Quarterly Report for Quarter Ending June 30, 2026 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations.

You should read the following discussion and analysis of our financial condition and results of operations together with our condensed consolidated financial statements and the related notes and other financial information included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ending December 31, 2025. As discussed in the section titled "Note Regarding Forward-Looking Statements," the following discussion and analysis contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to these differences include, but are not limited to, those identified below and those discussed in the section titled "Risk Factors" in our Annual Report on Form 10-K for the year ending December 31, 2025.

Business

Reborn Coffee, Inc. ("Reborn") is focused on serving high quality, specialty-roasted coffee at retail locations, kiosks and cafes. We are an innovative company that strives for constant improvement in the coffee experience through exploration of new technology and premier service, guided by traditional brewing techniques. We believe Reborn differentiates itself from other coffee roasters through its innovative techniques, including sourcing, washing, roasting, and brewing our coffee beans with a balance of precision and craft.

Reborn was founded in 2015 with the vision of using the finest pure ingredients and pristine water. We currently serve customers through our retail store locations in California: Brea, La Crescenta, Corona Del Mar, Laguna Woods, Manhattan Beach, Huntington Beach, Riverside, San Francisco, Irvine, Diamond Bar, Anaheim and Pasadena. In addition to the locations in the United States, we have one international location in Malaysia.

Reborn continues to elevate the high-end coffee experience and we received first place traditional still in "America's Best Cold Brew" competition by Coffee Fest in 2017 in Portland and 2018 in Los Angeles.

The Experience, Reborn

We believe that we are the leading pioneers of the emerging "Fourth Wave" movement and that our business is redefining specialty coffee as an experience that demands much more than premium quality. We consider ourselves leaders of the "fourth wave" coffee movement because we are constantly developing our bean processing methods, researching design concepts, and reinventing new ways of drinking coffee. For instance, the current transition from the K-Cup trend to the pour over drip concept allowed us to reinvent the way people consume coffee, by merging convenience and quality. We took the pour over drip concept and made it available and affordable to the public through our Reborn Coffee Pour Over packs. Our Pour Over Packs allow our consumers to consume our specialty coffee outdoors and on-the-go.

Our success in innovating within the "Fourth Wave" coffee movement is measured by our success in B2B sales with our introduction of Reborn Coffee Pour Over Packs to hotels. With the introduction of our Pour Over Packs to major hotels (including one hotel company with seven locations), our B2B sales increased as these companies recognized the convenience and functionality our Pour Over Packs serve to their customers.

Our continuous Research and Development is essential to developing new parameters in the production of new blends. Our first place position in "America's Best Cold Brew" competition by Coffee Fest in 2017 in Portland and 2018 in Los Angeles is a testament to the way we believe we lead the "Fourth Wave" movement by example.

Centered around our core values of service, trust, and well-being, we deliver an appreciation of coffee as both a science and an art. Developing innovative processes such as washing green coffee beans with magnetized water, we challenge traditional preparation methods by focusing on the relationship between water chemistry, health, and flavor profile. Leading research studies, testing brewing equipment, and refining roasting/brewing methods to a specific, we proactively distinguish exceptional quality from good quality by starting at the foundation and paying attention to the details. Our mission places an equal emphasis on humanizing the coffee experience, delivering a fresh take on "farm-to-table" by sourcing internationally. In this way, we create opportunities to develop transparency by paying homage to origin stories and spark new conversations by building cross-cultural communities united by a passion for the finest coffee.

Through a broad product offering, Reborn provides customers with a wide variety of beverages and coffee options. As a result, we believe we can capture share of any experience where customers seek to consume great beverages whether in our inviting store atmospheres which are designed for comfort, or on the go through our pour over packs, or at home with our whole bean ground coffee bags. We believe that the retail coffee market in the US is large and growing. According to IBIS, in 2025, the retail market for coffee in the United States is expected to be $74.3 billion. This is expected to grow due to a shift in consumer preferences to premium coffee, including specialized blends, espresso-based beverages, and cold brew options. Reborn aims to capture a growing portion of the market as we expand and increase consumer awareness of our brand.

Plan of Operation

We have a production and distribution center at our headquarters that we use to process and roast coffee for wholesale and retail distribution.

