Caution Regarding Forward Looking Statements





This Form 10-Q contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended and Section 21 E of the
Securities Exchange Act of 1934, as amended. All statements other than
statements of historical facts included or incorporated by reference in this
report, including without limitation, statements regarding our future financial
position, business strategy, budgets, projected revenues, projected costs and
plans and objective of management for future operations, are forward-looking
statements. Forward-looking statements generally can be identified by the use of
forward-looking terminology such as "may," "will," "expects," "intends,"
"plans," "projects," "estimates," "anticipates," or "believes" or the negative
thereof or any variation there on or similar terminology or expressions.



We have based these forward-looking statements on our current expectations and
projections about future events. These forward-looking statements are not
guarantees and are subject to known and unknown risks, uncertainties and
assumptions about us that may cause our actual results, levels of activity,
performance or achievements to be materially different from any future results,
levels of activity, performance or achievements expressed or implied by such
forward-looking statements. Important factors which could materially affect our
results and our future performance include, without limitation, the restatement
of previously issued financial statements, the identified material weaknesses in
our internal control over financial reporting and our ability to remediate those
material weaknesses, our ability to purchase defaulted consumer receivables at
appropriate prices, changes in government regulations that affect our ability to
collect sufficient amounts on our defaulted consumer receivables, our ability to
employ and retain qualified employees, changes in the credit or capital markets,
changes in interest rates, deterioration in economic conditions, negative press
regarding the debt collection industry which may have a negative impact on a
debtor's willingness to pay the debt we acquire, and statements of assumption
underlying any of the foregoing, as well as other factors set forth under
"Item 1A. Risk Factors" in our Annual Report on Form 10-K for the fiscal year
ended September 30, 2019.



All subsequent written and oral forward-looking statements attributable to us,
or persons acting on our behalf, are expressly qualified in their entirety by
the foregoing. Except as required by law, we assume no duty to update or revise
any forward-looking statements.



Overview



Asta Funding, Inc., a Delaware Corporation (the "Company," "we" or "us"),
together with our wholly owned significant operating subsidiaries Palisades
Collection, LLC, Palisades Acquisition XVI, LLC ("Palisades XVI"), Palisades
Acquisition XIX, LLC ("Palisades XIX"), Palisades Acquisition XXIII, LLC
("Palisades XXIII"), VATIV Recovery Solutions LLC ("VATIV"), ASFI Pegasus
Holdings, LLC ("APH"), Fund Pegasus, LLC ("Fund Pegasus"), GAR Disability
Advocates, LLC ("GAR Disability Advocates"), Five Star Veterans Disability, LLC
("Five Star"), EMIRIC, LLC ("EMIRIC"), Simia Capital, LLC ("Simia"), Sylvave,
LLC ("Sylvave") (formerly known as Pegasus Funding, LLC ("Pegasus")), Arthur
Funding LLC ("Arthur Funding") (formerly known as Practical Funding, LLC
("Practical Funding")), and other subsidiaries, which are not all wholly owned,
are engaged in several business segments in the financial services industry
including funding of personal injury claims, through our wholly owned
subsidiaries Sylvave, Simia and Arthur Funding, social security disability
advocacy through our wholly owned subsidiaries GAR Disability Advocates and Five
Star and the business of purchasing, managing for our own account and servicing
distressed consumer receivables, including charged off receivables, and
semi-performing receivables.



We operate principally in the United States in three reportable business segments: consumer receivables, social security disability advocacy and personal injury claims.

For a detailed description of our segments, please read Note 17 - Segment Reporting, in our notes to condensed consolidated financial statements.





On October 30, 2019, Gary M. Stern, President and Chief Executive Officer,
submitted a non-binding proposal (the "Proposal") to the Board of Directors of
the Company to acquire all of the outstanding shares of common stock, par value
$0.01 per share (the "Shares"), of the Company at a cash purchase price of
$10.75 per Share, representing a premium of approximately 60% over the closing
price on October 29, 2019, and approximately 60% over the average closing price
of the Company's common stock for the 30 trading days preceding October 30,
2019. Mr. Stern plans only to acquire such Shares that are publicly held and the
Proposal provides that he would do so through a merger of the Company with a
newly formed acquisition vehicle that he would control.



