Overview
Deep Green Waste & Recycling, Inc. (f/k/aCritic Clothing, Inc. ) ("Deep Green", the "Company", "we", "us", or "our") is a publicly quoted company seeking to create value for its shareholders by seeking to acquire other operating entities for growth in return for shares of our common stock. The Company was organized as aNevada Corporation onAugust 24, 1995 under the name ofEvader, Inc. OnMay 25, 2012 , the Company filed its Foreign Profit Corporation Articles of Domestication to change the domicile of the Company fromNevada toWyoming . OnNovember 4, 2015 , the Company filed an Amendment to its Articles of Incorporation to change the name of the Company toCritical Clothing, Inc. and onAugust 28, 2017 an Amendment was filed to change the Company name toDeep Green Waste & Recycling, Inc. OnAugust 24, 2017 , the Company entered into an Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (the "Agreement") withSt. James Capital Management, LLC . Under the terms of the Agreement,St. James Capital Management, LLC transferred and assigned all of the assets of the Company related to its extreme sports apparel design and manufacturing business in exchange for the assumption of certain liabilities and cancellation of 3,000,000 shares (as adjusted for theSeptember 27, 2017 reverse stock split of 1 share for 1000 shares) of common stock of the Company. OnAugust 24, 2017 , the Company acquired all the membership units ofDeep Green Waste and Recycling, LLC ("DGWR LLC "), aGeorgia limited liability company engaged in the waste broker business since 2011, in exchange for 85,000,000 shares (as adjusted for theSeptember 27, 2017 reverse stock split of 1 share for 1000 shares) of the Company's common stock. The transaction was accounted for as a "reverse merger" whereDGWR LLC was considered the accounting acquiror and the Company was considered the accounting acquiree. EffectiveOctober 1, 2017 , Deep Green acquiredCompaction and Recycling Equipment, Inc. (CARE), aPortland, Oregon based company that sells and services waste and recycling equipment. Deep Green purchased 100% of the common stock for$902,700 .$586,890 was paid in cash at closing and a promissory note was executed in the amount of$315,810 . EffectiveOctober 1, 2017 , Deep Green acquiredColumbia Financial Services, Inc , (CFSI), aPortland, Oregon based company that finances the purchases of waste and recycling equipment. Deep Green purchased 100% of the common stock for$597,300 .$418,110 was paid in cash at closing and a promissory note was executed in the amount of$179,190 . OnAugust 7, 2018 , the Company entered into an Agreement of Conveyance, Transfer and Assignment of Subsidiaries and Assumption of Obligations (the "Agreement") withMirabile Corporate Holdings, Inc. Under the terms of the Agreement, the Company transferred all capital stock of its two wholly owned subsidiaries,Compaction and Recycling Equipment, Inc. andColumbia Financial Services, Inc. , toMirabile Corporate Holdings, Inc. in exchange for the assumption and cancellation of certain liabilities. Deep Green's Chief Executive Officer owned a 7.5% equity interest inMirabile Corporate Holdings, Inc.
On
The Company re-launched its waste and recycling services operation and has begun to re-engage with customers, waste haulers and recycling centers, which are critical elements of its historically successful business model: designing and managing waste programs for commercial and institutional properties for cost savings, ease of operation, and minimal administrative stress for its clients. 34 Asset Purchase Agreement OnFebruary 8, 2021 , the Company, through its wholly owned subsidiaryDG Research, Inc. (the "Buyer"), entered into an Asset Purchase Agreement (the "Agreement") withAmwaste, Inc. (the "Seller"). Under the terms of the Agreement, the Buyer agreed to purchase from the Seller certain assets (the "Assets") utilized in the Seller's waste management business located inGlynn County, Georgia . In consideration for the purchase of the Assets, the Buyer paid the seller$150,000 and issued the Seller 2,000,000 shares of the Company's restricted common stock. The Buyer remitted$50,000 at Closing and issued the Seller a Promissory Note (the "Note") in the amount of$110,000 . The Note principal shall be reduced by$10,000 if the Note is paid in full on or beforeMarch 8, 2021 . The Note is secured by the Assets purchased through the Agreement. The transaction closed onFebruary 11, 2021 .
