470-50 pertaining to determining whether an amendment to an equity-classified preferred share is an extinguishment or modification, and concluded that the Amended Redemption Agreement on June 14, 2021, as it effected the Series B Preferred Stock, resulted in an extinguishment of the original equity instruments subject to redemption agreement. Accordingly, the Series B Preferred Stock subject to the Amended Redemption Agreement was recorded at its fair value as of June 14, 2021, and a $367 thousand deemed contribution was credited to additional-paid-in-capital. With the Redemption Agreement, the Series B Preferred Stock includes a beneficial conversion feature. The Company early adopted (as of January 1, 2021) ASU No. 2020-06, “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, which includes a key provision eliminating the beneficial conversion feature guidance in ASC Subtopic 470-20, “Debt with Conversion and Other Options. Common Stock The Company’s common stock consists of 1) 150,000,000 shares of Class A voting common stock and 2) 50,000,000 shares of Class B non-voting common stock. Class A and Class B common stock have the same rights except that Class A common stock is entitled to one vote per share while Class B common stock has no voting rights. Upon any public or private sale or disposition by any holder of Class B common stock, such shares of Class B common stock would automatically convert into shares of Class A common stock. As of September 30, 2022 and December 31, 2021, the Company had 74,123,492 and 63,821,901 shares of Class A common stock issued outstanding Issuance of common stock Securities Purchase Agreement On July 22, 2022, the Company, entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an accredited institutional investor (the “Investor”) pursuant to which the Company agreed to issue and sell, in a registered direct offering directly to the Investor, 7.0 million shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (“Common Stock”), pre-funded warrants (the “Pre-Funded Warrants”) to purchase 352,940 shares of Common Stock at an exercise price of $0.0001 per share, which Pre-Funded Warrants were issued in lieu of shares of Common Stock to ensure that the Investor did not exceed certain beneficial ownership limitations, and warrants to purchase an aggregate of 7,352,940 shares of Common Stock at an exercise price of $0.68 per share (the “Warrants”, and collectively with the Pre-Funded Warrants and the Shares, the “Securities”). The Securities were sold at a price of $0.68 per share for total gross proceeds to the Company of $5.0 million (the “Offering”), before deducting estimated offering expenses, and excluding the exercise of any Warrants or Pre-Funded Warrants. The Pre-Funded Warrants were exercisable immediately and the Warrants will be exercisable six months after the date of issuance and will expire five and a half years The Purchase Agreement contains customary representations and warranties and agreements of the Company and the Investors and customary indemnification rights and obligations of the parties. Pursuant to the terms of the Purchase Agreement, the Company has agreed to certain restrictions on the issuance and sale of its Common Stock or Common Stock Equivalents (as defined in the Purchase Agreement) during the 60-day ​ The Company evaluated whether the Warrants, Pre-Funded Warrants and/or Shares were in the scope of ASC 480 which discusses the accounting for instruments with characteristics of both liabilities and equity. The guidance in ASC 480, and the resulting liability classification, is applicable to such instruments when certain criteria are met. Based on its analysis, the Company concluded that the Warrants, Pre-Funded Warrants and Shares did not meet any of the criteria to be subject to liability classification under ASC 480 and are therefore classified as equity. Credit Facility ​ In conjunction with its receipt of the Whitehawk loan, the Company issued to Whitehawk 528,169 shares of Class A common stock, which were registered pursuant to the Company’s existing shelf registration statement and were delivered to the Whitehawk in January 2022. ​ Debt Conversion During the three months ended September 30, 2021, the Company repaid principal of $3.1 million and interest of $138 thousand by issuing 1.8 million shares Class A common stock to Lind and recognized a $0.7 million loss. During the nine months ended September 30, 2021, the Company repaid principal of $9.9 million and interest of $511 thousand by issuing 5.7 million shares Class A common stock with an aggregate value of $13.8 million to Lind and recognized a $3.4 million loss. ​ Accounts Payable and Other Liabilities Conversion During the nine months ended September 30, 2021, the Company converted $2.0 million of EDI accounts payable in exchange for 793 thousand shares of Class A common stock with an aggregate value of $1.6 million and recognized a $357 thousand gain. Conversion of restricted stock units ​ During the three and nine months ended September 30, 2022, respectively, 332,065 and 1,995,871 restricted stock units vested and were converted into Class A common stock. During the three and nine months ended September 30, 2021, 217,000 and 760,060 restricted stock units vested and were converted into Class A common stock. Exercise of stock options During the three months ended September 30, 2022, no options to purchase stock were exercised and during the nine months ended September 30, 2022, options to purchase a total of 193,841 shares of Class A common stock were exercised. During the three months ended September 30, 2021, 162,000 options were exercised and during the nine months ended September 30, 2021, options to purchase a total of 481,834 shares of Class A common stock were exercised. ​ Warrants The following is a summary of the equity warrant activities during the nine months ended September 30, 2022. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ ​ Weighted ​ Remaining ​ ​ Number of ​ ​ Average ​ Contractual ​ ​ Units ​ ​ Exercise Price ​ Term (in years) Outstanding, December 31, 2021 70,000 ​ $ 5.70 ​ 0.94 Granted 7,705,880 ​ $ 0.65 ​ ​ Exercised (352,940) ​ $ - ​ ​ Expired ​ (50,000) ​ ​ 7.70 ​ ​ Outstanding, September 30, 2022 7,372,940 ​ $ 0.68 ​ 5.25 Exercisable, September 30, 2022 12,500 ​ $ 0.70 ​ 2.56 ​ The Company used the following inputs to value warrants issued during the nine months ending September 30, 2022 using the Black Scholes option valuation method: market value on measurement date, $0.59; exercise price $0.68; risk free interest rate, 2.86%; expected term, 6 years; expected volatility, 132% and expected dividend yield of 0%. ​ Exercise of warrants

STOCK COMPENSATION

STOCK COMPENSATION	9 Months Ended
	Sep. 30, 2022
STOCK COMPENSATION
STOCK COMPENSATION	NOTE 13 – STOCK COMPENSATION Grants made under the Equity Incentive Plans must be approved by the Company’s board of directors. As of September 30, 2022, the total number of underlying shares of the Company’s Class A common stock available for grant to directors, officers, key employees and consultants of the Company or a subsidiary of the Company under the Company’s 2021 Equity Incentive Plan were 2,725,400 shares. ​ Stock Options Under the Company’s stock option program, pursuant to the Equity Incentive Plans, an employee receives an award that provides the opportunity in the future to purchase the Company’s shares at the market price of the stock on the date the award is granted (the strike price). The options become exercisable over a range of immediately vested to four-year vesting periods and expire five years from the grant date, unless stated differently in the option agreements, if they are not exercised. Stock options have no financial statement effect on the date they are granted but rather are reflected over time through compensation expense. We record compensation expense based on the estimated fair value of the awards which is amortized as compensation expense on a straight-line basis over the vesting period. Accordingly, total expense related to the award is reduced by the fair value of options that are forfeited by employees that leave the Company prior to vesting. The following is a summary of the option activities during the nine months ended September 30, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ Weighted ​ Remaining ​ ​ Number of ​ Average ​ Contractual ​ ​ Units ​ Exercise Price ​ Term (in years) Outstanding, December 31, 2021 4,054,116 ​ $ 1.92 ​ 2.29 Granted 1,221,744 ​ $ 1.12 ​ ​ Exercised (193,841) ​ $ 0.24 ​ ​ Cancelled (724,408) ​ $ 1.75 ​ ​ Outstanding, September 30, 2022 4,357,611 ​ $ 1.80 ​ 2.28 Exercisable, September 30, 2022 3,042,376 ​ $ 2.20 ​ 1.80 ​ The Company estimates the fair value of each stock option award on the date of grant using a Black-Scholes option pricing model. The Company used the following inputs to value warrants issued during the nine months ending September 30, 2022 using the Black Scholes option valuation method: market value on measurement date, $0.59 to $0.93; exercise price of $5.01 to $0.68; risk free interest rate, 1.69% to 2.87%; expected term, 3 to 4 years; expected volatility, ranged from 141 to 148 and expected dividend yield of 0%. As of September 30, 2022 and December 31, 2021, the stock options had an intrinsic value of approximately $150 thousand and $1.9 million, respectively. On May 3, 2022, the Boxlight board of directors adopted a resolution, in exchange for a three-year non-compete agreement, to grant Mark Elliott, a member of the board and former CEO of the Company, an extension for one year, of previously granted stock options to purchase a total of 577,675 shares of Class A common stock, par value $0.001 per share, which had expired on January 12, 2022. The stock price on the remeasurement date was $1.04 and the incremental compensation recognized was $314,000. ​ On June 13, 2022, the Boxlight board of directors granted Greg Wiggins, our Chief Financial Officer, stock options for 150,000 shares of the Company’s Class A common stock will vest in equal quarterly installments over a four-year term commencing on July 5, 2022. ​ Restricted Stock Units Under the Company’s Equity Incentive Plans the Company may grant restricted stock units (“RSUs”) to certain employees and non-employee directors. Upon granting the RSUs, the Company recognizes a fixed compensation expense equal to the fair market value of the underlying shares of RSUs granted on a straight-line basis over the requisite services period for the RSUs. Compensation expense related to the RSUs is reduced by the fair value of units that are forfeited by employees that leave the Company prior to vesting. The RSUs vest over a range of immediately vested to four-year vesting periods in accordance with the terms of the applicable RSU grant agreement. The following is a summary of the RSU activities during the nine months ended September 30, 2022. ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ Average ​ ​ ​ ​ Grant Date Fair ​ ​ Number of Units ​ Value Outstanding, December 31, 2021 1,973,947 ​ $ 1.81 Granted 2,411,662 ​ $ 1.20 Vested ​ (1,179,754) ​ $ 1.73 Forfeited (370,151) ​ $ 1.38 Outstanding, September 30, 2022 2,835,704 ​ $ 1.37 ​ ​ On March 21, 2022, the Company granted an aggregate of 348,840 RSUs to its board members. These RSUs vest ratably over one year and had an aggregated fair value of approximately $450 thousand on the grant date. On February 14, 2022, with an effective date of January 1, 2022, the Company entered into a letter agreement with Michael Pope, the Chairman and Chief Executive Officer, extending Mr. Pope’s term of employment with the Company. Under the terms of the agreement, Mr. Pope received a grant of 163,637 RSU’s, valued at approximately $180,000, and vesting over three years and 494,069 options to purchase Class A Common Stock, which are valued using the Black-Scholes Model with the Company’s customary inputs. On February 24, 2022, following approval by the Company’s board of directors, the Company’s senior management issued a total of 1,771,950 RSUs under the terms of Amendment No. 2 to the Boxlight Corporation 2014 Stock Incentive Plan, vesting over four years, as long-term incentive awards to its employees in the U.S. and Europe. The aggregate fair value of the shares was $2.1 million. ​ During the first quarter ended March 31, 2022, Jens Holstebro, a former FrontRow employee, received 39,683 in restricted shares of Class A common stock, valued at $50,000, as a bonus, which restricted stock vested immediately. ​ Stock Compensation Expense For the three and nine months ended September 30, 2022 and 2021, the Company recorded the following stock compensation in general and administrative expense (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, ​ ​ Nine months ended September 30, ​ ​ 2022 ​ ​ 2021 ​ 2022 ​ ​ 2021 Stock options ​ $ 128 ​ $ 153 ​ $ 683 ​ $ 544 Restricted stock units ​ 474 ​ ​ 1,005 ​ 1,980 ​ ​ 2,472 Warrants ​ 1 ​ ​ 3 ​ 2 ​ ​ 4 Total stock compensation expense ​ $ 603 ​ $ 1,161 ​ $ 2,665 ​ $ 3,020 ​ As of September 30, 2022, there was approximately $4.7 million of unrecognized compensation expense related to unvested options, restricted stock units, and warrants, which expense will be amortized over the remaining vesting period of such awards. Of that total, approximately $608 thousand is estimated to be recorded as compensation expense in the remaining three months of 2022.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2022
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 14 – RELATED PARTY TRANSACTIONS Management Agreement On January 31, 2018, the Company entered into a management agreement (the “Management Agreement”) with an entity owned and controlled by the Chief Executive Officer and Chairman, Michael Pope. The Management Agreement is separate and apart from Mr. Pope’s employment agreement with the Company. The Management Agreement will become effective as of the first day of the same month that Mr. Pope’s employment with the Company shall terminate. Thereafter, and for a term of 13 months, Mr. Pope shall provide consulting services to the Company including sourcing and analyzing strategic acquisitions, assisting with financing activities, and other services. As consideration for the services provided, the Company will pay a management fee equal to 0.375% of the consolidated net revenues of the Company, payable in monthly installments, not to exceed $250,000 in any calendar year. At his option, Mr. Pope may defer payment until the end of each year and/or receive payment in the form of shares of Class A common stock of the Company.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2022
COMMITMENTS AND CONTINGENCIES.
COMMITMENTS AND CONTINGENCIES	NOTE 15 – COMMITMENTS AND CONTINGENCIES Operating Lease Commitments The Company leases seven office building facilities located in Lawrenceville, Georgia and Duluth, Georgia; Poulsbo; Scottsdale, Arizona; Miami, Florida and Utica, New York in the U.S., and two office building facilities in Dartford and Kent in the U.K. for sales, marketing, technical support, and service staff. During the second quarter of 2022, FrontRow entered into a building lease in Australia and assumed a lease from FrontRow’s former owner in Denmark. All such leased facilities are under non-cancelable lease agreements with terms ending from 2023 to 2027. ​ Purchase Commitments The Company is legally obligated to fulfill certain purchase commitments made to vendors that supply materials used in the Company’s products. As of September 30, 2022, the total amount of such open inventory purchase orders was $33.8 million.

