Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2024

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

For the transition period from _______ to _______

Commission file number: 001-37945

FLEXSHOPPER, INC.

(Exact name of registrant as specified in its charter)

Delaware

20-5456087

(State or Other Jurisdiction of

Incorporation or Organization)

(I.R.S. Employer

Identification No.)

901 Yamato Road, Suite 260, Boca Raton, Florida		33431
(Address of Principal Executive Offices)		(Zip Code)

(855) 353-9289

(Registrant’s Telephone Number, Including Area Code)

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, par value $0.0001 per share		FPAY		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, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “small reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Non-accelerated filer ☒
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 Exchange Act). Yes ☐ No ☒

As of August 6, 2024, the issuer had a total of 21,619,954 shares of common stock outstanding.

TABLE OF CONTENTS

		Page No.

Cautionary Statement About Forward-Looking Statements		ii

	PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40
Item 4.	Controls and Procedures	40

	PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	41
Item 1A.	Risk Factors	41
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	41
Item 3.	Defaults Upon Senior Securities	42
Item 4.	Mine Safety Disclosures	42
Item 5.	Other Information	42
Item 6.	Exhibits	42

Signatures		43

CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS

Certain information set forth in this report may contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the “safe harbor” created by that section. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “would,” “seek,” “intend,” “plan,” “goal,” “project,” “estimate,” “anticipate” “strategy,” “future,” “likely” or other comparable terms and references to future periods. All statements other than statements of historical facts included in this report regarding our strategies, prospects, financial condition, operations, costs, plans and objectives are forward-looking statements. Examples of forward-looking statements include, among others, statements we make regarding the expansion of our lease-to-own program, expectations concerning our partnerships with retail partners, investments in, and the success of, our underwriting technology and risk analytics platform, our ability to collect payments due from customers, expected future operating results, and expectations concerning our business strategy.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following:

	●	general economic conditions, including inflation, rising interest rates, and other adverse macro-economic conditions;

	●	the impact of deteriorating macro-economic environment, including bank defaults and closures on our customer’s ability to make the payment they owe our business and on our proprietary algorithms and decisioning tools used in approving customer to be indicative of customer’s ability to perform;

	●	our ability to obtain adequate financing to fund our business operations in the future;

	●	our ability to maintain compliance with financial covenants under our credit agreement;

	●	the failure to successfully manage and grow our FlexShopper.com e-commerce platform;

	●	our ability to compete in a highly competitive industry;

	●	our ability to attract and onboard a new bank partner that originates the loans in the bank partner loan model;

	●	our dependence on the success of our third-party retailers and our continued relationships with them;

	●	our relationship with the bank partner that originate the loans in the bank partner loan model;

	●	our compliance with various federal, state and local laws and regulations, including those related to consumer protection;

	●	the failure to protect the integrity and security of customer and employee information;

	●	our ability to attract and retain key executives and employees

	●	our ability to realize the deferred tax asset; and

	●	the other risks and uncertainties described in “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of our Annual Report on Form 10-K for the year ended December 31, 2023.

Any forward-looking statement made by us in this report is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise, except as may be required under federal securities law. We anticipate that subsequent events and developments will cause our views to change. You should read this report completely and with the understanding that our actual future results may be materially different from what we expect. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments we may undertake. We qualify all of our forward-looking statements by these cautionary statements.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

FLEXSHOPPER, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

	June 30,			December 31,
	2024			2023
	(Unaudited)
ASSETS
CURRENT ASSETS:
Cash	$	4,892,912		$	4,413,130
Lease receivables, net		57,151,127			44,795,090
Loan receivables at fair value		40,085,656			35,794,290
Prepaid expenses and other assets		4,452,164			3,300,677
Lease merchandise, net		25,856,542			29,131,440
Total current assets		132,438,401			117,434,627

Property and equipment, net		9,419,105			9,308,859
Right of use asset, net		1,142,104			1,237,010
Intangible assets, net		12,506,545			13,391,305
Other assets, net		2,459,908			2,175,215
Deferred tax asset, net		14,246,325			12,943,361
Total assets	$	172,212,388		$	156,490,377

LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	3,811,310		$	7,139,848
Accrued payroll and related taxes		381,929			578,197
Promissory notes to related parties, including accrued interest		174,096			198,624
Accrued expenses		3,763,725			3,972,397
Lease liability - current portion		263,111			245,052
Total current liabilities		8,394,171			12,134,118
Loan payable under credit agreement to beneficial shareholder, net of unamortized issuance costs of $1,332,712 at June 30, 2024 and $70,780 at December 31, 2023		117,483,978			96,384,220
Promissory notes to related parties, net of unamortized issuance costs of $420,558 at June 30, 2024 and $649,953 at December 31, 2023 and net of current portion		10,329,442			10,100,047
Loan payable under Basepoint credit agreement, net of unamortized issuance costs of $73,730 at June 30, 2024 and $92,964 at December 31, 2023		7,338,875			7,319,641
Lease liabilities, net of current portion		1,184,683			1,321,578
Total liabilities		144,731,149			127,259,604

STOCKHOLDERS’ EQUITY
Series 1 Convertible Preferred Stock, $0.001 par value - authorized 250,000 shares, issued and outstanding 170,332 shares at $5.00 stated value		851,660			851,660
Series 2 Convertible Preferred Stock, $0.001 par value - authorized 25,000 shares, issued and outstanding 21,952 shares at $1,000 stated value		21,952,000			21,952,000
Common stock, $0.0001 par value - authorized 40,000,000 shares, issued 21,988,711 shares at June 30, 2024 and 21,752,304 shares at December 31, 2023		2,200			2,176
Treasury shares, at cost- 346,258 shares at June 30, 2024 and 164,029 shares at December 31, 2023		(367,563	)		(166,757	)
Additional paid in capital		42,684,380			42,415,894
Accumulated deficit		(37,641,438	)		(35,824,200	)
Total stockholders’ equity		27,481,239			29,230,773
	$	172,212,388		$	156,490,377

The accompanying notes are an integral part of these condensed consolidated statements.

FLEXSHOPPER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

	For the three months ended June 30,						For the six months ended June 30,
	2024			2023			2024			2023

Revenues:
Lease revenues and fees, net	$	27,074,048		$	22,906,843		$	52,907,784		$	47,621,001
Loan revenues and fees, net of changes in fair value		3,314,375			1,625,193			10,645,652			7,696,810
Retail revenues		1,370,462			-			2,150,322			-
Total revenues		31,758,885			24,532,036			65,703,758			55,317,811

Costs and expenses:
Depreciation and impairment of lease merchandise		13,848,925			14,485,417			28,534,788			29,831,205
Loan origination costs and fees		896,040			1,655,424			1,717,867			3,489,051
Cost of retail revenues		1,059,098			-			1,670,302			-
Marketing		2,545,814			1,488,578			4,311,386			2,587,767
Salaries and benefits		4,224,614			2,976,008			8,308,533			5,702,898
Operating expenses		6,807,328			5,957,932			13,739,834			11,585,640
Total costs and expenses		29,381,819			26,563,359			58,282,710			53,196,561

Operating income/ (loss)		2,377,066			(2,031,323	)		7,421,048			2,121,250

Interest expense including amortization of debt issuance costs		(5,226,155	)		(4,568,557	)		(10,541,249	)		(9,099,884	)
Loss before income taxes		(2,849,089	)		(6,599,880	)		(3,120,201	)		(6,978,634	)
Benefit from income taxes		1,246,030			1,302,225			1,302,963			1,450,764
Net loss		(1,603,059	)		(5,297,655	)		(1,817,238	)		(5,527,870	)

Dividends on Series 2 Convertible Preferred Shares		(1,091,742	)		(992,493	)		(2,161,198	)		(1,964,726	)
Net loss attributable to common and Series 1 Convertible Preferred shareholders	$	(2,694,801	)	$	(6,290,148	)	$	(3,978,436	)	$	(7,492,596	)

Basic and diluted loss per common share:
Basic	$	(0.13	)	$	(0.29	)	$	(0.18	)	$	(0.34	)
Diluted	$	(0.13	)	$	(0.29	)	$	(0.18	)	$	(0.34	)

WEIGHTED AVERAGE COMMON SHARES:
Basic		21,469,720			21,752,304			21,527,869			21,751,807
Diluted		21,469,720			21,752,304			21,527,869			21,751,807

The accompanying notes are an integral part of these condensed consolidated statements.

FLEXSHOPPER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

For the six months ended June 30, 2024 and 2023

(unaudited)

	Series 1 Convertible Preferred Stock				Series 2 Convertible Preferred Stock				Common Stock				Treasury Stock					Additional Paid in			Accumulated
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount			Capital			Deficit			Total
Balance, January 1, 2024		170,332	$	851,660		21,952	$	21,952,000		21,752,304	$	2,176		164,029	$	(166,757	)	$	42,415,894		$	(35,824,200	)	$	29,230,773
Provision for compensation expense related to stock-based compensation		-		-		-		-		-		-		-		-			217,125			-			217,125
Purchases of treasury stock		-		-		-		-		-		-		5,418		(6,098	)		-			-			(6,098	)
Net loss		-		-		-		-		-		-		-		-			-			(214,179	)		(214,179	)
Balance, March 31, 2024		170,332	$	851,660		21,952	$	21,952,000		21,752,304	$	2,176		169,447	$	(172,855	)	$	42,633,019		$	(36,038,379	)	$	29,227,621
Provision for compensation expense related to stock-based compensation																			154,873						154,873
Vesting of performance share units, net of share withheld for employee taxes										236,407		24							(103,512	)					(103,488	)
Purchases of treasury stock														176,811		(194,708	)								(194,708	)
Net loss																						(1,603,059	)		(1,603,059	)
Balance, June 30, 2024		170,332		851,660		21,952		21,952,000		21,988,711		2,200		346,258		(367,563	)		42,684,380			(37,641,438	)		27,481,239

	Series 1 Convertible Preferred Stock				Series 2 Convertible Preferred Stock				Common Stock				Additional Paid in		Accumulated
	Shares		Amount		Shares		Amount		Shares		Amount		Capital		Deficit			Total
Balance, January 1, 2023		170,332	$	851,660		21,952	$	21,952,000		21,750,804	$	2,176	$	39,819,420	$	(31,590,583	)	$	31,034,673
Provision for compensation expense related to stock-based compensation		-		-		-		-		-		-		420,748		-			420,748
Exercise of stock options into common stock		-		-		-		-		1,500		-		1,185		-			1,185
Net loss		-		-		-		-		-		-		-		(230,215	)		(230,215	)
Balance, March 31, 2023		170,332	$	851,660		21,952	$	21,952,000		21,752,304	$	2,176	$	40,241,353	$	(31,820,798	)	$	31,226,391
Provision for compensation expense related to stock-based compensation		-		-		-		-		-		-		443,800		-			443,800
Extension of warrants		-		-		-		-		-		-		917,581		-			917,581
Net loss		-		-		-		-		-		-		-		(5,297,655	)		(5,297,655	)
Balance, June 30, 2023		170,332	$	851,660		21,952	$	21,952,000		21,752,304	$	2,176	$	41,602,734	$	(37,118,453	)	$	27,290,117

The accompanying notes are an integral part of these condensed consolidated statements.

FLEXSHOPPER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the six months ended June 30, 2024 and 2023

(unaudited)

	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(1,817,238	)	$	(5,527,870	)
Adjustments to reconcile net loss to net cash (used in)/ provided by operating activities:
Depreciation and impairment of lease merchandise		28,534,788			29,831,205
Other depreciation and amortization		4,698,213			3,710,703
Amortization of debt issuance costs		509,797			182,174
Amortization of discount on the promissory note related to acquisition		-			118,476
Compensation expense related to stock-based compensation		371,998			864,548
Provision for doubtful accounts		17,290,476			22,085,828
Deferred income tax		(1,302,963	)		(1,457,740	)
Net changes in the fair value of loans receivables at fair value		(4,898,876	)		837,048
Changes in operating assets and liabilities:
Lease receivables		(29,646,513	)		(25,773,184	)
Loans receivables at fair value		607,510			6,990,410
Prepaid expenses and other assets		(1,208,258	)		412,391
Lease merchandise		(25,259,890	)		(22,878,600	)
Purchase consideration payable related to acquisition		-			208,921
Lease liabilities		(19,329	)		(12,243	)
Accounts payable		(3,328,538	)		(2,506,724	)
Accrued payroll and related taxes		(196,268	)		(11,079	)
Accrued expenses		(233,202	)		(1,603,202	)
Net cash (used in)/ provided by operating activities		(15,898,293	)		5,471,062

CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment, including capitalized software costs		(3,207,307	)		(3,114,534	)
Purchases of data costs		(944,313	)		(343,428	)
Net cash used in investing activities		(4,151,620	)		(3,457,962	)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from loan payable under credit agreement		22,361,690			2,750,000
Repayment of loan payable under credit agreement		-			(2,795,000	)
Repayment of loan payable under Basepoint credit agreement		-			(1,500,000	)
Debt issuance related costs		(1,523,100	)		(115,403	)
Proceeds from exercise of stock options		-			1,185
Principal payment under finance lease obligation		(4,601	)		(4,917	)
Repayment of purchase consideration payable related to acquisition					(143,330	)
Tax payments associated with equity-based compensation transactions		(103,488	)		-
Purchase of treasury stock		(200,806	)		-
Net cash provided by/ (used in) financing activities		20,529,695			(1,807,465	)

INCREASE IN CASH		479,782			205,635

CASH, beginning of period		4,413,130			6,173,349

CASH, end of period	$	4,892,912		$	6,378,984

Supplemental cash flow information:
Interest paid	$	9,414,926		$	8,453,511
Noncash investing and financing activities
Due date extension of warrants	$	-		$	917,581

The accompanying notes are an integral part of these condensed consolidated statements.

FLEXSHOPPER, INC.

Notes To Condensed Consolidated Financial Statements

For the six months ended June 30, 2024 and 2023

(Unaudited)

1. BASIS OF PRESENTATION

The unaudited condensed consolidated interim financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X and in conformity with accounting principles generally accepted in the United States of America (“GAAP”) applicable to interim financial information. Accordingly, the information presented in the interim financial statements does not include all information and disclosures necessary for a fair presentation of FlexShopper, Inc.’s financial position, results of operations and cash flows in conformity with GAAP for annual financial statements. In the opinion of management, these financial statements reflect all adjustments consisting of normal recurring accruals, necessary for a fair statement of our financial position, results of operations and cash flows for such periods. The results of operations for any interim period are not necessarily indicative of the results for the full year. These financial statements should be read in conjunction with the financial statements and notes thereto contained in FlexShopper, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the SEC on April 1, 2024.

The condensed consolidated balance sheet as of December 31, 2023 contained herein has been derived from audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements.

Certain prior year/period amounts have been reclassified to conform to the current year presentation.

2. BUSINESS

FlexShopper, Inc. (the “Company”) is a corporation organized under the laws of the State of Delaware in 2006. The Company owns 100% of FlexShopper, LLC, a North Carolina limited liability company, owns 100% of FlexLending, LLC, a Delaware limited liability company, and owns 100% of Flex Revolution, LLC, a Delaware limited liability company. The Company is a holding corporation with no operations except for those conducted by its subsidiaries FlexShopper, LLC, FlexLending, LLC and Flex Revolution, LLC.

In January 2015, in connection with the Credit Agreement entered in March 2015 (see Note 8), FlexShopper 1 LLC and FlexShopper 2 LLC were organized as wholly owned Delaware subsidiaries of FlexShopper LLC to conduct operations. FlexShopper Inc, together with its subsidiaries, are hereafter referred to as “FlexShopper.”

FlexShopper, LLC provides durable goods to consumers on a lease-to-own basis (“LTO”). After receiving a signed consumer lease, the Company then funds the leased item by purchasing the item from the Company’s merchant partner and leasing it to the consumer. FlexShopper, LLC also sells products to other lenders that offer finance options in FlexShopper’s website.

FlexLending, LLC participates in a consumer finance program offered by a third-party bank partner. The third-party originates unsecured consumer loans through strategic sales channels. Under this program, FlexLending, LLC purchases a participation interest in each of the loans originated by the third-party.

Flex Revolution, LLC operates a direct origination model for consumers in 11 states. In the direct origination model, applicants who apply and obtain a loan through our platform are underwritten, approved, and funded directly by the Company.

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation - The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries after elimination of intercompany balances and transactions.

Estimates - The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates that 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 during the reporting periods. Actual results could differ from those estimates.

Segment Information - Operating segments are defined as components of an enterprise about which separate financial information is available between which resources are allocated by the chief operating decision maker. The Company’s chief operating decision maker is the Chief Executive Officer. The Company has one operating and reportable segment that includes all the Company’s financial services, which is consistent with the current organizational structure.

Cash and Cash Equivalents – The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains cash and cash equivalents with high-quality financial institutions, which at times exceed the Federal Deposit Insurance Corporation insurance limits. While the Company monitors daily the cash balances in its operating accounts and adjusts the balances as appropriate, these balances could be impacted if one or more of the financial institutions with which the Company deposits fails or is subject to other adverse conditions in the financial or credit markets. To date, the Company has experienced no loss or lack of access to its invested cash or cash equivalents; however, no assurance can be provided that access to invested cash and cash equivalents will not be impacted by adverse conditions in the financial and credit markets. As of June 30, 2024 and December 31, 2023, the Company had no cash equivalents.

Lease Revenue Recognition - Merchandise is leased to customers pursuant to lease purchase agreements which provide for weekly lease terms with non-refundable lease payments. Generally, the customer has the right to acquire title either through a 90-day same as cash option, an early purchase option, or through completion of all required lease payments, generally 52 weeks. On any current lease, customers have the option to cancel the agreement in accordance with lease terms and return the merchandise. Customer agreements are accounted for as operating leases with lease revenues recognized in the month they are due on the accrual basis of accounting. Revenue for lease payments received prior to their due date is deferred and is recognized as revenue in the period to which the payments relate. Revenues from leases and sales are reported net of sales taxes.

Retail Revenue Recognition – The Company sells products directly to other lenders that offer alternative solutions on FlexShopper’s website and make a profit on the product margin. The Company accounts for the Retail Revenue under ASC 606. The Company has a single performance obligation that is the delivery of the product, at which point control transfers. Revenue for the sale of products is recognized at the time of delivery.

Lease Receivables and Allowance for Doubtful Accounts - FlexShopper seeks to collect amounts owed under its leases from each customer on a weekly or biweekly basis by charging their bank accounts or credit cards. Lease receivables are principally comprised of lease payments currently owed to FlexShopper which are past due, as FlexShopper has been unable to successfully collect in the aforementioned manner and therefore the Company has an in-house and near-shore team to collect on the past due amounts. FlexShopper maintains an allowance for doubtful accounts, under which FlexShopper’s policy is to record an allowance for estimated uncollectible charges, primarily based on historical collection experience that considers both the aging of the lease and the origination channel. Other qualitative factors are considered in estimating the allowance, such as seasonality, underwriting changes and other business trends. We believe our allowance is adequate to absorb all expected losses. The lease receivables balances consisted of the following as of June 30, 2024 and December 31, 2023:

	June 30, 2024			December 31, 2023

Lease receivables	$	90,159,481		$	64,749,918
Allowance for doubtful accounts		(33,008,354	)		(19,954,828	)
Lease receivables, net	$	57,151,127		$	44,795,090

FlexShopper does not charge off any customer account until it has exhausted all collection efforts with respect to each account, including attempts to repossess items. Lease receivables balances charged off against the allowance were $2,230,263 and $4,236,950 for the three and six months ended June 30, 2024, respectively, and $13,757,036 and $32,728,807 for the three and six months ended June 30, 2023, respectively.

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	19,954,828		$	13,078,800
Provision		17,290,476			42,505,647
Accounts written off		(4,236,950	)		(35,629,619	)
Ending balance	$	33,008,354		$	19,954,828

Lease Merchandise, net - Until all payment obligations for ownership are satisfied under the lease agreement, the Company maintains ownership of the lease merchandise. Lease merchandise consists primarily of residential furniture, consumer electronics, computers, appliances and household accessories and is recorded at cost net of accumulated depreciation. The Company depreciates leased merchandise using the straight-line method over the applicable agreement period for a consumer to acquire ownership, generally twelve months with no salvage value. Upon transfer of ownership of merchandise to customers resulting from satisfaction of their lease obligations, the Company reflects the undepreciated portion of the lease merchandise as depreciation expense and the related cost and accumulated depreciation are removed from lease merchandise. For lease merchandise returned either voluntarily or through repossession, the Company provides an impairment reserve for the undepreciated balance of the merchandise net of any estimated salvage value with a corresponding charge to depreciation and impairment of lease merchandise. The cost, accumulated depreciation and impairment reserve related to such merchandise are written off upon determination that no salvage value is obtainable.

The net lease merchandise balances consisted of the following as of June 30, 2024 and December 31, 2023:

	June 30, 2024			December 31, 2023
Lease merchandise at cost	$	48,811,580		$	49,687,498
Accumulated depreciation and impairment reserve		(22,955,038	)		(20,556,058	)
Lease merchandise, net	$	25,856,542		$	29,131,440

Loan receivables at fair value – The Company elected the fair value option on its entire loan and loan participation receivables portfolio. As such, loan receivables are carried at fair value in the consolidated balance sheets with changes in fair value recorded in the consolidated statements of operations. Accrued and unpaid interest and fees are included in loan receivables at fair value in the consolidated balance sheets. Management believes the reporting of these receivables at fair value method closely approximates the true economics of the loan.

Interest and fees are discontinued when loan receivables become contractually 90 or more days past due. The Company charges-off loans at the earlier of when the loans are determined to be uncollectible or when the loans are 90 days contractually past due. Recoveries on loan receivables that were previously charged off are recognized when cash is received. Changes in the fair value of loan receivables include the impact of current period charge offs associated with these receivables.

The Company estimates the fair value of the loan receivables using a discounted cash flow analysis at an individual loan level to more accurately predict future payments. The Company adjusts expected cash flows for estimated losses and servicing costs over the estimated duration of the underlying assets. These adjustments are determined using historical data and include appropriate consideration of recent trends and anticipated future performance. Future cash flows are discounted using a rate of return that the Company believes a market participant would require. Model results may be adjusted by management if the Company does not believe the output reflects the fair value of the instrument, as defined under U.S. GAAP. The models are updated at each measurement date to capture any changes in internal factors such as nature, term, volume, payment trends, remaining time to maturity, and portfolio mix, as well as changes in underwriting or observed trends expected to impact future performance.

Further details concerning loan receivables at fair value are presented within “Fair Value Measurement” section in this Note.

Net changes in the fair value of loan receivables included in the consolidated statements of operations in the line “loan revenues and fees, net of changes in fair value” was a gain of $687,479 and $4,898,876 for the three and six months ended June 30, 2024, respectively, and a loss of $1,821,700 and $837,048 for the three and six months ended June 30, 2023, respectively.

Lease Accounting - The Company accounts for leases in accordance with Accounting Standards Codification (ASC) Topic 842 Leases (Topic 842). Under Topic 842, lessees are required to recognize leases at the commencement date as a lease liability, which is a lessee’s obligation to make lease payments arising from a lease measured on a discounted basis, and a right-to-use asset, which is an asset that represents the lessee’s right to use or control the use of a specified asset for the lease term. For more information on leases for which the Company is lessee, refer to Note 4 to the condensed consolidated financial statements. Under the same Topic, lessors are also required to classify leases. All customer agreements are considered operating leases, and the Company currently does not have any sales-type or direct financing leases as a lessor. An operating lease with a customer results in the recognition of lease income on a straight-line basis, while the underlying leased asset remains on the lessor’s balance sheet and continues to depreciate. The breakout of lease revenues and fees, net of lessor bad debt expense, that ties to the consolidated statements of operations is shown below:

	Three Months ended June 30,						Six Months ended June 30,
	2024			2023			2024			2023
Lease billings and accruals	$	34,686,893		$	32,501,656		$	69,971,769		$	66,756,740
Provision for doubtful accounts		(7,806,427	)		(10,847,413	)		(17,290,476	)		(22,085,828	)
Gain on sale of lease receivables		28,525			1,252,600			61,434			2,950,089
Lease placement collections		165,057			-			165,057			-
Lease revenues and fees	$	27,074,048		$	22,906,843		$	52,907,784		$	47,621,001

Deferred Debt Issuance Costs - Debt issuance costs incurred in conjunction with the Credit Agreement entered into on March 6, 2015 and subsequent amendments are offset against the outstanding balance of the loan payable and are amortized using the straight-line method over the remaining term of the related debt, which approximates the effective interest method. Amortization, which is included in interest expense, was $190,388 and $261,168 for the three and six months ended June 30, 2024, respectively, and $70,368 and $140,735 for the three and six months ended June 30, 2023, respectively.

Debt issuance costs incurred in conjunction with the subordinated Promissory Notes to related parties are offset against the outstanding balance of the loan payable and are amortized using the straight-line method over the remaining term of the related debt, which approximates the effective interest method. Amortization, which is included in interest expense, was $114,698 and $229,395 for the three and six months ended June 30, 2024, respectively, and $38,233 and $38,233 for the three and six months ended June 30, 2023, respectively.

Debt issuance costs incurred in conjunction with the Basepoint Credit Agreement entered into on June 7, 2023 are offset against the outstanding balance of the loan payable and are amortized using the straight-line method over the remaining term of the related debt, which approximates the effective interest method. Amortization, which is included in interest expense, was $9,617 and $19,234 for the three and six months ended June 30, 2024, respectively was $3,206 and $3,206 for the three and six months ended June 30, 2023, respectively.

Intangible Assets – Intangible assets consist of a patent on the Company’s LTO payment method at check-out for third party e-commerce sites and of assets acquired in connection with Revolution Transaction (See Note 14). The patent is stated at cost less accumulated amortization. Patent costs are amortized by using the straight-line method over the legal life, or if shorter, the useful life of the patent, which has been estimated to be ten years.

