Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 31, 2017 | Feb. 10, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | NETSOL TECHNOLOGIES INC | |
Entity Central Index Key | 1,039,280 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 11,395,401 | |
Trading Symbol | NTWK | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,018 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 10,004,650 | $ 14,172,954 |
Accounts receivable, net of allowance of $347,413 and $571,511 | 19,106,677 | 6,583,199 |
Accounts receivable, net - related party | 2,582,403 | 1,644,942 |
Revenues in excess of billings | 16,094,026 | 19,126,389 |
Revenues in excess of billings - related party | 107,562 | 80,705 |
Convertible note receivable - related party | 750,000 | 200,000 |
Other current assets | 2,819,183 | 2,463,886 |
Total current assets | 51,464,501 | 44,272,075 |
Restricted cash | 90,000 | 90,000 |
Revenues in excess of billings, net - long term | 6,668,854 | 5,173,538 |
Property and equipment, net | 18,443,494 | 20,370,703 |
Other assets | 3,543,315 | 3,211,295 |
Intangible assets, net | 14,810,605 | 17,043,151 |
Goodwill | 9,516,568 | 9,516,568 |
Total assets | 104,537,337 | 99,677,330 |
Current liabilities: | ||
Accounts payable and accrued expenses | 7,560,298 | 6,880,194 |
Current portion of loans and obligations under capitalized leases | 10,133,100 | 10,222,795 |
Unearned revenues | 10,082,346 | 3,925,702 |
Common stock to be issued | 88,324 | 88,324 |
Total current liabilities | 27,864,068 | 21,117,015 |
Loans and obligations under capitalized leases; less current maturities | 250,883 | 366,762 |
Total liabilities | 28,114,951 | 21,483,777 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $.01 par value; 500,000 shares authorized; | ||
Common stock, $.01 par value; 14,500,000 shares authorized; 11,395,401 shares issued and 11,221,347 outstanding as of December 31, 2017 and 11,225,385 shares issued and 11,190,606 outstanding as of June 30, 2017 | 113,954 | 112,254 |
Additional paid-in-capital | 125,354,035 | 124,409,998 |
Treasury stock (At cost, 174,054 shares and 34,779 shares as of December 31, 2017 and June 30, 2017, respectively) | (1,055,330) | (454,310) |
Accumulated deficit | (42,036,467) | (42,301,390) |
Stock subscription receivable | (221,000) | (297,511) |
Other comprehensive loss | (20,276,030) | (18,074,570) |
Total NetSol stockholders' equity | 61,879,162 | 63,394,471 |
Non-controlling interest | 14,543,224 | 14,799,082 |
Total stockholders' equity | 76,422,386 | 78,193,553 |
Total liabilities and stockholders' equity | $ 104,537,337 | $ 99,677,330 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 |
Statement of Financial Position [Abstract] | ||||
Accounts receivable, allowance | $ 347,413 | $ 571,511 | $ 495,760 | $ 492,498 |
Preferred stock, par value | $ .01 | $ .01 | $ .01 | $ .01 |
Preferred stock, shares authorized | 500,000 | 500,000 | 500,000 | 500,000 |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 14,500,000 | 14,500,000 | 14,500,000 | 14,500,000 |
Common stock, shares issued | 11,395,401 | 11,225,385 | 10,993,054 | 10,958,275 |
Common stock, shares outstanding | 11,221,347 | 11,190,606 | 10,713,372 | 10,686,093 |
Treasury stock, shares | 174,054 | 34,779 | 34,779 | 27,279 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Net Revenues: | ||||
License fees | $ 235,932 | $ 3,769,557 | $ 561,998 | $ 9,223,352 |
Maintenance fees | 3,568,448 | 3,588,899 | 7,042,173 | 7,112,696 |
Services | 9,087,191 | 6,619,158 | 16,104,928 | 12,175,293 |
License fees - related party | 217,105 | 261,513 | 246,957 | |
Maintenance fees - related party | 101,251 | 51,345 | 204,214 | 181,976 |
Services - related party | 1,236,508 | 1,829,827 | 3,090,385 | 3,994,981 |
Total net revenues | 14,446,435 | 15,858,786 | 27,265,211 | 32,935,255 |
Cost of revenues: | ||||
Salaries and consultants | 5,362,092 | 5,979,804 | 10,826,252 | 11,873,153 |
Travel | 287,901 | 836,240 | 801,013 | 1,548,135 |
Depreciation and amortization | 1,168,103 | 1,318,764 | 2,341,216 | 2,649,636 |
Other | 939,986 | 1,065,727 | 1,796,568 | 2,038,065 |
Total cost of revenues | 7,758,082 | 9,200,535 | 15,765,049 | 18,108,989 |
Gross profit | 6,688,353 | 6,658,251 | 11,500,162 | 14,826,266 |
Operating expenses: | ||||
Selling and marketing | 1,932,140 | 2,713,478 | 3,643,436 | 5,057,516 |
Depreciation and amortization | 222,785 | 271,485 | 468,658 | 540,582 |
Provision for bad debts | 1,026 | 1,026 | ||
General and administrative | 4,026,706 | 3,932,387 | 7,814,264 | 8,551,583 |
Research and development cost | 189,891 | 91,607 | 374,976 | 184,539 |
Total operating expenses | 6,371,522 | 7,009,983 | 12,301,334 | 14,335,246 |
Income from operations | 316,831 | (351,732) | (801,172) | 491,020 |
Other income and (expenses) | ||||
Loss on sale of assets | (8,939) | (32,339) | (16,069) | (34,742) |
Interest expense | (109,675) | (62,127) | (227,746) | (116,602) |
Interest income | 115,570 | 23,416 | 252,481 | 53,856 |
Gain (loss) on foreign currency exchange transactions | 1,737,967 | (621,887) | 2,754,329 | (1,036,783) |
Share of net loss from equity investment | (203,336) | (270,898) | ||
Other income | 14,511 | 6,823 | 15,610 | 28,383 |
Total other income (expenses) | 1,546,098 | (686,114) | 2,507,707 | (1,105,888) |
Net income (loss) before income taxes | 1,862,929 | (1,037,846) | 1,706,535 | (614,868) |
Income tax provision | (200,927) | (338,884) | (225,798) | (378,759) |
Net income (loss) | 1,662,002 | (1,376,730) | 1,480,737 | (993,627) |
Non-controlling interest | (1,027,581) | (791,664) | (1,215,814) | (1,560,878) |
Net income (loss) attributable to NetSol | $ 634,421 | $ (2,168,394) | $ 264,923 | $ (2,554,505) |
Net income (loss) per share: | ||||
Net income (loss) per common share - Basic | $ 0.06 | $ (0.20) | $ 0.02 | $ (0.24) |
Net income (loss) per common share - Diluted | $ 0.06 | $ (0.20) | $ 0.02 | $ (0.24) |
Weighted average number of shares outstanding | ||||
Basic | 11,159,075 | 10,877,446 | 11,115,346 | 10,783,685 |
Diluted | 11,171,543 | 10,877,446 | 11,127,814 | 10,783,685 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 634,421 | $ (2,168,394) | $ 264,923 | $ (2,554,505) |
Other comprehensive income (loss): | ||||
Translation adjustment | (2,453,890) | (944,837) | (3,279,634) | 149,237 |
Translation adjustment attributable to non-controlling interest | 841,009 | 276,575 | 1,078,174 | (47,138) |
Net translation adjustment | (1,612,881) | (668,262) | (2,201,460) | 102,099 |
Comprehensive income (loss) attributable to NetSol | $ (978,460) | $ (2,836,656) | $ (1,936,537) | $ (2,452,406) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 1,480,737 | $ (993,627) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 2,809,874 | 3,190,218 |
Provision for bad debts | 1,026 | |
Share of net loss from investment under equity method | 270,898 | |
Loss on sale of assets | 16,069 | 34,742 |
Stock based compensation | 833,530 | 1,525,775 |
Fair market value of warrants and stock options granted | 21,804 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (13,231,059) | 3,678,110 |
Accounts receivable - related party | (1,637,829) | 829,285 |
Revenues in excess of billing | 602,676 | (7,592,495) |
Revenues in excess of billing - related party | (32,308) | 285,791 |
Other current assets | (524,547) | 585,147 |
Accounts payable and accrued expenses | 887,824 | 334,241 |
Unearned revenue | 6,469,146 | (1,830,619) |
Net cash provided by (used in) operating activities | (2,054,989) | 69,398 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (543,123) | (1,074,316) |
Sales of property and equipment | 193,241 | 181,087 |
Convertible note receivable - related party | (500,000) | |
Investment in WRLD3D | (50,000) | (705,555) |
Net cash used in investing activities | (899,882) | (1,598,784) |
Cash flows from financing activities: | ||
Proceeds from the exercise of stock options and warrants | 215,311 | 429,452 |
Proceeds from exercise of subsidiary options | 7,755 | 18,089 |
Purchase of treasury stock | (601,020) | (38,885) |
Dividend paid by subsidiary to non-controlling interest | (417,853) | (968,657) |
Proceeds from bank loans | 708,457 | |
Payments on capital lease obligations and loans - net | (361,814) | (69,998) |
Net cash used in financing activities | (449,164) | (629,999) |
Effect of exchange rate changes | (764,269) | 107,241 |
Net decrease in cash and cash equivalents | (4,168,304) | (2,052,144) |
Cash and cash equivalents, beginning of the period | 14,172,954 | 11,557,527 |
Cash and cash equivalents, end of period | 10,004,650 | 9,505,383 |
SUPPLEMENTAL DISCLOSURES: | ||
Interest | 189,769 | 123,682 |
Taxes | 226,098 | 77,414 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Provided services for investment in WRLD3D | 553,678 | 549,621 |
Assets acquired under capital lease | $ 113,220 |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation | 6 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | NOTE 1 - BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION The Company designs, develops, markets, and exports proprietary software products to customers in the automobile financing and leasing, banking, and financial services industries worldwide. The Company also provides system integration, consulting, and IT products and services in exchange for fees from customers. The consolidated condensed interim financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. The year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended June 30, 2017. The Company follows the same accounting policies in preparation of interim reports. Results of operations for the interim periods are not indicative of annual results. The accompanying condensed consolidated financial statements include the accounts of NetSol Technologies, Inc. and subsidiaries (collectively, the “Company”) as follows: Wholly owned Subsidiaries NetSol Technologies Americas, Inc. (“NTA”) NetSol Connect (Private), Ltd. (“Connect”) NetSol Technologies Australia Pty Ltd. (“Australia”) NetSol Technologies Europe Limited (“NTE”) NTPK (Thailand) Co. Limited (“NTPK Thailand”) NetSol Technologies (Beijing) Co. Ltd. (“NetSol Beijing”) NetSol Technologies (GmbH) (“NTG”) Majority-owned Subsidiaries NetSol Technologies, Ltd. (“NetSol PK”) NetSol Innovation (Private) Limited (“NetSol Innovation”) NetSol Technologies Thailand Limited (“NetSol Thai”) Virtual Lease Services Holdings Limited (“VLSH”) Virtual Lease Services Limited (“VLS”) Virtual Lease Services (Ireland) Limited (“VLSIL”) For comparative purposes, prior year’s condensed consolidated financial statements have been reclassified to conform to report classifications of the current period. Below is the table of reclassified amounts: For the Three Months For the Six Months Ended December 31, 2016 Ended December 31, 2016 Originally reported Reclassified Originally reported Reclassified Net Revenues: Services $ 6,984,084 $ 6,619,158 $ 12,790,801 $ 12,175,293 Services - related party 1,464,901 1,829,827 3,379,473 3,994,981 $ 8,448,985 $ 8,448,985 $ 16,170,274 $ 16,170,274 Operating expenses: Provision for bad debts $ - $ 1,026 $ - $ 1,026 General and administrative 3,933,413 3,932,387 8,552,609 8,551,583 $ 3,933,413 $ 3,933,413 $ 8,552,609 $ 8,552,609 |
Accounting Policies
Accounting Policies | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Accounting Policies | NOTE 2 – ACCOUNTING POLICIES Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The areas requiring significant estimates are provision for doubtful accounts, provision for taxation, useful life of depreciable assets, useful life of intangible assets, contingencies, and estimated contract costs. The estimates and underlying assumptions are reviewed on an ongoing basis. Actual results could differ from those estimates. Concentration of Credit Risk Cash includes cash on hand and demand deposits in accounts maintained within the United States as well as in foreign countries. Certain financial instruments, which subject the Company to concentration of credit risk, consist of cash and restricted cash. The Company maintains balances at financial institutions which, from time to time, may exceed Federal Deposit Insurance Corporation insured limits for the banks located in the United States. Balances at financial institutions within certain foreign countries are not covered by insurance. As of December 31, 2017, and June 30, 2017, the Company had uninsured deposits related to cash deposits in accounts maintained within foreign entities of approximately $8,463,863 and $11,564,343, respectively. The Company has not experienced any losses in such accounts. The Company’s operations are carried out globally. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments of each country and by the general state of the country’s economy. The Company’s operations in each foreign country are subject to specific considerations and significant risks not typically associated with companies in economically developed nations. These include risks associated with, among others, the political, economic and legal environments and foreign currency exchange. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things. Fair Value of Financial Instruments The Company applies the provisions of ASC 820-10, “Fair Value Measurements and Disclosures.” The three levels of valuation hierarchy are defined as follows: Level 1: Valuations consist of unadjusted quoted prices in active markets for identical assets and liabilities and has the highest priority. Level 2: Valuations rely on quoted prices in markets that are not active or observable inputs over the full term of the asset or liability. Level 3: Valuations are based on prices or third party or internal valuation models that require inputs that are significant to the fair value measurement and are less observable and thus have the lowest priority. The Company’s financial assets that are measured at fair value on a recurring basis as of December 31, 2017, are as follows: Level 1 Level 2 Level 3 Total Assets Revenue in excess of billing - long term $ - $ - $ 6,668,854 $ 6,668,854 Total $ - $ - $ 6,668,854 $ 6,668,854 The Company’s financial assets that were measured at fair value on a recurring basis as of June 30, 2017, were as follows: Level 1 Level 2 Level 3 Total Assets Revenue in excess of billing - long term $ - $ - $ 5,173,538 $ 5,173,538 Total $ - $ - $ 5,173,538 $ 5,173,538 The reconciliation from June 30, 2017 to December 31, 2017 is as follows: Revenue in excess of billing - long term Fair value discount Total Balance at June 30, 2017 $ 5,483,869 $ (310,331 ) $ 5,173,538 Additions 1,469,379 $ (85,057 ) 1,384,322 Amortization during the period - 110,994 110,994 Balance at December 31, 2017 $ 6,953,248 $ (284,394 ) $ 6,668,854 The Company applied the discounted cash flow method to calculate the fair value and used NetSol PK’s weighted average borrowing rate, ranging from 3.93% to 4.43%. Management analyzes all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities From Equity” “Derivatives and Hedging.” New Accounting Pronouncements Recent Accounting Standards Adopted by the Company: In November 2015, the Financial Accounting Standards Board (FASB) issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting Accounting Standards Recently Issued but Not Yet Adopted by the Company: In May 2014, the (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU No. 2016-02, Leases In August 2016, the FASB issued ASU 2016-15, Clarification of Certain Cash Receipts and Cash Payments On November 17, 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting, In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception”. All other newly issued accounting pronouncements not yet effective have been deemed either immaterial or not applicable. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 3 – EARNINGS PER SHARE Basic earnings per share are computed based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed based on the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. Dilutive potential common shares include outstanding stock options, warrants, and stock awards. The components of basic and diluted earnings per share were as follows: For the three months ended December 31, 2017 For the six months ended December 31, 2017 Net Income Shares Per Share Net Income Shares Per Share Basic income per share: Net income available to common shareholders $ 634,421 11,159,075 $ 0.06 $ 264,923 11,115,346 $ 0.02 Effect of dilutive securities Stock options - 12,468 - - 12,468 - Diluted income per share $ 634,421 11,171,543 $ 0.06 $ 264,923 11,127,814 $ 0.02 For the three months ended December 31, 2016 For the six months ended December 31, 2016 Net Loss Shares Per Share Net Loss Shares Per Share Restated Restated Restated Restated Basic loss per share: Net loss available to common shareholders $ (2,168,394 ) 10,877,446 $ (0.20 ) $ (2,554,505 ) 10,783,685 $ (0.24 ) Effect of dilutive securities Stock options - - - - - - Diluted loss per share $ (2,168,394 ) 10,877,446 $ (0.20 ) $ (2,554,505 ) 10,783,685 $ (0.24 ) The following potential dilutive shares were excluded from the shares used to calculate diluted earnings per share as their inclusion would be anti-dilutive. For the Three Months For the Six Months Ended December 31, Ended December 31, 2017 2016 2017 2016 Stock Options - 480,133 - 480,133 Warrants - 11,075 - 11,075 Share Grants 285,956 629,258 285,956 629,258 285,956 1,120,466 285,956 1,120,466 |