CUSTOMER AND SUPPLIER CONCENTRA

CUSTOMER AND SUPPLIER CONCENTRATION	9 Months Ended
	Sep. 30, 2022
CUSTOMER AND SUPPLIER CONCENTRATION
CUSTOMER AND SUPPLIER CONCENTRATION	NOTE 16 – CUSTOMER AND SUPPLIER CONCENTRATION There was one customer that accounts for greater than 10% of the Company’s consolidated revenues for the nine months ended September 30, 2022. There were two customers that accounted for greater than 10% of the Company’s consolidated revenues for the nine months ended September 30, 2021. Details are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues ​ ​ ​ ​ Total revenues ​ Accounts ​ ​ from the customer ​ Accounts ​ from the customer ​ receivable from ​ ​ as a percentage of ​ receivable from ​ as a percentage of ​ the customer as ​ ​ total revenues ​ this customer as of ​ total revenues ​ of ​ ​ for the nine months ended ​ September 30, ​ for the nine months ended ​ September 30, ​ ​ September 30, ​ 2022 ​ September 30, ​ 2021 Customer ​ 2022 ​ (in thousands) ​ 2021 ​ (in thousands) 1 ​ 14.1 % $ 8,532 12.8 % $ 9,815 2 — ​ ​ — 10.1 % $ 5,142 ​ For the nine months ended September 30, 2022 and 2021, the Company’s purchases were concentrated primarily with two vendors. Details are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total purchases ​ ​ Total purchases ​ ​ ​ ​ from the vendor ​ ​ ​ ​ from the vendor ​ ​ Accounts payable ​ ​ as a percentage of ​ ​ Accounts payable ​ as a percentage ​ ​ (prepayment) to ​ ​ total cost of ​ ​ (prepayment) to ​ of total cost of ​ ​ the ​ ​ revenues for ​ ​ the vendor as of ​ revenues for ​ ​ vendor as of ​ ​ the nine months ended ​ ​ September 30, ​ the nine months ended ​ ​ September 30, ​ ​ September 30, ​ ​ 2022 ​ September 30, ​ ​ 2021 Vendor ​ 2022 ​ ​ (in thousands) ​ 2021 ​ ​ (in thousands) 1 ​ 44.0 % $ 8,275 ​ 47.0 % $ 4,188 2 ​ 20.0 % $ (10,482) ​ 18.4 % $ (2,070) ​ ​ The Company believes there are other suppliers that could be substituted should the above cited supplier become unavailable or non-competitive.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2022
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 17 – SUBSEQUENT EVENTS ​

