rcrt_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: June 30, 2023

☐	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to _________:

Commission file number: 001-40563

RECRUITER.COM GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada		90-1505893
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

500 Seventh Avenue New York, New York		10018
(Address of principal executive offices)		(Zip Code)

Issuer’s telephone number (855) 931-1500

___________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

Common Stock Purchase Warrants

RCRT

RCRTW

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files) Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

As of August 13, 2023, the number of shares of the registrant’s common stock outstanding was 17,792,151.

		Page
		number

Part I - Financial Information
Item 1.	Consolidated Financial Statements (Unaudited)	3
	Consolidated Balance Sheets as of June 30, 2023 (unaudited) and December 31, 2022	3
	Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022	4
	Consolidated Statements of Changes in Stockholders’ Equity for the three and Six months ended June 30, 2023 and 2022	5
	Unaudited Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022	6
	Notes to Unaudited Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	46
Item 4.	Controls and Procedures	46

Part II - Other Information
Item 1.	Legal Proceedings	48
Item 1A.	Risk Factors	48
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	48
Item 3.	Defaults Upon Senior Securities	48
Item 4.	Mine Safety Disclosures	48
Item 5.	Other Information	48
Item 6.	Exhibits	49

Table of Contents

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements

Recruiter.com Group, Inc. and Subsidiaries

Consolidated Balance Sheets

	June 30,		December 31,
	2023		2022
	(Unaudited)
ASSETS

Current assets:
Cash	$	442,456	$	946,804
Accounts receivable, net of allowance for doubtful accounts of $1,558,728 and $1,446,613, respectively		1,398,670		3,189,816
Prepaid expenses and other current assets		265,810		255,548

Total current assets		2,106,936		4,392,168

Property and equipment, net of accumulated depreciation of $29,724 and $17,210, respectively		48,825		61,340
Intangible assets, net		1,945,264		2,578,692
Goodwill		7,101,084		7,101,084

Total assets	$	11,202,109	$	14,133,284

Liabilities and Stockholders' Equity

Current liabilities:
Accounts payable	$	1,392,436	$	1,569,814
Accrued expenses		879,241		911,386
Accrued compensation		214,286		410,957
Accrued interest		175,515		81,576
Deferred payroll taxes		2,484		2,484
Other liabilities		386,805		17,333
Loans payable - current portion, net of discount		4,230,479		3,700,855
Refundable deposit on preferred stock purchase		285,000		285,000
Warrant liability for puttable warrants		600,000		600,000
Deferred revenue		174,591		215,219

Total current liabilities		8,340,837		7,794,624

Loans payable - long term portion		1,001,310

SEC Form 10-Q filed by Recruiter.com Group Inc.