In the Revolution Transaction, the Company identified intangible assets for the franchisee contract-based agreements, the related non-compete agreements, the Liberty Loan brand, the non-contractual customer relationships associated with the corporate locations and the list of previous customers. The franchisee contract-based agreements relate to the assignment of agreements with Liberty Tax franchisees in which their locations and staff are used to assist in the origination and servicing of a loan portfolio in exchange for a share of the net revenue. In addition, there is non-compete embedded in these agreements. The Liberty Loan brand intangible asset relates to the value associated with the established brands acquired in the transaction that would otherwise need to be licensed. The non-contractual customer relationship intangible asset is the value of the customer relationships for the corporate stores acquired in the transaction. The customer list intangible asset relates to the value of valuable customers information that will be used to market additional products. The franchisee contract-based agreement, the Liberty Loan brand and the non-compete intangible assets are amortized on a straight-line basis over the expected useful life of the assets of ten years. The non-contractual customer relationship intangible asset is amortized on a straight-line basis over a five-year estimated useful life. The customer list is amortized on a straight-line basis over a three-year estimated useful life.

For intangible assets with finite lives, tests for impairment must be performed if conditions exist that indicate the carrying amount may not be recoverable. Intangible assets amortization expense was $442,426 and $884,760 for the three and six months ended June 30, 2024, respectively, and $443,059 and $886,118 for the three and six months ended June 30, 2023, respectively.

Property and Equipment - Property and equipment are recorded at cost less accumulated depreciation. Depreciation is recognized over the estimated useful lives of the respective assets on a straight-line basis, ranging from 2 to 7 years. Repairs and maintenance expenditures are expensed as incurred, unless such expenses extend the useful life of the asset, in which case they are capitalized. Depreciation and amortization expense for property and equipment was $1,561,352 and $3,097,061 for the three and six months ended June 30, 2024, respectively, and $1,207,069 and $2,370,418 for the three and six months ended June 30, 2023, respectively.

Software Costs – Costs related to developing or obtaining internal-use software incurred during the preliminary project and post-implementation stages of an internal use software project are expensed as incurred and certain costs incurred in the project’s application development stage are capitalized as property and equipment. The Company expenses costs related to the planning and operating stages of a website. Costs associated with minor enhancements and maintenance for the website are included in expenses as incurred. Direct costs incurred in the website’s development stage are capitalized as property and equipment. Capitalized software costs amounted to $1,221,579 and $2,505,268 for the three and six months ended June 30, 2024, respectively, and $1,227,024 and $2,522,838 for the three and six months ended June 30, 2023, respectively. Capitalized software amortization expense was $1,203,688 and $2,351,166 for the three and six months ended June 30, 2024, respectively, and $961,061 and $1,870,405 for the three and six months ended June 30, 2023, respectively.

Data Costs - The Company buys data from different vendors upon receipt of an application. The data costs directly used to make underwriting decisions are expensed as incurred. Certain data costs that are probable to provide future economic benefit to the Company are capitalized and amortized on a straight-line basis over their estimated useful lives. The probability to provide future economic benefit of the data cost assets is estimated based upon future usage of the information in different areas and products of the Company.

Capitalized data costs amounted to $479,871 and $944,313 for the three and six months ended June 30, 2024, respectively, and $174,346 and $343,428 for the three and six months ended June 30, 2023, respectively. Capitalized data costs amortization expense was $378,951 and $716,392 for the three and six months ended June 30, 2024, respectively, and $234,417 and $454,167 for the three and six months ended June 30, 2023, respectively.

Capitalized data costs net of its amortization are included in the condensed consolidated balance sheets in Other assets, net.

Impairment of Long-Lived Assets – We evaluate all long-lived assets, including intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amount of the related assets may not be recoverable by the undiscounted net cash flow they will generate. Impairment is recognized when the carrying amounts of such assets exceed their fair value. For the three and six months ended June 30, 2024 there were no impairments.

Operating Expenses - Operating expenses include corporate overhead expenses such as salaries, stock-based compensation, insurance, occupancy, and other administrative expenses.

Marketing Costs - Marketing costs, primarily consisting of advertising, are charged to expense as incurred. Direct acquisition costs, primarily consisting of commissions earned based on lease originations, are capitalized and amortized over the life of the lease.

Per Share Data - Per share data is computed by use of the two-class method as a result of outstanding Series 1 Convertible Preferred Stock, which participates in dividends with the common stock and accordingly has participation rights in undistributed earnings as if all such earnings had been distributed during the period (see Note 9). Under such method income available to common shareholders is computed by deducting both dividends declared or, if not declared, accumulated on Series 2 Convertible Preferred Stock from net income. Loss attributable to common shareholders is computed by increasing net loss by such dividends. Where the Company has a net loss, as the participating Series 1 Convertible Preferred Stock has no contractual obligation to share in the losses of the Company, there is no loss allocation between common stock and Series 1 Convertible Preferred Stock.

Basic earnings per common share is computed by dividing net income/(loss) available to common shareholders reduced by any dividends paid or declared on common and participating Series 1 Convertible Preferred Stock by the total of the weighted average number of common shares outstanding during the period.

Diluted earnings per share is based on the more dilutive of the if-converted method (which assumes conversion of the participating Series 1 Convertible Preferred Stock as of the beginning of the period) or the two-class method (which assumes that the participating Series 1 Convertible Preferred Stock is not converted) plus the potential impact of dilutive non-participating Series 2 Convertible Preferred Stock, options, performance share units and warrants. The dilutive effect of Series 2 Convertible Preferred Stock is computed using the if-converted method. The dilutive effect of options, performance share units and warrants are computed using the treasury stock method, which assumes the repurchase of common shares at the average market price during the period. Under the treasury stock method, options, performance share units and warrants will have a dilutive effect when the average price of common stock during the period exceeds the exercise price of options, performance share units or warrants. When there is a loss from continuing operations, potential common shares are not included in the computation of diluted loss per share since they have an anti-dilutive effect.

The following table reflects the number of common shares issuable upon conversion or exercise.

	June 30,
	2024		2023
Series 1 Convertible Preferred Stock		225,231		225,231
Series 2 Convertible Preferred Stock		5,845,695		5,845,695
Common Stock Options		4,397,447		5,435,572
Common Stock Warrants		2,255,184		2,255,184
Performance Share Units		937,499		1,250,000
		13,661,056		15,011,682

The following table sets forth the computation of basic and diluted earnings per common share for the six months ended June 30, 2024 and 2023:

	Six Months ended
	June 30,
	2024			2023
Numerator
Net loss	$	(1,817,238	)	$	(5,527,870	)
Series 2 Convertible Preferred Stock dividends		(2,161,198	)		(1,964,726	)
Net loss attributable to common and Series 1 Convertible Preferred Stock		(3,978,436	)		(7,492,596	)
Net income attributable to Series 1 Convertible Preferred Stock		-			-
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock		-			-
Net loss attributable to common shares- Numerator for basic EPS		(3,978,436	)	$	(7,492,596	)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends		-			-
Net loss attributable to common shares after assumed conversions- Numerator for diluted EPS		(3,978,436	)		(7,492,596	)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS		21,527,869			21,751,807
Effect of dilutive securities:
Series 2 Convertible Preferred Stock		-			-
Series 1 Convertible Preferred Stock		-			-
Common stock options and performance share units		-			-
Common stock warrants		-			-
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator diluted EPS		21,527,869			21,751,807
Basic EPS	$	(0.18	)	$	(0.34	)
Diluted EPS	$	(0.18	)	$	(0.34	)

The following table sets forth the computation of basic and diluted earnings per common share for the three months ended June 30, 2024 and 2023:

	Three Months ended
	June 30,
	2024			2023
Numerator
Net loss	$	(1,603,059	)	$	(5,297,655	)
Series 2 Convertible Preferred Stock dividends		(1,091,742	)		(992,493	)
Net loss attributable to common and Series 1 Convertible Preferred Stock		(2,694,801	)		(6,290,148	)
Net income attributable to Series 1 Convertible Preferred Stock		-			-
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock		-			-
Net loss attributable to common shares- Numerator for basic EPS		(2,694,801	)		(6,290,148	)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends		-			-
Net loss attributable to common shares after assumed conversions – Numerator for diluted EPS	$	(2,694,801	)	$	(6,290,148	)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS		21,469,720			21,752,304
Effect of dilutive securities
Series 2 Convertible Preferred Stock		-			-
Series 1 Convertible Preferred Stock		-			-
Common stock options and performance share units		-			-
Common stock warrants		-			-
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator for diluted EPS		21,469,720			21,752,304
Basic EPS	$	(0.13	)	$	(0.29	)
Diluted EPS	$	(0.13	)	$	(0.29	)

Stock-Based Compensation – The fair value of transactions in which the Company exchanges its equity instruments for employee and non-employee services (share-based payment transactions) is recognized as a compensation expense in the financial statements as services are performed.

Compensation expense for stock options is determined by reference to the fair value of an award on the date of grant and is recognized on a straight-line basis over the vesting period. The Company has elected to use the Black-Scholes-Merton (BSM) pricing model to determine the fair value of all stock option awards.

Compensation expense for performance share units is recognized on an accelerated basis over the vesting period based on the Company’s projected assessment of the level of performance that will be achieved and earned. The fair value of performance share units is based on the fair market value of the Company’s common stock on the date of grant (see Note 10).

Fair Value of Financial Instruments – The carrying value of certain financial instruments such as cash, lease receivable, and accounts payable approximate their fair value due to their short-term nature. The carrying value of loans payable under the Credit Agreement, under Basepoint Credit Agreement and under the promissory notes to related parties approximates fair value based upon their interest rates, which approximate current market interest rates.

The Company utilizes the fair value option on its entire loan receivables portfolio purchased from its bank partner and for the portfolio of loans directly acquired in the state licensed model.

Fair Value Measurements- The Company uses a hierarchical framework that prioritizes and ranks the market observability of inputs used in its fair value measurements. Market price observability is affected by a number of factors, including the type of asset or liability and the characteristics specific to the asset or liability being measured. Assets and liabilities with readily available, active, quoted market prices or for which fair value can be measured from actively quoted prices generally are deemed to have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. The Company classifies the inputs used to measure fair value into one of three levels as follows:

	●	Level 1: Quoted prices in active markets for identical assets or liabilities.

	●	Level 2: Inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable.

●

Level 3: Unobservable inputs for the asset or liability measured.

Observable inputs are based on market data obtained from independent sources, while unobservable inputs are based on the Company’s market assumptions. Unobservable inputs require significant management judgment or estimation.

The Company’s financial instruments that are measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023 is as follows:

	Fair Value Measurement Using						Carrying
Financial instruments – As of June 30, 2024 (1)	Level 1		Level 2		Level 3		Amount
Loan receivables at fair value	$	-	$	-	$	40,085,656	$	48,618,482

	Fair Value Measurement Using						Carrying
Financial instruments – As of December 31, 2023 (1)	Level 1		Level 2		Level 3		Amount
Loan receivables at fair value	$	-	$	-	$	35,794,290	$	48,076,705

(1)

For cash, lease receivable, and accounts payable the carrying amount is a reasonable estimate of fair value due to their short-term nature. The carrying value of loans payable under the Credit Agreement, the carrying value of loans payable under Basepoint Credit Agreement, and the carrying value of promissory notes to related parties approximates fair value based upon their interest rates, which approximate current market interest rates.

The Company primarily estimates the fair value of its loan receivables portfolio using discounted cash flow models. The models use inputs, such as estimated losses, servicing costs and discount rates, that are unobservable but reflect the Company’s best estimates of the assumptions a market participant would use to calculate fair value. Certain unobservable inputs may, in isolation, have either a directionally consistent or opposite impact on the fair value of the financial instrument for a given change in that input. An increase to the net loss rate, servicing cost, or discount rate would decrease the fair value of the Company’s loan receivables. When multiple inputs are used within the valuation techniques for loan receivables, a change in one input in a certain direction may be offset by an opposite change from another input.

The Company estimates the fair value of the promissory note related to acquisition using the discounted cash flow model. The model uses inputs including estimated cash flows and a discount rate.

The following describes the primary inputs to the discounted cash flow models that require significant judgement:

●

Estimated losses are estimates of the principal payments that will not be repaid over the life of the loans, net of the expected principal recoveries on charged-off receivables. FlexShopper systems monitor collections and portfolio performance data that are used to continually refine the analytical models and statistical measures used in making marketing and underwriting decisions. Leveraging the data at the core of the business, the Company utilizes the models to estimate lifetime credit losses for loan receivables. Inputs to the models include expected cash flows, historical and current performance, and behavioral information. Management may also incorporate discretionary adjustments based on the Company’s expectations of future credit performance.

●

Servicing costs – Servicing costs applied to the expected cash flows of the portfolio reflect the Company estimate of the amount investors would incur to service the underlying assets for the remainder of their lives. Servicing costs are derived from the Company internal analysis of our cost structure considering the characteristics of the receivables and have been benchmarked against observable information on comparable assets in the marketplace.

●

Discount rates – the discount rates utilized in the cash flow analyses reflect the Company estimates of the rates of return that investors would require when investing in financial instruments with similar risk and return characteristics.

For Level 3 assets carried at fair value measured on a recurring basis using significant unobservable inputs, the following table presents a reconciliation of the beginning and ending balances for the six months ended June 30, 2024 and the year ended December 31, 2023:

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	35,794,290		$	32,932,504
Purchases of loan participation		1,058,998			389,949
Obligation of loan participation		-			(12,931	)
Loan originations		26,200,446			57,554,746
Interest and fees⁽¹⁾		5,746,776			14,801,188
Collections		(32,554,732	)		(80,089,020	)
Net charge off ⁽¹⁾		(2,411,225	)		(11,041,155	)
Net change in fair value⁽¹⁾		6,251,103			21,259,009
Ending balance	$	40,085,656		$	35,794,290

(1)	Included in loan revenues and fees, net of changes in fair value in the condensed consolidated statements of operations

For Level 3 assets carried at fair value measured on a recurring basis using significant unobservable inputs, the following table presents quantitative information about the inputs used in the fair value measurement as of June 30, 2024 and December 31, 2023:

	June 30, 2024									December 31, 2023
	Minimum			Maximum			Weighted Average⁽²⁾			Minimum			Maximum			Weighted Average
Estimated losses⁽¹⁾		0	%		92.4	%		21.4	%		0	%		92.5	%		28.9	%
Servicing costs		-			-			4.4	%		-			-			4.7	%
Discount rate		-			-			20.5	%		-			-			20.1	%

(1)	Figure disclosed as a percentage of outstanding principal balance.
(2)	Unobservable inputs were weighted by outstanding principal balance, which are grouped by origination channel.

Other relevant data as of June 30, 2024 and December 31, 2023 concerning loan receivables at fair value are as follows:

	June 30, 2024		December 31, 2023
Aggregate fair value of loan receivables that are 90 days or more past due	$	33,104,613	$	27,828,083
Unpaid principal balance of loan receivables that are 90 days or more past due		42,613,754		41,208,009
Aggregate fair value of loan receivables in non-accrual status		33,119,327		27,764,926

Income Taxes – Deferred tax assets and liabilities are determined based on the estimated future tax effects of net operating loss carryforwards and temporary differences between the tax bases of assets and liabilities and their respective financial reporting amounts measured at the current enacted tax rates. The Company records a valuation allowance for its deferred tax assets when management concludes that it is not more likely than not that such assets will be recognized.

The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. As of June 30, 2024, the Company had not recorded any unrecognized tax benefits. Interest and penalties related to liabilities for uncertain tax positions will be charged to interest and operating expenses.

4. LEASES

Refer to Note 3 to these condensed consolidated financial statements for further information about the Company’s revenue generating activities as a lessor. All the Company’s customer agreements are considered operating leases, and the Company currently does not have any sales-type or direct financing leases as a lessor.

Lease Commitments

In January 2019, FlexShopper entered into a 108-month lease with an option for one additional five-year term for 21,622 square feet of office space in Boca Raton, FL to accommodate FlexShopper’s business and its employees. The monthly rent for this space is approximately $31,500 with annual three percent increases throughout the initial 108-month lease term beginning on the anniversary of the commencement date, which was September 18, 2019.

In September 2021, FlexShopper entered into a 12-month lease for an office space for approximately 18 people at the Battery at SunTrust Park at Georgia, Atlanta mainly to expand the sales team. This lease was renewed for another twelve-month period with a monthly rent of approximately $8,800. This lease is accounted for under the practical expedient for leases with initial terms for 12 months or less, and as such no related right of use asset or liability was recorded.

As part of the Revolution Transaction (See Note 14), 22 storefront lease agreements were acquired by FlexShopper. Some of those stores were closed or transferred to franchisees after the Revolution Transaction. As of June 30, 2024, 34 storefront lease agreements belong to FlexShopper. The stores are located in Alabama, Idaho, Michigan, Mississippi, Nevada, and Oklahoma and are used to offer finance products to customers. The monthly average rent for these stores is approximately $1,800 per month. These leases are accounted for under the practical expedient for leases with initial terms for 12 months or less, and as such no related right of use asset or liability was recorded.

The Company determines if an arrangement is a lease at inception. Operating lease assets and liabilities are included in the Company’s condensed consolidated balance sheets within the Right of use asset, net, Lease liability- current portion and Lease liabilities, net of current portion.

Supplemental balance sheet information related to leases is as follows:

	Balance Sheet Classification	June 30, 2024		December 31, 2023
Assets
Operating Lease Asset	Right of use asset, net	$	1,142,104	$	1,233,538
Finance Lease Asset	Right of use asset, net		-		3,472
Total Lease Assets		$	1,142,104	$	1,237,010

Liabilities
Operating Lease Liability – current portion	Current Lease Liabilities	$	263,104	$	240,444
Finance Lease Liability – current portion	Current Lease Liabilities		7		4,608
Operating Lease Liability – net of current portion	Long Term Lease Liabilities		1,184,683		1,321,578
Total Lease Liabilities		$	1,447,794	$	1,566,630

Operating lease assets and liabilities are recognized at the present value of the future lease payments at the lease commencement date. The Company uses its incremental borrowing rate as the discount rate for its leases, as the implicit rate in the lease is not readily determinable. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. Operating lease assets also include any prepaid lease payments and lease incentives. The lease terms include periods under options to extend or terminate the lease when it is reasonably certain that the Company will exercise the option. The Company generally uses the base, non-cancelable, lease term when determining the lease assets and liabilities. Under the short-term lease exception provided within ASC 842, the Company does not record a lease liability or right-of-use asset for any leases that have a lease term of 12 months or less at commencement.

Below is a summary of the weighted-average discount rate and weighted-average remaining lease term for the Company’s leases:

	Weighted Average Discount Rate			Weighted Average Remaining Lease Term (in years)
Operating Leases		13.03	%		4
Finance Leases		13.39	%		-

Operating lease expense is recognized on a straight-line basis over the lease term within operating expenses in the Company’s condensed consolidated statements of operations. Finance lease expense is recognized over the lease term within interest expense and amortization in the Company’s condensed consolidated statements of operations. The Company’s total operating and finance lease expense all relate to lease costs amounted to $98,993 and $198,097 for the three and six months ended June 30, 2024, respectively, and $97,367 and $194,623 for the three and six months ended June 30, 2023, respectively.

Supplemental cash flow information related to operating leases is as follows:

	Six Months ended
	June 30,
	2024		2023
Cash payments for operating leases	$	212,938	$	206,736
Cash payments for finance leases		4,782		4,782

Below is a summary of undiscounted operating lease liabilities as of June 30, 2024. The table also includes a reconciliation of the future undiscounted cash flows to the present value of the operating lease liabilities included in the condensed consolidated balance sheet.

	Operating Leases
2024		217,197
2025		443,038
2026		456,330
2027		470,019
2028 and thereafter		303,574
Total undiscounted cash flows		1,890,158
Less: interest		(442,371	)
Present value of lease liabilities	$	1,447,787

Below is a summary of undiscounted finance lease liabilities as of June 30, 2024. The table also includes a reconciliation of the future undiscounted cash flows to the present value of the finance lease liabilities included in the condensed consolidated balance sheet.

	Finance Leases
2024		7
Total undiscounted cash flows		7
Less: interest		-
Present value of lease liabilities	$	7

5. PROPERTY AND EQUIPMENT

Property and equipment consist of the following:

	Estimated Useful Lives	June 30, 2024			December 31, 2023
Furniture, fixtures and vehicle	2-5 years	$	395,867		$	395,868
Website and internal use software	3 years		28,291,589			25,786,321
Computers and software	3-7 years		5,465,155			4,763,115
			34,152,611			30,945,304
Less: accumulated depreciation and amortization			(24,733,506	)		(21,636,445	)
		$	9,419,105		$	9,308,859

Depreciation and amortization expense for property and equipment was $1,561,352 and $3,097,061 for the three and six months ended June 30, 2024, respectively, and $1,207,069 and $2,370,418 for the three and six months ended June 30, 2023, respectively.

6. INTANGIBLE ASSETS

The following table provides a summary of our intangible assets:

	June 30, 2024
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Patent	10 years	$	30,760	$	(30,760	)	$	-
Franchisee contract-based agreements	10 years		12,744,367		(2,017,840	)		10,726,527
Liberty Loan brand	10 years		340,218		(53,823	)		286,395
Non-compete agreements	10 years		86,113		(13,752	)		72,361
Non contractual customer relationships	5 years		1,952,371		(618,396	)		1,333,975
Customer list	3 years		184,825		(97,538	)		87,287
		$	15,338,654	$	(2,832,109	)	$	12,506,545

	December 31, 2023
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Patent	10 years	$	30,760	$	(30,760	)	$	-
Franchisee contract-based agreements	10 years		12,744,367		(1,380,638	)		11,363,729
Liberty Loan brand	10 years		340,218		(36,855	)		303,363
Non-compete agreements	10 years		86,113		(9,334	)		76,779
Non contractual customer relationships	5 years		1,952,371		(423,020	)		1,529,351
Customer list	3 years		184,825		(66,742	)		118,083
		$	15,338,654	$	(1,947,349	)	$	13,391,305

Depreciation and amortization expense for intangible assets was $442,426 and $884,760 for the three and six months ended June 30, 2024, respectively, and $443,059 and $886,118 for the three and six months ended June 30, 2023, respectively.

As of June 30, 2024, future estimated amortization expense related to identifiable intangible assets over the next five years is set forth in the following table:

	Amortization Expense
2024 (six months remaining)		884,580
2025		1,764,026
2026		1,707,552
2027		1,675,012
2028		1,317,072
Total	$	7,348,242

7. PROMISSORY NOTES-RELATED PARTIES

122 Partners Note- On January 25, 2019, FlexShopper, LLC (the “Promissory Note Borrower”) entered into a subordinated debt financing letter agreement with 122 Partners, LLC, as lender, pursuant to which the Promissory Note Borrower issued a subordinated promissory note to 122 Partners, LLC (the “122 Partners Note”) in the principal amount of $1,000,000. H. Russell Heiser, Jr., FlexShopper’s Chief Executive Officer, is a member of 122 Partners, LLC. On March 30, 2023, the Promissory Note Borrower executed a fourth amendment to the 122 Partners Note such that the maturity date of the 122 Partners Note was extended from April 1, 2023 to October 1, 2023. On September 6, 2023, the Promissory Note Borrower paid all the principal and interest outstanding as of that date.

Interest paid for the 122 Partner Note was $53,346 and $105,988 for the three and six months ended June 30, 2023, respectively.

Interest expensed for the 122 Partner Note $53,346 and $105,022 for the three and six months ended June 30, 2023, respectively.

NRNS Note- FlexShopper LLC (the “Promissory Note Borrower”) previously entered into letter agreements with NRNS Capital Holdings LLC (“NRNS”), the manager of which is the Chairman of the Company’s Board of Directors, pursuant to which the Promissory Note Borrower issued subordinated promissory notes to NRNS (the “NRNS Note”) in the total principal amount of $3,750,000. Payment of principal and accrued interest under the NRNS Note was due and payable by the Promissory Note Borrower on June 30, 2021 and the Promissory Note Borrower can prepay principal and interest at any time without penalty. At June 30, 2024, amounts outstanding under the NRNS Note bear interest at a rate of 19.44%. Obligations under the NRNS Note are subordinated to obligations under the Credit Agreement. The NRNS Note is subject to customary representations and warranties and events of default. If an event of default occurs and is continuing, the Promissory Note Borrower may be required to repay all amounts outstanding under the NRNS Note. Obligations under the NRNS Note are secured by substantially all of the Promissory Note Borrower’s assets, subject to rights of the lenders under the Credit Agreement. On March 22, 2021, the Promissory Note Borrower executed an amendment to the NRNS Note such that the maturity date was extended to April 1, 2022. On February 2, 2022, the Promissory Note Borrower executed another amendment to the NRNS Note. This last amendment extended the maturity date from April 1, 2022 to July 1, 2024 and increased the credit commitment from $3,750,000 to $11,000,000.

On June 29, 2023, the Company, the Promissory Note Borrower, NRNS, Mr. Heiser and PITA Holdings, LLC (“PITA”) entered into an Amendment to Subordinated Debt and Warrants to Purchase Common Stock (the “Amendment”), pursuant to which, among other things, the parties agreed to extend the maturity date of the NRNS Note from July 1, 2024 to July 1, 2025. In order to induce NRNS to enter into the Amendment, the Company extended the expiration date of certain warrants (See Note 9). The cost of the warrant modification was $917,581 and was recorded as a deferred debt cost of NRNS note. No other changes were made to such NRNS Note.

Interest paid for the NRNS Note was $547,717 and $1,130,537 for the three and six months ended June 30, 2024, respectively, and $573,466 and $1,139,375 for the three and six months ended June 30, 2023, respectively.

Interest expensed for the NRNS Note was $523,415 and $1,106,010 for the three and six months ended June 30, 2024, respectively, and $573,466 and $1,128,987 for the three and six months ended June 30, 2023, respectively.