Other Comprehensive Income and
Other Comprehensive Income and Foreign Currency | 6 Months Ended |
Dec. 31, 2017 | |
Other Comprehensive Income And Foreign Currency | |
Other Comprehensive Income and Foreign Currency | NOTE 4 – OTHER COMPREHENSIVE INCOME AND FOREIGN CURRENCY: The accounts of NTE, VLSH and VLS use the British Pound; VLSIL and NTG use the Euro; NetSol PK, Connect, and NetSol Innovation use the Pakistan Rupee; NTPK Thailand and NetSol Thai use the Thai Baht; Australia uses the Australian dollar; and NetSol Beijing uses the Chinese Yuan as the functional currencies. NetSol Technologies, Inc., and its subsidiary, NTA, use the U.S. dollar as the functional currency. Assets and liabilities are translated at the exchange rate on the balance sheet date, and operating results are translated at the average exchange rate throughout the period. Accumulated translation losses classified as an item of accumulated other comprehensive loss in the stockholders’ equity section of the consolidated balance sheet were $20,276,030 and $18,074,570 as of December 31, 2017 and June 30, 2017, respectively. During the three and six months ended December 31, 2017, comprehensive income (loss) in the consolidated statements of comprehensive income (loss) included a translation loss attributable to NetSol of $1,612,881 and $2,201,460, respectively. During the three and six months ended December 31, 2016, comprehensive income (loss) in the consolidated statements of operations included a translation loss of $668,262 and translation income of $102,099, respectively. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 5 – RELATED PARTY TRANSACTIONS NetSol-Innovation In November 2004, the Company entered into a joint venture with 1insurer, formerly Innovation Group, Investec Asset Finance In October 2011, NTE entered into an agreement with Investec Asset Finance to acquire VLS. NTE and VLS provide support services to Investec. During the three and six months ended December 31, 2017, NTE and VLS provided license, maintenance and services of $442,699 and $1,043,891, respectively. During the three and six months ended December 31, 2016, NTE and VLS provided license, maintenance and services of $115,102 and $851,787, respectively. Accounts receivable at December 31, 2017 and June 30, 2017 were $113,310 and $133,218, respectively. WRLD3D On May 31, 2017, Faizaan Ghauri, son of CEO Najeeb Ghauri, and an employee of the Company was appointed CEO of WRLD3D, Inc. (“WRLD3D”) a non-public company. On March 2, 2016, the Company purchased a 4.9% interest in WRLD3D for $1,111,111 and the Company’s subsidiary NetSol PK purchased a 12.2% investment in WRLD3D for $2,777,778 which will be earned over future periods by providing IT and enterprise software solutions. See Note 7 and Note 11. G-FORCE Najeeb Ghauri, CEO and Chairman of the Board, and Naeem Ghauri, Director, have a financial interest in G-Force, LLC, which purchased a 4.9% investment in WRLD3D, Inc. for $1,111,111. See Note 11 “Other Long-Term Assets” |
Major Customers
Major Customers | 6 Months Ended |
Dec. 31, 2017 | |
Risks and Uncertainties [Abstract] | |
Major Customers | NOTE 6 – MAJOR CUSTOMERS The Company is a strategic business partner for Daimler Financial Services (which consists of a group of many companies in different countries), which accounts for approximately 35.90% and 41.54% of revenue for the six months ended December 31, 2017 and 2016, respectively. The revenue from this customer is shown in the Asia – Pacific segment. Accounts receivable at December 31, 2017 and June 30, 2017, were $12,761,829 and $1,620,717, respectively. Revenue in excess of billing at December 31, 2017 was $16,674,348, which included $6,668,854 shown as long term. Revenue in excess of billing at June 30, 2017 was $18,579,540, which included $5,173,538 shown as long term. On December 21, 2015, the Company entered into a 10-year contract with Daimler Financial Services to provide license, maintenance and services for 12 countries in the Asia Pacific Region. The implementation phase is expected to be over a five-year period with maintenance and support over 10 years. The contract is a fixed fee arrangement with total license and maintenance fees of approximately €71,000,000 (approximately $85,054,591) with services to be separately agreed upon and billed as they are performed. The customer will make fixed annual payments of €5,850,000 (approximately $7,008,019) for years 1-5 and €8,350,000 (approximately $10,002,899) for years 6-10. Under the terms of the contract, the customer has the right to withdraw from certain modules and terminate the agreement as to certain countries based on good cause or business reasons prior to the beginning of implementation. On, September 4, 2017, the Company amended the agreement which provided for an additional €7,700,000 (approximately $9,277,108) to be earned over the remaining life of the contract. The amended agreement provides for €7,000,000 (approximately $8,433,735) to be paid in the current fiscal year with €100,000 (approximately $120,482) to be paid each year over the remaining seven years. |
Convertible Note Receivable - R
Convertible Note Receivable - Related Party | 6 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Convertible Note Receivable - Related Party | NOTE 7 – CONVERTIBLE NOTE RECEIVABLE – RELATED PARTY The Company entered into an agreement with WRLD3D, whereby the Company was issued a Convertible Promissory Note (the “Convertible Note”) which was fully executed on May 25, 2017. The maximum principal amount of the Convertible Note is $750,000, and as of December 31, 2017, the Company had disbursed the full amount. The Convertible Note bears interest at 5% per annum and all unpaid interest and principal is due and payable upon the Company’s request on or after February 1, 2018. The Convertible Note is convertible into Series BB Preferred shares at the lesser of (i) the price paid per share for the equity security by the investors in the qualified financing and (ii) $0.6788 per share (adjusted for any stock dividends, combinations, splits, recapitalizations or the like with respect to WRLD3D’s Series BB Preferred Stock after the date of the Convertible Note). The Convertible Note is convertible upon the occurrence of the following events: 1. Upon a qualified financing which is an equity financing of at least $2,000,000. 2. Optionally, upon an equity financing less than $2,000,000. 3. Optionally after the maturity date. 4. Upon a change of control. |
Other Current Assets
Other Current Assets | 6 Months Ended |
Dec. 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current Assets | NOTE 8 - OTHER CURRENT ASSETS Other current assets consisted of the following: As of December 31, As of June 30, 2017 2017 Prepaid Expenses $ 660,417 $ 597,687 Advance Income Tax 979,296 1,052,935 Employee Advances 114,147 128,100 Security Deposits 84,934 103,255 Other Receivables 648,237 252,590 Other Assets 332,152 329,319 Total $ 2,819,183 $ 2,463,886 |
Revenue in Excess of Billings -
Revenue in Excess of Billings - Long Term | 6 Months Ended |
Dec. 31, 2017 | |
Contractors [Abstract] | |
Revenue in Excess of Billings - Long Term | NOTE 9 – REVENUE IN EXCESS OF BILLINGS – LONG TERM Revenue in excess of billings, net consisted of the following: As of December 31, As of June 30, 2017 2017 Revenue in excess of billing - long term $ 6,953,248 $ 5,483,869 Present value discount (284,394 ) (310,331 ) Net Balance $ 6,668,854 $ 5,173,538 Pursuant to revenue recognition for contract accounting, the Company has recorded revenue in excess of billings long-term for amounts billable after one year. During the three and six months ended December 31, 2017, the Company accreted $59,272 and $110, 994, respectively, which is recorded in interest income. The Company used the discounted cash flow method with interest rates ranging from 3.93% to 4.43%. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 10 - PROPERTY AND EQUIPMENT Property and equipment consisted of the following: As of December 31, As of June 30, 2017 2017 Office Furniture and Equipment $ 3,908,883 $ 3,755,710 Computer Equipment 25,788,684 26,693,730 Assets Under Capital Leases 1,522,708 1,965,650 Building 8,794,381 9,243,866 Land 2,299,047 2,428,626 Autos 1,287,043 1,270,339 Improvements 534,900 592,652 Subtotal 44,135,646 45,950,573 Accumulated Depreciation (25,692,152 ) (25,579,870 ) Property and Equipment, Net $ 18,443,494 $ 20,370,703 For the three and six months ended December 31, 2017, depreciation expense totaled $707,668 and $1,436,327, respectively. Of these amounts, $484,883 and $967,669, respectively, are reflected in cost of revenues. For the three and six months ended December 31, 2016, depreciation expense totaled $902,678 and $1,801,981, respectively. Of these amounts, $631,193 and $1,261,399, respectively, are reflected in cost of revenues. Following is a summary of fixed assets held under capital leases as of December 31, 2017 and June 30, 2017: As of December 31, As of June 30, 2017 2017 Computers and Other Equipment $ 236,518 $ 309,863 Furniture and Fixtures 65,084 227,914 Vehicles 1,221,106 1,427,873 Total 1,522,708 1,965,650 Less: Accumulated Depreciation - Net (568,087 ) (711,622 ) $ 954,621 $ 1,254,028 |
Other Long Term Assets
Other Long Term Assets | 6 Months Ended |
Dec. 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Long Term Assets | NOTE 11 – OTHER LONG TERM ASSETS As of December 31, As of June 30, 2017 2017 Investment (1) $ 3,389,801 $ 3,057,020 Long Term Security Deposits 153,514 154,275 Total $ 3,543,315 $ 3,211,295 (1) Investment in WRLD3D On March 2, 2016, the Company purchased a 4.9% interest in WRLD3D, a non-public company, for $1,111,111. The Company paid $555,556 at the initial closing and $555,555 on September 1, 2016. NetSol PK, the subsidiary of the Company, purchased a 12.2% investment in WRLD3D, for $2,777,778 which will be earned over future periods by providing IT and enterprise software solutions. Per the agreement, NetSol PK is to provide a minimum of $200,000 of services in each three-month period and the entire balance is required to be provided within three years of the date of the agreement. If NetSol PK fails to provide the future services, it may be required to forfeit the unearned shares back to WRLD3D. As of December 31, the investment earned by NetSol PK is $2,549,587. In connection with the investment, the Company and NetSol PK received a warrant to purchase preferred stock of WRLD3D which included the following key terms and features: ● The warrants are exercisable into shares of the “Next Round Preferred”, only if and when the Next Round Preferred is issued by WRLD3D in a “Qualified Financing”. ● The warrants expire on March 2, 2020. ● “Next Round Preferred” is defined as occurring if WRLD3D’s preferred stock (or securities convertible into preferred stock) are issued in a Qualified Financing that occurs after March 2, 2016. ● “Qualified Financing” is defined as financing with total proceeds of at least $2 million. ● The total number of common stock shares to be issued is equal to $1,250,000 divided by the per share price of the Next Round Preferred. ● The exercise price of the warrants is equal to the greater of a) 70% of the per share price of the Next Round Preferred sold in a Qualified Financing, or b) 25,000,000 divided by the total number of shares of common stock outstanding immediately prior to the Qualified Financing (on a fully-diluted basis, excluding the number of common stock shares issuable upon the exercise of any given warrant). The Company had originally accounted for the investment under the cost method. On May 31, 2017, the Company determined that it met the significant influence criteria since the newly appointed CEO of WRLD3D is the son of the CEO, Najeeb Ghauri, and also an employee of the Company; therefore, the Company changed the accounting treatment from the cost method to the equity method. During the three and six months ended December 31, 2017, NetSol PK provided services valued at $315,408 and $583,708, respectively. During the three and six months ended December 31, 2016, NetSol PK provided services valued at $300,963 and $549,621, respectively. This revenue is recorded as services-related party. These services are recorded as accounts receivable until approved by WRLD3D after which the shares are released from restriction. Accounts receivable at December 31, 2017 and June 30, 2017 were $39,322 and $49,646, respectively. Revenue in excess of billing at December 31, 2017 and June 30, 2017 were $107,562 and $80,705, respectively. During the three and six months ended December 31, 2017, NetSol PK services valued at $285,378 and $553,678, respectively, were released from restriction. During the three and six months ended December 31, 2016, NetSol PK services valued at $300,963 and $549,621, respectively, were released from restriction. Under the equity method of accounting, the Company recorded its share of net loss of $203,336 and $270,898 for the three and six months ended December 31, 2017, respectively. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | NOTE 12 - INTANGIBLE ASSETS Intangible assets consisted of the following: As of December 31, As of June 30, 2017 2017 Product Licenses - Cost $ 47,244,997 $ 47,244,997 Effect of Translation Adjustment (4,850,984 ) (3,134,488 ) Accumulated Amortization (27,583,408 ) (27,067,358 ) Net Balance $ 14,810,605 $ 17,043,151 (A) Product Licenses Product licenses include internally developed original license issues, renewals, enhancements, copyrights, trademarks, and trade names. Product licenses are amortized on a straight-line basis over their respective lives, and the unamortized amount of $14,810,605 will be amortized over the next 5.5 years. Amortization expense for the three and six months ended December 31, 2017 was $683,220 and $1,373,547, respectively. Amortization expense for the three and six months ended December 31, 2016 was $687,571 and $1,388,237, respectively. (B) Future Amortization Estimated amortization expense of intangible assets over the next five years is as follows: Year ended: December 31, 2018 $ 2,630,334 December 31, 2019 2,630,334 December 31, 2020 2,630,334 December 31, 2021 2,630,334 December 31, 2022 2,630,334 Thereafter 1,658,935 $ 14,810,605 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 6 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | NOTE 13 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consisted of the following: As of December 31, As of June 30, 2017 2017 Accounts Payable $ 1,639,112 $ 1,466,265 Accrued Liabilities 5,086,258 4,498,958 Accrued Payroll & Taxes 488,491 520,719 Taxes Payable 167,994 174,485 Other Payable 178,443 219,767 Total $ 7,560,298 $ 6,880,194 |
