Schedule of Condensed Consolidated Financial Statements |
Balance Sheet |
|
|
|
|
As of September 30, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
10,075,324 |
|
|
|
|
|
|
$ |
10,075,324 |
|
Restricted cash |
|
|
90,000 |
|
|
|
|
|
|
|
90,000 |
|
Accounts receivable, net of allowance of $518,657 and $524,565 |
|
|
7,485,807 |
|
|
|
|
|
|
|
7,485,807 |
|
Accounts receivable, net - related party |
|
|
4,409,186 |
|
|
|
|
|
|
|
4,409,186 |
|
Revenues in excess of billings |
|
|
6,560,754 |
|
|
|
(591,119 |
) |
|
|
5,969,635 |
|
Other current assets |
|
|
2,279,083 |
|
|
|
|
|
|
|
2,279,083 |
|
Total current assets |
|
|
30,900,154 |
|
|
|
(591,119 |
) |
|
|
30,309,035 |
|
Property and equipment, net |
|
|
24,053,908 |
|
|
|
|
|
|
|
24,053,908 |
|
Intangible assets, net |
|
|
21,837,105 |
|
|
|
|
|
|
|
21,837,105 |
|
Goodwill |
|
|
9,516,568 |
|
|
|
|
|
|
|
9,516,568 |
|
Total assets |
|
$ |
86,307,735 |
|
|
$ |
(591,119 |
) |
|
$ |
85,716,616 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
5,030,352 |
|
|
|
|
|
|
$ |
5,030,352 |
|
Current portion of loans and obligations under capitalized leases |
|
|
4,241,836 |
|
|
|
|
|
|
|
4,241,836 |
|
Unearned revenues |
|
|
4,302,524 |
|
|
|
(88,888 |
) |
|
|
4,213,636 |
|
Common stock to be issued |
|
|
88,324 |
|
|
|
|
|
|
|
88,324 |
|
Total current liabilities |
|
|
13,663,036 |
|
|
|
(88,888 |
) |
|
|
13,574,148 |
|
Long term loans and obligations under capitalized leases; less current maturities |
|
|
329,834 |
|
|
|
|
|
|
|
329,834 |
|
Total liabilities |
|
|
13,992,870 |
|
|
|
(88,888 |
) |
|
|
13,903,982 |
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity: |
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, $.01 par value; 500,000 shares authorized; |
|
|
- |
|
|
|
- |
|
|
|
- |
|
Common stock, $.01 par value; 14,500,000 shares authorized; 10,322,826 shares issued and 10,295,547 outstanding as of September 30, 2015 and 10,307,826 shares issued and 10,280,547 outstanding as of June 30, 2015 |
|
|
103,228 |
|
|
|
|
|
|
|
103,228 |
|
Additional paid-in-capital |
|
|
119,287,407 |
|
|
|
|
|
|
|
119,287,407 |
|
Treasury stock (27,279 shares) |
|
|
(415,425 |
) |
|
|
|
|
|
|
(415,425 |
) |
Accumulated deficit |
|
|
(41,137,149 |
) |
|
|
(326,952 |
) |
|
|
(41,464,101 |
) |
Stock subscription receivable |
|
|
(1,139,672 |
) |
|
|
|
|
|
|
(1,139,672 |
) |
Other comprehensive loss |
|
|
(18,130,300 |
) |
|
|
|
|
|
|
(18,130,300 |
) |
Total NetSol stockholders’ equity |
|
|
58,568,089 |
|
|
|
(326,952 |
) |
|
|
58,241,137 |
|
Non-controlling interest |
|
|
13,746,776 |
|
|
|
(175,279 |
) |
|
|
13,571,497 |
|
Total stockholders’ equity |
|
|
72,314,865 |
|
|
|
(502,231 |
) |
|
|
71,812,634 |
|
Total liabilities and stockholders’ equity |
|
$ |
86,307,735 |
|
|
$ |
(591,119 |
) |
|
$ |
85,716,616 |
|
For the Three Months |
|
|
|
|
Ended September 30, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Net Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
License fees |
|
$ |
1,193,354 |
|
|
$ |
(591,119 |
) |
|
$ |
602,235 |
|
Maintenance fees |
|
|
3,012,238 |
|
|
|
88,888 |
|
|
|
3,101,126 |
|
Services |
|
|
6,753,873 |
|
|
|
|
|
|
|
6,753,873 |
|
Maintenance fees - related party |
|
|
158,231 |
|
|
|
|
|
|
|
158,231 |
|
Services - related party |
|
|
2,187,408 |
|
|
|
|
|
|
|
2,187,408 |
|
Total net revenues |
|
|
13,305,104 |
|
|
|
(502,231 |
) |
|
|
12,802,873 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and consultants |
|
|
4,999,890 |
|
|
|
|
|
|
|
4,999,890 |
|
Travel |
|
|
481,453 |
|
|
|
|
|
|
|
481,453 |
|
Depreciation and amortization |
|
|
1,474,235 |
|
|
|
|
|
|
|
1,474,235 |
|
Other |
|
|
938,797 |
|
|
|
|
|
|
|
938,797 |
|
Total cost of revenues |
|
|
7,894,375 |
|
|
|
- |
|
|
|
7,894,375 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
5,410,729 |
|
|
|
(502,231 |
) |
|
|
4,908,498 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Selling and marketing |
|
|
1,698,404 |
|
|
|
|
|
|
|
1,698,404 |
|
Depreciation and amortization |
|
|
291,172 |
|
|
|
|
|
|
|
291,172 |
|
General and administrative |
|
|
3,366,047 |
|
|
|
|
|
|
|
3,366,047 |
|
Research and development cost |
|
|
112,070 |
|
|
|
|
|
|
|
112,070 |
|
Total operating expenses |
|
|
5,467,693 |
|
|
|
- |
|
|
|
5,467,693 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations |
|
|
(56,964 |
) |
|
|
(502,231 |
) |
|
|
(559,195 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income and (expenses) |
|
|
|
|
|
|
|
|
|
|
|
|
Loss on sale of assets |
|
|
(11,873 |
) |
|
|
|
|
|
|
(11,873 |
) |
Interest expense |
|
|
(68,173 |
) |
|
|
|
|
|
|
(68,173 |
) |
Interest income |
|
|
52,112 |
|
|
|
|
|
|
|
52,112 |
|
Loss on foreign currency exchange transactions |
|
|
(113,719 |
) |
|
|
|
|
|
|
(113,719 |
) |
Other income |
|
|
54,314 |
|
|
|
|
|
|
|
54,314 |
|
Total other income (expenses) |
|
|
(87,339 |
) |
|
|
- |
|
|
|
(87,339 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss before income taxes |
|
|
(144,303 |
) |
|
|
(502,231 |
) |
|
|
(646,534 |
) |
Income tax provision |
