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 September 30, 2019 and September 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 $109.6 million and $100.9 million of misstated contract assets, contract liabilities and loss reserves for the nine months ended September 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 prior passed 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 nine months ended September 30, 2019 and 2018 is as follows: Three Months Ended September 30, 2019 As Previously Revenue Other Income As Restated Revenue $ 25,711,153 $ (3,021,391 ) $ — $ — $ 22,689,762 Cost of sales 20,748,065 (85,882 ) 95,466 — 20,757,649 Gross profit 4,963,088 (2,935,509 ) (95,466 ) — 1,932,113 Selling, general and administrative expenses 2,594,980 — 211,518 — 2,806,498 Loss from operations 2,368,108 (2,935,509 ) (306,984 ) — (874,385 ) Interest expense 378,195 — — — 378,195 Loss before provision for income taxes 1,989,913 (2,935,509 ) (306,984 ) — (1,252,580 ) Provision for (benefit from) income taxes 323,000 — — (320,529 ) 2,471 Net income (loss) $ 1,666,913 $ (2,935,509 ) $ (306,984 ) $ 320,529 $ (1,255,051 ) Income (loss) per common share – basic $ 0.14 $ (0.11 ) Income (loss) per common share – diluted $ 0.14 $ (0.11 ) Shares used in computing earnings per common share: Basic 11,838,862 11,838,862 Diluted 11,857,534 11,838,862 Nine Months Ended September 30, 2019 As Previously Revenue Other Income As Restated Revenue $ 74,452,935 $ (9,673,077 ) $ — $ — $ 64,779,858 Cost of sales 59,117,855 (924,331 ) (72,837 ) — 58,120,687 Gross profit 15,335,080 (8,748,746 ) 72,837 — 6,659,171 Selling, general and administrative expenses 8,110,736 — 149,209 — 8,259,945 Income (loss) from operations 7,224,344 (8,748,746 ) (76,372 ) — (1,600,774 ) Interest expense 1,464,376 — — — 1,464,376 Income (loss) before provision for (benefit from) income taxes 5,759,968 (8,748,746 ) (76,372 ) — (3,065,150 ) Provision for (benefit from) income taxes (276,000 ) — — 281,784 5,784 Net income (loss) $ 6,035,968 $ (8,748,746 ) $ (76,372 ) $ (281,784 ) $ (3,070,934 ) Income (loss) per common share – basic $ 0.51 $ (0.26 ) Income (loss) per common share – diluted $ 0.51 $ (0.26 ) Shares used in computing earnings per common share: Basic 11,796,580 11,796,580 Diluted 11,815,252 11,796,580 Three Months Ended September 30, 2018 As Previously Revenue Other Income As Restated Revenue $ 19,017,301 $ (3,174,691 ) $ — $ — $ 15,842,610 Cost of sales 15,146,080 121,228 — — 15,267,308 Gross profit 3,871,221 (3,295,919 ) — — 575,302 Selling, general and administrative expenses 2,584,560 — (60,433 ) — 2,524,127 Income (loss) from operations 1,286,661 (3,295,919 ) 60,433 — (1,948,825 ) Interest expense 574,765 — — — 574,765 Income (loss) before provision for income taxes 711,896 (3,295,919 ) 60,433 — (2,523,590 ) Provision for income taxes 126,000 — — (125,264 ) 736 Net income (loss) 585,896 (3,295,919 ) 60,433 125,264 (2,524,326 ) Other comprehensive income (loss) net of tax – Change in unrealized loss-on interest rate swap 20,600 — — — 20,600 Comprehensive income (loss) $ 606,496 $ (3,295,919 ) $ 60,433 $ 125,264 $ (2,503,726 ) Income (loss) per common share – basic $ 0.07 $ (0.28 ) Income (loss) per common share – diluted $ 0.07 $ (0.28 ) Shares used in computing earnings per common share: Basic 8,952,979 8,952,979 Diluted 8,977,075 8,952,979 Nine Months Ended September 30, 2018 As Previously Revenue Other Income As Restated Revenue $ 57,470,163 $ (9,461,923 ) $ — $ — $ 48,008,240 Cost of sales 44,964,256 601,772 (280,143 ) — 45,285,885 Gross profit 12,505,907 (10,063,695 ) 280,143 — 2,722,355 Selling, general and administrative expenses 7,192,159 — (60,433 ) — 7,131,726 Income (loss) from operations 5,313,748 (10,063,695 ) 340,576 — (4,409,371 ) Interest expense 1,438,862 — — — 1,438,862 