Debts
Debts | 6 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debts | NOTE 14 – DEBTS Notes payable and capital leases consisted of the following: As of December 31, 2017 Current Long-Term Name Total Maturities Maturities D&O Insurance (1) $ 105,023 $ 105,023 $ - Bank Overdraft Facility (2) - - - Loan Payable Bank - Export Refinance (3) 4,521,613 4,521,613 - Loan Payable Bank - Running Finance (4) 678,217 678,217 - Loan Payable Bank - Export Refinance II (5) 3,165,130 3,165,130 - Loan Payable Bank - Running Finance II (6) 1,356,484 1,356,484 - 9,826,467 9,826,467 - Subsidiary Capital Leases (7) 557,516 306,633 250,883 $ 10,383,983 $ 10,133,100 $ 250,883 As of June 30, 2017 Current Long-Term Name Total Maturities Maturities D&O Insurance (1) $ 87,485 $ 87,485 $ - Bank Overdraft Facility (2) 221,379 221,379 - Loan Payable Bank - Export Refinance (3) 4,776,461 4,776,461 - Loan Payable Bank - Export Refinance II (5) 1,910,585 1,910,585 - Loan Payable Bank - Running Finance II (6) 2,865,877 2,865,877 - 9,861,787 9,861,787 - Subsidiary Capital Leases (7) 727,770 361,008 366,762 $ 10,589,557 $ 10,222,795 $ 366,762 (1) The Company finances Directors’ and Officers’ (“D&O”) liability insurance, Errors and Omissions (“E&O”) liability insurance and some account payables, for which the D&O and E&O balances are renewed on an annual basis and, as such, are recorded in current maturities. The interest rate on these financings were ranging from 4.8% to 7.69% as of December 31, 2017 and June 30, 2017. (2) The Company’s subsidiary, NTE, has an overdraft facility with HSBC Bank plc whereby the bank would cover any overdrafts up to £300,000, or approximately $405,405. The annual interest rate was 4.75% as of December 31, 2017. Total outstanding balance as of December 31, 2017 was £Nil. Interest expense for three and six months ended December 31, 2017, was $5,991 and $8,045, respectively. Interest expense for three and six months ended December 31, 2016, was $nil. This overdraft facility requires that the aggregate amount of invoiced trade debtors (net of provisions for bad and doubtful debts and excluding intra-group debtors) of NTE, not exceeding 90 days old, will not be less than an amount equal to 200% of the facility. As of December 31, 2017, NTE was in compliance with this covenant. (3) The Company’s subsidiary, NetSol PK, has an export refinance facility with Askari Bank Limited, secured by NetSol PK’s assets. This is a revolving loan that matures every six months. Total facility amount is Rs. 500,000,000 or $4,521,613 at December 31, 2017 and June 30, 2017. The interest rate for the loans was 3% at December 31, 2017 and June 30, 2017. Interest expense for the three and six months ended December 31, 2017 was $35,533 and $71,431, respectively. Interest expense for the three and six months ended December 31, 2016 was $28,527 and $57,592, respectively. (4) The Company’s subsidiary, NetSol PK, has a running finance facility with Askari Bank Limited, secured by NetSol PK’s assets. Total facility amount is Rs. 75,000,000 or $678,242, at December 31, 2017. NetSol PK used Rs. 74,997,233 or $678,217, at December 31, 2017. The interest rate for the loans was 8.16% at December 31, 2017. This facility requires NetSol PK to maintain a long-term debt equity ratio of 60:40 and the current ratio of 1:1. As of December 31, 2017, NetSol PK was in compliance with this covenant. (5) The Company’s subsidiary, NetSol PK, has an export refinance facility with Samba Bank Limited, secured by NetSol PK’s assets. This is a revolving loan that matures every six months. Total facility amount is Rs. 350,000,000 or $3,165,130 and Rs. 200,000,000 or $1,910,585, at December 31, 2017 and June 30, 2017, respectively. The interest rate for the loans was 3% at December 31, 2017 and June 30, 2017. Interest expense for the three and six months ended December 31, 2017 was $17,656 and $39,778, respectively. Interest expense for three and six months ended December 31, 2016, was $nil. (6) The Company’s subsidiary, NetSol PK, has a running finance facility with Samba Bank Limited, secured by NetSol PK’s assets. Total facility amount is Rs. 150,000,000 or $1,356,484 and Rs. 300,000,000 or $2,865,877, at December 31, 2017 and June 30, 2017, respectively. The interest rate for the loans was 8.13% at December 31, 2017 and June 30, 2017, respectively. Interest expense for the three and six months ended December 31, 2017 was $35,626 and $79,721, respectively. Interest expense for three and six months ended December 31, 2016, was $nil. During the tenure of loan, the facilities from Samba Bank Limited require NetSol PK to maintain at a minimum a current ratio of 1:1, an interest coverage ratio of 4 times, a leverage ratio of 2 times, and a debt service coverage ratio of 4 times. As of December 31, 2017, NetSol PK was in compliance with these covenants. (6) The Company leases various fixed assets under capital lease arrangements expiring in various years through 2022. The assets and liabilities under capital leases are recorded at the lower of the present value of the minimum lease payments or the fair value of the asset. The assets are secured by the assets themselves. Depreciation of assets under capital leases is included in depreciation expense for the three months ended December 31, 2017 and 2016. Following is the aggregate minimum future lease payments under capital leases as of December 31, 2017: Amount Minimum Lease Payments Due FYE 12/31/18 $ 336,546 Due FYE 12/31/19 220,855 Due FYE 12/31/20 36,412 Due FYE 12/31/21 5,182 Due FYE 12/31/22 - Total Minimum Lease Payments 598,995 Interest Expense relating to future periods (41,479 ) Present Value of minimum lease payments 557,516 Less: Current portion (306,633 ) Non-Current portion $ 250,883 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 15 - STOCKHOLDERS’ EQUITY During the six months ended December 31, 2017, the Company issued 26,136 shares of common stock for services rendered by officers of the Company. These shares were valued at the fair market value of $163,350. During the six months ended December 31, 2017, the Company issued 9,699 shares of common stock for services rendered by the independent members of the Board of Directors as part of their board compensation. These shares were valued at the fair market value of $55,080. During the six months ended December 31, 2017, the Company issued 98,408 shares of its common stock to employees pursuant to the terms of their employment agreements valued at $605,107. During the six months ended December 31, 2017, the Company collected subscription receivable of $76,511 related to the exercise of stock options in previous years. During the six months ended December 31, 2017, the Company received $138,800 pursuant to a stock option agreement for the exercise of 35,773 shares of common stock at a price of $3.88 per share. During the six months ended December 31, 2017, the Company paid $601,020 to purchase 139,275 of shares of its common stock from the open market at an average price of $4.32 per share. |
Incentive and Non-statutory Sto
Incentive and Non-statutory Stock Option Plan | 6 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Incentive and Non-statutory Stock Option Plan | NOTE 16 - INCENTIVE AND NON-STATUTORY STOCK OPTION PLAN Common stock purchase options and warrants consisted of the following: OPTIONS: # of shares Weighted Ave Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregated Intrinsic Value Outstanding and exercisable, June 30, 2016 610,133 $ 4.90 0.99 $ 799,030 Granted 79,838 $ 4.53 Exercised (84,838 ) $ 4.49 Expired / Cancelled (130,000 ) $ 7.50 Outstanding and exercisable, June 30, 2017 475,133 $ 4.20 1.05 $ 8,413 Granted - - Exercised (35,773 ) $ 3.88 Expired / Cancelled (1,000 ) $ 16.00 Outstanding and exercisable, December 31, 2017 438,360 $ 4.20 0.57 $ 319,465 The following table summarizes information about stock options and warrants outstanding and exercisable at December 31, 2017. Exercise Price Number Outstanding and Exercisable Weighted Average Remaining Contractual Life Weighted Ave Exercise Price OPTIONS: $ 3.88 384,898 0.49 $ 3.88 $ 6.50 53,462 1.10 $ 6.50 Totals 438,360 0.57 $ 4.20 The following table summarizes stock grants awarded as compensation: # of shares Weighted Average Grant Date Fair Value ($) Unvested, June 30, 2016 630,228 $ 6.07 Granted 222,146 $ 5.92 Forfeited / Cancelled (5,000 ) $ 5.55 Vested (427,175 ) $ 5.90 Unvested, June 30, 2017 420,199 $ 6.07 Vested (134,243 ) $ 6.13 Unvested, December 31, 2017 285,956 $ 6.18 For the three and six months ended December 31, 2017, the Company recorded compensation expense of $405,721 and $833,530, respectively. For the three and six months ended December 31, 2016, the Company recorded compensation expense of $682,640 and $1,547,579, respectively. The compensation expense related to the unvested stock grants as of December 31, 2017 was $1,731,908 which will be recognized during the fiscal years 2018 through 2022. |
Taxes
Taxes | 6 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Taxes | NOTE 17 – TAXES U.S. Tax Reform On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act significantly revises the future ongoing U.S. corporate income tax by, among other things, lowering U. S. corporate income tax rates and implementing a territorial tax system. As the Company has a June 30 fiscal year-end, the lower corporate income tax rate will be phased in, resulting in a U.S. statutory federal rate of approximately 28% for our fiscal year ending June 30, 2018, and 21% for subsequent fiscal years. There are also certain transitional impacts of the Tax Act. As part of the transition to the new territorial tax system, the Tax Act imposes a one-time repatriation tax on deemed repatriation of historical earnings of foreign subsidiaries. As of December 31, 2017, the provisional undistributed earnings of foreign subsidiaries were $22.8 million which the Company anticipates being able to offset fully with net operating loss carry forwards. In addition, the modified territorial tax system includes a new anti-deferral provision, referred to as global intangible low taxed income (“GILTI”), which subjects certain foreign income to current U.S. tax. The changes included in the Tax Act are broad and complex. The final transition impacts of the Tax Act may differ from the above estimate, possibly materially, due to, among other things, changes in interpretations of the Tax Act, any legislative action to address questions that arise because of the Tax Act, any changes in accounting standards for income taxes or related interpretations in response to the Tax Act, or any updates or changes to estimates the company has utilized to calculate the transition impacts, including impacts from changes to current year earnings estimates and foreign exchange rates of foreign subsidiaries. In December 2017, the Securities and Exchange Commission (“SEC”) issued Staff Accounting Bulletin No. 118, “Income Tax Accounting Implications of the Tax Cuts and Jobs Act” (“SAB 118”), which provides guidance on accounting for the tax effects of the Tax Reform Act. Under SAB 118, companies are able to record a reasonable estimate of the impacts of the Tax Reform Act if one is able to be determined and report it as a provisional amount during the measurement period. The measurement period is not to extend beyond one year from the enactment date. Impacts of the Tax Reform Act that a company is not able to make a reasonable estimate for should not be recorded until a reasonable estimate can be made during the measurement period. We currently anticipate finalizing and recording any resulting adjustments by the end of our current fiscal year ending June 30, 2018. |
Contingencies
Contingencies | 6 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | NOTE 18 – CONTINGENCIES On April 7, 2017, Conister Bank Limited filed a complaint in the High Court of Justice Chancery Division, as claim no. HC-2017-001045 against our subsidiary, Virtual Lease Services Limited (“VLS”). The complaint alleges that VLS was in willful default of their agreements with Conister Bank Limited by failing to fulfill its obligations under the agreements with Conister. The complaint alleges damages in excess of £200,000 (approximately $270,270). VLS has responded to the complaint and its expenses are currently covered by available insurance. VLS denies all claims and intends to vigorously defend the action. |
Operating Segments
Operating Segments | 6 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Operating Segments | NOTE 19 – OPERATING SEGMENTS The Company has identified three segments for its products and services; North America, Europe and Asia-Pacific. Our reportable segments are business units located in different global regions. Each business unit provides similar products and services; license fees for leasing and asset-based software, related maintenance fees, and implementation and IT consulting services. Separate management of each segment is required because each business unit is subject to different operational issues and strategies due to their particular regional location. The Company accounts for intra-company sales and expenses as if the sales or expenses were to third parties and eliminates them in the consolidation. The following table presents a summary of identifiable assets as of December 31, 2017 and June 30, 2017: As of December 31, As of June 30, 2017 2017 Identifiable assets: Corporate headquarters $ 3,308,334 $ 2,922,514 North America 5,513,464 6,717,366 Europe 6,590,233 6,056,514 Asia - Pacific 89,125,306 83,980,936 Consolidated $ 104,537,337 $ 99,677,330 The following table presents a summary of investment under equity method as of December 31, 2017 and June 30, 2017: As of December 31, As of June 30, 2017 2017 Investment in WRLD3D: Corporate headquarters $ 1,033,486 $ 1,111,111 Asia - Pacific 2,356,315 1,945,909 Consolidated $ 3,389,801 $ 3,057,020 The following table presents a summary of operating information for the three and six months ended December 31: For the Three Months For the Six Months Ended December 31, Ended December 31, 2017 2016 2017 2016 Restated Restated Revenues from unaffiliated customers: North America $ 1,287,638 $ 1,513,997 $ 2,135,710 $ 3,355,428 Europe 1,661,213 1,298,037 3,109,037 1,888,578 Asia - Pacific 10,258,128 11,530,506 18,464,352 23,267,335 13,206,979 14,342,540 23,709,099 28,511,341 Revenue from affiliated customers Europe 442,699 115,102 1,043,891 1,467,295 Asia - Pacific 796,757 1,401,144 2,512,221 2,956,619 1,239,456 1,516,246 3,556,112 4,423,914 Consolidated $ 14,446,435 $ 15,858,786 $ 27,265,211 $ 32,935,255 Intercompany revenue Europe $ 139,228 $ 95,053 $ 241,703 $ 231,180 Asia - Pacific 768,431 1,462,603 1,145,368 1,922,554 Eliminated $ 907,659 $ 1,557,656 $ 1,387,071 $ 2,153,734 Net income (loss) after taxes and before non-controlling interest: Corporate headquarters $ (1,258,717 ) $ (1,190,559 ) $ (2,296,641 ) $ (2,179,432 ) North America 65,194 (71,134 ) (230,452 ) (266,817 ) Europe 180,655 (698,364 ) 280,045 (1,293,771 ) Asia - Pacific 2,674,870 583,327 3,727,785 2,746,393 Consolidated $ 1,662,002 $ (1,376,730 ) $ 1,480,737 $ (993,627 ) The following table presents a summary of capital expenditures for the six months ended December 31: For the Six Months Ended December 31, 2017 2016 Capital expenditures: North America $ - $ 41,275 Europe 123,335 273,794 Asia - Pacific 419,788 759,247 Consolidated $ 543,123 $ 1,074,316 |
Non-controlling Interest in Sub
