Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 10, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | EXP World Holdings, Inc. | |
Entity Central Index Key | 1,495,932 | |
Document Type | 10-Q/A | |
Document Period End Date | Sep. 30, 2017 | |
Amendment Flag | true | |
Current Fiscal Year End Date | --12-31 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 53,995,962 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,017 | |
Amendment Description | Restated financials |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 3,347,910 | $ 1,684,608 |
Restricted cash | 1,134,109 | 481,704 |
Accounts receivable, net of allowance $177,563 and $133,845, respectively | 7,549,469 | 3,015,767 |
Prepaids and other assets | 587,904 | 383,563 |
TOTAL CURRENT ASSETS | 12,619,392 | 5,565,642 |
OTHER ASSETS | ||
Fixed assets, net | 1,298,215 | 538,405 |
TOTAL OTHER ASSETS | 1,298,215 | 538,405 |
TOTAL ASSETS | 13,917,607 | 6,104,047 |
CURRENT LIABILITIES | ||
Accounts payable | 412,439 | 317,420 |
Customer deposits | 1,134,109 | 481,704 |
Accrued expenses | 7,745,153 | 2,742,119 |
Notes payable | 0 | 35,778 |
TOTAL CURRENT LIABILITIES | 9,291,701 | 3,577,021 |
Commitments and Contingencies | ||
STOCKHOLDERS' EQUITY | ||
Common Stock, $0.00001 par value 220,000,000 shares authorized; 53,995,962 shares and 52,316,679 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively | 540 | 523 |
Additional paid-in capital | 25,444,754 | 12,987,707 |
Accumulated deficit | (20,827,262) | (10,465,409) |
Accumulated other comprehensive income (loss) | 7,874 | 4,205 |
TOTAL STOCKHOLDERS' EQUITY | 4,625,906 | 2,527,026 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 13,917,607 | $ 6,104,047 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 177,563 | $ 133,845 |
Common stock shares authorized | 220,000,000 | 220,000,000 |
Common stock par value | $ .00001 | $ 0.00001 |
Common stock shares issued | 53,995,962 | 52,316,679 |
Common stock shares outstanding | 53,995,962 | 52,316,679 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Net Revenues | $ 47,371,745 | $ 15,678,677 | $ 107,880,869 | $ 35,749,487 |
Operating expenses | ||||
Cost of revenues | 42,903,624 | 13,312,906 | 96,604,633 | 30,647,880 |
General and administrative | 9,175,260 | 3,587,789 | 19,643,788 | 6,883,480 |
Professional fees | 223,811 | 140,804 | 906,654 | 414,197 |
Sales and marketing | 380,452 | 158,968 | 1,030,497 | 358,396 |
Total expenses | 52,683,147 | 17,200,467 | 118,185,572 | 38,303,953 |
Net loss from operations | (5,311,402) | (1,521,790) | (10,304,703) | (2,554,466) |
Other income and (expenses) | ||||
Other income | 0 | (432) | 0 | 14 |
Interest expense | (58) | 0 | (5,535) | 0 |
Total other income and (expenses) | (58) | (432) | (5,535) | 14 |
Loss from before income tax expense | (5,311,460) | (1,522,222) | (10,310,238) | (2,554,452) |
Income tax expense | (3,277) | (7,444) | (51,615) | (33,015) |
Net loss | (5,314,737) | (1,529,666) | (10,361,853) | (2,587,467) |
Net loss attributable to non-controlling interest in subsidiary | 0 | 8,613 | 0 | 20,913 |
Net loss attributable to common shareholders | $ (5,314,737) | $ (1,521,053) | $ (10,361,853) | $ (2,566,554) |
Net loss per share attributable to common shareholders | ||||
Basic from continuing operations | $ (0.10) | $ (0.03) | $ (0.20) | $ (0.05) |
Diluted from continuing operations | $ (0.10) | $ (0.03) | $ (0.20) | $ (0.05) |
Weighted average shares outstanding | ||||
Basic | 53,335,822 | 51,225,817 | 52,837,134 | 50,929,102 |
Diluted | 53,335,822 | 51,225,817 | 52,837,134 | 50,929,102 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (5,314,737) | $ (1,529,666) | $ (10,361,853) | $ (2,587,467) |
Other comprehensive loss: | ||||
Foreign currency translation adjustments, net of tax | 856 | 10,515 | 3,669 | 15,604 |
Comprehensive loss | (5,313,881) | (1,519,151) | (10,358,184) | (2,571,863) |
Comprehensive loss attributable to non-controlling interest in subsidiary | 0 | 8,613 | 0 | 20,913 |
Comprehensive loss attributable to common shareholders | $ (5,313,881) | $ (1,510,538) | $ (10,358,184) | $ (2,550,950) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
OPERATING ACTIVITIES | ||
Net loss | $ (10,361,853) | $ (2,587,467) |
Adjustments to reconcile net loss to cash provided by operating activities: | ||
Depreciation | 207,189 | 38,110 |