We have the following ten retail coffee locations as of June 30, 2026:

●

La Floresta Shopping Village in Brea, California;

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La Crescenta, California;

●

Corona Del Mar, California;

●

Home Depot Center in Laguna Woods, California;

●

Manhattan Village at Manhattan Beach, California;

●

Galleria at Tyler in Riverside, California;

●

Intersect in Irvine, California;

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Diamond Bar, California;

●

Anaheim, California;

●

Kuala Lumpur, Malaysia

Critical Accounting Policies and Significant Judgments and Estimates

Revenue

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers. The Company's net revenue primarily consists of revenues from its retail locations and wholesale and online stores. Accordingly, the Company recognizes revenue as follows:

●	Retail Store Revenue

Retail store revenues are recognized at the point of sale when payment is tendered. Retail store revenues are reported net of sales, use, or other transaction taxes collected from customers and remitted to taxing authorities. Sales taxes payable are recorded as accrued liabilities within other current liabilities.

●	Wholesale and Online Revenue

Wholesale and online revenues are recognized when products are delivered and title passes to the customer or to wholesale distributors. When customers pick up products at the Company's warehouse or when products are delivered to wholesale distributors, title transfers and revenue is recognized at that time.

●	Service Income - Reborn Logistics

Service income is primarily derived from Reborn Logistics' freight forwarding and logistics services. The Company recognizes service revenue when shipment transactions are delivered. Each shipment transaction or service order generally represents a separate contract with a customer. A performance obligation is established once a customer agreement with an agreed-upon transaction price exists. The transaction price is typically fixed and is not contingent upon the occurrence or non-occurrence of future events, and payment is generally due within 45 to 60 days from the invoice date.

The Company's transportation arrangements involve organizing the movement of freight to a customer's destination. Transportation services, including certain ancillary services such as loading and unloading, freight insurance, and customs clearance, represent a single performance obligation, as these services are not distinct in the context of the contract. This performance obligation is satisfied and revenue is recognized as control of the services transfers to the customer during the transit period, as the customer's goods move from origin to destination.

The Company evaluates whether it controls the transportation services provided to determine whether it is acting as a principal or an agent. The Company has determined that it acts as the principal in its transportation service arrangements, as it controls pricing, manages all aspects of the shipment process, and assumes the risks associated with delivery and collection. Accordingly, service income is presented on a gross basis in the consolidated statements of operations.

●	License Income

The Company has entered into license agreements that allow licensees to operate and market Reborn Coffee branded stores and products under the Reborn Coffee trademarks. Under these agreements, the Company provides ongoing services, including training, marketing support, system updates, and other operational assistance. As the Company is required to provide these ongoing services, license revenue is recognized over the term of the license agreement. License agreements typically have initial terms of three years and may be renewed for additional periods.

Long-lived Assets

In accordance with FASB ASC Topic 360, Property, Plant, and Equipment, the Company reviews for impairment of long-lived assets and certain identifiable intangibles whenever events or circumstances indicate that the carrying amount of assets may not be recoverable. The Company considers the carrying value of assets may not be recoverable based upon our review of the following events or changes in circumstances: the asset's ability to continue to generate income from operations and positive cash flow in future periods; loss of legal ownership or title to the assets; significant changes in our strategic business objectives and utilization of the asset; or significant negative industry or economic trends. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset are less than its carrying amount. As of June 30, 2026 and December 31, 2025, the Company was not aware of any events or changes in circumstances that would indicate that the long-lived assets are impaired.

Results of Operations

The following tables present selected comparative results of operations from our unaudited financial statements for the three and six months ended June 30, 2026 compared to three and six months ended June 30, 2025. Our financial results for these periods are not necessarily indicative of the financial results that we will achieve in future periods. Certain totals for the table below may not sum to 100% due to rounding.

