RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS | 15. RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS On February 14, 2020, the Company filed a Form 8-K disclosing that the Audit & Finance Committee of the Company’s Board of Directors determined, based on the recommendation of management, that the Company’s consolidated financial statements which were included in its annual report on Form 10-K for the year ended December 31, 2018, quarterly reports on Forms 10-Q for the quarters ended March 31, 2018, June 30, 2018, and September 30, 2018 and quarterly reports on Forms 10-Q for the quarters ended March 31, 2019, June 30, 2019, and September 30, 2019 and related financial information should no longer be relied upon, and determined that the consolidated financial statements will be restated. The errors were uncovered as part of the preparation of the Company’s consolidated financial statements for the fiscal year ended December 31, 2019. As a result, the Company restated the 2018 consolidated financial statements, which is referred to as the “Restatement.” The Restatement corrects errors which are discussed in detail within this footnote. The errors primarily related to the timing of recognition of revenue from contracts with customers. Restatement The following is a discussion of the restatement adjustments that were made to the Company’s previously issued June 30, 2019 and June 30, 2018 consolidated financial statements. (a) Revenue recognition The Company recognizes revenues and profits for contracts with customers using the cost-to-cost percentage of completion method of accounting. Historically, for long-term programs, the Company applied the cost-to-cost percentage of completion method at the program level, that is, for the entire duration of expected production activity on a particular program. The Company estimated its revenue recognition utilizing the life of the program to both measure progress and estimate profit margin. Under this approach, the Company estimated the total expected customer purchases over the life of the program, which included unexercised and non-binding customer purchase options, which resulted in the recognition of $106.7 million and $100.9 million of misstated contract assets, contract liabilities and loss reserves for the three months ended June 30, 2019 and year ended December 31, 2018, respectively. The Company has now concluded that its life of the program accounting was not an appropriate application of ASC Topic 606. Under ASC Topic 606, the performance obligation is the appropriate unit of accounting. The Company identifies performance obligations to customers once a contract is established in accordance with ASC Topic 606. For the Company, the contract under ASC Topic 606 is typically established upon execution of a purchase order either in accordance with a long-term customer agreement or on a standalone basis. The transaction price is also determined at the contract level and excludes amounts related to unexercised customer options. Similarly, the Company’s cost-to-cost input method to measure progress must consider only the costs incurred relative to the total expected costs of satisfying the performance obligations identified in the contract, exclusive of unexercised customer options. To correct these errors, the related revenue was reversed in the period in which the accounting errors took place and recognized in subsequent periods as control of the goods or services in the contract passed to the customer over time based on a cost-to-cost input method measure of progress. Additionally, certain