Non-controlling Interest in Subsidiary | 6 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Non-controlling Interest in Subsidiary | NOTE 20 – NON-CONTROLLING INTEREST IN SUBSIDIARY The Company had non-controlling interests in several of its subsidiaries. The balance of non-controlling interest was as follows: SUBSIDIARY Non-Controlling Interest % Non-Controlling Interest at December 31, 2017 NetSol PK 33.83 % $ 12,386,620 NetSol-Innovation 49.90 % 1,749,551 VLS, VLSH & VLSIL Combined 49.00 % 407,132 NetSol Thai 0.006 % (79 ) Total $ 14,543,224 SUBSIDIARY Non-Controlling Interest % Non-Controlling Interest at June 30, 2017 NetSol PK 33.80 % $ 12,887,938 NetSol-Innovation 49.90 % 1,599,734 VLS, VLHS & VLSIL Combined 49.00 % 311,502 NetSol Thai 0.006 % (92 ) Total $ 14,799,082 NetSol PK During the six months ended December 31, 2017, employees of NetSol PK exercised 50,000 of options of common stock pursuant to employees exercising stock options and NetSol PK received cash of $7,755 resulting in an increase in non-controlling interest from 33.80% to 33.83%. During the six months ended December 31, 2017, NetSol PK paid a cash dividend of $1,234,991. |
Restatement of Previously Issue
Restatement of Previously Issued Financial Statements | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Previously Issued Financial Statements | NOTE 21 – RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS During the preparation of the Company’s Form 10-Q for the nine months ended March 31, 2017, misstatements were identified in the previous financial statements relating to the recording of revenue in the proper period. The restated financial statements for the periods affected were disclosed in Note 19 of the Notes to Condensed Consolidated Financial Statement contained in the Company’s Form 10-Q for the nine months ended March 31, 2017. On December 21, 2015, the Company signed a 10-year contract for a 12-country installation of its NFS Ascent product which included a perpetual license, continued maintenance on the existing product and then maintenance on NFS Ascent upon installation. The Company did not appropriately apply the percentage-of-completion method for this arrangement in accordance with ASC 605-35. As a result, for quarter ended September 30, 2016, license revenue was understated by $1,953,935 and for the quarter ended December 31, 2016, license revenue was overstated by $1,580,529. The Company charges maintenance revenue on the license value plus any additional customization that the customer may require. For one customer, the Company did not increase the maintenance fee for the additional customization that was performed during the year. This resulted in an understatement of maintenance revenue of $120,976 for the quarter ended September 30, 2016 and an overstatement of maintenance revenue of $198,797 for the quarter ended December 31, 2016. The following tables present the restated financial statements for the three and six months 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 Originally Amount of Presented Restatement As Restated Presented Restatement As 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 |
Accounting Policies (Policies)
Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The areas requiring significant estimates are provision for doubtful accounts, provision for taxation, useful life of depreciable assets, useful life of intangible assets, contingencies, and estimated contract costs. The estimates and underlying assumptions are reviewed on an ongoing basis. Actual results could differ from those estimates. |
Concentration of Credit Risk | Concentration of Credit Risk Cash includes cash on hand and demand deposits in accounts maintained within the United States as well as in foreign countries. Certain financial instruments, which subject the Company to concentration of credit risk, consist of cash and restricted cash. The Company maintains balances at financial institutions which, from time to time, may exceed Federal Deposit Insurance Corporation insured limits for the banks located in the United States. Balances at financial institutions within certain foreign countries are not covered by insurance. As of December 31, 2017, and June 30, 2017, the Company had uninsured deposits related to cash deposits in accounts maintained within foreign entities of approximately $8,463,863 and $11,564,343, respectively. The Company has not experienced any losses in such accounts. The Company’s operations are carried out globally. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments of each country and by the general state of the country’s economy. The Company’s operations in each foreign country are subject to specific considerations and significant risks not typically associated with companies in economically developed nations. These include risks associated with, among others, the political, economic and legal environments and foreign currency exchange. The Company’s results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company applies the provisions of ASC 820-10, “Fair Value Measurements and Disclosures.” The three levels of valuation hierarchy are defined as follows: Level 1: Valuations consist of unadjusted quoted prices in active markets for identical assets and liabilities and has the highest priority. Level 2: Valuations rely on quoted prices in markets that are not active or observable inputs over the full term of the asset or liability. Level 3: Valuations are based on prices or third party or internal valuation models that require inputs that are significant to the fair value measurement and are less observable and thus have the lowest priority. The Company’s financial assets that are measured at fair value on a recurring basis as of December 31, 2017, are as follows: Level 1 Level 2 Level 3 Total Assets Revenue in excess of billing - long term $ - $ - $ 6,668,854 $ 6,668,854 Total $ - $ - $ 6,668,854 $ 6,668,854 The Company’s financial assets that were measured at fair value on a recurring basis as of June 30, 2017, were as follows: Level 1 Level 2 Level 3 Total Assets Revenue in excess of billing - long term $ - $ - $ 5,173,538 $ 5,173,538 Total $ - $ - $ 5,173,538 $ 5,173,538 The reconciliation from June 30, 2017 to December 31, 2017 is as follows: Revenue in excess of billing - long term Fair value discount Total Balance at June 30, 2017 $ 5,483,869 $ (310,331 ) $ 5,173,538 Additions 1,469,379 $ (85,057 ) 1,384,322 Amortization during the period - 110,994 110,994 Balance at December 31, 2017 $ 6,953,248 $ (284,394 ) $ 6,668,854 The Company applied the discounted cash flow method to calculate the fair value and used NetSol PK’s weighted average borrowing rate, ranging from 3.93% to 4.43%. Management analyzes all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities From Equity” “Derivatives and Hedging.” |
New Accounting Pronouncements | New Accounting Pronouncements Recent Accounting Standards Adopted by the Company: In November 2015, the Financial Accounting Standards Board (FASB) issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting Accounting Standards Recently Issued but Not Yet Adopted by the Company: In May 2014, the (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU No. 2016-02, Leases In August 2016, the FASB issued ASU 2016-15, Clarification of Certain Cash Receipts and Cash Payments On November 17, 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting, In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception”. All other newly issued accounting pronouncements not yet effective have been deemed either immaterial or not applicable. |
Basis of Presentation and Pri29
Basis of Presentation and Principles of Consolidation (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Basis Of Presentation And Principles Of Consolidation Tables | |
Schedule of Condensed Consolidated Financial Statements Reclassified to Conform to Report Classifications | For comparative purposes, prior year’s condensed consolidated financial statements have been reclassified to conform to report classifications of the current period. Below is the table of reclassified amounts: For the Three Months For the Six Months Ended December 31, 2016 Ended December 31, 2016 Originally reported Reclassified Originally reported Reclassified Net Revenues: Services $ 6,984,084 $ 6,619,158 $ 12,790,801 $ 12,175,293 Services - related party 1,464,901 1,829,827 3,379,473 3,994,981 $ 8,448,985 $ 8,448,985 $ 16,170,274 $ 16,170,274 Operating expenses: Provision for bad debts $ - $ 1,026 $ - $ 1,026 General and administrative 3,933,413 3,932,387 8,552,609 8,551,583 $ 3,933,413 $ 3,933,413 $ 8,552,609 $ 8,552,609 |
Accounting Policies (Tables)
Accounting Policies (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Fair Value of Financial Assets Measured On Recurring Basis | The Company’s financial assets that are measured at fair value on a recurring basis as of December 31, 2017, are as follows: Level 1 Level 2 Level 3 Total Assets Revenue in excess of billing - long term $ - $ - $ 6,668,854 $ 6,668,854 Total $ - $ - $ 6,668,854 $ 6,668,854 The Company’s financial assets that were measured at fair value on a recurring basis as of June 30, 2017, were as follows: Level 1 Level 2 Level 3 Total Assets Revenue in excess of billing - long term $ - $ - $ 5,173,538 $ 5,173,538 Total $ - $ - $ 5,173,538 $ 5,173,538 |
Schedule of Fair Value of Financial Instruments Reconciliation | The reconciliation from June 30, 2017 to December 31, 2017 is as follows: Revenue in excess of billing - long term Fair value discount Total Balance at June 30, 2017 $ 5,483,869 $ (310,331 ) $ 5,173,538 Additions 1,469,379 $ (85,057 ) 1,384,322 Amortization during the period - 110,994 110,994 Balance at December 31, 2017 $ 6,953,248 $ (284,394 ) $ 6,668,854 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Components of Basic and Diluted Earnings Per Share | The components of basic and diluted earnings per share were as follows: For the three months ended December 31, 2017 For the six months ended December 31, 2017 Net Income Shares Per Share Net Income Shares Per Share Basic income per share: Net income available to common shareholders $ 634,421 11,159,075 $ 0.06 $ 264,923 11,115,346 $ 0.02 Effect of dilutive securities Stock options - 12,468 - - 12,468 - Diluted income per share $ 634,421 11,171,543 $ 0.06 $ 264,923 11,127,814 $ 0.02 For the three months ended December 31, 2016 For the six months ended December 31, 2016 Net Loss Shares Per Share Net Loss Shares Per Share Restated Restated Restated Restated Basic loss per share: Net loss available to common shareholders $ (2,168,394 ) 10,877,446 $ (0.20 ) $ (2,554,505 ) 10,783,685 $ (0.24 ) Effect of dilutive securities Stock options - - - - - - Diluted loss per share $ (2,168,394 ) 10,877,446 $ (0.20 ) $ (2,554,505 ) 10,783,685 $ (0.24 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potential dilutive shares were excluded from the shares used to calculate diluted earnings per share as their inclusion would be anti-dilutive. For the Three Months For the Six Months Ended December 31, Ended December 31, 2017 2016 2017 2016 Stock Options - 480,133 - 480,133 Warrants - 11,075 - 11,075 Share Grants 285,956 629,258 285,956 629,258 285,956 1,120,466 285,956 1,120,466 |
Other Current Assets (Tables)
Other Current Assets (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Current Assets | Other current assets consisted of the following: As of December 31, As of June 30, 2017 2017 Prepaid Expenses $ 660,417 $ 597,687 Advance Income Tax 979,296 1,052,935 Employee Advances 114,147 128,100 Security Deposits 84,934 103,255 Other Receivables 648,237 252,590 Other Assets 332,152 329,319 Total $ 2,819,183 $ 2,463,886 |
Revenue in Excess of Billings33
Revenue in Excess of Billings - Long Term (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Contractors [Abstract] | |
Schedule of Revenue in Excess of Billings | Revenue in excess of billings, net consisted of the following: As of December 31, As of June 30, 2017 2017 Revenue in excess of billing - long term $ 6,953,248 $ 5,483,869 Present value discount (284,394 ) (310,331 ) Net Balance $ 6,668,854 $ 5,173,538 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: As of December 31, As of June 30, 2017 2017 Office Furniture and Equipment $ 3,908,883 $ 3,755,710 Computer Equipment 25,788,684 26,693,730 Assets Under Capital Leases 1,522,708 1,965,650 Building 8,794,381 9,243,866 Land 2,299,047 2,428,626 Autos 1,287,043 1,270,339 Improvements 534,900 592,652 Subtotal 44,135,646 45,950,573 Accumulated Depreciation (25,692,152 ) (25,579,870 ) Property and Equipment, Net $ 18,443,494 $ 20,370,703 |
Summary of Fixed Assets Held Under Capital Leases | Following is a summary of fixed assets held under capital leases as of December 31, 2017 and June 30, 2017: As of December 31, As of June 30, 2017 2017 Computers and Other Equipment $ 236,518 $ 309,863 Furniture and Fixtures 65,084 227,914 Vehicles 1,221,106 1,427,873 Total 1,522,708 1,965,650 Less: Accumulated Depreciation - Net (568,087 ) (711,622 ) $ 954,621 $ 1,254,028 |
Other Long Term Assets (Tables)
Other Long Term Assets (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Long Term Assets | As of December 31, As of June 30, 2017 2017 Investment (1) $ 3,389,801 $ 3,057,020 Long Term Security Deposits 153,514 154,275 Total $ 3,543,315 $ 3,211,295 (1) Investment in WRLD3D On March 2, 2016, the Company purchased a 4.9% interest in WRLD3D, a non-public company, for $1,111,111. The Company paid $555,556 at the initial closing and $555,555 on September 1, 2016. NetSol PK, the subsidiary of the Company, purchased a 12.2% investment in WRLD3D, for $2,777,778 which will be earned over future periods by providing IT and enterprise software solutions. Per the agreement, NetSol PK is to provide a minimum of $200,000 of services in each three-month period and the entire balance is required to be provided within three years of the date of the agreement. If NetSol PK fails to provide the future services, it may be required to forfeit the unearned shares back to WRLD3D. As of December 31, the investment earned by NetSol PK is $2,549,587. |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following: As of December 31, As of June 30, 2017 2017 Product Licenses - Cost $ 47,244,997 $ 47,244,997 Effect of Translation Adjustment (4,850,984 ) (3,134,488 ) Accumulated Amortization (27,583,408 ) (27,067,358 ) Net Balance $ 14,810,605 $ 17,043,151 |
Estimated Amortization Expense of Intangible Assets Over Next Five Years | Estimated amortization expense of intangible assets over the next five years is as follows: Year ended: December 31, 2018 $ 2,630,334 December 31, 2019 2,630,334 December 31, 2020 2,630,334 December 31, 2021 2,630,334 December 31, 2022 2,630,334 Thereafter 1,658,935 $ 14,810,605 |
Accounts Payable and Accrued 37
Accounts Payable and Accrued Expenses (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following: As of December 31, As of June 30, 2017 2017 Accounts Payable $ 1,639,112 $ 1,466,265 Accrued Liabilities 5,086,258 4,498,958 Accrued Payroll & Taxes 488,491 520,719 Taxes Payable 167,994 174,485 Other Payable 178,443 219,767 Total $ 7,560,298 $ 6,880,194 |
Debts (Tables)