Amounts payable under the promissory notes are as follows:

	Debt Principal		Interest
2024	$	-	$	174,096
2025	$	10,750,000	$	-

8. LOAN PAYABLE UNDER CREDIT AGREEMENT

On March 6, 2015, FlexShopper, through a wholly-owned subsidiary (“Borrower”), entered into a credit agreement (as amended from time-to-time, the “Credit Agreement”) with Wells Fargo Bank, National Association as paying agent, various lenders from time to time party thereto and WE 2014-1, LLC, an affiliate of Waterfall Asset Management, LLC, as administrative agent and lender (“Lender”). On September 2022, WE 2014-1, LLC assigned 100% of its Commitments and all Loans to Powerscourt Investments 32, LP, an affiliate of Waterfall Asset Management, LLC. The interest rate charged on amounts borrowed was SOFR plus 11% per annum. The Commitment Termination Date was April 1, 2024.

On March 27, 2024, the Company refinanced all the obligations under the Credit Agreement owed to the Administrative Agent and the Lenders, and all liens held by any of the Lenders, or the Administrative Agent were discharged and released. The Administrative Agent, the Lenders and the Company terminated the Credit Agreement.

On March 27, 2024, FlexShopper, through a wholly-owned subsidiary (“Borrower”), entered into a new credit agreement (the “2024 Credit Agreement”) with Computershare Trust Company, National Association as paying agent, various lenders from time to time party thereto and Powerscourt Investment 50, LP, an affiliate of Waterfall Asset Management, LLC, as administrative agent and lender (“Lender”). The Borrower is permitted to borrow funds under the 2024 Credit Agreement based on FlexShopper’s cash on hand and the Amortized Order Value of its Eligible Leases (as such terms are defined in the 2024 Credit Agreement) less certain deductions described in the 2024 Credit Agreement. Under the terms of the 2024 Credit Agreement, subject to the satisfaction of certain conditions, the Borrower may borrow up to $150,000,000 from the Lender until the Commitment Termination Date and must repay all borrowed amounts one year thereafter, on the date that is 12 months following the Commitment Termination Date (unless such amounts become due or payable on an earlier date pursuant to the terms of the Credit Agreement). The Commitment Termination Date is April 1, 2026. The Lender was granted a security interest in certain leases and loans as collateral under this Agreement. The interest rate charged on amounts borrowed is SOFR plus 9% per annum. The Company will pay the Lender a fee in an amount equal to 1% of the aggregate Commitments as of March 27, 2024, payable in 12 monthly installments on each interest payment date commencing April 2024. At June 30, 2024, amounts borrowed bear interest at 14.44%.

The 2024 Credit Agreement provides that FlexShopper may not incur additional indebtedness (other than expressly permitted indebtedness) without the permission of the Lender, and also prohibits payments of cash dividends on common stock. Additionally, the 2024 Credit Agreement includes covenants requiring FlexShopper to maintain a minimum amount of Equity Book Value, Liquidity and Cash, and maintain a certain ratio of Consolidated Total Debt to Equity Book Value (each capitalized term, as defined in the 2024 Credit Agreement). Upon a Permitted Change of Control, FlexShopper must refinance the debt under the 2024 Credit Agreement, subject to the payment of an early termination fee. A summary of the covenant requirements, and FlexShopper’s actual results at June 30, 2024, follows:

	June 30, 2024
	Required Covenant		Actual Position
Equity Book Value not less than	$	16,452,246	$	27,481,239
Liquidity greater than		3,500,000		10,346,383
Cash greater than		2,500,000		4,892,912
Consolidated Total Debt to Equity Book Value ratio not to exceed		5.25		4.72

The 2024 Credit Agreement includes customary events of default, including, among others, failures to make payment of principal and interest, breaches or defaults under the terms of the 2024 Credit Agreement and related agreements entered into with the Lender, breaches of representations, warranties or certifications made by or on behalf of FlexShopper in the 2024 Credit Agreement and related documents (including certain financial and expense covenants), deficiencies in the borrowing base, certain judgments against FlexShopper and bankruptcy events.

The Company borrowed under the Credit Agreement $11,750,000 and $22,361,690 for the three and six months ended June 30, 2024, respectively, and $0 and $2,750,000 for the three and six months ended June 30, 2023, respectively. The Company repaid under the Credit Agreement and $0 and $0 for the three and six months ended June 30, 2024, respectively, and $220,000 and $2,795,000 for the three and six months ended June 30, 2023, respectively.

Interest expense incurred under the Credit Agreement amounted to $4,137,318 and $8,422,665 for the three and six months ended June 30, 2024, respectively, and $3,332,686 and $6,611,523 for the three and six months ended June 30, 2023, respectively. The outstanding balance under the Credit Agreement was $118,816,690 as of June 30, 2024 and was $96,455,000 as of December 31, 2023. Such amount is presented in the condensed consolidated balance sheets net of unamortized issuance costs of $1,332,712 and $70,780 as of June 30, 2024 and December 31, 2023, respectively. Interest is payable monthly on the outstanding balance of the amounts borrowed. No principal is expected to be repaid in the next twelve months due to the Commitment Termination Date having been extended to April 1, 2026, or from reductions in the borrowing base. The Company must repay all borrowed amounts one year after the Commitment Termination Date. Accordingly, all principal is shown as a non-current liability at June 30, 2024.

9. CAPITAL STRUCTURE

The Company’s capital structure consists of preferred and common stock as described below:

Preferred Stock

The Company is authorized to issue 500,000 shares of $0.001 par value preferred stock. Of this amount, 250,000 shares have been designated as Series 1 Convertible Preferred Stock and 25,000 shares have been designated as Series 2 Convertible Preferred Stock. The Company’s Board of Directors determines the rights and preferences of the Company’s preferred stock.

●

Series 1 Convertible Preferred Stock – Series 1 Convertible Preferred Stock ranks senior to common stock upon liquidation.

As of June 30, 2024, each share of Series 1 Convertible Preferred Stock was convertible into 1.32230 shares of the Company’s common stock, subject to certain anti-dilution rights. The holders of the Series 1 Convertible Preferred Stock have the option to convert the shares to common stock at any time. Upon conversion, all accumulated and unpaid dividends, if any, will be paid as additional shares of common stock. The holders of Series 1 Convertible Preferred Stock have the same dividend rights as holders of common stock, as if the Series 1 Convertible Preferred Stock had been converted to common stock.

As of June 30, 2024, there were 170,332 shares of Series 1 Convertible Preferred Stock outstanding, which were convertible into 225,231 shares of common stock.

●

Series 2 Convertible Preferred Stock – The Company sold to B2 FIE V LLC (the “Investor”), an entity affiliated with Pacific Investment Management Company LLC, 20,000 shares of Series 2 Convertible Preferred Stock (“Series 2 Preferred Stock”) for gross proceeds of $20.0 million. The Company sold an additional 1,952 shares of Series 2 Preferred Stock to a different investor for gross proceeds of $1.95 million at a subsequent closing.

The Series 2 Preferred Shares were sold for $1,000 per share (the “Stated Value”) and accrue dividends on the Stated Value at an annual rate of 10% compounded annually. Cumulative accrued dividends as of June 30, 2024 totaled $25,349,212. As of June 30, 2024, each Series 2 Preferred Share was convertible into approximately 266 shares of common stock; however, the conversion rate is subject to further increase pursuant to a weighted average anti-dilution provision. The holders of the Series 2 Preferred Stock have the option to convert such shares into shares of common stock and have the right to vote with holders of common stock on an as-converted basis. If the average closing price during any 45-day consecutive trading day period or change of control transaction values the common stock at a price equal to or greater than $23.00 per share, then conversion shall be automatic. Upon a Liquidation Event or Deemed Liquidation Event (each as defined), holders of Series 2 Preferred Stock shall be entitled to receive out of the assets of the Company prior to and in preference to the common stock and Series 1 Convertible Preferred Stock an amount equal to the greater of (1) the Stated Value, plus any accrued and unpaid dividends thereon, and (2) the amount per share as would have been payable had all shares of Series 2 Preferred Stock been converted to common stock immediately before the Liquidation Event or Deemed Liquidation Event.

As the dividends for the Series 2 Preferred Shares have not been declared by the Company’s Board of Directors, there is no dividends accrual reflected in the Company’s Consolidated Financial Statement. The Series 2 Preferred Shares dividends is reflected on the Consolidated Statement of Operations for purposes of determining the net income attributable to common and Series 1 Convertible Preferred shareholders.

Common Stock

The Company is authorized to issue 40,000,000 shares of common stock, par value $0.0001 per share. Each share of common stock entitles the holder to one vote at all stockholder meetings. The common stock is traded on the Nasdaq Capital Market under the symbol “FPAY.”

Warrants

In September 2018, the Company issued warrants exercisable for an aggregate 1,055,184 shares of common stock at an exercise price of $1.25 per warrant to Mr. Heiser and NRNS in connection with partial conversions of their promissory notes (the “Conversion Warrants”). The original expiration date of these warrants was September 28, 2023 (and extended as described below).

From January 2019 to August 2021, the Company issued to PITA Holdings, LLC (“PITA”) Common Stock Purchase Warrants (the “Consulting Warrants”) to purchase up to an aggregate of 1,200,000 shares of the Company’s common stock in connection with that certain Consulting Agreement, dated as of February 19, 2019 (as may be amended from time to time), between the Company and XLR8 Capital Partners LLC (“XLR8”).

PITA, NRNS and XLR8 are affiliates of the Company.

On June 29, 2023, the Company, FlexShopper, LLC, NRNS, Mr. Heiser and PITA entered into an Amendment to Subordinated Debt and Warrants to Purchase Common Stock (the “Amendment”), pursuant to which, among other things, the parties agreed to extend the maturity date of the NRNS Note from July 1, 2024 to July 1, 2025. In order to induce NRNS to enter into the Amendment, the expiration date of the Conversion Warrants and the expiration date date of 840,000 of the Consulting Warrants was extended 30 months from the original expiration date. The cost of the warrant modification was $917,581 and was recorded as a deferred debt cost of NRNS note.

There was expense related to warrants during the three and six months ended June 30, 2024, and the expense related to warrants was $917,581 and $917,581 for the three and six months ended June 30, 2023, respectively.

The following table summarizes information about outstanding stock warrants as of June 30, 2024 and December 31, 2023, all of which are exercisable:

Exercise		Common Stock Warrants		Weighted Average Remaining Contractual Life
Price		Outstanding		June 30, 2024	Dec 31, 2023
$	1.25		1,055,184	2 years	2 years
$	1.25		160,000	2 years	2 years
$	1.34		40,000	2 years	2 years
$	1.40		40,000	2 years	2 years
$	1.54		40,000	2 years	2 years
$	1.62		40,000	2 years	2 years
$	1.68		40,000	2 years	2 years
$	1.69		40,000	2 years	2 years
$	1.74		40,000	2 years	2 years
$	1.76		40,000	2 years	2 years
$	1.91		40,000	2 years	2 years
$	1.95		40,000	2 years	2 years
$	2.00		40,000	2 years	2 years
$	2.01		40,000	2 years	2 years
$	2.08		40,000	2 years	2 years
$	2.45		40,000	2 years	2 years
$	2.53		40,000	2 years	2 years
$	2.57		40,000	2 years	2 years
$	2.70		40,000	1 years	2 years
$	2.78		40,000	2 years	2 years
$	2.79		40,000	1 years	2 years
$	2.89		40,000	3 years	4 years
$	2.93		40,000	2 years	2 years
$	2.97		40,000	1 years	2 years
$	3.09		40,000	3 years	3 years
$	3.17		40,000	3 years	4 years
$	3.19		40,000	1 years	2 years
$	3.27		40,000	1 years	2 years
			2,255,184

10. EQUITY COMPENSATION PLANS

In April 2018, the Company adopted the FlexShopper, Inc. 2018 Omnibus Equity Compensation Plan (the “2018 Plan”). The 2018 Plan replaced the Prior Plans. No new awards will be granted under the Prior Plans; however, awards outstanding under the Prior Plans upon approval of the 2018 Plan remain subject to and will be settled with shares under the applicable Prior Plan.

Grants under the 2018 Plan and the Prior Plans consist of incentive stock options, non-qualified stock options, stock appreciation rights, restricted shares, restricted stock units, dividend equivalents and other stock-based awards. Employees, directors and consultants and other service providers are eligible to participate in the 2018 Plan and the Prior Plans. As June 30, 2024, approximately 2,150,000 shares remained available for issuance under the 2018 plan.

Stock-based compensation expense included the following components:

	Three Months ended June 30,				Six Months ended June 30,
	2024		2023		2024		2023
Stock options	$	80,463	$	384,396	$	160,907	$	805,144
Performance share units		74,410		59,404		211,091		59,404
Total stock-based compensation	$	154,873	$	443,800	$	371,998	$	864,548

The fair value of stock-based compensation is recognized as compensation expense over the vesting period. Compensation expense recorded for stock-based compensation in the condensed consolidated statements of operations was $154,873 and $371,998 for the three and six months ended June 30, 2024, respectively, and $443,800 and $864,548 for the three and six months ended June 30, 2023, respectively. Unrecognized compensation cost related to non-vested options and PSU at June 30, 2024 amounted to $809,543, which is expected to be recognized over a weighted average period of 1.84 years.

Stock options:

The fair value of stock options is recognized as compensation expense using the straight-line method over the vesting period. The Company measured the fair value of each stock option award on the date of grant using the Black-Scholes-Merton (BSM). The Company did not grant stock options during the six months ended June 30, 2024. The weighted average assumptions used for the stock options granted during the six months ended June 30, 2023 were as follows:

	Six Months ended June 30, 2023
Exercise price	$	0.79
Expected life		6 years
Expected volatility		96	%
Dividend yield		0	%
Risk-free interest rate		3.54	%

The expected dividend yield is based on the Company’s historical dividend yield. The expected volatility is based on the historical volatility of the Company’s common stock. The expected life is based on the simplified expected term calculation permitted by the Securities and Exchange Commission, which defines the expected life as the average of the contractual term of the options and the weighted-average vesting period for all option tranches. The risk-free interest rate is based on the annual yield on the grant date of a zero-coupon U.S. Treasury bond the maturity of which equals the option’s expected life.

Activity in stock options for the six month periods ended June 30, 2024 and June 30, 2023 was as follows:

	Number of options			Weighted average exercise price		Weighted average contractual term (years)		Aggregate intrinsic value
Outstanding at January 1, 2024		4,452,447		$	1.57			$	2,152,602
Granted		-
Exercised/Released		-
Expired		(55,000	)		8.00				-
Outstanding at June 30, 2024		4,397,447		$	1.49		6.93	$	1,118,281
Vested and exercisable at June 30, 2024		3,661,778		$	1.56		6.71	$	855,491

Outstanding at January 1, 2023		3,919,228		$	1.97			$	52,223
Granted		1,517,844			0.79				75
Exercised		(1,500	)		0.79				345
Outstanding at June 30, 2023		5,435,572		$	1.64		7.27	$	1,102,624
Vested and exercisable at June 30, 2023		4,049,004		$	1.84		6.66	$	580,962

The weighted average grant date fair value of options granted during the six month period ended June 30, 2023 was $0.60 per share.

Performance Share Units:

On February 10, 2022, and on April 21, 2023, the Compensation Committee of the Board of Directors approved awards of performance share units to certain senior executives of the Company (the “2022 PSU” and the “2023 PSU”, respectively).

For performance share units, which are settled in stock, the number of shares earned is subject to both performance and time-based vesting. For the performance component, the number of shares earned is determined at the end of the periods based upon achievement of specified performance conditions such as the Company’s Adjusted EBITDA. When the performance criteria are met, the award is earned and vests assuming continued employment through the specified service period(s). Shares are issued from the Company’s 2018 Omnibus Equity Compensation Plan upon vesting. The number of 2023 PSU which could potentially be issued ranges from 0 up to a maximum of 1,250,000 of the target awards depending on the specified terms and conditions of the target award.

The fair value of performance share units is based on the fair market value of the Company’s common stock on the date of grant. The compensation expense associated with these awards is amortized on an accelerated basis over the vesting period based on the Company’s projected assessment of the level of performance that will be achieved and earned. In the event the Company determines it is no longer probable that the minimum performance criteria specified in the plan will be achieved, all previously recognized compensation expense is reversed in the period such a determination is made. The 2022 PSU were forfeited in April 2023 as the minimum performance component was not achieved. For the 2023 PSU, the Company determined it was probable that the minimum performance component would be met and accordingly commenced amortization in the quarter ended June 30, 2023. In April 2024, 1,250,000 shares of the 2023 PSU were earned as the performance criteria was met and 312,501 shares were vested.

Activity in performance share units for the six months ended June 30, 2024 and June 30, 2023 was as follows:

	Number of performance share units			Weighted average grant date fair value
Non- vested at January 1, 2024		1,250,000		$	0.78
Exercised/Released		(312,501	)		0.78
Non- vested at June 30, 2024		937,499		$	0.78
Non- vested at January 1, 2023		790,327		$	1.53
Granted		1,250,000			0.78
Forfeited/ unearned		(790,327	)		1.53
Non- vested at June 30, 2023		1,250,000		$	0.78

11. INCOME TAXES

Effective income tax rates for interim periods are based on the Company’s estimate of the applicable annual income tax rate. The Company’s effective income tax rate varies based upon the estimate of the Company’s annual taxable earnings and the allocation of those taxable earnings across the various states in which we operate. Changes in the annual allocation of the Company’s activity among these jurisdictions results in changes to the effective tax rate utilized to measure the Company’s income tax provision and deferred tax assets and liabilities.

The Company’s effective income tax rate for the three months ended June 30, 2024 was approximately 41.76%. This was different than the expected federal income tax rate of 21% primarily due to the impact of non-deductible expenses, equity compensation and state income taxes.

The realization of the deferred tax asset as of June 30, 2024 is more likely than not based on the Company’s projected taxable income.

12. CONTINGENCIES AND OTHER UNCERTAINTIES

Regulatory inquiries

In the first quarter of 2021, FlexShopper, along with a number of other lease-to-own companies, received a subpoena from the California Department of Financial Protection and Innovation (the “DFPI”) requesting the production of documents and information regarding the Company’s compliance with state consumer protection laws. The Company is cooperatively engaging with the DFPI in response to its inquiry. Although the Company believes it is in compliance with all applicable consumer protection laws and regulations in California, this inquiry ultimately could lead to an enforcement action and/or a consent order, and substantial costs, including legal fees, fines, penalties, and remediation expenses.

Litigation

The Company is not involved in any current or pending material litigation. The Company could be involved in litigation incidental to the operation of the business. The Company intends to vigorously defend all matters in which the Company is named defendants, and, for insurable losses, maintain significant levels of insurance to protect against adverse judgments, claims or assessments that may affect the Company. Although the adequacy of existing insurance coverage of the outcome of any legal proceedings cannot be predicted with certainty, based on the current information available, the Company does not believe the ultimate liability associated with known claims or litigation, if any, in which the Company is involved will materially affect the Company’s consolidated financial condition or results of operations.

Employment agreements

Certain executive management entered into employment agreements with the Company. The contracts are for a period of three years and renew for three successive one-year terms unless receipt of written notices by the parties. The contracts provide that such management may earn discretionary cash bonuses and equity awards, based on financial performance metrics defined each year by the Compensation Committee of the Company’s Board of Directors. Additionally, under certain termination conditions, such contracts provide for severance payments and other benefits.

COVID-19 and other similar health crisis

The Company has been, and may in the future, be impacted by COVID-19 or any similar pandemic or health crisis, and this could affect our results of operations, financial condition, or cash flow in the future. The extent and the effects of the impact of any of these events on the operation and financial performance of our business depend on several factors which are highly uncertain and cannot be predicted.

13. COMMITMENTS

The Company does not have any commitments other than real property leases (Note 4).

14. REVOLUTION TRANSACTION

On December 3, 2022, Flex Revolution, LLC, a wholly-owned subsidiary of FlexShopper, Inc. (the “Buyer”) closed a transaction (“Revolution Transaction”) pursuant to an Asset Purchase Agreement with Revolution Financial, Inc., a provider of consumer loans and credit products (collectively with certain of its subsidiaries, “Revolution”), under which the Company acquired the material net assets of the Revolution business.

In consideration for the sale of the Revolution net assets, the Company issued an adjustable promissory note (“Seller Note”) with an initial principal amount of $5,000,000. The Seller Note matures on December 1, 2027, bears interest at 8% per annum and is subject to adjustment based upon the pre-tax net income of the acquired business in 2023. The fair value of the Seller Note as of the acquisition date was $3,421,991.

The Revolution Transaction includes the Buyer’s assumption of Revolution’s consumer loan portfolio, related cash and its credit facility (“Revolution Credit Facility”) as this facility is backed by the portfolio acquired. On June 7, 2023, the Revolution Credit Facility was legally transferred to FlexShopper (See Note 15).

The parties to the Asset Purchase Agreement have each made customary representations and warranties in the Asset Purchase Agreement and have agreed to indemnify each other for breaches of such representations and warranties. The Buyer’s primary recourse in the event of a claim is to offset the Seller Note equal to the indemnifiable losses subject to such claim.

The Revolution Transaction has been accounted for as a business combination in accordance with ASC 805, Business Combination. The Company measured the net assets acquired in Revolution Transaction at fair value on the acquisition date.

The fair value of the intangible assets was determined primarily by using discounted cash flow models. The models use inputs including estimated cash flows and a discount rate.

The Company recorded a bargain purchase gain of $14,461,274 related to the Revolution Transaction at acquisition date as the fair value of the net assets acquired exceed the fair value of the purchase price consideration. The Company believes that the most significant reason its management was able to negotiate a bargain purchase was due to the speed with which the seller wanted to close this transaction which resulted in a non-competitive process akin to a forced sale. The strong desire for a prior to year-end closing was for various reasons, including potential credit facility covenant issues and accelerating operating losses after recent regulatory changes.

On December 31, 2023, the promissory note related to acquisition was adjusted based upon the pre-tax loss of the acquired business in 2023 and based on this the Company recognized in the year ended December 31, 2023 a positive net change in fair value of promissory note related to acquisition of $3,678,689.

15. BASEPOINT CREDIT AGREEMENT

On June 7, 2023, the Company, through a wholly owned subsidiary, Flex Revolution, LLC (the “New Borrower”) entered into a Joinder Agreement to a credit agreement (the “Basepoint Credit Agreement”) with Revolution Financial, Inc. (the “Existing Borrower”), the subsidiary guarantors party thereto, the lenders party thereto, the individual guarantor party and BP Fundco, LLC, as administrative agent.

The Existing Borrower with certain of its subsidiaries (collectively, the “Seller”) and Flex Revolution, LLC (the “Buyer”) entered into an Asset Purchase Agreement (See Note 14), pursuant to which the Seller agreed to, among other things, transfer substantially all of its assets to the Buyer.

In the Basepoint Credit Agreement, the New Borrower agreed to become a borrower (the “Borrower”) and a grantor as applicable under the agreement. The Company is a guarantor of the Basepoint Credit Agreement.

The Basepoint Credit Agreement provides for an up to a $20 million credit facility for the origination of consumer loans. The credit facility is backed by eligible principal balance of eligible consumer receivable of the borrower’s portfolio (the “Borrowing Base”). The annual interest rate on loans under the Basepoint Credit Agreement is 13.42%. The principal balance outstanding under the Basepoint Credit Agreement is due on June 7, 2026.

The Basepoint Credit Agreement includes covenants requiring the Borrower and the guarantor to maintain a minimum amount of liquidity that is no less than 5% of the current Borrowing Base and maintain a minimum amount of cash held in the concentration accounts of $200,0000. The tangible net worth of the borrower and the guarantor shall not be less than 10% of the current Borrowing Base and the borrower and the guarantor shall maintain a positive consolidated net income. The terms tangible net worth and positive consolidated net income for the purpose of calculating the covenants under the Basepoint Credit Agreement are defined in the agreement. The Company is in compliance with Basepoint Credit Agreement covenants as of June 30, 2024.

The Basepoint Credit Agreement includes customary events of default, including, among others, failures to make payment of principal and interest, breaches or defaults under the terms of the Basepoint Credit Agreement, breaches of representations, warranties or certifications made by or on behalf of the borrower in the Basepoint Credit Agreement and related documents (including certain covenants), deficiencies in the Borrowing Base, certain judgments against the borrower and bankruptcy events.

Interest expense incurred under the Basepoint Credit Agreement amounted to $251,614 and $503,501 for the three and six months ended June 30, 2024, respectively. The outstanding balance under the Basepoint Credit Agreement was $7,412,605 as of June 30, 2024. Such amount is presented in the consolidated balance sheets net of unamortized issuance costs of $73,730 as of June 30, 2024. Interest is payable weekly on the outstanding balance of the amounts borrowed. No principal is expected to be repaid in the next twelve months, or from reductions in the borrowing base. Accordingly, all principal is shown as a non-current liability at June 30, 2024.

16. EMPLOYEE BENEFIT PLAN

The Company sponsors an employee retirement savings plan that qualifies under Section 401(k) of the Internal Revenue Code. Participating employees may contribute, but not more than statutory limits. The Company makes nondiscretionary 4% Safe Harbor contributions of participants’ eligible earnings who have completed the plan’s eligibility requirements. The contributions are made to the plan on behalf of the employees. Total contributions to the plan were $48,109 and $97,816 for the three and six months ended June 30, 2024, respectively, and $36,601 and $86,762 for the three and six months ended June 30, 2023, respectively.

17. SHARE REPURCHASE PROGRAM

On May 17, 2023, the Board of Directors authorized a share repurchase program to acquire up to $2 million of the Company’s common stock. The Company may purchase common stock on the open market, through privately negotiated transactions, or by other means including through the use of trading plans intended to qualify under Rule 10b-18 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions. The timing and total amount of stock repurchases will depend upon business, economic and market conditions, corporate and regulatory requirements, prevailing stock prices, and other considerations. The share repurchase program will have a term of 18 months and may be suspended or discontinued at any time and does not obligate the company to acquire any amount of common stock.

The Company purchased under the share repurchase program 182,229 shares of common stock for a net cost of $200,806 for the six months ended June 30, 2024.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This discussion and analysis of our financial condition and results of operations should be read together with our consolidated financial statements and the related notes appearing at the end of our Form 10-K for the fiscal year ended December 31, 2023. Some of the information contained in this discussion and analysis or set forth elsewhere in this Form 10-Q, including information with respect to our plans and strategy for our business and related financing, includes forward-looking statements that involve risks and uncertainties. The “Risk Factors” section of our Form 10-K for the fiscal year ended December 31, 2023 should be read for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.

