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What changed in INTELLINETICS, INC.'s 10-K2024 vs 2025

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Paragraph-level year-over-year comparison of INTELLINETICS, INC.'s 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+189 added290 removedSource: 10-K (2026-03-30) vs 10-K (2025-03-24)

Top changes in INTELLINETICS, INC.'s 2025 10-K

189 paragraphs added · 290 removed · 89 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

7 edited+72 added158 removed0 unchanged
Biggest changeIntellinetics Ohio was incorporated in 1996, and on February 10, 2012, Intellinetics Ohio became our sole operating subsidiary as a result of a reverse merger and recapitalization. On March 2, 2020, we purchased all the outstanding capital stock of Graphic Sciences. Our digital transformation products and services are provided through two reporting segments: Document Management and Document Conversion.
Biggest changeITEM 1. BUSINESS Company Overview Intellinetics is a Nevada holding company incorporated in 1997, with two wholly-owned subsidiaries: (i) Intellinetics Ohio and (ii) Graphic Sciences. Intellinetics Ohio was incorporated in 1996, and on February 10, 2012, Intellinetics Ohio became the sole operating subsidiary of Intellinetics as a result of a reverse merger and recapitalization.
Our solutions create value for customers by making it easy to connect business-critical documents to the people who need them by making those documents easy to find and access, while also being secure and compliant with the customers’ audit requirements. Solutions are sold both directly to end-users and through resellers. 2.
Our solutions create value for customers by making it easy to connect business-critical documents to the people who need them by making those documents easy to find and access, while also being secure and compliant with the customers’ audit requirements. Solutions are sold both directly to end-users and through channel partners.
Our Document Conversion segment, which includes and primarily consists of the Graphic Sciences acquisition, provides assistance to customers as a part of their overall document strategy to convert documents from one medium to another, predominantly paper to digital, including migration to our software solutions, as well as long-term storage and retrieval services.
Our Document Services segment, previously referred to as Document Conversion, provides assistance to customers as a part of their overall document strategy to convert documents from one medium to another, predominantly paper to digital, including migration to our software solutions, as well as micrographics conversions and long-term storage and retrieval services.
Our Document Management segment, which includes the Yellow Folder assets acquired in April 2022 and the CEO Image asset acquired in April 2020, consists primarily of solutions involving our software platform, allowing customers to capture and manage their documents across operations such as scanned hard-copy documents and digital documents including those from Microsoft Office 365, digital images, audio, video and emails.
Our Software segment, previously referred to as Document Management, consists primarily of solutions involving our software platform, allowing customers to capture and manage their documents across operations such as scanned hard-copy documents and digital documents including those from Microsoft Office 365, digital images, audio, video and emails.
For the years ended December 31, 2024, and 2023, government contracts, including K-12 education, represented approximately 80 % of our net revenues for each period. A significant portion of our sales to resellers represent ultimate sales to government agencies.
For the years ended December 31, 2025 and 2024, government contracts, including K-12 education, represented approximately 74% and 78%, respectively, of the Software segment’s net revenues, including a significant portion of the segment’s sales to partners which represent ultimate sales to government agencies.
We continuously monitor our software products and enhancements to remain compatible with standard platforms and file formats.
Software Development We design, develop, test, market, license, and support new software products and enhancements of current products. We continuously monitor our software products and enhancements to remain compatible with standard platforms and file formats.
Solutions are sold both directly to end-users and through resellers. The Document Conversion Segment provides services for scanning and indexing, converting images from paper to digital, paper to microfilm, and microfiche to microfilm, as well as long-term physical document storage and retrieval. This segment conducts its primary operations in the United States.
Document Services We convert images from paper to digital, paper to microfilm, microfiche to microfilm, and micrographics to digital for businesses and state, county, and municipal governments. Our Document Services business also provides its clients with long-term paper and microfilm storage and retrieval options. The primary Document Services offerings are: Digital Scanning Services.
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Financial Statements INTELLINETICS, INC. and SUBSIDIARIES Consolidated Balance Sheets December 31, December 31, 2024 2023 ASSETS Current assets: Cash $ 2,489,236 $ 1,215,248 Accounts receivable, net 1,111,504 1,850,375 Accounts receivable, unbilled 1,296,524 1,320,837 Parts and supplies, net 100,561 110,272 Contract assets 139,696 140,165 Prepaid expenses and other current assets 337,035 367,478 Total current assets 5,474,556 5,004,375 Property and equipment, net 1,093,867 924,257 Right of use assets, operating 1,894,866 2,532,928 Right of use assets, finance 237,741 219,777 Intangible assets, net 3,399,029 3,909,338 Goodwill 5,789,821 5,789,821 Other assets 685,076 645,764 Total assets $ 18,574,956 $ 19,026,260 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 310,623 $ 194,454 Accrued compensation 493,700 337,884 Accrued expenses 172,421 164,103 Lease liabilities, operating - current 842,468 712,607 Lease liabilities, finance - current 69,261 49,926 Deferred revenues 3,411,852 2,927,808 Notes payable - current 781,936 - Notes payable - related party - current 515,512 - Notes payable current 515,512 - Total current liabilities 6,597,773 4,386,782 Long-term liabilities: Notes payable - 2,209,242 Notes payable - related party - 560,602 Notes payable - 560,602 Lease liabilities, operating - net of current portion 1,161,404 1,942,970 Lease liabilities, finance - net of current portion 184,024 175,943 Total long-term liabilities 1,345,428 4,888,757 Total liabilities 7,943,201 9,275,539 Stockholders’ equity: Common stock, $ 0.001 par value, 25,000,000 shares authorized; 4,249,735 and 4,113,621 shares issued and outstanding at December 31, 2024 and 2023, respectively 4,250 4,114 Additional paid-in capital 32,268,743 30,841,630 Accumulated deficit (21,641,238 ) (21,095,023 ) Total stockholders’ equity 10,631,755 9,750,721 Total liabilities and stockholders’ equity $ 18,574,956 $ 19,026,260 See Notes to these Consolidated financial statements F-2 INTELLINETICS, INC. and SUBSIDIARIES Consolidated Statements of Operations 2024 2023 For the Twelve Months Ended December 31, 2024 2023 Revenues: Sale of software $ 32,946 $ 100,260 Software as a service 5,688,936 5,133,215 Software maintenance services 1,410,387 1,407,064 Professional services 9,985,028 9,167,428 Storage and retrieval services 901,076 1,078,414 Total revenues 18,018,373 16,886,381 Cost of revenues: Sale of software 8,486 25,736 Software as a service 856,774 889,135 Software maintenance services 57,667 59,373 Professional services 5,222,517 4,992,826 Storage and retrieval services 348,003 355,356 Total cost of revenues 6,493,447 6,322,426 Gross profit 11,524,926 10,563,955 Operating expenses: General and administrative 8,166,567 6,455,088 Sales and marketing 2,403,251 2,026,871 Depreciation and amortization 1,128,613 974,527 Total operating expenses 11,698,431 9,456,486 (Loss) income from operations (173,505 ) 1,107,469 Interest expense, net (372,710 ) (588,203 ) Net (loss) income $ (546,215 ) $ 519,266 Basic net (loss) income per share: $ (0.13 ) $ 0.13 Diluted net (loss) income per share: $ (0.13 ) $ 0.11 Weighted average number of common shares outstanding - basic 4,201,401 4,074,194 Weighted average number of common shares outstanding - diluted 4,201,401 4,652,058 See Notes to these Consolidated financial statements F-3 INTELLINETICS, INC. and SUBSIDIARIES Consolidated Statement of Stockholders’ Equity For the Twelve Months Ended December 31, 2024 and 2023 Shares Amount Capital Deficit Total Common Stock Additional Paid-in Accumulated Shares Amount Capital Deficit Total Balance, December 31, 2022 4,073,757 $ 4,074 $ 30,179,017 $ (21,614,289 ) $ 8,568,802 Stock Issued to Directors 39,864 40 198,084 - 198,124 Stock option compensation - - 464,529 - 464,529 Net income - - - 519,266 519,266 Balance, December 31, 2023 4,113,621 $ 4,114 $ 30,841,630 $ (21,095,023 ) $ 9,750,721 Balance, December 31, 2023 4,113,621 $ 4,114 $ 30,841,630 $ (21,095,023 ) $ 9,750,721 Balance 4,113,621 $ 4,114 $ 30,841,630 $ (21,095,023 ) $ 9,750,721 Stock option compensation - - 690,819 - 690,819 Stock option exercise 18,929 19 (19 ) - - Restricted share issuance 117,185 117 736,313 - 736,430 Net loss - - - (546,215 ) (546,215 ) Net (loss) income - - - (546,215 ) (546,215 ) Balance, December 31, 2024 4,249,735 $ 4,250 $ 32,268,743 $ (21,641,238 ) $ 10,631,755 Balance 4,249,735 $ 4,250 $ 32,268,743 $ (21,641,238 ) $ 10,631,755 See Notes to these Consolidated financial statements F-4 INTELLINETICS, INC. and SUBSIDIARIES Consolidated Statements of Cash Flows 2024 2023 For the Twelve Months Ended December 31, 2024 2023 Cash flows from operating activities: Net (loss) income $ (546,215 ) $ 519,266 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Depreciation and amortization 1,128,613 974,527 Bad debt (recovery) expense (9,117 ) 77,211 Loss on disposal of fixed assets 547 - Amortization of deferred financing costs 152,604 177,164 Amortization of debt discount - 22,045 Amortization of right of use assets, financing 71,326 42,115 Stock issued for services - 198,124 Share-based compensation 1,496,774 464,529 Changes in operating assets and liabilities: Accounts receivable 747,988 (806,503 ) Accounts receivable, unbilled 24,313 (724,427 ) Parts and supplies 9,711 (37,051 ) Prepaid expenses and other current assets 30,912 (101,799 ) Accounts payable and accrued expenses 280,303 (200,444 ) Operating lease assets and liabilities, net (13,643 ) 6,158 Deferred revenues 484,044 173,744 Total adjustments 4,404,375 265,393 Net cash provided by operating activities 3,858,160 784,659 Cash flows from investing activities: Capitalization of internal use software (388,570 ) (436,837 ) Purchases of property and equipment (439,203 ) (111,240 ) Net cash used in investing activities (827,773 ) (548,077 ) Cash flows from financing activities: Payment of earnout liabilities - (700,000 ) Other net changes in finance lease assets and liabilities - (2,411 ) Principal payments on financing lease liability (61,874 ) (34,954 ) Payments to taxing authorities in connection with shares directly withheld from employees (69,525 ) - Repayment of notes payable (1,307,169 ) (980,450 ) Repayment of notes payable - related parties (317,831 ) - Net cash used in financing activities (1,756,399 ) (1,717,815 ) Net increase (decrease) in cash 1,273,988 (1,481,233 ) Cash - beginning of period 1,215,248 2,696,481 Cash - end of period $ 2,489,236 $ 1,215,248 Supplemental disclosure of cash flow information: Cash paid during the period for interest $ 258,646 $ 418,790 Cash paid during the period for income taxes $ 20,259 $ 21,667 Supplemental disclosure of non-cash financing activities: Right-of-use asset obtained in exchange for finance lease liability $ 89,289 $ 107,610 See Notes to these Consolidated financial statements F-5 INTELLINETICS, INC.