Stock compensation expense | 3,761,254 | 1,571,089 |
Stock option expense | 4,565,324 | 1,376,765 |
Agent Equity Program | 3,968,505 | 1,056,436 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (4,530,272) | (992,031) |
Prepaids and other assets | (321,576) | (320,114) |
Restricted cash | (652,405) | (384,761) |
Customer deposits | 652,405 | 384,761 |
Accounts payable | 95,019 | 305,438 |
Accrued expenses | 5,013,111 | 189,655 |
CASH PROVIDED BY OPERATING ACTIVITIES | 2,396,701 | 637,881 |
INVESTING ACTIVITIES | ||
Acquisition of property and equipment | (849,764) | (281,203) |
CASH USED IN INVESTING ACTIVITIES | (849,764) | (281,203) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of common stock | 142,158 | 0 |
Common stock issuance transaction costs | 0 | 0 |
Repurchase and retirement of common stock | (3,607) | 0 |
Repurchase and retirement of subsidiary common stock | 0 | (1,000) |
Proceeds from exercise of options | 20,000 | 1,000 |
Principal payments of notes payable | (35,778) | 0 |
CASH PROVIDED BY FINANCING ACTIVITIES | 122,773 | 0 |
Effect of changes in exchange rates on cash and cash equivalents | (6,408) | 15,604 |
Net change in cash and cash equivalents | 1,663,302 | 372,282 |
Cash and cash equivalents, beginning of period | 1,684,608 | 571,814 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 3,347,910 | 944,096 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for interest | 920 | 0 |
Cash paid for income taxes | 57,484 | 33,015 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Fixed asset purchases in accounts payable | $ 117,235 | $ 0 |
1. Background and Basis of Pres
1. Background and Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | eXp World Holdings, Inc. (the “Company” or “we” or “eXp”) was incorporated in the State of Delaware on July 30, 2008. Through various operating subsidiaries, the Company is a cloud-based real estate brokerage operating in most U.S. States, the District of Columbia and the provinces of Alberta and Ontario, Canada. The Company focuses on a number of cloud-based technologies in order to grow an international brokerage without the burden of physical bricks and mortar or redundant staffing costs. The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three-month and nine-month periods ended September 30, 2017 and 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017. |
2. Summary of Significant Accou
2. Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of eXp World Holdings, Inc., and its subsidiaries; eXp Realty Holdings, Inc.; First Cloud Mortgage, Inc. (dormant as of December 31, 2016 and through September 30, 2017); eXp Realty Associates, LLC; eXp Realty, LLC; eXp Realty of California, Inc.; eXp Realty of Canada, Inc.; and eXp Realty of Connecticut, LLC. All inter-company accounts and transactions have been eliminated upon consolidation. Use of Estimates The preparation of financial statements in conformity with US generally accepted accounting principles 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 Company regularly evaluates estimates and assumptions related to provisions for doubtful accounts, legal contingencies, income taxes, revenue recognition, stock-based compensation, expense accruals, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. Recently Issued Accounting Pronouncements In January 2017, the Company implemented accounting treatment as promulgated by FASB as issued in ASU No. 2016-09 Compensation – Stock Compensation (Topic 718). The new standard simplifies several aspects of the accounting for share-based payments, including accounting for income taxes, forfeitures and statutory tax withholding requirements, and classification within the statement of cash flows. The Company made an election to account for forfeitures of non-vested equity awards in the periods in which they occur. The treatments implemented did not have a material impact on the accompanying unaudited condensed consolidated financial statements as presented. In May 2016, the FASB issued ASU 2016-02 Leases (Topic 842). Under the new guidance a lessee is required to recognize lease liabilities and corresponding right-of-use assets, initially measured at the present value of lease payments, on the balance sheet for operating leases with terms greater than one year. Lessor accounting remains largely unchanged from existing lease accounting. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election not to recognize lease assets and lease liabilities. If the lessee makes the election, the lessee would recognize lease expense on a straight-line basis over the lease term. The Company is still evaluating our lease contracts however, we do not expect material changes to the timing and recognition of lease expense as a result of adoption of the ASU. This ASU update is effective in annual reporting periods beginning after December 15, 2018 and the interim periods within that year. In May 2014, the FASB issued ASU 2014-09 Revenue from Contracts with Customers (Topic 606). The objective of the revenue standard is to provide a single, comprehensive revenue recognition model for all contracts with customers to remove inconsistencies in requirements, provide a robust framework, improve comparability across entities and industries, provide more useful information to users and simplify the preparation of financial statements. The Company is still evaluating the potential impacts the new revenue standard may have as a result of adoption of the ASU however, we do not expect the new standard to have a material impact on financial results as the Company recognizes revenue at the completion of a residential real estate sale transaction, on a gross basis, which will not result in a change in the timing and recognition of revenue. This ASU is effective in annual reporting periods beginning after December 15, 2017 and the interim periods within that year. |
3. Fixed Assets, Net
3. Fixed Assets, Net | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets, Net | Fixed assets, net consisted of the following: As of September 30, 2017 As of December 31, 2016 Computer hardware and software $ 1,518,785 $ 219,590 Furniture, fixture and equipment 5,910 5,910 Total depreciable property and equipment 1,524,695 225,500 Less: accumulated depreciation and amortization (304,405 ) (97,216 ) Depreciable property, net 1,220,290 128,284 Assets under development 77,925 410,121 Fixed assets, net $ 1,298,215 $ 538,405 Depreciation expense for the nine months ended September 30, 2017 and 2016 was $207,189 and $38,110, respectively. Depreciation expense for the three months ended September 30, 2017 and 2016 was $112,487 and $12,555, respectively. |
4. Stockholders' Equity
4. Stockholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | As of September 30, 2017, the Company had 53,995,962 shares of common stock issued and outstanding. The following provides a detailed description of the stock based transactions completed since January 1, 2017: In January 2017, the Company issued the remaining 49,231 shares of restricted common stock to accredited investors following receipt of $160,000 of gross proceeds from the Company’s December 2016 private placement. The Company received total gross cash proceeds from the private placement of $760,000. During the nine months ended September 30, 2017, the Company issued 25,000 shares of restricted common stock upon the exercise of stock options, and received cash consideration totaling $20,000 upon payment of the exercise price for the options. During the nine months ended September 30, 2017, the Company repurchased and retired 1,307 shares of common stock for cash consideration totaling $3,607. During the nine months ended September 30, 2017, the Company issued 458,168 shares of restricted common stock in exchange for services totaling $3,761,254. Agent Equity Program The Company provides agents and brokers the opportunity to elect to receive 5% of commissions earned from each completed residential real estate transaction in the form of restricted common stock. If agents and brokers elect to receive portions of their commissions in restricted common stock, they are entitled to receive the equivalent number of shares of common stock, based on the fixed monetary value of the commission payable. During the nine months ended September 30, 2017 and 2016, the Company issued 1,197,422 and 648,608 shares, respectively, of restricted common stock to agents and brokers for $3,968,505 and $1,056,436, respectively for the settlement of commissions payable. Real Estate Agent Growth and Other Incentive Programs The Company administers an equity incentive program whereby agents and brokers become eligible to receive awards of the Company’s common stock through agent