▸ BPA recently emerged from bankruptcy, which may adversely affect the Company’s business and relationships.· · ● 1 ▸ Certain higher-risk engagements involving significant financial sums, sensitive data or complex legal matters could expose the Company to increased liability, reputational damage and operational disruption despite its risk mitigation efforts.· · ● 1 ▸ Currency fluctuations between the U.S. Dollar and foreign currencies in the Company’s international operations could materially affect its recorded assets, liabilities, revenues, and operating margins.· · ● 1 ▸ During the period August 1, 2025 to September 30, 2025, the Company experienced a sustained and significant decline in its market capitalization causing the market capitalization to fall below the Company’s book value after the· · ● 1 ▸ For a discussion of management’s evaluation of the Company’s disclosure controls and procedures and the material weaknesses identified, see Part II, Item 9A, “Controls and Procedures.”· · ● 1 ▸ Geopolitical tensions and global macroeconomic uncertainty could adversely affect our business, financial condition, and results of operations.· · ● 1 ▸ Our strategic focus on automating and modernizing the workplace through artificial intelligence involves significant execution risks, and failure to successfully develop or monetize these solutions could materially harm our business.· · ● 1 ▸ group Risks Relating to our Business· · ● 1 ▸ group Risks Relating to our Indebtedness· · ● 1 ▸ group Risks Resulting from the Restructuring· · ● 1 ▸ Substantially all of the Company’s assets are subject to liens that secure its indebtedness, giving secured lenders superior claims and foreclosure rights in the event of insolvency, liquidation or default.· · ● 1 ▸ The Company faces significant interest expense and principal repayment obligations, and its ability to service this debt depends on future performance and cash generation that is subject to factors beyond its control.· · ● 1 ▸ The Company has entered into a Shareholder Rights Agreement that may delay, defer or prevent a tender offer or takeover attempt that public stockholders might consider in their best interest.· · ● 1 ▸ The Company is a “smaller reporting company,” and its reliance on associated disclosure exemptions could make its securities less attractive to investors.· · ● 1 ▸ The Company may identify future material weaknesses in its internal controls over financial reporting or fail to meet the demands that will be placed upon it as a public company, including the requirements of the Sarbanes-Oxley· · ● 1 ▸ The Company’s Common Stock may be delisted from the Nasdaq Capital Market if it is unable to maintain compliance with Nasdaq's continued listing standards.· · ● 1 ▸ The Company’s ability to attract and retain qualified personnel and to manage increasing labor costs and evolving employment law obligations across its global operations could materially affect its business and results of operations.· · ● 1 ▸ The Company’s business depends on protecting its intellectual property and avoiding infringement claims from others, and failure in either area could result in loss of competitive advantage, substantial damages or operational restrictions.· · ● 1 ▸ The Company’s competitive bidding process for commercial and government contracts requires substantial upfront investment with uncertain returns and exposes it to protest risks, cost estimation challenges and opportunity costs.· · ● 1 ▸ The Company’s historical financial statements are not comparable to the information contained in the Company’s financial statements after the application of fresh-start accounting following the Restructuring.· · ● 1 ▸ The Company’s long-term contracts are based on cost estimates that may prove inaccurate, and its inability to offset increased operational costs with corresponding fee increases could materially impact its financial performance.· · ● 1 ▸ The Company’s reliance on third-party hardware and software creates risks of service disruptions, increased costs and operational delays if vendors discontinue products or raise prices, or if it encounters defects in third-party components.· · ● 1 ▸ The Company’s revenues are concentrated, making it vulnerable to downturns, consolidation or regulatory changes in specific sectors.· · ● 1 ▸ The Company’s substantial level of indebtedness could place it at a competitive disadvantage and limit its operational flexibility compared to less leveraged competitors.· · ● 1 ▸ The Company’s workflow automation solutions require extended selling cycles and implementation periods, which can strain finances through upfront expenses without immediate revenue and create risks of contract loss after significant investment.· · ● 1 ▸ The occurrence of one or more of these events could have a material and adverse effect on the Company’s reputation, results of operations and financial condition.· · ● 1 ▸ The pricing and other terms of the Company’s client contracts are based on estimates and assumptions the Company makes at the time it enters into those contracts. These estimates reflect the Company’s best judgments· · ● 1 ▸ Uncertainty regarding the tax treatment of the Business Combination and Restructuring could have a material adverse effect on the Company.