In order to further grow its business, the Company plans to:
? expand its service offerings to provide additional sustainable waste
management solutions that further minimize costs based on volume and content
of waste streams, and methods of disposal, including landfills, transfer
stations and recycling centers;
? Acquire profitable waste and recycling services companies with similar or
compatible and synergistic business models, that can help the Company achieve
these objectives;
? Offer innovative recycling services that significantly reduce the disposal of
hazardous wastes, food wastes, plastics and electronic wastes in the commercial and residential property collective; ? Establish partnerships with innovative companies, municipalities and institutions; and
? Attract investment funds who will actively work with the Company to achieve
these goals and help the Company grow into a leading waste and recycling
services supplier inNorth America . Some potential merger/acquisition candidates have been identified and discussions initiated. These candidates are within the Company's core business model, serving commercial properties, accretive to cash flow, and geographically favorable. While seeking to identify acquisition candidates, the Company seeks to identify target entities with a similar core business model or a model which naturally integrates with its own, and which are situated in opportunistic geographic locations.
We have unrestricted discretion in seeking and participating in a business opportunity, subject to the availability of such opportunities, economic conditions, and other factors.
The selection of a business opportunity in which to participate is complex and risky. Additionally, we have only limited resources and may find it difficult to locate good opportunities. There can be no assurance that we will be able to identify and acquire any business opportunity which will ultimately prove to be beneficial to us and our shareholders. We will select any potential business opportunity based on our management's best business judgment. Our activities are subject to several significant risks, which arise primarily as a result of the fact that we have no specific business and may acquire or participate in a business opportunity based on the decision of management, which potentially could act without the consent, vote, or approval of our shareholders. The risks faced by us are further increased as a result of its lack of resources and our inability to provide a prospective business opportunity with significant capital.
Critical Accounting Policies and Significant Judgments and Estimates
Our management's discussion and analysis of our financial condition and results of operations are based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted inthe United States of America , or GAAP. The preparation of these consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements as well as the reported expenses during the reporting periods. The accounting estimates that require our most significant, difficult and subjective judgments have an impact on revenue recognition, the determination of share-based compensation and financial instruments. We evaluate our estimates and judgments on an ongoing basis. Actual results may differ materially from these estimates under different assumptions or conditions. 35
Our significant accounting policies are more fully described in NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES to our consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Discussion for the three months endedMarch 31, 2022 andMarch 31, 2021 (Unaudited): Results of Operations: March 31, 2022 March 31, 2021 $ Change Gross revenue$ 219,741 $ 24,837$ 194,904 Operating expenses 612,213 149,525 450,785 Loss from Operations (392,472 ) (131,709 ) (248,862 ) Other Income (Expense) (104,934 ) (196,429 ) 117,810 Net Income (Loss) (497,406 ) (328,138 ) (131,052 )
Net loss per share - basic and diluted $ (0.00 ) $
(0.00 ) $ - Revenues
For the three months ended
Operating Expenses
Our operating expenses were
We anticipate that our cost of revenues will increase in 2022 and for the foreseeable future as we continue to build out our waste management services and identify acquisition opportunities in the waste and recycling sector.
We incurred
We incurred
Loss from Operations
The Company's loss from operations was
Other Income (Expense) Other expense decreased to$104,934 for the three months endedMarch 31, 2022 and included interest expense of$656,739 and derivative liability gain of$697,777 . Other expense was$196,429 for the three months endedMarch 31, 2021 and included interest expense of$38,493 and derivative liability expense of$157,936 . Net Loss For the three months endedMarch 31, 2022 , our net loss increased to$497,406 , as compared to a net loss of$328,138 for three months endedMarch 31, 2021 , an increase of$169,268 . The increase in net loss was largely attributable to the Company's derivative liability expense. 36
Liquidity and Capital Resources
AtMarch 31, 2022 , we had current assets of$228,264 and current liabilities of$5,528,868 resulting in negative working capital of$5,300,604 , of which$3,095,020 was accounts payable and$118,405 was included in accrued interest. AtMarch 31, 2022 , we had total assets of$1,605,606 and total liabilities of$5,528,868 resulting in stockholders' deficit of$3,896,247 . AtDecember 31, 2021 , we had current assets of$231,280 and current liabilities of$5,992,412 resulting in negative working capital of$5,761,132 , of which$3,098,770 was accounts payable and$93,661 was included in deferred compensation. AtDecember 31, 2021 , we had total assets of$1,686,833 and total liabilities of$5,992,412 resulting in stockholders' deficit of$4,305,579 .
