SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The Company’s condensed consolidated financial statements include the accounts of ACM and its subsidiaries, including ACM Shanghai and its subsidiaries, which include ACM Wuxi, ACM Shengwei and CleanChip (the subsidiaries of which include ACM California and ACM Korea). ACM’s subsidiaries are those entities in which ACM, directly or indirectly, controls a majority of the voting power. All significant intercompany transactions and balances have been eliminated upon consolidation. The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission for reporting on Form -Q. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. The accompanying condensed consolidated financial statements should be read in conjunction with the historical consolidated financial statements of the Company for the year ended December included in ACM’s Annual Report on Form -K for the year ended December . The accompanying condensed consolidated balance sheet as of June condensed consolidated statements of operations and comprehensive income for the and months ended June and condensed consolidated statements of changes in stockholders’ equity for the and months ended June and and condensed consolidated statements of cash flows for the months ended June and are unaudited. In the opinion of management, these unaudited condensed consolidated financial statements of the Company reflect all adjustments that are necessary for a fair presentation of the Company’s financial position and results of operations. Such adjustments are of a normal recurring nature, unless otherwise noted. The balance sheet as of June and the results of operations for the and months ended June are not necessarily indicative of the results to be expected for any future period. COVID-19 Assessment The outbreak of COVID- the coronavirus, has grown both in the United States and globally, and related government and private sector responsive actions have adversely affected the Company’s business operations. In December a series of emergency quarantine measures taken by the PRC government disrupted domestic business activities during the weeks after the initial outbreak of COVID- Since that time, an increasing number of countries, including the United States, have imposed restrictions on travel to and from the PRC and elsewhere, as well as general movement restrictions, business closures and other measures imposed to slow the spread of COVID- The situation continues to develop, and it is impossible to predict the effect and ultimate impact of the COVID- outbreak on the Company’s business operations and results. While the quarantine, social distancing and other regulatory measures instituted or recommended in response to COVID- are expected to be temporary, the duration of the business disruptions and related financial impact cannot be estimated at this time. The COVID- outbreak has been declared a worldwide health pandemic that could adversely affect the economies and financial markets of many countries, resulting in an economic downturn and changes in global economic policy that could reduce demand for the Company’s products and its customers’ chips and have a material adverse impact on the Company’s business, operating results and financial condition. Through June the Company had not experienced a significant negative impact of COVID- on its operations, capital and financial resources, including overall liquidity position. The Company continues to monitor the impact of the COVID-19 pandemic on all aspects of its business. The Company conducts substantially all of its product development, manufacturing, support and services in the PRC, and those activities have been directly impacted by the COVID- outbreak and related restrictions on transportation and public appearances. In February ACM Shanghai’s headquarters were closed for an additional beyond the normal Lunar New Year Holiday in accordance with Shanghai government restrictions related to the outbreak. The Company cannot assure that further closures or reductions of its PRC operations or production may not be necessary in upcoming months as the result of business interruptions arising from protective measures being taken by the PRC and other governmental agencies or of other consequences of the COVID- outbreak. The Company’s corporate headquarters are located in Alameda County in the San Francisco Bay Area of California. In order to attempt to mitigate the COVID- pandemic, in March (a) the State of California declared a state of emergency related to the spread of COVID- (b) the San Francisco Department of Public Health announced aggressive recommendations to reduce the spread of the virus, (c) the health officers of San Francisco Bay Area counties, including Alameda County, issued shelter-in-place orders, which (i) direct all individuals living in those counties to shelter at their places of residence (subject to limited exceptions), (ii) direct all businesses and governmental agencies to cease non-essential operations at physical locations in those counties, (iii) prohibit all non-essential gatherings of any number of individuals, (iv) order cessation of all non-essential travel, and (d) the Governor of California and the State Public Health Officer and Director of the California Department of Public Health ordered all individuals living in the State of California to stay at their place of residence for an indefinite period of time (subject to limited exceptions). The effects of these types of actions in the future may negatively impact productivity, disrupt the business of the Company and delay timelines, the magnitude of which will depend, in part, on the length and severity of the restrictions and other limitations on the Company’s ability to conduct its business in the ordinary course. The prolonged and broad-based shift to a remote working environment continues to create inherent productivity, connectivity, and oversight challenges and could affect our ability to enhance, develop and support existing products and services, detect and prevent spam and problematic content, hold product sales and marketing events, and generate new sales leads, among others. In addition, the changed environment under which the Company is operating could have an effect on its internal controls over financial reporting as well as the Company’s ability to meet a number of its compliance requirements in a timely or quality manner. Additional and/or extended, governmental lockdowns, restrictions or new regulations could significantly impact the ability of our employees and vendors to work productively. Governmental restrictions have