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EX-32.2 - EXHIBIT 32.2 - Spine Injury Solutions, Incex_199349.htm
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EX-31.2 - EXHIBIT 31.2 - Spine Injury Solutions, Incex_199347.htm
EX-31.1 - EXHIBIT 31.1 - Spine Injury Solutions, Incex_199346.htm


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

 


 

FORM 10-Q

 


  

(Mark One)

 

☒ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Quarter Ended June 30, 2020.

 

☐ Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 (No fee required)

For the transition period from _______ to _______.

 

Commission file number: 000-27407

 

SPINE INJURY SOLUTIONS, INC.

(Name of Registrant in Its Charter)

 

Delaware

98-0187705

(State or Other Jurisdiction of Incorporation or

(I.R.S. Employer Identification No.)

Organization)

 

 

5151 Mitchelldale
Suite A2

Houston, Texas   77092
(Address of Principal Executive Offices)

 

(713) 521-4220
(Issuer’s Telephone Number, Including Area Code)

 

Securities registered pursuant to Section 12(b) of the Act: 

None

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes  ☒    No  ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ Smaller reporting company ☒ Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

 

As of August 14, 2020, there were 20,240,882 shares of the registrant’s common stock outstanding.

 

 

 

 

FORM 10-Q

 

TABLE OF CONTENTS

 

Note About Forward-Looking Statements

 

 

 

 

 

 

PART I

FINANCIAL INFORMATION

 

 

 

 

 

 

Item 1.

Condensed Consolidated Financial Statements

 

 

 

 

 

 

 

Condensed Consolidated Balance Sheets as of June 30, 2020 (Unaudited) and December 31, 2019

 

4

 

 

 

 

 

Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2020 and 2019 (Unaudited)

 

5

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2020 and 2019 (Unaudited)

 

6

 

 

 

 

 

Condensed Consolidated Statements of Changes in Shareholders’ Equity for the six months ended June 30, 2020 and 2019 (Unaudited)

 

7

 

 

 

 

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

 

8

 

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

15

 

 

 

 

Item 3.

Quantitative and Qualitative Disclosure About Market Risk

 

17

 

 

 

 

Item 4.

Controls and Procedures

 

17

 

 

 

 

PART II

OTHER INFORMATION

 

 

 

 

 

 

Item 1A.

Risk Factors

 

18

 

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

 

18

 

 

 

 

Item 6.

Exhibits

 

19

 

 

 

 

 

Signatures

 

21

 

 

NOTE ABOUT FORWARD-LOOKING STATEMENTS

 

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, among other things, statements regarding plans, objectives, goals, strategies, future events or performance and underlying assumptions and other statements, which are other than statements of historical facts. Forward-looking statements may appear throughout this report, including without limitation, Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Forward-looking statements generally can be identified by words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “projects,” “will be,” “will continue,” “will likely result,” and similar expressions. These forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which could cause our actual results to differ materially from those reflected in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in this report and in our Annual Report on Form 10-K for the year ended December 31, 2019, and in particular, the risks discussed in our Form 10-K under the caption “Risk Factors” in Item 1A therein, and those discussed in other documents we file with the Securities and Exchange Commission (“SEC”). Important factors that in our view could cause material adverse effects on our financial condition and results of operations include, but are not limited to, risks associated with service demands and acceptance, our ability to expand, changes in healthcare practices, effects of the COVID 19 virus pandemic, changes in technology, economic conditions, the impact of competition and pricing, government regulation and approvals and other factors that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. We undertake no obligation to revise or publicly release the results of any revision to any forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

 

As used herein, the “Company,” “we,” “our,” and similar terms include Spine Injury Solutions, Inc. and its subsidiaries and predecessors, unless the context indicates otherwise.

 

 

 

 

PART I   FINANCIAL INFORMATION

 

ITEM 1.   FINANCIAL STATEMENTS

 

SPINE INJURY SOLUTIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

   

JUNE 30,

   

DECEMBER 31,

 
   

2020

   

2019

 

ASSETS

 

(Unaudited)

         
                 

Current assets:

               

Cash

  $ 89,511     $ 110,587  

Accounts receivable, net

    330,141       480,350  

Prepaid expenses

    2,006       12,314  
                 

Total current assets

    421,658       603,251  
                 

Accounts receivable, net of allowance for doubtful accounts of $600,000 and $589,243 at June 30, 2020 and December 31, 2019, respectively

    170,329       531,573  

Property and equipment, net

    18,169       25,379  
                 

Total assets

  $ 610,156     $ 1,160,203  
                 

LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY

               
                 

Current liabilities:

               

Note Payable to a bank

  $ 655,000     $ 1,070,000  

Current portion of Paycheck Protection Program loan

    32,303       -  

Accounts payable and accrued liabilities

    8,941       41,239  
                 

Total current liabilities

    696,244       1,111,239  
                 

Long term portion of Paycheck Protection Program loan

    31,794       -  
                 

Total liabilities

    728,038       1,111,239  
                 

Commitments and contingencies

               

Stockholders’ (deficit) equity:

               

Common stock: $0.001 par value, 50,000,000 shares authorized, 20,240,882 shares issued and outstanding at both June 30, 2020 and December 31, 2019

    20,241       20,241  

Additional paid-in capital

    19,869,511       19,869,511  

Accumulated deficit

    (20,007,634

)

    (19,840,788

)

                 

Total stockholders’ (deficit) equity

    (117,882

)

    48,964  
                 

Total liabilities and stockholders’ (deficit) equity

  $ 610,156     $ 1,160,203  

 

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

 

 

SPINE INJURY SOLUTIONS, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

   

FOR THE THREE MONTHS

ENDED JUNE 30,

   

FOR THE SIX MONTHS

ENDED JUNE 30,

 
   

2020

   

2019

   

2020

   

2019

 
                                 

Net service revenues

  $ 35,500     $ 4,523     $ 65,448     $ 43,641  

Lease revenues

    17,922       6,477       43,795       24,059  

Total revenue

    53,422       11,000       109,243       67,700  
                                 

Cost of providing services, including amounts billed by

                               

