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Market ClerkRecap
Sat Oct 24 · markets closed6 signals on Oct 2394 insider buys this week · $48.3MCIRO short report next: Oct 30The week ahead

DSS

DSS, INC.
NYSE · MATERIALS · PAPERBOARD CONTAINERS & BOXES
0.51
−0.03 −5.40%
USD · close Oct 23

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How DSS rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
74%
of sentences unchanged
Added
23
new sentences
Dropped
25
sentences removed
Length
−108
words, now 4,886

New in FY2025

  • As of December 31, 2025, we had approximately $17.0 million of net intangible assets.
  • Approximately $17.0 million is associated with Impact Biomedical, Inc.
  • As of December 31, 2025, we had the following significant amounts of outstanding indebtedness: ● Premier Packaging entered into master loan and security agreement (“BOA Note”) with Bank of America, N.A.
  • As of December 31, 2025, the outstanding principal on the BOA Note was $1,916,000 and had an interest rate of 4.63%.
  • As of December 31, 2025, $544,000 was included in the current portion of long-term debt, net, and the remaining balance of approximately $1,372,000 recorded as long-term debt.
  • The BOA Note contains certain covenants that are analyzed annually.
  • As of December 31, 2025, Premier is in compliance with these covenants. ● Premier Packaging entered into a loan and security agreement with Bank of America for the principal amount of $790,000 and shall accrued interest at the rate of 7.44%.
  • As of December 31, 2025, the outstanding principal and interest approximates $482,000 of which $132,000 was included in the current portion of long-term debt, net, and the remaining balance of approximately $350,000 recorded as long-term debt. ● AMRE Shelton, LLC., (“AMRE Shelton”) a subsidiary of AMRE, entered into a loan agreement (“Shelton Agreement”) with Patriot Bank, N.A.
  • The net book value of these assets as of December 31, 2025 approximated $6,231,000.
  • As of December 31, 2025, the outstanding principal and interest approximates $4,231,000.
  • As of December 31, 2025, $226,000 was included in the current portion of long-term debt, net, and the remaining balance of approximately $4,005,000 recorded as long-term debt. on the accompanying consolidated balance sheet. ● $3,000,000 loan agreement with BMI Capital Partners International Limited (“BMIC International”) (“BMIC International Loan”), between LVAM and BMIC International with interest to be charged at a variable rate to be calculated at the maturity date.
  • The BMIC International Loan matured on October 12, 2022 and both parties agree based on the language of the loan documents that the loan will keep extending an additional 3 months until either party cancels the extension.
  • As of December 31, 2025, the outstanding principal and interest approximated $33,000 and is included in current portion of long-term debt, net on the accompanying balance sheet. ● $3,000,000 loan agreement with Lee Wilson Tsz Kin (“Wilson Loan”) between LVAM and Wilson with interest to be charged at a variable rate to be calculated at the maturity date.
  • As of December 31, 2025, the outstanding principal and interest approximated $145,000 and is included in current portion of long-term debt, net on the accompanying balance sheet. ● AMRE LifeCare entered into a loan agreement (“LifeCare Agreement”) with Pinnacle Bank, (“Pinnacle Bank”) in the amount of $40,300,000.
  • The LifeCare Agreement has a variable interest rate which equated to 8.12% on December 31, 2025.
  • The net book value of these assets as of December 31, 2025 approximated $12,338,000.
  • The outstanding principal and interest approximated $37,000,000 and is included in current portion of long-term debt, net on the accompanying balance sheet.
  • This note is in default and is due as of the date of this filing.
  • A significant amount of our revenue is derived by one customers.
  • As of December 31, 2025, one customers accounted for approximately 29% of our consolidated revenue.
  • As of December 31, 2025, five customers accounted for 19%, 18%, 13%, 12% and 11% of our trade accounts receivable balance.
  • Our future success depends upon the continued service of certain of our executive officers and other key personnel who possess longstanding industry relationships and technical knowledge of our products and operations.
  • As of February 15, 2026 our directors, executive officers and principal stockholders (those beneficially owning in excess of 5%), and their respective affiliates, beneficially own approximately 68% of our outstanding shares of common stock.

