ONE STOP SYSTEMS, INC. current report, 02 January 2019

Business Context and Reporting Period

ONE STOP SYSTEMS, INC. filed a Form 8-K on January 2, 2019, reporting the voluntary dissolution and wind-up of its joint venture, SkyScale, LLC, effective January 2, 2019. SkyScale was a 50/50 joint venture with Jacoma Investments, LLC (controlled by Board member Jack Harrison) focused on high-performance cloud computing services.

Key Financial Metrics and Material Changes

  • Exit Costs: The Company anticipates material costs between $175,000 and $275,000 related to lease termination and consulting relationship termination. These costs are expected to be paid primarily in cash and recognized during the first six months of fiscal 2019.
  • Asset Write-off: As of December 31, 2018, the Company wrote off receivable balances due from SkyScale totaling $626,376. This amount includes a note receivable and accrued interest of $474,098 and account receivables of $152,278.
  • Recovery Potential: The written-off balances are recoverable only to the extent of proceeds from the disposition of fixed assets that served as collateral on the loan.
  • Liability Assumption: The Company will assume all assets and liabilities of SkyScale and is working to wind down the entity.

Guidance, Outlook, and Risks

Management states that the estimated exit costs represent their best current estimates, though additional charges may be recognized as actions are finalized. The Company intends to file amendments to this report or disclose further costs in periodic reports if new information arises. The filing includes standard forward-looking statement disclaimers regarding risks and uncertainties that could cause actual results to differ materially from expectations.

Investor Verification Checklist

  • Verify the final realized costs of the SkyScale dissolution against the estimated range of $175,000 to $275,000 in upcoming quarterly reports.
  • Monitor the proceeds from the disposition of SkyScale's fixed assets to determine the actual recovery amount of the $626,376 write-off.
  • Review the Company's cash flow statements in the first half of fiscal 2019 to confirm the timing and impact of the exit costs.
  • Check for any amendments to this 8-K regarding additional liabilities or costs identified during the wind-down process.