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On March 2, 2020, Intellinetics purchased Graphic Sciences, Inc. We are a document services and software solutions company serving both the small-to-medium business and governmental sectors with their digital transformation and process automation initiatives. Our digital transformation products and services are provided through two reporting segments: Software and Document Services.
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AND SUBSIDIARY Notes to Consolidated Financial Statements 1. Business Organization and Nature of Operations Intellinetics, Inc., formerly known as GlobalWise Investments, Inc., is a Nevada corporation incorporated in 1997, with two wholly-owned subsidiaries: Intellinetics Ohio and Graphic Sciences.
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Our customers use our software by one of two methods: purchasing our software and installing it onto their own equipment, which we refer to as an “on-premise” model, or licensing and accessing our platform via the Internet, which we refer to as a “software as a service” or “SaaS” model and also as a “cloud-based” model.
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Basis of Presentation The accompanying audited consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”). We have evaluated subsequent events through the issuance of this Form 10-K. 3.
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Licensing of our software through our SaaS model has become increasingly popular among our customers, especially in light of the increased deployment of remote workforce policies, and is a key ingredient in our revenue growth strategy.
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Summary of Significant Accounting Policies Principles of Consolidation The consolidated financial statements accompanying these notes include the accounts of Intellinetics and the accounts of all its subsidiaries in which it holds a controlling interest.
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Our SaaS products are hosted with leading third-party cloud infrastructure providers, including Amazon Web Services and other U.S.-based data center providers, delivering reliable hosting services consistent with industry best practices in data security and performance.
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Under GAAP, consolidation is generally required for investments of more than 50 % of the outstanding voting stock of an investee, except when control is not held by the majority owner. We have two subsidiaries: Intellinetics Ohio and Graphic Sciences.
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We operate a U.S.-based business with concentrated sales to the State of Michigan for our Document Services segment, complemented by our diverse set of document management software solutions and services.
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We consider the criteria established under Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”) 810, “Consolidations” in the consolidation process. All significant intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions.
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We hold or compete for leading positions regionally in select markets and attribute this leadership to several factors including the strength of our brand name and reputation, our comprehensive offering of innovative solutions, and the quality of our service support.
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Such estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses. By their nature, these estimates and assumptions are subject to an inherent degree of uncertainty.
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Net growth in sales of software as a service in recent years reflects market demand for these solutions over traditional sales of on-premise software. We expect to continue to benefit from our select niche leadership market positions, innovative product offerings, growing customer base, and the impact of our increased spending in sales and marketing programs.
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The impact of inflation, as well as COVID-19, has significantly increased economic and demand uncertainty. Because future events and their effects cannot be determined with precision, actual results could differ significantly from estimated amounts.
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Examples of these programs include identifying and investing in growth and expanded market penetration opportunities, more effective products and services pricing strategies, demonstrating superior value to customers, increasing our sales force effectiveness through improved guidance and measurement, and continuing to optimize our lead generation and lead nurturing processes.
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Significant estimates and assumptions include credit loss allowances related to receivables, accounts receivable -unbilled, the recoverability of long-term assets, depreciable lives of property and equipment, fair value for goodwill and intangibles, right-of-use assets and lease liabilities, estimates of fair value deferred taxes and related valuation allowances.
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Software and Services Software Our flagship software platforms include a) IntelliCloud ™ Payables Automation Solutions, b) IntelliCloud ™ content management, and c) YellowFolder ™ , a specialized content management software solution for the K-12 education market. These platforms reflect our focus, and the market’s focus, on growth via cloud-based content management and process automation.
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Our management monitors these risks and assesses our business and financial risks on a quarterly basis.
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Our Software business also generates software-related professional services that include installation, integration, training, and consulting services, as well as ongoing software maintenance and customer support. 1 The IntelliCloud ™ suite of software is comprised of stand-alone and integrated modules that include: ● Image Processing: includes image processing modules used for capturing, transforming and managing images of paper documents, including support of distributed and high-volume capture, optical character recognition; ● Accounts Payable lifecycle automation, including advanced capture for invoice processing. ● Records Management: addresses needs relating to retention of content through automation and policies, ensuring legal, regulatory and industry compliance for our clients; ● Workflow: supports business processes, routing content electronically for assigning work tasks and approvals, and creating related audit trails, notifications, and escalations; and ● Extended Components: includes document composition and e-forms (via third party OEM integration partnership), search, content and web analytics (via third party data visualization and advanced OCR engine partnerships), email and information archiving, and packaged application integration.
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Revenue Recognition In accordance with ASC 606, “Revenue From Contracts With Customers,” we follow a five-step model to assess each contract of a sale or service to a customer: identify the legally binding contract, identify the performance obligations, determine the transaction price, allocate the transaction price, and determine whether revenue will be recognized at a point in time or over time.
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These services include paper scanning, as well as special scanning such as newspaper, aperture card, drawing, and book scanning, including large format. Most government files must be retained for long terms or permanently, making such clients a prime candidate for digital conversion.
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Revenue is recognized when a performance obligation is satisfied and the customer obtains control of promised goods and services. The amount of revenue recognized reflects the consideration to which we expect to be entitled to receive in exchange for these goods and services.
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There are four production categories for these services, consisting of document prep, scanning, indexing, and delivery. ● Business Process Outsourcing (BPO). BPO contracts provide ongoing outsourcing of customer processes such as mail room activities, where we pick up customer mail from the post office, open it, sort it, scan it, and upload it to the appropriate customer system. ● Micrographics.
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In addition, ASC 606 requires disclosures of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. We categorize revenue as software, software as a service, software maintenance services, professional services, and storage and retrieval services.
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We provide microfilm/microfiche conversion to digital, converting scanned images to microfilm or microfiche, and microfilm/microfiche preservation and duplication. ● Box Storage Services. We provide physical document storage and retrieval services for our clients.
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We earn the majority of our revenue from the sale of professional services, followed by the sale of software maintenance services and software as a service.
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Marketing and Sales We have a multi-channel sales model that directs our sales efforts through direct sales and through channel partners, including independent software vendors (ISVs), resellers, and referral partners. Our Software and Document Services segments each use direct and indirect channels for sales. We have developed partner-specific marketing programs with channel partners.
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We apply our revenue recognition policies as required in accordance with ASC 606 based on the facts and circumstances of each category of revenue. a) Sale of software Revenues included in this classification typically include sales of licenses with professional services to new customers, additional software licenses to existing customers, and sales of software with or without services to our resellers (See section j) - Reseller Agreements, below.
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Our channel partner strategy improvements have increased the competitive strength of our platform of products. In addition, we have established a set of business solutions templates for specific vertical markets that provide base software configurations which we believe will facilitate our delivery and installation of software to our customers in both our direct and indirect channels.
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Our software licenses are functional intellectual property and typically provide customers with the right to use our software in perpetuity as it exists when made available to the customer. We recognize revenue from software licenses at a point in time upon delivery, provided all other revenue recognition criteria are met.
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We believe that these advancements, in the aggregate, will allow us to license and sell our products to a targeted customer base, shortening our sales cycle, making margins more consistent, and allowing us to expand our sales through existing and new indirect partnerships and direct customers.
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F-6 b) Sale of software as a service Sale of software as a service (“SaaS”) consists of revenues from arrangements that provide customers the use of our software applications, as a service, typically billed on a monthly or annual basis.
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We continue to devote significant efforts, in both development and marketing, in enhancing all routes to market. 2 Competition and Market Position The market for our products is competitive, and we expect that competition will continue to intensify as the document solutions markets evolve, consolidate, and incorporate and leverage artificial intelligence.
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Advance billings of these services are not recorded to the extent that the term of the arrangement has not commenced and payment has not been received.
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We believe that the trend toward electronic document management, and particularly cloud solutions, which was accelerated by the COVID-19 pandemic and subsequent increased prevalence of remote or hybrid workforces, has not diminished with several industries implementing ‘return to work’ programs.
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Revenue on these services is recognized over the contract period. c) Sale of software maintenance services Software maintenance services revenues consist of revenues derived from arrangements that provide post-contract support (“PCS”), including software support and bug fixes, to our software license holders.
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We believe the primary competitors of our Software segment, including payables automation, are Stampli, Nexus, DocuWare, M-files, On-Base, FileBound, Frontline, Laserfiche, Square 9, and Harvest Technology Group, who also serve small-to-medium business (SMB), K-12 education, and governmental sectors.
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Advance billings of PCS are not recorded to the extent that the term of the PCS has not commenced and payment has not been received. PCS are considered distinct services.
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The principal competitive factors affecting the market for our solutions and services include: (i) vendor and product reputation; (ii) product quality, performance and price; (iii) the availability of software products on multiple platforms; (iv) product scalability; (v) product integration with other enterprise applications; (vi) software functionality and features; (vii) software ease of use; (viii) the quality of professional services, customer support services and training; and (ix) the ability to address specific customer business problems.
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However, these distinct services are considered a single performance obligation consisting of a series of services that are substantially the same and have the same pattern of transfer to the customer.
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We believe that the relative importance of each of these factors depends upon the concerns and needs of each specific customer. We believe the competitors of our Document Services segment vary from local niche entities to larger entities, including Iron Mountain.
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These revenues are recognized over the term of the maintenance contract. d) Sale of professional services Professional services revenues consist of revenues from document scanning and conversion services, consulting, discovery, training, and advisory services to assist customers with document management needs, as well as repair and maintenance services for customer equipment.
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The principal competitive factors affecting the market for our software products and services include: (i) vendor and services reputation and (ii) services quality, performance and price.
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We recognize professional services revenue over time as the services are delivered using an input or output method (e.g., labor hours incurred as a percentage of total labor hours budgeted, images scanned, or similar milestones), as appropriate for the contract, provided all other revenue recognition criteria are met. e) Sale of storage and retrieval services Sale of document storage and retrieval services consist principally of secured warehouse storage of customer documents, which are typically retained for many years, as well as retrieval per agreement terms and certified destruction if desired.
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We believe that the relative importance of each of these factors depends upon the concerns and needs of each specific customer, and that, for our current and prospective customers, maintaining secure control over the customers’ information is highly valued.