Executive Overview

FlexShopper is a financial technology company that offers payment options to customers.

Since December 2013, we have developed a business that focuses on improving the quality of life of our customers by providing them the opportunity to obtain ownership of high-quality durable products, such as consumer electronics, home appliances, computers (including tablets and wearables), smartphones, tires, jewelry and furniture (including accessories), under affordable payment lease-to-own (“LTO”) purchase agreements with no long-term obligation. We believe that the introduction of FlexShopper’s LTO programs support broad untapped expansion opportunities within the U.S. consumer e-commerce and retail marketplaces. We have successfully developed and are currently processing LTO transactions using FlexShopper’s proprietary technology that automates the process of consumers receiving spending limits and entering into leases for durable goods within seconds. FlexShopper’s primary LTO sales channels, which include business to consumer (“B2C”) and business to business (“B2B”) channels. Our B2C customers can acquire well-known brands such as Apple, Samsung, Sony, Frigidaire, General Electric, LG, Whirlpool, Hewlett Packard, Asus, Dell and Ashley at flexshopper.com. Concurrently, e-tailers and retailers FlexShopper’s may increase their sales by utilizing FlexShopper’s B2B channel to connect with consumers that want to acquire products on an LTO basis. FlexShopper’s LTO sales channels include (1) selling directly to consumers via the online FlexShopper.com marketplace featuring thousands of durable goods, (2) utilizing our LTO payment method at check-out on our partners’ e-commerce sites and (3) facilitating LTO transactions with retailers in their physical locations both through their in-store terminals and FlexShopper applications accessed via the Internet.

In 2021, we began to offer an unsecured, consumer loan product for our bank partner. In the bank partner origination model, applicants who apply and obtain a loan through our online platform are underwritten, approved, and funded by the bank partner. The product provides flexibility for FlexShopper to offer loans in retailer channels that provide services in addition to durable goods (e.g., tire retailers that provide car repair services) or in states which do not have lease purchase agreement regulations. FlexShopper’s bank lending product leverages its marketing and servicing expertise and its partner bank’s national presence to enable improved credit access to consumers. We manage many aspects of the loan life cycle on behalf of its bank partner, including customer acquisition, underwriting and loan servicing. This relationship allows FlexShopper’s bank partner to leverage our customer acquisition channel, underwriting and service capabilities, which they would otherwise need to develop in-house. The bank partner uses their own capital to originate loans. The bank partner retains approval rights on all aspects of the program and are primarily responsible for regulatory and compliance oversight. Under the bank partner model, FlexShopper is compensated by the bank partner as a service provider for our role in delivering the technology and services to the bank partner to facilitate origination and servicing of loans throughout each loan’s lifecycle. FlexShopper’s bank partner holds loans originated on our platform. FlexShopper acquires participation rights in such loans ranging from 95 to 100% of the loan. FlexShopper is able to repurpose its technology as well as marketing, underwriting and servicing experience gained from the LTO business to facilitate bank partner originations. The Company’s bank partner for the loan partner loan model chose to exit the high APR business in 2023. The Company is actively working on onboarding a new bank partner for this loan model.

In late 2022, FlexShopper purchased the assets of Revolution Financial, Inc. (“Revolution”). This purchase facilitated the creation of a direct origination model for consumers in 11 states. In the direct origination model, applicants who apply and obtain a loan through our platform are underwritten, approved, and funded directly by FlexShopper. Also acquired in the purchase were 22 leases for Revolution operated stores, as well as program agreements with 78 additional brick and mortar locations that share net revenue of the loans originated in those locations. In addition, we entered into an agreement to be the exclusive provider of non-prime loans to consumers in Liberty Tax corporate and franchisee locations nationwide. FlexShopper also purchased a portfolio of current customers and information on previous customers in order to market consumer products. FlexShopper is able to repurpose its technology, as well as marketing, underwriting and servicing experience gained from the LTO, business to facilitate loan originations in these locations.

During the first quarter of 2024, FlexShopper launched a new initiative to offer alternative lenders payment options on the Flexshopper.com marketplace to broaden the reach to a wider set of customers served by FlexShopper leases. In this initiative (retail sales), FlexShopper sells the items and makes a profit on the product margin.

Summary of Critical Accounting Policies

Management’s Discussion and Analysis of Financial Condition and Results of Operations discusses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to credit provisions, intangible assets, contingencies, litigation, fair value of loan receivables and income taxes. Management bases its estimates and judgments on historical experience as well as various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Management believes the following critical accounting policies, among others, reflect the more significant judgments and estimates used in the preparation of our financial statements.

Lease Receivables and Allowance for Doubtful Accounts - FlexShopper seeks to collect amounts owed under its leases from each customer on a weekly or biweekly basis by charging their bank accounts or credit cards. Lease receivables are principally comprised of lease payments currently owed to FlexShopper which are past due, as FlexShopper has been unable to successfully collect in the manner described above. An allowance for doubtful accounts is estimated primarily based upon historical collection experience that considers both the aging of the lease and the origination channel. Other qualitative factors are considered in estimating the allowance, such as seasonality, underwriting changes and other business trends. The lease receivables balances consisted of the following as of June 30, 2024 and December 31, 2023:

	June 30, 2024			December 31, 2023

Lease receivables	$	90,159,481		$	64,749,918
Allowance for doubtful accounts		(33,008,354	)		(19,954,828	)
Lease receivables, net	$	57,151,127		$	44,795,090

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	19,954,828		$	13,078,800
Provision		17,290,476			42,505,647
Accounts written off		(4,236,950	)		(35,629,619	)
Ending balance	$	33,008,354		$	19,954,828

Loan receivables at fair value – The Company elected the fair value option on its entire loan and loan participation receivables portfolio. As such, loan receivables are carried at fair value on the condensed consolidated balance sheets with changes in fair value recorded on the condensed consolidated statements of operations. Accrued and unpaid interest and fees are included in loan receivables at fair value on the condensed consolidated balance sheets. Management believes the reporting of these receivables at fair value more closely approximates the true economics of the loan.

Interest and fees are discontinued when loans receivable become contractually 90 or more days past due. The Company charges-off loans at the earlier of when the loans are determined to be uncollectible or when the loans are 90 days contractually past due. Recoveries on loan receivables that were previously charged off are recognized when cash is received. Changes in the fair value of loan receivables include the impact of current period charge offs associated with these receivables.

Key Performance Metrics

We regularly review several metrics, including the following key metrics, to evaluate our business, measure our performance, identify trends affecting our business, formulate financial projections and make strategic decisions.

Key performance metrics for the three months ended June 30, 2024 and 2023 are as follows:

	Three months ended June 30,
	2024			2023			$ Change			% Change
Gross Profit:
Gross lease billings and fees	$	34,686,893		$	32,501,656		$	2,185,237			6.7
Provision for doubtful accounts		(7,806,427	)		(10,847,413	)		3,040,986			(28.0	)
Gain on sale of lease receivables		28,525			1,252,600			(1,224,075	)		(97.7	)
Lease placement collections		165,057			-			165,057			-
Net lease billing and fees	$	27,074,048		$	22,906,843		$	4,167,205			18.2
Loan revenues and fees		2,626,896			3,446,893			(819,997	)		(23.8	)
Net changes in the fair value of loans receivable		687,479			(1,821,700	)		2,509,179			(137.7	)
Net loan revenue		3,314,375			1,625,193			1,689,182			103.9
Retail revenue		1,370,462			-			1,370,462			-
Total revenues	$	31,758,885		$	24,532,036		$	7,226,849			29.5
Depreciation and impairment of lease merchandise		(13,848,925	)		(14,485,417	)		636,492			(4.4	)
Cost of retail revenues		(1,059,098	)		-			(1,059,098	)		-
Loans origination costs and fees		(896,040	)		(1,655,424	)		759,384			(45.9	)
Gross profit	$	15,954,822		$	8,391,195		$	7,563,627			90.1
Gross profit margin		50	%		34	%

	Three months ended June 30,
	2024			2023			$ Change			% Change
Adjusted EBITDA:
Net loss	$	(1,603,059	)	$	(5,297,655	)	$	3,694,596			(69.7	)
Income taxes		(1,246,030	)		(1,302,225	)		56,195			(4.3	)
Amortization of debt issuance costs		314,702			111,807			202,895			181.5
Amortization of discount on the promissory note related to acquisition		-			59,238			(59,238	)		(100.0	)
Other amortization and depreciation		2,382,726			1,884,544			498,182			26.4
Interest expense		4,911,453			4,397,513			513,940			11.7
Stock-based compensation		154,873			443,800			(288,927	)		(65.1	)
Adjusted EBITDA	$	4,914,665		$	297,022		$	4,617,643			1,554.6

Key performance metrics for the six months ended June 30, 2024 and 2023 are as follows:

	Six months ended June 30,
	2024			2023			$ Change			% Change
Gross Profit:
Gross lease billings and fees	$	69,971,769		$	66,756,740		$	3,215,029			4.8
Provision for doubtful accounts		(17,290,476	)		(22,085,828	)		4,795,352			(21.7	)
Gain on sale of lease receivables		61,434			2,950,089			(2,888,655	)		(97.9	)
Lease placement collections		165,057			-			165,057			-
Net lease billing and fees	$	52,907,784		$	47,621,001		$	5,286,783			11.1
Loan revenues and fees		5,746,776			8,533,858			(2,787,082	)		(32.7	)
Net changes in the fair value of loans receivable		4,898,876			(837,048	)		5,735,924			(685.3	)
Net loan revenues	$	10,645,652		$	7,696,810		$	2,948,842			38.3
Retail revenues		2,150,322			-			2,150,322			-
Total revenues	$	65,703,758		$	55,317,811		$	10,385,947			18.8
Depreciation and impairment of lease merchandise		(28,534,788	)		(29,831,205	)		1,296,417			(4.3	)
Loans origination costs and fees		(1,717,867	)		(3,489,051	)		1,771,184			(50.8	)
Cost of retail revenues		(1,670,302	)		-			(1,670,302	)		-
Gross profit	$	33,780,801		$	21,997,555		$	11,783,246			53.6
Gross profit margin		51	%		40	%

	Six months ended June 30,
	2024			2023			$ Change			% Change
Adjusted EBITDA:
Net loss	$	(1,817,238	)	$	(5,527,870	)	$	3,710,632			(67.1	)
Income taxes		(1,302,963	)		(1,450,764	)		147,801			(10.2	)
Amortization of debt issuance costs		509,797			182,174			327,623			179.8
Amortization of discount on the promissory note related to acquisition		-			118,476			(118,476	)		(100.0	)
Other amortization and depreciation		4,698,213			3,710,703			987,510			26.6
Interest expense		10,031,452			8,799,234			1,232,218			14.0
Stock-based compensation		371,998			864,548			(492,550	)		(57.0	)
Adjusted EBITDA	$	12,491,259		$	6,696,501		$	5,794,758			86.5

We refer to Gross Profit and Adjusted EBITDA in the above tables as we use these measures to evaluate our operating performance and make strategic decisions about the Company. Management believes that Gross Profit and Adjusted EBITDA provide relevant and useful information which is widely used by analysts, investors and competitors in our industry in assessing performance.

Gross Profit represents GAAP revenue less depreciation and impairment of lease merchandise and loans originations costs and fees. Gross Profit provides us with an understanding of the results from the primary operations of our business. We use Gross Profit to evaluate our period-over-period operating performance. This measure may be useful to an investor in evaluating the underlying operating performance of our business.

Adjusted EBITDA represents net income before interest, stock-based compensation, taxes, depreciation (other than depreciation of leased merchandise), amortization and one-time or non-recurring items. We believe that Adjusted EBITDA provides us with an understanding of one aspect of earnings before the impact of investing and financing charges and income taxes. Adjusted EBITDA may be useful to an investor in evaluating our operating performance and liquidity because this measure:

	●	is widely used by investors to measure a company’s operating performance without regard to items excluded from the calculation of such measure, which can vary substantially from company to company;

	●	is a financial measurement that is used by rating agencies, lenders and other parties to evaluate our credit worthiness; and

	●	is used by our management for various purposes, including as a measure of performance and as a basis for strategic planning and forecasting.

Adjusted EBITDA is a supplemental measure of FlexShopper’s performance that is neither required by, nor presented in accordance with, GAAP. Adjusted EBITDA should not be considered as substitutes for GAAP metrics such as operating income/ (loss), net income or any other performance measures derived in accordance with GAAP.

Results of Operations

Three Months Ended June 30, 2024 Compared to Three Months Ended June 30, 2023

The following table details operating results for the three months ended June 30, 2024 and 2023:

	2024			2023			$ Change			% Change

Gross lease billings and fees	$	34,686,893		$	32,501,656		$	2,185,237			6.7
Provision for doubtful accounts		(7,806,427	)		(10,847,413	)		3,040,986			(28.0	)
Gain on sale of lease receivables		28,525			1,252,600			(1,224,075	)		(97.7	)
Lease placement collections		165,057			-			165,057			-
Net lease billing and fees	$	27,074,048		$	22,906,843		$	4,167,205			18.2
Loan revenues and fees		2,626,896			3,446,893			(819,997	)		(23.8	)
Net changes in the fair value of loans receivable		687,479			(1,821,700	)		2,509,179			(137.7	)
Net loan revenues	$	3,314,375		$	1,625,193		$	1,689,182			103.9
Retail revenues		1,370,462			-			1,370,462			-
Total revenues	$	31,758,885		$	24,532,036		$	7,226,849			29.5
Depreciation and impairment of lease merchandise		(13,848,925	)		(14,485,417	)		636,492			(4.4	)
Loans origination costs and fees		(896,040	)		(1,655,424	)		759,384			(45.9	)
Cost of retail revenues		(1,059,098	)		-			(1,059,098	)		-
Marketing		(2,545,814	)		(1,488,578	)		(1,057,236	)		71.0
Salaries and benefits		(4,224,614	)		(2,976,008	)		(1,248,606	)		42.0
Other operating expenses		(6,807,328	)		(5,957,932	)		(849,396	)		14.3
Operating income/(loss)		2,377,066			(2,031,323	)		4,408,389			(217.0	)
Interest expense		(5,226,155	)		(4,568,557	)		(657,598	)		14.4
Income taxes		1,246,030			1,302,225			(56,195	)		(4.3	)
Net loss	$	(1,603,059	)	$	(5,297,655	)	$	3,694,596			(69.7	)

FlexShopper originated 21,182 gross leases less same day cancellations with an average origination value of $702 for the three months ended June 30, 2024 compared to 20,135 gross leases less same day cancellations with an average origination value of $670 for the comparable period last year. Net lease revenues for the three months ended June 30, 2024 were $27,074,048 compared to $22,906,843 for the three months ended June 30, 2023, representing an increase of $4,167,205 or 18.2%. In 2024, the volume increased due to the increase in approval rates and the average origination value per lease was higher compared to the same period last year. The provision for doubtful accounts relative to gross lease billings and fees were 23% and 33% for the three months ended June 30, 2024 and 2023, respectively. For the three months ended June 30, 2024, FlexShopper collected $193,582 and $1,252,600 from leases sold or placed to/ with third parties for the three months ended June 30, 2024 and 2023, respectively.

Net loan revenues for our bank partner loan model for the three months ended June 30, 2024 were a gain of $1,071,468 compared to a loss of $869,851 for the three months ended June 30, 2023, representing an increase of $1,941,319 or 223.2 %. The increase is mainly due to an update of the Company’s best estimate of the estimated losses assumption a market participant would use to calculate the fair value of this loan portfolio. In the third quarter of 2023, the Company started placing the bank partner’s loans in default to a third-party collector, which resulted in an update on the cash flow model used in the fair value calculation. Our bank partner originated 132 loans for the three months ended June 30, 2023. The Company’s bank partner for the loan partner loan model chose to exit the high APR business in 2023.In May 2024, the Company purchased $1.06 million in loan participation from the bank partner. With this purchase, the bank partner has no remaining participation in this portfolio. The Company is actively working on onboarding a new bank partner for this loan model.

Net loan revenues for our state license loan model for the three months ended June 30, 2024 were $ 2,242,907 compared to $2,495,044 for the three months ended June 30, 2023, representing a decrease of $252,137 or 10.1%. For the state license loan model, the Company originated 31,853 loans in the three months ended June 30, 2024 compared to 34,015 loans for the three months ended June 30, 2023.

Depreciation and impairment of lease merchandise for the three months ended June 30, 2024 was $13,848,925 compared to $14,485,417 for the three months ended June 30, 2023, representing a decrease of $636,492 or 4.4%. Asset level performance within the portfolio, as well as the mix of early paid off leases, will alter the average depreciable term of the leases within the portfolio and result in increases or decreases in cost of lease revenue and merchandise sold relative to lease revenue. The increase of wholesale vendors in the portfolio, and therefore, the reduction in the cost of the merchandise, contributed to the decrease in depreciation.

Loans origination cost and fees for the three months ended June 30, 2024 was $896,040 compared to $1,655,424 for the three months ended June 30, 2023, representing a decrease of $759,384 or 45.9%. Loan origination cost and fees is correlated to the volume and dollar amount of loan products.

Marketing expenses in the three months ended June 30, 2024 were $2,545,814 compared to $1,488,578 in the three months ended June 30, 2023, an increase of $1,057,236 or 71.0%. In 2023, due to the macroeconomic conditions along with tightening approval rates, the Company had slowed down the marketing expenses. In 2024, marketing expenses are increasing slowly to generate more originations.

Salaries and benefits expense in the three months ended June 30, 2024 were $4,224,614 compared to $2,976,008 in the three months ended June 30, 2023, an increase of $1,248,606 or 42.0%.The addition of employees for the state license model and for the new initiatives that the Company is working on contributed to the increase in salaries and benefits.

Other operating expenses for the three months ended June 30, 2024 and 2023 included the following:

	2024		2023
Amortization and depreciation	$	2,382,729	$	1,884,545
Computer and internet expenses		1,006,355		1,149,292
Legal and professional fees		848,687		658,535
Merchant bank fees		623,241		413,603
Customer verification expenses		166,160		94,104
Stock-based compensation expense		154,873		443,800
Insurance expense		146,642		156,728
Office and telephone expense		327,548		301,511
Rent expense		398,910		307,211
Advertising and recruiting fees		38,789		14,622
Travel expense		212,539		120,056
Business taxes and licenses		72,689		121,592
Bank service charges		117,430		116,247
Other		310,736		176,086
Total	$	6,807,328	$	5,957,932

Amortization and depreciation expenses in the three months ended June 30, 2024 were $2,382,729 compared to $1,884,545 in the three months ended June 30, 2023, representing an increase of $498,184 or 26.4%. The majority of the increase is related to the amortization of capitalized software costs due to the preparation for new products offered by the Company and the amortization of capitalized data that is not directly used in underwriting decisions and that are probable that they will provide future economic benefit.

Computer and internet expenses in the three months ended June 30, 2024 were $1,006,355 compared to $1,149,292 in the three months ended June 30, 2023, representing a decrease of $142,937 or 12.4%. The decrease is mainly due to the optimization of IT related expenses after Revolution Transaction (see Note 14).

Legal and professional fees expenses in the three months ended June 30, 2024 were $848,687 compared to $672,742 in the three months ended June 30, 2023, representing an increase of $175,945 or 26.2%. The change is associated mainly with the increase in legal fees as the Company analyzed to offer different products.

Merchant bank fees expenses in the three months ended June 30, 2024 were $623,241 compared to $413,603 in the three months ended June 30, 2023, representing an increase of $209,638 or 50.7%. Merchant bank fee expense represents the ACH and card processing fees related to billing consumers. This expense is related to the size of the lease and loan portfolio.

Customer verification expenses in the three months ended June 30, 2024 were $166,160 compared to $94,104 in the three months ended June 30, 2023, representing an increase of $72,056 or 76.6%. Customer verification expense is primarily the cost of data used for underwriting new lease and loan applicants. The increase in marketing expense contributed to the increase in this expense.

Stock compensation expense in the three months ended June 30, 2024 was $154,873 compared to $443,800 in the three months ended June 30, 2023, representing a decrease of $288,927 or 65.1%. This decrease is due to the fact that the Company did not grant new stock options in 2024.

Rent expense in the three months ended June 30, 2024 was $398,910 compared to $307,211 in the three months ended June 30, 2023, representing an increase of $91,699 or 29.8%. The increase is related to the monthly lease expense for the storefronts the Company added for the state licensed loan model.

Advertising and recruiting fees in the three months ended June 30, 2024 were $38,789 compared to $14,622 in the three months ended June 30, 2023, representing an increase of $24,167 or 165.3%. This increase is related to the hire of new employees.

Travel expense in the three months ended June 30, 2024 was $212,539 compared to $120,056 in the three months ended June 30, 2023, representing an increase of $92,483 or 77.0%. This increase is mainly related to the roll out of new stores in our retailer channel.

Six Months Ended June 30, 2024 Compared to Six Months Ended June 30, 2023

The following table details operating results for the six months ended June 30, 2024 and 2023:

	2024			2023			$ Change			% Change

Gross lease billings and fees	$	69,971,769		$	66,756,740		$	3,215,029			4.8
Provision for doubtful accounts		(17,290,476	)		(22,085,828	)		4,795,352			(21.7	)
Gain on sale of lease receivables		61,434			2,950,089			(2,888,655	)		(97.9	)
Lease placement collections		165,057			-			165,057			-
Net lease billing and fees	$	52,907,784		$	47,621,001		$	5,286,783			11.1
Loan revenues and fees		5,746,776			8,533,858			(2,787,082	)		(32.7	)
Net changes in the fair value of loans receivable		4,898,876			(837,048	)		5,735,924			(685.3	)
Net loan revenues	$	10,645,652		$	7,696,810		$	2,948,842			38.3
Retail revenues		2,150,322			-			2,150,322			-
Total revenues	$	65,703,758		$	55,317,811		$	10,385,947			18.8
Depreciation and impairment of lease merchandise		(28,534,788	)		(29,831,205	)		1,296,417			(4.3	)
Loans origination costs and fees		(1,717,867	)		(3,489,051	)		1,771,184			(50.8	)
Retail cost		(1,670,302	)		-			(1,670,302	)		-
Marketing		(4,311,386	)		(2,587,767	)		(1,723,619	)		66.6
Salaries and benefits		(8,308,533	)		(5,702,898	)		(2,605,635	)		45.7
Other operating expenses		(13,739,834	)		(11,585,640	)		(2,154,194	)		18.6
Operating income		7,421,048			2,121,250			5,299,798			249.8
Interest expense		(10,541,249	)		(9,099,884	)		(1,441,365	)		15.8
Income taxes		1,302,963			1,450,764			(147,801	)		(10.2	)
Net loss	$	(1,817,238	)	$	(5,527,870	)	$	3,710,632			(67.1	)

FlexShopper originated 39,811 gross leases less same day cancellations with an average origination value of $706 for the six months ended June 30, 2024 compared to 40,535 gross leases less same day modifications and cancellations with an average origination value of $670 for the comparable period last year. Net lease revenues for the six months ended June 30, 2024 were $52,907,784 compared to $47,621,001 for the six months ended June 30, 2023, representing an increase of $5,286,783 or 11.1%. In 2024, the average origination value per lease was higher compared to the same period last year, but volume has decreased due to tightening of approval rates. The provision for doubtful accounts relative to gross lease billings and fees were 25% and 33% for the six months ended June 30, 2024 and 2023, respectively. FlexShopper collected $226,491 and $2,950,089 from leases sold or placed to/ with third parties for the six months ended June 30, 2024 and 2023, respectively

Net loan revenues for our bank partner loan model for the six months ended June 30, 2024 were $ 5,766,650 compared to $2,986,455 for the six months ended June 30, 2023, representing an increase of $ 2,780,195 or 93.1%. The increase is mainly due to an update of the Company’s best estimate of the estimated losses assumption a market participant would use to calculate the fair value of this loan portfolio. In the third quarter of 2023, the Company started placing the bank partner’s loans in default to a third-party collector, which resulted in an update on the cash flow model used in the fair value calculation. Our bank partner originated 298 loans for six months ended June 30, 2023. The Company’s bank partner for the loan partner loan model chose to exit the high APR business in 2023. In May 2024, the Company purchased $1.06 million in loan participation from the bank partner. With this purchase, the bank partner has no remaining participation in this portfolio. The Company is actively working on onboarding a new bank partner for this loan model.

Net loan revenues for our state license loan model for the six months ended June 30, 2024 were $4,879,002 compared to $4,710,355 for the six months ended June 30, 2023, representing an increase of $168,647 or 3.6%. For the state license loan model, the Company originated 65,352 loans in the six months ended June 30, 2024, compared to 67,381 loans for the six months ended June 30, 2023.

Depreciation and impairment of lease merchandise for the six months ended June 30, 2024 was $28,534,788 compared to $29,831,205 for the six months ended June 30, 2023, representing a decrease of $1,296,417 or 4.3%. Asset level performance within the portfolio, as well as the mix of early paid off leases, will alter the average depreciable term of the leases within the portfolio and result in increases or decreases in cost of lease revenue and merchandise sold relative to lease revenue. The increase of wholesale vendors in the portfolio, and therefore, the reduction in the cost of the merchandise, contributed to the decrease in depreciation.

Loans origination cost and fees for the six months ended June 30, 2024 was $1,717,867 compared to $3,489,051 for the six months ended June 30, 2023, representing a decrease of $1,771,184 or 50.8%. Loan origination cost and fees is correlated to the volume and dollar amount of loan products.

Marketing expenses in the six months ended June 30, 2024 were $4,311,386 compared to $2,587,767 in the six months ended June 30, 2023, an increase of $1,723,619 or 66.6%. In 2023, due to the macroeconomic conditions along with tightening approval rates, the Company had slowed down the marketing expenses. In 2024, marketing expenses are increasing slowly to generate more originations.

Salaries and benefits expense in the six months ended June 30, 2024 were $8,308,533 compared to $5,702,898 in the six months ended June 30, 2023, an increase of $2,605,635 or 45.7%. The addition of employees for the state license model and for the new initiatives that the Company is working on contributed to the increase in salaries and benefits.