The Company's board of directors (the "Board of Directors") has established a
special committee of independent directors with its own independent advisors to
review the Proposal.



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Financial Information About Operating Segments





The consumer receivables segment and the social security benefit advocacy
segment each accounted for 10% or more of consolidated net revenue for the three
months ended December 31, 2019 and 2018.  The Company accounted for its
investment in Sylvave under the equity method of accounting through January 12,
2018, for subsequent periods we include the financial results of Sylvave in our
consolidated statement of operations, while Simia and Arthur Funding are
consolidated entities. The following table summarizes total revenues by
percentage from our three lines of business for the three months ended December
31, 2019 and 2018:



                                          Three Months Ended
                                             December 31,
                                           2019          2018

Finance income (consumer receivables) 72.6 % 63.9 % Personal injury claims income

                  8.7 %       13.0 %
Disability fee income                         18.7 %       23.1 %
Total revenues                               100.0 %      100.0 %



Information about the results of each of our reportable segments for the three-month periods ended December 31, 2019 and 2018, reconciled to the consolidated results, are set forth below. Separate segment MD&A is not provided, as segment revenue corresponds to the revenue presented in our condensed consolidated statement of operations, and material expense items are not allocable to any specific segment.





                                                       Social
                                                      Security
                                    Consumer         Disability      Personal Injury
(Dollars in millions)              Receivables        Advocacy            Claims           Corporate (2)        Total

Three Months Ended December 31,
2019:
Revenues                          $         3.1     $        0.8     $            0.4     $             -     $     4.3
Other income                                  -                -                    -                 0.3           0.3
Segment profit (loss)                       2.9              0.0                  0.6                (2.1 )         1.4
Segment Assets (1)                          7.2              1.0                  4.8                79.5          92.5
2018:
Revenues                          $         3.5     $        1.3     $            0.7     $             -     $     5.5
Other income                                0.1                -                    -                 0.1           0.2
Segment profit (loss)                       2.9              0.4                  0.5                (2.1 )         1.7
Segment Assets (1)                         12.0              1.4                 10.1                62.6          86.1



We do not have any intersegment revenue transactions.

(1) Includes other amounts in other line items on the condensed consolidated

balance sheet. (2) Corporate is not part of our three reportable segments, as certain expenses


    and assets are not earmarked to any specific operating segment




Consumer Receivables



The consumer receivable portfolios generally consist of one or more of the following types of consumer receivables:

• charged-off receivables - accounts that have been written-off by the

originators and may have been previously serviced by collection agencies; and

• semi-performing receivables - accounts where the debtor is making partial or

irregular monthly payments, but the accounts may have been written-off by the


    originators.




 We acquire these consumer receivable portfolios at a significant discount to
the amount actually owed by the borrowers. We acquire these portfolios after a
qualitative and quantitative analysis of the underlying receivables and
calculate the purchase price so that our estimated cash flow offers us an
adequate return on our investment after servicing expenses. After purchasing a
portfolio, we actively monitor its performance and review and adjust our
collection and servicing strategies accordingly.



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We purchase receivables from credit grantors and others through privately
negotiated direct sales, brokered transactions and auctions in which sellers of
receivables seek bids from several pre-qualified debt purchasers. We pursue new
acquisitions of consumer receivable portfolios on an ongoing basis through:



  • our relationships with industry participants, financial institutions,
    collection agencies, investors and our financing sources;



• brokers who specialize in the sale of consumer receivable portfolios; and






  • other sources.




Personal Injury Claims



This Company's personal injury claims business segment is comprised of purchased
interests in personal injury claims from claimants who are a party in personal
injury litigation or claims. The Company advances to each claimant funds on a
non-recourse basis at an agreed upon interest rate, in anticipation of a future
settlement. The interest in each claim purchased consists of the right to
receive, from such claimant, part of the proceeds or recoveries which such
claimant receives by reason of a settlement, judgment or award with respect to
such claimant's claim. The Company historically funded personal injury claims in
Simia and Sylvave. The Company formed a new wholly owned subsidiary, Arthur
Funding, on March 16, 2018 to continue in the personal injury claims funding
business. Arthur Funding began funding advances on personal injury claims in May
2019. Arthur Funding, Simia and Sylvave conduct its businesses solely in the
United States and obtains business from external brokers and internal sales
professionals soliciting attorneys and law firms who represent claimants who
have personal injury claims. Business is also obtained from its website and
through attorneys. Simia and Sylvave are not funding any new advances, but
continue to collect on outstanding personal injury claim advances in the
ordinary course.