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We recognize revenue from document storage and retrieval services over the term of the contract for storage and for the retrieval and destructions components, as the services are delivered.
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We believe that the consolidated Company has advantages over our competitors in the small-to-medium business market, and particularly organizations in highly regulated, risk and compliance-intensive markets, such as state and local government, non-clinical health care, and K-12 education. In our view, we will remain competitive by remaining a focused niche provider with product offerings aligned with buyer-specific requirements.
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Customers are generally billed monthly based upon contractually agreed-upon terms. f) Arrangements with multiple performance obligations In addition to selling software licenses, software as a service, software maintenance services, professional services, and storage and retrieval services on a stand-alone basis, a portion of our contracts include multiple performance obligations.
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We anticipate that we will benefit from four specific advantages already in place: ● Advanced cloud and premise digital transformation software and services; ● Expanded integration capabilities that enable independent software vendors (ISVs) and ERP partners to embed IntelliCloud solutions within their platforms and sell into their customer base; ● Modular solution and services that enable rapid customer activation model; ● Integrated on-demand solutions library as standard platform feature; and We believe, with these competitive strengths, that we are well positioned as a cloud-based managed document services provider for the small-to-medium business and governmental sectors.
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For contracts with multiple performance obligations, we allocate the transaction price of the contract to each distinct performance obligation, on a relative basis using its standalone selling price. We determine the standalone selling price based on the price charged for the deliverable when sold separately.
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Customers Software Our Software segment has relatively low customer concentration. For 2025 and 2024, the two largest customers of our Software segment accounted for approximately 8% and 3%, respectively, of the segment’s revenues for that period.
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F-7 g) Contract balances When the timing of our delivery of goods or services is different from the timing of payments made by customers, we recognize either a contract asset (performance precedes contractual due date) or a contract liability (customer payment precedes performance). Customers that prepay are represented by deferred revenue until the performance obligation is satisfied.
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Due to their dependence on state, local and federal budgets, government contracts carry short terms, typically 12 months. Since our inception, our contracts with government customers have generally renewed on the original terms and conditions upon expiration. 3 Document Services Our Document Services segment has significant customer concentration with the State of Michigan.
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Contract assets represent arrangements in which the good or service has been delivered but payment is not yet due. Our contract assets consisted of accounts receivable, unbilled, which are disclosed on the consolidated balance sheets, as well as contract assets which are comprised of employee sales commissions paid in advance of contract periods ending.
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Graphic Sciences’ initial form of the current contract with the State of Michigan was won in 2007 and expires May 30, 2030, unless earlier terminated in accordance with its terms, with optional renewals up to an additional five years.
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Our contract liabilities consisted of deferred (unearned) revenue, which is generally related to software as a service or software maintenance contracts. We classify deferred revenue as current based on the timing of when we expect to recognize revenue, which are disclosed on the consolidated balance sheets.
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The contract is issued to Graphic Sciences through the Michigan Department of Management and Budget, Enterprise Procurement and managed through the Department of Management and Budget, Records Management Services Division (RMS). The contract provides local and state government agencies access to digital and micrographic conversion services.
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The following tables present changes in our accounts receivable and contract assets during the years ended December 31, 2024, and 2023: Schedule of Changes in Contract Assets and Liabilities Balance at Beginning of Period Billings Payments Received Balance at End of Period Year ended December 31, 2024 Accounts receivable $ 1,850,375 $ 18,712,905 $ (19,451,776 ) $ 1,111,504 Year ended December 31, 2023 Accounts receivable $ 1,121,083 $ 16,389,136 $ (15,659,844 ) $ 1,850,375 Balance at Beginning of Period Revenue Recognized in Advance of Billings Billings Balance at End of Period Year ended December 31, 2024 Accounts receivable, unbilled $ 1,320,837 $ 5,812,863 $ (5,837,176 ) $ 1,296,524 Year ended December 31, 2023 Accounts receivable, unbilled $ 596,410 $ 5,195,866 $ (4,471,439 ) $ 1,320,837 Balance at Beginning of Period Commissions Paid Commissions Recognized Balance at End of Period Year ended December 31, 2024 Other contract assets $ 140,165 $ 173,417 $ (173,886 ) $ 139,696 Year ended December 31, 2023 Other contract assets $ 80,378 $ 194,455 $ (134,668 ) $ 140,165 h) Deferred revenue Amounts that have been invoiced are recognized in accounts receivable, deferred revenue or revenue, depending on whether the revenue recognition criteria have been met.
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These agencies have the option to perform these conversion services internally or go out to bid if they so choose. All Michigan agencies and departments are able to use the services and prices provided under this contract. The contract provides centralized access to document conversion services for state and local agencies, with billing administered through a centralized state process.
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Deferred revenue represents amounts billed for which revenue has not yet been recognized.
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We do not invoice the end user directly when entities utilize this contract facility, and we have a single point of contact for managing billing and receipt. The state in effect acts as a reseller of our services to the other agencies and makes a mark-up of what is charged.
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Deferred revenues typically relate to maintenance and software as a service agreements which have been paid for by customers prior to the performance of those services, and payments received for professional services and license arrangements and software as a service performance obligations that have been deferred until fulfilled under our revenue recognition policy.
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For 2025, the State of Michigan represented approximately 76% of our Document Services segment’s net revenues, and 39% of our total consolidated revenues. Our second largest customer in 2025 was Rocket Mortgage, representing 7% of our Document Services segment’s net revenues and 4% of our total consolidated revenues.
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Remaining performance obligations represent the transaction price from contracts for which work has not been performed or goods and services have not been delivered. We expect to recognize revenue on approximately 99 % of the remaining performance obligations over the next 12 months, with the remainder recognized thereafter.
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For 2024, the State of Michigan represented approximately 69% of our Document Services segment’s net revenues, and 40% of the total consolidated revenues. Our second largest customer in 2024 was our reseller Applied Innovation, representing 7% of our Document Services segment’s net revenues and 4% of the total consolidated revenues.
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As of December 31, 2024, the aggregate amount of the transaction price allocated to remaining performance obligations for software as a service and software maintenance contracts with a duration greater than one year was $ 44,971 .
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Intellectual Property Our software and most of the underlying technologies are built on a Microsoft .NET framework. We rely on a combination of copyright, trademark laws, non-disclosure agreements and other contractual provisions to establish and maintain our proprietary intellectual property rights. Customers license the right to use our software products on a non-exclusive basis.
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As of December 31, 2023, the aggregate amount of the transaction price allocated to remaining performance obligations for software as a service and software maintenance contracts with a duration greater than one year was $ 72,212 .
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We grant to third parties rights in our intellectual property that allow them to market certain of our products on a non-exclusive or limited-scope exclusive basis for a particular application of the product or to a particular geographic area.
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This does not include revenue related to performance obligations that are part of a contract whose original expected duration is one year or less.
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While we believe that our intellectual property as a whole is valuable and our ability to maintain and protect our intellectual property rights is important to our success, we also believe that our business as a whole is not materially dependent on any particular trademark, license, or other intellectual property right.
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The following table presents changes in our contract liabilities during the years ended December 31, 2024 and 2023: Balance at Beginning of Period Billings Recognized Revenue Balance at End of Period Year ended December 31, 2024 Contract liabilities: Deferred revenue $ 2,927,808 $ 8,071,221 $ (7,587,177 ) $ 3,411,852 Year ended December 31, 2023 Contract liabilities: Deferred revenue $ 2,754,064 $ 7,808,195 $ (7,634,451 ) $ 2,927,808 i) Rights of return and customer acceptance We do not generally offer variable consideration, financing components, rights of return or any other incentives such as concessions, product rotation, or price protection and, therefore, does not provide for or make estimates of rights of return and similar incentives.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeRisks Relating to Our Business Our largest customer awards long-term contracts through a competitive bidding process that is open as of the date of this Report, and any loss or volume reduction of this or any other major customer or the failure to collect a large account receivable could negatively affect our results of operations and financial condition.
Biggest changeAny loss or volume reduction of our largest customer or any other major customer or the failure to collect a large account receivable could negatively affect our results of operations and financial condition. We have high customer concentration with our largest customer, which is a state government, and with governmental customers generally.
If other businesses were to engage in aggressive pricing policies with respect to competing products, or if the dynamics in our marketplace resulted in increased bargaining power by the consumers of our products and services, we would need to lower the prices we charge for the products we offer.
If other businesses were to engage in aggressive pricing policies with respect to competing products, or if the dynamics in our marketplace resulted in increased bargaining power by the consumers of our products and services, we would need to lower the prices we charge for the products and services we offer.
Any of the foregoing results of an infringement claim could have a significant adverse impact on our business and operating results, as well as our ability to generate future revenues and profits. Risks Relating to Our Common Stock We may have to issue additional securities at prices which may result in substantial dilution to our stockholders.
Any of the foregoing results of an infringement claim could have a significant adverse impact on our business and operating results, as well as our ability to generate future revenues and profits. Risks Relating to Our Common Stock We may issue additional securities at prices which may result in substantial dilution to our stockholders.
Additionally, government contracts are generally subject to audits and investigations that could result in various civil and criminal penalties and administrative sanctions, including termination of contracts, refund of a portion of fees received, forfeiture of profits, suspension of payments, fines and suspensions, or debarment from future government business. 13 We are subject to the reporting requirements of federal securities laws, causing us to make significant compliance-related expenditures that may divert resources from other projects, thus impairing its ability to grow.
Additionally, government contracts are generally subject to audits and investigations that could result in various civil and criminal penalties and administrative sanctions, including termination of contracts, refund of a portion of fees received, forfeiture of profits, suspension of payments, fines and suspensions, or debarment from future government business. 13 We are subject to the reporting requirements of federal securities laws, causing us to make significant compliance-related expenditures that may divert resources from other projects, thus impairing our ability to grow.
Labor is a significant portion of our cost structure and is subject to many external factors, including minimum wage laws, prevailing wage rates, unemployment levels, health insurance costs and other insurance costs and changes in employment and labor legislation or other workplace regulation. Many companies experienced an increase in labor costs in 2024 and expect additional increases in 2025.
Labor is a significant portion of our cost structure and is subject to many external factors, including minimum wage laws, prevailing wage rates, unemployment levels, health insurance costs and other insurance costs and changes in employment and labor legislation or other workplace regulation. Many companies experienced an increase in labor costs in 2025 and expect additional increases in 2026.
As a public company, we expect these rules and regulations to continue to keep our compliance costs high in 2025 and beyond, and to make certain activities more time-consuming and costly.
As a public company, we expect these rules and regulations to continue to keep our compliance costs high in 2026 and beyond, and to make certain activities more time-consuming and costly.