|
|
(75,223 |
) |
|
|
|
|
|
|
(75,223 |
) |
Net loss |
|
|
(219,526 |
) |
|
|
(502,231 |
) |
|
|
(721,757 |
) |
Non-controlling interest |
|
|
(191,502 |
) |
|
|
175,279 |
|
|
|
(16,223 |
) |
Net loss attributable to NetSol |
|
$ |
(411,028 |
) |
|
$ |
(326,952 |
) |
|
$ |
(737,980 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share: |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per common share |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
(0.04 |
) |
|
$ |
(0.03 |
) |
|
$ |
(0.07 |
) |
Diluted |
|
$ |
(0.04 |
) |
|
$ |
(0.03 |
) |
|
$ |
(0.07 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
10,281,335 |
|
|
|
10,281,335 |
|
|
|
10,281,335 |
|
Diluted |
|
|
10,281,335 |
|
|
|
10,281,335 |
|
|
|
10,281,335 |
|
|
|
For the Three Months |
|
|
|
Ended September 30, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Net loss |
|
$ |
(411,028 |
) |
|
$ |
(326,952 |
) |
|
$ |
(737,980 |
) |
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Translation adjustment |
|
|
(1,248,567 |
) |
|
|
- |
|
|
|
(1,248,567 |
) |
Comprehensive income (loss) |
|
|
(1,659,595 |
) |
|
|
(326,952 |
) |
|
|
(1,986,547 |
) |
Comprehensive income (loss) attributable to non-controlling interest |
|
|
(285,367 |
) |
|
|
- |
|
|
|
(285,367 |
) |
Comprehensive income (loss) attributable to NetSol |
|
$ |
(1,374,228 |
) |
|
$ |
(326,952 |
) |
|
$ |
(1,701,180 |
) |
For the Three Months |
|
|
|
|
Ended September 30, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(219,526 |
) |
|
$ |
(502,231 |
) |
|
$ |
(721,757 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
1,765,407 |
|
|
|
|
|
|
|
1,765,407 |
|
Provision for bad debts |
|
|
36,780 |
|
|
|
|
|
|
|
36,780 |
|
Loss on sale of assets |
|
|
11,873 |
|
|
|
|
|
|
|
11,873 |
|
Stock issued for services |
|
|
77,750 |
|
|
|
|
|
|
|
77,750 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
(1,268,570 |
) |
|
|
|
|
|
|
(1,268,570 |
) |
Accounts receivable - related party |
|
|
(975,266 |
) |
|
|
|
|
|
|
(975,266 |
) |
Revenues in excess of billing |
|
|
(773,583 |
) |
|
|
591,119 |
|
|
|
(182,464 |
) |
Revenues in excess of billing - related party |
|
|
(138,926 |
) |
|
|
|
|
|
|
(138,926 |
) |
Other current assets |
|
|
(322,533 |
) |
|
|
|
|
|
|
(322,533 |
) |
Accounts payable and accrued expenses |
|
|
(833,638 |
) |
|
|
|
|
|
|
(833,638 |
) |
Unearned revenue |
|
|
(538,259 |
) |
|
|
(88,888 |
) |
|
|
(627,147 |
) |
Net cash used in operating activities |
|
|
(3,178,491 |
) |
|
|
- |
|
|
|
(3,178,491 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of property and equipment |
|
|
(625,794 |
) |
|
|
|
|
|
|
(625,794 |
) |
Sales of property and equipment |
|
|
180,258 |
|
|
|
|
|
|
|
180,258 |
|
Net cash used in investing activities |
|
|
(445,536 |
) |
|
|
- |
|
|
|
(445,536 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from sale of common stock |
|
|
64,931 |
|
|
|
|
|
|
|
64,931 |
|
Proceeds from bank loans |
|
|
437,070 |
|
|
|
|
|
|
|
437,070 |
|
Payments on capital lease obligations and loans - net |
|
|
(174,385 |
) |
|
|
|
|
|
|
(174,385 |
) |
Net cash provided by financing activities |
|
|
327,616 |
|
|
|
- |
|
|
|
327,616 |
|
Effect of exchange rate changes |
|
|
(797,222 |
) |
|
|
|
|
|
|
(797,222 |
) |
Net decrease in cash and cash equivalents |
|
|
(4,093,633 |
) |
|
|
- |
|
|
|
(4,093,633 |
) |
Cash and cash equivalents, beginning of the period |
|
|
14,168,957 |
|
|
|
|
|
|
|
14,168,957 |
|
Cash and cash equivalents, end of period |
|
$ |
10,075,324 |
|
|
$ |
- |
|
|
$ |
10,075,324 |
|
Balance Sheet
As of December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
ASSETS |
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
13,986,773 |
|
|
|
|
|
|
$ |
13,986,773 |
|
Restricted cash |
|
|
90,000 |
|
|
|
|
|
|
|
90,000 |
|
Accounts receivable, net of allowance of $487,937 and $524,565 |
|
|
6,025,334 |
|
|
|
|
|
|
|
6,025,334 |
|
Accounts receivable, net - related party |
|
|
5,749,523 |
|
|
|
|
|
|
|
5,749,523 |
|
Revenues in excess of billings |
|
|
5,061,568 |
|
|
|
(184,973 |
) |
|
|
4,876,595 |
|
Other current assets |
|
|
2,671,613 |
|
|
|
|
|
|
|
2,671,613 |
|
Total current assets |
|
|
33,584,811 |
|
|
|
(184,973 |
) |
|
|
33,399,838 |
|
Property and equipment, net |
|
|
23,251,920 |
|
|
|
|
|
|
|
23,251,920 |
|
Intangible assets, net |
|
|
20,877,711 |
|
|
|
|
|
|
|
20,877,711 |
|
Goodwill |
|
|
9,516,568 |
|
|
|
|
|
|
|
9,516,568 |
|
Total assets |
|
$ |
87,231,010 |
|
|
$ |
(184,973 |
) |
|
$ |
87,046,037 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
5,907,103 |
|
|
|
|
|
|
$ |
5,907,103 |
|
Current portion of loans and obligations under capitalized leases |
|
|
3,767,193 |
|
|
|
|
|
|
|
3,767,193 |
|
Unearned revenues |
|
|
3,546,819 |
|
|
|
(184,973 |
) |
|
|
3,361,846 |
|
Common stock to be issued |
|
|
88,324 |
|
|
|
|
|
|
|
88,324 |
|
Total current liabilities |
|
|
13,309,439 |
|
|
|
(184,973 |
) |
|
|
13,124,466 |
|
Long term loans and obligations under capitalized leases; less current maturities |
|
|