ORGANIZATION AND SIGNIFICANT _2

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2022
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
NATURE OF OPERATIONS	NATURE OF OPERATIONS Boxlight Corporation, a Nevada Corporation, (“Boxlight”) designs, produces and distributes interactive technology solutions to the education, corporate and government markets under its Clevertouch and Mimio brands. The Company’s solutions include interactive displays, collaboration software, supporting accessories and professional services.
BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION	BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION The accompanying unaudited condensed consolidated financial statements include the accounts of Boxlight and its wholly owned subsidiaries (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim unaudited condensed consolidated financial information and interim financial reporting guidelines and rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all the information and notes required by GAAP for complete condensed consolidated financial statements. The unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the year ended December 31, 2021 and notes thereto contained in the Company’s Annual Report on Form 10-K. Certain information and note disclosures normally included in consolidated financial statements have been condensed. The December 31, 2021 balance sheet included herein was derived from the audited consolidated financial statements, but does not include all disclosures, including notes, required by GAAP for complete financial statements.
ESTIMATES AND ASSUMPTIONS	ESTIMATES AND ASSUMPTIONS The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Note 1 in the Notes to the Consolidated Financial Statements for 2021 contained in the Annual Report on Form 10-K, filed with the SEC on April 13, 2022, describes the significant accounting policies that the Company used in preparing its dated condensed financial statements. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to revenue/reserves and allowances. The Company bases estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from these estimates under different assumptions or conditions.
FAIR VALUE OF FINANCIAL INSTRUMENTS	FAIR VALUE OF FINANCIAL INSTRUMENTS The Company’s financial instruments primarily include cash, accounts receivable, derivative liabilities, accounts payable and debt. Due to the short-term nature of cash, accounts receivables and accounts payable, the carrying amounts of these assets and liabilities approximate their fair value. Debt approximates fair value due to either the short-term nature, variable rate, or recent execution of the debt agreement. The amount of consideration received is deemed to approximate the fair value of long-term debt net of any debt discount and issuance cost. Fair value is defined as the price that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants. A fair value hierarchy has been established for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows: ● Level 1 Inputs - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. ● Level 2 Inputs - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from or corroborated by market data by correlation or other means. ● Level 3 Inputs - Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity). Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. The following table sets forth, by level within the fair value hierarchy, the Company’s financial liabilities that were accounted for at fair value on a recurring basis as of September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Markets for Other Significant Carrying ​ ​ Identical ​ Observable ​ Unobservable ​ Value as of ​ ​ Assets ​ Inputs ​ Inputs ​ September 30, Description ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ 2022 Derivative liabilities - warrant instruments ​ $ — ​ $ — ​ $ 1,527 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Markets for Other Significant Carrying ​ ​ Identical ​ Observable ​ Unobservable ​ Value as of ​ ​ Assets ​ Inputs ​ Inputs ​ December 31, Description ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ 2021 Derivative liabilities - warrant instruments ​ $ — ​ $ — ​ $ 3,064 ​ $ 3,064 ​ ​ The following tables reconcile the beginning and ending balances of the warrant instruments within Level 3 of the fair value hierarchy: ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, June 30, 2022 ​ $ 1,414 Change in fair value of derivative liabilities ​ 113 Balance, September 30, 2022 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, December 31, 2021 ​ $ 3,064 Change in fair value of derivative liabilities ​ 1,537 Balance, September 30, 2022 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, June 30, 2021 ​ $ 536 Exercise of warrants ​ (171) Change in fair value of derivative liabilities ​ ​ (9) Balance, September 30, 2021 ​ $ 356 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, December 31, 2020 ​ $ 363 Exercise of warrants ​ (171) Change in fair value of derivative liabilities ​ 164 Balance, September 30, 2021 ​ $ 356
INCOME (LOSS) PER COMMON SHARE	INCOME (LOSS) PER COMMON SHARE Basic net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period giving effect to all potentially dilutive securities to the extent they are dilutive. The dilutive effect of options to purchase common stock, restricted stock units subject to vesting and other share-based payment awards is calculated using the “treasury stock method,” which assumes that the “proceeds” from the exercise of these instruments are used to purchase common shares at the average market price for the period. The dilutive effect of convertible securities is calculated using the “if-converted method.” Under the if-converted method, securities are assumed to be converted at the beginning of the period, and the resulting common shares are included in the denominator of the diluted calculation for the entire period being presented. For the three months ended September 30, 2022 and September 30, 2021, where the Company had income, approximately 17.7 million and 1.89 million of potentially dilutive shares were excluded from the computation of diluted earnings per share due to their antidilutive effect. For the nine months ended September 30, 2022 potentially dilutive securities that were not included in the diluted per share calculation because they would be anti-dilutive comprise 7.2 million shares from options to purchase common shares and unvested restricted shares as well as 10.8 million shares issuable upon exercise of warrants. Additionally, potentially dilutive securities of 17.8 million from the assumed conversion of preferred stock are excluded from the denominator because they would be anti-dilutive. For the nine months ended September 30, 2021 potentially dilutive securities that were not included in the diluted per share calculation because they would be anti-dilutive comprise 6.7 million shares from options to purchase common shares and unvested restricted shares as well as 265,000 shares issuable upon exercise of warrants. Additionally, potentially dilutive securities of 17.8 million from the assumed conversion of preferred stock are excluded from the denominator because they would be anti-dilutive. ​
REVENUE RECOGNITION	REVENUE RECOGNITION The Company recognizes revenue at the amount to which it expects to be entitled when control of the products or services is transferred to its customers. Control is generally transferred when the Company has a present right to payment and the title, and the significant risks and rewards of ownership of products or services are transferred to its customers. Product revenue is derived from the sale of projectors, interactive panels and related software and accessories to distributors, resellers, and end users. Service revenue is derived from hardware maintenance services, product installation, training, software maintenance, and subscription services. Nature of Products and Services and Related Contractual Provisions The Company’s sales of interactive devices, including panels, projectors, and other interactive devices generally include hardware maintenance services, a license to software, and the provision of related software maintenance. In most cases, interactive devices are sold with hardware maintenance services with terms of approximately 60 months. Software maintenance includes technical support, product updates on a when and if available basis, and error correction services. At times, non-interactive projectors are also sold with hardware maintenance services with terms of approximately 60 months. The Company also licenses software independently of its interactive devices, in which case it is bundled with software maintenance, and in some cases, subscription services that include access to on-line content, and cloud-based applications. The Company’s software subscription services provide access to content and software applications on an as needed basis over the Internet, but do not provide the right to take delivery of the software applications. The Company’s product sales, including those with software and related services, generally include a single payment up front for the products and services, and revenue is recorded net of estimated sales returns and rebates based on the Company’s expectations and historical experience. For most of the Company’s product sales, control transfers, and therefore, revenue is recognized when products are shipped at the point of origin. When the Company transfers control of its products to the customer prior to the related shipping and handling activities, the Company has adopted a policy of accounting for shipping and handling activities as a fulfillment cost rather than a performance obligation. For many of the Company’s software product sales, control is transferred when shipped at the point of origin since the software is installed on the interactive hardware device in advance of shipping. For software product sales, control is transferred when the customer receives the related interactive hardware since the customer’s connection to the interactive hardware activates the software license at which time the software is made available to the customer. For the Company’s software maintenance, hardware maintenance, and subscription services, revenue is recognized ratably over time as the services are provided since time is the best output measure of how those services are transferred to the customer. Customer Financing Arrangements Through a third-party leasing partner, we provide financing programs that are designed to offer customers a variety of options to purchase interactive technology solutions whereby customers enter into purchase agreements with the Company along with a separate financing or leasing contract with a third-party lender, who advances the proceeds from the sale to us upon contract execution and shipment of goods. In such situations, the sales to the customer are final and the Company bears no risk of loss regarding subsequent payments. Significant Judgments For contracts with multiple performance obligations, each of which represent promises within a contract that are distinct, the Company allocates revenue to all distinct performance obligations based on their relative stand-alone selling prices (“SSPs”). The Company’s products and services included in its contracts with multiple performance obligations generally are not sold separately and there are no observable prices available to determine the SSP for those products and services. Since observable prices are not available, SSPs are established that reflect the Company’s best estimates of what the selling prices of the performance obligations would be if they were sold regularly on a stand-alone basis. The Company’s process for estimating SSPs without observable prices considers multiple factors that may vary depending upon the unique facts and circumstances related to each performance obligation including, when applicable, the estimated cost to provide the performance obligation, market trends in the pricing for similar offerings, product-specific business objectives, and competitor or other relevant market pricing and margins. Because observable prices are generally not available for the Company’s performance obligations that are sold in bundled arrangements, the Company does not apply the residual approach to determining SSP. However, the Company does have performance obligations for which pricing is highly variable or uncertain, and contracts with those performance obligations generally contain multiple performance obligations with highly variable or uncertain pricing. For these contracts the Company allocates the transaction price to those performance obligations using an alternative method of allocation that is consistent with the allocation objective and the guidance on determining SSPs considering, when applicable, the estimated cost to provide the performance obligation, market pricing for competing product or service offerings, residual values based on the estimated SSP for certain goods, product-specific business objectives, incremental values for bundled transactions that include a service relative to similar transactions that exclude the service, and competitor pricing and margins. A separate price has not been established by the Company for performance obligations generally included in its contracts. In addition, the Company’s contracts generally include performance obligations that are never sold separately, are proprietary in nature, and the related selling price of these products and services is highly variable or uncertain. Therefore, the SSP of these products and services is estimated using the alternative method described above. The Company has applied the portfolio approach to its allocation of the transaction price for certain portfolios of contracts that are executed in the same manner, contain the same performance obligations, and are priced in a consistent manner. The Company believes that the application of the portfolio approach produces the same result as if they were applied at the contract level. Contract Balances The timing of invoicing to customers often differs from the timing of revenue recognition and these timing differences can result in receivables, contract assets, or contract liabilities (deferred revenue) on the Company’s consolidated balance sheets. Fees for the Company’s product and most service contracts are fixed, except as adjusted for rebate programs when applicable, and are generally due within 30-60 days of contract execution. Fees for installation, training, and professional development services are fixed and generally become due as the services are performed. The Company has an established history of collecting under the terms of its contracts without providing refunds or concessions to its customers. The Company’s contractual payment terms do not vary when products are bundled with services that are provided over multiple years. In these contracts where services are expected to be transferred on an ongoing basis for several years after the related payment, the Company has determined that the contracts generally do not include a significant financing component. The upfront invoicing terms are designed 1) to provide customers with a predictable way to purchase products and services where the payment is due in the same timeframe as when the products, which constitute the predominant portion of the contractual value, are transferred, and 2) to ensure that the customer continues to use the related services; so that the customer will receive the optimal benefit from the products during the course of such product’s lifetime. Additionally, the Company has elected the practical expedient to exclude any financing component from consideration for contracts where, at contract inception, the period between the transfer of services and the timing of the related payment is not expected to exceed one year. The Company has an unconditional right to consideration for all products and services transferred to the customer. That unconditional right to consideration is reflected in accounts receivable in the accompanying condensed consolidated balance sheets in accordance with Topic 606. Contract liabilities are reflected in deferred revenue in the accompanying consolidated balance sheets and reflect amounts allocated to performance obligations that have not yet been transferred to the customer related to software maintenance, hardware maintenance, and subscription services. The Company has no material contract assets as of September 30, 2022, or December 31, 2021. During the three months ended September 30, 2022, and September 30, 2021, the Company recognized $2.2 million and $2.5 million of revenue that was included in the deferred revenue balance as of December 31, 2021, and December 31, 2020, respectively. During the nine months ended September 30, 2022, and September 30, 2021, the Company recognized $5.8 million and $4.4 million of revenue that was included in the deferred revenue balance as of December 31, 2021 and December 31, 2020, respectively. Variable Consideration The Company’s otherwise fixed consideration in its customer contracts may vary when refunds or credits are provided for sales returns, stock rotation rights, price protection provisions, or in connection with certain other rebate provisions. The Company generally does not allow product returns other than under assurance warranties or hardware maintenance contracts. However, the Company, on a case-by-case basis, will grant exceptions, mostly for “buyer’s remorse” where the distributor or reseller’s end customer either did not understand what they were ordering or otherwise determined that the product did not meet their needs. An allowance for sales returns is estimated based on an analysis of historical trends. In very limited situations, a customer may return previous purchases held in inventory for a specified period of time in exchange for credits toward additional purchases. The Company includes variable consideration in its transaction price when there is a basis to reasonably estimate the amount of the fee and it is probable there will not be a significant reversal. These estimates are generally made using the expected value method based on historical experience and are measured at each reporting date. There was no material revenue recognized in the three and nine months ended September 30, 2022 related to changes in estimated variable consideration that existed at June 30, 2022 or December 31, 2021. Remaining Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of accounting within the contract. The transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied by transferring the promised good or service to the customer. The Company identifies performance obligations at contract inception so that it can monitor and account for the obligations over the life of the contract. Remaining performance obligations represent the portion of the transaction price in a contract allocated to products and services not yet transferred to the customer. As of September 30, 2022 and December 31, 2021, the aggregate amount of the contractual transaction prices allocated to remaining performance obligations was $23.2 million and $21.5 million, respectively. The Company expects to recognize revenue on 33% of the remaining performance obligations during the next twelve months, 26% in the following twelve months, 22% in the twelve months ended September 30, 2025, 14% in the twelve months ended September 30, 2026, with the remaining 5% recognized thereafter In accordance with Topic 606, the Company has elected not to disclose the value of remaining performance obligations for contracts for which the Company recognizes revenue at the amount to which it has the right to invoice for services performed (for example, a time-and-materials professional services contracts). In addition, the Company has elected not to disclose the value of remaining performance obligations for contracts with performance obligations that are expected, at contract inception, to be satisfied over a period that does not exceed one year. Disaggregated Revenue The Company disaggregates revenue based upon the nature of its products and services and the timing and in the manner which it is transferred to the customer. Although all products are transferred to the customer at a point in time, hardware and some software is pre-installed on the interactive device are transferred at the point of shipment, while some software is transferred to the customer at the time the hardware is received by the customer or when software product keys are delivered electronically to the customer. All service revenue is transferred over time to the customer; however, professional services are generally transferred to the customer within a year from the contract date as measured based upon hours or time incurred while software maintenance, hardware maintenance, and subscription services are generally transferred over five years from the contract execution date as measured based upon the passage of time. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ ​ September 30, ​ September 30, ​ ​ ​ 2022 ​ 2021 ​ 2022 ​ 2021 ​ ​ (in thousands) (in thousands) ​ (in thousands) (in thousands) ​ Product revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ Hardware ​ $ 64,601 ​ $ 57,400 ​ $ 167,967 ​ $ 131,865 ​ Software ​ 906 ​ 1,395 ​ 3,959 ​ 3,445 ​ Service revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ Professional services ​ 1,359 ​ 534 ​ 2,192 ​ 1,103 ​ Maintenance and subscription services ​ 1,870 ​ 1,679 ​ 4,849 ​ 4,773 ​ ​ ​ $ 68,736 ​ $ 61,008 ​ $ 178,967 ​ $ 141,186 ​ ​ Contract Costs The Company capitalizes incremental costs to obtain a contract with a customer if the Company expects to recover those costs. The incremental costs to obtain a contract are those that the Company incurs to obtain a contract with a customer that it would not have otherwise incurred if the contract were not obtained (e.g., a sales commission). The Company capitalizes the costs incurred to fulfill a contract only if those costs meet all the following criteria: ● The costs relate directly to a contract or to an anticipated contract that the Company can specifically identify. ● The costs generate or enhance resources of the Company that will be used in satisfying (or in continuing to satisfy) performance obligations in the future. ● The costs are expected to be recovered. Certain sales commissions incurred by the Company are determined to be incremental costs to obtain the related contracts, which are deferred and amortized ratably over the estimated economic benefit period. For these sales commissions that are incremental costs to obtain where the period of amortization would be recognized over a period that is one year or less, the Company has elected the practical expedient to expense those costs as incurred. Commission costs that are deferred are classified as current or non-current assets based on the timing of when the Company expects to recognize the expense and are included in prepaid and other assets and other assets, respectively, in the accompanying condensed consolidated balance sheets. Total deferred commissions, net of accumulated amortization, was $274 thousand at September 30, 2022. Bill and Hold Arrangements From time to time the Company enters custodial bill and hold arrangements with customers. Each arrangement is reviewed, and revenue is recognized only when the following criteria have been met: (1) the reason for the bill-and-hold arrangement is substantive (2) the product is identified as the customer’s asset (3) the product is ready for delivery to the customer (4) there must be a fixed schedule for delivery (5) the seller cannot use the product or direct the product to another customer. At September 30, 2022,
RECENTLY ADOPTED ACCOUNTING STANDARDS & ACCOUNTING STANDARDS PENDING ADOPTION	​ RECENTLY ADOPTED ACCOUNTING STANDARDS Leases Accounting Standards Update ("ASU") No. 2016-02 "Leases” (Topic 842), as amended, requires that lessees and lessors recognize lease assets and lease liabilities on the balance sheet and disclose key information about leasing arrangements. The Company elected the modified retrospective approach which we applied on January 1, 2022, and therefore have not restated comparative periods. The Company elected certain relief options offered in ASU 2016-02 including the package of practical expedients, and the option not to recognize right-of-use assets and lease liabilities that arise from short-term leases (i.e., leases with terms of twelve months or less). The Company also elected the practical expedient to not separate lease and non-lease components, which allows it to account for lease and non-lease components as a single component. Finally, the Company elected the hindsight practical expedient to determine the lease term for existing leases. ​ The Company’s operating leases relate primarily to office space. As a result of the adoption of ASU 2016-02, the Company recognized an operating lease right-of-use ("ROU") asset of $3.8 million and a current operating lease liability of approximately $1.6 million and a long-term operating lease liability of approximately $2.3 million as of January 1, 2022, with no impact on the Company’s Condensed Consolidated Statement of Operations and Comprehensive Loss or Condensed Consolidated Statement of Cash Flows. The ROU asset and operating lease liabilities are recorded as separate line items in the Condensed Consolidated Balance Sheet. ​ ACCOUNTING STANDARDS PENDING ADOPTION In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments Credit Losses” (Topic 326): Measurement of Credit Losses on Financial Instruments. The new guidance replaces the incurred loss methodology with the current expected credit loss (CECL) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including trade accounts receivable. It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor in accordance with Topic 842. This new guidance changes the impairment model for most financial assets and certain other instruments. The standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently evaluating the impact that this standard will have, if any, on its financial statements. There were various other accounting standards and interpretations issued recently, some of which although applicable, are not expected to a have a material impact on the Company’s financial position, operations, or cash flows.
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS We reviewed all material events through the date on which these condensed consolidated financial statements were issued for subsequent event disclosure consideration as described in Note 17.