If we raise additional funds through the sale of equity or convertible debt, our current stockholders’ percentage ownership will be reduced. In addition, these transactions may dilute the value of ordinary shares outstanding. We may have to issue securities that may have rights, preferences, and privileges senior to our common stock.
To the extent that we raise additional funds through the sale of equity (including our ATM Program) or convertible debt, our current stockholders’ percentage ownership will be reduced. In addition, these transactions may dilute the value of ordinary shares outstanding. We may have to issue securities that may have rights, preferences, and privileges senior to our common stock.
If our cash flows and capital resources are at any time insufficient to fund our obligations, we may be forced to reduce or delay investments and capital expenditures, or to sell assets, seek additional capital, restructure or refinance our indebtedness, or reduce or cease operations.
If our cash flows and capital resources are at any time insufficient to fund our obligations, we may be forced to draw on our line of credit, or reduce or delay investments and capital expenditures, or to sell assets, seek additional capital, restructure or refinance our indebtedness, or reduce or cease operations.
In the absence of such operating results and resources, we could face substantial liquidity problems and might be required to reduce or curtail our operations. 12 The terms of our promissory notes will restrict our financing flexibility. The terms of promissory notes we issued in 2022 contain standard negative covenants customary for transactions of this type.
In the absence of such operating results and resources, we could face substantial liquidity problems and might be required to reduce or curtail our operations. 12 The terms of our line of credit will restrict our financing flexibility. The terms of our current line of credit contain standard negative covenants customary for transactions of this type.
The acquisitions of Yellow Folder in 2022 and Graphic Sciences and CEO Imaging Systems, Inc., both in 2020, were our first strategic business acquisitions.
The acquisitions of Yellow Folder, LLC (“Yellow Folder”), in 2022 and Graphic Sciences and CEO Imaging Systems, Inc. (“CEO Image”), both in 2020, were our first strategic business acquisitions.
We have an accumulated deficit of $21.6 million as of December 31, 2024. Our ability to meet our capital needs in the future will depend on many factors, including maintaining and enhancing our operating cash flow and successfully retaining and growing our client base in the midst of general economic uncertainty including an inflationary environment.
Our ability to meet our capital needs in the future will depend on many factors, including maintaining and enhancing our operating cash flow and successfully retaining and growing our client base in the midst of general economic uncertainty including an inflationary environment.
We may not be able to generate sufficient cash to service any indebtedness that we may incur from time to time, which could force us to sell assets, cease operations, or take other detrimental actions for our business.
We may not be able to generate sufficient cash to service any indebtedness that we may incur from time to time, which could force us to sell assets, cease operations, or take other detrimental actions for our business. We have an accumulated deficit of $23.5 million as of December 31, 2025.
Our business, financial condition, liquidity or results of operations could be materially adversely affected by any of these risks.
Our business, financial condition, liquidity or results of operations could be materially adversely affected by any of these risks. Risks Relating to Our Business We have high customer concentration with government clients.
These negative covenants may preclude or restrict our ability to obtain future debt and convertible debt financings without the prior approval of holders of the previous notes.
These negative covenants may preclude or restrict our ability to obtain future debt and convertible debt financings without repaying any draw on the line of credit in full.
The United States’ and world economies are currently recovering from recent inflation and higher interest rates, although uncertainty posed by the imposition of new tariffs, ongoing conflicts in the Middle East and Ukraine, global sanctions on Russia, and trade tensions between the US and China, may continue to adversely impact the business community and financial markets for some time.
Uncertainty posed by the imposition and refunding of tariffs, the fluctuating valuations of AI companies, ongoing conflicts in the Middle East and Ukraine, global sanctions on Russia, and trade tensions between the US and several of its trading partners, may continue to adversely impact the business community and financial markets for some time.
Moreover, instability in the global economy affects countries, including the United States, with varying levels of severity, which makes the impact on our business complex and unpredictable. As an example, our IntelliCloud Payables Automation Solution is currently targeted to industries such as home-building and construction, which may be adversely affected by the imposition of new tariffs.
Moreover, instability in the global economy affects countries, including the United States, with varying levels of severity, which makes the impact on our business complex and unpredictable.
Our two largest clients account for approximately 40% and 4%, and 35% and 5%, of our revenues for the years ended December 31, 2024 and 2023, respectively. For the years ended December 31, 2024, and 2023, government contracts, including K-12 education, represented approximately 80% of our net revenues in each period.
For the years ended December 31, 2025 and 2024, government contracts, including K-12 education, represented approximately 78% and 80%, respectively, of our net revenues in each period. Further, most governmental customer contracts may be cancelled or materially reduced at any time by the government counterparty.
Removed
Our largest customer awards long-term contracts through a competitive bidding process that is open as of the date of this Report.
Added
Revenues from a limited number of customers have accounted for a substantial percentage of our total revenues. Our two largest clients account for approximately 39% and 4%, and 40% and 4%, of our revenues for the years ended December 31, 2025 and 2024, respectively.
Removed
We believe we are well suited to continue to provide services to this client, but there can be no assurance that we will be awarded continuing contracts or that our work volumes with this customer will continue at their current levels and/or pricing. Revenues from a limited number of customers have accounted for a substantial percentage of our total revenues.
Added
We currently have no outstanding debt and an available line of credit of $1.0 million, which is a one-year term line of credit, renewable at the option of ourselves and the bank.
Removed
Our ability to make scheduled payments on or to refinance any debt or contingent transaction obligations that we have or may incur depends on our financial condition and operating performance, which are subject to prevailing economic and competitive conditions and to certain financial, business, and other factors beyond our control.
Added
As an example, our IntelliCloud Payables Automation Solution is currently targeted to industries such as home-building and construction, which continues to be impacted by high interest rates, low demand, and fluctuating raw materials costs due to tariffs and other factors. During adverse economic conditions, many customers delay or reduce technology purchases.
Removed
We currently have approximately $1.3 million in principal amount of debt maturing in December of 2025. In addition, prior to 2021, we operated with a history of losses. For 2024, we had net loss of approximately $0.5 million, including $1.4 million in total non-cash share-based compensation expense, an increase of $0.8 million from 2023.
Removed
For 2023, we had net income of approximately $0.5 million. For 2022, we had a net income of approximately zero (break-even). For 2021, we had a net income of $1.4 million, including $0.8 million of PPP forgiveness income. For 2020, we had a net loss of $2.2 million, including a change in fair value of earnout liabilities of $1.6 million.
Removed
During adverse economic conditions, many customers delay or reduce technology purchases.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe results of such reviews are reported to certain members of our senior management, who evaluate material risks from cybersecurity threats against our overall business objectives and report to our board of directors, which evaluates our overall enterprise risk. Within our senior management, our Chief Financial Officer and Chief Technology Officer (CTO) review our cybersecurity program at least quarterly.
Biggest changeThe results of such reviews are reported to certain members of our senior management, who evaluate material risks from cybersecurity threats against our overall business objectives and report to our board of directors, which evaluates our overall enterprise risk. Within our senior management, our Chief Financial Officer and Chief Technology Officer (CTO) review our cybersecurity program at least annually.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeWe also lease and use vehicles for logistics pertaining to our Document Conversion segment, primarily pickup and delivery of client materials, including storage and retrieval operations. The monthly rental payments for these vehicles total $7,605, with lease terms continuing until September 30, 2028.
Biggest changeThe monthly rental payment is $5,400, with gradually higher annual increases each February up to $5,750 for the final year, and with a lease term continuing until January 31, 2031. We also lease and use vehicles and scanners for logistics pertaining to our Document Services segment, primarily pickup and delivery of client materials, including storage and retrieval operations.
For each of the above listed leases, management has determined it will utilize the base rental period and have not considered any renewal periods. We own and operate, for our Document Conversion segment, an extensive collection of the specialized equipment necessary for scanning images, converting microfilm to digital images or microfiche or vice-versa.
For each of the above listed leases, management has determined it will utilize the base rental period and have not considered any renewal periods. We own and operate, for our Document Services segment, an extensive collection of the specialized equipment necessary for scanning images, converting microfilm to digital images or microfiche or vice-versa.
We also lease a separate 37,000 square foot building in Sterling Heights, Michigan for our Document Conversion operations, with most of the space used for document storage, except approximately 5,000 square feet, which is used for production.
We also lease a separate 37,000 square foot building in Sterling Heights, Michigan for our Document Services operations, with most of the space used for document storage, except approximately 5,000 square feet, which is used for production.
ITEM 2. PROPERTIES On January 1, 2010, we entered into an agreement to lease 6,000 rentable square feet of office space in Columbus, Ohio, used for our corporate headquarters, Document Conversion operations, and a small portion of our Document Management operations.
ITEM 2. PROPERTIES On January 1, 2010, we entered into an agreement to lease 6,000 rentable square feet of office space in Columbus, Ohio, used for our corporate headquarters, Document Services operations, and a small portion of our Software operations.
We lease 36,000 square feet of space in Madison Heights, Michigan as the main facility for our Document Conversion operations. 20,000 square feet is used for records storage services, with the remainder of the space used for production, sales, and administration.
We lease 36,000 square feet of space in Madison Heights, Michigan as the main facility for our Document Services operations. 20,000 square feet is used for records storage services, with the remainder of the space used for production, sales, and administration. The monthly rental payment is $45,828 with a lease term continuing until August 31, 2026.
We also lease and use an additional temporary office space in Madison Heights for our Document Conversion operations, with a monthly rental payment of $1,605 and a lease term on a month-to-month basis.
The monthly rental payments for these vehicles total $10,153, with lease terms continuing until September 30, 2028. We also lease and use an additional temporary office space in Madison Heights for our Document Services operations, with a monthly rental payment of $1,605 and a lease term on a month-to-month basis.
The monthly rental payment is $22,312, with gradually higher annual increases each May up to $24,171 for the final year, and with a lease term continuing to April 30, 2028. 20 We lease office space in Traverse City, Michigan for Document Conversion production. The monthly rental payment is $5,100, with a lease term continuing until January 31, 2026.
The monthly rental payment is $22,932, with gradually higher annual increases each May up to $24,171 for the final year, and with a lease term continuing to April 30, 2028. 20 We lease office space in Traverse City, Michigan for Document Services production, for which we signed a five-year extension in 2025, resulting in increased right of use assets and operating lease liabilities.
Removed
The monthly rental payment is $44,929, with gradually higher annual increases each September up to $45,828 for the final year, and with a lease term continuing until August 31, 2026.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our common stock trades on the NYSE American under the symbol “INLX.” Holders As of March 19, 2025 we had 79 stockholders of record.
Biggest changeITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our common stock trades on the NYSE American under the symbol “INLX.” Holders As of March 26, 2026 we had 81 stockholders of record.
