Item 4.02. Non-reliance on Previously Issued Financial Statements or a Related
           Audit Report or Interim Audit Report



Management of I-ON Digital Corp. (the "Company"), has concluded that our Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, originally filed with the SEC on January 13, 2023 (the "Original Form 10-Q") contained an error in connection with the presentation and disclosure of the deconsolidation due to the selloff of a former subsidiary, I-ON Communications, Ltd. ("Communications").

The Company believes that the financial statements should no longer be relied upon because of an incorrect presentation and should therefore be restated.

Accordingly, the Company will restate its financial statements for the nine month period ended September 30, 2022, by disclosing the effect of these errors in an amended Form 10-Q for the nine months ended September 30, 2022.

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