273,109 |
|
|
|
|
|
|
|
273,109 |
|
Total liabilities |
|
|
13,582,548 |
|
|
|
(184,973 |
) |
|
|
13,397,575 |
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity: |
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, $.01 par value; 500,000 shares authorized; |
|
|
- |
|
|
|
- |
|
|
|
- |
|
Common stock, $.01 par value; 14,500,000 shares authorized; 10,418,350 shares issued and 10,391,071 outstanding as of December 31, 2015 and 10,307,826 shares issued and 10,280,547 outstanding as of June 30, 2015 |
|
|
104,184 |
|
|
|
|
|
|
|
104,184 |
|
Additional paid-in-capital |
|
|
119,890,798 |
|
|
|
|
|
|
|
119,890,798 |
|
Treasury stock (27,279 shares) |
|
|
(415,425 |
) |
|
|
|
|
|
|
(415,425 |
) |
Accumulated deficit |
|
|
(40,262,084 |
) |
|
|
|
|
|
|
(40,262,084 |
) |
Stock subscription receivable |
|
|
(1,139,672 |
) |
|
|
|
|
|
|
(1,139,672 |
) |
Other comprehensive loss |
|
|
(18,546,296 |
) |
|
|
|
|
|
|
(18,546,296 |
) |
Total NetSol stockholders’ equity |
|
|
59,631,505 |
|
|
|
- |
|
|
|
59,631,505 |
|
Non-controlling interest |
|
|
14,016,957 |
|
|
|
|
|
|
|
14,016,957 |
|
Total stockholders’ equity |
|
|
73,648,462 |
|
|
|
- |
|
|
|
73,648,462 |
|
Total liabilities and stockholders’ equity |
|
$ |
87,231,010 |
|
|
$ |
(184,973 |
) |
|
$ |
87,046,037 |
|
For the Three Months |
|
|
For the Six Months |
|
|
|
|
Ended December 31, 2015 |
|
|
Ended December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
As |
|
|
As Originally |
|
|
Amount of |
|
|
As |
|
|
|
Presented |
|
|
Restatement |
|
|
Restated |
|
|
Presented |
|
|
Restatement |
|
|
Restated |
|
Net Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
License fees |
|
$ |
709,691 |
|
|
$ |
406,146 |
|
|
$ |
1,115,837 |
|
|
$ |
1,903,045 |
|
|
$ |
(184,973 |
) |
|
$ |
1,718,072 |
|
Maintenance fees |
|
|
3,240,472 |
|
|
|
96,085 |
|
|
|
3,336,557 |
|
|
|
6,252,710 |
|
|
|
184,973 |
|
|
|
6,437,683 |
|
Services |
|
|
9,574,104 |
|
|
|
|
|
|
|
9,574,104 |
|
|
|
16,327,977 |
|
|
|
|
|
|
|
16,327,977 |
|
Maintenance fees - related party |
|
|
31,755 |
|
|
|
|
|
|
|
31,755 |
|
|
|
189,986 |
|
|
|
|
|
|
|
189,986 |
|
Services - related party |
|
|
2,635,675 |
|
|
|
|
|
|
|
2,635,675 |
|
|
|
4,823,083 |
|
|
|
|
|
|
|
4,823,083 |
|
Total net revenues |
|
|
16,191,697 |
|
|
|
502,231 |
|
|
|
16,693,928 |
|
|
|
29,496,801 |
|
|
|
- |
|
|
|
29,496,801 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and consultants |
|
|
4,925,565 |
|
|
|
|
|
|
|
4,925,565 |
|
|
|
9,925,455 |
|
|
|
|
|
|
|
9,925,455 |
|
Travel |
|
|
754,009 |
|
|
|
|
|
|
|
754,009 |
|
|
|
1,235,462 |
|
|
|
|
|
|
|
1,235,462 |
|
Depreciation and amortization |
|
|
1,461,466 |
|
|
|
|
|
|
|
1,461,466 |
|
|
|
2,935,701 |
|
|
|
|
|
|
|
2,935,701 |
|
Other |
|
|
1,022,682 |
|
|
|
|
|
|
|
1,022,682 |
|
|
|
1,961,479 |
|
|
|
|
|
|
|
1,961,479 |
|
Total cost of revenues |
|
|
8,163,722 |
|
|
|
- |
|
|
|
8,163,722 |
|
|
|
16,058,097 |
|
|
|
- |
|
|
|
16,058,097 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
8,027,975 |
|
|
|
502,231 |
|
|
|
8,530,206 |
|
|
|
13,438,704 |
|
|
|
- |
|
|
|
13,438,704 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling and marketing |
|
|
2,002,990 |
|
|
|
|
|
|
|
2,002,990 |
|
|
|
3,701,394 |
|
|
|
|
|
|
|
3,701,394 |
|
Depreciation and amortization |
|
|
285,616 |
|
|
|
|
|
|
|
285,616 |
|
|
|
576,788 |
|
|
|
|
|
|
|
576,788 |
|
General and administrative |
|
|
3,536,676 |
|
|
|
|
|
|
|
3,536,676 |
|
|
|
6,902,723 |
|
|
|
|
|
|
|
6,902,723 |
|
Research and development cost |
|
|
117,924 |
|
|
|
|
|
|
|
117,924 |
|
|
|
229,994 |
|
|
|
|
|
|
|
229,994 |
|
Total operating expenses |
|
|
5,943,206 |
|
|
|
- |
|
|
|
5,943,206 |
|
|
|
11,410,899 |
|
|
|
- |
|
|
|
11,410,899 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations |
|
|
2,084,769 |
|
|
|
502,231 |
|
|
|
2,587,000 |
|
|
|
2,027,805 |
|
|
|
- |
|
|
|
2,027,805 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income and (expenses) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on sale of assets |
|
|
(2,333 |
) |
|
|
|
|
|
|
(2,333 |
) |
|
|
(14,206 |
) |
|
|
|
|
|
|
(14,206 |
) |
Interest expense |
|
|
(72,156 |
) |
|
|
|
|
|
|
(72,156 |
) |
|
|
(140,329 |
) |
|
|
|
|
|
|
(140,329 |
) |
Interest income |
|
|
35,299 |
|
|
|
|
|
|
|
35,299 |
|
|
|
87,411 |
|
|
|
|
|
|
|
87,411 |
|
Loss on foreign currency exchange transactions |
|
|
(134,527 |
) |
|
|
|
|
|
|
(134,527 |
) |
|
|
(248,246 |
) |
|
|
|
|
|
|
(248,246 |
) |
Other income |
|
|
120,684 |
|
|
|
|
|
|
|
120,684 |
|
|
|
174,998 |
|
|
|
|
|
|
|
174,998 |
|
Total other income (expenses) |
|
|
(53,033 |
) |
|
|
- |
|
|
|
(53,033 |
) |
|
|
(140,372 |
) |
|
|
- |
|
|
|
(140,372 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (loss) before income taxes |
|
|
2,031,736 |
|
|
|
502,231 |
|
|
|
2,533,967 |
|
|
|
1,887,433 |
|
|
|
- |
|
|
|
1,887,433 |
|
Income tax provision |
|
|
(273,275 |
) |
|
|
|
|
|
|
(273,275 |
) |
|
|
(348,498 |
) |
|
|
|
|
|
|
(348,498 |
) |
Net income (loss) from continuing operations |
|
|
1,758,461 |
|
|
|
502,231 |