We currently intend to utilize all available funds to develop our business. 21 Unregistered Securities Issuances in Fiscal Year 2024 There have been no unregistered securities issuances in Fiscal Year 2024 that have not previously been disclosed in Current Reports on 8-K or Forms 10-Q. Issuer Purchase of Securities None. ITEM 6. [RESERVED]
We currently intend to utilize all available funds to develop our business. 21 Unregistered Securities Issuances in Fiscal Year 2025 There have been no unregistered securities issuances in Fiscal Year 2025 that have not previously been disclosed in Current Reports on 8-K or Forms 10-Q. Issuer Purchase of Securities None. ITEM 6. [RESERVED]

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeBusiness.” Results of Operations Revenues The following table sets forth our revenues by reportable segment for the periods indicated: For the years ended December 31, 2024 2023 Revenues by segment Document Management $ 7,523,874 $ 7,298,264 Document Conversion 10,494,499 9,588,117 Total revenues $ 18,018,373 $ 16,886,381 Gross profit by segment Document Management $ 6,545,612 $ 6,133,130 Document Conversion 4,979,314 4,430,825 Total gross profit $ 11,524,926 $ 10,563,955 The following table sets forth our revenues by revenue source for the periods indicated: For the years ended December 31, 2024 2023 Revenues: Sale of software $ 32,946 $ 100,260 Software as a service 5,688,936 5,133,215 Software maintenance services 1,410,387 1,407,064 Professional services 9,985,028 9,167,428 Storage and retrieval services 901,076 1,078,414 Total revenues $ 18,018,373 $ 16,886,381 24 The following tables sets forth our revenues by revenue source and segment for the periods indicated: For the years ended December 31, 2024 2023 Document management segment revenues: Sale of software $ 32,946 $ 100,260 Software as a service 5,688,936 5,133,215 Software maintenance services 1,410,387 1,407,064 Professional services 391,605 657,725 Total document management segment revenues $ 7,523,874 $ 7,298,264 For the years ended December 31, 2024 2023 Document conversion segment revenues: Professional services $ 9,593,423 $ 8,509,703 Storage and retrieval services 901,076 1,078,414 Total document conversion segment revenues $ 10,494,499 $ 9,588,117 Our total revenues in 2024 increased by $1,131,992, or 6.7%, over 2023 revenues, driven by software as a service and our document conversion professional services, more than offsetting expected weakness in storage and retrieval, expected inactivity in software maintenance services sales, and volatility in sales of direct premise software and document management professional services.
Biggest changeResults of Operations Revenues The following table sets forth our revenues by reportable segment for the periods indicated: For the years ended December 31, 2025 2024 Revenues by segment Software $ 8,013,147 $ 7,523,874 Document Services 8,570,299 10,494,499 Total revenues $ 16,583,446 $ 18,018,373 The following table sets forth our revenues by revenue source for the periods indicated: For the years ended December 31, 2025 2024 Revenues: Software as a service $ 6,331,167 $ 5,688,936 Software maintenance services 1,283,332 1,410,387 Professional services 8,141,155 10,017,974 Storage and retrieval services 827,792 901,076 Total revenues $ 16,583,446 $ 18,018,373 24 The following tables sets forth our revenues by revenue source and segment for the periods indicated: For the years ended December 31, 2025 2024 Software segment revenues: Software as a service $ 6,331,167 $ 5,688,936 Software maintenance services 1,283,332 1,410,387 Professional services 398,648 424,551 Total Software segment revenues $ 8,013,147 $ 7,523,874 For the years ended December 31, 2025 2024 Document Services segment revenues: Professional services $ 7,742,507 $ 9,593,423 Storage and retrieval services 827,792 901,076 Total Document Services segment revenues $ 8,570,299 $ 10,494,499 Our total revenues in 2025 decreased by $1,434,927, or 8.0%, from 2024 revenues, primarily driven by our Document Services professional services, due to a reduction in volume from our largest customer, more than offsetting growth of 11.3% in software as a service.
When we evaluate our results, we assess whether our cloud-based software revenues are increasing, relative to prior periods and relative to other sources of revenue. With respect to our Document Conversion segment, our strategy is to maintain and grow our core document conversion business, while simultaneously leveraging our software products and services to provide more attractive total digital transformation solutions for the customers of our Document Conversion segment.
When we evaluate our results, we assess whether our cloud-based software revenues are increasing, relative to prior periods and relative to other sources of revenue. With respect to our Document Services segment, our strategy is to maintain and grow our core document conversion business, while simultaneously leveraging our software products and services to provide more attractive total digital transformation solutions for the customers of our Document Services segment.
Therefore, when we plan our business and evaluate our results, we consider the revenue we expect to recognize from projects in our late-stage software pipeline and in our document conversion services backlog queue. We monitor our costs and capital needs to ensure efficiency as well as an adequate level of support for our business plan. While we are constantly focused on organic growth, we also continually monitor potential acquisitions of complementary solutions and expertise that are consistent with our core business.
Therefore, when we plan our business and evaluate our results, we consider the revenue we expect to recognize from projects in our late-stage software pipeline and in our document services backlog queue. We monitor our costs and capital needs to ensure efficiency as well as an adequate level of support for our business plan. While we are constantly focused on organic growth, we also continually monitor potential acquisitions of complementary solutions and expertise that are consistent with our core business.
Accordingly, when we evaluate our results for Document Conversion, we will assess whether our revenues increase with respect to the segment’s services, relative to prior periods, but we will also be assessing whether Document Conversion customers begin to make purchases of other products or services. We are focused upon sales of our document services and software solutions through resellers and directly to our customers, with a further focus on select vertical markets.
Accordingly, when we evaluate our results for Document Services, we will assess whether our revenues increase with respect to the segment’s services, relative to prior periods, but we will also be assessing whether Document Services customers begin to make purchases of other products or services. We are focused upon sales of our document services and software solutions through resellers and directly to our customers, with a further focus on select vertical markets.
Factors that may affect our results include, but are not limited to, the risk factors that are included in Part I, Item 1A of this report. 22 How We Evaluate our Business Performance and Opportunities The major qualitative and quantitative factors we consider in the evaluation of our operating results include the following: With respect to our Document Management segment, our current strategy is to focus on cloud-based delivery of our software products.
Factors that may affect our results include, but are not limited to, the risk factors that are included in Part I, Item 1A of this report. 22 How We Evaluate our Business Performance and Opportunities The major qualitative and quantitative factors we consider in the evaluation of our operating results include the following: With respect to our Software segment, our current strategy is to focus on cloud-based delivery of our software products.
Critical Accounting Policies and Estimates These critical accounting policies and estimates made by management should be read in conjunction with Note 3 Summary of Significant Accounting Policies to the Consolidated Financial Statements. 29 The preparation of our consolidated financial statements in accordance GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period.
Critical Accounting Policies and Estimates These critical accounting policies and estimates made by management should be read in conjunction with Note 3 Summary of Significant Accounting Policies to the Consolidated Financial Statements. 30 The preparation of our consolidated financial statements in accordance with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses in the reporting period.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following management’s discussion and analysis of financial conditions and results of operations for the fiscal years ended December 31, 2024, and 2023 should be read in conjunction with our consolidated financial statements and the notes to those consolidated financial statements that are included elsewhere in this Annual Report on Form 10-K.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following management’s discussion and analysis of financial conditions and results of operations for the fiscal years ended December 31, 2025 and 2024, should be read in conjunction with our consolidated financial statements and the notes to those consolidated financial statements that are included elsewhere in this Annual Report on Form 10-K.
We consider the following accounting policies and estimates to be both those most important to the portrayal of our financial condition and those that require the most subjective judgment: Revenue Recognition Business Acquisition, Goodwill and Intangibles, including Contingent Liability—Earnout Accounts Receivable, Unbilled Deferred Revenues Accounting for Costs of Computer Software to be Sold, Leased or Marketed and Accounting for Internal Use Software Accounting Stock-Based Compensation Revenue Recognition In accordance with ASC 606, “Revenue From Contracts With Customers,” we follow a five-step model to assess each contract of a sale or service to a customer: identify the legally binding contract, identify the performance obligations, determine the transaction price, allocate the transaction price, and determine whether revenue will be recognized at a point in time or over time.
We consider the following accounting policies and estimates to be both those most important to the portrayal of our financial condition and those that require the most subjective judgment: Revenue Recognition Business Acquisition, Goodwill and Intangibles Accounts Receivable, Unbilled Deferred Revenues Accounting for Costs of Computer Software to be Sold, Leased or Marketed and Accounting for Internal Use Software Accounting Stock-Based Compensation Revenue Recognition In accordance with ASC 606, “Revenue From Contracts With Customers,” we follow a five-step model to assess each contract of a sale or service to a customer: identify the legally binding contract, identify the performance obligations, determine the transaction price, allocate the transaction price, and determine whether revenue will be recognized at a point in time or over time.
We generally do not offer rights of return or any other incentives such as concessions, product rotation, or price protection and, therefore, do not provide for or make estimates of rights of return and similar incentives. 30 We establish allowances for doubtful accounts when available information causes us to believe that credit loss is probable.
We generally do not offer rights of return or any other incentives such as concessions, product rotation, or price protection and, therefore, do not provide for or make estimates of rights of return and similar incentives. 31 We establish allowances for doubtful accounts when available information causes us to believe that credit loss is probable.
Net cash provided by operating activities during 2024 was $3,858,160, primarily attributable to the net loss adjusted for non-cash expenses of $2,840,747, a decrease in operating assets of $812,924 and an increase in operating liabilities of $750,704.
Net cash provided by operating activities during 2024 was $3,858,160, primarily attributable to the net loss adjusted for non-cash expenses of $2,840,747, a decrease in operating assets of $812,924 and an increase in operating liabilities of $750,704. Cash Used in Investing Activities.
In this Annual Report, we sometimes refer to the twelve month period ended December 31, 2024 as 2024, and to the twelve month period ended December 31, 2023 as 2023.
In this Annual Report, we sometimes refer to the twelve-month period ended December 31, 2025 as 2025, and to the twelve-month period ended December 31, 2024 as 2024.
Our ability to meet our capital needs in the short term will depend on many factors, including maintaining and enhancing our operating cash flow and successfully retaining and growing our client base in the midst of continuing uncertainty regarding inflation and economic growth, the impact of contract renegotiations with our largest customer, the timing of sales, the success of our new business partners expanding our product and service lines, the mix of products and services, unanticipated events over which we have no control increasing our operating costs or reducing our revenues beyond our current expectations, and other factors discussed in this Annual Report.