ORGANIZATION AND SIGNIFICANT _3

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2022
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
SCHEDULE OF FINANCIAL LIABILITIES MEASURED ON A RECURRING BASIS	The following table sets forth, by level within the fair value hierarchy, the Company’s financial liabilities that were accounted for at fair value on a recurring basis as of September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Markets for Other Significant Carrying ​ ​ Identical ​ Observable ​ Unobservable ​ Value as of ​ ​ Assets ​ Inputs ​ Inputs ​ September 30, Description ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ 2022 Derivative liabilities - warrant instruments ​ $ — ​ $ — ​ $ 1,527 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Markets for Other Significant Carrying ​ ​ Identical ​ Observable ​ Unobservable ​ Value as of ​ ​ Assets ​ Inputs ​ Inputs ​ December 31, Description ​ (Level 1) ​ (Level 2) ​ (Level 3) ​ 2021 Derivative liabilities - warrant instruments ​ $ — ​ $ — ​ $ 3,064 ​ $ 3,064
SUMMARY OF WARRANT INSTRUMENTS ROLLFORWARD	​ The following tables reconcile the beginning and ending balances of the warrant instruments within Level 3 of the fair value hierarchy: ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, June 30, 2022 ​ $ 1,414 Change in fair value of derivative liabilities ​ 113 Balance, September 30, 2022 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, December 31, 2021 ​ $ 3,064 Change in fair value of derivative liabilities ​ 1,537 Balance, September 30, 2022 ​ $ 1,527 ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, June 30, 2021 ​ $ 536 Exercise of warrants ​ (171) Change in fair value of derivative liabilities ​ ​ (9) Balance, September 30, 2021 ​ $ 356 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) Balance, December 31, 2020 ​ $ 363 Exercise of warrants ​ (171) Change in fair value of derivative liabilities ​ 164 Balance, September 30, 2021 ​ $ 356
SCHEDULE OF DISAGGREGATES REVENUE	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ ​ ​ September 30, ​ September 30, ​ ​ ​ 2022 ​ 2021 ​ 2022 ​ 2021 ​ ​ (in thousands) (in thousands) ​ (in thousands) (in thousands) ​ Product revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ Hardware ​ $ 64,601 ​ $ 57,400 ​ $ 167,967 ​ $ 131,865 ​ Software ​ 906 ​ 1,395 ​ 3,959 ​ 3,445 ​ Service revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ Professional services ​ 1,359 ​ 534 ​ 2,192 ​ 1,103 ​ Maintenance and subscription services ​ 1,870 ​ 1,679 ​ 4,849 ​ 4,773 ​ ​ ​ $ 68,736 ​ $ 61,008 ​ $ 178,967 ​ $ 141,186 ​

RECENT BUSINESS ACQUISITIONS (T

RECENT BUSINESS ACQUISITIONS (Tables)	9 Months Ended
	Sep. 30, 2022
Interactive Concepts BV
Business Acquisition [Line Items]
SCHEDULE OF RECOGNIZED IDENTIFIED ASSETS ACQUIRED AND LIABILITIES ASSUMED	​ ​ ​ ​ ​ ​ ​ (in thousands) Assets acquired: ​ ​ ​ Cash ​ $ 1,647 Accounts receivable ​ ​ 1,045 Inventories ​ ​ 191 Property and equipment ​ ​ 37 Total assets acquired ​ ​ 2,920 ​ ​ ​ ​ Accounts payable and accrued expenses ​ ​ (821) Deferred tax liability ​ ​ (230) Total liabilities assumed ​ ​ (1,051) ​ ​ ​ ​ Net tangible assets acquired ​ ​ 1,869 Identifiable intangible assets: ​ ​ ​ Tradename ​ ​ 220 Customer relationships ​ ​ 745 Total intangible assets subject to amortization ​ ​ 965 ​ ​ ​ ​ Goodwill ​ ​ 439 ​ ​ ​ ​ Total net assets acquired ​ $ 3,273 ​ ​ ​ ​ Consideration paid: ​ ​ ​ Cash ​ $ 1,795 Deferred cash consideration ​ ​ 1,075 Common shares issued ​ ​ 403 ​ ​ ​ ​ Total consideration paid ​ $ 3,273
FrontRow Calypso, LLC
Business Acquisition [Line Items]
SCHEDULE OF RECOGNIZED IDENTIFIED ASSETS ACQUIRED AND LIABILITIES ASSUMED	​ ​ ​ ​ ​ ​ ​ (in thousands) Assets acquired: ​ Cash ​ $ 2,752 Accounts receivable ​ 3,381 Inventories ​ 10,240 Prepaid expenses ​ 883 Property and equipment ​ ​ 348 Total assets acquired ​ 17,604 ​ ​ ​ ​ Accounts payable and accrued expenses ​ ​ (1,501) Deferred revenue ​ ​ (1,225) Other liabilities ​ ​ (12) Total liabilities assumed ​ (2,738) ​ ​ ​ ​ Net tangible assets acquired ​ $ 14,866 ​ ​ ​ ​ Identifiable intangible assets: ​ ​ ​ Customer relationships ​ ​ 8,195 Trademarks ​ ​ 3,244 Technology ​ ​ 5,036 Non-compete ​ ​ 391 Total intangible assets subject to amortization ​ ​ 16,866 ​ ​ ​ ​ Goodwill ​ ​ 2,920 ​ ​ ​ ​ Total net assets acquired ​ $ 34,652 ​ ​ ​ ​ Consideration paid: ​ ​ ​ Cash ​ $ 34,652
SCHEDULE OF ESTIMATED USEFUL LIVES OF ACQUIRED INTANGIBLE ASSETS	​ ​ ​ ​ ​ Estimated ​ ​ Weighted Average ​ ​ Life (years) Customer relationships 8 Trademarks 10 Technology ​ 8 Non-compete agreements ​ 3

ACCOUNTS RECEIVABLE - TRADE (Ta

ACCOUNTS RECEIVABLE - TRADE (Tables)	9 Months Ended
	Sep. 30, 2022
ACCOUNTS RECEIVABLE - TRADE.
SCHEDULE OF ACCOUNTS RECEIVABLE - TRADE	Accounts receivable consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 ​ ​ ​ ​ ​ ​ ​ Accounts receivable – trade ​ $ 53,174 ​ $ 31,053 Allowance for doubtful accounts ​ (555) ​ (405) Allowance for sales returns and volume rebates ​ (1,365) ​ (1,075) Accounts receivable - trade, net of allowances ​ $ 51,254 ​ $ 29,573

INVENTORIES (Tables)

INVENTORIES (Tables)	9 Months Ended
	Sep. 30, 2022
INVENTORIES.
SCHEDULE OF INVENTORIES	Inventories consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 ​ ​ ​ ​ ​ ​ ​ Finished goods ​ $ 49,577 ​ $ 51,346 Spare parts ​ 998 ​ 260 Reserve for inventory obsolescence ​ ​ (1,232) ​ ​ (599) Advanced shipping costs ​ 92 ​ 584 Inventories, net ​ $ 49,435 ​ $ 51,591

PREPAID EXPENSES AND OTHER CU_2

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)	9 Months Ended
	Sep. 30, 2022
PREPAID EXPENSES AND OTHER CURRENT ASSETS.
SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS	Prepaid expenses and other current assets consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 ​ ​ ​ ​ ​ ​ ​ Prepayments to vendors ​ $ 7,085 ​ $ 7,739 Prepaid licenses and other ​ 1,928 ​ 1,705 Prepaid expenses and other current assets ​ $ 9,013 ​ $ 9,444

INTANGIBLE ASSETS (Tables)

INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2022
INTANGIBLE ASSETS.
SCHEDULE OF INTANGIBLE ASSETS	Intangible assets consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Useful lives ​ 2022 ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ Patents ​ 4-10 years ​ $ 182 ​ $ 182 Customer relationships ​ 8-15 years ​ 47,650 ​ 55,158 Technology ​ 3-5 years ​ 8,521 ​ 8,901 Domain ​ 7 years ​ 14 ​ 14 Non-compete ​ 8-15 years ​ ​ 391 ​ ​ 391 Tradenames ​ 2-10 years ​ 12,065 ​ 13,085 Intangible assets, at cost ​ ​ ​ ​ 68,823 ​ 77,731 Accumulated amortization ​ ​ ​ ​ (16,910) ​ (12,199) Intangible assets, net of accumulated amortization ​ ​ ​ $ 51,913 ​ $ 65,532

LEASES (Tables)

LEASES (Tables)	9 Months Ended
	Sep. 30, 2022
LEASES
SCHEDULE OF FUTURE OPERATING LEASE LIABILITIES	Future maturities of the Company's operating lease liabilities are summarized as follows (in thousands): Fiscal year ended, ​ ​ ​ ​ 2022 $ 647 2023 ​ ​ 2,000 2024 ​ ​ 1,271 2025 ​ ​ 1,068 2026 ​ ​ 731 ​ ​ ​ 5,717 Less imputed interest ​ ​ (1,356) Total ​ $ 4,361
SCHEDULE OF SUPPLEMENTAL LEASE INFORMATION	​ ​ ​ ​ ​ Weighted-average remaining lease term (years) ​ 3.5 ​ Weighted-average discount rate ​ 15.5 %

ACCOUNTS PAYABLE AND ACCRUED _2

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)	9 Months Ended
	Sep. 30, 2022
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES	Accounts payable and accrued expense consisted of the following at September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 Accounts payable ​ $ 38,955 ​ $ 25,714 Accrued expense ​ ​ 8,648 ​ ​ 6,440 Other ​ ​ 807 ​ ​ 1,484 Accounts payable and other liabilities ​ $ 48,410 ​ $ 33,638

DEBT (Tables)

DEBT (Tables)	9 Months Ended
	Sep. 30, 2022
DEBT
SCHEDULE OF DEBT	The following is a summary of the Company’s debt as of September 30, 2022 and December 31, 2021 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 Debt – Third Parties ​ ​ Paycheck Protection Program ​ $ 140 ​ $ 1,009 Note payable - Whitehawk ​ ​ 59,063 ​ ​ 58,500 Total debt ​ 59,203 ​ 59,509 Less: Discount and issuance costs ​ 5,923 ​ 7,568 Current portion of debt ​ 9,224 ​ 9,804 Long-term debt ​ $ 44,056 ​ $ 42,137 Total debt (net of discount and issuance costs) ​ $ 53,280 ​ $ 51,941

DERIVATIVE LIABILITIES (Tables)

DERIVATIVE LIABILITIES (Tables)	9 Months Ended
	Sep. 30, 2022
DERIVATIVE LIABILITIES.
SCHEDULE OF FAIR VALUE OF DERIVATIVE LIABILITIES	​ ​ ​ ​ ​ ​ ​ September 30, 2022 Common stock issuable upon exercise of warrants ​ 3,715,075 ​ Market value of common stock on measurement date ​ $ 0.62 ​ Exercise price ​ $ 1.10 ​ Risk free interest rate (1) ​ 4.07 % Expected life in years ​ 4.25 years ​ Expected volatility (2) ​ 92 % Expected dividend yields (3) ​ — % ​ ​ ​ ​ ​ ​ ​ December 31, 2021 Common stock issuable upon exercise of warrants ​ 2,043,291 ​ Market value of common stock on measurement date ​ $ 1.38 ​ Exercise price ​ $ 2.00 ​ Risk free interest rate (1) ​ 1.25 % Expected life in years ​ 5 years ​ Expected volatility (2) ​ 79 % Expected dividend yields (3) ​ — % ​ ​ (1) The risk-free interest rate was determined by management using the applicable Treasury Bill as of the measurement date. (2) The Company does not expect to pay a dividend in the foreseeable future.

