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Nevada
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20-2222203
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(State or other jurisdiction of incorporation or
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(I.R.S. Employer
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organization)
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Identification No.)
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1201 South Alma School Road, Suite 8500, Mesa
,
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Arizona
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85210
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(Address of principal executive offices)
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(Zip Code)
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Class
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Outstanding as of November 8, 2013
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Common stock, $0.00001 par value
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26,437,466
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Page
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PART I - FINANCIAL INFORMATION
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ITEM 1.
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FINANCIAL STATEMENTS
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3
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ITEM 2.
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
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18
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ITEM 3.
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QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
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24
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ITEM 4.
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CONTROLS AND PROCEDURES
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24
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PART II - OTHER INFORMATION
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ITEM 1.
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LEGAL PROCEEDINGS
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25
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ITEM 1A.
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RISK FACTORS
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25
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ITEM 2.
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UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
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25
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ITEM 3.
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DEFAULTS UPON SENIOR SECURITIES
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25
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ITEM 4.
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MINE SAFETY DISCLOSURES
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26
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ITEM 5.
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OTHER INFORMATION
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26
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ITEM 6.
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EXHIBITS
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27
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SIGNATURES
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29
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| 2 | ||
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September 30,
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December 31,
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2013
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2012
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(Unaudited)
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(Audited)
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ASSETS
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CURRENT ASSETS
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Cash and Cash Equivalents
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$
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1,082,353
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$
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114,462
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Restricted Cash
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883,630
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447,206
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Accounts Receivable, net
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508,136
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1,958,799
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Inventory
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208,133
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123,021
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Other Current Assets
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391,007
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645,728
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Total Current Assets
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3,073,259
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3,289,216
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PROPERTY AND EQUIPMENT, Net
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451,211
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516,981
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OTHER ASSETS
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Intangible Assets, Net
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151,666
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166,666
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Goodwill
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841,000
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841,000
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Other Assets
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104,026
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105,621
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Total Other Assets
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1,096,692
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1,113,287
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Total Assets
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$
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4,621,162
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$
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4,919,484
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LIABILITIES AND STOCKHOLDERS’ EQUITY
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CURRENT LIABILITIES
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Accounts and Other Payables
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$
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1,793,682
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$
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2,456,788
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Due to Related Parties, net of debt discount
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100,000