Third party providers

    -       -       -       25,748  
                                 

Total cost of providing services

    -       -       -       25,748  
                                 

Gross profit

    53,422       11,000       109,243       41,952  
                                 

Operating, general and administrative expenses

    179,284       197,378       263,732       597,201  
                                 

Loss from operations

    (125,862

)

    (186,378

)

    (154,489

)

    (555,249

)

                                 

Other income and (expense):

                               

Other income

    260       520       452       1,142  

Interest expense

    (4,667

)

    (18,462

)

    (12,809

)

    (37,713

)

                                 

Total other income and (expense)

    (4,407

)

    (17,942

)

    (12,357

)

    (36,571

)

                                 

Net loss

  $ (130,269

)

    (204,320

)

  $ (166,846

)

  $ (591,820

)

                                 

Net loss per common share:

                               

Basic/ diluted

  $ (0.01

)

    (0.01

)

  $ (0.01

)

  $ (0.02

)

                                 

Weighted average shares outstanding:

                               

Basic/ diluted

    20,240,882       20,240,882       20,240,882       20,240,882  

 

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

 

 

SPINE INJURY SOLUTIONS, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

   

FOR THE SIX MONTHS

ENDED JUNE 30,

 
   

2020

   

2019

 

Cash flows from operating activities:

               

Net loss

  $ (166,846

)

  $ (591,820

)

Adjustments to reconcile net loss to net cash

provided by operating activities:

               

Provision for bad debts, net of recoveries

    26,398       85,489  

Provision for inventory obsolescence

    -       26,734  

Depreciation expense

    7,210       31,036  

Changes in operating assets and liabilities:

               

Accounts receivable, net

    485,055       513,734  

Prepaid expenses and other assets

    10,308       (7,350

)

Accounts payable and accrued liabilities

    (32,298

)

    (35,599

)

Due to related party

    -       (4,967

)

                 

Net cash provided by operating activities

    329,827       17,257  
                 

Cash flows from financing activities:

               

           Proceeds of Paycheck Protection Program loan

    64,097       -  

Payments of note payable

    (415,000

)

    (30,000

)

                 

Net cash used in financing activities

    (350,903

)

    (30,000

)

                 

Net decrease in cash and cash equivalents

    (21,076

)

    (12,743

)

Cash and cash equivalents at beginning of period

    110,587       59,679  
                 

Cash and cash equivalents at end of period

  $ 89,511     $ 46,936  
                 

Supplementary disclosure of cash flow information:

               

Interest paid

  $ 12,809     $ 37,713  

 

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

 

 

SPINE INJURY SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ (DEFICIT) EQUITY

For the Six Months Ended June 30. 2020 and 2019

 

   

Common Stock

   

Additional

   

Accumulated

   

Total

Stockholders’

 
   

Shares

   

Amount

   

Capital

   

Deficit

   

Equity

 

Balances, December 31, 2019

    20,240,882     $ 20,241     $ 19,869,511     $ (19,840,788

)

  $ 48,964  
                                         

Net loss

    -       -       -       (36,577

)

    (36,577

)

                                         

Balances, March 31, 2020 (Unaudited)

    20,240,882       20,241       19,869,511       (19,877,365

)

    12,387  
                                         

Net loss

    -       -       -       (130,269

)

    (130,269

)

                                         

Balances, June 30, 2020 (Unaudited)

    20,240,882     $ 20,241     $ 19,869,511     $ (20,007,634

)

  $ (117,882

)

                                         
                                         

Balances, December 31, 2018

    20,240,882     $ 20,241     $ 19,869,511     $ (18,228,219

)

  $ 1,661,533  
                                         

Net loss

    -       -       -       (387,500

)

    (387,500

)

                                         

Balances, March 31, 2019 (Unaudited)

    20,240,882       20,241       19,869,511       (18,615,719

)

    1,274,033  
                                         

Net loss

    -       -       -       (204,320

)

    (204,320

)

                                         

Balances, June 30, 2019 (Unaudited)

    20,240,882     $ 20,241     $ 19,869,511     $ (18,820,039

)

  $ 1,069,713  

No dividends were paid for the six months ended June 30, 2020 and 2019.

 

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

 

 

SPINE INJURY SOLUTIONS, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 1.  DESCRIPTION OF BUSINESS

 

Spine Injury Solutions Inc. was incorporated under the laws of Delaware on March 4, 1998.  We changed our name from Spine Pain Management Inc. to Spine Injury Solutions, Inc. on October 1, 2015.

 

We are a technology, marketing, billing, and collection company facilitating diagnostic services for patients who have sustained spine injuries resulting from traumatic accidents.  We deliver turnkey solutions to spine surgeons, orthopedic surgeons and other healthcare providers for necessary and appropriate treatment of musculo-skeletal spine injuries resulting from automobile and work-related accidents.  Our goal is to become a leader in providing technology and monetizing services to spine and orthopedic surgeons and other healthcare providers to facilitate proper treatment of their injured clients.  By monetizing the providers accounts receivable, which includes diagnostic testing and non-invasive surgical care, patients are not unnecessarily delayed or prevented from obtaining needed treatment.  By facilitating early treatment through affiliated doctors, we believe that health conditions can be prevented from escalating and injured victims can be quickly placed on the road to recovery.  Through our affiliate system, we facilitate spine surgeons, orthopedic surgeons and other healthcare providers to provide reasonable, necessary, and appropriate treatments to patients with musculo-skeletal spine injuries. We assist the centers that provide the spine diagnostic injections and treatment and pay the doctors a fee for the medical procedures they performed. After a patient is billed for the procedures performed by the affiliated doctor, we take control of the patients’ unpaid bill and oversee collection. In most instances, the patient is a plaintiff in an accident case, where the patient is represented by an attorney. Typically, the defendant (and/or the insurance company of the defendant) in the accident case pays the patient’s bill upon settlement or final judgment of the accident case. The payment to us is made through the attorney of the patient. In most cases, we must agree to the settlement price and the patient must sign off on the settlement. Once we are paid, the patient’s attorney can receive payment for his or her legal fee.