Accounts Payable AtMarch 31, 2022 , the Company had accounts payable of$3,095,020 that consisted of$487,615 in default judgments due to prior vendors,$2,387,099 due to vendors for materials and services and$220,306 due for credit card obligations.
At
Debt AtMarch 31, 2022 , the Company had outstanding debt of$1,271,603 that consisted of$398,691 of convertible debt,$392,000 in a short term note$49,179 remaining forLyell Purchase ,$5,574 due under a short-term capital lease and$119,876 in loans payable to officers and directors. Please see NOTE F - DEBT for further information. AtDecember 31, 2021 , the Company had outstanding debt of$730,532 that consisted of$267,111 of net convertible notes,$189,179 for remaining balance ofLyell Purchase agreement,$119,877 of debt due to officers and directors,$5,574 due under a short-term capital lease. Please see NOTE F - DEBT for further
information. Capital Raising For the three months endedMarch 31, 2022 and the twelve months endedDecember 31, 2021 , the Company raised$304,000 and$1,848,910 through the issuance of Convertible Promissory Notes or loans from officers, respectively. Cash on Hand
Our cash on hand as of
Satisfaction of Outstanding Liabilities
As ofMarch 31, 2022 , the Company has a liability of$487,615 as a result of three (3) default judgments. The Company intends to negotiate settlements and establish payment plans with each creditor that will satisfy these judgements. Nonetheless, some or all of the creditors may elect to bring further litigation to protect their claims or perfect their judgments. The Company accrued customer deposits in the form of advance payments for waste management services that could not be delivered when the Company suspended operations inAugust 2018 . The Company intends to either resume waste management services with those customers or refund the advance payments through a repayment plan. 37 There can be no assurance that sufficient funds required during the next year or thereafter will be generated from operations or that funds will be available from external sources such as debt or equity financings or other potential sources to satisfy these outstanding liabilities. The lack of additional capital resulting from the inability to generate cash flow from operations or to raise capital from external sources would force the Company to substantially curtail or cease operations and would, therefore, have a material adverse effect on
its business. We currently have no external sources of liquidity such as arrangements with credit institutions or off-balance sheet arrangements that will have or are reasonably likely to have a current or future effect on our financial condition or immediate access to capital. We are dependent on the sale of our securities to fund our operations and will remain so until we generate sufficient revenues to pay for our operating costs. Our officers and directors have made no written commitments with respect to providing a source of liquidity in the form of cash advances, loans and/or financial guarantees. If we are unable to raise the funds, we will seek alternative financing through means such as borrowings from institutions or private individuals. There can be no assurance that we will be able to raise the capital we need for our operations from the sale of our securities. We have not located any sources for these funds and may not be able to do so in the future. We expect that we will seek additional financing in the future. However, we may not be able to obtain additional capital or generate sufficient revenues to fund our operations. If we are unsuccessful at raising sufficient funds, for whatever reason, to fund our operations, we may be forced to cease operations. If we fail to raise funds, we expect that we will be required to seek protection from creditors under applicable bankruptcy laws. Our independent registered public accounting firm has expressed substantial doubt about our ability to continue as a going concern and believes that our ability is dependent on our ability to implement our business plan, raise capital and generate revenues. Please see NOTE L - GOING CONCERN UNCERTAINTY for further information. Debt Our Debt was$1,257,353 and$1,047,506 atMarch 31, 2022 andDecember 31, 2021 , respectively. Included within the Debt was the following atMarch 31, 2022 : (i)$387,535 due under Factor agreement withAEC Yield Capital, LLC and Notice of Default; and (ii)$49,179 due to Seller of Lyell Environmental; and (iii)$5,574 due under a short-term capital lease; and (iv)$124,373 as loans payable to officers; and (v) Unsecured Convertible Promissory Note payable toBHP Capital NY Inc. : Issue dateOctober 14, 2021 - net of unamortized debt discount of$238,919 and$526,028 atMarch 31, 2022 andDecember 31, 2021 , respectively and (vi) Unsecured Convertible Promissory Note payable toQuick Capital, LLC : Issue dateOctober 14, 2021 - net of unamortized debt discount of$226,087 and$465,532 atMarch 31, 2022 andDecember 31, 2021 , respectively (ii)$8,325 other debt. Please see NOTE F - DEBT for further information. 38 Convertible Notes