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336,605
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Short Term Debt
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87,000
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802,122
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Current Portion of Long-Term Debt
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185,338
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75,707
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Total Current Liabilities
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2,166,020
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3,671,222
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LONG TERM DEBT
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64,542
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67,695
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STOCKHOLDERS’ EQUITY
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Preferred Stock
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-
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-
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Common Stock
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262
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204
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Additional Paid-In Capital
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21,754,820
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16,204,068
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Accumulated Comprehensive Income (Loss)
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(24,997)
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(23,629)
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Accumulated Deficit
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(19,339,485)
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(15,000,076)
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Total Stockholders’ Equity
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2,390,600
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1,180,567
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Total Liabilities and Stockholders’ Equity
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$
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4,621,162
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$
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4,919,484
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| 3 | ||
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Three Months
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Three Months
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Nine Months
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Nine Months
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Ended
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Ended
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Ended
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Ended
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Sept. 30, 2013
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Sept. 30, 2012
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Sept. 30, 2013
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Sept. 30, 2012
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||||
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(unaudited)
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(unaudited)
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(unaudited)
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(unaudited)
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||||
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REVENUE
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Equipment Sales
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$
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409,222
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$
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212,531
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$
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1,467,044
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$
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1,309,495
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Service Revenue
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149,578
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162,970
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476,410
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811,591
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Other Revenue
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10,118
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5,672
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34,852
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31,406
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TOTAL REVENUE
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568,918
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381,173
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1,978,306
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2,152,492
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COST OF REVENUE
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471,992
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322,824
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1,667,665
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1,729,001
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GROSS PROFIT
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96,926
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58,349
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310,641
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423,491
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OPERATING EXPENSES
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1,645,563
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867,958
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4,531,718
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2,854,794
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LOSS FROM OPERATIONS
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(1,548,637)
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(809,609)
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(4,221,077)
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(2,431,303)
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OTHER INCOME (EXPENSE)
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Foreign Currency Gain (Loss)
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(8,611)
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(87)
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(9,718)
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(87)
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Loss from conversion of debt
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-
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-
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(44,000)
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-
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Interest Income
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|
-
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|
|
6
|
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|
997
