You should read the following discussion and analysis of our financial condition
and results of operations together with our financial statements and related
notes included in this Quarterly Report on Form 10-Q. The following discussion
contains forward-looking statements that involve risks and uncertainties. See
"Forward-Looking Statements." Our actual results and the timing of certain
events could differ materially from those anticipated in these forward-looking
statements as a result of certain factors, including those discussed below and
elsewhere in this Quarterly Report on Form 10-Q. This discussion should be read
in conjunction with the accompanying unaudited condensed consolidated financial
statements and notes thereto. You should also review the disclosure under the
heading "Risk Factors" in this Quarterly Report on Form 10-Q and under Part 1,
Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2021
for a discussion of important factors that could cause our actual results to
differ materially from those anticipated in these forward-looking statements.



OVERVIEW



We are a designer, manufacturer and marketer of recreational and commercial
power catamaran boats. We believe our company has been an innovator in the
recreational and commercial power catamaran industry. We currently have 8
gas-powered models in production ranging in size from our 24-foot, dual engine,
center console to our newly designed 40-foot offshore 400 GFX. Our twin-hull
catamaran running surface, known as a symmetrical catamaran hull design, adds to
the Twin Vee ride quality by reducing drag, increasing fuel efficiency, and
offering users a stable riding boat. Twin Vee's home base operations in Fort
Pierce Florida is a 7.5-acre facility with several buildings totaling over
75,000 square feet. We employed approximately 160 people on September 30, 2022,
some of whom have been with our company for over twenty years.



We have organized our business into three operating segments: (i) our
gas-powered boat segment which manufactures and distributes gas-powered boats
under the Twin Vee name; (ii) our electric-powered boat segment which is
developing fully electric boats, through our wholly owned subsidiary, Forza X1,
Inc., a Delaware corporation ("Forza") and (iii) our franchise segment which is
developing a standard product offering and will be selling franchises across the
United States through our wholly owned subsidiary, Fix My Boat, Inc., a Delaware
corporation.



Our gas-powered boats allow consumers to use them for a wide range of
recreational activities including fishing, diving and water skiing and
commercial activities including transportation, eco tours, fishing and diving
expeditions. We believe that the performance, quality and value of our boats
position us to achieve our goal of increasing our market share and expanding the
power catamaran boating market. We currently primarily sell our boats through a
current network of 21 independent boat dealers in 26 locations across North
America and the Caribbean who resell our boats to the end user Twin Vee
customers. We continue recruiting efforts for high quality boat dealers and seek
to establish new dealers and distributors domestically and internationally to
distribute our boats as we grow our production and introduce new models. Our
gas-powered boats are currently outfitted with gas-powered outboard combustion
engines.



Due to the growing demand for sustainable, environmentally friendly electric and
alternative fuel commercial and recreational vehicles, our majority owned
subsidiary, Forza X1, Inc., is designing and developing a line of
electric-powered catamaran boats ranging in size from 18-feet to 28-feet.
Forza's initial two models, the FX1 Dual Console and FX1 Center Console, are
being designed to be 24-foot in length, have an 8' beam or width and utilize a
catamaran hull surface to reduce drag and increase run times. The initial launch
of FX1 will include our proprietary single electric outboard motor. Our electric
boats are being designed as fully integrated electric boats including the hull,
outboard motor and control system. To date, we have completed the design of the
25-foot FX1 dual console model, including hull, deck and small parts. This
design has gone from an intellectual concept in CAD to fiberglass and foam
plugs, fiberglass molds and, finally, working boat parts in just over one year.
On October the 28th, the running surface of the boat and all major components
were tested successfully for several hours on the Indian River Lagoon in Fort
Pierce, Florida. While the motor and control systems have been successfully
trialed previously, this was the first voyage thatincludedall major components,
production batteries, fully functioning "alpha"engine design, control system -
including 22"Garmin screen, and Osmosis telematics unit. The performance of the
boat exceeded all expectations and will provide a great baseline for
improvements, iterations, and design enhancements. We anticipate revenues from
the sale of these fully integrated electric boats and motors to commence in late
2023. Forza X1 will continue to build prototype engines and boats for the next
six to nine months.