Other operating expenses for the six months ended June 30, 2024 and 2023 included the following:

	2024		2023
Amortization and depreciation	$	4,698,216	$	3,710,703
Computer and internet expenses		1,946,752		2,293,053
Legal and professional fees		1,864,315		1,447,998
Merchant bank fees		1,259,074		846,687
Customer verification expenses		378,756		187,212
Stock-based compensation expense		371,998		864,548
Insurance expense		308,938		308,778
Office and telephone expense		637,310		649,803
Rent expense		797,468		600,103
Advertising and recruiting fees		104,240		14,622
Travel expense		439,737		238,547
Business taxes and licenses		144,083		150,606
Bank service charges		214,032		237,800
Other		574,915		35,180
Total	$	13,739,834	$	11,585,640

Amortization and depreciation expenses in the six months ended June 30, 2024 were $4,698,216 compared to $3,710,703 in the six months ended June 30, 2023, representing an increase of $987,513 or 26.6%. The majority of the increase is related to the amortization of capitalized software costs due to the preparation for new products offered by the Company and the amortization of capitalized data that is not directly used in underwriting decisions and that are probable that they will provide future economic benefit.

Computer and internet expenses in the six months ended June 30, 2024 were $1,946,752 compared to $2,293,053 in the six months ended June 30, 2023, representing a decrease of $346,301 or 15.1%. The decrease is mainly due to the optimization of IT related expenses after Revolution Transaction (see Note 14).

Legal and professional fees expenses in the six months ended June 30, 2024 were $1,864,315 compared to $1,447,998 in the six months ended June 30, 2023, representing an increase of $416,317 or 28.8%. The change is associated mainly with the increase in legal fees as the Company analyzed to offer different products.

Merchant bank fees expenses in the six months ended June 30, 2024 were $1,259,074 compared to $846,687 in the six months ended June 30, 2023, representing an increase of $412,387 or 48.7%. Merchant bank fee expense represents the ACH and card processing fees related to billing consumers. This expense is related to the size of the lease and loan portfolio.

Customer verification expenses in the six months ended June 30, 2024 were $378,756 compared to $187,212 in the six months ended June 30, 2023, representing an increase of $191,544 or 102.3%. Customer verification expense is primarily the cost of data used for underwriting new lease and loan applicants. The increase in marketing expense contributed to the increase in this expense.

Stock compensation expense in the six months ended June 30, 2024 was $371,998 compared to $864,548 in the six months ended June 30, 2023, representing a decrease of $492,550 or 57%. This decrease is due to the fact that the Company did not grant new stock options in 2024.

Rent expense in the six months ended June 30, 2024 was $797,468 compared to $600,103 in the six months ended June 30, 2023, representing an increase of $197,365 or 32.9%. The increase is related to the monthly lease expense for the storefronts the Company added for the state licensed loan model.

Advertising and recruiting fees in the six months ended June 30, 2024 were $104,240 compared to $14,622 in the six months ended June 30, 2023, representing an increase of $89,618 or 612.9%. This increase is related to the hire of new employees.

Travel expense in the six months ended June 30, 2024 was $439,737 compared to $238,547 in the six months ended June 30, 2023, representing an increase of $201,190 or 84.3%. This increase is mainly related to the roll out of new stores in our retailer channel.

Operations

We promote our FlexShopper products and services across all sales channels through strategic partnerships, direct response marketing, and affiliate and internet marketing, all of which are designed to increase our lease transactions. Our advertisements emphasize such features as instant spending limits and affordable weekly payments. We believe that as the FlexShopper name gains familiarity and national recognition through our advertising efforts, we will continue to educate our customers and potential customers about the lease-to-own payment alternative as well as solidify our reputation as a leading provider of high-quality branded merchandise and services.

For each of our sales channels, FlexShopper has a marketing strategy that includes the following:

Online LTO Marketplace	Patent LTO Payment Method	In-store LTO technology platform
Search engine optimization; pay-per click	Direct to retailers/e-retailers	Direct to retailers/e-retailers
Online affiliate networks	Partnerships with payment aggregators	Consultants & strategic relationships
Direct response television campaigns	Consultants & strategic relationships
Direct mail

The Company believes it has a competitive advantage over competitors in the LTO industry by providing all three channels as a bundled package to retailers and e-retailers. Management is anticipating a rapid development of the FlexShopper business as we are able to penetrate each of our sales channels.

In 2021, we began to market an unsecured, consumer loan product for our bank partner. In the bank partner origination model, applicants who apply and obtain a loan through our online platform are underwritten, approved, and funded by the bank partner. FlexShopper is able to repurpose its technology as well as marketing, underwriting and servicing experience gained from the LTO business to facilitate bank partner originations. The Company’s bank partner for the loan partner loan model chose to exit the high APR business in 2023. The Company is actively working on onboarding a new bank partner for this loan model.

In late 2022, FlexShopper purchased the assets of Revolution Financial, Inc.. This purchase facilitated the creation of a direct origination model for consumers in 11 states. In the direct origination model, applicants who apply and obtain a loan through our platform are underwritten, approved, and funded directly by FlexShopper.

To support our anticipated growth, FlexShopper will need the availability of substantial capital resources. See the section captioned “Liquidity and Capital Resources” below.

Liquidity and Capital Resources

As of June 30, 2024, the Company had cash of $4,892,912 compared to $6,378,984 at the same date in 2023. As of December 31, 2023, the Company had cash of $4,413,130. The increase in cash from December 31, 2023, was primarily due to the cash generated by the portfolio and the reduction in originations.

As of June 30, 2024, the Company had lease receivables of $90,159,481 offset by an allowance for doubtful accounts of $33,008,354, resulting in net accounts receivable of $57,151,127. Accounts receivable is principally comprised of past due lease payments owed to the Company. An allowance for doubtful accounts is estimated based upon historical collection and delinquency percentages.

As of June 30, 2024, the Company had loan receivables of $40,085,656 which is measured at fair value. The Company primarily estimates the fair value of its loan receivables using discounted cash flow models that have been internally developed.

Credit Agreement

The Company borrowed under the Credit Agreement and under the 2024 Credit Agreement $11,750,000 and $22,361,690 for the three and six months ended June 30, 2024, respectively, and $0 and $2,750,000 for the three and six months ended June 30, 2023, respectively. The Company repaid under the Credit Agreement and under the 2024 Credit Agreement $0 and $0 for the three and six months ended June 30, 2024, respectively, and $220,000 and $2,795,000 for the three and six months ended June 30, 2023, respectively.

Interest expense incurred under the Credit Agreement and under the 2024 Credit Agreement amounted to $8,422,665 and $4,137,318 for the three and six months ended June 30, 2024, and $6,611,523 and $3,332,686 for the three and six months ended June 30, 2023. The outstanding balance under the 2024 Credit Agreement was $118,816,690 as of June 30, 2024, and the outstanding balance under the Credit Agreement was $81,155,000 as of June 30, 2023. Such amounts are presented in the condensed consolidated balance sheets net of unamortized issuance costs of $1,332,712 and $211,516 as of June 30, 2024 and June 30, 2023, respectively. Interest is payable monthly on the outstanding balance of the amounts borrowed. No principal is expected to be repaid in the next twelve months due to the Commitment Termination Date having been extended to April 1, 2026, or from reductions in the borrowing base. Accordingly, all principal is shown as a non-current liability at June 30, 2024.

Financing Activity

On January 25, 2019, FlexShopper, LLC (the “Promissory Note Borrower”) entered into a subordinated debt financing letter agreement with 122 Partners, LLC, as lender, pursuant to which the Promissory Note Borrower issued a subordinated promissory note to 122 Partners, LLC (the “122 Partners Note”) in the principal amount of $1,000,000. H. Russell Heiser, Jr., FlexShopper’s Chief Executive Officer, is a member of 122 Partners, LLC. On March 30, 2023, the Promissory Note Borrower executed a fourth amendment to the 122 Partners Note such that the maturity date of the 122 Partners Note was extended from April 1, 2023 to October 1, 2023. On September 6, 2023, the Promissory Note Borrower paid all the principal and interest outstanding as of that date.

The Borrower previously entered into letter agreements with NRNS Capital Holdings LLC (“NRNS”), the manager of which is the Chairman of the Company’s Board of Directors, pursuant to which the Borrower issued subordinated promissory notes to NRNS (the “NRNS Note”) in the total principal amount of $3,750,000. Payment of principal and accrued interest under the NRNS Note was due and payable by the Borrower on June 30, 2021 and FlexShopper, LLC can prepay principal and interest at any time without penalty. At June 30, 2024, amounts outstanding under the NRNS Note bear interest at a rate of 19.44 %. Obligations under the NRNS Note are subordinated to obligations under the Credit Agreement. The NRNS Note is subject to customary representations and warranties and events of default. If an event of default occurs and is continuing, the Borrower may be required to repay all amounts outstanding under the NRNS Note. Obligations under the NRNS Note is secured by substantially all of the Borrower’s assets, subject to rights of the lenders under the Credit Agreement. On March 22, 2021, FlexShopper, LLC executed an amendment to the NRNS Note such that the maturity date was extended to April 1, 2022. On February 2, 2022, FlexShopper LLC executed another amendment to the NRNS Note. This last amendment extended the maturity date from April 1, 2022 to July 1, 2024 and increased the credit commitment from $3,750,000 to $11,000,000.

On June 29, 2023, the Company, the Borrower, NRNS, Mr. Heiser and PITA Holdings, LLC (“PITA”) entered into an Amendment to Subordinated Debt and Warrants to Purchase Common Stock (the “Amendment”), pursuant to which, among other things, the parties agreed to extend the maturity date of the NRNS Note from July 1, 2024 to July 1, 2025. In order to induce NRNS to enter into the Amendment, the Company extended the expiration date of certain warrants (See Note 9). The cost of the warrant modification was $917,581 and was recorded as a deferred debt cost of NRNS note. No other changes were made to such NRNS Note.

Principal and accrued and unpaid interest outstanding on the NRNS Note was $10,674,096 as of June 30, 2024.

Cash Flow Summary

Cash Flows from Operating Activities

Net cash used in operating activities was $15,898,293 for the six months ended June 30, 2024 and was primarily due to the purchases of leased merchandise and the change in lease receivable offset by the add back of provision for doubtful accounts and the add back of depreciation and impairment on leased merchandise.

Net cash provided by operating activities was $5,471,062 for the six months ended June 30, 2023 and was primarily due to the purchases of leased merchandise and the change in lease receivable offset by the add back of provision for doubtful accounts and the add back of depreciation and impairment on leased merchandise.

Cash Flows from Investing Activities

For the six months ended June 30, 2024, net cash used in investing activities was $4,151,620 comprised of the use of $3,207,307 for the purchase of property and equipment, including capitalized software costs, and $944,313 of data costs.

For the six months ended June 30, 2023, net cash used in investing activities was $3,457,962 comprised of the use of $3,114,534 for the purchase of property and equipment, including capitalized software costs, and $343,428 of data costs.

Cash Flows from Financing Activities

Net cash provided by financing activities was $20,529,695 for the six months ended June 30, 2024 primarily due to the funds drawn on the 2024 Credit Agreement of $22,361,690.

Net cash used by financing activities was $1,807,465 for the six months ended June 30, 2023 primarily due to the funds drawn on the Credit Agreement of $2,795,000 and the repayment of Basepoint credit agreement of $1,500,000 offset by repayments of amounts borrowed under the Credit Agreement of $2,750,000 and repayments of the purchase consideration payable related to the Revolution Transaction.

Capital Resources and Financial Condition

To date, funds derived from the sale of the Company’s common stock, warrants, Series 1 Convertible Preferred Stock and Series 2 Convertible Preferred Stock, proceeds from promissory notes to related parties and the Company’s ability to borrow funds against the lease and loan portfolio have provided the liquidity and capital resources necessary to fund its operations.

Management believes that liquidity needs for future growth through at least the next 12 months can be met by cash flow from operations generated by the existing portfolio and/or additional borrowings against the Credit Agreement (see Note 8).

Financial Impact of COVID-19 Pandemic

As of August 6, 2024, the Company is not experiencing any material impact from the COVID-19 Pandemic. However, our business has been, and may in the future be, impacted by COVID-19 or any similar pandemic or health crisis, and this could affect our results of operations, financial condition, or cash flow in the future.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

ITEM 4. CONTROLS AND PROCEDURES.

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of “disclosure controls and procedures” in Rule 13a-15(e). In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and the Company’s Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures.

In connection with our December 31, 2023 financial statements, we identified a material weakness in our internal control over financial reporting. This material weakness was due to a lack of effective controls over the review of certain accounts calculations related to the tax provision as developed by a third-party service provider. The tax provision is a complex calculation for the Company mainly because there are several different state tax regulations to take into consideration, the business combination occurred in 2022, and the recent changes to the tax interest limitation.

The Company has taken efforts and actions during the first and second quarter of 2024 to remediate the material weakness identified as of December 31, 2023. These actions included the change of the tax third party service provider to a well-known tax and audit firm and the Company expects to complete the remediation efforts in the third quarter of 2024 as sufficient time will have passed to determine the controls added have appropriately remediated the material weakness.

The Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were not effective at the reasonable assurance level at June 30, 2024.

Other than the efforts and actions taken to remediate the material weakness identified as of December 31, 2023, there were no other changes in the Company’s internal controls over financial reporting during the most recently completed fiscal quarter that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

We are not currently a party to any pending legal proceedings that we believe will have a material adverse effect on our business, financial condition or results of operations. We may, however, be subject to various claims and legal actions arising in the ordinary course of business from time to time.

ITEM 1A. RISK FACTORS.

In addition to the other information set forth in this report, you should carefully consider the factors discussed under Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023. These factors could materially adversely affect our business, financial condition, liquidity, results of operations and capital position, and could cause our actual results to differ materially from our historical results or the results contemplated by the forward-looking statements contained in this report.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

The following table presents information with respect to purchases of common stock made during the three month period ended June 30, 2024:

Period	Total Number of Shares Purchased		Average Price Paid per Share ($)		Total Number of Shares Purchased as Part of a Publicly Announced Programs		Maximum Dollar Value of Shares that may yet be Purchased Under Publicly Announced Programs ($)
April 1- April 30		104,271		1.07		104,271		1,712,723
May 1- May 31		64,811		1.08		64,811		1,641,126
June 1- June 30		7,729		1.09		7,729		1,632,437

The Company purchased under the share repurchase program 176,811 shares of common stock for a net cost of $194,708 for the three months ended June 30, 2024.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

Exhibit Number		Description
3.1		Restated Certificate of Incorporation of FlexShopper, Inc. (previously filed as Exhibit 3.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 and incorporated herein by reference).
3.2		Amended and Restated Bylaws (previously filed as Exhibit 3.2 to the Company’s Current Report on Form 10-K filed on March 11, 2019 and incorporated herein by reference).
3.3		Certificate of Amendment to the Certificate of Incorporation of the Company (previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on September 21, 2018 and incorporated herein by reference).
3.4		Certificate of Amendment to the Certificate of Incorporation of the Company (previously filed as Exhibit 3.4 to the Company’s Quarterly Report on Form 10-Q filed on November 5, 2018 and incorporated herein by reference).
31.1		Rule 13a-14(a) Certification – Principal Executive and Financial Officer*
32.1		Section 1350 Certification – Principal Executive and Financial Officer*
101.INS		Inline XBRL Instance Document.*
101.SCH		Inline XBRL Taxonomy Extension Schema Document.*
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.*
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.*
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.*
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.*
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).*

*	Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	FLEXSHOPPER, INC.

Date: August 6, 2024	By:	/s/ H. Russell Heiser, Jr.
		H. Russell Heiser, Jr.
		Chief Executive Officer (Principal Executive Officer and Principal Financial and Accounting Officer)

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Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, H. Russell Heiser Jr., certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of FlexShopper, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 6, 2024	By:	/s/ H. Russell Heiser Jr.
		H. Russell Heiser Jr.
		Chief Executive Officer (Principal Executive Officer and Principal Financial and Accounting Officer)

Exhibit 32.1

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350

In connection with the Quarterly Report of FlexShopper, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, H. Russell Heiser Jr., Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350, as adopted pursuant to ss.906 of the Sarbanes-Oxley Act, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 6, 2024	By:	/s/ H. Russell Heiser Jr.
		H. Russell Heiser Jr.
		Chief Executive Officer (Principal Executive Officer and Principal Financial and Accounting Officer)

Cover - shares	6 Months Ended
Cover - shares	Jun. 30, 2024	Aug. 06, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Jun. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Entity Information [Line Items]
Entity Registrant Name	FLEXSHOPPER, INC.
Entity Central Index Key	0001397047
Entity File Number	001-37945
Entity Tax Identification Number	20-5456087
Entity Incorporation, State or Country Code	DE
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	901 Yamato Road
Entity Address, Address Line Two	Suite 260
Entity Address, City or Town	Boca Raton
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33431
Entity Phone Fax Numbers [Line Items]
City Area Code	(855)
Local Phone Number	353-9289
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	FPAY
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		21,619,954

Condensed Consolidated Balance Sheets - USD ($)	Jun. 30, 2024	Dec. 31, 2023
CURRENT ASSETS:
Cash	$ 4,892,912	$ 4,413,130
Lease receivables, net	57,151,127	44,795,090
Loan receivables at fair value	40,085,656	35,794,290
Prepaid expenses and other assets	4,452,164	3,300,677
Lease merchandise, net	25,856,542	29,131,440
Total current assets	132,438,401	117,434,627
Property and equipment, net	9,419,105	9,308,859
Right of use asset, net	1,142,104	1,237,010
Intangible assets, net	12,506,545	13,391,305
Other assets, net	2,459,908	2,175,215
Deferred tax asset, net	14,246,325	12,943,361
Total assets	172,212,388	156,490,377
CURRENT LIABILITIES:
Accounts payable	3,811,310	7,139,848
Accrued payroll and related taxes	381,929	578,197
Accrued expenses	3,763,725	3,972,397
Lease liability - current portion	263,111	245,052
Total current liabilities	8,394,171	12,134,118
Loan payable under credit agreement to beneficial shareholder, net of unamortized issuance costs of $1,332,712 at June 30, 2024 and $70,780 at December 31, 2023	117,483,978	96,384,220
Loan payable under Basepoint credit agreement, net of unamortized issuance costs of $73,730 at June 30, 2024 and $92,964 at December 31, 2023	7,338,875	7,319,641
Lease liabilities, net of current portion	1,184,683	1,321,578
Total liabilities	144,731,149	127,259,604
STOCKHOLDERS’ EQUITY
Common stock, $0.0001 par value - authorized 40,000,000 shares, issued 21,988,711 shares at June 30, 2024 and 21,752,304 shares at December 31, 2023	2,200	2,176
Treasury shares, at cost- 346,258 shares at June 30, 2024 and 164,029 shares at December 31, 2023	(367,563)	(166,757)
Additional paid in capital	42,684,380	42,415,894
Accumulated deficit	(37,641,438)	(35,824,200)
Total stockholders’ equity	27,481,239	29,230,773
Total liabilities and stockholders' equity	172,212,388	156,490,377
Related Party
CURRENT LIABILITIES:
Promissory notes to related parties, including accrued interest	174,096	198,624
Promissory notes to related parties, net of unamortized issuance costs of $420,558 at June 30, 2024 and $649,953 at December 31, 2023 and net of current portion	10,329,442	10,100,047
Series 1 Convertible Preferred Stock
STOCKHOLDERS’ EQUITY
Convertible preferred stock value	851,660	851,660
Series 2 Convertible Preferred Stock
STOCKHOLDERS’ EQUITY
Convertible preferred stock value	$ 21,952,000	$ 21,952,000

Condensed Consolidated Balance Sheets (Parentheticals) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Loan payable under credit agreement to beneficial shareholder, net of unamortized issuance costs (in Dollars)	$ 1,332,712	$ 70,780
Loan payable under Basepoint credit agreement, net of unamortized issuance costs (in Dollars)	$ 73,730	$ 92,964
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	40,000,000	40,000,000
Common stock, shares issued	21,988,711	21,752,304
Treasury shares	346,258	164,029
Related Party
Promissory note related to acquisition, net of discount (in Dollars)	$ 420,558	$ 649,953
Series 1 Convertible Preferred Stock
Convertible preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Convertible preferred stock, shares authorized	250,000	250,000
Convertible preferred stock, shares issued	170,332	170,332
Convertible preferred stock, shares outstanding	170,332	170,332
Convertible preferred stock, stated value (in Dollars)	$ 5	$ 5
Series 2 Convertible Preferred Stock
Convertible preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Convertible preferred stock, shares authorized	25,000	25,000
Convertible preferred stock, shares issued	21,952	21,952
Convertible preferred stock, shares outstanding	21,952	21,952
Convertible preferred stock, stated value (in Dollars)	$ 1,000	$ 1,000

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Revenues:
Total revenues	$ 31,758,885	$ 24,532,036	$ 65,703,758	$ 55,317,811
Costs and expenses:
Depreciation and impairment of lease merchandise	13,848,925	14,485,417	28,534,788	29,831,205
Loan origination costs and fees	896,040	1,655,424	1,717,867	3,489,051
Cost of retail revenues	1,059,098		1,670,302
Marketing	2,545,814	1,488,578	4,311,386	2,587,767
Salaries and benefits	4,224,614	2,976,008	8,308,533	5,702,898
Operating expenses	6,807,328	5,957,932	13,739,834	11,585,640
Total costs and expenses	29,381,819	26,563,359	58,282,710	53,196,561
Operating income/ (loss)	2,377,066	(2,031,323)	7,421,048	2,121,250
Interest expense including amortization of debt issuance costs	(5,226,155)	(4,568,557)	(10,541,249)	(9,099,884)
Loss before income taxes	(2,849,089)	(6,599,880)	(3,120,201)	(6,978,634)
Benefit from income taxes	1,246,030	1,302,225	1,302,963	1,450,764
Net loss	(1,603,059)	(5,297,655)	(1,817,238)	(5,527,870)
Dividends on Series 2 Convertible Preferred Shares	(1,091,742)	(992,493)	(2,161,198)	(1,964,726)
Net loss attributable to common and Series 1 Convertible Preferred shareholders	$ (2,694,801)	$ (6,290,148)	$ (3,978,436)	$ (7,492,596)
Basic and diluted loss per common share:
Basic (in Dollars per share)	$ (0.13)	$ (0.29)	$ (0.18)	$ (0.34)
Diluted (in Dollars per share)	$ (0.13)	$ (0.29)	$ (0.18)	$ (0.34)
WEIGHTED AVERAGE COMMON SHARES:
Basic (in Shares)	21,469,720	21,752,304	21,527,869	21,751,807
Diluted (in Shares)	21,469,720	21,752,304	21,527,869	21,751,807
Lease revenues and fees, net
Revenues:
Revenue from Contract with Customer	$ 27,074,048	$ 22,906,843	$ 52,907,784	$ 47,621,001
Loan revenues and fees, net of changes in fair value
Revenues:
Revenue from Contract with Customer	3,314,375	1,625,193	10,645,652	7,696,810
Retail revenues
Revenues:
Revenue from Contract with Customer	$ 1,370,462		$ 2,150,322

Condensed Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) - USD ($)	Series 1 Convertible Preferred Stock	Series 2 Convertible Preferred Stock	Common Stock	Treasury Stock	Additional Paid in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2022	$ 851,660	$ 21,952,000	$ 2,176		$ 39,819,420	$ (31,590,583)	$ 31,034,673
Balance (in Shares) at Dec. 31, 2022	170,332	21,952	21,750,804
Provision for compensation expense related to stock-based compensation					420,748		420,748
Exercise of stock options into common stock					1,185		1,185
Exercise of stock options into common stock (in Shares)			1,500
Net loss						(230,215)	(230,215)
Balance at Mar. 31, 2023	$ 851,660	$ 21,952,000	$ 2,176		40,241,353	(31,820,798)	31,226,391
Balance (in Shares) at Mar. 31, 2023	170,332	21,952	21,752,304
Balance at Dec. 31, 2022	$ 851,660	$ 21,952,000	$ 2,176		39,819,420	(31,590,583)	$ 31,034,673
Balance (in Shares) at Dec. 31, 2022	170,332	21,952	21,750,804
Exercise of stock options into common stock (in Shares)							1,500
Net loss							$ (5,527,870)
Balance at Jun. 30, 2023	$ 851,660	$ 21,952,000	$ 2,176		41,602,734	(37,118,453)	27,290,117
Balance (in Shares) at Jun. 30, 2023	170,332	21,952	21,752,304
Balance at Mar. 31, 2023	$ 851,660	$ 21,952,000	$ 2,176		40,241,353	(31,820,798)	31,226,391
Balance (in Shares) at Mar. 31, 2023	170,332	21,952	21,752,304
Provision for compensation expense related to stock-based compensation					443,800		443,800
Extension of warrants					917,581		917,581
Net loss						(5,297,655)	(5,297,655)
Balance at Jun. 30, 2023	$ 851,660	$ 21,952,000	$ 2,176		41,602,734	(37,118,453)	27,290,117
Balance (in Shares) at Jun. 30, 2023	170,332	21,952	21,752,304
Balance at Dec. 31, 2023	$ 851,660	$ 21,952,000	$ 2,176	$ (166,757)	42,415,894	(35,824,200)	29,230,773
Balance (in Shares) at Dec. 31, 2023	170,332	21,952	21,752,304	164,029
Provision for compensation expense related to stock-based compensation					217,125		217,125
Purchases of treasury stock				$ (6,098)			(6,098)
Purchases of treasury stock (in Shares)				5,418
Net loss						(214,179)	(214,179)
Balance at Mar. 31, 2024	$ 851,660	$ 21,952,000	$ 2,176	$ (172,855)	42,633,019	(36,038,379)	29,227,621
Balance (in Shares) at Mar. 31, 2024	170,332	21,952	21,752,304	169,447
Balance at Dec. 31, 2023	$ 851,660	$ 21,952,000	$ 2,176	$ (166,757)	42,415,894	(35,824,200)	$ 29,230,773
Balance (in Shares) at Dec. 31, 2023	170,332	21,952	21,752,304	164,029
Exercise of stock options into common stock (in Shares)
Net loss							$ (1,817,238)
Balance at Jun. 30, 2024	$ 851,660	$ 21,952,000	$ 2,200	$ (367,563)	42,684,380	(37,641,438)	27,481,239
Balance (in Shares) at Jun. 30, 2024	170,332	21,952	21,988,711	346,258
Balance at Mar. 31, 2024	$ 851,660	$ 21,952,000	$ 2,176	$ (172,855)	42,633,019	(36,038,379)	29,227,621
Balance (in Shares) at Mar. 31, 2024	170,332	21,952	21,752,304	169,447
Provision for compensation expense related to stock-based compensation					154,873		154,873
Vesting of performance share units, net of share withheld for employee taxes			$ 24		(103,512)		(103,488)
Vesting of performance share units, net of share withheld for employee taxes (in Shares)			236,407
Purchases of treasury stock				$ (194,708)			(194,708)
Purchases of treasury stock (in Shares)				176,811
Net loss						(1,603,059)	(1,603,059)
Balance at Jun. 30, 2024	$ 851,660	$ 21,952,000	$ 2,200	$ (367,563)	$ 42,684,380	$ (37,641,438)	$ 27,481,239
Balance (in Shares) at Jun. 30, 2024	170,332	21,952	21,988,711	346,258

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (1,817,238)	$ (5,527,870)
Adjustments to reconcile net loss to net cash (used in)/ provided by operating activities:
Depreciation and impairment of lease merchandise	28,534,788	29,831,205
Other depreciation and amortization	4,698,213	3,710,703
Amortization of debt issuance costs	509,797	182,174
Amortization of discount on the promissory note related to acquisition		118,476
Compensation expense related to stock-based compensation	371,998	864,548
Provision for doubtful accounts	17,290,476	22,085,828
Deferred income tax	(1,302,963)	(1,457,740)
Net changes in the fair value of loans receivables at fair value	(4,898,876)	837,048
Changes in operating assets and liabilities:
Lease receivables	(29,646,513)	(25,773,184)
Loans receivables at fair value	607,510	6,990,410
Prepaid expenses and other assets	(1,208,258)	412,391
Lease merchandise	(25,259,890)	(22,878,600)
Purchase consideration payable related to acquisition		208,921
Lease liabilities	(19,329)	(12,243)
Accounts payable	(3,328,538)	(2,506,724)
Accrued payroll and related taxes	(196,268)	(11,079)
Accrued expenses	(233,202)	(1,603,202)
Net cash (used in)/ provided by operating activities	(15,898,293)	5,471,062
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment, including capitalized software costs	(3,207,307)	(3,114,534)
Purchases of data costs	(944,313)	(343,428)
Net cash used in investing activities	(4,151,620)	(3,457,962)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from loan payable under credit agreement	22,361,690	2,750,000
Repayment of loan payable under credit agreement		(2,795,000)
Repayment of loan payable under Basepoint credit agreement		(1,500,000)
Debt issuance related costs	(1,523,100)	(115,403)
Proceeds from exercise of stock options		1,185
Principal payment under finance lease obligation	(4,601)	(4,917)
Repayment of purchase consideration payable related to acquisition		(143,330)
Tax payments associated with equity-based compensation transactions	(103,488)
Purchase of treasury stock	(200,806)
Net cash provided by/ (used in) financing activities	20,529,695	(1,807,465)
INCREASE IN CASH	479,782	205,635
CASH, beginning of period	4,413,130	6,173,349
CASH, end of period	4,892,912	6,378,984
Supplemental cash flow information:
Interest paid	9,414,926	8,453,511
Noncash investing and financing activities
Due date extension of warrants		$ 917,581

Basis of Presentation

6 Months Ended

Jun. 30, 2024

Basis of Presentation [Abstract]

BASIS OF PRESENTATION

1. BASIS OF PRESENTATION

Certain prior year/period amounts have been reclassified to conform to the current year presentation.