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|
|
545
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|
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Interest Expense
|
|
|
(16,221)
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(24,414)
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(65,611)
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(46,738)
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|
Total Other Income (Expense)
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|
|
(24,832)
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|
(24,495)
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|
(118,332)
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(46,280)
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|
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|
|
|
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|
|
|
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|
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|
|
LOSS BEFORE INCOME TAXES
|
|
|
(1,573,469)
|
|
|
(834,104)
|
|
|
(4,339,409)
|
|
|
(2,477,583)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BENEFIT FOR INCOME TAXES
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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NET LOSS
|
|
$
|
(1,573,469)
|
|
$
|
(834,104)
|
|
$
|
(4,339,409)
|
|
$
|
(2,477,583)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
BASIC AND DILUTED LOSS PER SHARE
|
|
$
|
(0.06)
|
|
$
|
(0.04)
|
|
$
|
(0.18)
|
|
$
|
(0.15)
|
|
| 4 | ||
|
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|
|
|
Three Months
|
|
Three Months
|
|
Nine Months
|
|
Nine Months
|
|
||||
|
|
|
Ended
|
|
Ended
|
|
Ended
|
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Ended
|
|
||||
|
|
|
Sept. 30, 2013
|
|
Sept. 30, 2012
|
|
Sept. 30, 2013
|
|
Sept. 30, 2012
|
|
||||
|
|
|
(unaudited)
|
|
(unaudited)
|
|
(unaudited)
|
|
(unaudited)
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss
|
|
$
|
(1,573,469)
|
|
$
|
(834,104)
|
|
$
|
(4,339,409)
|
|
$
|
(2,477,583)
|
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustment
|
|
|
1,022
|
|
|
14,660
|
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(7,757)
|
|
|
21,486
|
|
|
Comprehensive Loss
|
|
$
|
(1,572,447)
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|
$
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(819,444)
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|
$
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(4,347,166)
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|
$
|
(2,456,097)
|
|
| 5 | ||
|
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Nine Months Ended
|
|
Nine Months Ended
|
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||
|
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|
Sept. 30, 2013
|
|
Sept. 30, 2012
|
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||
|
|
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(Unaudited)
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(Unaudited)
|
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||
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|
|
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
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|
|
|
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|
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Net Loss
|
|
$
|
(4,339,409)
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|
$
|
(2,477,583)
|
|
|
Adjustments to Reconcile Net Loss to Net Cash Used by Operating Activities
|
|
|
|
|
|
|
|
|
Depreciation and Amortization
|
|
|
169,164
|
|
|
181,456
|
|
|
Loss from Conversion of Debt
|
|
|
44,000
|
|
|
-
|
|
|
Stock Compensation
|
|
|
126,813
|
|
|
96,573
|
|
|
Common Stock Issued for Services
|
|
|
222,206
|
|
|
110,562
|
|
|
(Increase) Decrease in Operating Assets:
|
|
|
|
|
|
|
|
|
Accounts Receivable
|
|
|
1,410,678
|
|
|
245,307
|
|
|
Inventory
|
|
|
(86,424)
|
|
|
(24,686)
|
|
|
Other Current Assets
|
|
|
56,312
|
|
|
(243,041)
|
|
|
Accounts and Other Payables
|
|
|
(438,889)
|
|
|
(113,204)
|
|
|
Net cash used in operating activities
|
|
|
(2,835,549)
|
|
|
(2,224,616)
|
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|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
Purchase of Property and Equipment
|
|
|
(89,897)
|
|
|
(387,064)
|
|
|
Net cash used in investing activities
|
|
|
(89,897)
|
|
|
(387,064)
|
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
Changes in Restricted Cash
|
|
|
(441,724)
|
|
|
(46,903)
|
|
|
Proceeds from (Payments on) Short-Term Notes Payable/Debt
|
|
|
(586,514)
|
|
|
431,662
|
|
|
Proceeds from Exercise of Stock Options
|
|
|
244,574
|
|
|
-
|
|
|
Proceeds from (Payments to) Related Parties
|
|
|
(236,605)
|
|
|
352,892
|
|
|
Proceeds from (Payments on) Long-Term Debt
|
|
|
-
|
|
|
(35,839)
|
|
|
Payments on Capital Lease Obligations
|
|
|
(6,987)
|
|
|
(8,561)
|
|
|
Common Stock Issued, net of Cost of Capital
|
|
|
4,913,216
|
|
|
1,797,021
|
|
|
Net cash provided by financing activities
|
|
|
3,885,960
|
|
|
2,490,272
|
|
|
|
|
|
|
|
|
|
|
|
EFFECT OF EXCHANGE RATE CHANGES ON CASH
|
|
|
7,377
|
|
|
16,731
|
|
|
|
|
|
|
|
|
|
|
|
NET INCREASE IN CASH AND CASH EQUIVALENTS
|
|
|
967,891
|
|
|
(104,677)
|
|
|
|
|
|
|
|
|
|
|
|
Cash and Cash Equivalents - Beginning of Period
|
|
|
114,462
|
|
|
850,364
|
|
|
|
|
|
|
|
|
|
|
|
CASH AND CASH EQUIVALENTS - END OF PERIOD
|
|
$
|
1,082,353
|
|
$
|
745,687
|
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
|
|
|
|
|
|
|
|
|
Interest Paid
|
|
$
|
66,203
|
|
$
|
46,738
|
|
| 6 | ||
|
|
|
NOTE 1
|
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
| 7 | ||
|
|
|
Trademarks
|
|
|
|
|
|
2013
|
|
$
|
5,000
|
|
|
2014
|
|
|
20,000
|
|
|
2015
|
|
|
20,000
|
|
|
2016
|
|
|
20,000
|
|
|
Thereafter
|
|
|
86,666
|
|
|
Total
|
|
$
|
151,666
|
|
| 8 | ||
|
|
|
|
|
Net Revenues
|
|
Net Assets
|
|
||
|
|
|
|
|
|
|
|
|
|
United States
|
|
$
|
378,222
|
|
$
|
2,349,594
|
|
|
Asia
|
|
$
|
1,404,127
|
|
$
|
41,006
|
|
|
Mexico
|
|
$
|
195,957
|
|
|
-
|
|
| 9 | ||
|
|
|
|
|
Three Months
|
|
Three Months
|
|
Condensed
|
|
|||
|
|
|
Ended September, 2013
|
|
Ended September 30, 2013
|
|
Consolidated
|
|
|||
|
|
|
Iveda Solutions, Inc.
|
|
MegaSys
|
|
Total
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
203,942
|
|
$
|
364,976
|
|
$
|
568,918
|
|
|
Cost of Revenue
|
|
|
209,195
|
|
|
262,797
|
|
|
464,603
|
|
|
Gross Profit
|
|
|
(5,253)
|
|
|
102,179
|
|
|
96,926
|
|
|
Depreciation and Amort.
|
|
|
53,181
|
|
|
2,634
|
|
|
55,815
|
|
|
General and Administrative
|
|
|
1,375,451
|
|
|
214,297
|
|
|
1,589,748
|
|
|
(Loss) from Operations
|
|
|
(1,433,885)
|
|
|
(114,752)
|
|
|
(1,548,637)
|
|
|
Foreign Currency Gain (Loss)
|
|
|
(8,611)
|
|
|
-
|
|
|
(8,611)
|
|
|
Loss from the conversion of debt
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
Interest Income
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
Interest Expense
|
|
|
11,676
|
|
|
4,545
|
|
|
16,221
|
|
|
(Loss) Before Income Taxes
|
|
|
(1,454,172)
|
|
|
(119,297)
|
|
|
(1,573,469)
|
|
|
(Provision) For Income Taxes
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
Net Loss
|
|
$
|
(1,454,172)
|
|
$
|
(119,297)
|
|
$
|
(1,573,469)
|
|
|
|
|
Nine Months
|
|
|
|
|
|
|||
|
|
|
Ended September 30,
|
|
Nine Months
|
|
|
|
|||
|
|
|
2013
|
|
Ended September 30,
|
|
Condensed
|
|
|||
|
|
|
Iveda Solutions,
|
|
2013
|
|
Consolidated
|
|
|||
|
|
|
Inc.