been globally inconsistent and it remains unclear when a return to worksite locations or travel will be permitted or what restrictions will be in place in those environments. As the Company continues to return its workforce in more office locations in it may experience increased costs as it prepares its facilities for a safe return to work environment and experiment with hybrid work models, in addition to potential effects on its ability to compete effectively and maintain its corporate culture. Extended periods of interruption to the Company’s corporate, development or manufacturing facilities due to the COVID- outbreak could cause the Company to lose revenue and market share, which would depress its financial performance and could be difficult to recapture. The Company’s business may also be harmed if travel to or from the PRC or the United States continues to be restricted or inadvisable or if members of management and other employees are absent because they contract the coronavirus, they elect not to come to work due to the illness affecting others in the Company’s office or laboratory facilities, or they are subject to quarantines or other governmentally imposed restrictions. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the balance sheet date and the reported revenues and expenses during the reported period in the consolidated financial statements and accompanying notes. The Company’s significant accounting estimates and assumptions include, but are not limited to, those used for the valuation and recognition of fair value of trading securities, stock-based compensation arrangements and warrant liability, realization of deferred tax assets, assessment for impairment of long-lived assets, allowance for doubtful accounts, inventory valuation for excess and obsolete inventories, lower of cost and market value or net realizable value of inventories, depreciable lives of property and equipment and useful life of intangible assets. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates and assumptions. Basic and Diluted Net Income per Common Share Basic and diluted net income per common share are calculated as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Net income $ 7,334 $ 496 $ 13,156 $ 2,459 Less: Net income attributable to non-controlling interests and redeemable non-controlling interests 767 577 1,119 835 Net income (loss) available to common stockholders, basic and diluted $ 6,567 $ (81 ) $ 12,037 $ 1,624 Weighted average shares outstanding, basic 19,123,659 18,050,841 18,956,195 18,085,602 Effect of dilutive securities 2,684,085 3,465,334 2,723,333 3,111,601 Weighted average shares outstanding, diluted 21,807,744 21,516,175 21,679,528 21,197,203 Net income (loss) per common share: Basic $ 0.34 $ (0.00 ) $ 0.63 $ 0.09 Diluted $ 0.30 $ (0.00 ) $ 0.56 $ 0.08 ACM has been authorized to issue Class A and Class B common stock since redomesticating in Delaware in November The classes of common stock are substantially identical in all material respects, except for voting rights. Since ACM did not declare any dividends during the and six months ended June and the net income per common share attributable to each class is the same under the “ -class” method. As such, the classes of common stock have been presented on a combined basis in the condensed consolidated statements of operations and comprehensive income and in the above computation of net income per common share. Diluted net income per common share reflects the potential dilution from securities, including stock options and issued warrants, that could share in ACM’s earnings. Certain potential dilutive securities were excluded from the net income per share calculation because the impact would be anti-dilutive. ACM’s potential dilutive securities consist of warrants and stock options for the and months ended June and . Concentration of Credit Risk Financial instruments that potentially subject the Company to credit risk consist principally of cash and cash equivalents, restricted cash and accounts receivable. The Company deposits and invests its cash with financial institutions that management believes are creditworthy. The Company is potentially subject to concentrations of credit risks in its accounts receivable. For the six months ended June June June Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2019 - 12, Income Taxes (Topic 740) : Simplifying the Accounting for Income Taxes . ASU 2019 - 12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. It also improves consistent application of and simplifies GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The Company adopted ASU 2019 - 12 on January 1, 2021. The adoption of ASU 2019 - 12 did not have a material impact on the Company’s condensed consolidated financial statements. In March the FASB issued ASU No. - Reference Rate Reform (Topic : Facilitation of the Effects of Reference Rate Reform on Financial Reporting. ASU - provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform. The Company adopted ASU - on January The adoption of ASU - did not have a material impact on the Company’s condensed consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In June the FASB issued ASU - Financial Instruments-Credit Losses (Topic 326) : Measurement of Credit Losses on Financial Instruments . ASU - replaced the pre-existing incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU - requires use of a forward-looking expected credit loss model for accounts receivables, loans and other financial instruments. ASU - is effective for fiscal years beginning after December with early adoption permitted. In October the FASB issued ASU - Financial Instruments – Credit Losses (Topic 326) , Derivatives and Hedging (Topic 815) and Leases (Topic 842) , which defers the effective date for public filers that are considered small reporting companies (“SRC”) as defined by the U.S. Securities and Exchange Commission (“SEC”) to fiscal years beginning after December including interim periods within those fiscal years. Since the Company was eligible to be an SRC based on its SRC determination as of November (which is the issuance date of ASU - in accordance with SEC regulations, the Company will adopt the standards for the year beginning January Adoption of the standard requires using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date to align existing credit loss methodology with the new standard. The Company is evaluating the impact of this standard on its consolidated financial statements, including accounting policies, processes and systems and expects the standard will have a minor impact on its consolidated financial statements. |