Social Security Disability Advocacy Business

GAR Disability Advocates and Five Star are disability advocacy groups, which for
a fee obtain and represent individuals throughout the United States in their
claims for social security disability, supplemental security income benefits
from the Social Security Administration and veterans benefits with the Veteran's
Administration.


Critical Accounting Policies

Income Recognition - Consumer Receivables





We account for certain of our investments in consumer receivables using the
guidance of Financial Accounting Standards Board ("FASB") Accounting Standards
Codification ("ASC") 310, Receivables - Loans and Debt Securities Acquired with
Deteriorated Credit Quality ("ASC 310"). Under the guidance of ASC 310, static
pools of accounts are established. These pools are aggregated based on certain
common risk criteria. Each static pool is recorded at cost and is accounted for
as a single unit for the recognition of income, principal payments and loss
provision. Due to the substantial reduction of portfolios reported under the
interest method, and the inability to reasonably estimate cash collections
required to account for those portfolios under the interest method, we concluded
the cost recovery method is the appropriate accounting method under the
circumstances.



Under the guidance of ASC 310, we must analyze a portfolio upon acquisition to
ensure which method is appropriate, and once a static pool is established for a
quarter, individual receivable accounts are not added to the pool (unless
replaced by the seller) or removed from the pool (unless sold or returned to the
seller).



We use the cost recovery method when collections on a particular pool of
accounts cannot be reasonably predicted. Under the cost recovery method, no
income is recognized until the cost of the portfolio has been fully recovered. A
pool can become fully amortized (zero carrying balance on the balance sheet)
while still generating cash collections. In this case, all cash collections are
recognized as revenue when received.



Impairments - Consumer Receivables





We account for our impairments in accordance with ASC 310, which provides
guidance on how to account for differences between contractual and expected cash
flows from an investor's initial investment in loans or debt securities acquired
in a transfer if those differences are attributable, at least in part, to credit
quality. The recognition of income under ASC 310 is dependent on us having the
ability to develop reasonable expectations of both the timing and amount of cash
flows to be collected. In the event we cannot develop a reasonable expectation
as to both the timing and amount of cash flows expected to be collected. ASC 310
permits the change to the cost recovery method. We will recognize income only
after we have recovered our carrying value.



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If collection projections indicate the carrying value will not be recovered, an
impairment is required. The impairment will be equal to the difference between
the carrying value at the time of the forecast and the corresponding estimated
remaining future collections. We believe we have significant experience in
acquiring certain distressed consumer receivable portfolios at a significant
discount to the amount actually owed by underlying customers. We invest in these
portfolios only after both qualitative and quantitative analyses of the
underlying receivables are performed and a calculated purchase price is paid so
that it believes its estimated cash flow offers an adequate return on
acquisition costs after servicing expenses. Additionally, when considering
larger portfolio purchases of accounts, or portfolios from issuers with whom we
have limited experience, it has the added benefit of soliciting its third party
collection agencies and attorneys for their input on liquidation rates and, at
times, incorporates such input into the estimates it uses for its expected cash
flows, and our ability to recover our cost basis. For the three months ended
December 31, 2019, we recorded impairment of our international portfolios by
$23,000. For the three months ended December 31, 2018, we did not record any
impairments on our domestic or international portfolios.



Personal Injury Claim Advances and Impairments





We account for our investments in personal injury claims at an agreed upon
interest rate, in anticipation of a future settlement. Our interest purchased in
personal injury claim advances consists of the right to receive from a claimant
part of the proceeds or recoveries which such claimant receives by reason of a
settlement, judgment or reward with respect to such claimant's claim. Open case
revenue is estimated, recognized and accrued at a rate based on the expected
realization and underwriting guidelines and facts and circumstances for each
individual case. These personal injury claims are non-recourse. When a case is
closed and the cash is received for the advance provided to a claimant, revenue
is recognized based upon the contractually agreed upon interest rate, and, if
applicable, adjusted for any changes due to a settled amount and fees charged to
the claimant.