|
|
|
2,260,692 |
|
|
|
1,538,935 |
|
|
|
- |
|
|
|
1,538,935 |
|
Non-controlling interest |
|
|
(883,396 |
) |
|
|
(175,279 |
) |
|
|
(1,058,675 |
) |
|
|
(1,074,898 |
) |
|
|
- |
|
|
|
(1,074,898 |
) |
Net Income (loss) attributable to NetSol |
|
$ |
875,065 |
|
|
$ |
326,952 |
|
|
$ |
1,202,017 |
|
|
$ |
464,037 |
|
|
$ |
- |
|
|
$ |
464,037 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per common share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
0.08 |
|
|
$ |
0.04 |
|
|
$ |
0.12 |
|
|
$ |
0.05 |
|
|
$ |
- |
|
|
$ |
0.05 |
|
Diluted |
|
$ |
0.08 |
|
|
$ |
0.03 |
|
|
$ |
0.11 |
|
|
$ |
0.04 |
|
|
$ |
- |
|
|
$ |
0.04 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
10,308,186 |
|
|
|
10,308,186 |
|
|
|
10,308,186 |
|
|
|
10,294,760 |
|
|
|
10,294,760 |
|
|
|
10,294,760 |
|
Diluted |
|
|
10,548,922 |
|
|
|
10,548,922 |
|
|
|
10,548,922 |
|
|
|
10,535,496 |
|
|
|
10,535,496 |
|
|
|
10,535,496 |
|
For the Three Months |
|
|
|
|
Ended December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Net income |
|
$ |
875,065 |
|
|
$ |
326,952 |
|
|
$ |
1,202,017 |
|
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Translation adjustment |
|
|
(665,906 |
) |
|
|
- |
|
|
|
(665,906 |
) |
Comprehensive income (loss) |
|
|
209,159 |
|
|
|
326,952 |
|
|
|
536,111 |
|
Comprehensive income (loss) attributable to non-controlling interest |
|
|
(249,910 |
) |
|
|
- |
|
|
|
(249,910 |
) |
Comprehensive income attributable to NetSol |
|
$ |
459,069 |
|
|
$ |
326,952 |
|
|
$ |
786,021 |
|
|
|
For the Six Months |
|
|
|
Ended December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Net income (loss) |
|
$ |
464,037 |
|
|
$ |
- |
|
|
$ |
464,037 |
|
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Translation adjustment |
|
|
(1,914,473 |
) |
|
|
- |
|
|
|
(1,914,473 |
) |
Comprehensive income (loss) |
|
|
(1,450,436 |
) |
|
|
- |
|
|
|
(1,450,436 |
) |
Comprehensive income (loss) attributable to non-controlling interest |
|
|
(535,277 |
) |
|
|
- |
|
|
|
(535,277 |
) |
Comprehensive income (loss) attributable to NetSol |
|
$ |
(915,159 |
) |
|
$ |
- |
|
|
$ |
(915,159 |
) |
For the Six Months |
|
|
|
|
Ended December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
1,538,935 |
|
|
|
|
|
|
$ |
1,538,935 |
|
Adjustments to reconcile net income (loss) to net cash used in operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
3,512,489 |
|
|
|
|
|
|
|
3,512,489 |
|
Provision for bad debts |
|
|
37,043 |
|
|
|
|
|
|
|
37,043 |
|
Loss on sale of assets |
|
|
14,206 |
|
|
|
|
|
|
|
14,206 |
|
Stock issued for services |
|
|
326,019 |
|
|
|
|
|
|
|
326,019 |
|
Fair market value of warrants and stock options granted |
|
|
145,716 |
|
|
|
|
|
|
|
145,716 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
111,967 |
|
|
|
|
|
|
|
111,967 |
|
Accounts receivable - related party |
|
|
(2,383,828 |
) |
|
|
|
|
|
|
(2,383,828 |
) |
Revenues in excess of billing |
|
|
535,937 |
|
|
|
184,973 |
|
|
|
720,910 |
|
Other current assets |
|
|
(758,802 |
) |
|
|
|
|
|
|
(758,802 |
) |
Accounts payable and accrued expenses |
|
|
142,008 |
|
|
|
|
|
|
|
142,008 |
|
Unearned revenue |
|
|
(1,190,072 |
) |
|
|
(184,973 |
) |
|
|
(1,375,045 |
) |
Net cash provided by operating activities |
|
|
2,031,618 |
|
|
|
- |
|
|
|
2,031,618 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of property and equipment |
|
|
(1,177,443 |
) |
|
|
|
|
|
|
(1,177,443 |
) |
Sales of property and equipment |
|
|
357,933 |
|
|
|
|
|
|
|
357,933 |
|
Purchase of subsidiary shares from open market |
|
|
(347,623 |
) |
|
|
- |
|
|
|
(347,623 |
) |
Net cash used in investing activities |
|
|
(1,167,133 |
) |
|
|
- |
|
|
|
(1,167,133 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from sale of common stock |
|
|
64,931 |
|
|
|
|
|
|
|
64,931 |
|
Proceeds from the exercise of stock options and warrants |
|
|
194,680 |
|
|
|
|
|
|
|
194,680 |
|
Proceeds from bank loans |
|
|
306,750 |
|
|
|
|
|
|
|
306,750 |
|
Payments on capital lease obligations and loans - net |
|
|
(530,733 |
) |
|
|
|
|
|
|
(530,733 |
) |
Net cash provided by financing activities |
|
|
35,628 |
|
|
|
- |
|
|
|
35,628 |
|
Effect of exchange rate changes |
|
|
(1,082,297 |
) |
|
|
|
|
|
|
(1,082,297 |
) |
Net decrease in cash and cash equivalents |
|
|
(182,184 |
) |
|
|
- |
|
|
|
(182,184 |
) |
Cash and cash equivalents, beginning of the period |
|
|
14,168,957 |
|
|
|
|
|
|
|
14,168,957 |
|
Cash and cash equivalents, end of period |
|
$ |
13,986,773 |
|
|
$ |
- |
|
|
$ |
13,986,773 |
|
|
|
Balance Sheet |
|
|
|
As of September 30, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
11,156,437 |
|
|
|
|
|
|
$ |
11,156,437 |
|
Accounts receivable, net of allowance of $500,853 and $492,498 |
|
|
7,142,255 |
|
|
|
|
|
|
|
7,142,255 |
|
Accounts receivable, net - related party |
|
|
5,384,573 |
|
|
|
|
|
|
|
5,384,573 |
|
Revenues in excess of billings |
|
|
13,358,858 |
|
|
|
2,074,911 |
|
|
|
15,433,769 |
|
Revenues in excess of billings - related party |
|
|
682,049 |
|
|
|