(iii) OnOctober 14, 2021 , the Company (the "Borrower") entered into a Note Purchase Agreement ("NPA") with each ofBHP Capital NY Inc. andQuick Capital, LLC (together, the "Investors") and issued each of the Investors a Secured Convertible Promissory Note (the "Note") in the amount of Six Hundred Sixty-Six Thousand Six Hundred Sixty-Seven and NO/100 Dollars ($666,667 ). The Note is convertible, in whole or in part, at any time and from time to time before maturity (October 14, 2022 ) at the option of the holder at the Fixed Conversion Price that shall be the lesser of: (a)$0.01 or (b) 70% multiplied by the Market Price (as defined herein) (representing a discount rate of 30%) (the "Fixed Conversion Price"). "Market Price" means the average of the two lowest Closing Prices (as defined below) for the Common Stock during the twenty (20) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date "Trading Day" shall mean any day on which the Common Stock is tradable for any period on the OTCBB, OTCQB or on the principal securities exchange or other securities market on which the Common Stock is then being quoted or traded. To the extent the Conversion Price of the Borrower's Common Stock closes below the par value per share, the Borrower will take all steps necessary to solicit the consent of the stockholders to reduce the par value of the Common Stock to the lowest value possible under law. The Borrower agrees to honor all conversions submitted pending this adjustment. If the shares of the Borrower's Common Stock have not been delivered within three (3) business days to the Holder, the Notice of Conversion may be rescinded by the Holder. If the Trading Price cannot be calculated for such security on such date in the manner provided above, the Trading Price shall be the fair market value as mutually determined by the Borrower and the Holder for which the calculation of the Trading Price is required in order to determine the Conversion Price of such Notes. If at any time the Conversion Price as determined hereunder for any conversion would be less than the par value of the Common Stock, then at the sole discretion of the Holder, the Conversion Price hereunder may equal such par value for such conversion and the Conversion Amount for such conversion may be increased to include Additional Principal, where "Additional Principal" means such additional amount to be added to the Conversion Amount to the extent necessary to cause the number of conversion shares issuable upon such conversion to equal the same number of conversion shares as would have been issued had the Conversion Price not been adjusted by the Holder to the par value price. The Note has a term of one (1) year and bears interest at 10% annually. As part and parcel of the foregoing transaction, each of the Investors was issued 2,298,852 shares of common stock as Commitment shares and a warrant (the "Warrant") granting the holder the right to purchase up to 66,666,667 shares of the Company's common stock at an exercise price of$0.015 for a term of 5-years. The transaction closed onOctober 19, 2021 . As ofDecember 31, 2021 ,$592,004 principal plus$0 interest were due on the Quick Capital Note. OnMarch 2, 2021 , the Company issuedGPL Ventures, LLC ("GPL") a Convertible Promissory Note (the "Note") in the amount of Fifty Thousand and NO/100 Dollars ($50,000 ). The Note is convertible, in whole or in part, at any time and from time to time before maturity (March 2, 2022 ) at the option of the holder at the Conversion Price that shall equal the lesser of: a)$0.01 or b) Sixty Percent (60%) of the lowest Trading Price (defined below) during the Valuation Period (defined below), and the Conversion Amount shall be the amount of principal or interest electively converted in the Conversion Notice. The total number of shares due under any conversion notice ("Notice Shares") will be equal to the Conversion Amount divided by the Conversion Price. "Trading Price" means, for any security as of any date, any trading price on the OTC Markets, or other applicable trading market (the "OTCBB") as reported by a reliable reporting service ("Reporting Service") mutually acceptable to Maker and Holder (i.e. Bloomberg) or, if the OTCBB is not the principal trading market for such security, the price of such security on the principal securities exchange or trading market where such security is listed or traded. The "Valuation Period" shall mean twenty (20) Trading Days, commencing on the first Trading Day following delivery and clearing of the Notice Shares in Holder's brokerage account, as reported by Holder ("Valuation Start Date"). The Note has a term of one (1) year and bears interest at 10% annually. The Company and GPL also entered into a Registration Rights Agreement ("RRA") that provided for the Company to file a Registration Statement with theSEC covering the resale of up to 10,000,000 shares underlying the Note and to have filed such Registration Statement within 30 days of the RRA. In the event that the Company doesn't maintain the registration requirements provided for in the RRA, the Company is obligated to pay GPL certain payments for such failures. The transaction closed onMarch 9, 2021 . Please see NOTE G - CONVERTIBLE NOTES PAYABLE for further