Income (loss) before provision for income taxes 3,874,886 (10,063,695 ) 340,576 — (5,848,233 ) Provision for income taxes 775,000 — — (771,894 ) 3,106 Net income (loss) 3,099,886 (10,063,695 ) 340,576 771,894 (5,851,339 ) Other comprehensive income (loss) net of tax – Change in unrealized loss-on interest rate swap 14,800 — — — 14,800 Comprehensive income $ 3,114,686 $ (10,063,695 ) $ 340,576 $ 771,894 $ (5,836,539 ) Income per common share – basic $ 0.35 $ (0.66 ) Income per common share – diluted $ 0.35 $ (0.66 ) Shares used in computing earnings per common share: Basic 8,926,734 8,926,734 Diluted 8,951,640 8,926,734 Impact on Consolidated Balance Sheets The effect of the Restatement described above on the accompanying consolidated balance sheets as of September 30, 2019 and December 31, 2018 is as follows: As of September 30, 2019 As Revenue Other Income Taxes As Restated ASSETS Current Assets: Cash $ 468,536 $ — $ — $ — $ 468,536 Restricted cash 2,000,000 — — — 2,000,000 Accounts receivable, net 10,284,768 — — — 10,284,768 Contract assets 121,458,084 (106,971,069 ) — — 14,487,015 Inventory 10,404,058 — (277,549 ) — 10,126,509 Refundable income taxes 435,000 — (435,000 ) 623,538 623,538 Prepaid expenses and other current assets 966,522 — — — 966,522 Total Current Assets 146,016,968 (106,971,069 ) (712,549 ) 623,538 38,956,888 Operating lease right-of-use assets 4,259,868 — — — 4,259,868 Property and equipment, net 3,137,194 — — — 3,137,194 Refundable income taxes — — — 434,903 434,903 Deferred income taxes — — 435,000 (435,000 ) — Other assets 207,096 — — — 207,096 Total Assets $ 153,621,126 $ (106,971,069 ) $ (277,549 ) $ 623,441 $ 46,995,949 Liabilities and Shareholders’ Equity (Deficit) Current Liabilities: Accounts payable $ 10,892,353 $ — $ — $ — $ 10,892,353 Accrued expenses 1,458,961 — 182,176 — 1,641,137 Contract liabilities 1,606,649 (45,106 ) — — 1,561,543 Loss reserve 216,606 2,678,439 — — 2,895,045 Current portion of long-term debt 2,499,012 — — — 2,499,012 Operating lease liabilities 1,673,244 — — — 1,673,244 Income taxes payable — — — 119,776 119,776 Total Current Liabilities 18,346,825 2,633,333 182,176 119,776 21,282,110 Line of credit 26,738,685 — — — 26,738,685 Long-term operating lease liabilities 3,033,710 — — — 3,033,710 Long-term debt, net of current portion 2,371,797 — — — 2,371,797 Deferred income taxes 2,964,600 — — (2,964,600 ) — Total Liabilities 53,455,617 2,633,333 182,176 (2,844,824 ) 53,426,302 Shareholders’ Equity (Deficit): Common stock 11,839 — — — 11,839 Additional paid-in capital 71,357,487 — (132,209 ) — 71,225,278 Accumulated deficit 28,796,183 (109,604,402 ) (327,516 ) 3,468,265 (77,667,470 ) Retained Earnings (accumulated deficit) 100,165,509 (109,604,402 ) (459,725 ) 3,468,265 (6,430,353 ) Total Shareholders’ Equity (Deficit) 100,165,509 (109,604,402 ) (459,725 ) 3,468,265 (6,430,353 ) Total Liabilities and Shareholders’ Equity (Deficit) $ 153,621,126 $ (106,971,069 ) $ (277,549 ) $ 623,441 $ 46,995,949 As of December 31, 2018 As Revenue Other Income Taxes As Restated 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 a 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 Statement of Cash Flows The effect of the Restatement described above on the accompanying consolidated statement of cash flows for the nine months ended September 30, 2019 and 2018 is as follows: Nine Months Ended September 30, 2019 As Previously Reported Restatement Adjustments As Restated Cash flows from operating activities: Net income (loss) $ 6,035,968 $ (9,106,902 ) $ (3,070,934 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 729,319 — 729,319 Amortization of debt issuance cost 67,479 — 67,479 Cash expended in excess of expenses rent expense (84,036 ) — (84,036 ) Bad debt expense 99,242 99,242 Stock-based compensation 793,440 (132,209 ) 661,231 Common stock issued as employee compensation 32,324 — 32,324 Deferred income taxes (784,635 ) 784,635 — Changes in operating assets and liabilities: Increase in accounts receivable (1,661,439 ) — (1,661,439 ) (Increase) decrease in contract assets (8,124,593 ) 11,226,444 3,101,851 Increase in inventory (692,061 ) (72,837 ) (764,898 ) (Increase) decrease in refundable income taxes 435,000 (623,635 ) (188,635 ) Decrease in prepaid expenses and other current assets 797,622 — 797,622 Increase in accounts payable and accrued expenses 890,672 182,177 1,072,849 Decrease in contract liabilities (2,359,976 ) (1,709,185 ) (4,069,161 ) Decrease in loss reserve — (768,514 ) (768,514 ) Increase (decrease) in income taxes payable (115,000 ) 120,784 5,784 Net cash used in operating activities (4,039,916 ) — (4,039,916 ) Cash flows from investing activities: Purchase of property and equipment (334,909 ) — (334,909 ) Net cash used in investing activities (334,909 ) — (334,909 ) Cash flows from financing activities: Payments of long-term debt (1,840,210 ) — (1,840,210 ) Proceeds from line of credit 3,000,000 — 3,000,000 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 715,219 — 715,219 Net decrease in cash and restricted cash (3,659,606 ) — (3,659,606 ) Cash and restricted cash at beginning of period 6,128,142 — 6,128,142 Cash and restricted cash at end of period $ 2,468,536 $ — $ 2,468,536 Supplemental disclosures of cash flow information: Cash paid during the period for interest $ 1,406,581 $ — $ 1,406,581 Cash paid during the period for income taxes $ 103,927 $ — $ 103,927 Supplemental schedule of noncash investing and financing activities: Equipment acquired under financing lease $ 399,800 $ — $ 399,800 Nine Months Ended September 30, 2018 As Previously Reported Restatement Adjustments As Restated Cash flows from operating activities: Net income (loss) $ 3,099,886 $ (8,951,225 ) $ (5,851,339 ) Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 521,255 — 521,255 Amortization of debt issuance cost 58,990 — 58,990 Cash expended in excess of expenses rent expense (53,073 ) — (53,073 ) Stock-based compensation 536,170 — 536,170 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 125,000 150,000 275,000 Deferred income taxes 881,500 (881,500 ) — Changes in operating assets and liabilities: Increase in accounts receivable (1,109,365 ) (150,000 ) (1,259,365 ) (Increase) decrease in contract assets (2,009,154 ) 9,854,745 7,845,591 Increase in inventory (95,268 ) — (95,268 ) Decrease in prepaid expenses and other current assets 177,625 — 177,625 Decrease in accounts payable and accrued expenses (5,347,688 ) (340,577 ) (5,688,265 ) Increase in contract liabilities 173,560 (2,975 ) 170,585 Increase in loss reserve 44,933 211,925 256,858 Decrease in other liabilities (10,976 ) 5,801 (5,175 ) Increase (decrease) in income taxes payable (109,327 ) 109,606 279 Net cash used in operating activities (3,049,419 ) — (3,049,419 ) Cash flows from investing activities: Purchase of property and equipment (521,499 ) — (521,499 ) Net cash used in investing activities (521,499 ) — (521,499 ) Cash flows from financing activities: Payments of long-term debt (1,522,283 ) — (1,522,283 ) Proceeds from line of credit 6,200,000 — 6,200,000 Payments of line of credit (1,500,000 ) — (1,500,000 ) Debt issuance costs (209,082 ) — (209,082 ) Net cash provided by financing activities 2,968,635 — 2,968,635 Net decrease in cash (602,283 ) — (602,283 ) Cash at beginning of period 1,430,877 — 1,430,877 Cash at end of period $ 828,594 $ — $ 828,594 Supplemental disclosures of cash flow information: Cash paid during the period for interest $ 1,601,144 $ — $ 1,601,144 Supplemental schedule of noncash investing and financing activities: Equipment acquired under financing lease $ 649,158 $ — $ 649,158 |