|
|
MegaSys
|
|
Total
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
574,179
|
|
$
|
1,404,127
|
|
$
|
1,978,306
|
|
|
Cost of Revenue
|
|
|
565,258
|
|
|
1,102,407
|
|
|
1,667,665
|
|
|
Gross Profit
|
|
|
8,921
|
|
|
301,720
|
|
|
310,641
|
|
|
Depreciation and Amortization
|
|
|
161,157
|
|
|
8,007
|
|
|
169,164
|
|
|
General and Administrative
|
|
|
3,758,437
|
|
|
604,117
|
|
|
4,362,554
|
|
|
(Loss) from Operations
|
|
|
(3,910,673)
|
|
|
(310,404)
|
|
|
(4,221,077)
|
|
|
Foreign Currency Gain (Loss)
|
|
|
(9,718)
|
|
|
-
|
|
|
(9,718)
|
|
|
Loss from the conversion of debt
|
|
|
(44,000)
|
|
|
-
|
|
|
(44,000)
|
|
|
Interest Income
|
|
|
-
|
|
|
997
|
|
|
997
|
|
|
Interest Expense
|
|
|
51,670
|
|
|
13,941
|
|
|
65,611
|
|
|
(Loss) Before Income Taxes
|
|
|
(4,016,061)
|
|
|
(323,348)
|
|
|
(4,339,409)
|
|
|
(Provision) For Income Taxes
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
Net Loss
|
|
$
|
(4,016,061)
|
|
$
|
(323,348)
|
|
$
|
(4,339,409)
|
|
| 10 | ||
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
||||||||
|
|
|
September 30,
|
|
September 30,
|
|
||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
||||
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
|
$
|
203,943
|
|
$
|
148,226
|
|
$
|
574,179
|
|
$
|
601,230
|
|
|
Republic of China (Taiwan)
|
|
|
364,975
|
|
|
232,947
|
|
|
1,404,127
|
|
|
1,551,262
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
568,918
|
|
$
|
381,173
|
|
$
|
1,978,306
|
|
$
|
2,152,492
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|
||||||||
|
|
|
September 30,
|
|
September 30,
|
|
||||||||
|
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
||||
|
Operating earnings (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
United States
|
|
$
|
(1,433,885)
|
|
$
|
(713,160)
|
|
$
|
(3,910,673)
|
|
$
|
(2,216,260)
|
|
|
Republic of China (Taiwan)
|
|
|
(114,752)
|
|
|
(96,449)
|
|
|
(310,404)
|
|
|
(215,043)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(1,548,637)
|
|
$
|
(809,609)
|
|
$
|
(4,221,077)
|
|
$
|
(2,431,303)
|
|
|
|
|
Nine Months Ended
|
|
||||
|
|
|
September 30,
|
|
||||
|
|
|
2013
|
|
2012
|
|
||
|
Property and equipment
|
|
|
|
|
|
|
|
|
United States
|
|
$
|
438,686
|
|
$
|
580,014
|
|
|
Republic of China (Taiwan)
|
|
|
12,525
|
|
|
31,095
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
451,211
|
|
$
|
611,109
|
|
|
|
|
Nine Months Ended
|
|
||||
|
|
|
September 30,
|
|
||||
|
|
|
2013
|
|
2012
|
|
||
|
Additions to long-lived assets
|
|
|
|
|
|
|
|
|
United States
|
|
$
|
86,868
|
|
|
223,705
|
|
|
Republic of China (Taiwan)
|
|
|
(1,660)
|
|
|
11,884
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
85,208
|
|
|
235,589
|
|
|
|
|
Nine Months Ended
|
|
||||
|
|
|
September 30,
|
|
||||
|
|
|
2013
|
|
2012
|
|
||
|
Inventory
|
|
|
|
|
|
|
|
|
United States
|
|
$
|
51,955
|
|
$
|
810
|
|
|
Republic of China (Taiwan)
|
|
|
156,178
|
|
|
106,766
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
208,133
|
|
$
|
107,576
|
|
| 11 | ||
|
|
|
|
|
Nine Months Ended
|
|
||||
|
|
|
September 30,
|
|
||||
|
|
|
2013
|
|
2012
|
|
||
|
Total Assets
|
|
|
|
|
|
|
|
|
United States
|
|
$
|
2,467,126
|
|
$
|
1,898,479
|
|
|
Republic of China (Taiwan)
|
|
|
2,154,036
|
|
|
1,924,128
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
4,621,162
|
|
$
|
3,822,607
|
|
| 12 | ||
|
|
|
|
•
|
Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period.
|
|
|
•
|
Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense.