Gone since FY2024

  • As of December 31, 2024, we had approximately $18.9 million of net intangible assets.
  • Approximately $17.8 million is associated with Impact Biomedical, Inc.
  • As of December 31, 2024, we had the following significant amounts of outstanding indebtedness: ● Premier Packaging entered into master loan and security agreement (“BOA Note”) with Bank of America, N.A.
  • As of December 31, 2024, the outstanding principal on the BOA Note was $2,436,000 and had an interest rate of 4.63%.
  • As of December 31, 2024, $520,000 was included in the current portion of long-term debt, net, and the remaining balance of approximately $1,916,000 recorded as long-term debt, The BOA Note contains certain covenants that are analyzed annually.
  • As of December 31, 2024, Premier is in compliance with these covenants. ● Premier Packaging entered into a loan and security agreement with Union Bank & Trust Company for the principal amount of $790,000 and shall accrued interest at the rate of 7.44%.
  • As of December 31, 2024, the outstanding principal and interest approximates $605,000 of which $123,000 was included in the current portion of long-term debt, net, and the remaining balance of approximately $482,000 recorded as long-term debt. ● AMRE Shelton, LLC., (“AMRE Shelton”) a subsidiary of AMRE, entered into a loan agreement (“Shelton Agreement”) with Patriot Bank, N.A.
  • The net book value of these assets as of December 31, 2023 approximated $6,279,000.
  • As of December 31, 2024, the outstanding principal and interest approximates $4,424,000 and is included in current portion of long-term debt on assets held-for-sale, net on the accompanying consolidated balance sheet ● $3,000,000 loan agreement with BMIC (“BMIC Loan”), between LVAM and BMIC with interest to be charged at a variable rate to be calculated at the maturity date.
  • The BMIC Loan matured on October 12, 2022 and both parties agree based on the language of the loan documents that the loan will keep extending an additional 3 months until either party cancels the extension.
  • As of December 31, 2024, the outstanding principal and interest approximated $464,000 and is included in current portion of long-term debt, net on the accompanying balance sheet. ● $3,000,000 loan agreement with Lee Wilson Tsz Kin (“Wilson Loan”) between LVAM and Wilson with interest to be charged at a variable rate to be calculated at the maturity date.
  • As of December 31, 2024, the outstanding principal and interest approximated $145,000 and is included in current portion of long-term debt, net on the accompanying balance sheet. ● AMRE LifeCare entered into a loan agreement (“LifeCare Agreement”) with Pinnacle Bank, (“Pinnacle Bank”) in the amount of $40,300,000.
  • The LifeCare Agreement has a variable interest rate which equated to 8.8% on December 31, 2024.
  • The outstanding principal and interest approximated $46,069,000 and is included in current portion of long-term debt on assets held-for-sale, net on the accompanying balance sheet.
  • This note is in default and is due as of the date of this filing. ● AMRE Winter Haven, LLC (“AMRE Winter Haven”) and Pinnacle Bank (“Pinnacle”) entered a term loan (“Pinnacle Loan”) whereas Pinnacle lent to AMRE Winter Haven the principal sum of $2,990,000, maturing on March 7, 2024.
  • The interest rate as of December 31, 2024 is 9.6%.
  • The outstanding principal and interest, approximates $3,040,000 and is included in current portion of long-term debt on assets held-for-sale, net on the accompanying consolidated balance sheet at December 31, 2024.
  • This note was assumed by SMS Financial on August 15, 2024.
  • This note is in default and is past due.
  • A significant amount of our revenue is derived by two customers.
  • As of December 31, 2023, two customers accounted for approximately 20% and 11% of our consolidated revenue and 39% and 30% of our trade accounts receivable balance.
  • Moreover, if we are unsuccessful in our pending patent infringement litigation, we could lose certain patents that have been collateralized by third party funding partners.
  • This could prohibit us from providing our products and services to customers, which could have a material adverse effect on our operations and our financial condition.
  • Our future success depends upon the continued service of certain of our executive officers and other key sales and research personnel who possess longstanding industry relationships and technical knowledge of our products and operations.
  • As of March 24, 2025 our directors, executive officers and principal stockholders (those beneficially owning in excess of 5%), and their respective affiliates, beneficially own approximately 57% of our outstanding shares of common stock.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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