                                       19





Through the first nine months of 2022, we continued to experience strong sales
for our products. Our company's objectives have been to add new, larger boat
models to our GFX lineup, expand our dealers and distribution network, and
increase unit production to fulfill our customer and dealer orders. We have made
significant progress on all fronts in the first nine months ended September 30,
2022, we started production on our new 260GFX and we unveiled our 400GFX at our
dealer meeting in July of 2022, we have added to our dealer network, we now have
21 dealers and 26 locations. We have increased our production by 69%, for the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021, which has increased our net revenue up 119% for the nine
months ended September 30, 2022. For the three months ended September 30, 2022,
our net revenue increased 114% compared to the three months ended September 30,
2021. While net sales growth has been significant, the investments we are making
also increases our labor, operating, sales and general administration costs. Our
manufacturing process is labor intensive, and with the addition of new models to
our production line we have added staff and expanded our training program.

As we move forward, we anticipate our operating income to be moderate toward breakeven for our core gas-powered boat segment, however, our electric boat division will continue to incur losses as we continue to develop our fully integrated electric boats, which includes research and development efforts.





Recent Developments



On August 16, 2022, Forza issued and sold to ThinkEquity LLC, as the underwriter
in a firm commitment underwritten initial public offering (the "Forza IPO")
pursuant to the term of an underwriting agreement that it entered into with
ThinkEquity LLC on August 11, 2022 (the "Forza Underwriting Agreement") ,an
aggregate of 3,450,000 shares of Forza's common stock, par value $0.001 per
share, at an initial public offering price of $5.00 per share, for gross
proceeds of $17,250,000, before deducting underwriting discounts, commissions
and offering expenses. Pursuant to the Forza Underwriting Agreement, Forza also
issued to the underwriter warrants to purchase up to 172,500 shares of Common
Stock. After the Forza IPO, Forza was no longer a wholly owned subsidiary of the
Company.



On October 3, 2022, we issued and sold to ThinkEquity LLC, as the underwriter in
a firm commitment underwritten public offering (the "Offering") pursuant to the
term of an underwriting agreement that we entered into with ThinkEquity LLC on
September 28, 2022 (the "Underwriting Agreement"),an aggregate of 2,500,000
shares of our Common Stock at a public offering price of $2.75 per share, for
gross proceeds of $6,875,000, before deducting underwriting discounts,
commissions and offering expenses. Pursuant to the Underwriting Agreement, we
also issued to the underwriter warrants to purchase up to 143,750 shares of
Common Stock.



We continue adding new models to our lineup. We are now adding 3 new STX Sport
Tournament models and 4 new, completely unique, special models that we have been
designing and will be launching under a new boat brand named LFG Marine Group.
LFG Marine will be a 100% owned division within Twin Vee. These initial models
are geared more toward the freshwater market but can also be used and enjoyed in
the saltwater environment.

The LFG Marine Group will have its own website, its own marketing but the boats
will be designed, manufactured, and shipped from our Twin Vee, factory in Fort
Pierce, Florida to existing and new dealers. Our initial LFG models will include
a 25-foot muti hull center console, 25-foot dual console, 25-foot deck boat and
a new 22-foot single engine mono hull. All of these models are past the design
stage and the tooling is being completed. The 25-foot dual console is currently
being completed in the factory and should be in the water within 2-3 weeks. We
anticipate that revenue from LGF boat sales will begin in Q1 of 2023.



