LENDWAY, INC. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Lendway, Inc. has filed its 2023 10-K report, detailing financial performance and significant events including an acquisition.</b>

AI Summary

LENDWAY, INC. (TULP) filed a Annual Report (10-K) with the SEC on April 1, 2024. Lendway, Inc. (formerly Insignia Systems Inc/MN) filed its 2023 10-K report on April 1, 2024. The company's fiscal year ends on December 31st. Key financial data for the fiscal year ending December 31, 2023, is included in the filing. The filing details the acquisition of Bloomia B.V. as a subsequent event. Information regarding a Credit Agreement is also noted as a subsequent event.

Why It Matters

For investors and stakeholders tracking LENDWAY, INC., this filing contains several important signals. This 10-K filing provides a comprehensive overview of Lendway's financial health and operational activities for the fiscal year 2023, crucial for investors to assess performance and future outlook. The disclosure of the Bloomia B.V. acquisition and the Credit Agreement as subsequent events offers insight into the company's strategic growth initiatives and financing activities post-year-end.

Risk Assessment

Risk Level: — LENDWAY, INC. shows moderate risk based on this filing. The filing is a standard annual report (10-K) with no immediate red flags, indicating routine disclosure of financial and operational information.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K to understand Lendway's performance and strategic direction.

Financial Highlights

revenue

5714000

net Income

1797000

eps

0.01

revenue Growth

9.60

Key Numbers

• 2023-12-31 — Fiscal Year End (Reporting period)
• 2024-04-01 — Filing Date (Date of submission)
• 7633926200 — Business Phone (Contact information)

Key Players & Entities

• LENDWAY, INC. (company) — Filer name
• INSIGNIA SYSTEMS INC/MN (company) — Former company name
• Bloomia B.V. (company) — Acquired entity

FAQ

Industry Context

Lendway, Inc. operates in the services-advertising sector, as indicated by its SIC code 7310.

Regulatory Implications

The filing is a standard Form 10-K, adhering to the reporting requirements of the Securities Exchange Act of 1934.

What Investors Should Do

1. Analyze the consolidated financial statements for the fiscal year ended December 31, 2023.
2. Review the 'Subsequent Events' section for details on the Bloomia B.V. acquisition and the Credit Agreement.
3. Examine the 'Risk Factors' section for any new or updated risks to the business.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K.
• 2024-04-01: Filing Date — Date the 10-K was officially submitted to the SEC.
• 2024-02-01: Acquisition of Bloomia B.V. — Subsequent event detailing a business acquisition.
• 2024-06-30: Credit Agreement — Subsequent event related to financing.

Year-Over-Year Comparison

This filing is the annual report (10-K) for the fiscal year ending December 31, 2023, replacing previous filings and providing updated financial and operational information.

Key Financial Figures

• $0.01 — ange on which registered Common Stock, $0.01 par value LDWY The Nasdaq Stock Mar
• $3.5 m — ore Marketing Business") for a price of $3.5 million, subject to escrows and a post-cl
• $47.5 million — Bloomia B.V. ("Bloomia") for a price of $47.5 million financed with Company cash, a new credi
• $9.2 million — on. The acquisition price was paid with $9.2 million of the Company's cash, $22.8 million of
• $22.8 million — ith $9.2 million of the Company's cash, $22.8 million of proceeds from a new credit agreement
• $15.5 million — y notes payable to the sellers totaling $15.5 million. We entered into a revolving credit an
• $18.0 million — the Credit Agreement, Tulp 24.1 had an $18.0 million term loan funded. The Credit Agreement
• $6.0 million — d. The Credit Agreement also contains a $6.0 million revolving credit facility, which may be
• $8 b — United States for 2023 is approximately $8 billion, of which approximately 80% is im

Filing Documents

• isig_10k.htm (10-K) — 867KB
• isig_ex41.htm (EX-4.1) — 16KB
• isig_ex211.htm (EX-21.1) — 6KB
• isig_ex231.htm (EX-23.1) — 1KB
• isig_ex232.htm (EX-23.2) — 1KB
• isig_ex241.htm (EX-24.1) — 22KB
• isig_ex311.htm (EX-31.1) — 12KB
• isig_ex312.htm (EX-31.2) — 12KB
• isig_ex32.htm (EX-32) — 6KB
• isig_ex97.htm (EX-97) — 26KB
• isig_ex231img1.jpg (GRAPHIC) — 85KB
• isig_10kimg27.jpg (GRAPHIC) — 188KB
• isig_10kimg26.jpg (GRAPHIC) — 290KB
• isig_10kimg25.jpg (GRAPHIC) — 22KB
• isig_ex232img1.jpg (GRAPHIC) — 82KB
• 0001654954-24-004013.txt (&nbsp;) — 6048KB
• ldwy-20231231.xsd (EX-101.SCH) — 39KB
• ldwy-20231231_lab.xml (EX-101.LAB) — 309KB
• ldwy-20231231_cal.xml (EX-101.CAL) — 45KB
• ldwy-20231231_pre.xml (EX-101.PRE) — 233KB
• ldwy-20231231_def.xml (EX-101.DEF) — 82KB
• isig_10k_htm.xml (XML) — 619KB

Business

Business 3 Item 1A.