Our ability to meet our capital needs in the short term will depend on many factors, including maintaining and enhancing our operating cash flow and successfully retaining and growing our client base in the midst of continuing uncertainty regarding inflation and economic growth, the impact of AI disruption in our markets, the timing of sales, the success of our new business partners expanding our product and service lines, the mix of products and services, unanticipated events over which we have no control increasing our operating costs or reducing our revenues beyond our current expectations, and other factors discussed in this Annual Report.
However, absent economic disruptions, and based on the current trend of our business operations and our continued focus on strategic initiatives to grow our customer base, we believe in the strength of our brand and our focus on our strategic priorities. Reportable Segments We have two reportable segments: Document Management and Document Conversion.
However, absent economic disruptions, and based on the current trend of our business operations and our continued focus on strategic initiatives to grow our customer base, we believe in the strength of our brand and our focus on our strategic priorities. Reportable Segments We have two reportable segments: Software and Document Services.
We also capitalize costs related to specific upgrades and enhancements when it is probable that the expenditure will result in additional functionality. Such costs in the amount of $388,570 were capitalized during 2024. Such costs in the amount of $436,837 were capitalized during 2023. Capitalized costs are stated at cost less accumulated amortization.
We also capitalize costs related to specific upgrades and enhancements when it is probable that the expenditure will result in additional functionality. Such costs in the amount of $469,602 were capitalized during 2025. Such costs in the amount $388,570 were capitalized during 2024. Capitalized costs are stated at cost less accumulated amortization.
We do not have direct risk exposure to federal spending levels, but we could face exposure indirectly if federal spending reductions have a corresponding effect on state and local budgets, particularly in the K-12 Education sector. Our performance will also continue to be affected by uncertainty with respect to wage inflation, as well as slowing-to-modest global growth rates.
We do not have direct risk exposure to federal spending levels, but we could face exposure indirectly if federal spending reductions have a corresponding effect on state and local budgets, particularly in the K-12 Education sector. Our performance will also continue to be affected by any increased wage inflation, as well as modest GDP growth rates.
This decrease was the result of a reduction in volume of work from our largest storage and retrieval customer, Rocket Mortgage, due to the continued impact of the slowdown in the home mortgage and refinancing industry.
This decrease was the result of a reduction in volume of work from our largest storage and retrieval customer, Rocket Mortgage, due to reduced document destruction as well as the continued impact of the slowdown in the home mortgage and refinancing industry.
Cost of software as a service is impacted by increasing our implementations team and support desk, as well as periodic improvements to infrastructure, which occurred in 2024 but was more than offset by a reduction in support calls. As a result, in 2024, our gross margin increased to 84.9% from 82.7% in 2023.
Cost of software as a service is impacted by increasing our implementations team and support desk, as well as periodic improvements to infrastructure, which occurred in 2024 and 2025 but was more than offset by a reduction in support calls. As a result, in 2025, our gross margin increased slightly to 85.1% from 84.9% in 2024.
However, our ability to obtain additional capital, or to modify our existing debt arrangements, when needed or desired, will depend on many factors, including general economic and market conditions, our operating performance and investor and lender sentiment, and thus cannot be assured.
We believe we could seek additional debt or equity financing on acceptable terms. However, our ability to obtain additional capital, or to modify our existing debt arrangements, when needed or desired, will depend on many factors, including general economic and market conditions, our operating performance and investor and lender sentiment, and thus cannot be assured.
In our Document Conversion segment, towards the end of the year, as inbound document conversion project volume dipped, we adjusted our workforce accordingly, reducing temporary workers first, wherever possible. Due to the manual nature of the prepping and scanning work required to convert documents from paper to digital, the business has staffed to the levels of the work available.
In our Document Services segment, as inbound document conversion project volume dipped, we adjusted our workforce accordingly, reducing temporary workers first, wherever possible. Due to the manual nature of the prepping and scanning work required to convert documents from paper to digital, we have maintained staff to the levels of the work available.
As a result, our gross margin for software maintenance services was consistent at 95.9% in 2024 compared to 95.8% in 2023. Cost of Professional Services Cost of professional services consists primarily of compensation for employees performing the document conversion services, compensation of our software engineers and implementation consultants and related third-party costs.
As a result, our gross margin for software maintenance services decreased slightly to 95.7% in 2025 compared to 95.9% in 2024. 27 Cost of Professional Services Cost of professional services consists primarily of compensation for employees performing the document conversion services, compensation of our software engineers and implementation consultants and related third-party costs.
Gross margins for our storage and retrieval services, which exclude the cost of facilities rental, maintenance, and related overheads, decreased to 61.4% during 2024 compared to 67.0% in 2023.
Gross margins for our storage and retrieval services, which exclude the cost of facilities rental, maintenance, and related overheads, increased to 66.5% during 2025 compared to 61.4% in 2024.
Cost of Software Maintenance Services Cost of software maintenance services consists primarily of technical support personnel and related costs. Cost of software maintenance services decreased by $1,706, or 2.9%, in 2024 from 2023, which is consistent with the relatively flat sales volume for this revenue line.
Cost of Software Maintenance Services Cost of software maintenance services consists primarily of technical support personnel and related costs. Cost of software maintenance services decreased by $2,829, or 4.9%, in 2025 from 2024, which is in line with the reduced sales volume for this revenue line.
Cost of Storage and Retrieval Services Cost of storage and retrieval services consists primarily of compensation for employees performing the document storage and retrieval services, including logistics, provided primarily by our Michigan operations and to a much lesser extent, our K-12 customers in Texas.
Cost of Storage and Retrieval Services Cost of storage and retrieval services consists primarily of compensation for employees performing the document storage and retrieval services, including logistics, provided primarily by our Michigan operations and to a much lesser extent, our K-12 customers in Texas. Cost of storage and retrieval services decreased by $70,930, or 20.4%, during 2025 compared to 2024.
Since 2012, we have raised a net total of approximately $21.6 million in cash through issuances of equity securities and a further $5.0 million in cash through issuances of debt securities, of which all but approximately $1.3 million has been repaid.
Since 2012, we have raised a net total of approximately $23.1 million in cash through issuances of equity securities and a further $5.0 million in cash through issuances of debt securities, of which all have been repaid as of June 18, 2025.
We account for stock-based payments to non-employees in accordance with ASC 718, “Compensation - Stock Compensation,” which requires that such equity instruments are recorded at their fair value on the grant date.
We account for stock-based payments to non-employees in accordance with ASC 718, “Compensation - Stock Compensation,” which requires that such equity instruments are recorded at their fair value on the grant date. The Company issues common stock under its share-based payment plans from authorized and unissued shares.
Treasury instrument with a life that is similar to the expected term of the options. The expected dividend yield is based upon the yield expected on date of grant to occur over the term of the option.
Treasury instrument with a life that is similar to the expected term of the options. The expected dividend yield is based upon the yield expected on date of grant to occur over the term of the option. The Company has elected to account for forfeitures of share-based awards as they occur.
Additionally, we increased in our spending on lead generation, both internally and through an outsourced service, and on select campaigns and increased travel and trade show materials and attendance.
Additionally, we increased our spending on lead generation, primarily through an outsourced service, on consolidating our customer relationship management tools, and on select campaigns and increased travel and trade show materials and attendance.
Depreciation and Amortization Depreciation and amortization increased by $154,086, or 15.8%, in 2024 over 2023, driven by both increased amortization on capitalizable software, which has increased in recent quarters as we bring new functionality to our payables automation solution, and by purchases of server hardware in 2024 to update our infrastructure. 27 Other Items of Income and Expense Interest Expense Interest expense, net was $372,710 during 2024 as compared with $588,203 during 2023, representing a decrease of $215,493 or 36.6%.
Depreciation and Amortization Depreciation and amortization increased by $117,027, or 10.4%, in 2025 over 2024, driven by both increased amortization on capitalizable software, which has increased in recent quarters as we bring new functionality to our payables automation solution, and by purchases of server hardware in 2025 and 2024 to update our infrastructure. 28 Other Items of Income and Expense Interest Expense Interest expense, net was $84,326 during 2025 as compared with $372,710 during 2024, representing a decrease of $288,384 or 77.4%.
Revenues from storage and retrieval services, which are reported as part of our Document Conversion segment, decreased by $177,338, or 16.4%, during 2024 compared to 2023.
Revenues from storage and retrieval services, which are reported as part of our Document Services segment, decreased by $73,284, or 8.1%, during 2025 compared to 2024.
Those growth areas were partially offset by weakness in our content management solutions, particularly YellowFolder in K-12, which was impacted by higher than normal churn rate in those customers. Software Maintenance Services Revenues Software maintenance services revenues consist of fees for post-contract customer support services provided to license (premise-based) holders through support and maintenance agreements.
The payables automation growth was partially offset by weakness in our traditional content management solutions, including YellowFolder in K-12, which was relatively flat year over year. Software Maintenance Services Revenues Software maintenance services revenues consist of fees for post-contract customer support services provided to license (premise-based) holders through support and maintenance agreements.
Volatility from increased trade protectionism is likely to have a minimal direct impact on us because we consume relatively little in raw materials. However, we have customers in industries that are likely to be affected, such as homebuilding and construction.
Volatility from trade protectionism is likely to have a minimal direct impact on us because we consume relatively little in raw materials. However, we have customers in industries that are likely to be affected, such as homebuilding and construction. Any industry-specific or macroeconomic downturn could affect our customers’ and potential customers’ budgets for technology procurement and stall our growth plans.
In our much smaller Document Management segment, our professional services cost of professional services decreased more significantly than the sales revenue, due to the nature of the projects completed, resulting in gross margin for professional services in our Document Management segment increasing to 85.9% during 2024 compared to 71.0% in 2023.
In our much smaller Software segment, our professional services cost of professional services increased more significantly than the sales revenue, due to the nature of the projects completed, resulting in gross profit margin percentages for professional services in our Software segment decreasing to 77.6% in 2025 compared to 85.0% during 2024. 2024 was a strong margin year, as 2023 was 71.0%.
Cost of Software as a Service Cost of software as a service, or SaaS, consists primarily of technical support personnel, hosting services, and related costs. Cost of software as a service decreased by $32,361, or 3.6%, from 2023.
Cost of Software as a Service Cost of software as a service, or SaaS, consists primarily of technical support personnel, hosting services, and related costs. Cost of software as a service increased by $86,111, or 10.1%, from 2024.
Net cash used in investing activities in 2024 was $827,773, including purchases of property and equipment of $439,203, which included server upgrades, and $388,570 in capitalized internal use software. Net cash used in investing activities in 2023 was $548,077, primarily $436,837 in capitalized internal use software. Cash Used in Provided by and Financing Activities.
Net cash used in investing activities in 2025 was $823,980, including purchases of property and equipment of $354,378, which included server and laptop upgrades, and $469,602 in capitalized internal use software. Net cash used in investing activities in 2024 was $827,773, including purchases of property and equipment of $439,203, which included server upgrades, and $388,570 in capitalized internal use software.