INCOME TAXES (Tables)

INCOME TAXES (Tables)	9 Months Ended
	Sep. 30, 2022
INCOME TAXES
SCHEDULE OF PRETAX INCOME (LOSS)	Pretax (loss) income resulting from domestic and foreign operations is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ Three Months Three Months ​ ​ Ended ​ Ended ​ ​ September 30 ​ September 30, ​ ​ 2022 ​ 2021 United States ​ $ 3,320 ​ $ (3,114) Foreign ​ 305 ​ 5,234 Total pretax book income ​ $ 3,625 ​ $ 2,120 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended Nine Months Ended ​ ​ September 30 ​ September 30, ​ 2022 2021 United States ​ $ (589) ​ $ (8,541) Foreign ​ (661) ​ 5,817 Total pretax book loss ​ $ (1,250) ​ $ (2,724) ​ ​

EQUITY (Tables)

EQUITY (Tables)	9 Months Ended
	Sep. 30, 2022
EQUITY
SUMMARY OF THE WARRANTS ACTIVITIES	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ ​ Weighted ​ Remaining ​ ​ Number of ​ ​ Average ​ Contractual ​ ​ Units ​ ​ Exercise Price ​ Term (in years) Outstanding, December 31, 2021 70,000 ​ $ 5.70 ​ 0.94 Granted 7,705,880 ​ $ 0.65 ​ ​ Exercised (352,940) ​ $ - ​ ​ Expired ​ (50,000) ​ ​ 7.70 ​ ​ Outstanding, September 30, 2022 7,372,940 ​ $ 0.68 ​ 5.25 Exercisable, September 30, 2022 12,500 ​ $ 0.70 ​ 2.56

STOCK COMPENSATION (Tables)

STOCK COMPENSATION (Tables)	9 Months Ended
	Sep. 30, 2022
STOCK COMPENSATION
SUMMARY OF THE OPTION ACTIVITIES	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ Average ​ ​ ​ ​ Weighted ​ Remaining ​ ​ Number of ​ Average ​ Contractual ​ ​ Units ​ Exercise Price ​ Term (in years) Outstanding, December 31, 2021 4,054,116 ​ $ 1.92 ​ 2.29 Granted 1,221,744 ​ $ 1.12 ​ ​ Exercised (193,841) ​ $ 0.24 ​ ​ Cancelled (724,408) ​ $ 1.75 ​ ​ Outstanding, September 30, 2022 4,357,611 ​ $ 1.80 ​ 2.28 Exercisable, September 30, 2022 3,042,376 ​ $ 2.20 ​ 1.80
SUMMARY OF THE RESTRICTED STOCK ACTIVITIES	​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ Average ​ ​ ​ ​ Grant Date Fair ​ ​ Number of Units ​ Value Outstanding, December 31, 2021 1,973,947 ​ $ 1.81 Granted 2,411,662 ​ $ 1.20 Vested ​ (1,179,754) ​ $ 1.73 Forfeited (370,151) ​ $ 1.38 Outstanding, September 30, 2022 2,835,704 ​ $ 1.37
SCHEDULE OF STOCK COMPENSATION EXPENSE	For the three and nine months ended September 30, 2022 and 2021, the Company recorded the following stock compensation in general and administrative expense (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, ​ ​ Nine months ended September 30, ​ ​ 2022 ​ ​ 2021 ​ 2022 ​ ​ 2021 Stock options ​ $ 128 ​ $ 153 ​ $ 683 ​ $ 544 Restricted stock units ​ 474 ​ ​ 1,005 ​ 1,980 ​ ​ 2,472 Warrants ​ 1 ​ ​ 3 ​ 2 ​ ​ 4 Total stock compensation expense ​ $ 603 ​ $ 1,161 ​ $ 2,665 ​ $ 3,020

CUSTOMER AND SUPPLIER CONCENT_2

CUSTOMER AND SUPPLIER CONCENTRATION (Tables)	9 Months Ended
	Sep. 30, 2022
CUSTOMER AND SUPPLIER CONCENTRATION
SCHEDULE OF CONCENTRATION RISK	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues ​ ​ ​ ​ Total revenues ​ Accounts ​ ​ from the customer ​ Accounts ​ from the customer ​ receivable from ​ ​ as a percentage of ​ receivable from ​ as a percentage of ​ the customer as ​ ​ total revenues ​ this customer as of ​ total revenues ​ of ​ ​ for the nine months ended ​ September 30, ​ for the nine months ended ​ September 30, ​ ​ September 30, ​ 2022 ​ September 30, ​ 2021 Customer ​ 2022 ​ (in thousands) ​ 2021 ​ (in thousands) 1 ​ 14.1 % $ 8,532 12.8 % $ 9,815 2 — ​ ​ — 10.1 % $ 5,142 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total purchases ​ ​ Total purchases ​ ​ ​ ​ from the vendor ​ ​ ​ ​ from the vendor ​ ​ Accounts payable ​ ​ as a percentage of ​ ​ Accounts payable ​ as a percentage ​ ​ (prepayment) to ​ ​ total cost of ​ ​ (prepayment) to ​ of total cost of ​ ​ the ​ ​ revenues for ​ ​ the vendor as of ​ revenues for ​ ​ vendor as of ​ ​ the nine months ended ​ ​ September 30, ​ the nine months ended ​ ​ September 30, ​ ​ September 30, ​ ​ 2022 ​ September 30, ​ ​ 2021 Vendor ​ 2022 ​ ​ (in thousands) ​ 2021 ​ ​ (in thousands) 1 ​ 44.0 % $ 8,275 ​ 47.0 % $ 4,188 2 ​ 20.0 % $ (10,482) ​ 18.4 % $ (2,070)

ORGANIZATION AND SIGNIFICANT _4

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES - SCHEDULE OF FINANCIAL LIABILITIES MEASURED ON A RECURRING BASIS (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Sep. 30, 2022	Jun. 30, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Derivative liabilities	$ 1,527	$ 1,414	$ 3,064	$ 356	$ 536	$ 363
Warrant
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Derivative liabilities	1,527		3,064
Level 3 | Warrant
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Derivative liabilities	$ 1,527		$ 3,064

ORGANIZATION AND SIGNIFICANT _5

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES - CHANGES IN THE COMPANY WARRANT INSTRUMENTS (Details) - Fair Value, Recurring - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Beginning balance	$ 1,414	$ 536	$ 3,064	$ 363
Exercise of warrants		(171)		(171)
Change in fair value of derivative liabilities	113	(9)	1,537	164
Ending balance	$ 1,527	$ 356	$ 1,527	$ 356

ORGANIZATION AND SIGNIFICANT _6

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES - EPS, REVENUE RECOGNITION, CONTRACT BALANCES AND COSTS AND WARRANTY RESERVE (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Property, Plant and Equipment [Line Items]
Potentially dilutive shares excluded from computation of diluted earnings per share due	17,700,000	1,890,000
Revenue recognized which was previously deferred	$ 2,200	$ 2,500	$ 5,800	$ 4,400
Deferred commissions related amortization			$ 274
Stock options
Property, Plant and Equipment [Line Items]
Potentially dilutive shares excluded from computation of diluted earnings per share due			7,200,000	6,700,000
Warrant
Property, Plant and Equipment [Line Items]
Potentially dilutive shares excluded from computation of diluted earnings per share due			10,800,000	265,000
Converted preferred stock
Property, Plant and Equipment [Line Items]
Potentially dilutive shares excluded from computation of diluted earnings per share due			17,800,000	17,800,000
Minimum
Property, Plant and Equipment [Line Items]
Period fees are due for adjustable rebate contracts			30 days
Maximum
Property, Plant and Equipment [Line Items]
Period fees are due for adjustable rebate contracts			60 days
Non-interactive projectors
Property, Plant and Equipment [Line Items]
Hardware maintenance services terms (in months)			60 months

ORGANIZATION AND SIGNIFICANT _7

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES - REMAINING PERFORMANCE OBLIGATIONS (Details) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Remaining Performance Obligations
Remaining performance obligations	$ 23.2	$ 21.5
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01
Remaining Performance Obligations
Remaining performance obligation period	12 months
Remaining performance obligations (as a percent)	33%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01
Remaining Performance Obligations
Remaining performance obligation period	12 months
Remaining performance obligations (as a percent)	26%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-01
Remaining Performance Obligations
Remaining performance obligation period	12 months
Remaining performance obligations (as a percent)	22%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-10-01
Remaining Performance Obligations
Remaining performance obligation period	12 months
Remaining performance obligations (as a percent)	14%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-10-01
Remaining Performance Obligations
Remaining performance obligation period	12 months
Remaining performance obligations (as a percent)	5%

ORGANIZATION AND SIGNIFICANT _8

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES - DISAGGREGATED REVENUE (Details) - USD ($)		3 Months Ended		9 Months Ended
	Jan. 31, 2018	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue
Revenue	$ 250,000	$ 68,736,000	$ 61,008,000	$ 178,967,000	$ 141,186,000
Product revenues | Hardware
Disaggregation of Revenue
Revenue		64,601,000	57,400,000	167,967,000	131,865,000
Product revenues | Software
Disaggregation of Revenue
Revenue		906,000	1,395,000	3,959,000	3,445,000
Service revenues | Professional services
Disaggregation of Revenue
Revenue		1,359,000	534,000	2,192,000	1,103,000
Service revenues | Maintenance and subscription services
Disaggregation of Revenue
Revenue		$ 1,870,000	$ 1,679,000	4,849,000	$ 4,773,000
Bill and hold arrangements
Disaggregation of Revenue
Revenue				$ 5,300,000

ORGANIZATION AND SIGNIFICANT _9

ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Jan. 01, 2022
Operating lease right of use asset	$ 4,370
Operating lease liabilities, current	1,767
Operating lease liabilities, non-current	$ 2,594
ASU 2016-02
Operating lease right of use asset		$ 3,800
Operating lease liabilities, current		1,600
Operating lease liabilities, non-current		$ 2,300

RECENT BUSINESS ACQUISITIONS (D

RECENT BUSINESS ACQUISITIONS (Details) - USD ($) $ in Thousands		9 Months Ended	12 Months Ended
	Mar. 23, 2021	Sep. 30, 2022	Dec. 31, 2021
Interactive Concepts BV
Business Acquisitions
Voting interests acquired (as a percent)	100%
Consideration amount	$ 3,300	$ 3,273
Payments to Acquire Businesses, Gross		1,795
FrontRow Calypso, LLC
Business Acquisitions
Voting interests acquired (as a percent)			100%
Consideration amount			$ 34,700
Payments to Acquire Businesses, Gross		$ 34,652