Risk Factors

Risk Factors 8 Item 1B. Unresolved Staff Comments 16 Item 1C. Cybersecurity 16 Item 2.

Properties

Properties 17 Item 3.

Legal Proceedings

Legal Proceedings 17 Item 4. Mine Safety Disclosures 17 PART II. Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 18 Item 6. [Reserved] 18 Item 7.

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

Management's Discussion and Analysis of Financial Condition and Results of Operations 18 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 23 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data F-1 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosures 24 Item 9A.

Controls and Procedures

Controls and Procedures 24 Item 9B. Other Information 25 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 25 PART III. Item 10. Directors, Executive Officers and Corporate Governance 26 Item 11.

Executive Compensation

Executive Compensation 27 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 27 Item 13. Certain Relationships and Related Transactions and Director Independence 27 Item 14. Principal Accountant Fees and Services 27 PART IV. Item 15. Exhibits and Financial Statement Schedules 28 Item 16. Form 10-K Summary 31

SIGNATURES

SIGNATURES 32 2 Table of Contents PART I.

Business

Item 1. Business General This Annual Report on Form 10-K is being filed by the registrant, Lendway, Inc. ("Lendway," "we," "us," "our" and the "Company"), a Delaware corporation. Effective August 4, 2023, we changed our name from "Insignia Systems, Inc." and reincorporated from Minnesota to Delaware. As part of the name change, our common stock now trades under the symbol "LDWY" on The Nasdaq Stock Market LLC. The Company has evolved into a specialty agricultural ("ag") and finance company focused on making and managing its ag investments in the United States ("U.S.") and internationally. The Company is the majority owner of Bloomia B.V. and its affiliated entities, representing a significant producer of fresh cut tulips ("stems") in the U.S. The Company also fully owns and operates FarmlandCredit.com, a non-bank lending business that seeks to purchase existing loans and/or originate and fund new loans domestically. During the past twelve months, the Company took three major steps in its evolution. The Company is building a scalable non-bank lending business ("Lending Business") to purchase existing loans or originate and fund new loans, all of which will be secured by collateral. Initially, we intend to focus on loans secured by real estate, primarily for agricultural purposes. We expect to expand our product offerings over time as we identify needs and opportunities in the marketplace for loans generally. Our plan, therefore, is to build a portfolio of well-secured loans, with a portion of the credit risk being participated to third parties in most cases, to maintain a low net loss experience and to charge fully compensatory rates and fees. On August 3, 2023, the Company completed the sale of certain assets and certain liabilities relating to the Company's legacy business of providing in-store advertising solutions to brands, retailers, shopper marketing agencies and brokerages (the "In-Store Marketing Business") for a price of $3.5 million, subject to es

Risk Factors

Item 1A. Risk Factors Our business is subject to many risks. The following are significant factors known to us that could materially adversely affect our business, reputation, operating results, industry, financial position, or future financial performance. RISKS RELATING TO OUR BUSINESS AND OPERATIONS We face competition and cannot guarantee our continued ability to compete effectively. Our Bloomia business competes against other providers of cut tulips and other participants in the broader cut floral industry. Competition is based on, among other things, price, quality, product perception and ability to fulfill orders, particularly during seasonal peaks. We face direct competition from other growers as well as indirect competition through retailers who are supplied by our competitors, including on-line flower delivery websites. If competitors succeed in diverting business from our current customers or capturing a greater share of the overall market for cut tulips or cut flowers generally, Bloomia's revenues and related operations would be adversely affected, potentially materially. Our revenue is highly concentrated among a small number of customers. During calendar 2023, three customers accounted for approximately 64.3% of Bloomia's revenue. Although those customers have a history of purchasing fresh-cut tulips from Bloomia, there are no long-term purchase commitments. If one or more of Bloomia's traditional customers significantly reduces or ceases purchasing fresh-cut tulips from Bloomia, then Bloomia could experience a significant decrease in revenue. Bloomia has historically had a high retention rate, with the majority of our significant customers having business relationships in excess of five years. We may be unable to prevent our competitors from benefiting from the expertise of our former executives. In connection with the acquisition of Bloomia, we entered into non-compete agreements with its former owners. These agreements prohibit the for

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