|
|
|
|
682,049 |
|
Other current assets |
|
|
3,192,425 |
|
|
|
|
|
|
|
3,192,425 |
|
Total current assets |
|
|
40,916,597 |
|
|
|
2,074,911 |
|
|
|
42,991,508 |
|
Restricted cash |
|
|
90,000 |
|
|
|
|
|
|
|
90,000 |
|
Property and equipment, net |
|
|
22,612,752 |
|
|
|
|
|
|
|
22,612,752 |
|
Other assets |
|
|
1,604,731 |
|
|
|
|
|
|
|
1,604,731 |
|
Intangible assets, net |
|
|
19,326,259 |
|
|
|
|
|
|
|
19,326,259 |
|
Goodwill |
|
|
9,516,568 |
|
|
|
|
|
|
|
9,516,568 |
|
Total assets |
|
$ |
94,066,907 |
|
|
$ |
2,074,911 |
|
|
$ |
96,141,818 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
6,389,128 |
|
|
|
|
|
|
$ |
6,389,128 |
|
Current portion of loans and obligations under capitalized leases |
|
|
4,408,173 |
|
|
|
|
|
|
|
4,408,173 |
|
Unearned revenues |
|
|
4,419,692 |
|
|
|
|
|
|
|
4,419,692 |
|
Common stock to be issued |
|
|
88,324 |
|
|
|
|
|
|
|
88,324 |
|
Total current liabilities |
|
|
15,305,317 |
|
|
|
- |
|
|
|
15,305,317 |
|
Long term loans and obligations under capitalized leases; less current maturities |
|
|
539,859 |
|
|
|
|
|
|
|
539,859 |
|
Total liabilities |
|
|
15,845,176 |
|
|
|
- |
|
|
|
15,845,176 |
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity: |
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, $.01 par value; 500,000 shares authorized; |
|
|
- |
|
|
|
- |
|
|
|
- |
|
Common stock, $.01 par value; 14,500,000 shares authorized; 10,882,281 shares issued and 10,855,002 outstanding as of September 30, 2016 and 10,713,372 shares issued and 10,686,093 outstanding as of June 30, 2016 |
|
|
108,823 |
|
|
|
|
|
|
|
108,823 |
|
Additional paid-in-capital |
|
|
122,367,231 |
|
|
|
|
|
|
|
122,367,231 |
|
Treasury stock (27,279 shares) |
|
|
(415,425 |
) |
|
|
|
|
|
|
(415,425 |
) |
Accumulated deficit |
|
|
(39,089,079 |
) |
|
|
1,379,608 |
|
|
|
(37,709,471 |
) |
Stock subscription receivable |
|
|
(602,811 |
) |
|
|
|
|
|
|
(602,811 |
) |
Other comprehensive loss |
|
|
(17,960,133 |
) |
|
|
|
|
|
|
(17,960,133 |
) |
Total NetSol stockholders’ equity |
|
|
64,408,606 |
|
|
|
1,379,608 |
|
|
|
65,788,214 |
|
Non-controlling interest |
|
|
13,813,125 |
|
|
|
695,303 |
|
|
|
14,508,428 |
|
Total stockholders’ equity |
|
|
78,221,731 |
|
|
|
2,074,911 |
|
|
|
80,296,642 |
|
Total liabilities and stockholders’ equity |
|
$ |
94,066,907 |
|
|
$ |
2,074,911 |
|
|
$ |
96,141,818 |
|
For the Three Months |
|
|
|
|
Ended September 30, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Net Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
License fees |
|
$ |
3,499,860 |
|
|
$ |
1,953,935 |
|
|
$ |
5,453,795 |
|
Maintenance fees |
|
|
3,402,821 |
|
|
|
120,976 |
|
|
|
3,523,797 |
|
Services |
|
|
5,806,717 |
|
|
|
|
|
|
|
5,806,717 |
|
License fees - related party |
|
|
246,957 |
|
|
|
|
|
|
|
246,957 |
|
Maintenance fees - related party |
|
|
130,631 |
|
|
|
|
|
|
|
130,631 |
|
Services - related party |
|
|
1,914,572 |
|
|
|
|
|
|
|
1,914,572 |
|
Total net revenues |
|
|
15,001,558 |
|
|
|
2,074,911 |
|
|
|
17,076,469 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and consultants |
|
|
5,893,349 |
|
|
|
|
|
|
|
5,893,349 |
|
Travel |
|
|
711,895 |
|
|
|
|
|
|
|
711,895 |
|
Depreciation and amortization |
|
|
1,330,872 |
|
|
|
|
|
|
|
1,330,872 |
|
Other |
|
|
972,338 |
|
|
|
|
|
|
|
972,338 |
|
Total cost of revenues |
|
|
8,908,454 |
|
|
|
- |
|
|
|
8,908,454 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
6,093,104 |
|
|
|
2,074,911 |
|
|
|
8,168,015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Selling and marketing |
|
|
2,411,136 |
|
|
|
|
|
|
|
2,411,136 |
|
Depreciation and amortization |
|
|
269,097 |
|
|
|
|
|
|
|
269,097 |
|
General and administrative |
|
|
4,552,098 |
|
|
|
|
|
|
|
4,552,098 |
|
Research and development cost |
|
|
92,932 |
|
|
|
|
|
|
|
92,932 |
|
Total operating expenses |
|
|
7,325,263 |
|
|
|
- |
|
|
|
7,325,263 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations |
|
|
(1,232,159 |
) |
|
|
2,074,911 |
|
|
|
842,752 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income and (expenses) |
|
|
|
|
|
|
|
|
|
|
|
|
Loss on sale of assets |
|
|
(2,403 |
) |
|
|
|
|
|
|
(2,403 |
) |
Interest expense |
|
|
(54,475 |
) |
|
|
|
|
|
|
(54,475 |
) |
Interest income |
|
|
30,440 |
|
|
|
|
|
|
|
30,440 |
|
Loss on foreign currency exchange transactions |
|
|
(414,896 |
) |
|
|
|
|
|
|
(414,896 |
) |
Other income |
|
|
21,560 |
|
|
|
|
|
|
|
21,560 |
|
Total other income (expenses) |
|
|
(419,774 |
) |
|
|
- |
|
|
|
(419,774 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) before income taxes |
|
|
(1,651,933 |
) |
|
|
2,074,911 |
|
|
|
422,978 |
|
Income tax provision |
|
|
(39,875 |
) |
|
|
|
|
|
|
(39,875 |
) |
Net income (loss) |
|
|
(1,691,808 |
) |
|
|
2,074,911 |
|
|
|
383,103 |
|
Non-controlling interest |
|
|
(73,911 |
) |
|
|
(695,303 |
) |
|
|
(769,214 |
) |
Net income (loss) attributable to NetSol |
|
$ |
(1,765,719 |
) |
|
$ |
1,379,608 |
|
|
$ |
(386,111 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (loss) per share: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