RECENT BUSINESS ACQUISITIONS -

RECENT BUSINESS ACQUISITIONS - SCHEDULE OF RECOGNIZED IDENTIFIED ASSETS ACQUIRED AND LIABILITIES ASSUMED (Details) - USD ($) $ in Thousands			9 Months Ended	12 Months Ended
	Mar. 23, 2021	Sep. 25, 2020	Sep. 30, 2022	Dec. 31, 2021
Business Acquisitions
Goodwill			$ 24,524	$ 26,037
Interactive Concepts BV
Business Acquisitions
Cash			1,647
Accounts receivable			1,045
Inventories			191
Property and equipment			37
Total assets acquired			2,920
Accounts payable and accrued expenses			(821)
Deferred tax liability			(230)
Total liabilities assumed			(1,051)
Net tangible assets acquired			1,869
Total intangible assets subject to amortization			965
Goodwill			439
Total net assets acquired			3,273
Cash			1,795
Deferred cash consideration			1,075
Common shares issued			403
Total consideration paid	$ 3,300		3,273
Interactive Concepts BV | Customer relationships.
Business Acquisitions
Identifiable intangible assets			745
Interactive Concepts BV | Trademarks.
Business Acquisitions
Identifiable intangible assets			220
Sahara Presentation Systems PLC
Business Acquisitions
Total consideration paid		$ 94,900
FrontRow Calypso, LLC
Business Acquisitions
Cash			2,752
Accounts receivable			3,381
Inventories			10,240
Prepaid expenses			883
Property and equipment			348
Total assets acquired			17,604
Accounts payable and accrued expenses			(1,501)
Deferred revenue			(1,225)
Other liabilities			(12)
Total liabilities assumed			(2,738)
Net tangible assets acquired			14,866
Total intangible assets subject to amortization			16,866
Goodwill			2,920
Total net assets acquired			34,652
Cash			34,652
Total consideration paid				$ 34,700
FrontRow Calypso, LLC | Customer relationships.
Business Acquisitions
Identifiable intangible assets			8,195
FrontRow Calypso, LLC | Trademarks.
Business Acquisitions
Identifiable intangible assets			3,244
FrontRow Calypso, LLC | Technology
Business Acquisitions
Identifiable intangible assets			5,036
FrontRow Calypso, LLC | Non-compete agreements
Business Acquisitions
Identifiable intangible assets			$ 391

RECENT BUSINESS ACQUISITIONS _2

RECENT BUSINESS ACQUISITIONS - SCHEDULE OF ESTIMATED USEFUL LIVES (Details)	9 Months Ended
	Sep. 30, 2022
Customer relationships.
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives of acquired intangible assets	8 years
Trademarks.
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives of acquired intangible assets	10 years
Technology
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives of acquired intangible assets	8 years
Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Estimated useful lives of acquired intangible assets	3 years

ACCOUNTS RECEIVABLE - TRADE (De

ACCOUNTS RECEIVABLE - TRADE (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
ACCOUNTS RECEIVABLE - TRADE.
Accounts receivable - trade	$ 53,174	$ 31,053
Allowance for doubtful accounts	(555)	(405)
Allowance for sales returns and volume rebates	(1,365)	(1,075)
Accounts receivable - trade, net of allowances	$ 51,254	$ 29,573

INVENTORIES (Details)

INVENTORIES (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
INVENTORIES.
Finished goods	$ 49,577	$ 51,346
Spare parts	998	260
Reserve for inventory obsolescence	(1,232)	(599)
Advanced shipping costs	92	584
Inventories, net	$ 49,435	$ 51,591

PREPAID EXPENSES AND OTHER CU_3

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Prepaid expenses and other current assets	$ 9,013	$ 9,444
Prepayments to vendors
Prepaid expenses and other current assets	7,085	7,739
Prepaid licenses and other
Prepaid expenses and other current assets	$ 1,928	$ 1,705

INTANGIBLE ASSETS - ASSETS BY T

INTANGIBLE ASSETS - ASSETS BY TYPE (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets
Intangible assets, at cost	$ 68,823	$ 77,731
Accumulated amortization	(16,910)	(12,199)
Intangible assets, net of accumulated amortization	51,913	65,532
Patents
Finite-Lived Intangible Assets
Intangible assets, at cost	$ 182	182
Patents | Minimum
Finite-Lived Intangible Assets
Useful lives	4 years
Patents | Maximum
Finite-Lived Intangible Assets
Useful lives	10 years
Customer relationships
Finite-Lived Intangible Assets
Intangible assets, at cost	$ 47,650	55,158
Customer relationships | Minimum
Finite-Lived Intangible Assets
Useful lives	8 years
Customer relationships | Maximum
Finite-Lived Intangible Assets
Useful lives	15 years
Technology
Finite-Lived Intangible Assets
Intangible assets, at cost	$ 8,521	8,901
Technology | Minimum
Finite-Lived Intangible Assets
Useful lives	3 years
Technology | Maximum
Finite-Lived Intangible Assets
Useful lives	5 years
Domain
Finite-Lived Intangible Assets
Useful lives	7 years
Intangible assets, at cost	$ 14	14
Non-compete
Finite-Lived Intangible Assets
Intangible assets, at cost	$ 391	391
Non-compete | Minimum
Finite-Lived Intangible Assets
Useful lives	8 years
Non-compete | Maximum
Finite-Lived Intangible Assets
Useful lives	15 years
Tradenames
Finite-Lived Intangible Assets
Intangible assets, at cost	$ 12,065	$ 13,085
Tradenames | Minimum
Finite-Lived Intangible Assets
Useful lives	2 years
Tradenames | Maximum
Finite-Lived Intangible Assets
Useful lives	10 years

INTANGIBLE ASSETS (Details)

INTANGIBLE ASSETS (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
INTANGIBLE ASSETS.
Amortization of intangible assets	$ 2.1	$ 1.8	$ 6.5	$ 5.2
Changes to gross carrying amount of recognized intangible assets			$ (6.3)		$ 3

LEASES (Details)

LEASES (Details) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2022 USD ($)
LEASES
Initial lease term (in years)	5 years	5 years
Renewal options		false
Operating lease cost	$ 439	$ 1,500
Lease liabilities	267	1,400
New operating lease right-of-use assets	$ 143	$ 2,000

LEASES - SCHEDULE OF FUTURE MIN

LEASES - SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) $ in Thousands	Sep. 30, 2022 USD ($)
LEASES
2022	$ 647
2023	2,000
2024	1,271
2025	1,068
2026	731
Minimum Lease Payments	5,717
Less imputed interest	(1,356)
Total	$ 4,361

LEASES - SUPPLEMENTAL LEASE INF

LEASES - SUPPLEMENTAL LEASE INFORMATION (Details)	Sep. 30, 2022
LEASES
Weighted-average remaining lease term (years)	3 years 6 months
Weighted-average discount rate	15.50%

ACCOUNTS PAYABLE AND ACCRUED _3

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Accounts payable	$ 38,955	$ 25,714
Accrued expense	8,648	6,440
Other	807	1,484
Accounts payable and other liabilities	$ 48,410	$ 33,638

DEBT (Details)

DEBT (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
DEBT
Total debt	$ 59,203	$ 59,509
Less: Discount and issuance cost	5,923	7,568
Current portion of debt	9,224	9,804
Long-term debt	44,056	42,137
Total debt (net of discount and issuance costs)	53,280	51,941
Paycheck Protection Program
DEBT
Total debt	140	1,009
Total debt (net of discount and issuance costs)	140	173
Note payable | Whitehawk Inc
DEBT
Total debt	$ 59,063	$ 58,500

DEBT - WHITEHAWK FINANCE LLC (D

DEBT - WHITEHAWK FINANCE LLC (Details)						9 Months Ended	12 Months Ended
	Jun. 21, 2022 USD ($)	Apr. 04, 2022 USD ($)	Mar. 31, 2022 USD ($) $ / shares shares	Mar. 29, 2022 USD ($)	Dec. 31, 2021 USD ($) D $ / shares shares	Sep. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Jul. 31, 2022 USD ($)	Jul. 22, 2022 $ / shares shares	Jun. 20, 2022
DEBT
Long-term debt					$ 51,941,000	$ 53,280,000	$ 51,941,000
Number of shares for warrants | shares					2,043,291	3,715,075	2,043,291
Exercise price (in dollars per share) | $ / shares						$ 0.68
Agency fees, legal fees, and other costs					$ 7,568,000	$ 5,923,000	$ 7,568,000
Maximum
DEBT
Exercise price (in dollars per share) | $ / shares						$ 0.68
Whitehawk Inc
DEBT
Percentage of fees payable					3%		3%
Fees payable threshold amount					$ 1,800,000		$ 1,800,000
Shares issued discount					$ 500,000
Whitehawk Inc | London Interbank Offered Rate (LIBOR)
DEBT
Basis spread on interest rate							10.75%
Class A common stock | Whitehawk Inc
DEBT
New issues (in shares) | shares					528,169	528,169
Number of shares for warrants | shares					2,043,291		2,043,291
Percentage of increase in issue of warrants					3%		3%
Exercise price (in dollars per share) | $ / shares					$ 2		$ 2
Trading days for warrant repricing | D					30
Share price | $ / shares					$ 2		$ 2
Agency fees, legal fees, and other costs					$ 1,700,000		$ 1,700,000
March 2022 warrant repricing | Whitehawk Inc
DEBT
Exercise price (in dollars per share) | $ / shares			$ 1.19
Number of warrants after repricing | shares			3,434,103
July 2022 warrant repricing | Whitehawk Inc
DEBT
Share price | $ / shares									$ 1.10
Number of warrants after repricing | shares									3,715,075
Credit agreement | Whitehawk Inc
DEBT
Change of control, voting percentage	40%									33%
Credit agreement | Whitehawk Inc
DEBT
Basis spread on interest rate		9.75%
Forbearance on advances granted the Loan Parties		$ 3,500,000
Interest rate reduction on debt instrument		0.50%
EBITDA coverage ratio required to be maintained		1.75%
Credit agreement | Whitehawk Inc | London Interbank Offered Rate (LIBOR)
DEBT
Basis spread on interest rate	13.25%					10.25%
Credit agreement | Whitehawk Inc | Reference Rate
DEBT
Basis spread on interest rate	12.25%
Credit agreement | After March 31, 2022 Senior leverage ratio is less than 2.25 | Whitehawk Inc
DEBT
Leverage ratio							2.25%
Credit agreement | Prepayment premiums the first year following the current fiscal year (as a percent) | Whitehawk Inc
DEBT
Prepayment premiums (as a percent)		5%
Credit agreement | Prepayment premiums the second year following the current fiscal year (as a percent) | Whitehawk Inc
DEBT
Prepayment premiums (as a percent)		4%
Credit agreement | Prepayment premiums the third year following the current fiscal year (as a percent) | Whitehawk Inc
DEBT
Prepayment premiums (as a percent)		2%
Initial Term Loan | Whitehawk Inc
DEBT
Maximum borrowing capacity					68,500,000		$ 68,500,000
Proceeds from debt							58,500,000
Debt, face amount		$ 8,500,000		$ 8,500,000				$ 8,500,000
Loan payment			$ 625,000
Long-term debt					40,000,000		40,000,000
Basis spread on interest rate				2.50%
Repayment of debt not eligible for prepayment premiums		$ 5,000,000
Initial Loan Subject to Repayment on February 28, 2022 | Whitehawk Inc
DEBT
Debt, face amount					8,500,000		8,500,000
Delayed draw term loan | Whitehawk Inc
DEBT
Debt, face amount	$ 2,500,000
Delayed draw term loan | Whitehawk Inc | Maximum
DEBT
Debt, face amount					$ 10,000,000		$ 10,000,000

DEBT - LIND GLOBAL MACRO FUND A

DEBT - LIND GLOBAL MACRO FUND AND LIND GLOBAL ASSET MANAGEMENT (Details) - USD ($) $ in Thousands		3 Months Ended	9 Months Ended
	Dec. 31, 2021	Sep. 30, 2022	Sep. 30, 2022	Sep. 30, 2021
DEBT
Repayment of interest			$ 7,346	$ 2,130
Shares issued value		$ 2,352	2,353
Lind Global Macro Fund L.P. | Class A common stock
DEBT
Shares issued value				13,800
Lind Global Macro Fund L.P. | Securities purchase agreement
DEBT
Loss on extinguishment of debt				3,400
Lind Global Macro Fund L.P. | Third securities purchase agreement | Class A common stock
DEBT
Debt, face amount				9,900
Interest Payable				$ 511
Lind Global Asset Management, LLC | Class A common stock
DEBT
Public offering (in shares)				5,700,000
Whitehawk, Inc
DEBT
Repayment of debt		656	1,900
Repayment of interest		$ 2,000	$ 5,600
Whitehawk, Inc | Class A common stock
DEBT
Public offering (in shares)	528,169		528,169