We assess the quality of the personal injury claims portfolio through an
analysis of the underlying personal injury fundings on a case by case basis.
Cases are reviewed through periodic updates with attorneys handling the cases,
as well as with third party research tools which monitor public filings, such as
motions or judgments rendered on specific cases. We specifically reserve for
those fundings where the underlying cases are identified as uncollectible, due
to anticipated non-favorable verdicts and/or settlements at levels where
recovery of the advance outstanding is unlikely. For cases that have not
exhibited any specific negative collection indicators, we establish reserves
based on the historical collection rates of our fundings. Fee income on advances
is reserved for on all cases where a specific reserve is established on the
initially funded amount. In addition, we also monitor our historical collection
rates on fee income and establish reserves on fee income consistent with the
historically experienced collection rates. We regularly analyze and update the
historical collection rates of our initially funded cases as well as our fee
income.


Income Recognition - Social Security Disability Advocacy





In accordance with FASB ASC 606, Revenue from Contracts with Customers, we
recognize disability fee income for GAR Disability Advocates and Five Star when
disability claimant's cases close, when cash is received, or when we receive a
notice of award from the Social Security Administration ("SSA") that stipulates
the amount of fee approved by the SSA to be paid to us. We establish a reserve
for the differentials in amounts awarded by the SSA and Veterans Administration
compared to the actual amounts received by us. Fees paid to us are withheld by
the SSA and Veterans Administration against the claimant's disability claim
award, and are remitted directly to us from the SSA and Veterans Administration.



In the following discussions, most percentages and dollar amounts have been rounded to aid in the presentation. As a result, all figures are approximations.





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Results of Operations


Three Months Ended December 31, 2019, Compared to the Three Months Ended December 31, 2018





Finance income. For the three months ended December 31, 2019, finance income
decreased $0.4 million, or 10.4%, to $3.1 million from $3.5 million for the
three months ended December 31, 2018. The decrease in finance income was due to
reduction in the collections on portfolios during the three months ended
December 31, 2019 compared to the three months ended December 31, 2018 and the
overall age of the portfolios. During the three months ended December 31, 2019
and 2018, the Company did not purchase any consumer portfolios. Net collections
for the three months ended December 31, 2019 decreased 16.1% to $3.4 million
from $4.0 million for the three months ended December 31, 2018.  For the three
months ended December 31, 2019 gross collections decreased 20.3%, or $1.7
million, to $6.5 million from $8.2 million for the three months ended December
31, 2018. For the three months ended December 31, 2019 commissions and fees
associated with gross collections from our third-party collection agencies and
attorneys decreased 24.3% or $1.0 million to $3.2 million from $4.2 million for
the three months ended December 31, 2018. Commissions and fees amounted to 48.5%
of gross collections for the three months ended December 31, 2019, compared to
51.0% for the three months ended December 31, 2018 resulting from lower
percentage of commissionable collections in the current year period.



Management's outlook for our Consumer Receivables business segment is that we
expect that Finance income may continue to decline due to the continued aging of
our existing credit card portfolios.  Although we may purchase new portfolios in
future periods, we may not be able to purchase consumer receivable portfolios
domestically at favorable prices or on sufficient terms. The expected decline in
our future Finance income may have a negative impact on our Consumer Receivables
business segment and our consolidated pre-tax profits in fiscal 2020 and future
periods.



Personal Injury Claims income. Personal injury claims income decreased 47.3% or
$0.3 million to $0.4 million for the three months ended December 31, 2019 from
$0.7 million for the three months ended December 31, 2018 as a result of lower
new advances in Arthur Funding and continued collections on historical personal
injury claims.



Social security benefit advocacy fee income. Disability fee income decreased
$0.5 million, or 35.9%, to $0.8 million for the three months ended December 31,
2019 from $1.3 million for the three months ended December 31, 2018, due to
decrease in average fees per case earned for the disability claimants' cases
closed with the Social Security and Veterans Administration during the current
quarter.



Management's outlook for our Social Security Disability Advocacy business
segment is that revenue and segment profitability may be lower for the full year
of fiscal 2020 as compared with the full year of fiscal 2019.  This full year
outlook for fiscal 2020 is attributable to the decline in our first quarter
revenue and segment profit in the first quarter of fiscal 2020 as compared with
the first quarter of fiscal 2019 and the fourth quarter of fiscal 2019.