 

During the fourth quarter of 2018, the decision was made to discontinue funding future medical procedures due to our cash position, and we have not funded any procedures in 2020 and 2019 and will not do so unless we can access additional capital. However, we continue to actively pursue the collection of previously funded procedures. Without additional funding, there is no guarantee that we can continue as a going concern.

 

We own a patented device and process by which a video recording system is attached to a fluoroscopic x-ray machine, the “four camera technology,” which we believe can attract additional physicians and patients as well as provide us with additional revenue streams with our new programs designed to assist in treatment documentation.  We have refined the technology, through research and development, resulting in a fully commercialized Quad Video Halo System 3.0.  Using this technology, diagnostic and treatment procedures are recorded from four separate video feeds that capture views from both inside and outside the body, and a video is made which is given to the patient’s representative to verify the treatment received.   

 

In September 2014, we created a wholly owned subsidiary, Quad Video Halo, Inc.  The purpose of this entity is to hold certain company assets affiliated with the QVH units.  

 

NOTE 2.  GOING CONCERN CONSIDERATIONS

 

Since our inception in 1998, until commencement of our spine injury diagnostic operations in August, 2009, our expenses substantially exceeded our revenue, resulting in continuing losses and an accumulated deficit from operations of $15,004,698 as of December 31, 2009.  Since that time, our accumulated deficit has increased $5,002,936 to $20,007,634 as of June 30, 2020. We plan to increase our operating expenses as we increase our service development, marketing efforts and brand building activities. We also plan to pursue a merger with another company. Our continued existence is dependent upon our ability to successfully execute our business plan, as well as our ability to increase revenue from services and obtain additional capital from borrowing and selling securities, as needed, to fund our operations. There is no assurance that additional capital can be obtained or that it can be obtained on terms that are favorable to us and our existing stockholders.  Any expectation of future profitability is dependent upon our ability to expand and develop our healthcare services business, of which there can be no assurances.

 

 

SPINE INJURY SOLUTIONS, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Additionally, during the fourth quarter of 2018, the decision was made to discontinue funding future medical procedures due to our cash position, which also hampers our ability to pay back existing debt to Wells Fargo and a current director and shareholder (see Note 6—Term Loan). We did not fund any procedures in 2019, have not funded any procedures in 2020, and will not do so unless we can access additional capital. The previous service revenue we have funded has resulted in longer settlement times, which has created a slowdown in cash collections. Additionally, despite our efforts to establish a market for the Quad Video Halo, such market has not met our expectations, and we have cut back its development and operations. If we are unable to access additional capital in the near future, these recent developments could have a material negative impact on our financial performance and could have a material adverse effect on our results of operations and financial condition. As an alternative, we are also investigating possible strategic business transactions with third party companies.

 

We are actively pursuing a merger with a private company where they become the controlling company. We find this the best course of action for our stockholders.

 

Further, the COVID-19 pandemic has made it difficult for us to collect our accounts receivable, as attorney and medical offices are closed resulting in delayed settlements and medical procedures being canceled, which affects our lease revenue. We are uncertain how this pandemic will affect our ability to collect in the future or its overall effect on our lease revenue.

 

NOTE 3.  CRITICAL ACCOUNTING POLICIES

 

The following are summarized accounting policies considered to be critical by our management:

 

Basis of Presentation

 

The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures, normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to such SEC rules and regulations. Nevertheless, we believe that the disclosures are adequate to make the information presented not misleading. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our 2019 Annual Report as filed on Form 10-K. In the opinion of management, all adjustments, including normal recurring adjustments necessary to present fairly our financial position with respect to the interim condensed consolidated financial statements and the results of its operations for the interim period ended June 30, 2020, have been included. The results of operations for interim periods are not necessarily indicative of the results for a full year.

 

Basis of Consolidation

 

The accompanying unaudited condensed consolidated financial statements include the accounts of Spine Injury Solutions, Inc. and its wholly owned subsidiary, Quad Video Halo, Inc. All material intercompany balances of transactions have been eliminated upon consolidation.

 

Accounting Method

 

Our financial statements are prepared using the accrual basis of accounting in accordance with U.S. GAAP.

 

Use of Estimates

 

The preparation of consolidated financial statements in conformity with U.S. GAAP requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of our condensed consolidated financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions and could have a material effect on the reported amounts of our financial position and results of operations.

 

Revenue Recognition

 

The Company’s accounting for revenues is governed by two accounting standards. The Company’s service and product sale revenue are accounted for under ASC 606, Revenue from Contracts with Customers. Additionally, the Company’s QVH rental revenues are accounted for under ASC 842, Leases.

 

 

SPINE INJURY SOLUTIONS, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

  

Service and Product Sale Revenue Recognition

 

Our net revenues include service revenues. Service revenues arise from the delivery of medical diagnostic services provided to the patient by medical professionals at the spine injury diagnostic centers, only after the patient completes and signs required medical and financial paperwork. Service revenues are recorded as net patient service revenues based on variable consideration elements further described below and in Note 4. Product sales arise from the sale and transfer of control of the Company’s QVH units to a consumer.

  

For service revenues, the patients are billed by the healthcare provider based on Current Procedural Terminology (“CPT”) codes for the medical procedure performed. CPT codes are numbers assigned to every task and service a medical practitioner may provide to a patient including medical, surgical and diagnostic services. CPT codes are developed, maintained and copyrighted by the American Medical Association. Patients are billed at the normal billing amount, based on national averages, for a particular CPT code procedure.

 

Additionally, service revenue and corresponding accounts receivable are recognized by reference to “net revenue” and “accounts receivable, net” which is defined as gross amounts billed using CPT codes less account discounts that are expected to result when individual cases are ultimately settled, which is the variable consideration associated with this revenue stream.