DEBT - PAYCHECK PROTECTION PROG

DEBT - PAYCHECK PROTECTION PROGRAM LOAN (Details) - USD ($) $ in Thousands	May 22, 2020	Sep. 30, 2022	Dec. 31, 2021
DEBT
Long-term debt		$ 53,280	$ 51,941
Paycheck Protection Program
DEBT
Proceeds from loan	$ 1,100
Loan applied for forgiveness			836
Long-term debt		$ 140	$ 173

DEBT - EVEREST DISPLAY INC. (De

DEBT - EVEREST DISPLAY INC. (Details) - USD ($)	Jan. 26, 2021	Sep. 30, 2022	Dec. 31, 2021
DEBT
Accounts payable		$ 38,955,000	$ 25,714,000
Everest Display, Inc. | Accounts Payable and Other Liabilities Conversion
DEBT
Accounts payable	$ 1,983,436
Everest Display, Inc. | Class A common stock | Accounts Payable and Other Liabilities Conversion
DEBT
Conversion of accounts payable liabilities (in shares)	793,375

DEBT - ACCOUNTS RECEIVABLE FINA

DEBT - ACCOUNTS RECEIVABLE FINANCING - SALLYPORT COMMERCIAL FINANCE (Details) - USD ($)	Aug. 06, 2021	Jul. 20, 2021	Sep. 30, 2020
Account Receivable Agreement [Member]
DEBT
Maximum borrowing capacity	$ 15,000,000
Professional fees	$ 20,000
Percentage increased maximum facility limit amount	1%
Sallyport Commercial Finance, LLC | Asset-based lending agreement
DEBT
Account receivable agreed to be purchased, percentage			90%
Interest rate			3.50%
Interest rate floor			3.25%
Audit fees payable			$ 950
Maximum borrowing capacity		$ 13,000,000
Professional fees		$ 50,000
Percentage increased maximum facility limit amount		1%
Sallyport Commercial Finance, LLC | Asset-based lending agreement | Maximum
DEBT
Increase in monthly sales volume		$ 3,000,000
Sallyport Commercial Finance, LLC | Asset-based lending agreement | Minimum
DEBT
Increase in monthly sales volume		$ 1,250,000

DERIVATIVE LIABILITIES - FAIR V

DERIVATIVE LIABILITIES - FAIR VALUE OF DERIVATIVE LIABILITIES (Details)	Sep. 30, 2022 $ / shares Y shares	Dec. 31, 2021 $ / shares Y shares
Fair Value Measurement Inputs and Valuation Techniques
Common stock issuable upon exercise of warrants | shares	3,715,075	2,043,291
Market value of common stock on measurement date
Fair Value Measurement Inputs and Valuation Techniques
Measurement input	0.62	1.38
Exercise price
Fair Value Measurement Inputs and Valuation Techniques
Measurement input	1.10	2
Risk free interest rate
Fair Value Measurement Inputs and Valuation Techniques
Measurement input	0.0407	0.0125
Expected life in years
Fair Value Measurement Inputs and Valuation Techniques
Measurement input | Y	4.25	5
Expected volatility
Fair Value Measurement Inputs and Valuation Techniques
Measurement input	0.92	0.79
Expected dividend yield
Fair Value Measurement Inputs and Valuation Techniques
Measurement input	0	0

INCOME TAXES - SCHEDULE OF PRET

INCOME TAXES - SCHEDULE OF PRETAX INCOME (LOSS) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Total pretax book income (loss)	$ 3,625	$ 2,120	$ (1,250)	$ (2,724)
US
Total pretax book income (loss)	3,320	(3,114)	(589)	(8,541)
Other Foreign Jurisdictions
Total pretax book income (loss)	$ 305	$ 5,234	$ (661)	$ 5,817

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Jun. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income tax expense	$ (520)	$ (1,391)		$ (475)	$ (3,936)
Effective tax rate				38%
Other Foreign Jurisdictions
Income tax expense	$ (520)	$ (1,400)		$ 475	$ 3,900
State and Local Jurisdiction
Income tax expense			$ (24)
Estimate of possible loss			82
Penalties and interest accrued			$ 58

EQUITY - PREFERRED SHARES (Deta

EQUITY - PREFERRED SHARES (Details) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
EQUITY
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Series A Preferred Stock
EQUITY
Preferred stock, shares authorized	250,000
Preferred stock, par value (in dollars per share)	$ 0.0001
Series B Preferred Stock
EQUITY
Temporary equity, shares authorized	1,200,000
Temporary equity, par value (in dollars per share)	$ 0.0001
Series C Preferred Stock
EQUITY
Temporary equity, shares authorized	270,000
Temporary equity, par value (in dollars per share)	$ 0.0001
Blank Check Preferred Stock
EQUITY
Preferred stock, shares authorized	48,280,000

EQUITY - SERIES A PREFERRED STO

EQUITY - SERIES A PREFERRED STOCK (Details) - shares		9 Months Ended
	Aug. 05, 2019	Sep. 30, 2022	Dec. 31, 2021
EQUITY
Preferred stock, shares outstanding		167,972	167,972
Series A Preferred Stock
EQUITY
Shares issuable on conversion of preferred stock		398,406
Shares converted on conversion	82,028
Preferred stock, shares outstanding		167,972
Series A Preferred Stock | Genesis Collaboration, LLC
EQUITY
Acquisition (in shares)		250,000
Class A common stock
EQUITY
Shares issued on conversion	130,721

EQUITY - SERIES B PREFERRED STO

EQUITY - SERIES B PREFERRED STOCK AND SERIES C PREFERRED STOCK (Details) $ / shares in Units, $ in Thousands, £ in Millions				9 Months Ended
	Jun. 14, 2021 USD ($)	Mar. 24, 2021 USD ($) $ / shares shares	Sep. 25, 2020 USD ($) D $ / shares shares	Sep. 30, 2022	Sep. 30, 2021 USD ($)	Mar. 24, 2021 GBP (£) shares
Temporary Equity
Deemed contribution from Series B preferred | $	$ 367				$ 367
Sahara Presentation Systems PLC
Temporary Equity
Consideration amount | $			$ 94,900
Series B Preferred Stock
Temporary Equity
Liquidation value per share			$ 10
Dividend rate			8%
Conversion price per share			$ 1.66
Stock price trigger (as a percent)			200%
Threshold trading days | D			20
Notice period for redemption				30 days
Redemption price per share			$ 10
Liquidation value		$ 15,900				£ 11.5
Series B Preferred Stock | Sahara Presentation Systems PLC
Temporary Equity
Shares issued on acquisition | shares			1,586,620
Series C Preferred Stock
Temporary Equity
Liquidation value per share			$ 10
Conversion price per share		$ 1.66
Stock price trigger (as a percent)			200%
Threshold trading days | D			20
Shares held by shareholders (as a percent)		96%
Shares issuable on conversion of preferred stock | shares		7,600,000				7,600,000
Series C Preferred Stock | Sahara Presentation Systems PLC
Temporary Equity
Shares issued on acquisition | shares			1,320,850
Series B and Series C Preferred Stock | Sahara Presentation Systems PLC
Temporary Equity
Fair value | $			$ 28,500

EQUITY - COMMON STOCK (Details)

EQUITY - COMMON STOCK (Details)	9 Months Ended
	Sep. 30, 2022 Vote shares	Dec. 31, 2021 shares
EQUITY
Common stock, shares authorized	200,000,000	200,000,000
Class A common stock
EQUITY
Common stock, shares authorized	150,000,000
Number of votes per share | Vote	1
Common stock, shares issued	74,123,492	63,821,901
Common stock, shares outstanding	74,123,492	63,821,901
Class B common stock
EQUITY
Common stock, shares authorized	50,000,000
Number of votes per share | Vote	0
Common stock, shares outstanding	0	0

EQUITY - ISSUANCE OF COMMON STO

EQUITY - ISSUANCE OF COMMON STOCK (Details) $ / shares in Units, $ in Thousands				3 Months Ended		9 Months Ended
	Jul. 22, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Jan. 26, 2021 USD ($)	Sep. 30, 2022 USD ($) Y $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares	Sep. 30, 2022 USD ($) Y $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares
Class of Stock [Line Items]
Common stock, par value | $ / shares		$ 0.0001		$ 0.0001		$ 0.0001
Number of shares for warrants | shares		2,043,291		3,715,075		3,715,075
Warrants and rights outstanding, term		11 months 8 days
Net Income (Loss) Attributable to Parent				$ 3,105	$ 729	$ (1,725)	$ (6,659)
Accounts payable		$ 25,714		$ 38,955		$ 38,955
Market value on measurement date | $ / shares				$ 0.59		$ 0.59
Conversion of restricted shares (in shares) | shares				332,065	217,000	1,995,871	760,060
Stock options exercised (in shares) | shares				0	162,000	193,841	481,834
Exercise price (in dollars per share) | $ / shares				$ 0.68		$ 0.68
Private Placement
Class of Stock [Line Items]
Number of stock and warrants for common stock issued. | shares	7,352,940
Price per share | $ / shares	$ 0.68
Gross proceeds from issuance of stock	$ 5,000
Shares offering, restriction to issue shares after closing of offering, period	60 days
Pre Funded Warrants
Class of Stock [Line Items]
Warrants exercised (in shares) | shares				352,940	75,000	352,940	95,749
Exercise price (in dollars per share) | $ / shares				$ 0.001	$ 0.42	$ 0.001	$ 0.42
Pre Funded Warrants | Private Placement
Class of Stock [Line Items]
Number of shares for warrants | shares	352,940
Issuance proceeds allocated based on relative fair value of instruments	$ 118
Exercisable term of warrants	6 months
Warrants and rights outstanding, term	5 years 6 months
Net proceeds from issuance of warrants	$ 4,600
Warrant | Private Placement
Class of Stock [Line Items]
Issuance proceeds allocated based on relative fair value of instruments	2,200
Risk free interest rate
Class of Stock [Line Items]
Measurement input				0.0286		0.0286
Expected life in years
Class of Stock [Line Items]
Measurement input | Y				6		6
Expected volatility
Class of Stock [Line Items]
Measurement input				1.32		1.32
Expected dividend yield
Class of Stock [Line Items]
Measurement input				0		0
Common stock | Private Placement
Class of Stock [Line Items]
Issuance proceeds allocated based on relative fair value of instruments	$ 2,400
Class A common stock | Whitehawk Inc
Class of Stock [Line Items]
Public offering (in shares) | shares		528,169				528,169
Number of shares for warrants | shares		2,043,291
Exercise price (in dollars per share) | $ / shares		$ 2
Class A common stock | Everest Display, Inc. | Accounts payable.
Class of Stock [Line Items]
Accounts payable					$ 2,000		$ 2,000
Debt converted into shares | shares							793,000
Debt converted into shares, value							$ 1,600
Gain from settlements of liabilities			$ 357				$ 357
Class A common stock | Lind Global
Class of Stock [Line Items]
Gross proceeds from issuance of stock						$ 13,800
Repaid principal					3,100	9,900
Repaid interest					$ 138	$ 511
Number of common stock issued | shares					1,800,000	5,700,000
Net Income (Loss) Attributable to Parent					$ 700	$ 3,400
Class A common stock | Private Placement
Class of Stock [Line Items]
Public offering (in shares) | shares	7,000,000
Common stock, par value | $ / shares	$ 0.0001
Exercise price (in dollars per share) | $ / shares	$ 0.0001