|
| 13 | ||
|
|
|
|
NOTE 2
|
|
|
Note Payable, 10% interest per annum, maturing on December 7, 2013
|
|
$
|
77,000
|
|
|
Note Payable, 10% interest per annum, maturing on December 20, 2013
|
|
|
10,000
|
|
|
Total Short-Term Debt
|
|
$
|
87,000
|
|
| 14 | ||
|
|
|
|
NOTE 3
|
EQUITY
|
|
|
NOTE 4
|
STOCK OPTION PLAN
|
| 15 | ||
|
|
|
|
|
Nine months ended September 30, 2013
|
|
||||
|
|
|
|
|
Weighted -
|
|
||
|
|
|
|
|
Average
|
|
||
|
|
|
Shares
|
|
Exercise Price
|
|
||
|
Outstanding at Beginning of Year
|
|
|
5,038,512
|
|
$
|
0.91
|
|
|
Granted
|
|
|
160,000
|
|
|
1.63
|
|
|
Exercised
|
|
|
(244,500)
|
|
|
-
|
|
|
Forfeited or Canceled
|
|
|
(155,000)
|
|
|
1.09
|
|
|
Outstanding at End of Period
|
|
|
4,799,012
|
|
|
0.93
|
|
|
|
|
|
|
|
|
|
|
|
Options Exercisable at Period-End
|
|
|
3,566,628
|
|
|
1.25
|
|
|
Weighted-Average Fair Value of Options Granted During
the Period |
|
$
|
0.27
|
|
|
|
|
|
|
|
Options Outstanding
|
|
Options Exercisable
|
|
|||||||||||
|
|
|
Number
|
|
Weighted -
|
|
|
|
Number
|
|
|
|
|||||
|
|
|
Outstanding
|
|
Average
|
|
Weighted -
|
|
Exercisable
|
|
Weighted -
|
|
|||||
|
Range of
|
|
at
|
|
Remaining
|
|
Average
|
|
At
|
|
Average
|
|
|||||
|
Exercise
|
|
Sept. 30,
|
|
Contractual
|
|
Exercise
|
|
Sept. 30,
|
|
Exercise
|
|
|||||
|
Prices
|
|
2013
|
|
Life
|
|
Price
|
|
2013
|
|
Price
|
|
|||||
|
$ 0.10 - $1.80
|
|
|
4,799,012
|
|
|
8.2 Years
|
|
$
|
0.93
|
|
|
3,566,628
|
|
$
|
1.25
|
|
|
|
|
2013
|
|
|
|
|
Expected Life
|
|
|
5 yrs
|
|
|
|
Dividend Yield
|
|
|
0
|
%
|
|
|
Expected Volatility
|
|
|
26.28
|
%
|
|
|
Risk-Free Interest Rate
|
|
|
0.85
|
%
|
|
|
On November 19, 2012, the Company entered into a convertible debenture agreement with Robert Gillen for $100,000. Under the original terms of the agreement, Interest is payable at 10% per annum, payable on the maturity date of May 19, 2013. The Company issued warrants to purchase 10,000 shares of the Company Stock, at an exercise price of $ 1.10. The debenture is convertible into shares of Company Common Stock on or before the Maturity Date, at a conversion rate of $1.10 per share. On May 19, 2013, the Company extended the maturity date of the convertible debenture to November 19, 2013.
|
|
|
100,000
|
|
|
|
|
|
|
|
|
Total Due to Related Parties
|
|
$
|
100,000
|
|
| 16 | ||
|
|
|
|
NOTE 6
|
EARNINGS (LOSS) PER SHARE
|
|
|
|
Three Months
|
|
Three Months
|
|
Nine Months
|
|
Nine Months
|
|
||||
|
|
|
Ending
|
|
Ending
|
|
Ending
|
|
Ending
|
|
||||
|
|
|
Sept. 30, 2013
|
|
Sept. 30, 2012
|
|
Sept. 30, 2013
|
|
Sept. 30, 2012
|
|
||||
|
Basic EPS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss
|
|
$
|
(1,573,469)
|
|
|
(834,104)
|
|
$
|
(4,339,409)
|
|
|
(2,477,583)
|
|
|
Weighted Average Shares
|
|
|
25,700,296
|
|
|
19,541,679
|
|
|
24,181,281
|
|
|
15,383,548
|
|
|
Basic and Diluted Loss Per Share
|
|
$
|
(0.06)
|
|
$
|
(0.04)
|
|
$
|
(0.18)
|
|
$
|
(0.15)
|
|
| 17 | ||
|
|
| ITEM 2. |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
|
| 18 | ||
|
|
| 19 | ||
|
|
| • |
Present (either on the face of the statement where net income is presented or in the notes) the effects on the line items of net income of significant amounts reclassified out of accumulated other comprehensive income - but only if the item reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period.