attraction and performance benchmarks. Agents who qualify, and who remain with the Company in good standing for the term of the applicable agreement, are awarded restricted common stock based on production milestones. Under this program, the Company awards restricted common stock to our agents and brokers that become issuable upon the achievement of certain milestones for both the individual and the recruited agents. Subsequent to achieving and maintaining the milestones, the awards vest ratably over service periods of three years. The following table illustrates the Company’s restricted stock activity for the following periods: Shares Weighted Average Grant Date Fair Value Balance, December 31, 2015 1,293,056 $ 0.45 Granted 2,452,965 3.65 Issued (503,922 ) 4.30 Forfeited (688,142 ) 0.62 Balance, December 31, 2016 2,553,957 2.82 Granted 1,719,744 3.27 Issued (383,492 ) 2.57 Forfeited (313,875 ) 2.24 Balance, September 30, 2017 3,576,334 $ 2.99 As of September 30, 2017, unvested restricted stock awards of approximately 2,084,000 shares had total unrecognized compensation costs totaling approximately $6,570,000. Stock Option Awards During the nine months ended September 30, 2017, the Company granted stock options to purchase 2,783,231 shares of common stock, with an estimated grant date fair value of $9,586,791. The assumptions used to estimate the grant date fair value of the awards issued for the nine months ended September 30, 2017 include: In January 2017, the Company modified certain terms of previously outstanding option awards to purchase 500,000 shares of common stock, including accelerating portions of the award to vest prior to the original terms and the forfeiture of unvested options to purchase 275,000 shares of common stock. As a result of this modification, the Company recognized approximately $368,000 of additional stock option expense during the nine months ended September 30, 2017. The following table illustrates the Company’s stock option activity for the following periods: Options Weighted Average Price Intrinsic Value Weighted Average Remaining Contractual Term (Years) Balance, December 31, 2015 7,281,250 $ 0.17 $ 0.17 6.75 Granted 4,130,000 1.53 – 9.75 Exercised (159,678 ) 0.13 1.42 – Forfeited (504,014 ) 1.19 3.36 – Balance, December 31, 2016 10,747,558 0.67 3.56 7.75 Granted 2,783,231 3.75 – 6.23 Exercised (25,000 ) 0.80 2.62 – Forfeited (2,537,970 ) 2.30 1.06 – Balance, September 30, 2017 10,967,819 1.47 2.80 6.81 Exercisable at September 30, 2017 7,274,946 0.42 3.00 5.65 Vested at September 30, 2017 7,607,170 $ 0.50 $ 2.97 5.79 For the nine months ended September 30, 2017 and September 30, 2016, the Company recognized total stock-based compensation associated with options of $4,565,324 and $1,376,765, respectively. For the three months ended September 30, 2017 and September 30, 2016, the Company recognized total stock-based compensation associated with options of $1,971,394 and $688,910, respectively. As of September 30, 2017, the total unrecognized compensation cost associated with options was approximately $8,518,000. |
5. Related Party Transactions
5. Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | In January 2017, and as part of her agreement to join the Company’s Board of Directors, Ms. Laurie Hawkes was granted an option to purchase a total of 350,000 shares of common stock from a significant stockholder at an exercise price of $4.22 per share. The Company estimated the grant date fair value of these options using a Black-Scholes model with the assumptions described in Footnote 4. The aggregate grant date fair value of this award was $1,333,501. During the nine months ended September 30, 2017, the Company recognized compensation cost totaling $254,522 associated with this award. Because the options were granted by a significant stockholder and not the Company, upon the exercise of the options, the Company will not receive any cash proceeds and will not be obligated to issue additional shares. |
6. Debt
6. Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Line of Credit We have a $500,000 line of credit with a variable interest rate computed on a 360-day year. The line of credit agreement requires us to comply with various financial covenants as well as customary affirmative and negative covenants that restrict our ability to, among other things, incur debt and liens, make significant investments, dispose of assets and make distributions without prior consent. The line of credit is secured by accounts receivable. The line of credit contains certain financial covenants, including a fixed charge coverage ratio and a tangible net worth. At September 30, 2017, we were in compliance with all of the financial covenants under the line of credit. As of September 30, 2017, we had no amount outstanding under the line of credit and have the entire amount remaining available of $500,000. |
7. Restatement of Previously Is
7. Restatement of Previously Issued Financial Statements | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Previously Issued Financial Statements | The Company has restated its consolidated financial statements as of and for the nine months ended September 30, 2017 and 2016. Errors were discovered by management during the course of its preparation of the Company’s Annual Report on Form 10-K and the audit of the financial results for the fiscal year ending December 31, 2017. The effect of the restatements on the Company’s balance sheets is not material and the restatements have no effect on reported cash flow from operations. The nature and impact of these adjustments are described below and detailed in the tables below. Equity-Based Payments During the first quarter of 2018 in preparation of our annual report and financial statement audit for the fiscal year ending December 31, 2017, the Company identified an error as a result of applying incorrect accounting guidance for equity-based payments for non-employees in its previously reported Consolidated Statement of Operations. In prior periods, the Company had erroneously accounted for these option grants to non-employees in the same manner that it had accounted for option grants to employees during that same time frame. The error resulted in an understatement of stock option expense in the amount of $252,152 and an overstatement of $4,289,974 for the three months ended September 30, 2017 and September 30, 2016, respectively. The error resulted in an understatement of stock option expense in the amount of $2,349,080 and an overstatement of $5,368,632 for the nine months ended September 30, 2017 and September 30, 2016, respectively. The adjustments made to the financial statements are set out in the tables below. In this same time frame, we identified an error in the accounting treatment for equity grants made to employees as a result of applying incorrect accounting guidance for equity-based payments for employees in its previously reported Consolidated Statement of Operations. In prior periods, the Company had accounted for these option grants to employees using the intrinsic value method. The Company concluded that it should have utilized the calculated value method. The error resulted in an overstatement of stock option expense in the amount of $3,259,971 and $9,653,574 for the three months ended September 30, 2017 and 2016, respectively. The error resulted in an understatement of stock option expense in the amount of $2,739,287 and an overstatement of $14,438,101 for the nine months ended September 30, 2017 and 2016, respectively. We also identified an error in the accounting treatment for equity grants made to non-employees in connection with our Agent Growth Incentive Plan. The error was the result of an incorrect application of the equity-based payments for non-employees which requires remeasurement of each award at each reporting date throughout the vesting period. The correction of this error resulted in an understatement of expenses by $195,811 and $720,770 for the three months ended September 30, 2017 and 2016, respectively. The correction of this error resulted in an overstatement of expenses by $141,619 and an understatement of $888,790 for the nine months ended September 30, 2017 and 2016, respectively. We previously did not recognize costs associated with a 20% discount to the fair value determined each month when issuing shares under our Agent Equity Program. The restated financial statements now include these additional charges as cost of sales expense in the restated periods. Other Adjustments In addition to the errors described above, the restated financial statements also include adjustments to correct certain other immaterial errors. Specifically, we previously recorded certain