 

While we do collect 100% of the accounts on some patients, our historical collection rate is used to estimate the variable consideration expected and is reflected in the carrying balance of the accounts receivable and service revenue to be recorded.   A discount rate of 48%, based on payment history, was used to reduce revenue to 52% of CPT code billings. We recorded no revenue related to service revenue funded for the three and six months ended June 30, 2020 and 2019.

 

Our credit policy has been established based upon extensive experience by management in the industry and has been determined to ensure that collectability is reasonably assured.  Payment for services are primarily made to us by a third party and the credit policy includes terms of net 240 days for collections; however, collections occur upon settlement or judgment of cases (see Note 4). As of June 30, 2020 and December 31, 2019, there were no material contract assets, contract liabilities, or deferred contract costs recorded in the condensed consolidated financial statements. 

 

Revenue expected to be recognized in any future year related to remaining performance obligations, excluding revenue pertaining to contracts that have an original expected duration of one year or less, contracts where revenue is recognized as invoiced and contracts with variable consideration related to undelivered performance obligations, is not material.

 

Lease Revenue

 

Rental revenues from operating leases are recognized on a straight-line basis over the term of the lease.  Rental billings for periods extending beyond period-end are recorded as deferred income and are recognized in the period earned.   For the QVH Leases, rental related services revenues for support, maintenance and video processing, delivery, and installation are lease related because the payments are considered minimum lease payments that are an integral part of the negotiated lease agreement with the customer.  These revenues are recognized on a straight-line basis over the term of the lease. As of the three and six months ended June 30, 2020 the Company’s leases consisted solely of operating leases. As stated previously, we are uncertain on the effects of the COVID-19 pandemic on our lease revenue going forward.

 

The Company’s QVH unit rentals are governed by agreements that detail the lease terms and conditions.  The determination of whether these contracts with customers contain a lease generally does not require significant judgement.  The Company accounts for these rentals as operating leases.  These leases do not include material amounts of variable payments and the Company has made the accounting policy election to exclude all taxes assessed by a governmental authority.  The Company provides an option for the lessee to purchase the rented equipment upon the termination of the lease for the as then fair market value; however, the Company has not generated material revenue from sales of equipment under such options.  Initial lease terms vary in length based upon customer needs and generally range from twelve to thirty-six months.  Customers have the option to keep equipment on rent beyond the initial lease term on a one-year successive term that auto renews unless canceled by the customer.  All of the Company’s rental products have long useful lives relative to the typical rental term with the original investment typically recovered in approximately five years.  The rental products are typically rented for a majority of the time owned and a significant portion of the original investment is recovered when sold from inventory.  The Company’s lease agreements do not contain residual value guarantees or restrictive covenants.

 

 

SPINE INJURY SOLUTIONS, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

As of June 30, 2020, maturities of operating lease payments to be received are as follows:

 

(in thousands)

       

Remainder of 2020

    52  

2021

    39  
    $ 91  

 

Included in property and equipment, net, as of June 30, 2020 and December 31, 2019 is equipment available for rent in the amount of $18,169 and $25,379, respectfully.

 

Fair Value of Financial Instruments

 

Cash, accounts receivable, accounts payable and accrued liabilities, and notes payable, as reflected in the condensed consolidated financial statements, approximates fair value.  Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect these estimates.

 

Cash and Cash Equivalents

 

Cash and cash equivalents consist of liquid investments with original maturities of three months or less.  Cash equivalents are stated at cost, which approximates fair value.  We maintain cash and cash equivalents in banks which at times may exceed federally insured limits. We have not experienced any losses on these deposits.

 

Long-Lived Assets

 

We periodically review and evaluate long-lived assets, including intangible assets, when events and circumstances indicate that the carrying amount of these assets may not be recoverable. In performing our review for recoverability, we estimate the future cash flows expected to result from the use of such assets and its eventual disposition. If the sum of the expected undiscounted future operating cash flows is less than the carrying amount of the related assets, an impairment loss is recognized in the consolidated statements of operations. Measurement of the impairment loss is based on the excess of the carrying amount of such assets over the fair value calculated using discounted expected future cash flows. At June 30, 2020, no impairment of long-lived assets was determined to have occurred.

 

Concentrations of Credit Risk

 

Assets that expose us to credit risk consist primarily of accounts receivable. Our accounts receivable are from a diversified customer base and, therefore, we believe the concentration of credit risk is minimal. We evaluate the creditworthiness of customers before any services are provided.  We record a discount based on the nature of our business, collection trends, and an assessment of our ability to fully realize amounts billed for services.  Additionally, we have established an allowance for doubtful accounts in the amount of $600,000 and $589,243, at June 30, 2020 and December 31, 2019, respectively.

  

Stock Based Compensation

 

We account for the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors, including employee stock options, based on estimated fair values.  Under authoritative guidance issued by the Financial Accounting Standards Board (“FASB”), companies are required to estimate the fair value or calculated value of share-based payment awards on the date of grant using an option-pricing model.  The value of awards that are ultimately expected to vest is recognized as expense over the requisite service periods in our consolidated statements of operations.  We use the Black-Scholes Option Pricing Model to determine the fair-value of stock-based awards.  During the three and six months ended June 30, 2020 and 2019, we did not issue any of our common stock in exchange for services.

 

 

SPINE INJURY SOLUTIONS, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Income Taxes

 

We account for income taxes in accordance with the liability method. Under the liability method, deferred assets and liabilities are recognized based upon anticipated future tax consequences attributable to differences between financial statement carrying amounts of assets and liabilities and their respective tax basis. We establish a valuation allowance to the extent that it is more likely than not that deferred tax assets will not be utilized against future taxable income.