Results of Operations


Comparison of the Three Months Ended September 30, 2022 and 2021





The following table provides certain selected financial information for the
periods presented:



                                          Three Months Ended
                                            September 30,
                                        2022             2021            Change          % Change
Net sales                           $ 8,812,021      $ 4,118,246        4,693,775              114 %
Cost of products sold               $ 5,477,947      $ 2,508,170        2,969,777              118 %
Gross profit                        $ 3,334,074      $ 1,610,076        1,723,998              107 %
Operating expenses                  $ 4,191,034      $ 1,932,610        2,258,424              117 %
Operating loss                      $  (856,960 )    $  (322,534 )       (534,426 )            166 %
Net loss                            $  (877,109 )    $  (383,277 )       (503,832 )            131 %
Net loss per common share: Basic
and Diluted                         $     (0.10 )    $     (0.06 )          (0.04 )             64 %
Weighted average number of
common shares outstanding: Basic
and diluted                           7,013,478        6,282,700




Net Sales and Cost Sales



Our net sales increased $4,693,775, or 114% to $8,812,021 for the three months
ended September 30, 2022 from $4,118,246 for the three months ended September
30, 2021. This increase was due to an increase in the number of boats sold
during the three months ended September 30, 2022. The number of our boats sold
during the three months ended September 30, 2022 increased 65% over the three
months ended September 30, 2021, due to our increased production plan, enabling
us to produce more boats during the quarter. Additionally, we have increased our
sale prices and reduced discounts and rebates, to help offset the increases in
operating expenses described below, in addition to increased costs of product
parts and components and our increased inventory that we are maintaining to
protect against supply chain shortages.



                                       20





Gross Profit


Gross profits increased by $1,723,998, or 107% to $3,334,074 for the three months ended September 30, 2022 from $1,610,076 for the three months ended September 30, 2021. Gross profit as a percentage of sales, for the three months ended September 30, 2022 and 2021 was 38% and 39% respectively.





Total Operating Expenses



Our total operating expenses for the three months ended September 30, 2022 and
2021 were $4,191,034 and $1,932,610 respectively. Operating expenses as a
percentage of sales were 48% compared to 47% in the prior year. Our total
operating expenses, for our gas-powered boat segment, for the three months ended
September 30, 2022 and 2021 were $3,210,921 and $1,850,513 respectively. Our
gas-powered segment, operating expenses as a percentage of sales were 36%
compared to 45% in the prior year, showing a 9% improvement quarter over
quarter. Our total operating expenses, for Forza, our electric powered boat and
development segment, for the three months ended September 30, 2022 and 2021

were
$979,584 and $0 respectively.



Selling, general and administrative expenses increased by approximately 38%, or
$194,339 to $707,321 for the three months ended September 30, 2022, compared to
$512,982 for the three months ended September 30, 2021. A significant portion of
this increase, $101,724 was due increased costs in liability and workman's
compensation insurance. These insurance charges increase based on your
employment level and sales revenue, both of which, have increased significantly
quarter over quarter. Another $42,551 was due to Forza now carrying cost of
being publicly traded. Our sales and marketing expenses for the quarter
increased $40,188, the majority of this increase was due to hosting a dealer
meeting in 2023, which we did not due in 2022. Our travel expense increased
approximately $26,662, this is due to Forza's remote workforce being required to
travel for development and testing.



Salaries and wages related expenses increased by approximately 137%, or
$1,669,801 to $2,891,863 for the three months ended September 30, 2022, compared
to $1,222,062 for the three months ended September 30, 2021. Of the increase in
salaries and wages of $1,216,037 was the result of aggressively ramping up of
production, which required increasing our production staff and adding mid-level
staff, as well as the staffing of our Forza segment, which account for $698,967
of the increase. Included in salaries and wage related expenses for the three
months ended September 30, 2022 was stock based compensation expense of $287,607
due to the issuance of options to employees. We have added a full package of
benefits for our employees, in order to retain our quality employees, which
resulted in an increase in salaries and wages of $90,113. The remaining increase
in salaries and wages during the three months ended September 30, 2022 is
associated with taxes.



Research and design expenses increased by $222,845 to $283,936 for the three months ended September 30, 2022, from $61,091 for the three months ended September 30, 2021. Part of the use of proceeds from our IPO, was the development of an electric boat and an electric motor.