Debts (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Components of Notes Payable and Capital Leases | Notes payable and capital leases consisted of the following: As of December 31, 2017 Current Long-Term Name Total Maturities Maturities D&O Insurance (1) $ 105,023 $ 105,023 $ - Bank Overdraft Facility (2) - - - Loan Payable Bank - Export Refinance (3) 4,521,613 4,521,613 - Loan Payable Bank - Running Finance (4) 678,217 678,217 - Loan Payable Bank - Export Refinance II (5) 3,165,130 3,165,130 - Loan Payable Bank - Running Finance II (6) 1,356,484 1,356,484 - 9,826,467 9,826,467 - Subsidiary Capital Leases (7) 557,516 306,633 250,883 $ 10,383,983 $ 10,133,100 $ 250,883 As of June 30, 2017 Current Long-Term Name Total Maturities Maturities D&O Insurance (1) $ 87,485 $ 87,485 $ - Bank Overdraft Facility (2) 221,379 221,379 - Loan Payable Bank - Export Refinance (3) 4,776,461 4,776,461 - Loan Payable Bank - Export Refinance II (5) 1,910,585 1,910,585 - Loan Payable Bank - Running Finance II (6) 2,865,877 2,865,877 - 9,861,787 9,861,787 - Subsidiary Capital Leases (7) 727,770 361,008 366,762 $ 10,589,557 $ 10,222,795 $ 366,762 (1) The Company finances Directors’ and Officers’ (“D&O”) liability insurance, Errors and Omissions (“E&O”) liability insurance and some account payables, for which the D&O and E&O balances are renewed on an annual basis and, as such, are recorded in current maturities. The interest rate on these financings were ranging from 4.8% to 7.69% as of December 31, 2017 and June 30, 2017. (2) The Company’s subsidiary, NTE, has an overdraft facility with HSBC Bank plc whereby the bank would cover any overdrafts up to £300,000, or approximately $405,405. The annual interest rate was 4.75% as of December 31, 2017. Total outstanding balance as of December 31, 2017 was £Nil. Interest expense for three and six months ended December 31, 2017, was $5,991 and $8,045, respectively. Interest expense for three and six months ended December 31, 2016, was $nil. This overdraft facility requires that the aggregate amount of invoiced trade debtors (net of provisions for bad and doubtful debts and excluding intra-group debtors) of NTE, not exceeding 90 days old, will not be less than an amount equal to 200% of the facility. As of December 31, 2017, NTE was in compliance with this covenant. (3) The Company’s subsidiary, NetSol PK, has an export refinance facility with Askari Bank Limited, secured by NetSol PK’s assets. This is a revolving loan that matures every six months. Total facility amount is Rs. 500,000,000 or $4,521,613 at December 31, 2017 and June 30, 2017. The interest rate for the loans was 3% at December 31, 2017 and June 30, 2017. Interest expense for the three and six months ended December 31, 2017 was $35,533 and $71,431, respectively. Interest expense for the three and six months ended December 31, 2016 was $28,527 and $57,592, respectively. (4) The Company’s subsidiary, NetSol PK, has a running finance facility with Askari Bank Limited, secured by NetSol PK’s assets. Total facility amount is Rs. 75,000,000 or $678,242, at December 31, 2017. NetSol PK used Rs. 74,997,233 or $678,217, at December 31, 2017. The interest rate for the loans was 8.16% at December 31, 2017. This facility requires NetSol PK to maintain a long-term debt equity ratio of 60:40 and the current ratio of 1:1. As of December 31, 2017, NetSol PK was in compliance with this covenant. (5) The Company’s subsidiary, NetSol PK, has an export refinance facility with Samba Bank Limited, secured by NetSol PK’s assets. This is a revolving loan that matures every six months. Total facility amount is Rs. 350,000,000 or $3,165,130 and Rs. 200,000,000 or $1,910,585, at December 31, 2017 and June 30, 2017, respectively. The interest rate for the loans was 3% at December 31, 2017 and June 30, 2017. Interest expense for the three and six months ended December 31, 2017 was $17,656 and $39,778, respectively. Interest expense for three and six months ended December 31, 2016, was $nil. (6) The Company’s subsidiary, NetSol PK, has a running finance facility with Samba Bank Limited, secured by NetSol PK’s assets. Total facility amount is Rs. 150,000,000 or $1,356,484 and Rs. 300,000,000 or $2,865,877, at December 31, 2017 and June 30, 2017, respectively. The interest rate for the loans was 8.13% at December 31, 2017 and June 30, 2017, respectively. Interest expense for the three and six months ended December 31, 2017 was $35,626 and $79,721, respectively. Interest expense for three and six months ended December 31, 2016, was $nil. During the tenure of loan, the facilities from Samba Bank Limited require NetSol PK to maintain at a minimum a current ratio of 1:1, an interest coverage ratio of 4 times, a leverage ratio of 2 times, and a debt service coverage ratio of 4 times. As of December 31, 2017, NetSol PK was in compliance with these covenants. (6) The Company leases various fixed assets under capital lease arrangements expiring in various years through 2022. The assets and liabilities under capital leases are recorded at the lower of the present value of the minimum lease payments or the fair value of the asset. The assets are secured by the assets themselves. Depreciation of assets under capital leases is included in depreciation expense for the three months ended December 31, 2017 and 2016. |
Schedule of Aggregate Minimum Future Lease Payments Under Capital Leases | Following is the aggregate minimum future lease payments under capital leases as of December 31, 2017: Amount Minimum Lease Payments Due FYE 12/31/18 $ 336,546 Due FYE 12/31/19 220,855 Due FYE 12/31/20 36,412 Due FYE 12/31/21 5,182 Due FYE 12/31/22 - Total Minimum Lease Payments 598,995 Interest Expense relating to future periods (41,479 ) Present Value of minimum lease payments 557,516 Less: Current portion (306,633 ) Non-Current portion $ 250,883 |
Incentive and Non-statutory S39
Incentive and Non-statutory Stock Option Plan (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Common Stock Purchase Options and Warrants | OPTIONS: # of shares Weighted Ave Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregated Intrinsic Value Outstanding and exercisable, June 30, 2016 610,133 $ 4.90 0.99 $ 799,030 Granted 79,838 $ 4.53 Exercised (84,838 ) $ 4.49 Expired / Cancelled (130,000 ) $ 7.50 Outstanding and exercisable, June 30, 2017 475,133 $ 4.20 1.05 $ 8,413 Granted - - Exercised (35,773 ) $ 3.88 Expired / Cancelled (1,000 ) $ 16.00 Outstanding and exercisable, December 31, 2017 438,360 $ 4.20 0.57 $ 319,465 |
Summary of Stock Options and Warrants Outstanding and Exercisable | The following table summarizes information about stock options and warrants outstanding and exercisable at December 31, 2017. Exercise Price Number Outstanding and Exercisable Weighted Average Remaining Contractual Life Weighted Ave Exercise Price OPTIONS: $ 3.88 384,898 0.49 $ 3.88 $ 6.50 53,462 1.10 $ 6.50 Totals 438,360 0.57 $ 4.20 |
Summary of Unvested Stock Grants Awarded as Compensation | The following table summarizes stock grants awarded as compensation: # of shares Weighted Average Grant Date Fair Value ($) Unvested, June 30, 2016 630,228 $ 6.07 Granted 222,146 $ 5.92 Forfeited / Cancelled (5,000 ) $ 5.55 Vested (427,175 ) $ 5.90 Unvested, June 30, 2017 420,199 $ 6.07 Vested (134,243 ) $ 6.13 Unvested, December 31, 2017 285,956 $ 6.18 |
Operating Segments (Tables)
Operating Segments (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Summary of Identifiable Assets | The following table presents a summary of identifiable assets as of December 31, 2017 and June 30, 2017: As of December 31, As of June 30, 2017 2017 Identifiable assets: Corporate headquarters $ 3,308,334 $ 2,922,514 North America 5,513,464 6,717,366 Europe 6,590,233 6,056,514 Asia - Pacific 89,125,306 83,980,936 Consolidated $ 104,537,337 $ 99,677,330 |
Summary of Investment Under Equity Method | The following table presents a summary of investment under equity method as of December 31, 2017 and June 30, 2017: As of December 31, As of June 30, 2017 2017 Investment in WRLD3D: Corporate headquarters $ 1,033,486 $ 1,111,111 Asia - Pacific 2,356,315 1,945,909 Consolidated $ 3,389,801 $ 3,057,020 |
Summary of Operating Information | The following table presents a summary of operating information for the three and six months ended December 31: For the Three Months For the Six Months Ended December 31, Ended December 31, 2017 2016 2017 2016 Restated Restated Revenues from unaffiliated customers: North America $ 1,287,638 $ 1,513,997 $ 2,135,710 $ 3,355,428 Europe 1,661,213 1,298,037 3,109,037 1,888,578 Asia - Pacific 10,258,128 11,530,506 18,464,352 23,267,335 13,206,979 14,342,540 23,709,099 28,511,341 Revenue from affiliated customers Europe 442,699 115,102 1,043,891 1,467,295 Asia - Pacific 796,757 1,401,144 2,512,221 2,956,619 1,239,456 1,516,246 3,556,112 4,423,914 Consolidated $ 14,446,435 $ 15,858,786 $ 27,265,211 $ 32,935,255 Intercompany revenue Europe $ 139,228 $ 95,053 $ 241,703 $ 231,180 Asia - Pacific 768,431 1,462,603 1,145,368 1,922,554 Eliminated $ 907,659 $ 1,557,656 $ 1,387,071 $ 2,153,734 Net income (loss) after taxes and before non-controlling interest: Corporate headquarters $ (1,258,717 ) $ (1,190,559 ) $ (2,296,641 ) $ (2,179,432 ) North America 65,194 (71,134 ) (230,452 ) (266,817 ) Europe 180,655 (698,364 ) 280,045 (1,293,771 ) Asia - Pacific 2,674,870 583,327 3,727,785 2,746,393 Consolidated $ 1,662,002 $ (1,376,730 ) $ 1,480,737 $ (993,627 ) |
Summary of Capital Expenditures | The following table presents a summary of capital expenditures for the six months ended December 31: For the Six Months Ended December 31, 2017 2016 Capital expenditures: North America $ - $ 41,275 Europe 123,335 273,794 Asia - Pacific 419,788 759,247 Consolidated $ 543,123 $ 1,074,316 |
Non-controlling Interest in S41
Non-controlling Interest in Subsidiary (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Balance of Non-controlling Interest | The Company had non-controlling interests in several of its subsidiaries. The balance of non-controlling interest was as follows: SUBSIDIARY Non-Controlling Interest % Non-Controlling Interest at December 31, 2017 NetSol PK 33.83 % $ 12,386,620 NetSol-Innovation 49.90 % 1,749,551 VLS, VLSH & VLSIL Combined 49.00 % 407,132 NetSol Thai 0.006 % (79 ) Total $ 14,543,224 SUBSIDIARY Non-Controlling Interest % Non-Controlling Interest at June 30, 2017 NetSol PK 33.80 % $ 12,887,938 NetSol-Innovation 49.90 % 1,599,734 VLS, VLHS & VLSIL Combined 49.00 % 311,502 NetSol Thai 0.006 % (92 ) Total $ 14,799,082 |
Restatement of Previously Iss42
Restatement of Previously Issued Financial Statements (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Restated Condensed Consolidated Financial Statements | The following tables present the restated financial statements for the three and six months 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 Originally Amount of Presented Restatement As Restated Presented Restatement As 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 |
Basis of Presentation and Pri43
Basis of Presentation and Principles of Consolidation - Schedule of Condensed Consolidated Financial Statements (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Services | $ 9,087,191 | $ 6,619,158 | $ 16,104,928 | $ 12,175,293 |
Services - related party | 1,236,508 | 1,829,827 | 3,090,385 | 3,994,981 |
Total net revenues | 14,446,435 | 15,858,786 | 27,265,211 | 32,935,255 |
Provision for bad debts | 1,026 | 1,026 | ||
General and administrative | 4,026,706 | 3,932,387 | 7,814,264 | 8,551,583 |
Total operating expenses | $ 6,371,522 | 7,009,983 | $ 12,301,334 | 14,335,246 |
Originally Reported [Member] | ||||
Services | 6,984,084 | 12,790,801 | ||
Services - related party | 1,464,901 | 3,379,473 | ||
Total net revenues | 8,448,985 | 16,170,274 | ||
Provision for bad debts | ||||
General and administrative | 3,933,413 | 8,552,609 | ||
Total operating expenses | 3,933,413 | 8,552,609 | ||
Amount of Restatement [Member] | ||||
Services | 6,619,158 | 12,175,293 | ||
Services - related party | 1,829,827 | 3,994,981 | ||
Total net revenues | 8,448,985 | 16,170,274 | ||
Provision for bad debts | 1,026 | 1,026 | ||
General and administrative | 3,932,387 | 8,551,583 | ||
Total operating expenses | $ 3,933,413 | $ 8,552,609 |
Accounting Policies (Details Na
Accounting Policies (Details Narrative) - USD ($) | 6 Months Ended | |
Dec. 31, 2017 | Jun. 30, 2017 | |
Uninsured deposits related to cash deposits | $ 8,463,863 | $ 11,564,343 |
Minimum [Member] | ||
Weighted average borrowing rate | 3.93% | |
Maximum [Member] | ||
Weighted average borrowing rate | 4.43% |
Accounting Policies - Schedule
Accounting Policies - Schedule of Fair Value of Financial Assets Measured On Recurring Basis (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 |
Revenue in excess of billing - long term | $ 6,668,854 | $ 5,173,538 |
Total | 6,668,854 | 5,173,538 |
Level 1 [Member] | ||
Revenue in excess of billing - long term | ||
Total | ||
Level 2 [Member] | ||
Revenue in excess of billing - long term | ||
Total | ||
Level 3 [Member] | ||
Revenue in excess of billing - long term | 6,668,854 | 5,173,538 |
Total | $ 6,668,854 | $ 5,173,538 |
Accounting Policies - Schedul46
Accounting Policies - Schedule of Fair Value of Financial Instruments Reconciliation (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Dec. 31, 2017 | Dec. 31, 2017 | |
Revenue in excess of billing long term begining balance | $ 5,173,538 | |
Additions | 1,384,322 | |
Amortization during the period | $ 59,272 | 110,994 |
Revenue in excess of billing long term ending balance | 6,668,854 | 6,668,854 |
Fair Value Discount [Member] | ||
Revenue in excess of billing long term begining balance | (310,331) | |
Additions | (85,057) | |
Amortization during the period | 110,994 | |
Revenue in excess of billing long term ending balance | (284,394) | (284,394) |
Revenue in Excess of Billing - Long Term [Member] | ||
Revenue in excess of billing long term begining balance | 5,483,869 | |
Additions | 1,469,379 | |
Amortization during the period | ||
Revenue in excess of billing long term ending balance | $ 6,953,248 | $ 6,953,248 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Components of Basic and Diluted Earnings Per Share (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | ||||
Net income available to common shareholders, Net Income | $ 634,421 | $ (2,168,394) | $ 264,923 | $ (2,554,505) |
Net income available to common shareholders, Shares | 11,159,075 | 10,877,446 | 11,115,346 | 10,783,685 |
Net income available to common shareholders, Per Share | $ 0.06 | $ (0.20) | $ 0.02 | $ (0.24) |
Effect of dilutive securities Stock options | 12,468 | 12,468 | ||
Diluted income per share, Net Income | $ 634,421 | $ (2,168,394) | $ 264,923 | $ (2,554,505) |
Diluted income per share, Shares | 11,171,543 | 10,877,446 | 11,127,814 | 10,783,685 |
Diluted income per share, Per Share | $ 0.06 | $ (0.20) | $ 0.02 | $ (0.24) |
Earnings Per Share - Schedule48
Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Potential dilutive shares | 285,956 | 1,120,466 | 285,956 | 1,120,466 |
Stock Options [Member] | ||||
Potential dilutive shares | 480,133 | 480,133 | ||
Warrants [Member] | ||||
Potential dilutive shares | 11,075 | 11,075 | ||
Share Grants [Member] | ||||
Potential dilutive shares | 285,956 | 629,258 | 285,956 | 629,258 |
Other Comprehensive Income an49
Other Comprehensive Income and Foreign Currency (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 | |
Other Comprehensive Income And Foreign Currency | |||||
Accumulated other comprehensive loss | $ 20,276,030 | $ 18,628,395 | $ 20,276,030 | $ 18,628,395 | $ 18,074,570 |
Comprehensive income (loss) | $ 1,612,881 | $ 668,262 | $ 2,201,460 | $ (102,099) |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Mar. 02, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 |
Services - related party | $ 1,236,508 | $ 1,829,827 | $ 3,090,385 | $ 3,994,981 | ||
Accounts receivable, related parties | 2,582,403 | 4,303,380 | 2,582,403 | 4,303,380 | $ 1,644,942 | |
Percentage of investment in subsidiary | 4.90% | |||||
Payments for financial interest | $ 1,111,111 | |||||
NetSol PK [Member] | ||||||
Services - related party | $ 315,408 | 300,963 | $ 583,708 | 549,621 | ||
Percentage of investment in subsidiary | 12.20% | |||||
Payments for financial interest | $ 2,777,778 | |||||
G-Force LLC [Member] | Chief Executive Officer and Director [Member] | ||||||
Percentage of investment in subsidiary | 4.90% | 4.90% | ||||
Payments for financial interest | $ 1,111,111 | |||||
NetSol-Innovation [Member] | ||||||
Accounts receivable, related parties | $ 2,429,771 | 2,429,771 | 1,462,078 | |||