 

Uncertain Tax Positions

 

Accounting Standards Codification “ASC” Topic 740-10-25 defines the minimum threshold a tax position is required to meet before being recognized in the financial statements as “more likely than not” (i.e., a likelihood of occurrence greater than fifty percent). Under ASC Topic 740-10-25, the recognition threshold is met when an entity concludes that a tax position, based solely on its technical merits, is more likely than not to be sustained upon examination by the relevant taxing authority. Those tax positions failing to qualify for initial recognition are recognized in the first interim period in which they meet the more likely than not standard or are resolved through negotiation or litigation with the taxing authority, or upon expiration of the statute of limitations. De-recognition of a tax position that was previously recognized occurs when an entity subsequently determines that a tax position no longer meets the more likely than not threshold of being sustained.

 

We are subject to ongoing tax exposures, examinations and assessments in various jurisdictions. Accordingly, we may incur additional tax expense based upon the outcomes of such matters. In addition, when applicable, we will adjust tax expense to reflect our ongoing assessments of such matters which require judgment and can materially increase or decrease our effective rate as well as impact operating results.

 

Under ASC Topic 740-10-25, only the portion of the liability that is expected to be paid within one year is classified as a current liability. As a result, liabilities expected to be resolved without the payment of cash (e.g. resolution due to the expiration of the statute of limitations) or are not expected to be paid within one year are not classified as current. Estimated interest and penalties, if any, are recognized as income tax expense and tax credits as a reduction in income tax expense. For the three and six months ended June 30, 2020 and 2019, we recognized no estimated interest or penalties as income tax expense.

 

Legal Costs and Contingencies

 

In the normal course of business, we incur costs to hire and retain external legal counsel to advise us on regulatory, litigation and other matters. We expense these costs as the related services are received.

 

If a loss is considered probable and the amount can be reasonably estimated, we recognize an expense for the estimated loss. If we have the potential to recover a portion of the estimated loss from a third party, we make a separate assessment of recoverability and reduce the estimated loss if recovery is also deemed probable.

 

Net Loss per Share

 

Net loss per common share is presented in accordance with ASC Topic 260, “Earnings per Share,” for all periods presented. During the three and six months ended June 30, 2020 and 2019, common stock equivalents from outstanding stock options, warrants and convertible debt have been excluded from the calculation of the diluted earnings (loss) per share in the consolidated statements of operations, because all such securities were anti-dilutive.  The loss per share is calculated by dividing the net loss by the weighted average number of shares outstanding during the periods.

 

Recent Accounting Pronouncements Not Yet Adopted

 

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU No. 2016-13 eliminates the probable initial recognition threshold in current U.S. GAAP and, instead, requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. In addition, ASU No. 2016-13 amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. ASU No. 2016-13 is effective for annual periods beginning after December 15, 2020, with early application permitted in annual periods beginning after December 15, 2018. The amendments of ASU No. 2016-13 should be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. Management is currently evaluating the future impact of ASU No. 2016-13 on the Company’s consolidated financial position, results of operations and disclosures.

 

 

SPINE INJURY SOLUTIONS, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which is optional guidance related to reference rate reform that provides practical expedients for contract modifications and certain hedging relationships associated with the transition from reference rates that are expected to be discontinued. This guidance is applicable for our Term Loans and Revolving Credit Facility, which use LIBOR as a reference rate, and is effective immediately, but is only available through December 31, 2022 (see Note 6 for further details on our Term Loan). The Company is currently evaluating the potential impact of this standard on our condensed and consolidated financial statements.

  

NOTE 4.  ACCOUNTS RECEIVABLE

 

The patients are billed by the healthcare provider based on Current Procedural Terminology (“CPT”) codes for the medical procedure performed. CPT codes are numbers assigned to every task and service a medical practitioner may provide to a patient including medical, surgical and diagnostic services. CPT codes are developed, maintained and copyrighted by the American Medical Association. Patients are billed at the normal billing amount, based on national averages, for a particular CPT code procedure.

 

Revenue and corresponding accounts receivable are recognized by reference to “net revenue” and “accounts receivable, net” which is defined as gross amounts billed using CPT codes less account discounts that are expected to result when individual cases are ultimately settled.  While we do collect 100% of the accounts on some patients, our historical collection rate is used to calculate the carrying balance of the accounts receivable and the estimated revenue to be recorded.  A discount rate of 48%, based on payment history, was used to reduce revenue to 52% of CPT code billings (“gross revenue”) during the six months ended June 30, 2020.

 

The patients who receive medical services at the diagnostic centers are typically patients involved in auto accidents or work injuries. The patient completes and signs medical and financial paperwork, which includes an acknowledgement of the patient’s responsibility of payment for the services provided. Additionally, the paperwork should include an assignment of benefits.  The timing of collection of receivables varies depending on patient sources of payment. Historical experience, through 2018, demonstrated that the collection period for individual cases may extend for two years or more. Accordingly, we have classified receivables as current or long term based on our experience, which indicates as of June 30, 2020 and December 31, 2019 that 30% of cases will be collected within one year of a medical procedure.

 

Our credit policy has been established based upon extensive experience by management in the industry and has been determined to ensure that collectability is reasonably assured.  Payment for services are primarily made to us by a third party and the credit policy includes terms of net 240 days for collections; however, collections occur upon settlement or judgment of cases. As of June 30, 2020 and December 31, 2019, we determined an allowance for uncollectable accounts of $600,000 and $589,243, respectively was needed for those customer accounts whose collections appear doubtful. During the six months ended June 30, 2020 and 2019 we recorded bad debt expense, net of recoveries of $26,398 and $85,489, respectively.

 

 NOTE 5. STOCKHOLDERS’ EQUITY

 

The total number of authorized shares of our common stock is 50,000,000 shares, $0.001 par value per share. As of June 30, 2020, there were 20,240,882 common shares issued and outstanding. We did not issue any shares of common stock for the quarter ended June 30, 2020.

 

NOTE 6.  TERM LOAN

 

On September 3, 2014, we entered into a $2,000,000 revolving line of credit agreement with Wells Fargo Bank, N.A. Outstanding principal on the line of credit bears interest at the 30 day London Interbank Offered Rate (“LIBOR”) plus 2%, resulting in an effective rate of 2.16% at June 30, 2020.