|
|
| • |
Cross-reference to other disclosures currently required under U.S. GAAP for other reclassification items (that are not required under U.S. GAAP) to be reclassified directly to net income in their entirety in the same reporting period. This would be the case when a portion of the amount reclassified out of accumulated other comprehensive income is initially transferred to a balance sheet account (e.g., inventory for pension-related amounts) instead of directly to income or expense.
|
| 20 | ||
|
|
| 21 | ||
|
|
| 22 | ||
|
|
| 23 | ||
|
|
| ITEM 3. |
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
|
| ITEM 4. |
CONTROLS AND PROCEDURES.
|
| 24 | ||
|
|
| ITEM 1. |
LEGAL PROCEEDINGS.
|
| ITEM 1A. |
RISK FACTORS.
|
| ITEM 2. |
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
|
| ITEM 3. |
DEFAULT ON SENIOR SECURITIES.
|
| 25 | ||
|
|
| ITEM 4. |
MINE SAFETY DISCLOSURES.
|
| ITEM 5. |
OTHER INFORMATION.
|
| 26 | ||
|
|
| ITEM 6. |
EXHIBITS.
|
|
Exhibit
|
|
|
|
Number
|
|
Description
|
|
2.1
|
|
Share Exchange Agreement, dated March 21, 2011, by and among Iveda Solutions, Inc., a Nevada corporation, Sole-Vision Technologies, Inc. (doing business as MegaSys), a corporation organized under the laws of the Republic of China, and the shareholders of MegaSys (Incorporated by reference to Form 10-K/A filed on 2/9/2012).
|
|
3.1
|
|
Articles of Incorporation of Charmed Homes Inc. (Incorporated by reference to Exhibit 3.1 to Form SB-2 filed on 4/20/2007).
|
|
3.2
|
|
Bylaws of Charmed Homes Inc. (Incorporated by reference to Exhibit 3.2 to Form SB-2 filed on 4/20/2007).
|
|
3.3
|
|
Amendment to Bylaws of Charmed Homes Inc. (Incorporated by reference Exhibit 3.1 to Form 8-K/A filed on 12/15/2008).
|
|
3.4
|
|
Amendment to Articles of Incorporation, filed with the Nevada Secretary of State on September 9, 2009 (Incorporated by reference to Exhibit 3.4 to Form 8-K filed on 10/21/2009).
|
|
4.1
|
|
Specimen Stock Certificate (Incorporated by reference to Exhibit 4.1 to Form SB-2 filed on 4/20/2007).
|
|
4.2
|
|
Form of Stock Option Agreement under the IntelaSight, Inc. 2008 Stock Option Plan (Incorporated by reference to Exhibit 4.2 to Form S-4/A1 filed on 7/10/2009).
|
|
4.3
|
|
Form of Common Stock Purchase Warrant issued by IntelaSight, Inc. (Incorporated by reference to Exhibit 4.3 to Form S-4/A1 filed on 7/10/2009).
|
|
4.4
|
|
2009 Stock Option Plan, dated October 15, 2009 (Incorporated by reference to Exhibit 4.4 to Form 8-K filed on 10/21/2009).
|
|
4.5
|
|
Form of Common Stock Purchase Warrant issued by Iveda Corporation in conjunction with the Merger (Incorporated by reference to Exhibit 4.5 to Form 8-K filed on 10/21/2009).
|
|
4.6
|
|
Iveda Solutions, Inc. 2010 Stock Option Plan, as amended (Incorporated by reference to Appendix A to the Definitive Proxy Statement on Schedule 14A filed on 5/2/2011).
|
|
4.7
|
|
Form of Notice of Grant of Stock Option under the Iveda Solutions, Inc. 2010 Stock Option Plan, as amended (Incorporated by reference to Exhibit 4.2 to Form S-8 filed on 6/24/2011).
|
|
4.8
|
|
Form of Stock Option Agreement under the Iveda Solutions, Inc. 2010 Stock Option Plan, as amended (Incorporated by reference to Exhibit 4.3 to Form S-8 filed on 6/24/2011).
|
|
4.9
|
|
Form of Stock Option Exercise Notice under the Iveda Solutions, Inc. 2010 Stock Option Plan, as amended (Incorporated by reference to Exhibit 4.4 to Form S-8 filed on 6/24/2011).
