RLBY — RELIABILITY INC SEC Filings | FilingIndex← The WireRLBYOTC
RELIABILITY INC
Services-Help Supply Services · TX · CIK 34285
Reliability provides workforce solutions including EOR, staffing, managed services, and video production
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Comparable business profile · signals at a glance
2000 SCHEDULE 13G - RELIABILITY INC
Feb 6, 2001
$1.2B
-1.2%
What Changed
Risk factors · Mar 31, 2025 → Mar 31, 2026414 added · 462 removed between the two most recent 10-Ks. The risks a company starts — or stops — disclosing are often the story.
Newly disclosed
- Recently Issued Accounting Pronouncements In 2025, the FASB issued ASU 2025-05, which provides updated guidance on the accounting for internal-use software and cloud computing arrangements, including the capitalization and amortization of implementation costs.
- If such limitations apply, the amount of NOLs available to offset future taxable income could be significantly reduced. 36 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (amounts in thousands) SCHEDULE OF DEFERRED INCOME TAX ASSETS (LIABILITIES) 2025 2024 December 31, 2025 2024 Deferred tax assets (liabilities): Employee accruals $ 33 $ 39 Accrued workers’ compensation and other - 1 Federal and State net operating loss carry forwards 1,665 605 Other 1 1 Deferred tax liabilities: Intangibles 11 12 Fixed assets ( 2 ) ( 5 ) Deferred income taxes, net 1,708 653 Valuation allowance ( 1,708 ) ( 653 ) Deferred tax assets (liabilities) $ - $ - The income tax provision, reconciled to the tax computed at the statutory federal rate, is as follows: SCHEDULE OF INCOME TAX PROVISION, RECONCILED TO TAX COMPUTED AT STATUTORY FEDERAL RATE December 31, 2025 2024 Tax expense at federal statutory rate $ ( 158 ) 21.0 % $ ( 125 ) 21.0 % State income taxes, net 11 - 1.5 % ( 27 ) 4.6 % Permanent Differences 8 - 1.1 % 1 - 0.1 % Expired of NOL carryforwards 1,435 - 190.9 % - 0.0 % Prior year NOL true-up ( 2,336 ) 310.6 % 2 - 0.3 % Other deferred adjustments ( 4 ) 0.5 % - 0.0 % Change in valuation allowance 1,058 - 140.7 % 143 - 24.1 % Other, net - 0.0 % - 0.0 % Effect of deferred rate change - 0.0 % 6 - 1.1 % Income tax expense $ 14 - 2.1 % $ - 0.0 % Tax expense at federal statutory rate ( 21 %) NOTE 8 – TRANSFER OF FINANCIAL ASSETS During 2025, the Company entered into receivables purchase programs with JPMorgan (“JPM”) and Mitsubishi UFJ Financial Group (“MUFG”), under which certain eligible trade receivables may be transferred on a non-recourse basis, other than customary representations and warranties and limited breach-based repurchase obligations.
- The Company did not retain servicing assets or liabilities, beneficial interests, derivatives, or other significant continuing involvement in the transferred receivables, and its exposure under customary representations and warranties and limited breach-based repurchase obligations was not material as of December 31, 2025.
- As of December 31, 2025, the Vivos Group remained related parties due to their ownership interests. 38 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (amounts in thousands) Related Party Notes Receivable The amounts due from the Vivos Group arose from acquisition-related borrowings and advances made prior to the October 29, 2019 merger.
- NOTE 12 - RELATED PARTY TRANSACTIONS Former Related Party Relationship Prior to and following the October 29, 2019 Merger, members of the Vivos Group were majority shareholders of the Company and were considered related parties.
- In aggregate, the arbitration awards provided for recovery of amounts owed under promissory notes issued by members of the Vivos Group, accrued contractual interest, attorneys’ fees and expenses of $ 1,209 , and contract damages of $ 1,000 to be satisfied through the transfer of shares of the Company’s common stock previously issued to the Vivos Group in connection with the merger.
- After our Merger in October 2019, non-operational expenses (e.g., public company fees, D&O insurance, investor relations, etc.) were assigned at the corporate level.
- Given current liquidity priorities, management views acquisition activity in 2026 as opportunistic rather than near-term dependent.
- RECENT ACCOUNTING PRONOUNCEMENTS For a discussion of recent accounting pronouncements and their potential effect on our results of operations and financial condition, refer to Note 3 in the Notes to the Consolidated Financial Statements of this Annual Report on Form 10-K.
- Long-Lived Assets The Company reviews its long-lived assets, primarily fixed assets and intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recovered.
- These conditions and events, considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these consolidated financial statements are issued.
- The Company did not record an impairment expense for the years ended December 31, 2025, and 2024.
No longer disclosed
- For example, in October 2022, we learned about a Vivos IT, LLC lawsuit against Second Wind Consultants (“SWC”) in May 2019 which included MMG as a plaintiff.
- For example: ● Minnesota kicked off on January 1, employers with thirty or more employees in Minnesota will be required to provide salary ranges and general descriptions of benefits in job postings, and several modifications to the state’s earned sick and safe time (ESST) program. ● California expanded paid sick leave requirements in 2024, and beginning on January 1, 2025, enacted several laws, including expanding protections against unlawful discrimination; prohibiting mandatory workplace meetings to discuss political or religious matters, including union organizing; and allowing employers to obtain temporary restraining orders (TROs) against individuals who subject employees to unreasonable harassment. ● Delaware covered employers must start contributing payroll deductions to fund the Delaware Paid Family and Medical Leave program, which was established in 2022.
- For example, we became aware of being a party to the SWC lawsuit in September 2022.
- In 2025, 29% plan to increase their investment in job advertising, while 55% intend to maintain current spending, and only 6% anticipate reducing usage. ● Emerging AI Regulations: As AI adoption accelerates, regulatory frameworks are evolving.
- Once the Company is able to issue additional shares, we plan to tap the capital markets to pursue an aggressive but disciplined acquisition growth strategy, both in terms of using shares for raising capital and as currency to acquire additional businesses as was our intent when we merged with Reliability in October 2019.
- (iii) the issuer of the securities has filed all Exchange Act reports and materials required to be filed, as applicable, during the preceding 12 months (or such shorter period that the issuer was required to file such reports and materials), other than Current Reports on Form 8-K; and (iv) at least one year has elapsed from the time that the issuer filed current comprehensive disclosure with the SEC reflecting its status as an entity that is not a shell company known as “Form 10 Information.” Although the Company filed Form 10 Information with the SEC on its Current Report on Form 8-K filed October 29, 2019, shareholders who receive the Company’s restricted securities will not be able to sell them pursuant to Rule 144 without registration until the Company has met the other conditions to this exception and then for only as long as the Company continues to meet the condition described in subparagraph (iii), above, and is not a shell company.