(0.17 |
) |
|
$ |
0.14 |
|
|
$ |
(0.04 |
) |
Diluted |
|
$ |
(0.17 |
) |
|
$ |
0.14 |
|
|
$ |
(0.04 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
10,697,425 |
|
|
|
10,697,425 |
|
|
|
10,697,425 |
|
Diluted |
|
|
10,697,425 |
|
|
|
10,697,425 |
|
|
|
10,697,425 |
|
For the Three Months |
|
|
|
|
Ended September 30, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Net income (loss) |
|
$ |
(1,765,719 |
) |
|
$ |
1,379,608 |
|
|
$ |
(386,111 |
) |
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Translation adjustment |
|
|
1,094,074 |
|
|
|
- |
|
|
|
1,094,074 |
|
Comprehensive income (loss) |
|
|
(671,645 |
) |
|
|
1,379,608 |
|
|
|
707,963 |
|
Comprehensive income (loss) attributable to non-controlling interest |
|
|
323,713 |
|
|
|
- |
|
|
|
323,713 |
|
Comprehensive income (loss) attributable to NetSol |
|
$ |
(995,358 |
) |
|
$ |
1,379,608 |
|
|
$ |
384,250 |
|
For the Three Months |
|
|
|
|
Ended September 30, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
(1,691,808 |
) |
|
$ |
2,074,911 |
|
|
$ |
383,103 |
|
Adjustments to reconcile net income (loss) to net cash used in operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
1,599,969 |
|
|
|
|
|
|
|
1,599,969 |
|
Loss on sale of assets |
|
|
2,403 |
|
|
|
|
|
|
|
2,403 |
|
Stock issued for services |
|
|
865,456 |
|
|
|
|
|
|
|
865,456 |
|
Fair market value of warrants and stock options granted |
|
|
21,804 |
|
|
|
|
|
|
|
21,804 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
2,336,894 |
|
|
|
|
|
|
|
2,336,894 |
|
Accounts receivable - related party |
|
|
121,800 |
|
|
|
|
|
|
|
121,800 |
|
Revenues in excess of billing |
|
|
(2,746,917 |
) |
|
|
(2,074,911 |
) |
|
|
(4,821,828 |
) |
Revenues in excess of billing - related party |
|
|
93,208 |
|
|
|
|
|
|
|
93,208 |
|
Other current assets |
|
|
306,339 |
|
|
|
|
|
|
|
306,339 |
|
Accounts payable and accrued expenses |
|
|
(780,569 |
) |
|
|
|
|
|
|
(780,569 |
) |
Unearned revenue |
|
|
(346,108 |
) |
|
|
|
|
|
|
(346,108 |
) |
Net cash used in operating activities |
|
|
(217,529 |
) |
|
|
- |
|
|
|
(217,529 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of property and equipment |
|
|
(554,873 |
) |
|
|
|
|
|
|
(554,873 |
) |
Sales of property and equipment |
|
|
151,818 |
|
|
|
|
|
|
|
151,818 |
|
Investment |
|
|
(555,555 |
) |
|
|
|
|
|
|
(555,555 |
) |
Net cash used in investing activities |
|
|
(958,610 |
) |
|
|
- |
|
|
|
(958,610 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from the exercise of stock options and warrants |
|
|
276,861 |
|
|
|
|
|
|
|
276,861 |
|
Proceeds from exercise of subsidiary options |
|
|
14,013 |
|
|
|
|
|
|
|
14,013 |
|
Payments on capital lease obligations and loans - net |
|
|
(49,117 |
) |
|
|
|
|
|
|
(49,117 |
) |
Net cash provided by financing activities |
|
|
241,757 |
|
|
|
- |
|
|
|
241,757 |
|
Effect of exchange rate changes |
|
|
533,292 |
|
|
|
|
|
|
|
533,292 |
|
Net decrease in cash and cash equivalents |
|
|
(401,090 |
) |
|
|
- |
|
|
|
(401,090 |
) |
Cash and cash equivalents, beginning of the period |
|
|
11,557,527 |
|
|
|
|
|
|
|
11,557,527 |
|
Cash and cash equivalents, end of period |
|
$ |
11,156,437 |
|
|
$ |
- |
|
|
$ |
11,156,437 |
|
The following tables present the restated financial statements
for the quarter ended December 31, 2016.
|
|
Balance Sheet |
|
|
|
As of December 31, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
9,505,383 |
|
|
|
|
|
|
$ |
9,505,383 |
|
Accounts receivable, net of allowance of $495,760 and $492,498 |
|
|
5,840,490 |
|
|
|
|
|
|
|
5,840,490 |
|
Accounts receivable, net - related party |
|
|
4,303,380 |
|
|
|
|
|
|
|
4,303,380 |
|
Revenues in excess of billings |
|
|
17,646,488 |
|
|
|
373,406 |
|
|
|
18,019,894 |
|
Revenues in excess of billings - related party |
|
|
469,030 |
|
|
|
|
|
|
|
469,030 |
|
Other current assets |
|
|
2,904,650 |
|
|
|
|
|
|
|
2,904,650 |
|
Total current assets |
|
|
40,669,421 |
|
|
|
373,406 |
|
|
|
41,042,827 |
|
Restricted cash |
|
|
90,000 |
|
|
|
|
|
|
|
90,000 |
|
Property and equipment, net |
|
|
21,873,277 |
|
|
|
|
|
|
|
21,873,277 |
|
Other assets |
|
|
2,054,938 |
|
|
|
|
|
|
|
2,054,938 |
|
Intangible assets, net |
|
|
18,423,439 |
|
|
|
|
|
|
|
18,423,439 |
|
Goodwill |
|
|
9,516,568 |
|
|
|
|
|
|
|
9,516,568 |
|
Total assets |
|
$ |
92,627,643 |
|
|
$ |
373,406 |
|
|
$ |
93,001,049 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
7,373,097 |
|
|
|
|
|
|
$ |
7,373,097 |
|
Current portion of loans and obligations under capitalized leases |
|
|
4,368,930 |
|
|
|
|
|
|
|
4,368,930 |
|
Unearned revenues |
|
|
2,806,804 |
|
|
|
77,821 |
|
|
|
2,884,625 |
|
Common stock to be issued |
|
|
88,324 |
|
|
|
|
|
|
|
88,324 |
|
Total current liabilities |
|
|
14,637,155 |
|
|
|
77,821 |
|
|
|
14,714,976 |
|
Long term loans and obligations under capitalized leases; less current maturities |
|
|
501,554 |
|
|
|
|
|
|
|
501,554 |
|
Total liabilities |
|
|
15,138,709 |
|
|
|
77,821 |
|
|
|