information. 39 OnFebruary 5, 2021 , the Company issuedGPL Ventures, LLC ("GPL") a Convertible Promissory Note (the "Note") in the amount of Seventy-Five Thousand and NO/100 Dollars ($75,000 ). The Note is convertible, in whole or in part, at any time and from time to time before maturity (February 5, 2022 ) at the option of the holder at the Conversion Price that shall equal the lesser of: a)$0.01 or b) Sixty Percent (60%) of the lowest Trading Price (defined below) during the Valuation Period (defined below), and the Conversion Amount shall be the amount of principal or interest electively converted in the Conversion Notice. The total number of shares due under any conversion notice ("Notice Shares") will be equal to the Conversion Amount divided by the Conversion Price. "Trading Price" means, for any security as of any date, any trading price on the OTC Markets, or other applicable trading market (the "OTCBB") as reported by a reliable reporting service ("Reporting Service") mutually acceptable to Maker and Holder (i.e. Bloomberg) or, if the OTCBB is not the principal trading market for such security, the price of such security on the principal securities exchange or trading market where such security is listed or traded. The "Valuation Period" shall mean twenty (20) Trading Days, commencing on the first Trading Day following delivery and clearing of the Notice Shares in Holder's brokerage account, as reported by Holder ("Valuation Start Date"). The Note has a term of one (1) year and bears interest at 10% annually. The Company and GPL also entered into a Registration Rights Agreement ("RRA") that provided for the Company to file a Registration Statement with theSEC covering the resale of up to 10,000,000 shares underlying the Note and to have filed such Registration Statement within 30 days of the RRA. In the event that the Company doesn't maintain the registration requirements provided for in the RRA, the Company is obligated to pay GPL certain payments for such failures. Please see NOTE G - CONVERTIBLE NOTES PAYABLE for further information. OnFebruary 5, 2021 , the Company issuedQuick Capital, LLC ("Quick") a Convertible Promissory Note (the "Note") in the amount of Twenty-Five Thousand and NO/100 Dollars ($25,000 ). The Note is convertible, in whole or in part, at any time and from time to time before maturity (February 5, 2022 ) at the option of the holder at the Conversion Price that shall equal the lesser of a)$0.01 or b) Sixty Percent (60%) of the lowest Trading Price (defined below) during the Valuation Period (defined below), and the Conversion Amount shall be the amount of principal or interest electively converted in the Conversion Notice. The total number of shares due under any conversion notice ("Notice Shares") will be equal to the Conversion Amount divided by the Conversion Price. "Trading Price" means, for any security as of any date, any trading price on the OTC Markets, or other applicable trading market (the "OTCBB") as reported by a reliable reporting service ("Reporting Service") mutually acceptable to Maker and Holder (i.e. Bloomberg) or, if the OTCBB is not the principal trading market for such security, the price of such security on the principal securities exchange or trading market where such security is listed or traded. The "Valuation Period" shall mean twenty (20) Trading Days, commencing on the first Trading Day following delivery and clearing of the Notice Shares in Holder's brokerage account, as reported by Holder ("Valuation Start Date"). The Note has a term of one (1) year and bears interest at 10% annually. The Company and Quick also entered into a Registration Rights Agreement ("RRA") that provided for the Company to file a Registration Statement with theSEC covering the resale of up to 10,000,000 shares underlying the Note and to have filed such Registration Statement within 30 days of the RRA. In the event that the Company doesn't maintain the registration requirements provided for in the RRA, the Company is obligated to pay Quick certain payments for such failures. The transaction closed onFebruary 12, 2021 . Please see NOTE G - CONVERTIBLE NOTES PAYABLE for further information. OnJune 23, 2020 , the Company issuedGPL Ventures LLC ("GPL") a Convertible Promissory Note (the "Note") in the amount of One Hundred Thousand and NO/100 Dollars ($100,000 ). The Note is convertible, in whole or in part, at any time and from time to time before maturity (June 23, 2021 ) at the option of the holder at the Conversion Price that shall equal the lesser of a)$0.01 or b) Sixty Percent (60%) of the lowest Trading Price (defined