Business

6 Months Ended

Jun. 30, 2024

Business [Abstract]

BUSINESS

2. BUSINESS

Summary of Significant Accounting Policies

6 Months Ended

Jun. 30, 2024

Summary of Significant Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

	June 30, 2024			December 31, 2023

Lease receivables	$	90,159,481		$	64,749,918
Allowance for doubtful accounts		(33,008,354	)		(19,954,828	)
Lease receivables, net	$	57,151,127		$	44,795,090

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	19,954,828		$	13,078,800
Provision		17,290,476			42,505,647
Accounts written off		(4,236,950	)		(35,629,619	)
Ending balance	$	33,008,354		$	19,954,828

The net lease merchandise balances consisted of the following as of June 30, 2024 and December 31, 2023:

	June 30, 2024			December 31, 2023
Lease merchandise at cost	$	48,811,580		$	49,687,498
Accumulated depreciation and impairment reserve		(22,955,038	)		(20,556,058	)
Lease merchandise, net	$	25,856,542		$	29,131,440

Further details concerning loan receivables at fair value are presented within “Fair Value Measurement” section in this Note.

	Three Months ended June 30,						Six Months ended June 30,
	2024			2023			2024			2023
Lease billings and accruals	$	34,686,893		$	32,501,656		$	69,971,769		$	66,756,740
Provision for doubtful accounts		(7,806,427	)		(10,847,413	)		(17,290,476	)		(22,085,828	)
Gain on sale of lease receivables		28,525			1,252,600			61,434			2,950,089
Lease placement collections		165,057			-			165,057			-
Lease revenues and fees	$	27,074,048		$	22,906,843		$	52,907,784		$	47,621,001

Capitalized data costs net of its amortization are included in the condensed consolidated balance sheets in Other assets, net.

Operating Expenses - Operating expenses include corporate overhead expenses such as salaries, stock-based compensation, insurance, occupancy, and other administrative expenses.

The following table reflects the number of common shares issuable upon conversion or exercise.

	June 30,
	2024		2023
Series 1 Convertible Preferred Stock		225,231		225,231
Series 2 Convertible Preferred Stock		5,845,695		5,845,695
Common Stock Options		4,397,447		5,435,572
Common Stock Warrants		2,255,184		2,255,184
Performance Share Units		937,499		1,250,000
		13,661,056		15,011,682

The following table sets forth the computation of basic and diluted earnings per common share for the six months ended June 30, 2024 and 2023:

	Six Months ended
	June 30,
	2024			2023
Numerator
Net loss	$	(1,817,238	)	$	(5,527,870	)
Series 2 Convertible Preferred Stock dividends		(2,161,198	)		(1,964,726	)
Net loss attributable to common and Series 1 Convertible Preferred Stock		(3,978,436	)		(7,492,596	)
Net income attributable to Series 1 Convertible Preferred Stock		-			-
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock		-			-
Net loss attributable to common shares- Numerator for basic EPS		(3,978,436	)	$	(7,492,596	)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends		-			-
Net loss attributable to common shares after assumed conversions- Numerator for diluted EPS		(3,978,436	)		(7,492,596	)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS		21,527,869			21,751,807
Effect of dilutive securities:
Series 2 Convertible Preferred Stock		-			-
Series 1 Convertible Preferred Stock		-			-
Common stock options and performance share units		-			-
Common stock warrants		-			-
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator diluted EPS		21,527,869			21,751,807
Basic EPS	$	(0.18	)	$	(0.34	)
Diluted EPS	$	(0.18	)	$	(0.34	)

The following table sets forth the computation of basic and diluted earnings per common share for the three months ended June 30, 2024 and 2023:

	Three Months ended
	June 30,
	2024			2023
Numerator
Net loss	$	(1,603,059	)	$	(5,297,655	)
Series 2 Convertible Preferred Stock dividends		(1,091,742	)		(992,493	)
Net loss attributable to common and Series 1 Convertible Preferred Stock		(2,694,801	)		(6,290,148	)
Net income attributable to Series 1 Convertible Preferred Stock		-			-
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock		-			-
Net loss attributable to common shares- Numerator for basic EPS		(2,694,801	)		(6,290,148	)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends		-			-
Net loss attributable to common shares after assumed conversions – Numerator for diluted EPS	$	(2,694,801	)	$	(6,290,148	)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS		21,469,720			21,752,304
Effect of dilutive securities
Series 2 Convertible Preferred Stock		-			-
Series 1 Convertible Preferred Stock		-			-
Common stock options and performance share units		-			-
Common stock warrants		-			-
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator for diluted EPS		21,469,720			21,752,304
Basic EPS	$	(0.13	)	$	(0.29	)
Diluted EPS	$	(0.13	)	$	(0.29	)

The Company utilizes the fair value option on its entire loan receivables portfolio purchased from its bank partner and for the portfolio of loans directly acquired in the state licensed model.

	●	Level 1: Quoted prices in active markets for identical assets or liabilities.

	●	Level 2: Inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable.

●

Level 3: Unobservable inputs for the asset or liability measured.

The Company’s financial instruments that are measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023 is as follows:

	Fair Value Measurement Using						Carrying
Financial instruments – As of June 30, 2024 (1)	Level 1		Level 2		Level 3		Amount
Loan receivables at fair value	$	-	$	-	$	40,085,656	$	48,618,482

	Fair Value Measurement Using						Carrying
Financial instruments – As of December 31, 2023 (1)	Level 1		Level 2		Level 3		Amount
Loan receivables at fair value	$	-	$	-	$	35,794,290	$	48,076,705

(1)

The Company estimates the fair value of the promissory note related to acquisition using the discounted cash flow model. The model uses inputs including estimated cash flows and a discount rate.

The following describes the primary inputs to the discounted cash flow models that require significant judgement:

●

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	35,794,290		$	32,932,504
Purchases of loan participation		1,058,998			389,949
Obligation of loan participation		-			(12,931	)
Loan originations		26,200,446			57,554,746
Interest and fees⁽¹⁾		5,746,776			14,801,188
Collections		(32,554,732	)		(80,089,020	)
Net charge off ⁽¹⁾		(2,411,225	)		(11,041,155	)
Net change in fair value⁽¹⁾		6,251,103			21,259,009
Ending balance	$	40,085,656		$	35,794,290

(1)	Included in loan revenues and fees, net of changes in fair value in the condensed consolidated statements of operations

	June 30, 2024									December 31, 2023
	Minimum			Maximum			Weighted Average⁽²⁾			Minimum			Maximum			Weighted Average
Estimated losses⁽¹⁾		0	%		92.4	%		21.4	%		0	%		92.5	%		28.9	%
Servicing costs		-			-			4.4	%		-			-			4.7	%
Discount rate		-			-			20.5	%		-			-			20.1	%

(1)	Figure disclosed as a percentage of outstanding principal balance.
(2)	Unobservable inputs were weighted by outstanding principal balance, which are grouped by origination channel.

Other relevant data as of June 30, 2024 and December 31, 2023 concerning loan receivables at fair value are as follows:

	June 30, 2024		December 31, 2023
Aggregate fair value of loan receivables that are 90 days or more past due	$	33,104,613	$	27,828,083
Unpaid principal balance of loan receivables that are 90 days or more past due		42,613,754		41,208,009
Aggregate fair value of loan receivables in non-accrual status		33,119,327		27,764,926

Leases

6 Months Ended

Jun. 30, 2024

Leases [Abstract]

LEASES

4. LEASES

Lease Commitments

Supplemental balance sheet information related to leases is as follows:

	Balance Sheet Classification	June 30, 2024		December 31, 2023
Assets
Operating Lease Asset	Right of use asset, net	$	1,142,104	$	1,233,538
Finance Lease Asset	Right of use asset, net		-		3,472
Total Lease Assets		$	1,142,104	$	1,237,010

Liabilities
Operating Lease Liability – current portion	Current Lease Liabilities	$	263,104	$	240,444
Finance Lease Liability – current portion	Current Lease Liabilities		7		4,608
Operating Lease Liability – net of current portion	Long Term Lease Liabilities		1,184,683		1,321,578
Total Lease Liabilities		$	1,447,794	$	1,566,630

Below is a summary of the weighted-average discount rate and weighted-average remaining lease term for the Company’s leases:

	Weighted Average Discount Rate			Weighted Average Remaining Lease Term (in years)
Operating Leases		13.03	%		4
Finance Leases		13.39	%		-

Supplemental cash flow information related to operating leases is as follows:

	Six Months ended
	June 30,
	2024		2023
Cash payments for operating leases	$	212,938	$	206,736
Cash payments for finance leases		4,782		4,782

	Operating Leases
2024		217,197
2025		443,038
2026		456,330
2027		470,019
2028 and thereafter		303,574
Total undiscounted cash flows		1,890,158
Less: interest		(442,371	)
Present value of lease liabilities	$	1,447,787

	Finance Leases
2024		7
Total undiscounted cash flows		7
Less: interest		-
Present value of lease liabilities	$	7

Property and Equipment

6 Months Ended

Jun. 30, 2024

Property and Equipment [Abstract]

PROPERTY AND EQUIPMENT

5. PROPERTY AND EQUIPMENT

Property and equipment consist of the following:

	Estimated Useful Lives	June 30, 2024			December 31, 2023
Furniture, fixtures and vehicle	2-5 years	$	395,867		$	395,868
Website and internal use software	3 years		28,291,589			25,786,321
Computers and software	3-7 years		5,465,155			4,763,115
			34,152,611			30,945,304
Less: accumulated depreciation and amortization			(24,733,506	)		(21,636,445	)
		$	9,419,105		$	9,308,859

Intangible Assets

6 Months Ended

Jun. 30, 2024

Intangible Assets [Abstract]

INTANGIBLE ASSETS

6. INTANGIBLE ASSETS

The following table provides a summary of our intangible assets:

	June 30, 2024
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Patent	10 years	$	30,760	$	(30,760	)	$	-
Franchisee contract-based agreements	10 years		12,744,367		(2,017,840	)		10,726,527
Liberty Loan brand	10 years		340,218		(53,823	)		286,395
Non-compete agreements	10 years		86,113		(13,752	)		72,361
Non contractual customer relationships	5 years		1,952,371		(618,396	)		1,333,975
Customer list	3 years		184,825		(97,538	)		87,287
		$	15,338,654	$	(2,832,109	)	$	12,506,545

	December 31, 2023
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Patent	10 years	$	30,760	$	(30,760	)	$	-
Franchisee contract-based agreements	10 years		12,744,367		(1,380,638	)		11,363,729
Liberty Loan brand	10 years		340,218		(36,855	)		303,363
Non-compete agreements	10 years		86,113		(9,334	)		76,779
Non contractual customer relationships	5 years		1,952,371		(423,020	)		1,529,351
Customer list	3 years		184,825		(66,742	)		118,083
		$	15,338,654	$	(1,947,349	)	$	13,391,305

As of June 30, 2024, future estimated amortization expense related to identifiable intangible assets over the next five years is set forth in the following table:

	Amortization Expense
2024 (six months remaining)		884,580
2025		1,764,026
2026		1,707,552
2027		1,675,012
2028		1,317,072
Total	$	7,348,242

Promissory Notes-Related Parties

6 Months Ended

Jun. 30, 2024

Promissory Notes-Related Parties [Abstract]

PROMISSORY NOTES-RELATED PARTIES

7. PROMISSORY NOTES-RELATED PARTIES

Interest paid for the 122 Partner Note was $53,346 and $105,988 for the three and six months ended June 30, 2023, respectively.

Interest expensed for the 122 Partner Note $53,346 and $105,022 for the three and six months ended June 30, 2023, respectively.

Amounts payable under the promissory notes are as follows:

	Debt Principal		Interest
2024	$	-	$	174,096
2025	$	10,750,000	$	-

Loan Payable Under Credit Agreement

6 Months Ended

Jun. 30, 2024

Loan Payable Under Credit Agreement [Abstract]

LOAN PAYABLE UNDER CREDIT AGREEMENT

8. LOAN PAYABLE UNDER CREDIT AGREEMENT

	June 30, 2024
	Required Covenant		Actual Position
Equity Book Value not less than	$	16,452,246	$	27,481,239
Liquidity greater than		3,500,000		10,346,383
Cash greater than		2,500,000		4,892,912
Consolidated Total Debt to Equity Book Value ratio not to exceed		5.25		4.72

Capital Structure

6 Months Ended

Jun. 30, 2024

Capital Structure [Abstract]

CAPITAL STRUCTURE

9. CAPITAL STRUCTURE

The Company’s capital structure consists of preferred and common stock as described below:

Preferred Stock

●

Series 1 Convertible Preferred Stock – Series 1 Convertible Preferred Stock ranks senior to common stock upon liquidation.

As of June 30, 2024, there were 170,332 shares of Series 1 Convertible Preferred Stock outstanding, which were convertible into 225,231 shares of common stock.

●

Common Stock

Warrants

PITA, NRNS and XLR8 are affiliates of the Company.

The following table summarizes information about outstanding stock warrants as of June 30, 2024 and December 31, 2023, all of which are exercisable:

Exercise		Common Stock Warrants		Weighted Average Remaining Contractual Life
Price		Outstanding		June 30, 2024	Dec 31, 2023
$	1.25		1,055,184	2 years	2 years
$	1.25		160,000	2 years	2 years
$	1.34		40,000	2 years	2 years
$	1.40		40,000	2 years	2 years
$	1.54		40,000	2 years	2 years
$	1.62		40,000	2 years	2 years
$	1.68		40,000	2 years	2 years
$	1.69		40,000	2 years	2 years
$	1.74		40,000	2 years	2 years
$	1.76		40,000	2 years	2 years
$	1.91		40,000	2 years	2 years
$	1.95		40,000	2 years	2 years
$	2.00		40,000	2 years	2 years
$	2.01		40,000	2 years	2 years
$	2.08		40,000	2 years	2 years
$	2.45		40,000	2 years	2 years
$	2.53		40,000	2 years	2 years
$	2.57		40,000	2 years	2 years
$	2.70		40,000	1 years	2 years
$	2.78		40,000	2 years	2 years
$	2.79		40,000	1 years	2 years
$	2.89		40,000	3 years	4 years
$	2.93		40,000	2 years	2 years
$	2.97		40,000	1 years	2 years
$	3.09		40,000	3 years	3 years
$	3.17		40,000	3 years	4 years
$	3.19		40,000	1 years	2 years
$	3.27		40,000	1 years	2 years
			2,255,184

Equity Compensation Plans

6 Months Ended

Jun. 30, 2024

Equity Compensation Plans [Abstract]

EQUITY COMPENSATION PLANS

10. EQUITY COMPENSATION PLANS

Stock-based compensation expense included the following components:

	Three Months ended June 30,				Six Months ended June 30,
	2024		2023		2024		2023
Stock options	$	80,463	$	384,396	$	160,907	$	805,144
Performance share units		74,410		59,404		211,091		59,404
Total stock-based compensation	$	154,873	$	443,800	$	371,998	$	864,548

Stock options:

	Six Months ended June 30, 2023
Exercise price	$	0.79
Expected life		6 years
Expected volatility		96	%
Dividend yield		0	%
Risk-free interest rate		3.54	%

Activity in stock options for the six month periods ended June 30, 2024 and June 30, 2023 was as follows:

	Number of options			Weighted average exercise price		Weighted average contractual term (years)		Aggregate intrinsic value
Outstanding at January 1, 2024		4,452,447		$	1.57			$	2,152,602
Granted		-
Exercised/Released		-
Expired		(55,000	)		8.00				-
Outstanding at June 30, 2024		4,397,447		$	1.49		6.93	$	1,118,281
Vested and exercisable at June 30, 2024		3,661,778		$	1.56		6.71	$	855,491

Outstanding at January 1, 2023		3,919,228		$	1.97			$	52,223
Granted		1,517,844			0.79				75
Exercised		(1,500	)		0.79				345
Outstanding at June 30, 2023		5,435,572		$	1.64		7.27	$	1,102,624
Vested and exercisable at June 30, 2023		4,049,004		$	1.84		6.66	$	580,962

The weighted average grant date fair value of options granted during the six month period ended June 30, 2023 was $0.60 per share.

Performance Share Units:

Activity in performance share units for the six months ended June 30, 2024 and June 30, 2023 was as follows:

	Number of performance share units			Weighted average grant date fair value
Non- vested at January 1, 2024		1,250,000		$	0.78
Exercised/Released		(312,501	)		0.78
Non- vested at June 30, 2024		937,499		$	0.78
Non- vested at January 1, 2023		790,327		$	1.53
Granted		1,250,000			0.78
Forfeited/ unearned		(790,327	)		1.53
Non- vested at June 30, 2023		1,250,000		$	0.78

Income Taxes

6 Months Ended

Jun. 30, 2024

Income Taxes [Abstract]

INCOME TAXES

11. INCOME TAXES

The realization of the deferred tax asset as of June 30, 2024 is more likely than not based on the Company’s projected taxable income.

Contingencies and Other Uncertainties

6 Months Ended

Jun. 30, 2024

Contingencies and Other Uncertainties [Abstract]

CONTINGENCIES AND OTHER UNCERTAINTIES

12. CONTINGENCIES AND OTHER UNCERTAINTIES

Regulatory inquiries

Litigation

Employment agreements

COVID-19 and other similar health crisis

Commitments

6 Months Ended

Jun. 30, 2024

Commitments [Abstract]

COMMITMENTS

13. COMMITMENTS

The Company does not have any commitments other than real property leases (Note 4).

Revolution Transaction

6 Months Ended

Jun. 30, 2024

Revolution Transaction [Abstract]

REVOLUTION TRANSACTION

14. REVOLUTION TRANSACTION

The fair value of the intangible assets was determined primarily by using discounted cash flow models. The models use inputs including estimated cash flows and a discount rate.

Basepoint Credit Agreement

6 Months Ended

Jun. 30, 2024

Basepoint Credit Agreement [Abstract]

BASEPOINT CREDIT AGREEMENT

15. BASEPOINT CREDIT AGREEMENT

Employee Benefit Plan

6 Months Ended

Jun. 30, 2024

Employee Benefit Plan [Abstract]

EMPLOYEE BENEFIT PLAN

16. EMPLOYEE BENEFIT PLAN

Share Repurchase Program

6 Months Ended

Jun. 30, 2024

Share Repurchase Program [Abstract]

SHARE REPURCHASE PROGRAM

17. SHARE REPURCHASE PROGRAM

The Company purchased under the share repurchase program 182,229 shares of common stock for a net cost of $200,806 for the six months ended June 30, 2024.

Pay vs Performance Disclosure - USD ($)	3 Months Ended				6 Months Ended
Pay vs Performance Disclosure - USD ($)	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (1,603,059)	$ (214,179)	$ (5,297,655)	$ (230,215)	$ (1,817,238)	$ (5,527,870)

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Accounting Policies, by Policy (Policies)

6 Months Ended

Jun. 30, 2024

Summary of Significant Accounting Policies [Abstract]

Principles of Consolidation

Estimates

Segment Information

Cash and Cash Equivalents

Lease Revenue Recognition

Retail Revenue Recognition

Lease Receivables and Allowance for Doubtful Accounts

	June 30, 2024			December 31, 2023

Lease receivables	$	90,159,481		$	64,749,918
Allowance for doubtful accounts		(33,008,354	)		(19,954,828	)
Lease receivables, net	$	57,151,127		$	44,795,090

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	19,954,828		$	13,078,800
Provision		17,290,476			42,505,647
Accounts written off		(4,236,950	)		(35,629,619	)
Ending balance	$	33,008,354		$	19,954,828

Lease Merchandise, net

The net lease merchandise balances consisted of the following as of June 30, 2024 and December 31, 2023:

	June 30, 2024			December 31, 2023
Lease merchandise at cost	$	48,811,580		$	49,687,498
Accumulated depreciation and impairment reserve		(22,955,038	)		(20,556,058	)
Lease merchandise, net	$	25,856,542		$	29,131,440

Loan receivables at fair value

Further details concerning loan receivables at fair value are presented within “Fair Value Measurement” section in this Note.

Lease Accounting

	Three Months ended June 30,						Six Months ended June 30,
	2024			2023			2024			2023
Lease billings and accruals	$	34,686,893		$	32,501,656		$	69,971,769		$	66,756,740
Provision for doubtful accounts		(7,806,427	)		(10,847,413	)		(17,290,476	)		(22,085,828	)
Gain on sale of lease receivables		28,525			1,252,600			61,434			2,950,089
Lease placement collections		165,057			-			165,057			-
Lease revenues and fees	$	27,074,048		$	22,906,843		$	52,907,784		$	47,621,001

Deferred Debt Issuance Costs

Intangible Assets

Property and Equipment

Software Costs

Data Costs

Capitalized data costs net of its amortization are included in the condensed consolidated balance sheets in Other assets, net.

Impairment of Long-Lived Assets

Operating Expenses

Operating Expenses - Operating expenses include corporate overhead expenses such as salaries, stock-based compensation, insurance, occupancy, and other administrative expenses.

Marketing Costs

Per Share Data

The following table reflects the number of common shares issuable upon conversion or exercise.