Professional fees increased by 28%, or $29,927 to $135,311 for the three months
ended September 30, 2022, compared to $105,384 for the three months ended 2021.
This increase was also due to the additional costs we incurred associated with
Forza being public. We engaged the services of an outside financial consultant,
as well as an audit firm for quarterly reporting and SEC legal counsel to
fulfill our public company reporting obligations.



Depreciation and amortization expense increased by 455%, or $141,511 to $172,602
for the three months ended September 30, 2022, compared to $31,091 for the three
months ended 2021. This increase is due to the addition of fixed assets,
primarily molds, to increase our production levels and throughput.



Our other (expenses) decreased by 50%, or $30,594 to an expense of $30,149 for
the three months ended September 30, 2022, compared to $60,743 for the three
months ended, 2021. Our interest income increased for the quarter by 30,958,
compared to 2021, accounting for the change.



                                       21





Net Loss



Net loss for the three months ended September 30, 2022 was $887,109, compared to
$383,277 for the three months ended September 30, 2021. Our electric segment,
which does not generate any revenue, at this time, incurred a loss of
$1,042,663, for the three months ended September 30, 2022, related to research
and design. Our gas-powered segment had income of $160,025 for the three months
ended September 30, 2022. Basic and dilutive loss per share of common stock for
the three months ended September 30, 2022, was ($0.10) compared to ($0.06) for
the three months ended September 30, 2021.



Comparison of the Nine Months Ended September 30, 2022 and 2021





                                           Nine months Ended
                                             September 30,
                                         2022              2021             Change          % Change
Net sales                           $ 23,217,634      $ 10,623,460        12,594,174             119 %

Cost of products sold               $ 14,001,994      $  6,209,334
7,792,660             125 %
Gross profit                        $  9,215,640      $  4,414,126         4,801,514             109 %
Operating expenses                  $ 11,592,732      $  4,698,831         6,893,901             147 %
Loss from operations                $ (2,377,092 )    $   (284,705 )      (2,092,387 )           735 %
Other income (expense)              $    240,116      $    (84,228 )         324,344            (385 %)
Net loss                            $ (2,617,208 )    $   (200,477 )      (2,416,731 )         1,205 %
Basic and dilutive loss per
share of common stock               $      (0.37 )    $      (0.04 )           (0.33 )           789 %
Weighted average number of
shares of common stock
outstanding                            7,004,542         4,769,200




Net Sales and Cost Sales



Our net sales increased by $12,594,174, or 119% to $23,217,634 for the nine
months ended September 30, 2022 from $10,623,460 for the nine months ended
September 30, 2021. We attribute the large increase due to strong demand for our
product, coupled with our increase in production. The number of our boats sold
during the nine months ended September 30, 2021 increased 69% over the number of
our boats sold during the nine months ended September 30, 2021, due to our
increased production plan that we focused on since the third quarter of 2021.
Additionally, we have increased our sale prices and reduced discounts and
rebates and introduced new larger models to help offset the increases in
operating expenses described below, in addition to increased costs of product
parts and components and our increased inventory that we are maintaining to
protect against supply chain shortages. Our average revenue per unit for the
nine months ended September 30, 2022 increased approximately 35% over revenue
per unit for the nine months ended September 30, 2021.



Gross Profit



Gross profit increased by $4,801,514 or 109% to 9,215,640 for the nine months
ended September 30, 2022 from $4,414,126 for the nine months ended September 30,
2021. Gross profit as a percentage of net sales for the nine months ended
September 30, 2022, was 40% as compared to 42% for the same period in fiscal
2021.



                                       22





Total Operating Expenses



Our total operating expenses for the nine months ended September 30, 2022 and
2021 were $11,592,732 and $4,698,831 respectively. Operating expenses as a
percentage of sales were 50% compared to 44% in the prior year. Our total
operating expenses, for our gas-powered boat segment, for the nine months ended
September 30, 2022 and 2021 were $9,520,918 and $4,581,634 respectively. Our
gas-powered segments, operating expenses as a percentage of sales were 41%
compared to 43% in the prior year, showing a 2% improvement quarter over
quarter. Our total operating expenses, for Forza, our electric powered boat and
development segment, for the nine months ended September 30, 2022 and 2021 were
$2,037,307 and $1,046,129 respectively. Forza operating expenses as a percentage
of consolidated sales were 9%.