Sales and Marketing Expenses Sales and marketing expenses increased by $376,380, or 18.6%, during 2024 over 2023. The increases were primarily driven by the expansion of our sales team as part of our investments intended to accelerate our sales.
Sales and Marketing Expenses Sales and marketing expenses increased by $401,647, or 16.7%, in 2025 over 2024. The increases were primarily driven by the expansion of our sales and marketing teams as part of our investments intended to accelerate our sales.
This is slightly higher than recent years as we continue to enhance our security environment. Cash Provided by Operating Activities. From our inception, we have generated revenues from the sales, implementation, subscriptions, and maintenance of our internally generated software applications, as well as significantly increased revenues from document conversion services beginning in 2020.
From our inception, we have generated revenues from the sales, implementation, subscriptions, and maintenance of our internally generated software applications, as well as significantly increased revenues from document conversion services beginning in 2020.
The balance of our operating expenses (excluding cost of revenues) increased 14.0% year over year, primarily driven by intentional investments in sales and marketing to accelerate revenue growth and investments in general and administrative to build structure in order to better scale, as well as expanding our development team to bring product enhancements to market more swiftly.
Operating expenses for 2025 increased 10.2%, primarily driven by intentional investments in sales and marketing to accelerate revenue growth, plus investments in general and administrative to further improve security and compliance and to better scale, as well as expanding our development team to bring product enhancements to market more swiftly.
The share-based compensation expense components for 2024 and 2023 are described in the following table: For the years ended December 31, 2024 2023 Share based compensation expense components: Stock options granted 2020 and 2022 $ 435,934 $ 464,529 Stock options granted third quarter 2024 254,885 - Restricted stock awards granted 805,955 198,124 Total share-based compensation expense 1,496,774 662,653 Less amount related to cashless exercise (69,525 ) - Share based compensation equity impact $ 1,427,249 $ 662,653 Excluding the share-based compensation expense, total general and administrative expenses increased by $877,358, or 13.6% in 2024 over 2023, related to investments made in order to scale, such as development, finance, and our SOC2 process, as well as wage increases.
The share-based compensation expense components for 2025 and 2024 are described in the following table: For the years ended December 31, 2025 2024 Share based compensation expense components: Stock options granted 2020 and 2022 $ 391,809 $ 690,819 Restricted stock awards granted 895,433 805,955 Total share-based compensation expense 1,287,242 1,496,774 Less amount related to cashless exercise (283,399 ) (69,525 ) Share based compensation equity impact $ 1,003,843 $ 1,427,249 Excluding the share-based compensation expense, total general and administrative expenses increased by $890,122, or 13.7% in 2025 over 2024, related to investments made in order to scale, including expanding our development and service delivery teams, enhancing our IT systems monitoring, and our SOC2 accreditation process, as well as wage increases.
Accounts Receivable, Unbilled We recognize professional services revenue over time as the services are delivered using an input or output method (e.g., labor hours incurred as a percentage of total labor hours budgeted, images scanned, or similar milestones), as appropriate for the contract, provided all other revenue recognition criteria are met.
Actual results may differ from the Company’s estimates, and such differences could result in the recognition of material impairment charges in future periods if the fair values of reporting units or intangible assets decline below their carrying amounts Accounts Receivable, Unbilled We recognize professional services revenue over time as the services are delivered using an input or output method (e.g., labor hours incurred as a percentage of total labor hours budgeted, images scanned, or similar milestones), as appropriate for the contract, provided all other revenue recognition criteria are met.
Revenues from the sale of software as a service, which are reported as part of our Document Management segment increased by $555,721, or 10.8% in 2024 compared to 2023. This increase was primarily the result of new cloud-based solution sales, primarily our IntelliCloud Payables Automation Solution, as well as expanded data storage, user seats, and hosting fees for existing customers.
Revenues from the sale of software as a service, which are reported as part of our Software segment increased by $642,231, or 11.3% in 2025 compared to 2024. This increase was primarily the result of new cloud-based solution sales, primarily our IntelliCloud Payables Automation Solutions.
The carrying value of goodwill is not amortized, but it tested for impairment annually as of December 31, as well as on an interim basis whenever events or changes in circumstances indicate that the carrying amount of a reporting unit may not be recoverable.
Goodwill is tested for impairment at the reporting unit level at least annually as of December 31, 2025, or more frequently when events or changes in circumstances indicate that it is more likely than not that the fair value of a reporting unit is below its carrying amount.
Operating Expenses The following table sets forth our operating expenses for the periods indicated: For the years ended December 31, 2024 2023 Operating expenses: General and administrative $ 8,166,567 $ 6,455,088 Sales and marketing 2,403,251 2,026,871 Depreciation and amortization 1,128,613 974,527 Total operating expenses $ 11,698,431 $ 9,456,486 General and Administrative Expenses General and administrative expenses increased in 2024 by 1,711,479, or 26.5%, over 2023.
Operating Expenses The following table sets forth our operating expenses for the periods indicated: For the years ended December 31, 2025 2024 Operating expenses: General and administrative $ 8,690,615 $ 8,010,025 Sales and marketing 2,804,898 2,403,251 Depreciation and amortization 1,245,640 1,128,613 Total operating expenses $ 12,741,153 $ 11,541,889 General and Administrative Expenses General and administrative expenses increased in 2025 by $680,590, or 8.5%, over 2024.
Cost of storage and retrieval services were relatively flat, decreasing by $7,353, or 2.1%, during 2024 compared to 2023. The decrease was less than the revenue decrease due to an increase in document destruction, which carries a higher cost than other components of storage and retrieval.
The decrease was greater than the revenue decrease of 8.1% due to a significant decrease in document destruction, which carries a higher cost than other components of storage and retrieval. Document destruction was unusually high in 2024.
Cost of professional services increased in 2024 by $229,691, or 4.6%, over 2023, slightly lagging the increase in revenues for the year. Consolidated, our gross margin for professional services increased to 47.7% during 2024 compared to 45.5% in 2023.
Cost of professional services decreased in 2025 by $1,031,479, or 19.1%, from 2024, slightly exceeding the decrease in revenues of 18.7% for the year. Consolidated, our gross margin for professional services increased to 46.5% during 2025 compared to 46.2% in 2024.
When a software project begins, we generally perform pre-installation assessment, project scoping, and implementation consulting. On the other hand, our document conversion services often contain a very short sales cycle, but we can have a backlog of work orders not yet processed.
When a software project begins, we generally perform pre-installation assessment, project scoping, and implementation consulting. Our document services have an even wider variance in sales cycles, from near-immediate to multi-year. We seek to manage the flow of work by maintaining a backlog of work orders not yet processed.
Revenues from the sale of software maintenance services, which are reported as part of our Document Management segment, increased by $3,323, or 0.2%, in 2024 compared to 2023.
Revenues from the sale of software maintenance services, which are reported as part of our Software segment, decreased by $127,055, or 9.0%, in 2025 compared to 2024. The decrease was driven by slightly increased attrition and some migrations to our SAAS solutions more than offsetting price increases.
At December 31, 2024, we had $2.5 million in cash and cash equivalents, working capital deficit of $1.1 million, of which the largest liabilities include $3.4 million in deferred revenues and short-term debt relating to our notes payable of approximately $1.3 million due December 31, 2025.
(“JPMorgan Chase”) in the amount of $1 million, as discussed in more detail below. At December 31, 2025, we had $2.5 million in cash and cash equivalents, net working capital of $0.2 million, which includes $3.4 million in deferred revenues.
Net cash provided by operating activities during 2023 was $784,659, primarily attributable to the net income adjusted for non-cash expenses of $1,955,715, an increase in operating assets of $1,669,780 and a decrease in operating liabilities of $20,542. Cash Used in Investing Activities.
Net cash provided by operating activities during 2025 was $933,871, primarily attributable to the net loss adjusted for non-cash expenses of $2,758,386, a decrease in operating assets of 203,257 and a decrease in operating liabilities of $154,877.
For the years ended December 31, 2024 2023 Gross profit: Sale of software $ 24,460 $ 74,524 Software as a service 4,832,162 4,244,080 Software maintenance services 1,352,720 1,347,691 Professional services 4,762,511 4,174,602 Storage and retrieval services 553,073 723,058 Total gross profit $ 11,524,926 $ 10,563,955 Gross profit percentage: Sale of software 74.2 % 74.3 % Software as a service 84.9 % 82.7 % Software maintenance services 95.9 % 95.8 % Professional services 47.7 % 45.5 % Storage and retrieval services 61.4 % 67.0 % Total gross profit percentage 64.0 % 62.6 % 26 Our overall gross profit increased to approximately 64.0% in 2024 from 62.6% in 2023.
For the years ended December 31, 2025 2024 Gross profit by segment Software $ 6,925,940 $ 6,545,612 Document Services 4,026,644 4,822,772 Total gross profit $ 10,952,584 $ 11,368,384 For the years ended December 31, 2025 2024 Gross profit: Software as a service $ 5,388,282 $ 4,832,162 Software maintenance services 1,228,494 1,352,720 Professional services 3,785,089 4,630,429 Storage and retrieval services 550,719 553,073 Total gross profit $ 10,952,584 $ 11,368,384 Gross profit percentage: Software as a service 85.1 % 84.9 % Software maintenance services 95.7 % 95.9 % Professional services 46.5 % 46.2 % Storage and retrieval services 66.5 % 61.4 % Total gross profit percentage 66.0 % 63.1 % Our overall gross profit increased to 66.0% in 2025 from 63.1% in 2024.
Our cost of revenues for our Document Conversion segment increased by $357,893, or 6.9%, in 2024 compared to 2023, corresponding with the increase in revenues.
Our cost of revenues for our Software segment increased by $108,945, or 11.1%, impacted by the increased volume in sales of software and professional services in that segment. Our cost of revenues for our Document Services segment decreased by $1,128,072, or 19.9%, in 2025 compared to 2024, corresponding with the reduction in revenues.
Of our professional services revenues during 2024, $9,593,423 was derived from our Document Conversion operations and $391,605 was derived from our Document Management operations. Our overall professional services revenues increased by $817,600, or 8.9%, in 2024 compared to 2023.
Of our total 2025 professional services revenues of $8,141,155, $7,742,507 was derived from our Document Services operations and $398,648 was derived from our Software operations. Our overall professional services revenues decreased by $1,876,819, or 18.7%, in 2025 compared to 2024.