	June 30,
	2024		2023
Series 1 Convertible Preferred Stock		225,231		225,231
Series 2 Convertible Preferred Stock		5,845,695		5,845,695
Common Stock Options		4,397,447		5,435,572
Common Stock Warrants		2,255,184		2,255,184
Performance Share Units		937,499		1,250,000
		13,661,056		15,011,682

The following table sets forth the computation of basic and diluted earnings per common share for the six months ended June 30, 2024 and 2023:

	Six Months ended
	June 30,
	2024			2023
Numerator
Net loss	$	(1,817,238	)	$	(5,527,870	)
Series 2 Convertible Preferred Stock dividends		(2,161,198	)		(1,964,726	)
Net loss attributable to common and Series 1 Convertible Preferred Stock		(3,978,436	)		(7,492,596	)
Net income attributable to Series 1 Convertible Preferred Stock		-			-
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock		-			-
Net loss attributable to common shares- Numerator for basic EPS		(3,978,436	)	$	(7,492,596	)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends		-			-
Net loss attributable to common shares after assumed conversions- Numerator for diluted EPS		(3,978,436	)		(7,492,596	)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS		21,527,869			21,751,807
Effect of dilutive securities:
Series 2 Convertible Preferred Stock		-			-
Series 1 Convertible Preferred Stock		-			-
Common stock options and performance share units		-			-
Common stock warrants		-			-
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator diluted EPS		21,527,869			21,751,807
Basic EPS	$	(0.18	)	$	(0.34	)
Diluted EPS	$	(0.18	)	$	(0.34	)

The following table sets forth the computation of basic and diluted earnings per common share for the three months ended June 30, 2024 and 2023:

	Three Months ended
	June 30,
	2024			2023
Numerator
Net loss	$	(1,603,059	)	$	(5,297,655	)
Series 2 Convertible Preferred Stock dividends		(1,091,742	)		(992,493	)
Net loss attributable to common and Series 1 Convertible Preferred Stock		(2,694,801	)		(6,290,148	)
Net income attributable to Series 1 Convertible Preferred Stock		-			-
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock		-			-
Net loss attributable to common shares- Numerator for basic EPS		(2,694,801	)		(6,290,148	)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends		-			-
Net loss attributable to common shares after assumed conversions – Numerator for diluted EPS	$	(2,694,801	)	$	(6,290,148	)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS		21,469,720			21,752,304
Effect of dilutive securities
Series 2 Convertible Preferred Stock		-			-
Series 1 Convertible Preferred Stock		-			-
Common stock options and performance share units		-			-
Common stock warrants		-			-
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator for diluted EPS		21,469,720			21,752,304
Basic EPS	$	(0.13	)	$	(0.29	)
Diluted EPS	$	(0.13	)	$	(0.29	)

Stock-Based Compensation

Fair Value of Financial Instruments

The Company utilizes the fair value option on its entire loan receivables portfolio purchased from its bank partner and for the portfolio of loans directly acquired in the state licensed model.

Fair Value Measurements

	●	Level 1: Quoted prices in active markets for identical assets or liabilities.

	●	Level 2: Inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable.

●

Level 3: Unobservable inputs for the asset or liability measured.

The Company’s financial instruments that are measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023 is as follows:

	Fair Value Measurement Using						Carrying
Financial instruments – As of June 30, 2024 (1)	Level 1		Level 2		Level 3		Amount
Loan receivables at fair value	$	-	$	-	$	40,085,656	$	48,618,482

	Fair Value Measurement Using						Carrying
Financial instruments – As of December 31, 2023 (1)	Level 1		Level 2		Level 3		Amount
Loan receivables at fair value	$	-	$	-	$	35,794,290	$	48,076,705

(1)

The Company estimates the fair value of the promissory note related to acquisition using the discounted cash flow model. The model uses inputs including estimated cash flows and a discount rate.

The following describes the primary inputs to the discounted cash flow models that require significant judgement:

●

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	35,794,290		$	32,932,504
Purchases of loan participation		1,058,998			389,949
Obligation of loan participation		-			(12,931	)
Loan originations		26,200,446			57,554,746
Interest and fees⁽¹⁾		5,746,776			14,801,188
Collections		(32,554,732	)		(80,089,020	)
Net charge off ⁽¹⁾		(2,411,225	)		(11,041,155	)
Net change in fair value⁽¹⁾		6,251,103			21,259,009
Ending balance	$	40,085,656		$	35,794,290

(1)	Included in loan revenues and fees, net of changes in fair value in the condensed consolidated statements of operations

	June 30, 2024									December 31, 2023
	Minimum			Maximum			Weighted Average⁽²⁾			Minimum			Maximum			Weighted Average
Estimated losses⁽¹⁾		0	%		92.4	%		21.4	%		0	%		92.5	%		28.9	%
Servicing costs		-			-			4.4	%		-			-			4.7	%
Discount rate		-			-			20.5	%		-			-			20.1	%

(1)	Figure disclosed as a percentage of outstanding principal balance.
(2)	Unobservable inputs were weighted by outstanding principal balance, which are grouped by origination channel.

Other relevant data as of June 30, 2024 and December 31, 2023 concerning loan receivables at fair value are as follows:

	June 30, 2024		December 31, 2023
Aggregate fair value of loan receivables that are 90 days or more past due	$	33,104,613	$	27,828,083
Unpaid principal balance of loan receivables that are 90 days or more past due		42,613,754		41,208,009
Aggregate fair value of loan receivables in non-accrual status		33,119,327		27,764,926

Income Taxes

Summary of Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2024

Summary of Significant Accounting Policies [Abstract]

Schedule of Lease Receivables Balances

The lease receivables balances consisted of the following as of June 30, 2024 and December 31, 2023:

	June 30, 2024			December 31, 2023

Lease receivables	$	90,159,481		$	64,749,918
Allowance for doubtful accounts		(33,008,354	)		(19,954,828	)
Lease receivables, net	$	57,151,127		$	44,795,090

Schedule of Lease Receivables Balances Charged Off Against the Allowance

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	19,954,828		$	13,078,800
Provision		17,290,476			42,505,647
Accounts written off		(4,236,950	)		(35,629,619	)
Ending balance	$	33,008,354		$	19,954,828

Schedule of Net Lease Merchandise Balances

The net lease merchandise balances consisted of the following as of June 30, 2024 and December 31, 2023:

	June 30, 2024			December 31, 2023
Lease merchandise at cost	$	48,811,580		$	49,687,498
Accumulated depreciation and impairment reserve		(22,955,038	)		(20,556,058	)
Lease merchandise, net	$	25,856,542		$	29,131,440

Schedule of Lessor Revenues and Fees

The breakout of lease revenues and fees, net of lessor bad debt expense, that ties to the consolidated statements of operations is shown below:

	Three Months ended June 30,						Six Months ended June 30,
	2024			2023			2024			2023
Lease billings and accruals	$	34,686,893		$	32,501,656		$	69,971,769		$	66,756,740
Provision for doubtful accounts		(7,806,427	)		(10,847,413	)		(17,290,476	)		(22,085,828	)
Gain on sale of lease receivables		28,525			1,252,600			61,434			2,950,089
Lease placement collections		165,057			-			165,057			-
Lease revenues and fees	$	27,074,048		$	22,906,843		$	52,907,784		$	47,621,001

Schedule of Number of Common Shares Issuable Upon Conversion or Exercise

The following table reflects the number of common shares issuable upon conversion or exercise.

	June 30,
	2024		2023
Series 1 Convertible Preferred Stock		225,231		225,231
Series 2 Convertible Preferred Stock		5,845,695		5,845,695
Common Stock Options		4,397,447		5,435,572
Common Stock Warrants		2,255,184		2,255,184
Performance Share Units		937,499		1,250,000
		13,661,056		15,011,682

Schedule of Computation of Basic and Diluted Earnings Per Common Share

The following table sets forth the computation of basic and diluted earnings per common share for the six months ended June 30, 2024 and 2023:

	Six Months ended
	June 30,
	2024			2023
Numerator
Net loss	$	(1,817,238	)	$	(5,527,870	)
Series 2 Convertible Preferred Stock dividends		(2,161,198	)		(1,964,726	)
Net loss attributable to common and Series 1 Convertible Preferred Stock		(3,978,436	)		(7,492,596	)
Net income attributable to Series 1 Convertible Preferred Stock		-			-
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock		-			-
Net loss attributable to common shares- Numerator for basic EPS		(3,978,436	)	$	(7,492,596	)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends		-			-
Net loss attributable to common shares after assumed conversions- Numerator for diluted EPS		(3,978,436	)		(7,492,596	)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS		21,527,869			21,751,807
Effect of dilutive securities:
Series 2 Convertible Preferred Stock		-			-
Series 1 Convertible Preferred Stock		-			-
Common stock options and performance share units		-			-
Common stock warrants		-			-
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator diluted EPS		21,527,869			21,751,807
Basic EPS	$	(0.18	)	$	(0.34	)
Diluted EPS	$	(0.18	)	$	(0.34	)

The following table sets forth the computation of basic and diluted earnings per common share for the three months ended June 30, 2024 and 2023:

	Three Months ended
	June 30,
	2024			2023
Numerator
Net loss	$	(1,603,059	)	$	(5,297,655	)
Series 2 Convertible Preferred Stock dividends		(1,091,742	)		(992,493	)
Net loss attributable to common and Series 1 Convertible Preferred Stock		(2,694,801	)		(6,290,148	)
Net income attributable to Series 1 Convertible Preferred Stock		-			-
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock		-			-
Net loss attributable to common shares- Numerator for basic EPS		(2,694,801	)		(6,290,148	)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends		-			-
Net loss attributable to common shares after assumed conversions – Numerator for diluted EPS	$	(2,694,801	)	$	(6,290,148	)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS		21,469,720			21,752,304
Effect of dilutive securities
Series 2 Convertible Preferred Stock		-			-
Series 1 Convertible Preferred Stock		-			-
Common stock options and performance share units		-			-
Common stock warrants		-			-
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator for diluted EPS		21,469,720			21,752,304
Basic EPS	$	(0.13	)	$	(0.29	)
Diluted EPS	$	(0.13	)	$	(0.29	)

Schedule of Financial Instruments Measured at Fair Value on a Recurring Basis

The Company’s financial instruments that are measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023 is as follows:

	Fair Value Measurement Using						Carrying
Financial instruments – As of June 30, 2024 (1)	Level 1		Level 2		Level 3		Amount
Loan receivables at fair value	$	-	$	-	$	40,085,656	$	48,618,482

	Fair Value Measurement Using						Carrying
Financial instruments – As of December 31, 2023 (1)	Level 1		Level 2		Level 3		Amount
Loan receivables at fair value	$	-	$	-	$	35,794,290	$	48,076,705

(1)

Schedule of Fair Value Assets Measured on Recurring Basis, Unobservable Input Reconciliation

	Six Months Ended June 30, 2024			Year Ended December 31, 2023
Beginning balance	$	35,794,290		$	32,932,504
Purchases of loan participation		1,058,998			389,949
Obligation of loan participation		-			(12,931	)
Loan originations		26,200,446			57,554,746
Interest and fees⁽¹⁾		5,746,776			14,801,188
Collections		(32,554,732	)		(80,089,020	)
Net charge off ⁽¹⁾		(2,411,225	)		(11,041,155	)
Net change in fair value⁽¹⁾		6,251,103			21,259,009
Ending balance	$	40,085,656		$	35,794,290

(1)	Included in loan revenues and fees, net of changes in fair value in the condensed consolidated statements of operations

Schedule of Quantitative Information About the Inputs Used in Fair Value Measurement

	June 30, 2024									December 31, 2023
	Minimum			Maximum			Weighted Average⁽²⁾			Minimum			Maximum			Weighted Average
Estimated losses⁽¹⁾		0	%		92.4	%		21.4	%		0	%		92.5	%		28.9	%
Servicing costs		-			-			4.4	%		-			-			4.7	%
Discount rate		-			-			20.5	%		-			-			20.1	%

(1)	Figure disclosed as a percentage of outstanding principal balance.
(2)	Unobservable inputs were weighted by outstanding principal balance, which are grouped by origination channel.

Schedule of Concerning Loan Receivables at Fair Value

Other relevant data as of June 30, 2024 and December 31, 2023 concerning loan receivables at fair value are as follows:

	June 30, 2024		December 31, 2023
Aggregate fair value of loan receivables that are 90 days or more past due	$	33,104,613	$	27,828,083
Unpaid principal balance of loan receivables that are 90 days or more past due		42,613,754		41,208,009
Aggregate fair value of loan receivables in non-accrual status		33,119,327		27,764,926

Leases (Tables)

6 Months Ended

Jun. 30, 2024

Leases [Abstract]

Schedule of Supplemental Balance Sheet Information Related to Leases

Supplemental balance sheet information related to leases is as follows:

	Balance Sheet Classification	June 30, 2024		December 31, 2023
Assets
Operating Lease Asset	Right of use asset, net	$	1,142,104	$	1,233,538
Finance Lease Asset	Right of use asset, net		-		3,472
Total Lease Assets		$	1,142,104	$	1,237,010

Liabilities
Operating Lease Liability – current portion	Current Lease Liabilities	$	263,104	$	240,444
Finance Lease Liability – current portion	Current Lease Liabilities		7		4,608
Operating Lease Liability – net of current portion	Long Term Lease Liabilities		1,184,683		1,321,578
Total Lease Liabilities		$	1,447,794	$	1,566,630

Schedule of Weighted-Average Discount Rate and Weighted-Average Remaining Lease Term

Below is a summary of the weighted-average discount rate and weighted-average remaining lease term for the Company’s leases:

	Weighted Average Discount Rate			Weighted Average Remaining Lease Term (in years)
Operating Leases		13.03	%		4
Finance Leases		13.39	%		-

Schedule of Supplemental Cash Flow Information Related to Operating Leases

Supplemental cash flow information related to operating leases is as follows:

	Six Months ended
	June 30,
	2024		2023
Cash payments for operating leases	$	212,938	$	206,736
Cash payments for finance leases		4,782		4,782

Schedule of Undiscounted Operating Lease Liabilities

	Operating Leases
2024		217,197
2025		443,038
2026		456,330
2027		470,019
2028 and thereafter		303,574
Total undiscounted cash flows		1,890,158
Less: interest		(442,371	)
Present value of lease liabilities	$	1,447,787

Schedule of Undiscounted Finance Lease Liabilities

	Finance Leases
2024		7
Total undiscounted cash flows		7
Less: interest		-
Present value of lease liabilities	$	7

Property and Equipment (Tables)

6 Months Ended

Jun. 30, 2024

Property and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment consist of the following:

	Estimated Useful Lives	June 30, 2024			December 31, 2023
Furniture, fixtures and vehicle	2-5 years	$	395,867		$	395,868
Website and internal use software	3 years		28,291,589			25,786,321
Computers and software	3-7 years		5,465,155			4,763,115
			34,152,611			30,945,304
Less: accumulated depreciation and amortization			(24,733,506	)		(21,636,445	)
		$	9,419,105		$	9,308,859

Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2024

Intangible Assets [Abstract]

Schedule of Intangible Assets

The following table provides a summary of our intangible assets:

	June 30, 2024
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Patent	10 years	$	30,760	$	(30,760	)	$	-
Franchisee contract-based agreements	10 years		12,744,367		(2,017,840	)		10,726,527
Liberty Loan brand	10 years		340,218		(53,823	)		286,395
Non-compete agreements	10 years		86,113		(13,752	)		72,361
Non contractual customer relationships	5 years		1,952,371		(618,396	)		1,333,975
Customer list	3 years		184,825		(97,538	)		87,287
		$	15,338,654	$	(2,832,109	)	$	12,506,545

	December 31, 2023
	Estimated Useful Life	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Patent	10 years	$	30,760	$	(30,760	)	$	-
Franchisee contract-based agreements	10 years		12,744,367		(1,380,638	)		11,363,729
Liberty Loan brand	10 years		340,218		(36,855	)		303,363
Non-compete agreements	10 years		86,113		(9,334	)		76,779
Non contractual customer relationships	5 years		1,952,371		(423,020	)		1,529,351
Customer list	3 years		184,825		(66,742	)		118,083
		$	15,338,654	$	(1,947,349	)	$	13,391,305

Schedule of Future Estimated Amortization Expense

As of June 30, 2024, future estimated amortization expense related to identifiable intangible assets over the next five years is set forth in the following table:

	Amortization Expense
2024 (six months remaining)		884,580
2025		1,764,026
2026		1,707,552
2027		1,675,012
2028		1,317,072
Total	$	7,348,242

Promissory Notes-Related Parties (Tables)

6 Months Ended

Jun. 30, 2024

Promissory Notes-Related Parties [Abstract]

Schedule of Amounts Payable Under the Promissory Notes

Amounts payable under the promissory notes are as follows:

	Debt Principal		Interest
2024	$	-	$	174,096
2025	$	10,750,000	$	-

Loan Payable Under Credit Agreement (Tables)

6 Months Ended

Jun. 30, 2024

Loan Payable Under Credit Agreement [Abstract]

Schedule of Covenant Requirements and FlexShopper's Actual Results

A summary of the covenant requirements, and FlexShopper’s actual results at June 30, 2024, follows:

	June 30, 2024
	Required Covenant		Actual Position
Equity Book Value not less than	$	16,452,246	$	27,481,239
Liquidity greater than		3,500,000		10,346,383
Cash greater than		2,500,000		4,892,912
Consolidated Total Debt to Equity Book Value ratio not to exceed		5.25		4.72

Capital Structure (Tables)

6 Months Ended

Jun. 30, 2024

Capital Structure [Abstract]

Schedule of Outstanding Stock Warrants

The following table summarizes information about outstanding stock warrants as of June 30, 2024 and December 31, 2023, all of which are exercisable:

Exercise		Common Stock Warrants		Weighted Average Remaining Contractual Life
Price		Outstanding		June 30, 2024	Dec 31, 2023
$	1.25		1,055,184	2 years	2 years
$	1.25		160,000	2 years	2 years
$	1.34		40,000	2 years	2 years
$	1.40		40,000	2 years	2 years
$	1.54		40,000	2 years	2 years
$	1.62		40,000	2 years	2 years
$	1.68		40,000	2 years	2 years
$	1.69		40,000	2 years	2 years
$	1.74		40,000	2 years	2 years
$	1.76		40,000	2 years	2 years
$	1.91		40,000	2 years	2 years
$	1.95		40,000	2 years	2 years
$	2.00		40,000	2 years	2 years
$	2.01		40,000	2 years	2 years
$	2.08		40,000	2 years	2 years
$	2.45		40,000	2 years	2 years
$	2.53		40,000	2 years	2 years
$	2.57		40,000	2 years	2 years
$	2.70		40,000	1 years	2 years
$	2.78		40,000	2 years	2 years
$	2.79		40,000	1 years	2 years
$	2.89		40,000	3 years	4 years
$	2.93		40,000	2 years	2 years
$	2.97		40,000	1 years	2 years
$	3.09		40,000	3 years	3 years
$	3.17		40,000	3 years	4 years
$	3.19		40,000	1 years	2 years
$	3.27		40,000	1 years	2 years
			2,255,184

Equity Compensation Plans (Tables)

6 Months Ended

Jun. 30, 2024

Equity Compensation Plans [Abstract]

Schedule of Stock-Based Compensation Expense

Stock-based compensation expense included the following components:

	Three Months ended June 30,				Six Months ended June 30,
	2024		2023		2024		2023
Stock options	$	80,463	$	384,396	$	160,907	$	805,144
Performance share units		74,410		59,404		211,091		59,404
Total stock-based compensation	$	154,873	$	443,800	$	371,998	$	864,548

Schedule of Weighted Average of Stock Options Granted

The weighted average assumptions used for the stock options granted during the six months ended June 30, 2023 were as follows:

	Six Months ended June 30, 2023
Exercise price	$	0.79
Expected life		6 years
Expected volatility		96	%
Dividend yield		0	%
Risk-free interest rate		3.54	%

Schedule of Activity in Stock Option

Activity in stock options for the six month periods ended June 30, 2024 and June 30, 2023 was as follows:

	Number of options			Weighted average exercise price		Weighted average contractual term (years)		Aggregate intrinsic value
Outstanding at January 1, 2024		4,452,447		$	1.57			$	2,152,602
Granted		-
Exercised/Released		-
Expired		(55,000	)		8.00				-
Outstanding at June 30, 2024		4,397,447		$	1.49		6.93	$	1,118,281
Vested and exercisable at June 30, 2024		3,661,778		$	1.56		6.71	$	855,491

Outstanding at January 1, 2023		3,919,228		$	1.97			$	52,223
Granted		1,517,844			0.79				75
Exercised		(1,500	)		0.79				345
Outstanding at June 30, 2023		5,435,572		$	1.64		7.27	$	1,102,624
Vested and exercisable at June 30, 2023		4,049,004		$	1.84		6.66	$	580,962

Schedule of Activity in Performance Share Units

Activity in performance share units for the six months ended June 30, 2024 and June 30, 2023 was as follows:

	Number of performance share units			Weighted average grant date fair value
Non- vested at January 1, 2024		1,250,000		$	0.78
Exercised/Released		(312,501	)		0.78
Non- vested at June 30, 2024		937,499		$	0.78
Non- vested at January 1, 2023		790,327		$	1.53
Granted		1,250,000			0.78
Forfeited/ unearned		(790,327	)		1.53
Non- vested at June 30, 2023		1,250,000		$	0.78

Business (Details)	Jun. 30, 2024
FlexShopper, LLC [Member]
Business [Line Items]
Investment percentage	100.00%
FlexLending, LLC [Member]
Business [Line Items]
Investment percentage	100.00%
Flex Revolution, LLC [Member]
Business [Line Items]
Investment percentage	100.00%

Summary of Significant Accounting Policies (Details)	3 Months Ended		6 Months Ended
Summary of Significant Accounting Policies (Details)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Dec. 31, 2023
Summary of Significant Accounting Policies [Line Items]
Operating segment			1
Lease receivables balances charged off	$ 2,230,263	$ 13,757,036	$ 4,236,950	$ 32,728,807
Net of changes in fair value	687,479	1,821,700	(4,898,876)	837,048
Interest expense	5,226,155	4,568,557	10,541,249	9,099,884
Intangible asset amortization expense	442,426	443,059	884,760	886,118
Depreciation and amortization expense	$ 1,561,352	1,207,069	$ 3,097,061	2,370,418
Largest benefit percentage			50.00%
Patents [Member]
Summary of Significant Accounting Policies [Line Items]
Intangible assets, terms	10 years		10 years		10 years
Deferred Debt Issuance Costs [Member]
Summary of Significant Accounting Policies [Line Items]
Capitalized software amortization expense	$ 1,203,688
Promissory Notes [Member] \| Deferred Debt Issuance Costs [Member]
Summary of Significant Accounting Policies [Line Items]
Interest expense			$ 229,395
Minimum [Member]
Summary of Significant Accounting Policies [Line Items]
Intangible assets, terms	2 years		2 years
Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
Intangible assets, terms	7 years		7 years
Credit Agreement [Member] \| Deferred Debt Issuance Costs [Member]
Summary of Significant Accounting Policies [Line Items]
Interest expense	$ 190,388	70,368	$ 261,168	140,735
Basepoint Credit Agreement [Member] \| Deferred Debt Issuance Costs [Member]
Summary of Significant Accounting Policies [Line Items]
Interest expense	9,617	3,206	19,234	3,206
Promissory Notes [Member] \| Deferred Debt Issuance Costs [Member]
Summary of Significant Accounting Policies [Line Items]
Interest expense	114,698	38,233		38,233
Software [Member]
Summary of Significant Accounting Policies [Line Items]
Capitalized software costs	1,221,579	1,227,024	2,505,268	2,522,838
Capitalized software amortization expense		961,061	2,351,166	1,870,405
Data [Member]
Summary of Significant Accounting Policies [Line Items]
Capitalized software costs	479,871	174,346	944,313	343,428
Capitalized software amortization expense	$ 378,951	$ 234,417	$ 716,392	$ 454,167

Summary of Significant Accounting Policies (Details) - Schedule of Lease Receivables Balances - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Schedule of Accounts Receivable [Abstract]
Lease receivables	$ 90,159,481	$ 64,749,918
Allowance for doubtful accounts	(33,008,354)	(19,954,828)
Lease receivables, net	$ 57,151,127	$ 44,795,090

Summary of Significant Accounting Policies (Details) - Schedule of Lease Receivables Balances Charged Off Against the Allowance - Lease Receivables [Member] - USD ($)	6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2024	Dec. 31, 2023
Summary of Significant Accounting Policies (Details) - Schedule of Lease Receivables Balances Charged Off Against the Allowance [Line Items]
Beginning balance	$ 19,954,828	$ 19,954,828	$ 13,078,800
Provision		17,290,476	42,505,647
Accounts written off		(4,236,950)	(35,629,619)
Ending balance	$ 33,008,354	$ 33,008,354	$ 19,954,828

Summary of Significant Accounting Policies (Details) - Schedule of Net Lease Merchandise Balances - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Schedule of Net Leased Merchandise [Abstract]
Lease merchandise at cost	$ 48,811,580	$ 49,687,498
Accumulated depreciation and impairment reserve	(22,955,038)	(20,556,058)
Lease merchandise, net	$ 25,856,542	$ 29,131,440

Summary of Significant Accounting Policies (Details) - Schedule of Lessor Revenues and Fees - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Schedule of Lease Revenues and Fees [Abstract]
Lease billings and accruals	$ 34,686,893	$ 32,501,656	$ 69,971,769	$ 66,756,740
Provision for doubtful accounts	(7,806,427)	(10,847,413)	(17,290,476)	(22,085,828)
Gain on sale of lease receivables	28,525	1,252,600	61,434	2,950,089
Lease placement collections	165,057		165,057
Lease revenues and fees	$ 27,074,048	$ 22,906,843	$ 52,907,784	$ 47,621,001

Summary of Significant Accounting Policies (Details) - Schedule of Number of Common Shares Issuable Upon Conversion or Exercise - shares	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Schedule of Number of Common Shares Issuable Upon Conversion or Exercise [Line Items]
Antidilutive securities excluded from computation of earnings per share	13,661,056	15,011,682
Series 1 Convertible Preferred Stock [Member]
Schedule of Number of Common Shares Issuable Upon Conversion or Exercise [Line Items]
Antidilutive securities excluded from computation of earnings per share	225,231	225,231
Series 2 Convertible Preferred Stock [Member]
Schedule of Number of Common Shares Issuable Upon Conversion or Exercise [Line Items]
Antidilutive securities excluded from computation of earnings per share	5,845,695	5,845,695
Common Stock Options [Member]
Schedule of Number of Common Shares Issuable Upon Conversion or Exercise [Line Items]
Antidilutive securities excluded from computation of earnings per share	4,397,447	5,435,572
Common Stock Warrants [Member]
Schedule of Number of Common Shares Issuable Upon Conversion or Exercise [Line Items]
Antidilutive securities excluded from computation of earnings per share	2,255,184	2,255,184
Performance Share Units [Member]
Schedule of Number of Common Shares Issuable Upon Conversion or Exercise [Line Items]
Antidilutive securities excluded from computation of earnings per share	937,499	1,250,000