· · ● 1 ▸ Company or if a significant number of its employees unionize, the profitability of the Company may be adversely affected.· ● · 1 ▸ If the Company is unable to maintain a listing on a national securities exchange, it could negatively impact the price and liquidity of its Common Stock and its ability to access the capital markets· ● · 1 ▸ The Company may need to raise debt or equity financing, which it may be unable to do on favorable terms or at all.· ● · 1 ▸ All of the directors on our Board of Directors (the “Board”), other than Mr. Jonovic, are currently directors of ETI. Thus, there will be no members of the Company’s Board who do not owe a separate fiduciary duty to ETI, except● · · 1 ▸ COVID-19 caused a global health crisis that caused significant economic and social disruption, and a similar public health event could impact the Company’s business adversely.● ● · 2 ▸ Changes in laws or regulations, or a failure to comply with any laws and regulations, may adversely affect the Company’s business, investments and results of operations.● ● · 2 ▸ Considering the Company’s relationship with ETI and Par Chadha, stockholders are encouraged to review ETI’s public filings relating to the relationships between such parties and their respective affiliates.● ● · 2 ▸ Cybersecurity issues, vulnerabilities, and criminal activity resulting in a data or security breach could result in risks to the Company’s systems, networks, products, solutions and services resulting in liability or reputational damage.● ● · 2 ▸ Fluctuations in the costs of labor, paper, ink, energy, by-products and other materials and resources may adversely impact the results of the Company’s operations.● ● · 2 ▸ Historical or new adverse issues associated with ETI or its management, such as litigation, as well as issues associated with the Company, may adversely impact the Company’s reputation, business and financial position and share price.● · · 1 ▸ group Risks Related to Being a Public Company● ● · 2 ▸ group Risks Related to our Business● ● · 2 ▸ The Company does not expect to declare any dividends in the foreseeable future.● ● · 2 ▸ The Company faces significant competition, including from clients who may elect to perform their business processes in-house or invest in their own technologies in-house.● ● · 2 ▸ The Company incurs significant increased expenses and administrative burdens as a public company, which could have an adverse effect on its business, financial condition and results of operations.● ● · 2 rw ▸ The Company is subject to regular client and third-party security reviews and failure to pass these reviews may have an adverse impact on the Company’s operations.● ● · 2 ▸ The Company may incur losses and liabilities resulting from an unfavorable outcome of pending or anticipated legal disputes.● ● · 2 ▸ The Company may not be able to offset increased costs with increased fees under its contracts.● ● · 2 ▸ The Company operates in a number of jurisdictions and, as a result, may incur additional expenses in order to comply with the laws of those jurisdictions.● ● · 2 ▸ The Company relies, in some cases, on third-party hardware, software and services, which could cause errors or failures of the Company’s services and resulting in adverse effects for the Company’s business and reputation.● ● · 2 ▸ The Company’s ability to achieve continued and sustained profitability is uncertain.● ● · 2 ▸ The Company’s business process automation solutions often require long selling cycles and long implementation periods that may result in significant upfront expenses that may not be recovered.● ● · 2 ▸ The Company’s industry is characterized by rapid technological change and failure to compete successfully within the industry and address such changes could adversely affect its results of operations and financial condition.● · · 1 ▸ The Company’s profitability is dependent upon its ability to obtain adequate pricing for its services and to improve its cost structure.● ● · 2 ▸ The Company’s results of operations could be adversely affected by economic and political conditions, creating complex risks, many of which are beyond the Company’s control.● ● · 2 ▸ The Company’s revenues are highly dependent on the banking and finance industries, and any decrease in demand for business process solutions in these industries could reduce its revenues and adversely affect the results of operations.● ● · 2 ▸ The focus and resources of the Company’s management may be diverted from operational matters and other strategic opportunities.● · · 1 ▸ There can be no assurance that the Company will be able to comply with the continued listing standards of Nasdaq.● · · 1 ▸ group Risks Related to Our Common Stock● ● ● 3 rw ▸ Substantial future sales of shares of Common Stock could cause the market price of the Company’s Common Stock to decline.● ● ● 3 rw ▸ The Company has a limited public float, which adversely affects trading volume and liquidity, and may adversely affect the price of the Common Stock and access to additional capital.● ● ● 3