Basis of Presentation and Summary of Significant Accounting Policies | NOTE 1 BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES These statements should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2014. The operating results and cash flows for the nine-month period ended September 30, 2015 are not necessarily indicative of the results that will be achieved for the full fiscal year ending December 31, 2015 or for future periods. The accompanying condensed consolidated financial statements have been prepared without audit and reflect all adjustments, consisting of normal recurring adjustments, which are, in our opinion, necessary for a fair statement of the financial position and the results of operations for the interim periods. Preparing financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Estimates are used for, but not limited to, accounting for the allowance for doubtful accounts, impairment costs, depreciation and amortization, sales returns and discounts, warranty costs, uncertain tax positions and the recoverability of deferred tax assets, stock compensation, contingencies, and the fair value of assets and liabilities disclosed. Actual results and outcomes may differ from our estimates and assumptions. The statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) and pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such SEC rules and regulations. The balance sheet at December 31, 2014 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. Consolidation Effective April 30, 2011, we completed our acquisition of Sole Vision Technologies (dba MEGAsys), a company based in Taiwan. We consolidate our financial statements with the financial statements of MEGAsys. All intercompany balances and transactions have been eliminated in consolidation. Going Concern The accompanying condensed consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Our Audit Report on the Consolidated Financial Statements for the year ended December 31, 2014 contained a going concern qualification. Since inception, we have generated an accumulated deficit from operations of approximately $30.6 million at September 30, 2015 and have used approximately $2.7 million in cash to fund operations through the nine months ended September 30, 2015. As a result, a significant risk exists regarding our ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from this uncertainty. We adopted a multi-step plan to enable us to continue to operate and begin to report operating profits. The highlights of that plan are as follows: ● We developed Sentir ® ● We introduced the ZEE ® ● We developed IvedaMobile ® ● In August 2015, we launched IvedaHome, a cloud-based home automation system, enabled for Sentir. The system is wireless and simple to install for the telcos residential and small business customers. ● We are actively collaborating with certain foreign telecommunications and manufacturing companies to resell our products and services in their respective countries and are actively engaged in such sales processes with other similar companies. We are licensing Sentir and selling the ZEE line of cameras. ● In December 2014, we entered into an agreement (the Debenture and Warrant Amendment) with the holders of certain debentures (the 2013 Debentures) and certain warrants (the 2013 Warrants), pursuant to which the holders agreed to cancel the 2013 Debentures and convert them into an aggregate of 3,600,000 shares of our newly issued Series A Preferred Stock. As inducement to enter into the Debenture and Warrant Amendment, we issued to the holders additional warrants to purchase shares of our common stock. ● As of the final closing of a private placement on March 13, 2015, we raised approximately $3.1 million through the sale of Series B Preferred Stock. ● During July 2014 we launched a new website highlighting our licensing business model, which focuses on telecommunications companies, data centers, ISPs, cable companies, and other similar organizations. ● We reduced our U.S.-based segment operating costs by eliminating our direct project-based sales channel and all costs related to project-based sales and operations to focus our activities and resources on licensing Sentir. ● In November 2013, we hired Bob Brilon as our Chief Financial Officer and Executive Vice President of Business Development. Mr. Brilon has strong ties with the investment community and has extensive experience with strategic growth planning and domestic and foreign institutional investors, which have been and will continue to be instrumental to our market expansion, global distribution of our cloud video surveillance and data management platform, and raising capital to fund our growth. In February 2014, Mr. Brilon was appointed as our President. Concentrations Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. Substantially all cash is deposited in two financial institutions, one in the United States and one in Taiwan. At times, amounts on deposit in the United States may be in excess of the Federal Deposit Insurance Corporation (FDIC) insurance limit. Deposits in Taiwan financial institutions are insured by Central Deposit Insurance Corporation (CDIC) with maximum coverage of NTD 3 million. At times, amounts on deposit in Taiwan may be in excess of the CDIC insurance limit. Accounts receivable are unsecured, and we are at risk to the extent such amount becomes uncollectible. We perform periodic credit evaluations of our customers financial condition and generally do not require collateral. U.S.-based segment revenue from two customers represented approximately 28% of total revenue for the nine months ended September 30, 2015, and four customers represented approximately 91% of the total U.S.