Six months ended June 30, 2026 compared to Six months ended June 30, 2025

		Six Months Ended June 30,
		2026								2025								Changes
		Amount				%				Amount				%				Amount				%
Net revenues:
Stores		$	3,050,586				26.5	%		$	3,489,102				98.9	%		$	(438,516	)			-12.6	%
Wholesale and online			234,985				2.0	%			38,951				1.1	%			196,034				503.3	%
Service income			7,972,719				69.1	%			-				0.0	%			7,972,719				100.0	%
License income			275,000				2.4	%			-				0.0	%			275,000				100.0	%
Total net revenues			11,533,290				100.0	%			3,528,053				100.0	%			8,005,237				226.9	%
Operating costs and expenses:
Product, food and drink costs - stores, wholesale and online			955,675				8.3	%			1,344,753				38.1	%			(389,078	)			-28.9	%
Cost of service income - subcontractors			7,221,630				62.6	%			-				0.0	%			7,221,630				100.0	%
General and administrative			4,824,255				41.8	%			4,275,397				121.2	%			548,858				12.8	%
Professional fees			687,867				6.0	%			1,347,546				38.2	%			(659,679	)			-49.0	%
Stock compensation expense			292,589				2.5	%			2,665,485				75.6	%			(2,372,896	)			-89.0	%
Total operating costs and expenses			13,982,016				121.2	%			9,633,181				273.0	%			4,348,835				45.1	%
Loss from operations			(2,448,726	)			-21.2	%			(6,105,128	)			-173.0	%			3,656,402				-59.9	%
Other income (expense):
Other income (expense)			(95,549	)			-0.8	%			164,753				4.7	%			(260,302	)			-158.0	%
Interest expense			(64,768	)			-0.6	%			(850,710	)			-24.1	%			785,942				-92.4	%
Interest expense - debt discount			(398,602	)			-3.5	%			-				0.0	%			(398,602	)			100.0	%
Gain on sale of property			14,777				0.1	%			75,000				2.1	%			(60,223	)			-80.3	%
Gain (loss) on debt extinguishment			(618,942	)			-5.4	%			(200,333	)			-5.7	%			(418,609	)			209.0	%
Derivative Expense			(350,986	)			-3.0	%			(189,701	)			-5.4	%			(161,285	)			85.0	%
Asset impairment loss			(80,000	)			-0.7	%			(421,969	)			-12.0	%			341,969				-81.0	%
Total other expense, net			(1,594,070	)			-13.8	%			(1,422,960	)			-40.3	%			(171,110	)			12.0	%
Loss before income taxes			(4,042,796	)			-35.1	%			(7,528,088	)			-213.4	%			3,485,292				-46.3	%
Provision for income taxes			160,016				1.4	%			3,108				0.1	%			156,908				5048.5	%
Net loss			(4,202,812	)			-36.4	%			(7,531,196	)			-213.5	%			3,328,384				-44.2	%
Net income attributable to non-controlling interest			234,826				2.0	%			-				0.0	%			234,826				100.0	%
Net loss attributable to Reborn shareholders		$	(4,437,638	)			-38.5	%		$	(7,531,196	)			-213.5	%		$	3,093,558				-41.1	%