Costs of Revenues and Gross Profits The following table sets forth our cost of revenues by reportable segment for the periods indicated: For the years ended December 31, 2024 2023 Cost of revenues by segment Document Management $ 978,262 $ 1,165,134 Document Conversion 5,515,185 5,157,292 Total cost of revenues $ 6,493,447 $ 6,322,426 The following table sets forth our cost of revenues, by revenue source, for the periods indicated: For the years ended December 31, 2024 2023 Cost of revenues: Sale of software $ 8,486 $ 25,736 Software as a service 856,774 889,135 Software maintenance services 57,667 59,373 Professional services 5,222,517 4,992,826 Storage and retrieval services 348,003 355,356 Total cost of revenues $ 6,493,447 $ 6,322,426 The following tables sets forth our cost of revenues by revenue source and segment for the periods indicated: For the years ended December 31, 2024 2023 Document management segment cost of revenues: Sale of software $ 8,486 $ 25,736 Software as a service 856,774 889,135 Software maintenance services 57,667 59,373 Professional services 55,335 190,890 Total document management segment cost of revenues $ 978,262 $ 1,165,134 For the years ended December 31, 2024 2023 Document conversion segment cost of revenues: Professional services $ 5,167,182 $ 4,801,936 Storage and retrieval services 348,003 355,356 Total document conversion segment cost of revenues $ 5,515,185 $ 5,157,292 Our total cost of revenues during 2024 increased by $171,021 or 2.7%, over 2023.
Costs of Revenues and Gross Profits The following table sets forth our cost of revenues by reportable segment for the periods indicated: For the years ended December 31, 2025 2024 Cost of revenues by segment Software $ 1,087,207 $ 978,262 Document Services 4,543,655 5,671,727 Total cost of revenues $ 5,630,862 $ 6,649,989 The following table sets forth our cost of revenues, by revenue source, for the periods indicated: For the years ended December 31, 2025 2024 Cost of revenues: Software as a service $ 942,885 $ 856,774 Software maintenance services 54,838 57,667 Professional services 4,356,066 5,387,545 Storage and retrieval services 277,073 348,003 Total cost of revenues $ 5,630,862 $ 6,649,989 The following tables sets forth our cost of revenues by revenue source and segment for the periods indicated: For the years ended December 31, 2025 2024 Software segment cost of revenues: Software as a service $ 942,885 $ 856,774 Software maintenance services 54,838 57,667 Professional services 89,484 63,821 Total Software segment cost of revenues $ 1,087,207 $ 978,262 For the years ended December 31, 2025 2024 Document Services segment cost of revenues: Professional services $ 4,266,582 $ 5,323,724 Storage and retrieval services 277,073 348,003 Total Document Services segment cost of revenues $ 4,543,655 $ 5,671,727 26 Our total cost of revenues during 2025 decreased by $1,019,127 or 15.3%, from 2024.
This amount includes share-based compensation expense of $1,496,744 in 2024 compared to 662,653 in 2023. Loss from operations was $173,505, compared to income from operations of $1,107,469 for 2023. Net loss was $546,215 with basic and diluted net loss per share of $0.13, compared to net income of $519,266 with basic and diluted net income per share of $0.13 and $0.11, respectively, for 2023. Net cash provided by operating activities was $3,858,160, compared to $784,659 for 2023. Investing activities, including both capitalization of internal use software and purchases of property and equipment, were $827,773, compared to $548,077 for 2023. Financing activities included $1,625,000 in prepayments of our notes payables, as a result of our strong operating cash flow. As of December 31, 2024, we had 154 employees, including 16 part-time employees, compared to 171 employees, including 31 part-time employees, as of December 31, 2023.
Below are our key financial results for 2025 (consolidated unless otherwise noted): Revenues were $16,583,446, representing revenue contraction of 8.0% year over year. Cost of revenues was $5,630,862, a decrease of 15.3% year over year. Operating expenses (excluding cost of revenues) were $12,741,153, an increase of 10.4% year over year. Loss from operations was $1,788,569, compared to loss from operations of $173,505 for 2024. Net loss was $1,872,895 with basic and diluted net loss per share of $0.44, compared to net loss of $546,215 with basic and diluted net loss per share of $0.13 for 2024. Net cash provided by operating activities was $933,871, compared to $3,858,160 for 2024. Investing activities include both capitalization of internal use software of $469,602, compared to $388,570 for 2024 and purchases of property and equipment of $354,378, compared to $439,203 for 2024. Financing activities included $1,339,500 in full repayment of our notes payables, primarily utilizing $1,621,325 in net proceeds from the issuance of common stock via our at-the-market offering of common stock. As of December 31, 2025, we had 167 employees, including 19 part-time employees, compared to 154 employees, including 16 part-time employees, as of December 31, 2024.
We look for acquisitions that can add value for our customers and are expected to be accretive to our financial performance. 23 Executive Overview of Results 2024 results reflected our current strategy to grow our SaaS revenue. All comparison amounts of 2024 over 2023 represent organic growth.
We look for acquisitions that can add value for our customers and are expected to be accretive to our financial performance. 23 Executive Overview of Results 2025 results reflected challenges on multiple, unrelated fronts. Our Document Services segment faced a temporary reduction in volume aligned with the renewal of our contract with our largest customer, which occurred June 1, 2025.
The primary driver of the increase is the share-based compensation expense of $1,496,774 in 2024 compared to $662,653 in 2023.
Share-based compensation expense continues to be a significant portion of general and administrative expense, amounting to $1,287,242 in 2025 compared to $1,496,774 in 2024.
Removed
Our most recent acquisition was in 2022 and has no comparative impact on the periods reported. Our sales revenues in software as a service and in professional services, primarily document conversion, provided our revenue growth, more than offsetting expected weakness in storage and retrieval and sales of direct premise software.
Added
We have since taken orders to refill our project backlog and have resumed operating at more historical levels. Additionally, our Software segment faced market headwinds in the two major vertical markets we are pursuing, construction/homebuilding and K-12 Education. The homebuilding industry had a poor year which in turn resulted in curtailed spending across the board, including our solutions.
Removed
We generated strong cash flow in 2024, enabling us to pay down our notes payable by $1,625,000. Operating expenses for 2024 increased 23.7%, primarily driven by share-based compensation.
Added
K-12 Education faced uncertainty in federal funding levels and budget challenges, resulting in a similar spending hiatus for our solutions. Our margins remained stable by revenue source and we generated positive operating cash flow in 2025.
Removed
In 2024, we recorded an incremental $805,955 expense related to our restricted stock awards to employees and an incremental $254,885 related to new stock option grants to employees and directors, bringing the grand total of share-based compensation to $1,496,774 in 2024 compared to $662,653 in 2023.
Added
These reportable segments are discussed above under “Item 1. Business.” We have recently renamed our reportable segments, but we have not changed the revenue streams constituting each segment. Our Software segment was previously referred to as Document Management, and our Document Services segment was previously referred to as Document Conversion.
Removed
Below are our key financial results for 2024 (consolidated unless otherwise noted): ● Revenues were $18,018,373, representing revenue growth of 6.7% year over year. ● Cost of revenues was $6,493,447, an increase of 2.7% year over year. ● Operating expenses (excluding cost of revenues) were $11,698,431, an increase of 23.7% year over year.
Added
This decrease is the result of reduced scanning projects in our Document Services segment, due to timing of projects, which experienced an unusually low ebb in backlog that corresponded with the expiry of our prior contract with our largest customer, prior to the renewal on June 1, 2025.
Removed
Any industry-specific or macroeconomic downturn could affect our customers’ and potential customers’ budgets for technology procurement and stall our growth plans.
Added
We have since taken orders to refill the backlog and have experienced the ramp up in production in Q4 2025, which was just 1.8% below Q4 2024. 25 Storage and Retrieval Services Revenues We provide document storage and retrieval services to customers, primarily in Michigan.
Removed
These reportable segments are discussed above under “Item 1.
Added
The revenue mix between segments shifted favorably, with more relative revenue from SaaS and less from professional services in 2025 compared to 2024, driving the increase in total margin percent. Gross profit margins within each revenue line were stable, except for the increase in storage and retrieval from reduced destruction costs.
Removed
Sale of Software Revenues Revenues from the sale of software principally consist of sales of additional or upgraded software licenses and applications to existing customers and resellers. Revenues from the sale of software, which are reported as part of our Document Management segment decreased by $67,314, or 67.1% during 2024 compared to 2023.
Added
As a result of our ability to match costs with revenues, our gross profit margin percent for professional services remained stable despite the reduction in volume, at 44.9% compared to 44.5% in 2024.
Removed
These period over period changes are due to timing of direct sales projects compared to the same periods in 2023. We expect the volatility of this revenue line item to continue as the frequency of on-premise software solution sales decreases over time and project timing is unpredictable.
Added
The decrease resulted from reduced interest expense from principal repayments in March, June, and August 2024 and culminating in June 2025 with full repayment of notes payable.
Removed
The small increase in these revenues in 2024 compared to 2023, consistent with previous years and expectation, was driven by expansion of services with existing customers and price increases being partially offset by normal attrition.
Added
In recent years we engaged in several actions that significantly improved our liquidity and cash flows, including (i) effective June 1, 2025 through May 31, 2030, securing a renewal contract with our largest customer, (ii) on May 28, 2025, commencing an at-the-market offering, discussed below, (iii) repaying all of our debt securities as of June 18, 2025, and (iv) effective February 16, 2026, securing a line of credit through JPMorgan Chase Bank, N.A.
Removed
This increase is the result of a significant project in our Document Conversion segment during the year, along with realized price increases in late 2023, more than offsetting fewer projects in our Document Management segment, which can be more volatile with its significantly smaller volumes.
Added
At-the-Market Offering We maintain an effective registration statement covering up to $12.9 million of common stock, warrants, and units.
Removed
Our largest customer awards long-term professional services contracts through a competitive bidding process that is open as of the date of this Report.
Added
The registration statement includes a prospectus covering the offer, issuance and sale of up to $10.0 million in our common stock from time to time in “at-the-market offerings” pursuant to an At the Market Agreement (the “ATM Program”) with Lucid Capital Markets, LLC as our sales agent.
Removed
We believe we are well suited to continue to provide services to this client, but there can be no assurance that we will be awarded continuing contracts or that our work volumes with this customer will continue at their current levels and/or pricing.
Added
We have sold 145,938 shares of our common stock pursuant to the ATM Program during 2025, and received aggregate net proceeds totaling $1,621,325. As of the filing date of this Annual Report, approximately $8.2 million remained available under the ATM Program Indebtedness As of December 31, 2025, we have no outstanding indebtedness.
Removed
Any reduction in contract volume or pricing could have a significant adverse impact on our future professional services revenues as well as our overall revenues, margins, net income and cash flows next year. 25 Storage and Retrieval Services Revenues We provide document storage and retrieval services to customers, primarily in Michigan.

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