Earnings (loss) from equity method investee. Earnings from equity method
investment increased by $26,000 to a loss of $4,000 for the three months ended
December 31, 2019 from a loss of $30,000 during the three months ended December
31, 2018.



Interest and dividend income. Interest and dividend income increased $0.1
million, or 65% to $0.3 million for the three months ended December 31, 2019
from $0.2 million for the three months ended December 31, 2018, due to higher
balances in U.S. Treasury securities.



Other income, net. The following table summarizes other income for the three months ended December 31, 2019 and 2018:





                              December 31,
                           2019         2018
Realized gain            $      -     $  25,000
Unrealized gain (loss)     10,000       (29,000 )
Other                       1,000        39,000
                         $ 11,000     $  35,000




General and administrative expenses.  For the three months ended December 31,
2019, general and administrative expense decreased $0.7 million, or 18.7%, to
$3.2 million from $3.9 million for the three months ended December 31, 2018,
primarily due to a decrease in bad debt expense of $0.5 million and a favorable
foreign exchange variance of $0.5 million offset by increase in outside services
of $0.3 million.



Segment profit - Consumer Receivables. Segment profit remained flat at $2.9
million for the three months ended December 31, 2019 and 2018. The revenue
decreased by $0.4 million for the three months ended December 31, 2019 to $3.1
million from $3.5 million for the three months ended December 31, 2018 but
offset by favorable foreign exchange variance of $0.5 million and an increase in
collection expenses of $0.1 million.



Segment profit - Personal Injury Claims. Segment profit increased $0.1 million
to $0.6 million for the three months ended December 31, 2019, from $0.5 million
for the three months ended December 31, 2018. This increase in profitability is
a result of decreased revenue of $0.3 million and increase in various operating
expenses of $0.1 million offset by a decrease in bad debt expense of $0.5
million.



Segment loss - Social Security Disability Advocates. The Segment profit was $36,000 for the three months ended December 31, 2019 as compared to segment profit of $0.4 million for the three months ended December 31, 2018. The decrease in profitability of $0.4 million in the current fiscal year is primarily the result of decreased revenue of $0.5 million in the current year.

Income tax expense. Income tax expense, consisting of federal and state components, for three months ended December 31, 2019, was $0.4 million, a decrease of $0.1 million as compared to the three months ended December 31, 2018. The decrease in income tax expense was primarily related to a larger percentage of pre-tax income being generated by our foreign operations.


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Net income. As a result of the above, we generated net income for the three months ended December 31, 2019 of $1.0 million, compared to $1.3 million for the three months ended December 31, 2018.

Liquidity and Capital Resources

Our primary source of cash from operations is collections on the receivable portfolios we have acquired and the funds generated from the liquidation of our personal injury claim portfolios. Our primary uses of cash include costs involved in the collection of consumer receivables, the liquidation of our personal injury portfolio, and the costs to run our disability advocacy business.

Receivables Financing Agreement





 In March 2007, Palisades XVI borrowed approximately $227 million under the
Receivables Financing Agreement, as amended in July 2007, December 2007, May
2008, February 2009, October 2010 and August 2013 (the "RFA") from BMO, in order
to finance the Portfolio Purchase which had a purchase price of $300 million.
The original term of the agreement was three years. This term was extended by
each of the Second, Third, Fourth, Fifth Amendments and the most recent
agreement signed in August 2013.



Financing Agreement. August 7, 2013, Palisades XVI, a 100% owned bankruptcy
remote subsidiary, entered into a Settlement Agreement (the "BMO Settlement
Agreement") with BMO as an amendment to the RFA. In consideration for a $15
million prepayment funded by the Company, BMO has agreed to significantly reduce
minimum monthly collection requirements and the interest rate. If and when BMO
were to receive the next $15 million of collections from the Portfolio Purchase,
(the "Remaining Amount") less certain credits for payments made prior to the
consummation of the BMO Settlement Agreement, Palisades XVI would be entitled to
recover from future net collections the $15 million prepayment that it funded.
Thereafter, BMO would have the right to receive 30% of future net collections.
Upon repayment of the Remaining Amount to BMO, Palisades XVI would be released
from the remaining contractual obligation of the RFA.