adjustments to contract assets and contract liabilities were made to the consolidated balance sheet at the end of the period in which the accounting errors occurred. (b) Other The Company corrected other immaterial misstatements relating to previously unrecorded audit adjustments. (c) Income taxes The Company has recorded tax adjustments related to the impact of the Restatement. Impact on Consolidated Statements of Operations The effect of the Restatement described above on the accompanying consolidated statements of operations for the three and six months ended June 30, 2019 is as follows: Three Months Ended June 30, 2019 As Previously Revenue Other Income As Restated Revenue $ 23,158,251 $ (3,056,538 ) $ — $ — $ 20,101,713 Cost of sales 18,202,069 (175,696 ) (168,303 ) — 17,858,070 Gross profit 4,956,182 (2,880,842 ) 168,303 — 2,243,643 Selling, general and administrative expenses 2,709,313 — (161,551 ) — 2,547,762 Income (loss) from operations 2,246,869 (2,880,842 ) 329,854 — (304,119 ) Interest expense 575,412 — — — 575,412 Income (loss) before provision for (benefit from) income taxes 1,671,457 (2,880,842 ) 329,854 — (879,531 ) Provision for (benefit from) income taxes (1,039,000 ) — — 1,040,636 1,636 Net income (loss) $ 2,710,457 $ (2,880,842 ) $ 329,854 $ (1,040,636 ) $ (881,167 ) Income (loss) per common share – basic $ 0.23 $ (0.07 ) Income (loss) per common share – diluted $ 0.23 $ (0.07 ) Shares used in computing earnings per common share: Basic 11,607,415 11,817,713 Diluted 11,644,768 11,817,713 Six Months Ended June 30, 2019 As Previously Revenue Other Income As Restated Revenue $ 48,741,782 $ (6,651,686 ) $ — $ — $ 42,090,096 Cost of sales 38,369,790 (838,449 ) (168,303 ) — 37,363,038 Gross profit 10,371,992 (5,813,237 ) 168,303 — 4,727,058 Selling, general and administrative expenses 5,515,756 — (62,309 ) — 5,453,447 Income (loss) from operations 4,856,236 (5,813,237 ) 230,612 — (726,389 ) Interest expense 1,086,181 — — — 1,086,181 Income (loss) before provision for (benefit from) income taxes 3,770,055 (5,813,237 ) 230,612 — (1,812,570 ) Provision for (benefit from) income taxes (599,000 ) — — 602,313 3,313 Net income (loss) $ 4,369,055 $ (5,813,237 ) $ 230,612 $ (602,313 ) $ (1,815,883 ) Income (loss) per common share – basic $ 0.37 $ (0.15 ) Income (loss) per common share – diluted $ 0.37 $ (0.15 ) Shares used in computing earnings per common share: Basic 11,710,357 11,776,107 Diluted 11,747,711 11,776,107 Impact on Consolidated Statements of Operations The effect of the Restatement described above on the accompanying consolidated statements of operations for the three and six months ended June 30, 2018 is as follows: Three Months Ended June 30, 2018 As Previously Reported Revenue Recognition Other Income Taxes As Restated Revenue $ 20,261,239 $ (3,085,560 ) $ — $ — $ 17,175,679 Cost of sales 15,676,421 452,682 — — 16,129,103 Gross profit 4,584,818 (3,538,242 ) — — 1,046,576 Selling, general and administrative expenses 2,557,759 — (45,086 ) — 2,512,673 Income (loss) from operations 2,027,059 (3,538,242 ) 45,086 — (1,466,097 ) Interest expense 416,834 — — — 416,834 Income (loss) before provision for (benefit from) income taxes 1,610,225 (3,538,242 ) 45,086 — (1,882,931 ) Provision for (benefit from) income taxes 353,000 — — (351,825 ) 1,175 Net income (loss) 1,257,225 (3,538,242 ) 45,086 351,825 (1,884,106 ) Other comprehensive income net of tax – Change in unrealized loss on interest rate swap 20,600 — — — 20,600 Comprehensive income (loss) $ 1,277,825 $ (3,538,242 ) $ 45,086 $ 351,825 $ (1,863.506 ) Income (loss) per common share – basic $ 0.14 $ (0.21 ) Income (loss) per common share – diluted $ 0.14 $ (0.21 ) Shares used in computing earnings per common share: Basic 8,938,331 8,938,331 Diluted 8,980,155 8,938,331 Six Months Ended June 30, 2018 As Previously Reported Revenue Recognition Other Income Taxes As Restated Revenue $ 38,452,862 $ (6,287,232 ) $ — $ — $ 32,165,630 Cost of sales 29,818,176 480,544 (280,143 ) — 30,018,577 Gross profit 8,634,686 (6,767,776 ) 280,143 — 2,147,053 Selling, general and administrative expenses 4,607,599 — — — 4,607,599 Income (loss) from operations 4,027,087 (6,767,776 ) 280,143 — (2,460,546 ) Interest expense 864,097 — — — 864,097 Income (loss) before provision for (benefit from) income taxes 3,162,990 (6,767,776 ) 280,143 — (3,324,643 ) Provision for (benefit from) income taxes 649,000 — — (646,630 ) 2,370 Net income (loss) 2,513,990 (6,767,776 ) 280,143 646,630 (3,327,013 ) Other comprehensive income net of tax – Change in unrealized loss on interest rate swap 14,800 — — — 14,800 Comprehensive income (loss) $ 2,528,790 $ (6,767,776 ) $ 280,143 $ 646,630 $ (3,312,213 ) Income (loss) per common share – basic $ 0.28 $ (0.37 ) Income (loss) per common share – diluted $ 0.28 $ (0.37 ) Shares used in computing earnings per common share: Basic 8,913,394 8,913,394 Diluted 8,953,321 8,913,394 Impact on Consolidated Balance Sheets The effect of the Restatement described above on the accompanying consolidated balance sheets as of June 30, 2019 and December 31, 2018 is as follows: As of June 30, 2019 As Previously Revenue Other Income As Restated ASSETS Current Assets: Cash $ 752,607 $ — $ — $ — $ 752,607 Restricted cash 2,000,000 — — — 2,000,000 Accounts receivable, net 8,399,920 — 161,551 — 8,561,471 Contract assets 120,254,379 (104,091,748 ) — — 16,162,631 Inventory 11,956,006 — (182,083 ) — 11,773,923 Refundable income taxes 435,000 — (47,035 ) 273,249 661,214 Prepaid expenses and other current assets 1,118,620 — — — 1,118,620 Total Current Assets 144,916,532 (104,091,748 ) (67,567 ) 273,249 41,030,466 Operating lease right-of-use assets 4,626,916 — — — 4,626,916 Property and equipment, net 3,362,084 — — — 3,362,084 Refundable income taxes — — — 434,903 434,903 Deferred income taxes 488,319 — 435,000 (923,319 ) — Other assets 230,258 — — — 230,258 Total Assets $ 153,624,109 $ (104,091,748 ) $ 367,433 $ (215,167 ) $ 49,684,627 Liabilities and Shareholders’ Equity (Deficit) Current Liabilities: Accounts payable $ 11,540,234 $ — $ — $ — $ 11,540,234 Accrued expenses 927,672 — — — 927,672 Contract liabilities 3,272,217 (38,340 ) — — 3,233,877 Loss reserve 216,606 2,615,485 — — 2,832,091 Current portion of long-term debt 2,507,060 — — — 2,507,060 Operating lease liabilities 1,637,869 — — — 1,637,869 Income taxes payable 453,828 — 387,965 (724,488 ) 117,305 Total Current Liabilities 20,555,486 2,577,145 387,965 (724,488 ) 22,796,108 Line of credit 25,738,685 — — — 25,738,685 Long-term operating lease liabilities 3,464,146 — — — 3,464,146 Long-term debt, net of current portion 2,981,869 — — — 2,981,869 Deferred income taxes 2,638,415 — — (2,638,415 ) — Total Liabilities 55,378,601 2,577,145 387,965 (3,362,903 ) 54,980,808 Shareholders’ Equity (Deficit): Common stock 11,820 — — — 11,820 Additional paid-in capital 71,104,418 — — — 71,104,418 Retained earnings (accumulated deficit) 27,129,270 (106,668,893 ) (20,532 ) 3,147,736 (76,412,419 ) Total Shareholders’ Equity (Deficit) 98,245,508 (106,668,893 ) (20,532 ) 3,147,736 (5,296,181 ) Total Liabilities and Shareholders’ Equity (Deficit) $ 153,624,109 $ (104,091,748 ) $ 367,433 $ (215,167 ) $ 49,684,627 As of December 31, 2018 As Previously Revenue Other Income As ASSETS Current Assets: Cash $ 4,128,142 $ — $ — $ — $ 4,128,142 Restricted cash 2,000,000 — — — 2,000,000 Accounts receivable, net 8,623,329 — 99,242 — 8,722,571 Contract assets 113,333,491 (95,744,625 ) — — 17,588,866 Inventory 9,711,997 — (350,386 ) — 9,361,611 Refundable income taxes 435,000 — — (97 ) 434,903 Prepaid expenses and other current assets 1,972,630 — — — 1,972,630 Total Current Assets 140,204,589 (95,744,625 ) (251,144 ) (97 ) 44,208,723 Property and equipment, net 2,545,192 — — — 2,545,192 Refundable income taxes 435,000 — — (97 ) 434,903 Deferred income taxes 279,318 — — (279,318 ) — Other assets 249,575 — — — 249,575 Total Assets $ 143,713,674 $ (95,744,625 ) $ (251,144 ) $ (279,512 ) $ 47,438,393 Liabilities and Shareholders’ Equity (Deficit) Current Liabilities: Accounts payable $ 9,902,481 $ — $ — $ — $ 9,902,481 Accrued expenses 1,558,160 — — — 1,558,160 Contract liabilities 3,588,500 1,664,079 — — 5,252,579 Loss reserve 216,606 3,446,952 — — 3,663,558 Current portion of long-term debt 2,434,981 — — — 2,434,981 Income taxes payable 115,000 — — (1,008 ) 113,992 Total Current Liabilities 17,815,728 5,111,031 — (1,008 ) 22,925,751 Line of credit 24,038,685 — — — 24,038,685 Long-term debt, net of current portion 3,876,238 — — — 3,876,238 Deferred income taxes 4,028,553 — — (4,028,553 ) — Other liabilities 531,124 — — — 531,124 Total Liabilities 50,290,328 5,111,031 — (4,029,561 ) 51,371,798 Shareholders’ Equity (Deficit): Common stock 11,718 — — — 11,718 Additional paid-in capital 70,651,413 — — — 70,651,413 Retained earnings (accumulated deficit) 22,760,215 (100,855,656 ) (251,144 ) 3,750,049 (74,596,536 ) Total Shareholders’ Equity (Deficit) 93,423,346 (100,855,656 ) (251,144 ) 3,750,049 (3,933,405 ) Total Liabilities and Shareholders’ Equity (Deficit) $ 143,713,674 $ (95,744,625 ) $ (251,144 ) $ (279,512 ) $ 47,438,393 Cumulative Effect of Prior Period Adjustments The following table presents the impact of the Restatement on the Company’s shareholders’ equity (deficit) as of January 1, 2018: Common Additional Retained Accumulated Total Balance, January 1, 2018 (As previously reported) $ 8,864 $ 53,770,617 $ 20,548,652 $ (14,800 ) $ 74,313,333 Adjustments: Revenue recognition — — (86,621,280 ) — (86,621,280 ) Other — — (280,143 ) — (280,143 ) Income taxes — — (697,012 ) — (697,012 ) Cumulative restatement adjustments — — (87,598,435 ) — (87,598,435 ) Balance, January 1, 2018 (As Restated) $ 8,864 $ 53,770,617 $ (67,049,783 ) $ (14,800 ) $ (13,285,102 ) Impact on Consolidated Statements of Cash Flows The effect of the Restatement described above on the accompanying consolidated statements of cash flows for the six months ended June 30, 2019 and 2018 is as follows: Six Months Ended June 30, 2019 As Previously Reported Restatement Adjustments As Restated Cash flows from operating activities: Net income (loss) $ 4,369,055 $ (6,184,938 ) $ (1,815,883 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 483,982 — 483,982 Amortization of debt issuance cost 44,317 16,929 61,246 Cash expended in excess of rent expense (56,024 ) — (56,024 ) Stock-based compensation 540,354 — 540,354 Common stock issued as employee compensation 32,324 — 32,324 Bad debt expense — (62,309 ) (62,309 ) Deferred income taxes (1,599,139 ) 1,599,139 — Changes in operating assets and liabilities: Decrease in accounts receivable 223,409 — 223,409 (Increase) decrease in contract assets (6,920,888 ) 8,347,122 1,426,234 Increase in inventory (2,244,009 ) (168,303 ) (2,412,312 ) (Increase) decrease in refundable income taxes 435,000 (661,311 ) (226,311 ) Decrease in prepaid expenses and other current assets 645,522 (17,053 ) 628,469 Increase in accounts payable and accrued expenses 1,007,265 — 1,007,265 Decrease in contract liabilities (694,408 ) (1,702,294 ) (2,396,702 ) Decrease in loss reserve — (831,467 ) (831,467 ) Increase in income taxes payable 338,828 (335,515 ) 3,313 Net cash used in operating activities (3,394,412 ) — (3,394,412 ) Cash flows from investing activities: Purchase of property and equipment (314,462 ) — (314,462 ) Net cash used in investing activities (314,462 ) — (314,462 ) Cash flows from financing activities: Payments of long-term debt (1,222,090 ) — (1,222,090 ) Proceeds from line of credit 2,000,000 — 2,000,000 Payments of line of credit (300,000 ) — (300,000 ) Stock offering costs paid (119,571 ) — (119,571 ) Debt issuance costs (25,000 ) — (25,000 ) Net cash provided by financing activities 333,339 — 333,339 Net decrease in cash and restricted cash (3,375,535 ) — (3,375,535 ) Cash and restricted cash at beginning of period 6,128,142 — 6,128,142 Cash and restricted cash at end of period $ 2,752,607 $ — $ 2,752,607 Supplemental disclosures of cash flow information: Cash paid during the period for interest $ 1,329,678 $ — $ 1,329,678 Cash paid during the period for income taxes $ 141,702 $ — $ 141,702 Supplemental schedule of noncash investing and financing activities: Equipment acquired under financing lease $ 399,800 $ — $ 399,800 Six Months Ended June 30, 2018 As Previously Reported Restatement Adjustments As Restated Cash flows from operating activities: Net income (loss) $ 2,513,990 $ (5,841,003 ) $ (3,327,013 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 333,276 — 333,276 Amortization of debt issuance cost 42,785 — 42,785 Cash expended in excess of rent expense (35,384 ) — (35,384 ) Stock-based compensation 459,716 — 459,716 Common stock issued as employee compensation 45,913 — 45,913 Adjustment for maturity of interest rate swap 20,600 (5,800 ) 14,800 Bad debt expense — — — Deferred income taxes 755,500 (755,500 ) — Changes in operating assets and liabilities: Increase in accounts receivable (10,724 ) — (10,724 ) (Increase) decrease in contract assets (4,021,904 ) 6,638,916 2,617,012 Increase in inventory (125,526 ) — (125,526 ) Increase in prepaid expenses, other current assets and refundable income taxes (158,636 ) (130 ) (158,766 ) Decrease in accounts payable and accrued expenses (3,619,073 ) (280,143 ) (3,899,216 ) Increase in contract liabilities 292,317 (2,658 ) 289,659 Increase in loss reserve 44,933 131,518 176,451 Decrease in other liabilities (10,976 ) 5,800 (5,176 ) Decrease in income taxes payable (109,327 ) 109,000 (327 ) Net cash used in operating activities (3,582,520 ) — (3,582,520 ) Cash flows from investing activities: Purchase of property and equipment (369,738 ) — (369,738 ) Net cash used in investing activities (369,738 ) — (369,738 ) Cash flows from financing activities: Payments of long-term debt (946,521 ) — (946,521 ) Proceeds from line of credit 4,500,000 — 4,500,000 Net cash used in financing activities 3,553,479 — 3,553,479 Net decrease in cash (398,779 ) — (398,779 ) Cash at beginning of period 1,430,877 — 1,430,877 Cash at end of period $ 1,032,098 $ — $ 1,032,098 Supplemental disclosures of cash flow information: Cash paid during the period for interest $ 1,047,457 $ — $ 1,047,457 Supplemental schedule of noncash investing and financing activities: Equipment acquired under financing lease $ 497,602 $ — $ 497,602 |