below) during the Valuation Period (defined below), and the Conversion Amount shall be the amount of principal or interest electively converted in the Conversion Notice. The total number of shares due under any conversion notice ("Notice Shares") will be equal to the Conversion Amount divided by the Conversion Price. "Trading Price" means, for any security as of any date, any trading price on the OTC Markets, or other applicable trading market (the "OTCBB") as reported by a reliable reporting service ("Reporting Service") mutually acceptable to Maker and Holder (i.e. Bloomberg) or, if the OTCBB is not the principal trading market for such security, the price of such security on the principal securities exchange or trading market where such security is listed or traded. The "Valuation Period" shall mean twenty (20) Trading Days, commencing on the first Trading Day following delivery and clearing of the Notice Shares in Holder's brokerage account, as reported by Holder ("Valuation Start Date"). The Note has a term of one (1) year and bears interest at 10% annually. The Company and GPL also entered into a Registration Rights Agreement ("RRA") that provided for the Company to file a Registration Statement with theSEC covering the resale of shares underlying the Note and the warrant and to have declared effective such Registration Statement (which occurred onJuly 13, 2020 ). In the event that the Company doesn't maintain the registration requirements provided for in the RRA, the Company is obligated to pay GPL certain payments for such failures. In the twelve months endedDecember 31, 2021 , a total of$84,000 (of the$100,000 Note) was converted into shares of the Company's common stock. Please see NOTE G - CONVERTIBLE NOTES PAYABLE for further information.
Cash Flows
We had net cash provided by (used) in operating activities for the three months
ended
40
We had net cash used in investing activities for the three months ended
We had net cash provided by financing activities for the three months ended
Required Capital Over the Next Twelve Months
We expect to incur losses from operations for the near future. We believe we will have to raise an additional$2,500,000 to expand our operations over the next twelve months, including roughly$50,000 to remain current in our filings with theSEC . The additional funds will be utilized for hiring ancillary staff and key personnel, corporate website and SEO development, acquisition(s) in the waste and recycling management sector and day to day operations. Future financing may include the issuance of equity or debt securities, obtaining credit facilities, or other financing mechanisms. Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses or experience unexpected cash requirements that would force us to seek alternative financing. Furthermore, if we issue additional equity or debt securities, existing holders of our securities may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our securities.
If additional financing is not available or is not available on acceptable terms, we may be required to delay or alter our business plan based on available financing.
Critical Accounting Policies and Estimates
TheSEC issued Financial Reporting Release No. 60, "Cautionary Advice Regarding Disclosure About Critical Accounting Policies" suggesting that companies provide additional disclosure and commentary on their most critical accounting policies. In Financial Reporting Release No. 60, theSEC has defined the most critical accounting policies as the ones that are most important to the portrayal of a company's financial condition and operating results and require management to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. Based on this definition, we have identified the following significant policies as critical to the understanding of our financial statements. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make a variety of estimates and assumptions that affect (i) the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and (ii) the reported amounts of revenues and expenses during the reporting periods covered by the financial statements. Our management expects to make judgments and estimates about the effect of matters that are inherently uncertain. As the number of variables and assumptions affecting the future resolution of the uncertainties increase, these judgments become even more subjective and complex. Although we believe that our estimates and assumptions are reasonable, actual results may differ significantly from these estimates. Changes in estimates and assumptions based upon actual results may have a material impact on our results.
Off-Balance Sheet Arrangements
We did not have, during the periods presented, and we do not currently have, any relationships with any organizations or financial partnerships, such as structured finance or special purpose entities, that would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.
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