EQUITY - WARRANTS ACTIVITY (Det

EQUITY - WARRANTS ACTIVITY (Details) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Weighted Average Exercise Price
Weighted Average Remaining Contractual Term, Outstanding (in years)					11 months 8 days
Equity warrant
Number of Units
Outstanding, at beginning (in shares)			70,000
Granted (in shares)			7,705,880
Warrants exercised (in shares)			(352,940)
Warrants expired (in shares)			(50,000)
Outstanding, at ending (in shares)	7,372,940		7,372,940
Exercisable (in shares)			12,500
Weighted Average Exercise Price
Outstanding, at beginning (in dollars per share)			$ 5.70
Granted (in dollars per share)			0.65
Expired (in dollars per share)			7.70
Outstanding, at ending (in dollars per share)	$ 0.68		0.68
Exercisable (in dollars per share)	$ 0.70		$ 0.70
Weighted Average Remaining Contractual Term, Outstanding (in years)	5 years 3 months		5 years 3 months
Weighted Average Remaining Contractual Term, Exercisable (in years)			2 years 6 months 21 days
Pre Funded Warrants
Number of Units
Warrants exercised (in shares)	(352,940)	(75,000)	(352,940)	(95,749)

STOCK COMPENSATION (Details)

STOCK COMPENSATION (Details)	9 Months Ended
	Sep. 30, 2022 Y $ / shares shares
STOCK COMPENSATION
Market value on measurement date	$ 0.59
Exercise price (in dollars per share)	$ 0.68
Directors Officers Key Employees Consultants [Member] | 2021 Equity Incentive Plan [Member]
STOCK COMPENSATION
Shares available for issuance | shares	2,725,400
Stock options
STOCK COMPENSATION
Vesting period (in years)	4 years
Expiration term (in years)	5 years
Risk free interest rate
STOCK COMPENSATION
Measurement input	0.0286
Expected life in years
STOCK COMPENSATION
Measurement input | Y	6
Expected volatility
STOCK COMPENSATION
Measurement input	1.32
Expected dividend yield
STOCK COMPENSATION
Measurement input	0
Minimum
STOCK COMPENSATION
Market value on measurement date	$ 0.59
Exercise price (in dollars per share)	$ 5.01
Minimum | Risk free interest rate
STOCK COMPENSATION
Measurement input	1.69
Minimum | Expected life in years
STOCK COMPENSATION
Measurement input | Y	3
Minimum | Expected volatility
STOCK COMPENSATION
Measurement input	1.41
Maximum
STOCK COMPENSATION
Market value on measurement date	$ 0.93
Exercise price (in dollars per share)	$ 0.68
Maximum | Risk free interest rate
STOCK COMPENSATION
Measurement input	2.87
Maximum | Expected life in years
STOCK COMPENSATION
Measurement input | Y	4
Maximum | Expected volatility
STOCK COMPENSATION
Measurement input	1.48

STOCK COMPENSATION - STOCK OPTI

STOCK COMPENSATION - STOCK OPTIONS ACTIVITY (Details) - USD ($)			3 Months Ended		9 Months Ended		12 Months Ended
	Jun. 13, 2022	May 03, 2022	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Number of Units
Outstanding at beginning (in shares)					4,054,116
Granted (in shares)					1,221,744
Exercised (in shares)			0	(162,000)	(193,841)	(481,834)
Cancelled (in shares)					(724,408)
Outstanding at ending (in shares)			4,357,611		4,357,611		4,054,116
Exercisable (in shares)			3,042,376		3,042,376
Weighted Average Exercise Price
Outstanding at beginning (in dollars per share)					$ 1.92
Granted (in dollars per share)					1.12
Exercised (in dollars per share)					0.24
Cancelled (in dollars per share)					1.75
Outstanding at ending (in dollars per share)			$ 1.80		1.80		$ 1.92
Exercisable (in dollars per share)			$ 2.20		$ 2.20
Weighted Average Remaining Contractual Terms, Outstanding (in years)					2 years 3 months 10 days		2 years 3 months 14 days
Weighted Average Remaining Contractual Terms, Exercisable (in years)					1 year 9 months 18 days
Options intrinsic value			$ 150,000		$ 150,000		$ 1,900,000
Common stock, par value			$ 0.0001		$ 0.0001		$ 0.0001
Board of Directors
Weighted Average Exercise Price
Term of non compete agreement		3 years
Class A common stock | Board of Directors
Weighted Average Exercise Price
Stock options to purchase		577,675
Common stock, par value		$ 0.001
Market value of common stock on measurement date		$ 1.04
Fair value of the stock		$ 314,000
Class A common stock | Chief Financial Officer
Weighted Average Exercise Price
Stock options to purchase	150,000
Vesting period	4 years

STOCK COMPENSATION - RESTRICTED

STOCK COMPENSATION - RESTRICTED STOCK UNITS ACTIVITY (Details) - USD ($)				3 Months Ended		9 Months Ended
	Mar. 21, 2022	Feb. 24, 2022	Feb. 14, 2022	Sep. 30, 2022	Mar. 31, 2022	Sep. 30, 2022
Weighted Average Grant Date Fair Value
Value of shares issued				$ 11,000
Former Front Row Employee | Class A common stock
Weighted Average Grant Date Fair Value
Restricted stock issued					39,683
Value of shares issued					$ 50,000
Restricted Stock Units
Number of Units
Outstanding at beginning (in shares)					1,973,947	1,973,947
Granted (in shares)						2,411,662
Vested (in shares)						(1,179,754)
Forfeited (in shares)						(370,151)
Outstanding at ending (in shares)				2,835,704		2,835,704
Weighted Average Grant Date Fair Value
Outstanding at beginning (in dollars per share)					$ 1.81	$ 1.81
Granted (in dollars per share)						1.20
Vested (in dollars per share)						1.73
Forfeited (in dollars per share)						1.38
Outstanding at ending (in dollars per share)				$ 1.37		$ 1.37
Vesting period (in years)						4 years
Restricted Stock Units | Employees | 2014 Stock Incentive Plan
Number of Units
Granted (in shares)		1,771,950
Weighted Average Grant Date Fair Value
Vesting period (in years)		4 years
Grant date fair value		$ 2,100,000
Restricted Stock Units | Chief Executive Officer
Number of Units
Granted (in shares)			163,637
Weighted Average Grant Date Fair Value
Vesting period (in years)			3 years
Aggregate intrinsic value outstanding			$ 180,000
Options to purchase shares			$ 494,069
Restricted Stock Units | Board Members [Member]
Number of Units
Granted (in shares)	348,840
Weighted Average Grant Date Fair Value
Vesting period (in years)	1 year
Grant date fair value	$ 450,000

STOCK COMPENSATION - STOCK COMP

STOCK COMPENSATION - STOCK COMPENSATION EXPENSE (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
STOCK COMPENSATION
Stock compensation expense			$ 608
Unrecognized compensation expense	$ 4,700		4,700
General and administrative expense.
STOCK COMPENSATION
Stock compensation expense	603	$ 1,161	2,665	$ 3,020
General and administrative expense. | Stock options
STOCK COMPENSATION
Stock compensation expense	128	153	683	544
General and administrative expense. | Restricted Stock Units
STOCK COMPENSATION
Stock compensation expense	474	1,005	1,980	2,472
General and administrative expense. | Warrants
STOCK COMPENSATION
Stock compensation expense	$ 1	$ 3	$ 2	$ 4

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)		3 Months Ended		9 Months Ended
	Jan. 31, 2018	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
RELATED PARTY TRANSACTIONS
Term over which Management Agreement pays after employment termination (in months)	13 months
Percentage of annual management fee payable in cash	0.375%
Revenues, net	$ 250,000	$ 68,736,000	$ 61,008,000	$ 178,967,000	$ 141,186,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details)	9 Months Ended
	Sep. 30, 2022 lease
US
Lessee, Lease, Description [Line Items]
Number of operating leases	7
GB
Lessee, Lease, Description [Line Items]
Number of operating leases	2

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - PURCHASE COMMITMENTS (Details) $ in Millions	Sep. 30, 2022 USD ($)
Purchase Commitments
Purchase Commitments
Open inventory purchase orders	$ 33.8

CUSTOMER AND SUPPLIER CONCENT_3

CUSTOMER AND SUPPLIER CONCENTRATION - CUSTOMER CONCENTRATION RISK (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($) customer	Sep. 30, 2021 USD ($) customer	Dec. 31, 2021 USD ($)
Concentration Risk
Number of customers | customer	1	2
Accounts receivable - trade, net of allowances	$ 51,254		$ 29,573
Revenue | Customer concentration risk | Customer one
Concentration Risk
Concentration risk (as a percent)	14.10%	12.80%
Accounts receivable - trade, net of allowances	$ 8,532	$ 9,815
Revenue | Customer concentration risk | Customer two
Concentration Risk
Concentration risk (as a percent)		10.10%
Accounts receivable - trade, net of allowances		$ 5,142

CUSTOMER AND SUPPLIER CONCENT_4

CUSTOMER AND SUPPLIER CONCENTRATION - SUPPLIER CONCENTRATION RISK (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($) item	Sep. 30, 2021 USD ($)
Concentration Risk
Number of suppliers | item	2
Cost of goods sold | Supplier concentration risk | Supplier one
Concentration Risk
Concentration risk (as a percent)	44%	47%
Accounts payable (prepayment)	$ 8,275	$ 4,188
Cost of goods sold | Supplier concentration risk | Supplier two
Concentration Risk
Concentration risk (as a percent)	20%	18.40%
Accounts payable (prepayment)	$ (10,482)	$ (2,070)

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands				3 Months Ended	9 Months Ended
	Nov. 04, 2022	Jul. 22, 2022	Dec. 31, 2021	Sep. 30, 2022	Sep. 30, 2022	Sep. 30, 2021
Common stock, par value			$ 0.0001	$ 0.0001	$ 0.0001
Common stock issuable upon exercise of warrants			2,043,291	3,715,075	3,715,075
Exercise price (in dollars per share)				$ 0.68	$ 0.68
Warrants and rights outstanding, term			11 months 8 days
Private Placement
Number of stock and warrants for common stock issued.		7,352,940
Price per share		$ 0.68
Gross proceeds from issuance of stock		$ 5,000
Shares offering, restriction to issue shares after closing of offering, period		60 days
Minimum
Exercise price (in dollars per share)				5.01	5.01
Maximum
Exercise price (in dollars per share)				$ 0.68	$ 0.68
Whitehawk, Inc
Repayment of notes payable				$ 656	$ 1,900
Whitehawk, Inc | Repayment on February 28, 2023
Debt, face amount				$ 8,500	$ 8,500
Pre Funded Warrants
Exercise price (in dollars per share)				$ 0.001	$ 0.001	$ 0.42
Pre Funded Warrants | Private Placement
Common stock issuable upon exercise of warrants		352,940
Exercisable term of warrants		6 months
Warrants and rights outstanding, term		5 years 6 months
Class A common stock | Private Placement
Public offering (in shares)		7,000,000
Common stock, par value		$ 0.0001
Exercise price (in dollars per share)		$ 0.0001
Class A common stock | Whitehawk, Inc
Public offering (in shares)			528,169		528,169
Common stock issuable upon exercise of warrants			2,043,291
Exercise price (in dollars per share)			$ 2
Subsequent event | Whitehawk, Inc | Credit agreement
Repayment of notes payable	$ 4,250