 

In September 2017, the line of credit agreement was amended, whereby the outstanding principle was due and payable in full on August 31, 2018 and the maximum amount we can borrow under the line of credit is $1,750,000. On September 7, 2018 we entered into an Amended and Restated Revolving Line of Credit Note to extend our revolving line of credit facility, whereby the outstanding principal was due and payable in full on August 31, 2019. On September 30, 2019 the credit line was amended into a one-year term loan precluding any additional draws on the note, but all other terms of the loan remained the same. The term loan also remains guaranteed by Peter L. Dalrymple, a member of our Board of Directors, and is secured by a first lien interest in certain of his assets. As of June 30, 2020 and December 31, 2019, the outstanding borrowings under the loan totaled $655,000 and $1,070,000 respectively. During the three months ended June 30, 2020 and 2019 the Company recorded $4,667 and $17,231 respectively in interest expense related to this note, and during the six months ended June 30, 2020 and 2019 the Company recorded $12,809 and $35,181 respectively in interest expense related to this note.

 

 

SPINE INJURY SOLUTIONS, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

On April 22, 2020 we received an SBA loan in the amount of $64,097 under the federal Paycheck Protection Program which helps businesses keep their workforce employed during the Coronavirus crisis. The Paycheck Protection Program is part of the Coronavirus Aid, Relief, and Economic Security ("CARES") Act signed into law in March of 2020. The Paycheck Protection Program is a loan designed to provide direct incentive for small businesses to keep their workers on the payroll, which will be forgiven if all employees are kept on the payroll for eight weeks and the money is used for the sole purpose of payroll, rent, mortgage interest, or utilities, subject to the provisions in the program. The loan carries an interest rate of 1% and is due in two years, April 22, 2022. There is no collateral and no personal guarantees. The first payment is not due until November 2020, seven months from issuance. For the reasons discussed throughout this report, we believe current economic uncertainty relating to the Coronavirus crisis makes the loan necessary to support our ongoing operations. While we anticipate that the entire balance of the loan will be forgiven based on our disbursements of payroll and rent, no assurance can be provided at this time.

 

 

NOTE 7.  INCOME TAXES

 

We have not made a provision for income taxes for the three and six months ended June 30, 2020 or 2019, which reflects our valuation allowance established against our benefits from net operating loss carryforwards.

 

In addition to the Paycheck Protection Program, the CARES Act includes, among other things, provisions relating to refundable payroll tax credits, deferment of the employer portion of social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to net interest deduction limitations, increased limitations on qualified charitable contributions, and technical corrections to tax depreciation methods for qualified improved property. We are continuing to evaluate the other impacts that the CARES Act and other stimulus measures may have on our financial condition, results of operations, or liquidity.

 

 

ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following discussion should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes to the financial statements included in this Form 10-Q.

 

Critical Accounting Policies

 

See Note 3 of the accompanying notes to unaudited condensed consolidated financial statements, which note is incorporated herein by reference.

 

Management Overview

 

During the fourth quarter of 2018, the decision was made to discontinue funding future medical procedures due to our cash position, which also hampers our ability to pay back existing debt to Wells Fargo. We did not fund any procedures in 2020 thus far or in 2019 and will not do so unless we can access additional capital. The service revenue we have funded has resulted in longer settlement times, which has created a slowdown in cash collections. Additionally, despite our efforts to establish a market for the Quad Video Halo, such market has not met our expectations and we have cut back its development and operations.

 

Moving forward, our main focus will be collecting accounts receivable, paying down debt and leveraging our position as a fully reporting public company for other investing opportunities.

 

There can be no guarantee of us continuing as a going concern if we cannot obtain additional funds.

 

We are actively pursuing a merger with a private company where they become the controlling company. We find this to be the best course of action for our stockholders.

 

Additionally, the COVID-19 pandemic has made it difficult for us to collect our accounts receivable, as attorney and medical offices are closed resulting in delayed settlements and medical procedures being canceled, which affects our lease revenue. We are uncertain how this pandemic will affect our ability to collect in the future or its overall effect on our lease revenue.

 

Results of Operations

 

The unaudited financial statements for the six months ended June 30, 2020 and 2019 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with instructions to Form 10-Q. In the opinion of management, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of June 30, 2020 and the results of operations and cash flows for the three and six months ended June 30, 2020 and 2019. The results for the three and six months ended June 30, 2020 is not necessarily indicative of the results to be expected for any subsequent quarter or of the entire year ending December 31, 2020.

 

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the Securities and Exchange Commission’s rules and regulations. These unaudited financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended December 31, 2019 as included in our previously filed report on Form 10-K.

 

Comparison of the three-month period ended June 30, 2020 with the three month-period ended June 30, 2019.

 

The revenue for the three months ended June 30, 2020 of $53,422 consisted of $17,922 of QVH leasing revenue, and $35,500 related to excess collections for previously funded procedures. The revenue for the three months ended June 30, 2019 of $11,000 consisted of $6,477 of QVH leasing revenue, and $4,523 related to excess collections for previously funded procedures.

 

During the three months ended June 30, 2020, we incurred $179,284 of operating, general and administrative expenses compared to $197,378 for the same period in 2019.  Operating, general and administrative expenses were lower for the 2020 quarter compared to 2019 primarily because of decreases of $18,950 in consulting fees and $17,694 in depreciation expense coupled with an increase of $15,002 in bad debt expense net of recoveries. As a result of the foregoing, we had net loss of $130,269 for the three months ended June 30, 2020, compared to a net loss of $204,320 for the three months ended June 30, 2019.

 

 

Comparison of the six-month period ended June 30, 2020 with the six month period ended June 30, 2019.

 

The revenue for the six months ended June 30, 2020 of $109,243 consisted of $43,795 of QVH leasing revenue, and $65,448 related to excess collections for previously funded procedures.  For the same period in 2019, revenue was $67,700, consisting of $24,059 of QVH leasing and $43,641 related to excess collections for previously funded procedures.