Three months ended June 30, 2026 compared to three months ended June 30, 2025

		Three Months Ended June 30,
		2026								2025								Changes
		Amount				%				Amount				%				Amount				%
Net revenues:
Stores		$	1,580,560				25.0	%		$	1,810,167				98.7	%		$	(229,607	)			-12.7	%
Wholesale and online			155,116				2.5	%			24,625				1.3	%			130,491				529.9	%
Service income			4,586,167				72.5	%			-				0.0	%			4,586,167				100.0	%
License income			-				0.0	%			-				0.0	%			-				100.0	%
Total net revenues			6,321,843				100.0	%			1,834,792				100.0	%			4,487,051				244.6	%
Operating costs and expenses:
Product, food and drink costs - stores, wholesale and online			438,139				6.9	%			420,389				22.9	%			17,750				4.2	%
Cost of service income - subcontractors			4,630,322				73.2	%			-				0.0	%			4,630,322				100.0	%
General and administrative			2,387,560				37.8	%			2,399,102				130.8	%			(11,542	)			-0.5	%
Professional fees			441,863				7.0	%			757,587				41.3	%			(315,724	)			-41.7	%
Stock compensation expense			-				0.0	%			2,665,485				145.3	%			(2,665,485	)			-100.0	%
Total operating costs and expenses			7,897,884				124.9	%			6,242,563				340.2	%			1,655,321				26.5	%
Loss from operations			(1,576,041	)			-24.9	%			(4,407,771	)			-240.2	%			2,831,730				-64.2	%
Other income (expense):
Other income (expense)			(7,950	)			-0.1	%			80,871				4.4	%			(88,821	)			-109.8	%
Interest expense			(43,085	)			-0.7	%			(669,555	)			-36.5	%			626,470				-93.6	%
Interest expense - debt discount			-				0.0	%			-				0.0	%			-				100.0	%
Gain on sale of property			-				0.0	%			75,000				4.1	%			(75,000	)			-100.0	%
Gain (loss) on debt extinguishment			(618,942	)			-9.8	%			(200,333	)			-10.9	%			(418,609	)			209.0	%
Derivative Expense			(303,538	)			-4.8	%			206,106				11.2	%			(509,644	)			-247.3	%
Asset impairment loss			-				0.0	%			(421,969	)			-23.0	%			421,969				-100.0	%
Total other expense, net			(973,515	)			-15.4	%			(929,880	)			-50.7	%			(43,635	)			4.7	%
Loss before income taxes			(2,549,556	)			-40.3	%			(5,337,651	)			-290.9	%			2,788,095				-52.2	%
Provision for income taxes			160,016				2.5	%			2,401				0.1	%			157,615				6564.6	%
Net loss			(2,709,572	)			-42.9	%			(5,340,052	)			-291.0	%			2,630,480				-49.3	%
Net income attributable to non-controlling interest			(99,503	)			-1.6	%			-				0.0	%			(99,503	)			100.0	%
Net loss attributable to Reborn shareholders		$	(2,610,069	)			-41.3	%		$	(5,340,052	)			-291.0	%		$	2,729,983				-51.1	%

Revenues. Revenues were approximately $11.5 million for the six-month period ended June 30, 2026, compared to $3.5 million for the comparable period in 2025, representing an increase of approximately $8.0 million, or 226.9%. Revenues were approximately $6.3 million for the three-month period ended June 30, 2026, compared to $1.8 million for the comparable period in 2025, representing an increase of approximately $4.5 million, or 244.6%. The increase in sales for the period was primarily driven by the service income from Logistics and license income.

Product, food and drink costs. Product, food and drink costs were approximately $1.0 million for the six-month period ended June 30, 2026 compared to $1.3 million for the comparable period in the prior year, and were approximately $0.4 million for the three-month period ended June 30, 2026 compared to $0.4 million for the comparable period in the prior year.

Cost of service income - subcontractors. Subcontractor costs were approximately $7.2 million for the six-month period ended June 30, 2026, and were approximately $4.7 million for the three-month period ended June 30, 2026.

Gross margin. Gross margin was approximately $3.4 million for the six-month period ended June 30, 2026, compared to $2.2 million for the comparable period in 2025, representing an increase of approximately $1.2 million, or 53.7%. Gross margin was approximately $1.3 million for the three-month period ended June 30, 2026, compared to $1.4 million for the comparable period in 2025, representing a decrease of approximately $0.2 million, or 11.4%. The decrease in gross margin for the period was primarily driven by the operation of Reborn Logistics.

Operating Costs. General and administrative expenses were approximately $4.8 million for the six-month period ended June 30, 2026 compared to $4.3 million for the comparable period in 2025, representing an increase of approximately $0.5 million which is primarily due to increase in bad debt expenses. Professional fees were $ 0.7 million for the six months ended June 30, 2026 compared to $1.4 million for the comparable period in 2025. Higher amount of professional fees in 2025 was related to the legal and accounting professional fees for various Form S-1 filings last year.

Liquidity and Capital Resources

We have a history of operating losses and negative cash flow in operating activities. We have incurred recurring net losses from operations before income taxes of approximately $4.0 million and $7.5 million for the six months ended June 30, 2026 and 2025, respectively. We used approximately $1.6 million and $3.2 million cash for operating activities for the six months ended June 30, 2026 and 2025, respectively.

We conducted four closings pursuant to the Securities Purchase Agreement and sold Debentures in the aggregate principal amount of $4,166,665 for a purchase price of $3,750,000, representing an original issue discount of 10%. We also issued to Arena Investors a total of 1,041,667 Warrants in connection with the closing.