15,216,530 |
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders’ equity: |
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock, $.01 par value; 500,000 shares authorized; |
|
|
- |
|
|
|
- |
|
|
|
- |
|
Common stock, $.01 par value; 14,500,000 shares authorized; 10,993,054 shares issued and 10,958,275 outstanding as of December 31, 2016 and 10,713,372 shares issued and 10,686,093 outstanding as of June 30, 2016 |
|
|
109,931 |
|
|
|
|
|
|
|
109,931 |
|
Additional paid-in-capital |
|
|
123,019,215 |
|
|
|
|
|
|
|
123,019,215 |
|
Treasury stock (34,779 shares and 27,279 shares) |
|
|
(454,310 |
) |
|
|
|
|
|
|
(454,310 |
) |
Accumulated deficit |
|
|
(40,074,755 |
) |
|
|
196,890 |
|
|
|
(39,877,865 |
) |
Stock subscription receivable |
|
|
(450,220 |
) |
|
|
|
|
|
|
(450,220 |
) |
Other comprehensive loss |
|
|
(18,628,395 |
) |
|
|
|
|
|
|
(18,628,395 |
) |
Total NetSol stockholders’ equity |
|
|
63,521,466 |
|
|
|
196,890 |
|
|
|
63,718,356 |
|
Non-controlling interest |
|
|
13,967,468 |
|
|
|
98,695 |
|
|
|
14,066,163 |
|
Total stockholders’ equity |
|
|
77,488,934 |
|
|
|
295,585 |
|
|
|
77,784,519 |
|
Total liabilities and stockholders’ equity |
|
$ |
92,627,643 |
|
|
$ |
373,406 |
|
|
$ |
93,001,049 |
|
For the Three Months |
|
|
For the Six Months |
|
|
|
|
Ended December 31, 2016 |
|
|
Ended December 31, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
As |
|
|
As Originally |
|
|
Amount of |
|
|
As |
|
|
|
Presented |
|
|
Restatement |
|
|
Restated |
|
|
Presented |
|
|
Restatement |
|
|
Restated |
|
Net Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
License fees |
|
$ |
5,350,086 |
|
|
$ |
(1,580,529 |
) |
|
$ |
3,769,557 |
|
|
$ |
8,849,946 |
|
|
$ |
373,406 |
|
|
$ |
9,223,352 |
|
Maintenance fees |
|
|
3,787,696 |
|
|
|
(198,797 |
) |
|
|
3,588,899 |
|
|
|
7,190,517 |
|
|
|
(77,821 |
) |
|
|
7,112,696 |
|
Services |
|
|
6,984,084 |
|
|
|
|
|
|
|
6,984,084 |
|
|
|
12,790,801 |
|
|
|
|
|
|
|
12,790,801 |
|
License fees - related party |
|
|
- |
|
|
|
|
|
|
|
- |
|
|
|
246,957 |
|
|
|
|
|
|
|
246,957 |
|
Maintenance fees - related party |
|
|
51,345 |
|
|
|
|
|
|
|
51,345 |
|
|
|
181,976 |
|
|
|
|
|
|
|
181,976 |
|
Services - related party |
|
|
1,464,901 |
|
|
|
|
|
|
|
1,464,901 |
|
|
|
3,379,473 |
|
|
|
|
|
|
|
3,379,473 |
|
Total net revenues |
|
|
17,638,112 |
|
|
|
(1,779,326 |
) |
|
|
15,858,786 |
|
|
|
32,639,670 |
|
|
|
295,585 |
|
|
|
32,935,255 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries and consultants |
|
|
5,979,804 |
|
|
|
|
|
|
|
5,979,804 |
|
|
|
11,873,153 |
|
|
|
|
|
|
|
11,873,153 |
|
Travel |
|
|
836,240 |
|
|
|
|
|
|
|
836,240 |
|
|
|
1,548,135 |
|
|
|
|
|
|
|
1,548,135 |
|
Depreciation and amortization |
|
|
1,318,764 |
|
|
|
|
|
|
|
1,318,764 |
|
|
|
2,649,636 |
|
|
|
|
|
|
|
2,649,636 |
|
Other |
|
|
1,065,727 |
|
|
|
|
|
|
|
1,065,727 |
|
|
|
2,038,065 |
|
|
|
|
|
|
|
2,038,065 |
|
Total cost of revenues |
|
|
9,200,535 |
|
|
|
- |
|
|
|
9,200,535 |
|
|
|
18,108,989 |
|
|
|
- |
|
|
|
18,108,989 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
8,437,577 |
|
|
|
(1,779,326 |
) |
|
|
6,658,251 |
|
|
|
14,530,681 |
|
|
|
295,585 |
|
|
|
14,826,266 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling and marketing |
|
|
2,713,478 |
|
|
|
|
|
|
|
2,713,478 |
|
|
|
5,057,516 |
|
|
|
|
|
|
|
5,057,516 |
|
Depreciation and amortization |
|
|
271,485 |
|
|
|
|
|
|
|
271,485 |
|
|
|
540,582 |
|
|
|
|
|
|
|
540,582 |
|
General and administrative |
|
|
3,933,413 |
|
|
|
|
|
|
|
3,933,413 |
|
|
|
8,552,609 |
|
|
|
|
|
|
|
8,552,609 |
|
Research and development cost |
|
|
91,607 |
|
|
|
|
|
|
|
91,607 |
|
|
|
184,539 |
|
|
|
|
|
|
|
184,539 |
|
Total operating expenses |
|
|
7,009,983 |
|
|
|
- |
|
|
|
7,009,983 |
|
|
|
14,335,246 |
|
|
|
- |
|
|
|
14,335,246 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations |
|
|
1,427,594 |
|
|
|
(1,779,326 |
) |
|
|
(351,732 |
) |
|
|
195,435 |
|
|
|
295,585 |
|
|
|
491,020 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income and (expenses) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on sale of assets |
|
|
(32,339 |
) |
|
|
|
|
|
|
(32,339 |
) |
|
|
(34,742 |
) |
|
|
|
|
|
|
(34,742 |
) |
Interest expense |
|
|
(62,127 |
) |
|
|
|
|
|
|
(62,127 |
) |
|
|
(116,602 |
) |
|
|
|
|
|
|
(116,602 |
) |
Interest income |
|
|
23,416 |
|
|
|
|
|
|
|
23,416 |
|
|
|
53,856 |
|
|
|
|
|
|
|
53,856 |
|
Loss on foreign currency exchange transactions |
|
|
(621,887 |
) |
|
|
|
|
|
|
(621,887 |
) |
|
|
(1,036,783 |
) |
|
|
|
|
|
|
(1,036,783 |
) |
Other income |
|
|
6,823 |
|
|
|
|
|
|
|
6,823 |
|
|
|
28,383 |
|
|
|
|
|
|
|
28,383 |
|
Total other income (expenses) |
|
|
(686,114 |
) |
|
|
- |
|
|
|
(686,114 |
) |
|
|
(1,105,888 |
) |
|
|
- |
|
|
|
(1,105,888 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) before income taxes |
|
|
741,480 |
|
|
|
(1,779,326 |
) |
|
|
(1,037,846 |
) |
|
|
(910,453 |
) |
|
|
295,585 |
|
|
|
(614,868 |
) |
Income tax provision |
|
|
(338,884 |
) |
|
|
|
|
|
|
(338,884 |
) |
|
|