NetSol-Innovation [Member] | ||||||
Services - related party | 796,757 | 1,401,144 | 1,928,513 | 2,956,619 | ||
Investec Asset Finance [Member] | ||||||
Services - related party | 442,699 | $ 115,102 | 1,043,891 | $ 851,787 | ||
Accounts receivable, related parties | $ 113,310 | $ 113,310 | $ 133,218 |
Major Customers (Details Narrat
Major Customers (Details Narrative) | Sep. 04, 2017USD ($) | Sep. 04, 2017EUR (€) | Dec. 21, 2015USD ($) | Dec. 21, 2015EUR (€) | Dec. 31, 2017USD ($) | Dec. 31, 2017EUR (€) | Dec. 31, 2016USD ($) | Jun. 30, 2017USD ($) | Dec. 21, 2015EUR (€) |
Revenues in excess of billings | $ 16,094,026 | $ 18,019,894 | $ 19,126,389 | ||||||
Revenue in excess of billing - long term | 6,668,854 | 5,173,538 | |||||||
Customer [Member] | Years 1-5 [Member] | |||||||||
Fixed annual payments | $ 7,008,019 | ||||||||
Customer [Member] | Years 6-10 [Member] | |||||||||
Fixed annual payments | $ 10,002,899 | ||||||||
EURO [Member] | Customer [Member] | Years 1-5 [Member] | |||||||||
Fixed annual payments | € | € 5,850,000 | ||||||||
EURO [Member] | Customer [Member] | Years 6-10 [Member] | |||||||||
Fixed annual payments | € | € 8,350,000 | ||||||||
Daimler Financial Services [Member] | |||||||||
Accounts receivable, gross | 12,761,829 | 1,620,717 | |||||||
Revenues in excess of billings | 16,674,348 | 18,579,540 | |||||||
Revenue in excess of billing - long term | 6,668,854 | $ 5,173,538 | |||||||
Agreement description | On December 21, 2015, the Company entered into a 10 year contract with Daimler Financial Services to provide license, maintenance and services for 12 countries in the Asia Pacific Region. The implementation phase is expected to be over a five year period with maintenance and support over 10 years. | On December 21, 2015, the Company entered into a 10 year contract with Daimler Financial Services to provide license, maintenance and services for 12 countries in the Asia Pacific Region. The implementation phase is expected to be over a five year period with maintenance and support over 10 years. | |||||||
License and maintenance fees | $ 9,277,108 | $ 85,054,591 | 8,433,735 | ||||||
Daimler Financial Services [Member] | 7 Years [Member] | |||||||||
License and maintenance fees | $ 120,482 | ||||||||
Daimler Financial Services [Member] | EURO [Member] | |||||||||
License and maintenance fees | € | € 7,700,000 | € 71,000,000 | € 7,000,000 | ||||||
Daimler Financial Services [Member] | EURO [Member] | 7 Years [Member] | |||||||||
License and maintenance fees | € | € 100,000 | ||||||||
Daimler Financial Services [Member] | Revenue [Member] | |||||||||
Concentration risk, percentage | 35.90% | 35.90% | 41.54% |
Convertible Note Receivable -52
Convertible Note Receivable - Related Party (Details Narrative) | 6 Months Ended |
Dec. 31, 2017USD ($)$ / shares | |
Convertible promissory note, principal amount | $ 750,000 |
Convertible note, interest rate | 5.00% |
Convertible note, maturity date | Feb. 1, 2018 |
Conversion price | $ / shares | $ 0.6788 |
Minimum [Member] | |
Conversion equity financing | $ 2,000,000 |
Maximum [Member] | |
Conversion equity financing | $ 2,000,000 |
Other Current Assets - Schedule
Other Current Assets - Schedule of Other Current Assets (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Prepaid Expenses | $ 660,417 | $ 597,687 | |
Advance Income Tax | 979,296 | 1,052,935 | |
Employee Advances | 114,147 | 128,100 | |
Security Deposits | 84,934 | 103,255 | |
Other Receivables | 648,237 | 252,590 | |
Other Assets | 332,152 | 329,319 | |
Total | $ 2,819,183 | $ 2,463,886 | $ 2,904,650 |
Revenue in Excess of Billings54
Revenue in Excess of Billings - Long Term (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended |
Dec. 31, 2017 | Dec. 31, 2017 | |
Accreted amount | $ 59,272 | $ 110,994 |
Minimum [Member] | ||
Interest rate discount | 3.93% | |
Maximum [Member] | ||
Interest rate discount | 4.43% |
Revenue in Excess of Billings55
Revenue in Excess of Billings - Long Term - Schedule of Revenue in Excess of Billings (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 |
Contractors [Abstract] | ||
Revenue in excess of billing - long term | $ 6,953,248 | $ 5,483,869 |
Present value discount | (284,394) | (310,331) |
Net Balance | $ 6,668,854 | $ 5,173,538 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 707,668 | $ 902,678 | $ 1,436,327 | $ 1,801,981 |
Depreciation reflected in cost of revenues | $ 484,883 | $ 631,193 | $ 967,669 | $ 1,261,399 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Subtotal | $ 44,135,646 | $ 45,950,573 | |
Accumulated Depreciation | (25,692,152) | (25,579,870) | |
Property and Equipment, Net | 18,443,494 | 20,370,703 | $ 21,873,277 |
Office Furniture and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Subtotal | 3,908,883 | 3,755,710 | |
Computer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Subtotal | 25,788,684 | 26,693,730 | |
Assets Under Capital Leases [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Subtotal | 1,522,708 | 1,965,650 | |
Building [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Subtotal | 8,794,381 | 9,243,866 | |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Subtotal | 2,299,047 | 2,428,626 | |
Autos [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Subtotal | 1,287,043 | 1,270,339 | |
Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Subtotal | $ 534,900 | $ 592,652 |
Property and Equipment - Summar
Property and Equipment - Summary of Fixed Assets Held Under Capital Leases (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 |
Capital Leased Assets [Line Items] | ||
Fixed assets held under capital leases, Total | $ 1,522,708 | $ 1,965,650 |
Less: Accumulated Depreciation - Net | (568,087) | (711,622) |
Fixed assets held under capital leases, Net | 954,621 | 1,254,028 |
Computers and Other Equipment [Member] | ||
Capital Leased Assets [Line Items] | ||
Fixed assets held under capital leases, Total | 236,518 | 309,863 |
Furniture and Fixtures [Member] | ||
Capital Leased Assets [Line Items] | ||
Fixed assets held under capital leases, Total | 65,084 | 227,914 |
Vehicles [Member] | ||
Capital Leased Assets [Line Items] | ||
Fixed assets held under capital leases, Total | $ 1,221,106 | $ 1,427,873 |
Other Long Term Assets (Details
Other Long Term Assets (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 | |
Qualified financing, description | In connection with the investment, the Company and NetSol PK received a warrant to purchase preferred stock of WRLD3D which included the following key terms and features: | ||||
Expiration date of warrant | Mar. 2, 2020 | ||||
Proceeds from qualified financing | $ 2,000,000 | ||||
Number of common stock shares issuable amount | $ 1,250,000 | ||||
Percentage of per share price of next round preferred stock sold in qualified financing | 70.00% | 70.00% | |||
Number of shares of common stock outstanding immediately prior the qualified financing | 25,000,000 | 25,000,000 | |||
Services-related party | $ 1,236,508 | $ 1,829,827 | $ 3,090,385 | $ 3,994,981 | |
Accounts receivable | 39,322 | 39,322 | $ 49,646 | ||
Revenue in excess of billing | 107,562 | 107,562 | $ 80,705 | ||
Services | 9,087,191 | 6,619,158 | 16,104,928 | 12,175,293 | |
Net income (loss) | 634,421 | (2,168,394) | 264,923 | (2,554,505) | |
NetSol PK [Member] | |||||
Services-related party | 315,408 | 300,963 | 583,708 | 549,621 | |
Services | 285,378 | $ 300,963 | 553,678 | $ 549,621 | |
Net income (loss) | $ 203,336 | $ 270,898 |
Other Long Term Assets - Schedu
Other Long Term Assets - Schedule of Other Long Term Assets (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||
Investment | [1] | $ 3,389,801 | $ 3,057,020 | |
Long Term Security Deposits | 153,514 | 154,275 | ||
Total | $ 3,543,315 | $ 3,211,295 | $ 2,054,938 | |
[1] | Investment in WRLD3D On March 2, 2016, the Company purchased a 4.9% interest in WRLD3D, a non-public company, for $1,111,111. The Company paid $555,556 at the initial closing and $555,555 on September 1, 2016. NetSol PK, the subsidiary of the Company, purchased a 12.2% investment in WRLD3D, for $2,777,778 which will be earned over future periods by providing IT and enterprise software solutions. Per the agreement, NetSol PK is to provide a minimum of $200,000 of services in each three-month period and the entire balance is required to be provided within three years of the date of the agreement. If NetSol PK fails to provide the future services, it may be required to forfeit the unearned shares back to WRLD3D. As of December 31, the investment earned by NetSol PK is $2,549,587. |
Other Long Term Assets - Sche61
Other Long Term Assets - Schedule of Other Long Term Assets (Details) (Parenthetical) - USD ($) | Sep. 01, 2016 | Mar. 02, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 |
Payments for financial interest | $ 1,111,111 | |||||
Payments to acquire investment | $ 50,000 | $ 705,555 | ||||
Revenue from services | $ 1,236,508 | $ 1,829,827 | 3,090,385 | $ 3,994,981 | ||
NetSol PK [Member] | ||||||
Payments to acquire investment | $ 2,777,778 | |||||
Purchase of investment, percentage | 12.20% | 12.20% | ||||
Investment earned | $ 2,549,587 | $ 2,549,587 | ||||
NetSol PK [Member] | Minimum [Member] | ||||||
Percentage of interest in subsidiary | 33.80% | 33.80% | ||||
Revenue from services | $ 200,000 | |||||
WRLD3D [Member] | ||||||
Percentage of interest in subsidiary | 4.90% | |||||
Payments for financial interest | $ 1,111,111 | |||||
Payments to acquire investment | $ 555,555 | $ 555,556 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 | |
Finite-lived unamortized amount | $ 14,810,605 | $ 18,423,439 | $ 14,810,605 | $ 18,423,439 | $ 17,043,151 |
Amortization expenses of intangible assets | 27,583,408 | $ 27,067,358 | |||
Product Licenses [Member] | |||||
Finite-lived unamortized amount | 14,810,605 | $ 14,810,605 | |||
Finite-lived intangible assets, amortization over period | 5 years 6 months | ||||
Amortization expenses of intangible assets | $ 683,220 | $ 687,571 | $ 1,373,547 | $ 1,388,237 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Product Licenses - Cost | $ 47,244,997 | $ 47,244,997 | $ 47,244,997 |
Effect of Translation Adjustment | (4,850,984) | (3,134,488) | |
Accumulated Amortization | (27,583,408) | (27,067,358) | |
Net Balance | $ 14,810,605 | $ 18,423,439 | $ 17,043,151 |
Intangible Assets - Estimated A
Intangible Assets - Estimated Amortization Expense of Intangible Assets Over Next Five Years (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
December 30, 2018 | $ 2,630,334 | ||
December 30, 2019 | 2,630,334 | ||
December 30, 2020 | 2,630,334 | ||
December 30, 2021 | 2,630,334 | ||
December 30, 2022 | 2,630,334 | ||
Thereafter | 1,658,935 | ||
Total | $ 14,810,605 | $ 17,043,151 | $ 18,423,439 |
Accounts Payable and Accrued 65
Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Payables and Accruals [Abstract] | |||
Accounts Payable | $ 1,639,112 | $ 1,466,265 | |
Accrued Liabilities | 5,086,258 | 4,498,958 | |
Accrued Payroll & Taxes | 488,491 | 520,719 | |
Taxes Payable | 167,994 | 174,485 | |
Other Payable | 178,443 | 219,767 | |
Total | $ 7,560,298 | $ 6,880,194 | $ 7,373,097 |
Debts - Components of Notes Pay
Debts - Components of Notes Payable and Capital Leases (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Total | $ 9,826,467 | $ 9,861,787 | ||
Current Maturities | 9,826,467 | 9,861,787 | ||
Long-Term Maturities | ||||
Subsidiary Capital Leases, Total | [1] | 557,516 | 727,770 | |
Subsidiary Capital Leases, Current Maturities | [1] | 306,633 | 361,008 | |
Subsidiary Capital Leases, Long-Term Maturities | [1] | 250,883 | 366,762 | |
Total | 10,383,983 | 10,589,557 | ||
Current Maturities | 10,133,100 | 10,222,795 | $ 4,368,930 | |
Long-Term Maturities | 250,883 | 366,762 | 501,554 | |
D&O Insurance [Member] | ||||
Total | [2] | 105,023 | 87,485 | |
Current Maturities | [2] | 105,023 | 87,485 | |
Long-Term Maturities | [2] | |||
Bank Overdraft Facility [Member] | ||||
Total | [3] | 221,379 | ||
Current Maturities | [3] | 221,379 | ||
Long-Term Maturities | [3] | |||
Loan Payable Bank - Export Refinance [Member] | ||||
Total | [4] | 4,521,613 | 4,776,461 | |
Current Maturities | [4] | 4,521,613 | 4,776,461 | |
Long-Term Maturities | [4] | |||
Loan Payable Bank - Running Finance [Member] | ||||
Total | [5] | 678,217 | ||
Current Maturities | [5] | 678,217 | ||
Long-Term Maturities | [5] | |||
Loan Payable Bank - Export Refinance II [Member] | ||||
Total | [6] | 3,165,130 | 1,910,585 | |
Current Maturities | [6] | 3,165,130 | 1,910,585 | |
Long-Term Maturities | [6] | |||
Loan Payable Bank - Running Finance II [Member] | ||||
Total | [7] | 1,356,484 | 2,865,877 | |
Current Maturities | [7] | 1,356,484 | 2,865,877 | |
Long-Term Maturities | [7] | |||
[1] | The Company leases various fixed assets under capital lease arrangements expiring in various years through 2022. The assets and liabilities under capital leases are recorded at the lower of the present value of the minimum lease payments or the fair value of the asset. The assets are secured by the assets themselves. Depreciation of assets under capital leases is included in depreciation expense for the three months ended December 31, 2017 and 2016. | |||
[2] | The Company finances Directors’ and Officers’ (“D&O”) liability insurance, Errors and Omissions (“E&O”) liability insurance and some account payables, for which the D&O and E&O balances are renewed on an annual basis and, as such, are recorded in current maturities. The interest rate on these financings were ranging from 4.8% to 7.69% as of December 31, 2017 and June 30, 2017. | |||
[3] | The Company’s subsidiary, NTE, has an overdraft facility with HSBC Bank plc whereby the bank would cover any overdrafts up to £300,000, or approximately $405,405. The annual interest rate was 4.75% as of December 31, 2017. Total outstanding balance as of December 31, 2017 was £Nil. Interest expense for three and six months ended December 31, 2017, was $5,991 and $8,045, respectively. Interest expense for three and six months ended December 31, 2016, was $nil. | |||
[4] | The Company’s subsidiary, NetSol PK, has an export refinance facility with Askari Bank Limited, secured by NetSol PK’s assets. This is a revolving loan that matures every six months. Total facility amount is Rs. 500,000,000 or $4,521,613 at December 31, 2017 and June 30, 2017. The interest rate for the loans was 3% at December 31, 2017 and June 30, 2017. Interest expense for the three and six months ended December 31, 2017 was $35,533 and $71,431, respectively. Interest expense for the three and six months ended December 31, 2016 was $28,527 and $57,592, respectively. | |||
[5] | The Company’s subsidiary, NetSol PK, has a running finance facility with Askari Bank Limited, secured by NetSol PK’s assets. Total facility amount is Rs. 75,000,000 or $678,242, at December 31, 2017. NetSol PK used Rs. 74,997,233 or $678,217, at December 31, 2017. The interest rate for the loans was 8.16% at December 31, 2017. | |||
[6] | The Company’s subsidiary, NetSol PK, has an export refinance facility with Samba Bank Limited, secured by NetSol PK’s assets. This is a revolving loan that matures every six months. Total facility amount is Rs. 350,000,000 or $3,165,130 and Rs. 200,000,000 or $1,910,585, at December 31, 2017 and June 30, 2017, respectively. The interest rate for the loans was 3% at December 31, 2017 and June 30, 2017. Interest expense for the three and six months ended December 31, 2017 was $17,656 and $39,778, respectively. Interest expense for three and six months ended December 31, 2016, was $nil, respectively. | |||