In addition, we entered into an ELOC Purchase Agreement with Arena whereby, we may, subject to various terms and conditions, including, without limitation that we maintain an effective registration statement covering shares issuable pursuant to the ELOC Agreement, at our discretion, direct Arena to purchase up to $50.0 million of shares of our common stock under the ELOC Agreement from time-to-time. The purchase price per share for the shares of common stock that we may elect to sell to Arena under the ELOC Agreement will fluctuate based on the market prices of our common stock for each purchase made pursuant to the ELOC Agreement, if any. Accordingly, it is not currently possible to predict the number of shares that will be sold to Arena, the actual purchase price per share to be paid by Arena for those shares, if any, or the actual gross proceeds to be raised in connection with those sales. As of the date hereof, we have not drawn down on the ELOC Purchase Agreement.

The extent to which we rely on Arena and/or the Arena Investors as a source of funding will depend on a number of factors including, the prevailing market price of our common stock and the extent to which we are able to secure working and other capital from other sources. If obtaining sufficient funding from ELOC Agreement were to prove unavailable or prohibitively dilutive, we may need to secure another source of funding in order to satisfy our working and other capital needs. Even if we were to sell to Arena all of the shares of common stock available for sale to Arena under the ELOC Agreement, we may still need additional capital to fully implement our business, operating and development plans. Should the financing we require to sustain our working capital needs be unavailable or prohibitively expensive when we require it, the consequences may be a material adverse effect on our business, operating results, financial condition and prospects.

Our cash needs will depend on numerous factors, including our revenues, completion of our product development activities, customer and market acceptance of our product, and our ability to reduce and control costs. We expect to devote substantial capital resources to, among other things, fund operations and continue development plans.

To support our existing and planned business model, we need to raise additional capital to fund our future operations. We have not experienced any difficulty in raising funds through loans and have not experienced any liquidity problems in settling payables in the normal course of business and repaying loans when they fall due. Successful renewal of our loans, however, is subject to numerous risks and uncertainties. In addition, the increasingly competitive industry conditions under which we operate may negatively impact on our results of operations and cash flows. Additional financing is anticipated to fund our operations in near future. However, other than the ELOC Agreement and the Arena Debenture Transaction, there are no current agreements or understandings with regard to the form, time or amount of such financing and there is no assurance that any of these financing can be obtained or that we can continue as a going concern.

		Six Months Ended June 30,
		2026				2025
Statement of Cash Flow Data:
Net cash used in operating activities			(1,678,227	)			(3,173,328	)
Net cash provided by (used in) investing activities			(1,824,544	)			189,501
Net cash provided by financing activities			1,217,933				2,903,478

Cash Flows Used in Operating Activities

Net cash used in operating activities was approximately $1.7 million for the six months ended June 30, 2026. This primarily reflected a net loss of $4.4 million, partially offset by non-cash charges of $0.3 million for stock-based compensation, $0.4 million for debt discount expense, $0.6 million for loss on debt extinguishment, $0.4 million for derivative expense, and $0.2 million for depreciation, as well as approximately $0.6 million of net cash inflows from changes in operating assets and liabilities.

Cash Flows Provided by (Used in) Investing Activities

Net cash used in investing activities was $1.8 million for the six months ended June 30, 2026, primarily consisting of $1.7 million in related-party loans and $0.1 million in purchases of property and equipment.

Cash Flows Provide by Financing Activities

Net cash provided by financing activities was $1.2 million, comprising cash provided by net proceeds from loan payable from others of $0.4 million, cash provided by net borrowings from related loan payable of $1.1 million, cash used for repayment of convertible debt of $1.1 million, cash provided by net borrowings from loan to shareholder of $0.3 million, cash provided by borrowings from financial institutions of $0.4 million, and cash used for repayments on loan payable to PPP of $0.4 million.

Net cash provided by financing activities was $1.2 million for the six months ended June 30, 2026. This primarily consisted of $0.4 million of net proceeds from other borrowings, $1.4 million of net borrowings from a related party, $0.3 million of borrowings from a shareholder, and $0.4 million of borrowings from financial institutions, partially offset by $1.1 million of convertible debt repayments.