 

Service cost for the six months ended June 30, 2019 was $25,748, which consisted of inventory obsolescence write downs for the period, while there were no service costs in 2020.

 

During the six months ended June 30, 2020, we incurred $263,732 of operating, general and administrative expenses compared to $597,201 for the same period in 2019. The decrease is attributable to decreases in payroll expenses of approximately $50,000, consulting expense of $106,000, legal fees of $10,000, bad debt expense net of recoveries of $60,000, depreciation expense of $24,000, computer expenses of $16,000, rent expenses of $16,000 and investor relations expense of $24,000.

 

As a result of the foregoing, we had a net loss of $166,846 for the six months ended June 30, 2020, compared to a net loss of $591,820 for the six months ended June 30, 2019.

 

Liquidity and Capital Resources

 

For the six months ended June 30, 2020, cash provided in operations was $329,827 which primarily included decreases in accounts receivable of $485,055, decreases in prepaid expenses of $10,308, and decreases in accounts payable and accrued liabilities of $32,298, along with non-cash operating expenses totaling $33,608.  For the six months ended June 30, 2019, cash provided in operations was $17,257 which primarily included decreases in accounts receivable of $513,734, increases in prepaid expenses of $7,350, and decreases in accounts payable and accrued liabilities of $35,599, along with non-cash operating expenses totaling $143,259. 

 

Cash used in financing activities for the six months ended June 30, 2020 consisted of repayments on our term loan in the amount of $415,000 coupled with the proceeds of $64,097 related to our Paycheck Protection Program (PPP) loan. For the six months ended June 30, 2019 we paid down $30,000 on our term loan.

 

Going Concern Considerations

 

Since our inception in 1998, until commencement of our spine injury diagnostic operations in August 2009, our expenses substantially exceeded our revenue, resulting in continuing losses and an accumulated deficit from operations of $15,004,698 as of December 31, 2009. Since that time, our accumulated deficit has increased $5,002,936 to $20,007,634 as of June 30, 2020. During the six months ended June 30, 2020, we realized net revenue of $109,243 and incurred a net loss of $166,846. Successful business operations and our ability to generate cash flows from operations, sufficient to meet our debt obligations are dependent upon obtaining additional financing and achieving a level of collections adequate to support our cost structure. Considering the nature of our business, we are not generating immediate liquidity and sufficient working capital within a reasonable period of time to fund our planned operations and strategic business plan for a period of one year from the filing of this report. There can be no assurances that there will be adequate financing available to us.

 

Additionally, during the fourth quarter of 2018, the decision was made to discontinue funding future medical procedures due to our cash position, which also hampers our ability to pay back existing debt to Wells Fargo (see Note 6—Term Loan). We did not fund any procedures in 2020 or 2019 and will not do so unless we can access additional capital. The service revenue we have funded has resulted in longer settlement times, which has created a slowdown in cash collections. Additionally, despite our efforts to establish a market for the Quad Video Halo, such market has not met our expectations and we have cut back its development and operations. If we are unable to access additional capital in the near future, these recent developments could have a material negative impact on our financial performance and could have a material adverse effect on our results of operations and financial condition. The accompanying unaudited condensed consolidated financial statements have been prepared assuming that we will continue as a going concern. This basis of accounting contemplates the recovery of our assets and the satisfaction of liabilities in the normal course of business. The unaudited condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.

 

 

ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not Applicable.

 

ITEM 4.   CONTROLS AND PROCEDURES

 

Our principal executive officer and principal financial officer are responsible for establishing and maintaining our disclosure controls and procedures. Such officers have concluded (based upon their evaluation of these controls and procedures as of the end of the period covered by this report) that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in this report is accumulated and communicated to management, including our principal executive and principal financial officer as appropriate, to allow timely decisions regarding required disclosure.

 

Our principal executive officer and principal financial officer have also indicated that, upon evaluation, there were no changes in our internal control over financial reporting or other factors during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. In addition, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Because of these inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

 

 

 

PART II   OTHER INFORMATION

 

ITEM 1A. RISK FACTORS

 

In addition to the other information set forth in this report, one should carefully consider the discussion of various risks and uncertainties contained in Part I, Item 1A, “Risk Factors” in our 2019 Annual Report on Form 10-K.  We believe the risk factors presented in this filing and those presented on our 2019 Form 10-K are the most relevant to our business and could cause our results to differ materially from any forward-looking statements made by us.

 

The COVID-19 pandemic has had, and is expected to continue to have, an adverse impact on our business, results of operations and financial condition, and other pandemics, epidemics or disease outbreaks could have a similar impact. The extent to which COVID-19 impacts our business will depend on future developments, which are highly uncertain and cannot be predicted.

 

The recent outbreak of COVID-19, which has been declared by the World Health Organization to be a pandemic, has spread across the globe and is impacting worldwide economic activity. The outbreak has resulted in authorities implementing numerous measures to try to contain the virus, such as travel bans and restrictions, social distancing guidelines, quarantines, shelter in place orders and business shutdowns. These measures have not only negatively impacted consumer spending and business spending habits, they have also adversely impacted and may further impact our workforce and operations and the operations of our customers, suppliers and business partners. The duration of these measures is unknown and may be extended, and additional measures may be imposed. This will likely continue to adversely affect our business, results of operations and financial condition.

 

The COVID-19 pandemic has made it difficult for us to collect our accounts receivable, as attorney and medical offices are closed resulting in delayed settlements and medical procedures being canceled, which affects our lease revenue. We are uncertain how this pandemic will affect our ability to collect in the future or its overall effect on our lease revenue.