Selling, general and administrative expenses increased by 86% or $936,804 to
$2,027,387 for the nine months ended September 30, 2022, from $1,090,583. A
significant portion of the increase, $405,191, resulted from expenses incurred
in connection with being a publicly traded company, which we did not incur for
the majority of the prior period. Our insurance increased by $223,977 over the
prior period, due to our increased wages and sales level. Our state taxes
increased by $122,769. Our advertising and marketing increased $46,527,
primarily due to hosting a dealer sales meeting in 2022, which we did not host
in 2021, over concerns regarding Covid. We also have experienced moderate
increases several accounts totaling $49,880 of the increase. Selling, general
and administrative expenses associated specifically to Forza, our electric boat
and development segment, totaled $267,657.



Salaries and wage related expenses increased by 148% or $4,741,478 to $7,938,954
for the nine months ended September 30, 2022 from $3,197,476 for the nine months
ended September 30, 2021. We have been aggressively working on increasing
production, and this included increasing our production staff as well as adding
mid-level staff, resulting in an increase of $3,365,308 of additional salaries
and wage expense for the nine months ended September 30, 2022 as compared to for
the nine months ended September 30, 2021, $698,967 can be directly associated
with Forza, for our electric boat and development segment. Included in salaries
and wage related expenses for the nine months ended September 30, 2022 was stock
based compensation expense of $814,330 due to the issuance of options to
employees, $158,705 was directly associated with Forza, for our electric boat
and development segment. We have added a full package of benefits for our
employees, to retain our quality employees, which resulted in an increase of
$315,566. The remaining increase of salaries and wages related expenses during
the nine months ended September 30, 2022 is associated with taxes and benefits.



Research and design expenses, for Forza, our electric boat and development
segment, for the nine months ended September 30, 2022, and 2021 were $680,288
and $61,091, respectively. Part of the use of proceeds from our IPO, was the
development of an electric boat and an electric motor.



Professional fees for the nine months ended September 30, 2022 and 2021 were
$573,592 compared to $217,591, respectively. This increase is also due to the
expenses incurred from being a public company. We engaged the services of an
outside financial consultant, as well as an audit firm for quarterly reporting
and SEC legal counsel in order to fulfill our public company reporting
obligations.



Depreciation and amortization expenses for the nine months ended September 30,
2022 and 2021 were $372,511 and $132,089, respectively. This increase is due to
the addition of fixed assets, primarily molds, to increase our production levels
and throughput.



Our other expenses increased by 385%, or $324,344 to $240,116 for the nine
months ended September 30, 2022, compared to other income of $84,228 for the
nine months ended September 30, 2021. The majority of the increase was due to a
net gain from insurance recoveries of $180,124, in 2021, which we did not
receive in 2022, an increase in interest expense of $50,966 and our net loss in
fair value of marketable securities was $150,569 compared to $10,576 during the
nine months ended September 30, 2021. The increase in expenses was also offset
by an increase of interest income of $63,883, and other income of $32,994.




                                       23





Net Loss



Net loss for the nine months ended September 30, 2022 was $2,617,208, compared
to $200,477 for the nine months ended September 30, 2021. Forza, which
represents our electric boat and development segment, which does not generate
any revenue, at this time, incurred a loss of $2,156,886, for the nine months
ended September 30, 2022, related to research and design. Our gas-powered
segment incurred a net loss of $393,697, or 1.7% of net sales, for the nine
months ended September 30, 2022. This loss was due to our aggressive ramp up in
production. Basic and dilutive loss per share of common stock for the nine
months ended September 30, 2022, was ($0.37) compared to ($0.04) for the nine
months ended September 30, 2021.