On June 3, 2014, Palisades XVI finished paying the Remaining Amount. The final
principal payment of $2.9 million included a voluntary prepayment of $1.9
million provided from funds of the Company. Accordingly, Palisades XVI was
entitled to receive $16.9 million of future collections from the Portfolio
Purchase before BMO is entitled to receive any payments with respect to its
Income Interest. During the month of June 2016, we received the balance of the
$16.9 million, and, as of December 31, 2019, we recorded a liability to BMO of
approximately $0.1 million. The funds were subsequently remitted to BMO on
January 10, 2020. The liability to BMO is recorded when actual collections are
received.



Cash Flow



At December 31, 2019, our cash decreased $1.1 million to $3.2 million from
$4.3 million at September 30, 2019. Our cash balance remained consistent, due to
the fact we invested all excess cash in US Treasury bills, which are accounted
for as available for sale debt securities on our condensed consolidated balance
sheet.



Net cash provided by operating activities was $1.8 million during the three
months ended December 31, 2019, as compared to $1.9 million for the three months
ended December 31, 2018, primarily resulting from the decrease in net income of
$0.3 million in the current period compared to $1.3 million in the prior year
period, decrease in provision for bad debts for personal injury claims of $0.5
million offset by increase in other assets and liabilities of $0.6 million. Net
cash used in investing activities was $2.9 million during the three month period
ended December 31, 2019, as compared to $2.2 million during the three month
period ended December 31, 2018. The change in cash used in investing activities
is primarily due to the decrease in the personal injury claims receipts of $0.7
million and lower principal collected on receivables acquired for liquidation of
$0.3 million in the current period compared to the prior period, proceeds from
notes receivable of $0.5 million in the prior year period offset by lower net
investment in available for sale securities of $0.8 million in the current year
compared to the prior year period. There was no cash provided by financing
activities during the three months ended December 31, 2019 and in the same prior
year period.



Our cash requirements have been and will continue to be significant to operate
our various lines of business. Significant requirements include costs involved
in the collections of consumer receivables, investment in consumer receivable
portfolios and investment in personal injury claims. In addition, dividends
could be declared and paid if and when approved by the Board of Directors.
Acquisitions recently have been financed through cash flows from operating
activities. We believe we will not be dependent on a credit facility in the
short-term, as our cash balances will be sufficient to invest in personal injury
claims, purchase portfolios and finance the disability advocacy business.



We believe our available cash resources and expected cash flows from operations
will be sufficient to fund operations for at least the next twelve months. We do
not expect to incur any material capital expenditures during the next twelve
months.



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We are cognizant of the current market fundamentals in the debt purchase and
company acquisition markets which, because of significant supply and tight
capital availability, could result in increased buying opportunities. The
outcome of any future transaction(s) is subject to market conditions. In
addition, due to these opportunities, we may seek opportunities with banking
organizations and others on a possible financing loan facility.



Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Additional Supplementary Information:





We do not anticipate collecting the majority of the purchased principal amounts
of our various portfolios. Accordingly, the difference between the carrying
value of the portfolios and the gross receivables is not indicative of future
revenues from these accounts acquired for liquidation. Since we purchased these
accounts at significant discounts, we anticipate collecting only a portion of
the face amounts.



For additional information regarding our methods of accounting for our
investment in finance receivables, the qualitative and quantitative factors we
use to determine estimated cash flows, and our performance expectations of our
portfolios, see " Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations - Critical Accounting Policies " above.



Recent Accounting Pronouncements

Adopted During The Three Months Ended December 31, 2019





In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) ("ASU
2016-02") which requires lessees to recognize right-of-use assets and lease
liabilities on the balance sheet for all leases with terms longer than 12
months. For a lease with a term of 12 months or less, a lessee is permitted to
make an accounting policy election by class of underlying asset not to recognize
a right-of-use asset and lease liability. Additionally, when measuring assets
and liabilities arising from a lease, optional payments should be included only
if the lessee is reasonably certain to exercise an option to extend the lease,
exercise a purchase option or not exercise an option to terminate the lease. In
January 2018, the FASB issued ASU 2018-01, "Leases (Topic 842): Land Easement
Practical Expedient for Transition to Topic 842 ("ASU 2018-01"). ASU 2018-01 was
issued to address concerns about the cost and complexity of complying with the
transition provisions of ASU 2016- 02. Additionally, in July 2018, the FASB
issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements, which
provides an alternative transition method that permits an entity to use the
effective date of ASU 2016-02 as the date of initial application through the
recognition of a cumulative effect adjustment to the opening balance of retained
earnings upon adoption. The standard became effective in for fiscal years
beginning after December 15, 2018 and interim periods within those years, and
early adoption is permitted (see Note 7 - Right of Use Assets and Liabilities).