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10.1
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Application Development Service Agreement dated July 14, 2006 by and between Axis Communications AB and IntelaSight, Inc. (Incorporated by reference to Exhibit 10.4 to Form S-4/A2 filed on 8/5/2009).
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10.2
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Partner Agreement dated January 30, 2007 by and between Milestone Systems, Inc. and IntelaSight, Inc. (Incorporated by reference to Exhibit 10.5 to Form S-4/A1 filed on 7/10/2009).
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10.3
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Solution Partner Agreement dated March 13, 2008 by and between Milestone Systems A/S and IntelaSight, Inc. (Incorporated by reference to Exhibit 10.6 to Form S-4/A1 filed on 7/10/2009).
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10.4
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Channel Partner Program Membership Agreement Gold Solution Partner Level dated June 23, 2009 by and between Axis Communications Inc. and IntelaSight, Inc. (Incorporated by reference to Exhibit 10.9 to Form S-4/A1 filed on 7/10/2009).
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10.5
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Stock Purchase Agreement, dated October 15, 2009, by and among Iveda Corporation, IntelaSight, Inc., Ian Quinn and Kevin Liggins (Incorporated by reference to Exhibit 10.10 to Form 8-K filed on 10/21/2009).
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10.6
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Subscription Agreement, dated July 26, 2010 (Incorporated by reference to Exhibit 10.10 to Form 10-Q filed on 11/12/2010).
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10.7
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Line of Credit Promissory Note, dated September 15, 2010 (Incorporated by reference to Exhibit 10.11 to Form 10-Q filed on 11/12/2010).
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10.8
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Agreement for Services, dated October 20, 2010 (Incorporated by reference to Exhibit 10.12 to Form 10-Q filed on 11/12/2010).
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10.9
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Consulting Agreement, dated October 25, 2010 (Incorporated by reference to Exhibit 10.13 to Form 10-Q filed on 11/12/2010).
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10.10
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Operating Level Agreement, dated October 25, 2010 (Incorporated by reference to Exhibit 10.14 to Form 10-Q filed on 11/12/2010).
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10.11
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Side Letter, dated March 21, 2011, by and among Iveda Solutions, Inc., Sole-Vision Technologies, Inc. (doing business as MegaSys), and the shareholders of MegaSys (Incorporated by reference to Exhibit 10.15 to Form 10-K filed on 3/30/2011).
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10.12
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Non-Exclusive Strategic Collaboration Agreement between Iveda Solutions, Inc. and Telmex, U.S.A., LLC, dated October 28, 2011 (Incorporated by reference to Exhibit 10.12 to Form 10-Q/A filed on 3/7/2012).
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10.13
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2010 Digital Video Remote Monitoring Recording System Procurement Contract between Sole-Vision Technology, Inc. and New Taipei City Police Department Purchasing Authority, dated January 9, 2012 (Incorporated by reference to Exhibit 10.13 to Form 10-K filed on 3/30/2012).
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10.14
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Consulting Agreement between Iveda Solutions, Inc. and Amextel S.A. de C.V. dated November 2, 2011 (Incorporated by reference to Exhibit 10.14 to Form 10-K/A filed on 5/10/2012).
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31.1
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Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*.
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31.2
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Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*.
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32.1
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Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**.
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32.2
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Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**.
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101.1
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The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets (Unaudited) as of March 31, 2013 and December 31, 2012, (ii) Condensed Consolidated Statements of Operations (Unaudited) for the three months ended March 31, 2013 and 2012, (iii) Condensed Consolidated Statements of Cash Flows (Unaudited) for the three months ended March 31, 2013 and 2012, and (iv) the Notes to Condensed Consolidated Financial Statements (Unaudited).**
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| 28 | ||
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IVEDA SOLUTIONS, INC.
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(Registrant)
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Date: November 14, 2013
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BY:
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/s/ David Ly
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David Ly
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President, Chief Executive Officer, and Chairman (Principal Executive Officer)
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BY:
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/s/ Brian Duling
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Brian Duling
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CFO (Chief Financial Officer)
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| 29 | ||
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No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|