Liquidity and Capital Resources





The primary sources of funds for the nine months ended September 30, 2022 were
cash from operations and proceeds from our IPO, the Forza IPO and our follow on
offering consummated in October 2022. Forza raised gross proceeds of $17,250,000
from the Forza IPO and gross proceeds of $6,875,000 from our follow on offering
consummated in October 2022. Our primary use of cash was related to increasing
inventory levels to meet the high level of demand coupled with the current
supply chain challenges and our investment into our electric boat segment. With
uncertainty on component availability, prolonged lead time and rising prices, we
have been bringing in inventory far earlier than in previous years. With our
increased levels of inventory, increased revenues, and increased operating
costs, we have also experienced an increase in our accounts payable. Our
electric boat segment currently does not generate revenue and incurred a loss of
$2,156,886 for the nine months ended September 30, 2022.



To date, Twin Vee has spent approximately $2,500,00 on the funding of the
development on our electric boats. The proceeds raised from the initial public
offering of the common stock of Forza X1, will be used to build a manufacturing
facility, purchase equipment, inventory and working capital.



The following table provides selected financial data about us as of September 30, 2022 and December 31, 2021.





                             September 30,     December 31,
                                 2022              2021            Change        % Change
Cash and cash equivalents   $  19,975,562     $  6,975,302       13,000,260       186.4 %
Marketable securities       $   2,910,936     $  6,064,097       (3,153,161 )     (52.0 %)
Current assets              $  26,248,656     $ 13,073,346       13,175,310       100.8 %
Current liabilities         $   3,995,584     $  2,155,420        1,840,164        85.4 %
Working capital             $  22,253,072     $ 10,917,926       11,335,146       103.8 %




As of September 30, 2022, we had sufficient cash and cash equivalents to meet
ongoing expenses for at least twelve months from the date of the filing of this
Quarterly Report on Form 10-Q. Included in cash and cash equivalents for the
three and nine months ended September 30, 2022 is proceeds from the Forza IPO.
As of September 30, 2022, we had $22,886,498 of cash, cash equivalents and
marketable securities, total current assets of $26,248,656, and total assets of
$35,223,690. Our total liabilities were $5,444,979. Our total liabilities were
comprised of current liabilities of $3,995,584 which included accounts payable
and accrued liabilities of $2,465,968, due to affiliated companies of $115,043
and current portion of operating lease right of use liability of $387,993, and
long-term liabilities of $1,449,395. As of December 31, 2021, we had $13,039,399
of cash, cash equivalents and marketable securities, total current assets of
$13,073,346 and total assets of $20,599,184. Our total current liabilities were
$2,155,420 and total liabilities of $3,899,484 which included long-term
operating lease liabilities for the lease of our facility.



Accumulated deficit was $4,501,181 as of September 30, 2022 compared to accumulated deficit of $2,017,556 as of December 31, 2021.





                                       24





Our working capital increased by $11,335,146 to $22,253,072 as of September 30,
2022, compared to $10,917,926 on December 31, 2021, due primarily to the Forza
IPO.



We believe that our cash and cash equivalents will provide sufficient resources
to finance operations for the next 12 months. In addition to cash, cash
equivalents and marketable securities, we anticipate that we will be able to
rely, in part, on cash flows from operations in order to meet our liquidity and
capital expenditure needs in the next year as well as proceeds from our IPO.



Cash Flow



                                           Nine Months Ended
                                             September 30,
                                         2022              2021            $ Change          % Change
Cash used in operating
activities                          $ (2,584,381 )    $   (743,435 )      (1,840,946 )            248 %
Cash provided by (used in)
investing activities                $    688,423      $ (7,323,287 )       8,011,710             (109 %)
Cash provided by financing
activities                          $ 14,896,218      $ 16,153,814        (1,257,596 )             (8 %)
Net Change in Cash                  $ 13,000,260      $  8,087,092         4,913,168               61 %