[7] | The Company’s subsidiary, NetSol PK, has a running finance facility with Samba Bank Limited, secured by NetSol PK’s assets. Total facility amount is Rs. 150,000,000 or $1,356,484 and Rs. 300,000,000 or $2,865,877, at December 31, 2017 and June 30, 2017. The interest rate for the loans was 8.13% at December 31, 2017 and June 30, 2017, respectively. Interest expense for the three and six months ended December 31, 2017 was $35,626 and $79,721, respectively. Interest expense for three and six months ended December 31, 2016, was $nil. |
Debts - Components of Notes P67
Debts - Components of Notes Payable and Capital Leases (Details) (Parenthetical) | 3 Months Ended | 6 Months Ended | ||||||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017GBP (£) | Dec. 31, 2017INR (₨) | Jun. 30, 2017USD ($) | Jun. 30, 2017INR (₨) | |
Total outstanding balance | $ 9,826,467 | $ 9,826,467 | $ 9,861,787 | |||||
Debt instrument, interest rate | 5.00% | 5.00% | 5.00% | 5.00% | ||||
Capital Lease Arrangements [Member] | ||||||||
Lease arrangement expiration | years through 2022 | |||||||
NetSol PK [Member] | Refinance Facility One [Member] | ||||||||
Line of credit | $ 678,217 | $ 678,217 | ||||||
Debt instrument, interest rate | 8.16% | 8.16% | 8.16% | 8.16% | ||||
NetSol PK [Member] | INR [Member] | Refinance Facility One [Member] | ||||||||
Line of credit | $ 74,997,233 | $ 74,997,233 | ||||||
HSBC Bank [Member] | NTE [Member] | ||||||||
Line of credit facility, maximum borrowing capacity | 405,405 | $ 405,405 | ||||||
Debt annual interest rate | 4.75% | |||||||
Total outstanding balance | ||||||||
Interest expense | 5,991 | $ 8,045 | ||||||
Line of credit variable interest rate | 200.00% | |||||||
HSBC Bank [Member] | NTE [Member] | GBP [Member] | ||||||||
Line of credit facility, maximum borrowing capacity | £ | £ 300,000 | |||||||
Total outstanding balance | £ | ||||||||
Askari Bank Limited [Member] | NetSol PK [Member] | Refinance Facility [Member] | ||||||||
Interest expense | 35,533 | 28,527 | $ 71,431 | 57,592 | ||||
Line of credit | $ 4,521,613 | $ 4,521,613 | $ 4,521,613 | |||||
Debt instrument, interest rate | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | ||
Debt maturity term description | revolving loan that matures every six months. | |||||||
Askari Bank Limited [Member] | NetSol PK [Member] | Refinance Facility One [Member] | ||||||||
Line of credit | $ 678,242 | $ 678,242 | ||||||
Debt instrument, interest rate | 8.16% | 8.16% | 8.16% | 8.16% | ||||
Long term debt covenant description | long term debt equity ratio of 60:40 and the current ratio of 1:1. | |||||||
Askari Bank Limited [Member] | NetSol PK [Member] | INR [Member] | Refinance Facility [Member] | ||||||||
Line of credit | ₨ | ₨ 500,000,000 | ₨ 500,000,000 | ||||||
Askari Bank Limited [Member] | NetSol PK [Member] | INR [Member] | Refinance Facility One [Member] | ||||||||
Line of credit | $ 75,000,000 | $ 75,000,000 | ||||||
Samba Bank Limited [Member] | NetSol PK [Member] | Refinance Facility [Member] | ||||||||
Interest expense | 17,656 | 39,778 | ||||||
Line of credit | $ 3,165,130 | $ 3,165,130 | $ 1,910,585 | |||||
Debt instrument, interest rate | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | ||
Samba Bank Limited [Member] | NetSol PK [Member] | Running Facility [Member] | ||||||||
Interest expense | $ 35,626 | $ 79,721 | ||||||
Line of credit | $ 1,356,484 | $ 1,356,484 | $ 2,865,877 | |||||
Debt instrument, interest rate | 8.13% | 8.13% | 8.13% | 8.13% | 8.13% | 8.13% | ||
Long term debt covenant description | The facilities from Samba Bank Limited require NetSol PK to maintain at a minimum a current ratio of 1:1, an interest coverage ratio of 4 times, a leverage ratio of 2 times, and a debt service coverage ratio of 4 times. As of December 31, 2017, NetSol PK was in compliance with these covenants. | |||||||
Samba Bank Limited [Member] | NetSol PK [Member] | INR [Member] | Refinance Facility [Member] | ||||||||
Line of credit | ₨ | ₨ 350,000,000 | ₨ 200,000,000 | ||||||
Samba Bank Limited [Member] | NetSol PK [Member] | INR [Member] | Running Facility [Member] | ||||||||
Line of credit | ₨ | ₨ 150,000,000 | ₨ 300,000,000 | ||||||
Minimum [Member] | ||||||||
Debt annual interest rate | 3.93% | |||||||
Maximum [Member] | ||||||||
Debt annual interest rate | 4.43% | |||||||
Directors' and Officers And Errors and Omissions Liability Insurance [Member] | Minimum [Member] | ||||||||
Line of credit facility interest rate | 4.80% | 4.80% | 4.80% | 4.80% | 4.80% | 4.80% | ||
Directors' and Officers And Errors and Omissions Liability Insurance [Member] | Maximum [Member] | ||||||||
Line of credit facility interest rate | 7.69% | 7.69% | 7.69% | 7.69% | 7.69% | 7.69% |
Debts - Schedule of Aggregate M
Debts - Schedule of Aggregate Minimum Future Lease Payments Under Capital Leases (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |||
Due FYE 12/31/18 | $ 336,546 | ||
Due FYE 12/31/19 | 220,855 | ||
Due FYE 12/31/20 | 36,412 | ||
Due FYE 12/31/21 | 5,182 | ||
Due FYE 12/31/22 | |||
Total Minimum Lease Payments | 598,995 | ||
Interest Expense relating to future periods | (41,479) | ||
Present Value of minimum lease payments | 557,516 | ||
Less: Current portion | [1] | (306,633) | $ (361,008) |
Non-Current portion | [1] | $ 250,883 | $ 366,762 |
[1] | The Company leases various fixed assets under capital lease arrangements expiring in various years through 2022. The assets and liabilities under capital leases are recorded at the lower of the present value of the minimum lease payments or the fair value of the asset. The assets are secured by the assets themselves. Depreciation of assets under capital leases is included in depreciation expense for the three months ended December 31, 2017 and 2016. |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | 6 Months Ended | ||
Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Subscription receivable | $ 88,324 | $ 88,324 | $ 88,324 |
Purchase of common stock amount | $ 601,020 | ||
Purchase of common stock, shares | 139,275 | ||
Common stock share price | $ 4.32 | ||
Stock Options [Member] | |||
Subscription receivable | $ 76,511 | ||
Stock Option Agreement [Member] | |||
Issuance of stock options exercise value of common stock | $ 138,800 | ||
Issuance of stock options exercise shares of common stock | 35,773 | ||
Common stock price per share | $ 3.88 | ||
Officers [Member] | |||
Issuance of common stock shares for services rendered | 26,136 | ||
Issuance of common stock value for services rendered | $ 163,350 | ||
Independent Members [Member] | |||
Issuance of common stock shares for services rendered | 9,699 | ||
Issuance of common stock value for services rendered | $ 55,080 | ||
Employees [Member] | Employment Agreements [Member] | |||
Issuance of common stock shares under employment agreement | 98,408 | ||
Issuance of common stock value under employment agreement | $ 605,107 |
Incentive and Non-statutory S70
Incentive and Non-statutory Stock Option Plan (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Stock compensation expense | $ 405,721 | $ 682,640 | $ 833,530 | $ 1,525,775 |
Compensation expense related to unvested options yet to be recognized | $ 1,731,908 | $ 1,731,908 |
Incentive and Non-statutory S71
Incentive and Non-statutory Stock Option Plan - Schedule of Common Stock Purchase Options and Warrants (Details) - Options [Member] - USD ($) | 6 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Jun. 30, 2017 | |
Number of shares, Outstanding and Exercisable Beginning | 475,133 | 610,133 |
Number of shares, Granted | 79,838 | |
Number of shares, Exercised | (35,773) | (84,838) |
Number of shares, Expired / Cancelled | (1,000) | (130,000) |
Number of shares, Outstanding and Exercisable Ending | 438,360 | 475,133 |
Weighted Average Exercise Price, Outstanding and Exercisable Beginning | $ 4.20 | $ 4.90 |
Weighted Average Exercise Price, Granted | 4.53 | |
Weighted Average Exercise Price, Exercised | 3.88 | 4.49 |
Weighted Average Exercise Price, Expired / Cancelled | 16 | 7.50 |
Weighted Average Exercise Price, Outstanding and Exercisable Ending | $ 4.20 | $ 4.20 |
Weighted Average Remaining Contractual Life, Outstanding and Exercisable Beginning | 1 year 18 days | 11 months 26 days |
Weighted Average Remaining Contractual Life, Outstanding and Exercisable Ending | 6 months 25 days | 1 year 18 days |
Aggregated Intrinsic Value, Outstanding and Exercisable Beginning | $ 8,413 | $ 799,030 |
Aggregated Intrinsic Value, Outstanding and Exercisable Ending | $ 319,465 | $ 8,413 |
Incentive and Non-statutory S72
Incentive and Non-statutory Stock Option Plan - Summary of Stock Options and Warrants Outstanding and Exercisable (Details) - Options [Member] - $ / shares | 6 Months Ended | ||
Dec. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | |
Number Outstanding and Exercisable, shares | 438,360 | 475,133 | 610,133 |
Weighted Average Remaining Contractual Life | 6 months 25 days | ||
Weighted Average Exercise Price | $ 4.20 | ||
Price Range One [Member] | |||
Exercise Price | $ 3.88 | ||
Number Outstanding and Exercisable, shares | 384,898 | ||
Weighted Average Remaining Contractual Life | 5 months 27 days | ||
Weighted Average Exercise Price | $ 3.88 | ||
Price Range Two [Member] | |||
Exercise Price | $ 6.50 | ||
Number Outstanding and Exercisable, shares | 53,462 | ||
Weighted Average Remaining Contractual Life | 1 year 1 month 6 days | ||
Weighted Average Exercise Price | $ 6.50 |
Incentive and Non-statutory S73
Incentive and Non-statutory Stock Option Plan - Summary of Unvested Stock Grants Awarded as Compensation (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Number of shares, Unvested beginning balance | 420,199 | 630,228 |
Number of shares, Granted | 222,146 | |
Number of shares, Forfeited / Cancelled | (5,000) | |
Number of shares, Vested | (134,243) | (427,175) |
Number of shares, Unvested ending balance | 285,956 | 420,199 |
Weighted Average Grant Date Fair Value, Unvested beginning balance | $ 6.07 | $ 6.07 |
Weighted Average Grant Date Fair Value, Granted | 5.92 | |
Weighted Average Grant Date Fair Value, Forfeited / Cancelled | 5.55 | |
Weighted Average Grant Date Fair Value, Vested | 6.13 | 5.90 |
Weighted Average Grant Date Fair Value, Unvested ending balance | $ 6.18 | $ 6.07 |
Taxes (Details Narrative)
Taxes (Details Narrative) | 6 Months Ended |
Dec. 31, 2017USD ($) | |
Operating loss carry forwards | $ 22,800,000 |
June 30, 2018 [Member] | |
Statutory federal rate | 28.00% |
Subsequent Fiscal Years [Member] | |
Statutory federal rate | 21.00% |
Contingencies (Details Narrativ
Contingencies (Details Narrative) - Apr. 07, 2017 | USD ($) | GBP (£) |
Damages Sought, Value | $ | $ 270,270 | |
GBP [Member] | ||
Damages Sought, Value | £ | £ 200,000 |
Operating Segments (Details Nar
Operating Segments (Details Narrative) | 6 Months Ended |
Dec. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Number of Operating Segments | 3 |
Operating Segments - Summary of
Operating Segments - Summary of Identifiable Assets (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Identifiable Assets | $ 104,537,337 | $ 99,677,330 | $ 93,001,049 |
Corporate Headquarters [Member] | |||
Identifiable Assets | 3,308,334 | 2,922,514 | |
North America [Member] | |||
Identifiable Assets | 5,513,464 | 6,717,366 | |
Europe [Member] | |||
Identifiable Assets | 6,590,233 | 6,056,514 | |
Asia - Pacific [Member] | |||
Identifiable Assets | $ 89,125,306 | $ 83,980,936 |
Operating Segments - Summary 78
Operating Segments - Summary of Investment Under Equity Method (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 |
Equity method investments | $ 3,389,801 | $ 3,057,020 |
Corporate Headquarters [Member] | ||
Equity method investments | 1,033,486 | 1,111,111 |
Asia - Pacific [Member] | ||
Equity method investments | $ 2,356,315 | $ 1,945,909 |
Operating Segments - Summary 79
Operating Segments - Summary of Operating Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues | $ 14,446,435 | $ 15,858,786 | $ 27,265,211 | $ 32,935,255 |
Net income (loss) after taxes and before non-controlling interest | 1,662,002 | (1,376,730) | 1,480,737 | (993,627) |
Intercompany Revenue [Member] | ||||
Revenues | 907,659 | 1,557,656 | 1,387,071 | 2,153,734 |
North America [Member] | ||||
Net income (loss) after taxes and before non-controlling interest | 65,194 | (71,134) | (230,452) | (266,817) |
Europe [Member] | ||||
Net income (loss) after taxes and before non-controlling interest | 180,655 | (698,364) | 280,045 | (1,293,771) |
Europe [Member] | Intercompany Revenue [Member] | ||||
Revenues | 139,228 | 95,053 | 241,703 | 231,180 |
Asia - Pacific [Member] | ||||
Net income (loss) after taxes and before non-controlling interest | 2,674,870 | 583,327 | 3,727,785 | 2,746,393 |
Asia - Pacific [Member] | Intercompany Revenue [Member] | ||||
Revenues | 768,431 | 1,462,603 | 1,145,368 | 1,922,554 |
Corporate Headquaters [Member] | ||||
Net income (loss) after taxes and before non-controlling interest | (1,258,717) | (1,190,559) | (2,296,641) | (2,179,432) |
Unaffiliated Customers [Member] | ||||
Revenues | 13,206,979 | 14,342,540 | 23,709,099 | 28,511,341 |
Unaffiliated Customers [Member] | North America [Member] | ||||
Revenues | 1,287,638 | 1,513,997 | 2,135,710 | 3,355,428 |
Unaffiliated Customers [Member] | Europe [Member] | ||||
Revenues | 1,661,213 | 1,298,037 | 3,109,037 | 1,888,578 |
Unaffiliated Customers [Member] | Asia - Pacific [Member] | ||||
Revenues | 10,258,128 | 11,530,506 | 18,464,352 | 23,267,335 |
Affiliated Customers [Member] | ||||
Revenues | 1,239,456 | 1,516,246 | 3,556,112 | 4,423,914 |
Affiliated Customers [Member] | Europe [Member] | ||||
Revenues | 442,699 | 115,102 | 1,043,891 | 1,467,295 |
Affiliated Customers [Member] | Asia - Pacific [Member] | ||||
Revenues | $ 796,757 | $ 1,401,144 | $ 2,512,221 | $ 2,956,619 |
Operating Segments - Summary 80
Operating Segments - Summary of Capital Expenditures (Details) - USD ($) | 6 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Capital expenditures | $ 543,123 | $ 1,074,316 |
North America [Member] | ||
Capital expenditures | 41,275 | |
Europe [Member] | ||
Capital expenditures | 123,335 | 273,794 |
Asia - Pacific [Member] | ||
Capital expenditures | $ 419,788 | $ 759,247 |
Non-Controlling Interest in S81
Non-Controlling Interest in Subsidiary (Details Narrative) - NetSol PK [Member] | 6 Months Ended |
Dec. 31, 2017USD ($)shares | |
Exercise of common stock options, shares | shares | 50,000 |
Stock option exercising stock cash | $ 7,755 |
Cash dividend paid | $ 1,234,991 |
Minimum [Member] | |
Non-controlling interest, percentage | 33.80% |
Maximum [Member] | |
Non-controlling interest, percentage | 33.83% |
Non-Controlling Interest in S82
Non-Controlling Interest in Subsidiary - Balance of Non-Controlling Interest (Details) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Non-Controlling Interest | $ 14,543,224 | $ 14,799,082 | $ 14,066,163 |
NetSol PK [Member] | |||
Non-Controlling Interest, Percentage | 33.83% | 33.80% | |
Non-Controlling Interest | $ 12,386,620 | $ 12,887,938 | |
NetSol-Innovation [Member] | |||
Non-Controlling Interest, Percentage | 49.90% | 49.90% | |
Non-Controlling Interest | $ 1,749,551 | $ 1,599,734 | |
VLS, VLHS & VLSIL Combined [Member] | |||
Non-Controlling Interest, Percentage | 49.00% | ||
Non-Controlling Interest | $ 407,132 | ||
NetSol Thai [Member] | |||
Non-Controlling Interest, Percentage | 0.006% | 0.006% | |
Non-Controlling Interest | $ (79) | $ (92) | |
VLS, VLSH And VLSIL Combined [Member] | |||
Non-Controlling Interest, Percentage | 49.00% | ||
Non-Controlling Interest | $ 311,502 |
Restatement of Previously Iss83
Restatement of Previously Issued Financial Statements (Details Narrative) - USD ($) | Dec. 21, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 |
Contract term | 10 years | |||||
License revenue | $ 235,932 | $ 3,769,557 | $ 561,998 | $ 9,223,352 | ||
Maintenance revenue | $ 3,568,448 | 3,588,899 | $ 7,042,173 | $ 7,112,696 | ||
Amount of Restatement [Member] | ||||||
License revenue | 1,580,529 | $ 1,953,935 | ||||
Maintenance revenue | $ 198,797 | $ 120,976 |
Restatement of Previously Iss84