Credit Facilities

Economic Injury Disaster Loan

On May 16, 2020, we executed an Economic Injury Disaster Loan (the "EIDL Loan") from the SBA under its EIDL assistance program in light of the impact of the COVID-19 pandemic on our business. As of June 30, 2026, the EIDL Loan is not in default.

Pursuant to the SBA Loan Agreement, we borrowed an aggregate principal amount of the EIDL Loan of $500,000, with proceeds to be used for working capital purposes. Interest accrues at the rate of 3.75% per annum and will accrue only on funds actually advanced from the date of each advance. Installment payments, including principal and interest, are due monthly beginning May 16, 2021 (12 months from the date of the SBA Loan Agreement) in the amount of $731. The balance of principal and interest is payable 30 years from the date of the SBA Loan. In connection therewith, we also received a $10,000 grant, which does not have to be repaid. During the year ended December 31, 2020, $10,000 was recorded in EIDL grant income in the Statements of Operations. The schedule of payments on this loan was later deferred to commence 24 months from the date of loan and we have paid all payments owed since May 2022.

In connection therewith, we executed (i) a loan for the benefit of the SBA, which contains customary events of default and (ii) a Security Agreement, granting the SBA a security interest in all of our tangible and intangible personal property, which also contains customary events of default (the "SBA Security Agreement").

Paycheck Protection Program Loan

In May 2020, we secured a loan under the PPP administered by the SBA in the amount of $115,000. In February 2021, we secured a second loan under this program in the amount of approximately $167,000. The interest rate of the loan is 1.00% per annum and accrues on the unpaid principal balance computed on the basis of the actual number of days elapsed in a year of 360 days. Commencing seven months after the effective date of each PPP Loan, we are required to pay the Lender equal monthly payments of principal and interest as required to fully amortize any unforgiven principal balance of the loan by the two-year anniversary of the effective date of the loan. The PPP Loan contains customary events of default relating to, among other things, payment defaults, making materially false or misleading representations to the SBA or the Lender, or breaching the terms of the PPP Loan. The occurrence of an event of default may result in the repayment of all amounts outstanding under the PPP Loan, collection of all amounts owing, or filing suit and obtaining judgment against us. Under the terms of the CARES Act, PPP loan recipients can apply for and be granted forgiveness for all or a portion of the loan granted under the PPP. Such forgiveness will be determined, subject to limitations, based on the use of loan proceeds for payment of payroll costs and any payments of mortgage interest, rent, and utilities. Recent modifications to the PPP by the U.S. Treasury and Congress have extended the time period for loan forgiveness beyond the original eight-week period, making it possible for the Company to apply for forgiveness of its PPP loan. We were granted forgiveness for the initial PPP Loan prior to December 31, 2021 and expect to be granted forgiveness on the remainder subsequently.

Leases

We currently lease all company-owned retail locations. Operating leases typically contain escalating rentals over the lease term, as well as optional renewal periods. Rent expense for operating leases is recorded on a straight-line basis over the lease term and begins when Reborn has the right to use the property. The difference between rent expense and cash payment is recorded as deferred rent on the accompanying consolidated balance sheets. Pre-opening rent is included in selling, general and administrative expenses on the accompanying consolidated statements of income. Tenant incentives used to fund leasehold improvements are recorded in deferred rent and amortized as reductions to rent expense over the term of the lease.

Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that we are required to disclose pursuant to these regulations. In the ordinary course of business, we enter into operating lease commitments, purchase commitments and other contractual obligations. These transactions are recognized in our financial statements in accordance with GAAP.

Critical Accounting Estimates and Policies

The preparation of financial statements requires management to utilize estimates and make judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. These estimates are based on historical experience and on various other assumptions that management believes to be reasonable under the circumstances. The estimates are evaluated by management on an ongoing basis, and the results of these evaluations form a basis for making decisions about the carrying value of assets and liabilities that are not readily apparent from other sources. Although actual results may differ from these estimates under different assumptions or conditions, management believes that the estimates used in the preparation of our financial statements are reasonable. The critical accounting policies affecting our financial reporting are summarized in Note 2 to the financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Recent Accounting Pronouncements

We have determined that all other issued, but not yet effective accounting pronouncements are inapplicable or insignificant to us and once adopted are not expected to have a material impact on our financial position.