                                             Years Ended
                                             December 31,
                                         2021             2020           $ Change         % Change
Cash provided by (used in)
operating activities                $ (1,947,539 )    $  364,648        (2,312,187 )          (634 %)
Cash used in investing
activities                          $ (8,037,264 )    $ (200,452 )      (7,836,812 )         3,910 %
Cash provided by financing
activities                          $ 16,068,289      $  512,046        15,556,243           3,038 %
Net Change in Cash                  $  6,975,302      $  891,816         6,083,486             682 %



Cash Flow from Operating Activities





For the nine months ended September 30, 2022, net cash flows used in operating
activities was $2,584,381 compared to $743,435 during the nine months ended
September 30, 2021. We have increased inventory levels by $2,593,469, due to
supply chain delays that continue to impact lead time and parts availability,
this is further emphasized by our production ramp up. Accounts payable decreased
$726,795. Our accrued liabilities decreased $81,498, primarily due to accrued
rebate being paid out. Our net loss from operation was $2,617,208, was decreased
by non-cash expenses of $1,236,831, primarily due to stock-based compensation of
$814,330, change of right-of-use asset and lease liabilities of $286,271, loss
on disposal of assets of $49,990, net change in fair value of marketable
securities of $150,569 and depreciation of $372,511.



                                       25




Cash Flow from Investing Activities





During the nine months ended September 30, 2022, we provided $688,423 in
investment activities, compared to $7,323,287 used during the nine months ended
September 30, 2021. We invested $2,394,169 in the purchase of property and
equipment, primarily for new model boat molds of approximately $1,437,000,
leasehold improvements of approximately $173,000, new production equipment of
approximately $591,000, and new computers, software and furniture of
approximately $66,000. We had proceeds from the sale of property of
approximately $80,000, and proceeds from the sale of marketable securities

of
$3,002,592.


Cash Flows from Financing Activities





For the nine months ended September 30, 2022, net cash provided by financing
activities was approximately $14,896,218, compared to $16,153,814 for the nine
months ended September 30, 2021. The cash flow from financing activities for the
nine months ended September 30, 2022 included net proceeds of $15,231,350 from
the Forza IPO.



CRITICAL ACCOUNTING ESTIMATES



We believe that several accounting policies are important to understanding our
historical and future performance. We refer to these policies as "critical"
because these specific areas generally require us to make judgments and
estimates about matters that are uncertain at the time we make the estimate, and
different estimates-which also would have been reasonable-could have been used,
which would have resulted in different financial results.



Our management's discussion and analysis of financial condition and results of
operations is based on our condensed consolidated financial statements, which
have been prepared in accordance with U.S. GAAP. The preparation of our
condensed consolidated financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenue and
expenses and related disclosure of contingent assets and liabilities. On an
ongoing basis, we evaluate our estimates based on historical experience and make
various assumptions, which management believes to be reasonable under the
circumstances, which form the basis for judgments about the carrying values of
assets and liabilities that are not readily apparent from other sources. Actual
results may differ from these estimates under different assumptions or
conditions.



The notes to our condensed consolidated financial statements contained herein
contain a summary of our significant accounting policies. We consider the
following accounting policies critical to the understanding of the results

of
our operations:



Revenue Recognition



We account for revenue in accordance with Financial Accounting Standards Board
("FASB") Accounting Standards Codification ("ASC") Topic 606 which was adopted
at the beginning of fiscal year 2018 using the modified retrospective method. We
did not recognize any cumulative-effect adjustment to retained earnings upon
adoption as the effect was immaterial.



Payment received for the future sale of a boat to a customer is recognized as a
customer deposit, which is included in contract liabilities on the balance
sheet. Customer deposits are recognized as revenue when control over promised
goods is transferred to the customer.



Use of Estimates



The preparation of financial statements in conformity with accounting principles
generally accepted in the United States "U.S. GAAP" requires management to make
estimates and assumptions that affect the amounts reported in the financial
statements. Actual results could differ from those estimates. Included in those
estimates are assumptions about allowances for inventory obsolescence, useful
life of fixed assets, warranty reserves and bad-debt reserves.