Summary of Significant Accounting Policies (Details) - Schedule of Computation of Basic and Diluted Earnings Per Common Share - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Numerator
Net loss	$ (1,603,059)	$ (214,179)	$ (5,297,655)	$ (230,215)	$ (1,817,238)	$ (5,527,870)
Series 2 Convertible Preferred Stock dividends	(1,091,742)		(992,493)		(2,161,198)	(1,964,726)
Net loss attributable to common and Series 1 Convertible Preferred Stock	(2,694,801)		(6,290,148)		(3,978,436)	(7,492,596)
Net income attributable to Series 1 Convertible Preferred Stock
Series 2 Convertible Preferred Stock dividends attributable to Series 1 Convertible Preferred Stock
Net loss attributable to common shares- Numerator for basic EPS	(2,694,801)		(6,290,148)		(3,978,436)	(7,492,596)
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends
Net loss attributable to common shares after assumed conversions- Numerator for diluted EPS	$ (2,694,801)		$ (6,290,148)		$ (3,978,436)	$ (7,492,596)
Denominator
Weighted average of common shares outstanding- Denominator for basic EPS (in Shares)	21,469,720		21,752,304		21,527,869	21,751,807
Effect of dilutive securities:
Adjusted weighted average of common shares outstanding and assumed conversions- Denominator diluted EPS (in Shares)	21,469,720		21,752,304		21,527,869	21,751,807
Basic EPS (in Dollars per share)	$ (0.13)		$ (0.29)		$ (0.18)	$ (0.34)
Diluted EPS (in Dollars per share)	$ (0.13)		$ (0.29)		$ (0.18)	$ (0.34)
Series 2 Convertible Preferred Stock [Member]
Effect of dilutive securities:
Series 2 Convertible Preferred Stock dividends
Effect of dilutive securities:
Effect of dilutive securities
Series 1 Convertible Preferred Stock [Member]
Effect of dilutive securities:
Effect of dilutive securities
Common stock options and performance share units [Member]
Effect of dilutive securities:
Effect of dilutive securities
Common stock warrants [Member]
Effect of dilutive securities:
Effect of dilutive securities

Summary of Significant Accounting Policies (Details) - Schedule of Financial Instruments Measured at Fair Value on a Recurring Basis - Carrying Amount [Member] - USD ($)

Jun. 30, 2024

Dec. 31, 2023

Schedule of Fair Value Assets measured on Recurring Basis [Line Items]

Loan receivables at fair value

^[1]

$ 48,618,482

$ 48,076,705

Level 1 [Member]

Schedule of Fair Value Assets measured on Recurring Basis [Line Items]

Loan receivables at fair value

^[1]

Level 2 [Member]

Schedule of Fair Value Assets measured on Recurring Basis [Line Items]

Loan receivables at fair value

^[1]

Level 3 [Member]

Schedule of Fair Value Assets measured on Recurring Basis [Line Items]

Loan receivables at fair value

^[1]

$ 40,085,656

$ 35,794,290

[1]

Summary of Significant Accounting Policies (Details) - Schedule of Fair Value Assets Measured on Recurring Basis, Unobservable Input Reconciliation - Level 3 [Member] - USD ($)

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Schedule of Fair Value Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]

Beginning balance

$ 35,794,290

$ 32,932,504

Purchases of loan participation

1,058,998

389,949

Obligation of loan participation

(12,931)

Loan originations

26,200,446

57,554,746

Interest and fees

^[1]

5,746,776

14,801,188

Collections

(32,554,732)

(80,089,020)

Net charge off

^[1]

(2,411,225)

(11,041,155)

Net change in fair value

^[1]

6,251,103

21,259,009

Ending balance

$ 40,085,656

$ 35,794,290

[1]	Included in loan revenues and fees, net of changes in fair value in the condensed consolidated statements of operations

Summary of Significant Accounting Policies (Details) - Schedule of Quantitative Information About the Inputs Used in Fair Value Measurement

6 Months Ended

12 Months Ended

Jun. 30, 2024

Dec. 31, 2023

Minimum [Member]

Schedule of Quantitative Information About the Inputs Used in Fair Value Measurement [Line Items]

Estimated losses

^[1]

0.00%

Servicing costs

Discount rate

Maximum [Member]

Schedule of Quantitative Information About the Inputs Used in Fair Value Measurement [Line Items]

Estimated losses

^[1]

92.40%

92.50%

Servicing costs

Discount rate

Weighted Average [Member]

Schedule of Quantitative Information About the Inputs Used in Fair Value Measurement [Line Items]

Estimated losses

^[1]

21.40%

^[2]

28.90%

Servicing costs

4.40%

^[2]

4.70%

Discount rate

20.50%

^[2]

20.10%

[1]	Figure disclosed as a percentage of outstanding principal balance.
[2]	Unobservable inputs were weighted by outstanding principal balance, which are grouped by origination channel.

Summary of Significant Accounting Policies (Details) - Schedule of Concerning Loan Receivables at Fair Value - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Schedule of Concerning Loan Receivables at Fair Value [Abstract]
Aggregate fair value of loan receivables that are 90 days or more past due	$ 33,104,613	$ 27,828,083
Unpaid principal balance of loan receivables that are 90 days or more past due	42,613,754	41,208,009
Aggregate fair value of loan receivables in non-accrual status	$ 33,119,327	$ 27,764,926

Leases (Details)			3 Months Ended		6 Months Ended
Leases (Details)	Sep. 30, 2021 USD ($)	Jan. 31, 2019 USD ($) ft²	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 USD ($)
Leases [Abstract]
Area of land (in Square Feet) \| ft²		21,622
Monthly rent	$ 8,800	$ 31,500
Rent expanses					$ 1,800
Lease cost			$ 98,993	$ 97,367	$ 198,097	$ 194,623

Leases (Details) - Schedule of Supplemental Balance Sheet Information Related to Leases - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Schedule of Supplemental Balance Sheet Information Related to Leases [Abstract]
Operating Lease Asset	$ 1,142,104	$ 1,233,538
Finance Lease Asset		3,472
Total Lease Assets	1,142,104	1,237,010
Operating Lease Liability – current portion	263,104	240,444
Finance Lease Liability – current portion	7	4,608
Operating Lease Liability – net of current portion	1,184,683	1,321,578
Total Lease Liabilities	$ 1,447,794	$ 1,566,630

Leases (Details) - Schedule of Weighted-Average Discount Rate and Weighted-Average Remaining Lease Term	Jun. 30, 2024
Schedule of Weighted-Average Discount Rate and Weighted-Average Remaining Lease Term [Abstract]
Operating Leases, Weighted Average Discount Rate	13.03%
Operating Leases, Weighted Average Remaining Lease Term (in years)	4 years
Finance Leases, Weighted Average Discount Rate	13.39%
Finance Leases, Weighted Average Remaining Lease Term (in years)

Leases (Details) - Schedule of Supplemental Cash Flow Information Related to Operating Leases - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Schedule of Supplemental Cash Flow Information Related to Operating Leases [Abstract]
Cash payments for operating leases	$ 212,938	$ 206,736
Cash payments for finance leases	$ 4,782	$ 4,782

Leases (Details) - Schedule of Undiscounted Operating Lease Liabilities	Jun. 30, 2024 USD ($)
Schedule of Undiscounted Operating Lease Liabilities [Abstract]
2024	$ 217,197
2025	443,038
2026	456,330
2027	470,019
2028 and thereafter	303,574
Total undiscounted cash flows	1,890,158
Less: interest	(442,371)
Present value of lease liabilities	$ 1,447,787

Leases (Details) - Schedule of Undiscounted Finance Lease Liabilities	Jun. 30, 2024 USD ($)
Schedule of Undiscounted Finance Lease Liabilities [Abstract]
2024	$ 7
Total undiscounted cash flows	7
Less: interest
Present value of lease liabilities	$ 7

Property and Equipment (Details) - USD ($)	3 Months Ended		6 Months Ended
Property and Equipment (Details) - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Property and Equipment [Line Items]
Depreciation and amortization expense	$ 1,561,352	$ 1,207,069	$ 3,097,061	$ 2,370,418

Property and Equipment (Details) - Schedule of Property and Equipment - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Schedule of Property and Equipment [Line Items]
Property and equipment, gross	$ 34,152,611	$ 30,945,304
Less: accumulated depreciation and amortization	(24,733,506)	(21,636,445)
Property and equipment, net	9,419,105	9,308,859
Furniture, fixtures and vehicle [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment, gross	$ 395,867	395,868
Website and internal use software [Member]
Schedule of Property and Equipment [Line Items]
Estimated useful Lives	3 years
Property and equipment, gross	$ 28,291,589	25,786,321
Computers and software [Member]
Schedule of Property and Equipment [Line Items]
Property and equipment, gross	$ 5,465,155	$ 4,763,115
Minimum [Member] \| Furniture, fixtures and vehicle [Member]
Schedule of Property and Equipment [Line Items]
Estimated useful Lives	2 years
Minimum [Member] \| Computers and software [Member]
Schedule of Property and Equipment [Line Items]
Estimated useful Lives	3 years
Maximum [Member] \| Furniture, fixtures and vehicle [Member]
Schedule of Property and Equipment [Line Items]
Estimated useful Lives	5 years
Maximum [Member] \| Computers and software [Member]
Schedule of Property and Equipment [Line Items]
Estimated useful Lives	7 years

Intangible Assets (Details) - USD ($)	3 Months Ended		6 Months Ended
Intangible Assets (Details) - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Intangible Assets [Abstract]
Intangible assets	$ 442,426	$ 443,059	$ 884,760	$ 886,118

Intangible Assets (Details) - Schedule of Intangible Assets - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Schedule of Intangible Assets [Line Items]
Gross Carrying Amount	$ 15,338,654	$ 15,338,654
Accumulated Amortization	(2,832,109)	(1,947,349)
Net Carrying Amount	$ 12,506,545	$ 13,391,305
Patent [Member]
Schedule of Intangible Assets [Line Items]
Estimated Useful Life	10 years	10 years
Gross Carrying Amount	$ 30,760	$ 30,760
Accumulated Amortization	(30,760)	(30,760)
Net Carrying Amount
Franchisee contract-based agreements [Member]
Schedule of Intangible Assets [Line Items]
Estimated Useful Life	10 years	10 years
Gross Carrying Amount	$ 12,744,367	$ 12,744,367
Accumulated Amortization	(2,017,840)	(1,380,638)
Net Carrying Amount	$ 10,726,527	$ 11,363,729
Liberty Loan brand [Member]
Schedule of Intangible Assets [Line Items]
Estimated Useful Life	10 years	10 years
Gross Carrying Amount	$ 340,218	$ 340,218
Accumulated Amortization	(53,823)	(36,855)
Net Carrying Amount	$ 286,395	$ 303,363
Non-compete agreements [Member]
Schedule of Intangible Assets [Line Items]
Estimated Useful Life	10 years	10 years
Gross Carrying Amount	$ 86,113	$ 86,113
Accumulated Amortization	(13,752)	(9,334)
Net Carrying Amount	$ 72,361	$ 76,779
Non contractual customer relationships [Member]
Schedule of Intangible Assets [Line Items]
Estimated Useful Life	5 years	5 years
Gross Carrying Amount	$ 1,952,371	$ 1,952,371
Accumulated Amortization	(618,396)	(423,020)
Net Carrying Amount	$ 1,333,975	$ 1,529,351
Customer list [Member]
Schedule of Intangible Assets [Line Items]
Estimated Useful Life	3 years	3 years
Gross Carrying Amount	$ 184,825	$ 184,825
Accumulated Amortization	(97,538)	(66,742)
Net Carrying Amount	$ 87,287	$ 118,083

Intangible Assets (Details) - Schedule of Future Estimated Amortization Expense	Jun. 30, 2024 USD ($)
Schedule of Future Estimated Amortization Expense [Abstract]
2024 (six months remaining)	$ 884,580
2025	1,764,026
2026	1,707,552
2027	1,675,012
2028	1,317,072
Total	$ 7,348,242

Promissory Notes-Related Parties (Details) - USD ($)	3 Months Ended		6 Months Ended
Promissory Notes-Related Parties (Details) - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Jan. 25, 2019
Promissory Notes-Related Parties [Line Items]
Interest paid		$ 53,346		$ 105,988
Interest expense		53,346		105,022
Deferred debt cost			$ 917,581
NRNS [Member]
Promissory Notes-Related Parties [Line Items]
Interest paid	$ 547,717	573,466	1,130,537	1,139,375
Interest expense	$ 523,415	$ 573,466	$ 1,106,010	$ 1,128,987
Bear interest rate	19.44%		19.44%
Promissory Note Borrower [Member] \| NRNS [Member]
Promissory Notes-Related Parties [Line Items]
Principal amount	$ 3,750,000		$ 3,750,000
NRNS [Member]
Promissory Notes-Related Parties [Line Items]
Maturity date			Jul. 01, 2024
Minimum [Member]
Promissory Notes-Related Parties [Line Items]
Credit commitment			$ 3,750,000
Maximum [Member]
Promissory Notes-Related Parties [Line Items]
Credit commitment			$ 11,000,000
Chief Financial Officer [Member] \| H.Russell Heiser [Member]
Promissory Notes-Related Parties [Line Items]
Principal amount					$ 1,000,000

Promissory Notes-Related Parties (Details) - Schedule of Amounts Payable Under the Promissory Notes - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
2024 [Member]
Schedule of Amounts Payable Under the Promissory Notes [Line Items]
Promissory note		$ 174,096
2025 [Member]
Schedule of Amounts Payable Under the Promissory Notes [Line Items]
Promissory note	$ 10,750,000

Loan Payable Under Credit Agreement (Details) - USD ($)			3 Months Ended		6 Months Ended
Loan Payable Under Credit Agreement (Details) - USD ($)	Mar. 27, 2024	Sep. 30, 2022	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Loan Payable Under Credit Agreement [Line Items]
Commitment termination date					Apr. 01, 2024
Borrowed under credit agreement	$ 150,000,000
Lender fee percentage	1.00%
Borrowed bear interest			14.44%		14.44%
Repaid credit agreement				$ 220,000		$ 2,795,000
Waterfall Asset Management, LLC [Member]
Loan Payable Under Credit Agreement [Line Items]
Commitment loan percentage		100.00%
SOFR Plus [Member]
Loan Payable Under Credit Agreement [Line Items]
Interest rate	9.00%				11.00%
Credit Agreement [Member]
Loan Payable Under Credit Agreement [Line Items]
Borrowed under credit agreement			$ 11,750,000	0	$ 22,361,690	2,750,000
Repaid credit agreement			0		0
Interest expense			4,137,318	$ 3,332,686	8,422,665	$ 6,611,523
Outstanding under credit agreement			118,816,690		118,816,690		$ 96,455,000
Unamortized issuance costs			$ 1,332,712		$ 1,332,712		$ 70,780

Loan Payable Under Credit Agreement (Details) - Schedule of Covenant Requirements and FlexShopper's Actual Results	Jun. 30, 2024 USD ($) $ / shares
Required Covenant [Member]
Schedule of Covenant Requirements and FlexShopper [Line Items]
Equity Book Value not less than	$ 16,452,246
Liquidity greater than	3,500,000
Cash greater than	$ 2,500,000
Consolidated Total Debt to Equity Book Value ratio not to exceed (in Dollars per share) \| $ / shares	$ 5.25
Actual Position [Member]
Schedule of Covenant Requirements and FlexShopper [Line Items]
Equity Book Value not less than	$ 27,481,239
Liquidity greater than	10,346,383
Cash greater than	$ 4,892,912
Consolidated Total Debt to Equity Book Value ratio not to exceed (in Dollars per share) \| $ / shares	$ 4.72

Capital Structure (Details) - USD ($)	3 Months Ended	6 Months Ended
Capital Structure (Details) - USD ($)	Jun. 30, 2024	Jun. 30, 2024	Dec. 31, 2023	Sep. 30, 2018
Capital Structure [Line Items]
Common stock price per share (in Dollars per share)		$ 23
Common stock, share authorized	40,000,000	40,000,000	40,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
Deferred debt cost (in Dollars)	$ 917,581	$ 917,581
Warrant expenses (in Dollars)	$ 917,581	$ 917,581
Warrant [Member]
Capital Structure [Line Items]
Warrants exercisable				1,055,184
Exercise price (in Dollars per share)				$ 1.25
Issuance of warrants		1,200,000
Number of warrants	840,000	840,000
Series 1 Convertible Preferred Stock [Member]
Capital Structure [Line Items]
Preferred stock, shares authorized	250,000	250,000	250,000
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001	$ 0.001
Preferred stock, shares designated	250,000	250,000
Convertible preferred stock	1.3223	1.3223
Convertible preferred stock, shares outstanding	170,332	170,332	170,332
Convertible preferred stock, shares issued upon conversion	225,231	225,231
Series 2 Convertible Preferred Stock [Member]
Capital Structure [Line Items]
Preferred stock, shares authorized	25,000	25,000	25,000
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001	$ 0.001
Preferred stock, shares designated	25,000	25,000
Convertible preferred stock, shares outstanding	21,952	21,952	21,952
Convertible preferred stock, shares issued upon conversion	20,000	20,000
Gross proceeds (in Dollars)		$ 20,000,000
Additional sale of shares		1,952
Accrue dividends stated value (in Dollars)		$ 1,000
Annual rate		10.00%
Cumulative accrued dividends (in Dollars)	$ 25,349,212	$ 25,349,212
Preferred stock conversion into common stock, shares		266
Series 2 Convertible Preferred Stock [Member] \| Investor [Member]
Capital Structure [Line Items]
Gross proceeds (in Dollars)		$ 1,950,000
Preferred Stock [Member]
Capital Structure [Line Items]
Preferred stock, shares authorized	500,000	500,000
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001

Capital Structure (Details) - Schedule of Outstanding Stock Warrants - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Schedule of Outstanding Stock Warrants [Line Items]
Common Stock Warrants Outstanding (in Shares)	2,255,184
Exercise Price 1.25 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.25
Common Stock Warrants Outstanding (in Shares)	1,055,184
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.25 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.25
Common Stock Warrants Outstanding (in Shares)	160,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.34 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.34
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.40 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.4
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.54 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.54
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.62 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.62
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.68 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.68
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.69 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.69
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.74 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.74
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.76 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.76
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.91 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.91
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 1.95 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 1.95
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.00 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.01 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.01
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.08 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.08
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.45 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.45
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.53 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.53
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.57 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.57
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.70 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.7
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	1 year	2 years
Exercise Price 2.78 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.78
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.79 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.79
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	1 year	2 years
Exercise Price 2.89 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.89
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	3 years	4 years
Exercise Price 2.93 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.93
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	2 years	2 years
Exercise Price 2.97 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 2.97
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	1 year	2 years
Exercise Price 3.09 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 3.09
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	3 years	3 years
Exercise Price 3.17 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 3.17
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	3 years	4 years
Exercise Price 3.19 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 3.19
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	1 year	2 years
Exercise Price 3.27 [Member]
Schedule of Outstanding Stock Warrants [Line Items]
Exercise Price (in Dollars per share)	$ 3.27
Common Stock Warrants Outstanding (in Shares)	40,000
Weighted Average Remaining Contractual Life	1 year	2 years

Equity Compensation Plans (Details) - USD ($)	3 Months Ended		6 Months Ended
Equity Compensation Plans (Details) - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Equity Compensation Plans [Line Items]
Compensation expense	$ 154,873	$ 443,800	$ 371,998	$ 864,548
Weighted average grant date fair value of options granted				$ 0.6
Potentially be issued shares			13,661,056	15,011,682
Equity Option [Member]
Equity Compensation Plans [Line Items]
Shares remained available for issuance	2,150,000		2,150,000
Compensation expense	$ 80,463	384,396	$ 160,907	$ 805,144
Performance Shares [Member]
Equity Compensation Plans [Line Items]
Compensation expense	74,410	$ 59,404	211,091	$ 59,404
Unrecognized compensation cost related to non-vested options	$ 809,543		$ 809,543
Weighted average period			1 year 10 months 2 days
Weighted average grant date fair value of options granted				$ 0.78
Earned shares			1,250,000
Vested shares			312,501
Minimum [Member] \| Performance Shares [Member]
Equity Compensation Plans [Line Items]
Potentially be issued shares			0
Maximum [Member] \| Performance Shares [Member]
Equity Compensation Plans [Line Items]
Potentially be issued shares			1,250,000

Equity Compensation Plans (Details) - Schedule of Stock-Based Compensation Expense - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Schedule of Stock-Based Compensation Expense [Line Items]
Total stock-based compensation	$ 154,873	$ 443,800	$ 371,998	$ 864,548
Stock options [Member]
Schedule of Stock-Based Compensation Expense [Line Items]
Total stock-based compensation	80,463	384,396	160,907	805,144
Performance share units [Member]
Schedule of Stock-Based Compensation Expense [Line Items]
Total stock-based compensation	$ 74,410	$ 59,404	$ 211,091	$ 59,404

Equity Compensation Plans (Details) - Schedule of Weighted Average of Stock Options Granted	6 Months Ended
	Jun. 30, 2023 $ / shares
Schedule of Weighted Average of Stock Options Granted [Abstract]
Exercise price (in Dollars per share)	$ 0.79
Expected life	6 years
Expected volatility	96.00%
Dividend yield	0.00%
Risk-free interest rate	3.54%

Equity Compensation Plans (Details) - Schedule of Activity in Stock Option - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Schedule of Activity in Stock Option [Line Items]
Outstanding, Number of options, beginning	4,452,447	3,919,228
Outstanding, Weighted average exercise price, beginning (in Dollars per share)	$ 1.57	$ 1.97
Outstanding, Aggregate intrinsic value, beginning (in Dollars)	$ 2,152,602	$ 52,223
Granted, Number of options		1,517,844
Granted, Weighted average exercise price (in Dollars per share)		$ 0.79
Granted, Aggregate intrinsic value (in Dollars)		$ 75
Exercised/Released, Number of options		(1,500)
Exercised/Released, Weighted average exercise price (in Dollars per share)		$ 0.79
Exercised/Released, Aggregate intrinsic value (in Dollars)		$ 345
Expired, Number of options	(55,000)
Expired, Weighted average exercise price (in Dollars per share)	$ 8
Expired, Aggregate intrinsic value (in Dollars)
Outstanding, Number of options, ending	4,397,447	5,435,572
Outstanding, Weighted average exercise price, ending (in Dollars per share)	$ 1.49	$ 1.64
Outstanding at Weighted average contractual term (years), ending	6 years 11 months 4 days	7 years 3 months 7 days
Outstanding, Aggregate intrinsic value, ending (in Dollars)	$ 1,118,281	$ 1,102,624
Vested and exercisable, Number of options	3,661,778	4,049,004
Vested and exercisable, Weighted average exercise price (in Dollars per share)	$ 1.56	$ 1.84
Vested and exercisable, Weighted average contractual term (years)	6 years 8 months 15 days	6 years 7 months 28 days
Vested and exercisable, Aggregate intrinsic value (in Dollars)	$ 855,491	$ 580,962

Equity Compensation Plans (Details) - Schedule of Activity in Performance Share Units - Performance share units [Member] - $ / shares	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Equity Compensation Plans (Details) - Schedule of Activity in Performance Share Units [Line Items]
Number of performance share units, Non- vested, Beginning	1,250,000	790,327
Weighted average grant date fair value, Non- vested, Beginning	$ 0.78	$ 1.53
Number of performance share units, Granted		1,250,000
Weighted average grant date fair value, Granted		$ 0.78
Number of performance share units, Forfeited/ unearned		(790,327)
Weighted average grant date fair value, Forfeited/ unearned		$ 1.53
Number of performance share units, Exercised/Released	(312,501)
Weighted average grant date fair value, Exercised/Released	$ 0.78
Number of performance share units, Non- vested, Ending	937,499	1,250,000
Weighted average grant date fair value, Non- vested, Ending	$ 0.78	$ 0.78

Income Taxes (Details)	3 Months Ended	6 Months Ended
Income Taxes (Details)	Jun. 30, 2024	Jun. 30, 2024
Income Taxes [Abstract]
Income tax rate, percentage	41.76%	21.00%

Contingencies and Other Uncertainties (Details)	6 Months Ended
Contingencies and Other Uncertainties (Details)	Jun. 30, 2024
Contingencies and Other Uncertainties [Abstract]
Contracts period	3 years

Revolution Transaction (Details) - USD ($)	6 Months Ended	12 Months Ended
Revolution Transaction (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Revolution Transaction [Line Items]
Consideration transferred	$ 3,421,991
Bargain price	14,461,274
Fair value of promissory note		$ 3,678,689
Seller Note [Member]
Revolution Transaction [Line Items]
Initial principal amount	$ 5,000,000
Maturity date	Dec. 01, 2027
Interest per annum	8.00%

Basepoint Credit Agreement (Details)	3 Months Ended	6 Months Ended
Basepoint Credit Agreement (Details)	Jun. 30, 2024 USD ($)	Jun. 30, 2024 USD ($)
Basepoint Credit Agreement [Line Items]
Agreement due date		Jun. 07, 2026
Borrowing rate		5.00%
Basepoint Credit Agreement [Member]
Basepoint Credit Agreement [Line Items]
Origination consumer loan		$ 20,000,000
Annual interest rate	13.42%	13.42%
Borrowing rate		10.00%
Current borrowing value	$ 2,000,000	$ 2,000,000
Interest expense incurred	251,614	503,501
Outstanding balance credit agreement	7,412,605	7,412,605
Unamortized issuance costs	$ 73,730	$ 73,730

Employee Benefit Plan (Details) - USD ($)	3 Months Ended		6 Months Ended
Employee Benefit Plan (Details) - USD ($)	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Employee Benefit Plan [Abstract]
Nondiscretionary, percentage			4.00%
Total contribution	$ 48,109	$ 36,601	$ 97,816	$ 86,762

Share Repurchase Program (Details) - USD ($)	6 Months Ended
Share Repurchase Program (Details) - USD ($)	Jun. 30, 2024	May 17, 2023
Share Repurchase Program [Line Items]
Share repurchase		$ 2,000,000
Common Stock [Member]
Share Repurchase Program [Line Items]
Share repurchase program (in Shares)	182,229
Net cost	$ 200,806

FlexShopper (NASDAQ:FPAY)
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FlexShopper (NASDAQ:FPAY)
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From Nov 2023 to Nov 2024

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