DSS (DSS) 8-K/A Financial Statements and Exhibits

Exhibit 99.1

DSS, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

As of September 30, 2021

	Pre-Acquisition DSS (Purchaser)			Record 12.23.2021 Investment			Post-Acquisition DSS (Purchaser)			Sharing Service Global Corp (Target)			Proforma Adjustment (Note 1)			Proforma Adjustment (Note 2)			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	69,137,000		$	(3,000,000	)	$	66,137,000		$	28,841,283								$	94,978,283
Restricted cash		350,000						350,000			-									350,000
Accounts receivable, net		2,774,000						2,774,000			1,538,965									4,312,965
Income taxes receivable		-						-			1,974,211									1,974,211
Inventory		3,535,000						3,535,000			5,604,519									9,139,519
Current portion of notes receivable		19,716,000						19,716,000			136,281			(16,830,000	)					3,022,281
Prepaid expenses and other current assets		1,469,000						1,469,000			2,506,799									3,975,799
Total current assets		96,981,000			(3,000,000	)		93,981,000			40,602,058			(16,830,000	)		-			117,753,058
Property, plant and equipment, net		6,396,000						6,396,000			921,694									7,317,694
Investment in real estate		6,495,000						6,495,000			-									6,495,000
Other investments		11,337,000						11,337,000			-			(6,536,000	)					4,801,000
Investment, equity method		16,107,000						16,107,000			-						(14,872,000	)		1,235,000
Marketable securities		9,207,000						9,207,000			-									9,207,000
Notes receivable		4,483,000						4,483,000			-									4,483,000
Other assets		409,000						409,000			98,312									507,312
Right-of-use assets		198,000						198,000			319,517									517,517
Deferred tax asset, net		283,000						283,000			-									283,000
Investment in unconsolidated entities		-						-			5,051,970									5,051,970
Investment in target		-			3,000,000			3,000,000			-						(3,000,000	)		-
Goodwill		43,807,000						43,807,000			-									43,807,000
Other intangible assets, net		23,373,000						23,373,000			760,299									24,133,299
Total assets	$	219,076,000		$	-		$	219,076,000		$	47,753,850		$	(23,366,000	)	$	(17,872,000	)	$	225,591,850
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	1,948,000					$	1,948,000		$	1,169,030								$	3,117,030
Accrued expenses and deferred revenue		9,555,000						9,555,000			-									9,555,000
Other current liabilities		415,000						415,000			9,750,273									10,165,273
Current portion of lease liability		122,000						122,000			-									122,000
Current portion of long-term debt, net		498,000						498,000			100,000									598,000
Total current liabilities		12,538,000			-			12,538,000			11,019,303			-			-			23,557,303
																				-
Long-term debt, net		6,664,000						6,664,000			5,367,394			(4,872,262	)					7,159,132
Long term lease liability		75,000						75,000			31,597									106,597
Other long-term liabilities		507,000						507,000			-									507,000
Deferred tax liability, net		-						-			4,149,937									4,149,937
Stockholders’ equity
Preferred stock, $.02 par value; 47,000 shares authorized, shares issued and outstanding (43,000 on December 31, 2020); Liquidation value $1,000 per share, $- aggregate. $43,000,000 on December 31, 2020)		-						-			-						-			-
Series A convertible preferred stock, $0.0001 par value, 100,000,000 shares designated, 3,100,000 shares and 5,100,000 shares issued and outstanding at September 30 and March 31, respectively		-						-			310						(310	)		-
Series C convertible preferred stock, $0.0001 par value, 10,000,000 shares designated, 3,220,000 shares and 3,230,000 shares issued and outstanding at September 30 and March 31, respectively		-						-			322						(322	)		-
Common stock, $.02 par value; 200,000,000 shares authorized, 79,745,886 shares issued and outstanding (5,836,000 on December 31, 2020)		1,594,000						1,594,000			-						-			1,594,000
Common Stock, $0.0001 par value, 800,000,000 Class A shares authorized, 187,610,769 shares and 160,100,769 shares issued and outstanding at September 30 and March 31, respectively		-						-			18,761						(18,761	)		-
Additional paid-in capital		294,682,000						294,682,000			71,922,718			(27,000,000	)		(44,922,718	)		294,682,000
Non-controlling interest in subsidiary		23,395,000						23,395,000			-						(17,686,381	)		5,708,619
Shares to be issued		-						-			12,146						(12,146	)		-
Accumulated deficit		(120,379,000	)					(120,379,000	)		(44,792,611	)		8,506,262			44,792,611			(111,872,738	)
Cumulative translation adjustments		-						-			23,973						(23,973	)		-
Total stockholders’ equity		199,292,000			-			199,292,000			27,185,619			(18,493,738	)		(17,872,000	)		190,111,881
																				-
Total liabilities and stockholders’ equity	$	219,076,000		$	-		$	219,076,000		$	47,753,850		$	(23,366,000	)	$	(17,872,000	)	$	225,591,850

	Debit		Credit
Note 1: Eliminate intercompany activity
Current portion of notes receivable			$	16,830,000
Other investments			$	6,536,000
Long-term debt, net	$	4,872,262
Additional paid-in capital	$	27,000,000
Accumulated deficit			$	8,506,262
Note 2: Elimination of SHRG equity
Investment, equity method			$	14,872,000
Investment in target			$	3,000,000
Series A convertible preferred stock, $0.0001 par value, 100,000,000 shares designated, 3,100,000 shares and 5,100,000 shares issued and outstanding at September 30 and March 31, respectively	$	310
Series C convertible preferred stock, $0.0001 par value, 10,000,000 shares designated, 3,220,000 shares and 3,230,000 shares issued and outstanding at September 30 and March 31, respectively	$	322
Common Stock, $0.0001 par value, 800,000,000 Class A shares authorized, 187,610,769 shares and 160,100,769 shares issued and outstanding at September 30 and March 31, respectively	$	18,761
Additional paid-in capital	$	44,922,718
Non-controlling interest in subsidiary	$	17,686,381
Shares to be issued	$	12,146
Accumulated deficit			$	44,792,611
Cumulative translation adjustments	$	23,973

Note 3: DSS, Inc. is performing a valuation of the assets as well as the non-contorlling interest portion of SHRG and its subsidiaries. For purposes of this proforma, and until the valuation is complete, $17,686,381 is included non-controlling interest.