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Inventories



Inventories are stated at the lower of cost or net realizable value using the
first-in, first-out (FIFO) method. Net realizable value is defined as sales
price less cost of completion, disposable and transportation and a normal profit
margin. Production costs, consisting of labor and overhead, are applied to
ending finished goods inventories at a rate based on estimated production
capacity. Excess production costs are charged to cost of products sold.
Provisions have been made to reduce excess or obsolete inventories to their

net
realizable value.


Impairment of Long-Lived Assets





Management assesses the recoverability of its long-lived assets when indicators
of impairment are present. If such indicators are present, recoverability of
these assets is determined by comparing the undiscounted net cash flows
estimated to result from those assets over the remaining life to the assets' net
carrying amounts. If the estimated undiscounted net cash flows are less than the
net carrying amount, the assets would be adjusted to their fair value, based on
appraisal or the present value of the undiscounted net cash flows.



Product Warranty Costs


As required by FASB ASC Topic 460, Guarantees, we are including the following disclosure applicable to our product warranties.


We accrue for warranty costs based on the expected material and labor costs to
provide warranty replacement products. The methodology used in determining the
liability for warranty cost is based upon historical information and experience.
Our warranty reserve is calculated as the gross sales multiplied by the
historical warranty expense return rate.



Leases



We adopted FASB Accounting Standards Update ("ASU") No. 2016-02, Leases ("Topic
842"), using the modified retrospective adoption method with an effective date
of January 1, 2019. This standard requires all lessees to recognize a
right-of-use asset and a lease liability, initially measured at the present
value of the lease payments.



Under Topic 842, we applied a dual approach to all leases whereby we are a
lessee and classify leases as either finance or operating leases based on the
principle of whether or not the lease is effectively a financed purchase by us.
Lease classification is evaluated at the inception of the lease agreement.




Paycheck Protection Program



U.S. GAAP does not contain authoritative accounting standards for forgivable
loans provided by governmental entities to a for-profit entity. Absent
authoritative accounting standards, interpretative guidance issued and commonly
applied by financial statement preparers allows for the selection of accounting
policies amongst acceptable alternatives. Based on the facts and circumstances,
we determined it most appropriate to account for the Paycheck Protection Program
("PPP") loan proceeds as an in-substance government grant by analogy to
International Accounting Standards 20 "(IAS 20)", Accounting for Government
Grants and Disclosure of Government Assistance. Under the provisions of IAS 20,
"a forgivable loan from government is treated as a government grant when there
is reasonable assurance that the entity will meet the terms for forgiveness of
the loan." IAS 20 does not define "reasonable assurance"; however, based on
certain interpretations, it is analogous to "probable" as defined in FASB ASC
Subtopic 450-20-20 under U.S. GAAP, which is the definition we have applied to
our expectations of PPP loan forgiveness. Under IAS 20, government grants are
recognized in earnings on a systematic basis over the periods in which we
recognize costs for which the grant is intended to compensate (i.e., qualified
expenses). Further, IAS 20 permits for the recognition in earnings either (1)
separately under a general heading such as other income, or (2) as a reduction
of the related expenses. We have elected to recognize government grant income
separately within other income to present a clearer distinction in its financial
statements between its operating income and the amount of net income resulting
from the PPP loan and forgiveness.



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Deferred Income Taxes and Valuation Allowance





We account for income taxes under ASC 740 "Income Taxes." Under the asset and
liability method of ASC 740, deferred tax assets and liabilities are recognized
for the future tax consequences attributable to differences between the
financial statements carrying amounts of existing assets and liabilities and
their respective tax bases. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or settled. The
effect on deferred tax assets and liabilities of a change in tax rates is
recognized in income in the period the enactment occurs. A valuation allowance
is provided for certain deferred tax assets if it is more likely than not that
we will not realize tax assets through future operations.



OFF-BALANCE SHEET ARRANGEMENTS

We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements, as defined under Securities and Exchange Commission rules.

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