-based segment accounts receivable at September 30, 2015. Taiwan-based segment revenue from three customers represented approximately 79% of total revenue for the nine months ended September 30, 2015, and four customers represented approximately 96% of total Taiwan-based segment accounts receivable at September 30, 2015. Intangible Assets Intangible assets consist of trademarks and other intangible assets associated with the purchase price allocation of MEGAsys. Such assets are being amortized over their estimated useful lives ranging from nine months to ten years. Other intangible assets are fully amortized at September 30, 2015. Future amortization of trademarks is as follows: 2015 $ 5,000 2016 20,000 2017 20,000 2018 20,000 Thereafter 46,666 Total $ 111,666 Fair Value of Financial Instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to us as of September 30, 2015 and December 31, 2014. The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accounts receivable, accounts payable, accrued expenses, and amounts due to related parties. Fair values were assumed to approximate carrying values for these financial instruments because either they are short-term in nature and their carrying amounts approximate their fair values or they are receivable or payable on demand. Derivative Financial Instruments We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at the reporting date, with changes in the fair value reported in the consolidated statements of operations. For stock-based derivative financial instruments, we use the Black-Scholes option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. Our derivative liability relates to the 2013 Warrants issued in connection with the 2013 Debentures (subsequently converted to Series A Preferred Stock on December 9, 2014). These warrants contain a ratchet provision, which allows the exercise price to adjust downward based on certain events. Segment Information We conduct operations in various geographic regions. The operations conducted and the customer bases located in the foreign countries are similar to the operations conducted and the customer bases located in the United States. The net revenue and net assets (liabilities) for other significant geographic regions are as follows: September 30, 2015 Net Revenue Net Assets (Liabilities) United States $ 201,032 $ (553,187 ) Republic of China (Taiwan) $ 1,923,726 $ (118,127 ) Furthermore, due to operations in various geographic locations, we are susceptible to changes in national, regional, and local economic conditions, demographic trends, consumer confidence in the economy, and discretionary spending priorities that may have a material adverse effect on our future operations and results. We are required to collect certain taxes and fees from customers on behalf of government agencies and remit them back to the applicable governmental agencies on a periodic basis. The taxes and fees are legal assessments to the customer, for which we have a legal obligation to act as a collection agent. Because we do not retain the taxes and fees, we do not include such amounts in revenue. We record a liability when the amounts are collected and relieve the liability when payments are made to the applicable governmental agencies. We operate two reportable business segments as defined in ASC 280, Segment Reporting. We have a U.S.-based segment, Iveda, and a Taiwan-based segment, MEGAsys. Each segment has a chief operating decision maker and management personnel who review their respective segments performance as it relates to revenue, operating profit, and operating expenses. Statements of operations for the three and nine months ended September 30, 2015 for each of our reporting segments are provided below. Three Months Three Months Condensed Ended Sept. 30, 2015 Ended Sept. 30, 2015 Consolidated Iveda MEGAsys Total Revenue $ 52,797 $ 770,577 $ 823,374 Cost of Revenue 37,546 596,380 633,926 Gross Profit 15,251 174,197 189,448 Depreciation and Amortization 36,236 3,092 39,328 General and Administrative 683,358 131,914 815,272 Gain (Loss) from Operations (704,343 ) 39,191 (665,152 ) Foreign Currency Gain 929 168 1,097 Gain on Derivatives 8,792 - 8,792 Gain on Disposal of Assets, Net 4,642 - 4,642 Interest Income 6,068 (6 ) 6,062 Interest Expense (300,071 ) (9,196 ) (309,267 ) Gain (Loss) Before Income Taxes (983,983 ) 30,157 (953,826 ) Benefit (Provision) for Income Taxes - 120 120 Net Income (Loss) $ (983,983 ) $ 30,277 $ (953,706 ) Nine Months Nine Months Condensed Ended Sept. 30, 2015 Ended Sept. 30, 2015 Consolidated Iveda MEGAsys Total Revenue $ 201,032 $ 1,923,726 $ 2,124,758 Cost of Revenue 166,589 1,460,889 1,627,478 Gross Profit 34,443 462,837 497,280 Depreciation and Amortization 137,366 11,264 148,630 General and Administrative 2,341,815 347,881 2,689,696 Gain (Loss) from Operations (2,444,738 ) 103,692 (2,341,046 ) Foreign Currency Gain 8,644 1,579 10,223 Gain on Derivatives 51,383 - 51,383 Loss on Disposal of Assets, Net (24,812 ) - (24,812 ) Interest Income 18,273 1,466 19,739 Interest Expense (348,584 ) (27,609 ) (376,193 ) Gain (Loss) Before Income Taxes (2,739,834 ) 79,128 (2,660,706 ) Benefit (Provision) for Income Taxes - (12,733 ) (12,733 ) Net Income (Loss) $ (2,739,834 ) $ 66,395 $ (2,673,439 ) Revenue as shown below represents sales to external customers for each segment. Intercompany revenue is immaterial and has been eliminated. Additions to long-lived assets as presented in the following table represent capital expenditures. Inventories and property and equipment for operating segments are regularly reviewed by management and are therefore provided below. Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Revenue United States $ 52,797 $ 270,142 $ 201,032 $ 791,911 Republic of China (Taiwan) 770,577 218,867 1,923,726 423,224 $ 823,374 $ 489,009 $ 2,124,758 $ 1,215,135 Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 Operating Earnings (Loss) United States $ (704,343 ) $ (1,061,072 ) $ (2,444,738 ) $ (3,856,447 ) Republic of China (Taiwan) 39,191 (67,224 ) 103,692 (128,936 ) $ (665,152 ) $ (1,128,296 ) $ (2,341,046 ) $ (3,985,383 ) Nine Months Ended September 30, 2015 2014 Property and Equipment, Net United States $ 324,064 $ 543,580 Republic of China (Taiwan) 7,049 20,966 $ 331,113 $ 564,546 Nine Months Ended September 30, 2015 2014 Additions to (Deletions from) Long-Lived Assets United States $ (6,295 ) $ 245,437 Republic of China (Taiwan) (1,162 ) - $ (7,457 ) $ 245,437 Nine Months Ended September 30, 2015 2014 Inventory United States $ 247,810 $ 318,560 Republic of China (Taiwan) 102,219 119,109 $ 350,029 $ 437,669 Nine Months Ended September 30, 2015 2014 Total Assets United States $ 1,110,608 $ 1,583,716 Republic of China (Taiwan) 1,796,726 2,236,931 $ 2,907,334 $ 3,820,647 Reclassification Certain amounts in 2014 may have been reclassified to conform to the 2015 presentation. New Accounting Standards There were no new standards recently issued which would have an impact on our operations or disclosures. |