Restatement of Previously Issued Financial Statements - Schedule of Condensed Consolidated Financial Statements (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Cash and cash equivalents | $ 10,004,650 | $ 9,505,383 | $ 14,172,954 | $ 9,505,383 | $ 10,004,650 | $ 14,172,954 | $ 9,505,383 |
Accounts receivable, net of allowance of $495,760 and $492,498 | 19,106,677 | 6,583,199 | 5,840,490 | ||||
Accounts receivable, net - related party | 2,582,403 | 1,644,942 | 4,303,380 | ||||
Revenues in excess of billings | 16,094,026 | 19,126,389 | 18,019,894 | ||||
Revenues in excess of billings - related party | 107,562 | 80,705 | 469,030 | ||||
Other current assets | 2,819,183 | 2,463,886 | 2,904,650 | ||||
Total current assets | 51,464,501 | 44,272,075 | 41,042,827 | ||||
Restricted cash | 90,000 | 90,000 | 90,000 | ||||
Property and equipment, net | 18,443,494 | 20,370,703 | 21,873,277 | ||||
Other assets | 3,543,315 | 3,211,295 | 2,054,938 | ||||
Intangible assets, net | 14,810,605 | 17,043,151 | 18,423,439 | ||||
Goodwill | 9,516,568 | 9,516,568 | 9,516,568 | ||||
Total assets | 104,537,337 | 99,677,330 | 93,001,049 | ||||
Accounts payable and accrued expenses | 7,560,298 | 6,880,194 | 7,373,097 | ||||
Current portion of loans and obligations under capitalized leases | 10,133,100 | 10,222,795 | 4,368,930 | ||||
Unearned revenues | 10,082,346 | 3,925,702 | 2,884,625 | ||||
Common stock to be issued | 88,324 | 88,324 | 88,324 | ||||
Total current liabilities | 27,864,068 | 21,117,015 | 14,714,976 | ||||
Long term loans and obligations under capitalized leases; less current maturities | 250,883 | 366,762 | 501,554 | ||||
Total liabilities | 28,114,951 | 21,483,777 | 15,216,530 | ||||
Commitments and contingencies | |||||||
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 | 113,954 | 112,254 | 109,931 | ||||
Additional paid-in-capital | 125,354,035 | 124,409,998 | 123,019,215 | ||||
Treasury stock (34,779 and 27,279 shares) | (1,055,330) | (454,310) | (454,310) | ||||
Accumulated deficit | (42,036,467) | (42,301,390) | (39,877,865) | ||||
Stock subscription receivable | (221,000) | (297,511) | (450,220) | ||||
Other comprehensive loss | (20,276,030) | (18,074,570) | (18,628,395) | ||||
Total NetSol stockholders’ equity | 61,879,162 | 63,394,471 | 63,718,356 | ||||
Non-controlling interest | 14,543,224 | 14,799,082 | 14,066,163 | ||||
Total stockholders’ equity | 76,422,386 | 78,193,553 | 77,784,519 | ||||
Total liabilities and stockholders’ equity | $ 104,537,337 | $ 99,677,330 | 93,001,049 | ||||
License fees | 235,932 | 3,769,557 | 561,998 | 9,223,352 | |||
Maintenance fees | 3,568,448 | 3,588,899 | 7,042,173 | 7,112,696 | |||
Services | 9,087,191 | 6,619,158 | 16,104,928 | 12,175,293 | |||
License fees - related party | 217,105 | 261,513 | 246,957 | ||||
Maintenance fees - related party | 101,251 | 51,345 | 204,214 | 181,976 | |||
Services - related party | 1,236,508 | 1,829,827 | 3,090,385 | 3,994,981 | |||
Total net revenues | 14,446,435 | 15,858,786 | 27,265,211 | 32,935,255 | |||
Salaries and consultants | 5,362,092 | 5,979,804 | 10,826,252 | 11,873,153 | |||
Travel | 287,901 | 836,240 | 801,013 | 1,548,135 | |||
Depreciation and amortization | 1,168,103 | 1,318,764 | 2,341,216 | 2,649,636 | |||
Other | 939,986 | 1,065,727 | 1,796,568 | 2,038,065 | |||
Total cost of revenues | 7,758,082 | 9,200,535 | 15,765,049 | 18,108,989 | |||
Gross profit | 6,688,353 | 6,658,251 | 11,500,162 | 14,826,266 | |||
Selling and marketing | 1,932,140 | 2,713,478 | 3,643,436 | 5,057,516 | |||
Depreciation and amortization | 222,785 | 271,485 | 468,658 | 540,582 | |||
General and administrative | 4,026,706 | 3,932,387 | 7,814,264 | 8,551,583 | |||
Research and development cost | 189,891 | 91,607 | 374,976 | 184,539 | |||
Total operating expenses | 6,371,522 | 7,009,983 | 12,301,334 | 14,335,246 | |||
Income (loss) from operations | 316,831 | (351,732) | (801,172) | 491,020 | |||
Loss on sale of assets | (8,939) | (32,339) | (16,069) | (34,742) | |||
Interest expense | (109,675) | (62,127) | (227,746) | (116,602) | |||
Interest income | 115,570 | 23,416 | 252,481 | 53,856 | |||
Loss on foreign currency exchange transactions | 1,737,967 | (621,887) | 2,754,329 | (1,036,783) | |||
Other income | 6,823 | 28,383 | |||||
Total other income (expenses) | 1,546,098 | (686,114) | 2,507,707 | (1,105,888) | |||
Net income (loss) before income taxes | 1,862,929 | (1,037,846) | 1,706,535 | (614,868) | |||
Income tax provision | (200,927) | (338,884) | (225,798) | (378,759) | |||
Net income (loss) from continuing operations | (1,376,730) | (993,627) | |||||
Non-controlling interest | (1,027,581) | (791,664) | (1,215,814) | (1,560,878) | |||
Net income (loss) attributable to NetSol | $ 634,421 | $ (2,168,394) | $ 264,923 | $ (2,554,505) | |||
Net income (loss) per common share - Basic | $ 0.06 | $ (0.20) | $ 0.02 | $ (0.24) | |||
Net income (loss) per common share - Diluted | $ 0.06 | $ (0.20) | $ 0.02 | $ (0.24) | |||
Weighted average number of shares outstanding - Basic | 11,159,075 | 10,877,446 | 11,115,346 | 10,783,685 | |||
Weighted average number of shares outstanding - Diluted | 11,171,543 | 10,877,446 | 11,127,814 | 10,783,685 | |||
Translation adjustment | $ (2,453,890) | $ (944,837) | $ (3,279,634) | $ 149,237 | |||
Comprehensive income (loss) | (1,612,881) | (668,262) | (2,201,460) | 102,099 | |||
Comprehensive income (loss) attributable to non-controlling interest | (841,009) | (276,575) | (1,078,174) | 47,138 | |||
Comprehensive income (loss) attributable to NetSol | (978,460) | (2,836,656) | (1,936,537) | (2,452,406) | |||
Depreciation and amortization | 2,809,874 | 3,190,218 | |||||
Provision for bad debts | 1,026 | 1,026 | |||||
Loss on sale of assets | 8,939 | 32,339 | 16,069 | 34,742 | |||
Stock issued for services | 405,721 | 682,640 | 833,530 | 1,525,775 | |||
Fair market value of warrants and stock options granted | 21,804 | ||||||
Accounts receivable | (13,231,059) | 3,678,110 | |||||
Accounts receivable - related party | (1,637,829) | 829,285 | |||||
Revenues in excess of billing | 602,676 | (7,592,495) | |||||
Revenues in excess of billing - related party | (32,308) | 285,791 | |||||
Other current assets | (524,547) | 585,147 | |||||
Accounts payable and accrued expenses | 887,824 | 334,241 | |||||
Unearned revenue | 6,469,146 | (1,830,619) | |||||
Net cash used in operating activities | (2,054,989) | 69,398 | |||||
Purchases of property and equipment | (543,123) | (1,074,316) | |||||
Sales of property and equipment | 193,241 | 181,087 | |||||
Purchase of treasury stock | 601,020 | 38,885 | |||||
Investment | (50,000) | (705,555) | |||||
Net cash used in investing activities | (899,882) | (1,598,784) | |||||
Proceeds from the exercise of stock options and warrants | 215,311 | 429,452 | |||||
Proceeds from exercise of subsidiary options | 7,755 | 18,089 | |||||
Dividend paid by subsidiary to Non controlling interest | (417,853) | (968,657) | |||||
Payments on capital lease obligations and loans - net | (361,814) | (69,998) | |||||
Net cash provided by financing activities | (449,164) | (629,999) | |||||
Effect of exchange rate changes | (764,269) | 107,241 | |||||
Net decrease in cash and cash equivalents | (4,168,304) | (2,052,144) | |||||
Cash and cash equivalents, beginning of the period | 14,172,954 | 11,557,527 | |||||
Cash and cash equivalents, end of period | $ 10,004,650 | 9,505,383 | $ 10,004,650 | 9,505,383 | |||
As Originally Presented [Member] | |||||||
Cash and cash equivalents | 9,505,383 | 9,505,383 | 9,505,383 | ||||
Accounts receivable, net of allowance of $495,760 and $492,498 | 5,840,490 | ||||||
Accounts receivable, net - related party | 4,303,380 | ||||||
Revenues in excess of billings | 17,646,488 | ||||||
Revenues in excess of billings - related party | 469,030 | ||||||
Other current assets | 2,904,650 | ||||||
Total current assets | 40,669,421 | ||||||
Restricted cash | 90,000 | ||||||
Property and equipment, net | 21,873,277 | ||||||
Other assets | 2,054,938 | ||||||
Intangible assets, net | 18,423,439 | ||||||
Goodwill | 9,516,568 | ||||||
Total assets | 92,627,643 | ||||||
Accounts payable and accrued expenses | 7,373,097 | ||||||
Current portion of loans and obligations under capitalized leases | 4,368,930 | ||||||
Unearned revenues | 2,806,804 | ||||||
Common stock to be issued | 88,324 | ||||||
Total current liabilities | 14,637,155 | ||||||
Long term loans and obligations under capitalized leases; less current maturities | 501,554 | ||||||
Total liabilities | 15,138,709 | ||||||
Commitments and contingencies | |||||||
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 | ||||||
Additional paid-in-capital | 123,019,215 | ||||||
Treasury stock (34,779 and 27,279 shares) | (454,310) | ||||||
Accumulated deficit | (40,074,755) | ||||||
Stock subscription receivable | (450,220) | ||||||
Other comprehensive loss | (18,628,395) | ||||||
Total NetSol stockholders’ equity | 63,521,466 | ||||||
Non-controlling interest | 13,967,468 | ||||||
Total stockholders’ equity | 77,488,934 | ||||||
Total liabilities and stockholders’ equity | 92,627,643 | ||||||
License fees | 5,350,086 | 8,849,946 | |||||
Maintenance fees | 3,787,696 | 7,190,517 | |||||
Services | 6,984,084 | 12,790,801 | |||||
License fees - related party | 246,957 | ||||||
Maintenance fees - related party | 51,345 | 181,976 | |||||
Services - related party | 1,464,901 | 3,379,473 | |||||
Total net revenues | 17,638,112 | 32,639,670 | |||||
Salaries and consultants | 5,979,804 | 11,873,153 | |||||
Travel | 836,240 | 1,548,135 | |||||
Depreciation and amortization | 1,318,764 | 2,649,636 | |||||
Other | 1,065,727 | 2,038,065 | |||||
Total cost of revenues | 9,200,535 | 18,108,989 | |||||
Gross profit | 8,437,577 | 14,530,681 | |||||
Selling and marketing | 2,713,478 | 5,057,516 | |||||
Depreciation and amortization | 271,485 | 540,582 | |||||
General and administrative | 3,933,413 | 8,552,609 | |||||
Research and development cost | 91,607 | 184,539 | |||||
Total operating expenses | 7,009,983 | 14,335,246 | |||||
Income (loss) from operations | 1,427,594 | 195,435 | |||||
Loss on sale of assets | (32,339) | (34,742) | |||||
Interest expense | (62,127) | (116,602) | |||||
Interest income | 23,416 | 53,856 | |||||
Loss on foreign currency exchange transactions | (621,887) | (1,036,783) | |||||
Other income | 6,823 | 28,383 | |||||
Total other income (expenses) | (686,114) | (1,105,888) | |||||
Net income (loss) before income taxes | 741,480 | (910,453) | |||||
Income tax provision | (338,884) | (378,759) | |||||
Net income (loss) from continuing operations | 402,596 | (1,289,212) | |||||
Non-controlling interest | (1,388,272) | (1,462,183) | |||||
Net income (loss) attributable to NetSol | $ (985,676) | $ (2,751,395) | |||||
Net income (loss) per common share - Basic | $ (0.09) | $ (0.26) | |||||
Net income (loss) per common share - Diluted | $ (0.09) | $ (0.26) | |||||
Weighted average number of shares outstanding - Basic | 10,877,446 | 10,783,685 | |||||
Weighted average number of shares outstanding - Diluted | 10,877,446 | 10,783,685 | |||||
Translation adjustment | $ (944,837) | $ 149,237 | |||||
Comprehensive income (loss) | (1,930,513) | (2,602,158) | |||||
Comprehensive income (loss) attributable to non-controlling interest | (276,575) | 47,138 | |||||
Comprehensive income (loss) attributable to NetSol | (1,653,938) | (2,649,296) | |||||
Depreciation and amortization | 3,190,218 | ||||||
Provision for bad debts | 1,026 | ||||||
Loss on sale of assets | 32,339 | 34,742 | |||||
Stock issued for services | 1,525,775 | ||||||
Fair market value of warrants and stock options granted | 21,804 | ||||||
Accounts receivable | 3,678,110 | ||||||
Accounts receivable - related party | 829,285 | ||||||
Revenues in excess of billing | (7,219,089) | ||||||
Revenues in excess of billing - related party | 285,791 | ||||||
Other current assets | 585,147 | ||||||
Accounts payable and accrued expenses | 334,241 | ||||||
Unearned revenue | (1,908,440) | ||||||
Net cash used in operating activities | 69,398 | ||||||
Purchases of property and equipment | (1,074,316) | ||||||
Sales of property and equipment | 181,087 | ||||||
Purchase of treasury stock | (38,885) | ||||||
Investment | (705,555) | ||||||
Net cash used in investing activities | (1,637,669) | ||||||
Proceeds from the exercise of stock options and warrants | 429,452 | ||||||
Proceeds from exercise of subsidiary options | 18,089 | ||||||
Dividend paid by subsidiary to Non controlling interest | (968,657) | ||||||
Payments on capital lease obligations and loans - net | (69,998) | ||||||
Net cash provided by financing activities | (591,114) | ||||||
Effect of exchange rate changes | 107,241 | ||||||
Net decrease in cash and cash equivalents | (2,052,144) | ||||||
Cash and cash equivalents, beginning of the period | 11,557,527 | ||||||
Cash and cash equivalents, end of period | 9,505,383 | 9,505,383 | |||||
Amount of Restatement [Member] | |||||||
Cash and cash equivalents | |||||||
Revenues in excess of billings | 373,406 | ||||||
Total current assets | 373,406 | ||||||
Total assets | 373,406 | ||||||
Unearned revenues | 77,821 | ||||||
Total current liabilities | 77,821 | ||||||
Total liabilities | 77,821 | ||||||
Commitments and contingencies | |||||||
Preferred stock, $.01 par value; 500,000 shares authorized; | |||||||
Accumulated deficit | 196,890 | ||||||
Total NetSol stockholders’ equity | 196,890 | ||||||
Non-controlling interest | 98,695 | ||||||
Total stockholders’ equity | 295,585 | ||||||
Total liabilities and stockholders’ equity | $ 373,406 | ||||||
License fees | (1,580,529) | 373,406 | |||||
Maintenance fees | (198,797) | (77,821) | |||||
Total net revenues | (1,779,326) | 295,585 | |||||
Total cost of revenues | |||||||
Gross profit | (1,779,326) | 295,585 | |||||
Total operating expenses | |||||||
Income (loss) from operations | (1,779,326) | 295,585 | |||||
Total other income (expenses) | |||||||
Net income (loss) before income taxes | (1,779,326) | 295,585 | |||||
Net income (loss) from continuing operations | (1,779,326) | 295,585 | |||||
Non-controlling interest | 596,608 | (98,695) | |||||
Net income (loss) attributable to NetSol | $ (1,182,718) | $ 196,890 | |||||
Net income (loss) per common share - Basic | $ (0.11) | $ 0.03 | |||||
Net income (loss) per common share - Diluted | $ (0.11) | $ 0.03 | |||||
Weighted average number of shares outstanding - Basic | 10,877,446 | 10,783,685 | |||||
Weighted average number of shares outstanding - Diluted | 10,877,446 | 10,783,685 | |||||
Translation adjustment | |||||||
Comprehensive income (loss) | (1,182,718) | 262,469 | |||||
Comprehensive income (loss) attributable to non-controlling interest | |||||||
Comprehensive income (loss) attributable to NetSol | (1,182,718) | 262,469 | |||||
Revenues in excess of billing | (373,406) | ||||||
Unearned revenue | 77,821 | ||||||
Net cash used in operating activities | |||||||
Net cash used in investing activities | |||||||
Net cash provided by financing activities | |||||||
Net decrease in cash and cash equivalents | |||||||
Cash and cash equivalents, end of period |
Restatement of Previously Iss85
Restatement of Previously Issued Financial Statements - Schedule of Condensed Consolidated Financial Statements (Details) (Parenthetical) - USD ($) | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 |
Accounting Changes and Error Corrections [Abstract] | ||||
Accounts receivable, allowance | $ 347,413 | $ 571,511 | $ 495,760 | $ 492,498 |
Preferred stock, par value | $ .01 | $ .01 | $ .01 | $ .01 |
Preferred stock, shares authorized | 500,000 | 500,000 | 500,000 | 500,000 |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 14,500,000 | 14,500,000 | 14,500,000 | 14,500,000 |
Common stock, shares issued | 11,395,401 | 11,225,385 | 10,993,054 | 10,958,275 |
Common stock, shares outstanding | 11,221,347 | 11,190,606 | 10,713,372 | 10,686,093 |
Treasury stock, shares | 174,054 | 34,779 | 34,779 | 27,279 |