(378,759 |
) |
|
|
|
|
|
|
(378,759 |
) |
Net income (loss) from continuing operations |
|
|
402,596 |
|
|
|
(1,779,326 |
) |
|
|
(1,376,730 |
) |
|
|
(1,289,212 |
) |
|
|
295,585 |
|
|
|
(993,627 |
) |
Non-controlling interest |
|
|
(1,388,272 |
) |
|
|
596,608 |
|
|
|
(791,664 |
) |
|
|
(1,462,183 |
) |
|
|
(98,695 |
) |
|
|
(1,560,878 |
) |
Net income (loss) attributable to NetSol |
|
$ |
(985,676 |
) |
|
$ |
(1,182,718 |
) |
|
$ |
(2,168,394 |
) |
|
$ |
(2,751,395 |
) |
|
$ |
196,890 |
|
|
$ |
(2,554,505 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
(0.09 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.20 |
) |
|
$ |
(0.26 |
) |
|
$ |
0.03 |
|
|
$ |
(0.24 |
) |
Diluted |
|
$ |
(0.09 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.20 |
) |
|
$ |
(0.26 |
) |
|
$ |
0.03 |
|
|
$ |
(0.24 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
10,877,446 |
|
|
|
10,877,446 |
|
|
|
10,877,446 |
|
|
|
10,783,685 |
|
|
|
10,783,685 |
|
|
|
10,783,685 |
|
Diluted |
|
|
10,877,446 |
|
|
|
10,877,446 |
|
|
|
10,877,446 |
|
|
|
10,783,685 |
|
|
|
10,783,685 |
|
|
|
10,783,685 |
|
|
For the Three Months |
|
|
|
|
Ended December 31, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Net income (loss) |
|
$ |
(985,676 |
) |
|
$ |
(1,182,718 |
) |
|
$ |
(2,168,394 |
) |
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Translation adjustment |
|
|
(944,837 |
) |
|
|
- |
|
|
|
(944,837 |
) |
Comprehensive income (loss) |
|
|
(1,930,513 |
) |
|
|
(1,182,718 |
) |
|
|
(3,113,231 |
) |
Comprehensive income (loss) attributable to non-controlling interest |
|
|
(276,575 |
) |
|
|
- |
|
|
|
(276,575 |
) |
Comprehensive income (loss) attributable to NetSol |
|
$ |
(1,653,938 |
) |
|
$ |
(1,182,718 |
) |
|
$ |
(2,836,656 |
) |
|
|
For the Six Months |
|
|
|
Ended December 31, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Net income (loss) |
|
$ |
(2,751,395 |
) |
|
$ |
262,469 |
|
|
$ |
(2,488,926 |
) |
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Translation adjustment |
|
|
149,237 |
|
|
|
- |
|
|
|
149,237 |
|
Comprehensive income (loss) |
|
|
(2,602,158 |
) |
|
|
262,469 |
|
|
|
(2,339,689 |
) |
Comprehensive income (loss) attributable to non-controlling interest |
|
|
47,138 |
|
|
|
- |
|
|
|
47,138 |
|
Comprehensive income (loss) attributable to NetSol |
|
$ |
(2,649,296 |
) |
|
$ |
262,469 |
|
|
$ |
(2,386,827 |
) |
For the Six Months |
|
|
|
|
Ended December 31, 2016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As Originally |
|
|
Amount of |
|
|
|
|
|
|
Presented |
|
|
Restatement |
|
|
As Restated |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
(1,289,212 |
) |
|
$ |
295,585 |
|
|
$ |
(993,627 |
) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
3,190,218 |
|
|
|
|
|
|
|
3,190,218 |
|
Provision for bad debts |
|
|
1,026 |
|
|
|
|
|
|
|
1,026 |
|
Loss on sale of assets |
|
|
34,742 |
|
|
|
|
|
|
|
34,742 |
|
Stock issued for services |
|
|
1,525,775 |
|
|
|
|
|
|
|
1,525,775 |
|
Fair market value of warrants and stock options granted |
|
|
21,804 |
|
|
|
|
|
|
|
21,804 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
3,678,110 |
|
|
|
|
|
|
|
3,678,110 |
|
Accounts receivable - related party |
|
|
829,285 |
|
|
|
|
|
|
|
829,285 |
|
Revenues in excess of billing |
|
|
(7,219,089 |
) |
|
|
(373,406 |
) |
|
|
(7,592,495 |
) |
Revenues in excess of billing - related party |
|
|
285,791 |
|
|
|
|
|
|
|
285,791 |
|
Other current assets |
|
|
585,147 |
|
|
|
|
|
|
|
585,147 |
|
Accounts payable and accrued expenses |
|
|
334,241 |
|
|
|
|
|
|
|
334,241 |
|
Unearned revenue |
|
|
(1,908,440 |
) |
|
|
77,821 |
|
|
|
(1,830,619 |
) |
Net cash used in operating activities |
|
|
69,398 |
|
|
|
- |
|
|
|
69,398 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of property and equipment |
|
|
(1,074,316 |
) |
|
|
|
|
|
|
(1,074,316 |
) |
Sales of property and equipment |
|
|
181,087 |
|
|
|
|
|
|
|
181,087 |
|
Purchase of treasury stock |
|
|
(38,885 |
) |
|
|
|
|
|
|
(38,885 |
) |
Investment |
|
|
(705,555 |
) |
|
|
|
|
|
|
(705,555 |
) |
Net cash used in investing activities |
|
|
(1,637,669 |
) |
|
|
- |
|
|
|
(1,637,669 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from the exercise of stock options and warrants |
|
|
429,452 |
|
|
|
|
|
|
|
429,452 |
|
Proceeds from exercise of subsidiary options |
|
|
18,089 |
|
|
|
|
|
|
|
18,089 |
|
Dividend paid by subsidiary to Non controlling interest |
|
|
(968,657 |
) |
|
|
|
|
|
|
(968,657 |
) |
Payments on capital lease obligations and loans - net |
|
|
(69,998 |
) |
|
|
|
|
|
|
(69,998 |
) |
Net cash provided by financing activities |
|
|
(591,114 |
) |
|
|
- |
|
|
|
(591,114 |
) |
Effect of exchange rate changes |
|
|
107,241 |
|
|
|
|
|
|
|
107,241 |
|
Net decrease in cash and cash equivalents |
|
|
(2,052,144 |
) |
|
|
- |
|
|
|
(2,052,144 |
) |
Cash and cash equivalents, beginning of the period |
|
|
11,557,527 |
|
|
|
|
|
|
|
11,557,527 |
|
Cash and cash equivalents, end of period |
|
$ |
9,505,383 |
|
|
$ |
- |
|
|
$ |
9,505,383 |
|
|