The Company adopted the lease accounting standard using the modified
retrospective transition option on adoption on October 1, 2019, which had an
immaterial impact to the Company's condensed consolidated balance sheet. Upon
adoption, the Company recorded additional lease liabilities of approximately
$636,000 attributable to the Company's operating leases based on the present
value of the remaining minimum lease payments with an increase to right-of-use
assets of approximately $636,000. The Company used 3.5% as its incremental
borrowing rate to calculate the net present value of its leases at October 1,
2019, based on the Company's estimated borrowing rate for a collateralized loan.
The Company had no debt outstanding as of October 1, 2019.



In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax
Effects from Accumulated Other Comprehensive Income, which allows a
reclassification from accumulated other comprehensive income (loss) to retained
earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act
enacted on December 22, 2017, and requires certain disclosures about stranded
tax effects. ASU 2018-02 was effective for the Company's fiscal year beginning
October 1, 2019, with early adoption permitted, and were applied in the period
of adoption in which the effect of the change in the U.S. federal corporate
income tax rate in the Act was recognized. The adoption of this accounting
update did not have a material impact on the Company's condensed consolidated
financial statements.


Recent Accounting Pronouncements Not Yet Adopted





In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses
(Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU
2016-13"). The ASU 2016-13 requires an organization to measure all expected
credit losses for financial assets held at the reporting date based on
historical experience, current conditions, and reasonable and supportable
forecasts. Additionally, the ASU 2016-13 amends the accounting for credit losses
on available-for-sale debt securities and purchased financial assets with credit
deterioration. For the Company, this update will be effective for interim
periods and annual periods beginning after December 15, 2022. Upon adoption, the
Company will accelerate the recording of its credit losses and is continuing to
assess the impact on its consolidated financial statements.



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In January 2017, the FASB issued ASU 2017-04 Intangibles - Goodwill and Other
(Topic 350): Simplifying the Test for Goodwill Impairment ("ASU 2017-04"). The
objective of ASU 2017-04 is to simplify the subsequent measurement of goodwill,
by eliminating step 2 from the goodwill impairment test. The amendments in ASU
2017-04 are effective for annual periods beginning after December 15, 2019, and
interim periods within those fiscal years. We do not believe ASU 2017-04 will
have a material impact on its consolidated financial statements.



In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic
820): Disclosure Framework - Changes to the Disclosure Requirements for Fair
Value Measurement ("ASU 2018-13"). ASU 2018-13 modifies the disclosure
requirements on fair value measurements. The ASU removes the requirement to
disclose: the amount of and reasons for transfers between Level 1 and Level 2 of
the fair value hierarchy; the policy for timing of transfers between levels; and
the valuation processes for Level 3 fair value measurements. ASU 2018-13
requires disclosure of changes in unrealized gains and losses for the period
included in other comprehensive income (loss) for recurring Level 3 fair value
measurements held at the end of the reporting period and the range and weighted
average of significant unobservable inputs used to develop Level 3 fair value
measurements. ASU 2018-13 is effective for fiscal years, and interim periods
within those fiscal years, beginning after December 15, 2019. The Company is
currently evaluating the impact ASU 2018-13 will have on our consolidated
financial statements.



 In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740):
Simplifying the Accounting for Income Taxes, which is intended to simplify
various aspects related to accounting for income taxes. ASU 2019-12 removes
certain exceptions to the general principles in Topic 740 and also clarifies and
amends existing guidance to improve consistent application. ASU 2019-12 is
effective for the Company beginning in fiscal 2022. The Company is evaluating
the impact of the adoption of ASU 2019-12 on its financial statements, but does
not expect such adoption to have a material impact.

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