 

Further, COVID-19 has caused us to modify our business practices, including restricting employee travel, modifying employee work locations, increasing reliance on remote access to our information systems, implementing social distancing and enhanced sanitary measures in our offices. We may take further actions as may be required by government authorities or that we determine are in the best interests of our employees, customers and business partners. There is no certainty that such measures will be sufficient to mitigate the risks posed by the virus or otherwise be satisfactory to government authorities. Further, our enhanced reliance on remote access to our information systems increases our exposure to cybersecurity attacks or data security incidents.

 

COVID-19 has had, and is expected to continue to have, an adverse impact on our business, results of operations and financial condition. The extent to which the COVID-19 outbreak impacts our business, results of operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted, including, but not limited to, the duration and spread of the outbreak, its severity, the actions to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume. Even after the COVID-19 outbreak has subsided, we may continue to experience materially adverse impacts to our business as a result of its global economic impact, including any economic downturn or recession that has occurred or may occur in the future. The impact of COVID-19 may also exacerbate other risks discussed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, any of which could have a material effect on us. This situation is changing rapidly, and additional impacts may arise that we are not aware of currently.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

Not applicable.

 

 

ITEM 6. EXHIBITS

 

Exhibit No.

 

Description

3.1

 

Articles of Incorporation dated March 4, 1998. (Incorporated by reference from Form 10-SB filed with the SEC on January 5, 2000.) *

 

 

 

3.2

 

Amended Articles of Incorporation dated April 23, 1998. (Incorporated by reference from Form 10-SB filed with the SEC on January 5, 2000.) *

 

 

 

3.3

 

Amended Articles of Incorporation dated January 4, 2002. (Incorporated by reference from Form 10KSB filed with the SEC on May 21, 2003.) *

 

 

 

3.4

 

Amended Articles of Incorporation dated December 19, 2003. (Incorporated by reference from Form 10-KSB filed with the SEC on May 20, 2004.) *

 

 

 

3.5

 

Amended Articles of Incorporation dated November 4, 2004. (Incorporated by reference from Form 10-KSB filed with the SEC on April 15, 2005) *

 

 

 

3.6

 

Amended Articles of Incorporation dated September 7, 2005. (Incorporated by reference from Form 10-QSB filed with the SEC on November 16, 2005) *

 

 

 

3.7

 

Certificate of Amendment to Certificate of Incorporation (Incorporated by reference from Form 8-K filed with the SEC on October 7, 2015.) *

 

 

 

3.8

 

By-Laws dated April 23, 1998. (Incorporated by reference from Form 10-SB filed with the SEC on January 5, 2000.) *

 

 

 

10.1

 

Financing Agreement with Peter Dalrymple (Incorporated by reference from Form 8-K filed with the SEC on August 26, 2014) *

 

 

 

10.2

 

Wells Fargo Loan Documentation (Incorporated by reference from Form 10-Q filed with the SEC on May 13, 2015) *

 

 

 

10.3

 

Letter agreement between Spine Injury Solutions, Inc. and Jeffrey Cronk (Incorporated by reference from Form 8-K filed with the SEC on September 7, 2017) *

 

 

 

10.4

 

Amended and Restated Revolving Line of Credit Note and Amended and Restated Credit Agreement with Wells Fargo Bank dated August 17, 2017 (Incorporated by reference from Form 10-Q filed with the SEC on November 13, 2017) *

 

 

 

10.5

 

Financing Agreement, Amended and Restated Secured Promissory Note and Amended Security Agreement with Peter Dalrymple dated September 8, 2017 (Incorporated by reference from Form 10-Q filed with the SEC on November 13, 2017) *

 

 

 

10.6

 

Amended and Restated Revolving Line of Credit Note and Amended dated September 7, 2018 (Incorporated by reference from Form 10-Q filed with the SEC on November 13, 2018) *

 

 

 

10.7

 

Amended and Restated Continuing Guaranty from Peter Dalrymple dated September 7, 2018 (Incorporated by reference from Form 10-Q filed with the SEC on November 13, 2018) *

 

 

 

10.8

 

Financing Agreement and Amended and Restated Secured Promissory Note with Peter Dalrymple dated September 5, 2018 (Incorporated by reference from Form 10-Q filed with the SEC on November 13, 2018) *

 

 

10.9

 

Amended and Restated Promissory Note with Wells Fargo Bank dated September 30, 2019 (Incorporated by reference from Form 10-Q filed with the SEC on November 14, 2019) *

 

 

 

10.10

 

Amended and Restated Security Agreement from Peter Dalrymple dated September 30, 2019 (Incorporated by reference from Form 10-Q filed with the SEC on November 14, 2019) *

 

 

 

10.11

 

Amended and Restated Continuing Guaranty from Peter Dalrymple dated September 30, 2019 (Incorporated by reference from Form 10-Q filed with the SEC on November 14, 2019) *

 

 

 

31.1

 

Certification of principal executive officer required by Rule 13a – 14(1) or Rule 15d – 14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

31.2

 

Certification of principal financial officer required by Rule 13a – 14(1) or Rule 15d – 14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.1

 

Certification of principal executive officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.

 

 

 

32.2

 

Certification of principal financial officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63.

 

 

 

101.INS

 

XBRL Instance Document

 

 

 

101.SCH

 

XBRL Taxonomy Extension Schema

 

 

 

101.CAL

 

XBRL Taxonomy Extension Calculation Linkbase

 

 

 

101.DEF

 

XBRL Taxonomy Extension Definitions Linkbase

 

 

 

101.LAB

 

XBRL Taxonomy Extension Label Linkbase

 

 

 

101.PRE

 

XBRL Taxonomy Extension Presentation Linkbase

 

* Incorporated by reference from our previous filings with the SEC

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

Spine Injury Solutions, Inc.

 

 

  Date: August 14, 2020

By: /s/ William F. Donovan, M.D.

 

William F. Donovan, M.D.

 

Chief Executive Officer (Principal Executive Officer)

 

 

 

 

 

  Date: August 14, 2020

By: /s/ John Bergeron

 

John Bergeron

 

Chief Financial Officer (Principal Financial Officer)

 

 

 

 

 

 

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