agent fees as revenue. These fees should be reported on a net basis as a reduction to the cost of sales expense. The restated financial statements now include the revisions in the restated periods. As disclosed in the Company’s Annual Report on Form 10-K, the Company restated its additional paid in capital and accumulated deficit at December 31, 2015 and December 31, 2014. As such, 2016 additional paid in capital and accumulated deficit reflect the cumulative adjustments made in prior years. All of the adjustments mentioned above are set out in the tables below: The unaudited Condensed Consolidated Balance Sheet at September 30, 2017: eXp World Holdings Inc. Condensed Consolidated Balance Sheet September 30, 2017 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated Assets Current Assets Cash and cash equivalents $ 3,347,910 $ – $ – $ – $ 3,347,910 Restricted cash 1,134,109 – – – 1,134,109 Accounts receivable, net of allowance $177,563 7,549,469 – – – 7,549,469 Prepaids and other assets 587,904 – – – 587,904 Total Current Assets 12,619,392 – – – 12,619,392 Other Assets Fixed assets, net 1,298,215 – – – 1,298,215 Total Other Assets 1,298,215 – – – 1,298,215 Total Assets $ 13,917,607 $ – $ – $ – $ 13,917,607 Liabilities and Stockholders' Equity Current Liabilities Accounts payable $ 412,439 $ – $ – $ – 412,439 Customer deposits 1,134,109 – – – 1,134,109 Accrued expenses 7,745,153 – – – 7,745,153 Notes payable – – – – – Total Current Liabilities 9,291,701 – – – 9,291,701 Commitments and contingencies – – – – – Stockholders' Equity eXp World Holdings, Inc. Stockholders' Equity: Common Stock, $0.00001 par value 220,000,000 shares authorized; 53,995,962 shares issued and outstanding at September 30, 540 – – – 540 Additional Paid in Capital 41,242,144 (17,787,587 ) 1,990,197 – 25,444,754 Accumulated deficit (36,624,652 ) 17,787,587 (1,990,197 ) – (20,827,262 ) Accumulated other comprehensive income (loss) 7,874 – – – 7,874 Total Stockholders' Equity 4,625,906 – – – 4,625,906 Total Liabilities and Stockholders' Equity $ 13,917,607 $ – $ – $ – $ 13,917,607 The unaudited Consolidated Statement of Operations for the three months ended September 30, 2017: eXp World Holdings Inc. Consolidated Statement of Operations For the three months ended September 30, 2017 As Previously Stock Option Agent Other As Restated Revenues $ 48,105,769 – – (734,024 ) $ 47,371,745 Operating expenses Cost of revenues 43,291,473 – 346,175 (734,024 ) 42,903,624 General and administrative 11,987,268 (3,007,819 ) 195,811 – 9,175,260 Professional fees 223,811 – – – 223,811 Sales and marketing 380,452 – – – 380,452 Total expenses 55,883,004 (3,007,819 ) 541,986 (734,024 ) 52,683,147 Net income (loss) from operations (7,777,235 ) 3,007,819 (541,986 ) – (5,311,402 ) Other income – – – – – Interest expense (58 ) – – – (58 ) Total other income and (expenses) (58 ) – – – (58 ) Net income (loss) from operations before income tax expense (7,777,293 ) 3,007,819 (541,986 ) – (5,311,460 ) Income tax expense (3,277 ) – – – (3,277 ) Net income (loss) (7,780,570 ) 3,007,819 (541,986 ) – (5,314,737 ) Net loss attributable to non-controlling interest in subsidiary – – – – – Net income (loss) attributable to common shareholders $ (7,780,570 ) 3,007,819 (541,986 ) – (5,314,737 ) Net loss per share attributable to common shareholders Basic from continuing operations $ (0.15 ) $ 0.06 $ (0.01 ) $ (0.00 ) $ (0.10 ) Diluted from continuing operations $ (0.15 ) $ 0.06 $ (0.01 ) $ (0.00 ) $ (0.10 ) Weighted average shares outstanding Basic 53,335,822 53,335,822 53,335,822 53,335,822 53,335,822 Diluted 53,335,822 53,335,822 53,335,822 53,335,822 53,335,822 The unaudited Consolidated Statement of Operations for the three months ended September 30, 2016: eXp World Holdings Inc. Consolidated Statement of Operations For the three months ended September 30, 2016 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated Revenues $ 15,756,956 – – (78,279 ) $ 15,678,677 Operating expenses Cost of revenues 13,294,452 – 96,733 (78,279 ) 13,312,906 General and administrative 16,810,567 (13,943,548 ) 720,770 – 3,587,789 Professional fees 140,804 – – – 140,804 Sales and marketing 158,968 – – – 158,968 Total expenses 30,404,791 (13,943,548) 817,503 (78,279) 17,200,467 Net income (loss) from operations (14,647,835 ) 13,943,548 (817,503 ) – (1,521,790 ) Other income (432 ) – – – (432 ) Interest expense – – – – – Total other income and (expenses) (432 ) – – – (432 ) Net income (loss) from operations before income tax expense (14,648,267 ) 13,943,548 (817,503 ) – (1,522,222 ) Income tax expense (7,444 ) – – – (7,444 ) Net income (loss) (14,655,711 ) 13,943,548 (817,503 ) – (1,529,666 ) Net loss attributable to non-controlling interest in subsidiary 8,613 – – – 8,613 Net income (loss) attributable to common shareholders $ (14,647,098 ) 13,943,548 (817,503 ) – (1,521,053 ) Net loss per share attributable to common shareholders Basic from continuing operations $ (0.29 ) $ 0.27 $ (0.01 ) $ (0.00 ) $ (0.03 ) Diluted from continuing operations $ (0.29 ) $ 0.27 $ (0.01 ) $ (0.00 ) $ (0.03 ) Weighted average shares outstanding Basic 51,225,817 51,225,817 51,225,817 51,225,817 51,225,817 Diluted 51,225,817 51,225,817 51,225,817 51,225,817 51,225,817 The unaudited Consolidated Statement of Operations for the nine months ended September 30, 2017: eXp World Holdings Inc. Consolidated Statement of Operations For the nine months ended September 30, 2017 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated Revenues $ 109,691,317 – – (1,810,448 ) $ 107,880,869 Operating expenses Cost of revenues 97,620,066 – 795,015 (1,810,448) 96,604,633 General and administrative 14,697,040 5,088,367 (141,619) – 19,643,788 Professional fees 906,654 – – – 906,654 Sales and marketing 1,030,497 – – – 1,030,497 Total expenses 114,254,257 5,088,367 653,396 (1,810,448) 118,185,572 Net income (loss) from operations (4,562,940 ) (5,088,367) (653,396 ) – (10,304,703 ) Other income – – – – – Interest expense (5,535 ) – – – (5,535 ) Total other income and (expenses) (5,535 ) – – – (5,535 ) Net income (loss) from operations before income tax expense (4,568,475 ) (5,088,367) (653,396 ) – (10,310,238 ) Income tax expense (51,615 ) – – – (51,615 ) Net income (loss) (4,620,090 ) (5,088,367) (653,396 ) – (10,361,853 ) Net loss attributable to non-controlling interest in subsidiary – – – – – Net income (loss) attributable to common shareholders $ (4,620,090 ) (5,088,367) (653,396 ) – (10,361,853 ) Net loss per share attributable to common shareholders Basic from continuing operations $ (0.09 ) $ 0.10 $ (0.01 ) $ (0.00 ) $ (0.20 ) Diluted from continuing operations $ (0.09 ) $ 0.10 $ (0.01 ) $ (0.00 ) $ (0.20 ) Weighted average shares outstanding Basic 52,837,134 52,837,134 52,837,134 52,837,134 52,837,134 Diluted 52,837,134 52,837,134 52,837,134 52,837,134 52,837,134 The unaudited Consolidated Statement of Cash Flows for the nine months ended September 30, 2017: eXp World Holdings Inc. Consolidated Statement of Cash Flows For the nine months ended September 30, 2017 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated OPERATING ACTIVITIES Net loss $ (4,620,090 ) (5,088,367 ) (653,396 ) – (10,361,853 ) Adjustments to reconcile net loss to cash provided by operating activities: Depreciation 207,189 – – – 207,189 Stock compensation expense 3,902,873 – (141,619 ) – 3,761,254 Stock option expense (523,043 ) 5,088,367 – – 4,565,324 Agent equity program 3,173,490 – 795,015 – 3,968,505 Deferred tax asset – – – – – Changes in operating assets and liabilities: Accounts receivable (4,530,272 ) – – – (4,530,272 ) Prepaids and other assets (321,576 ) – – – (321,576 ) Restricted Cash (652,405 ) – – – (652,405 ) Customer deposits 652,405 – – – 652,405 Accounts payable 95,019 – – – 95,019 Accrued expenses 5,013,111 – – – 5,013,111 CASH PROVIDED BY OPERATING ACTIVITIES 2,396,701 – – – 2,396,701 INVESTING ACTIVITIES Acquisition of property and equipment (849,764 ) – – – (849,764 ) CASH USED IN INVESTING ACTIVITIES (849,764 ) – – – (849,764 ) FINANCING ACTIVITIES Proceeds from issuance of common stock 142,158 – – – 142,158 Common stock issuance transaction costs – – – – – Proceeds from issuance of subsidiary common stock – – – – – Repurchase and retirement of common stock (3,607 ) – – – (3,607 ) Repurchase and retirement of subsidiary common stock – – – – – Proceeds from exercise of options 20,000 – – – 20,000 Proceeds from issuance of notes payable – – – – – Principal payments of notes payable (35,778 ) – – – (35,778 ) CASH PROVIDED BY FINANCING ACTIVITIES 122,773 – – – 122,773 Effect of changes in exchange rates on cash and cash equivalents (6,408 ) – – – (6,408 ) Net change in cash and cash equivalents 1,663,302 – – – 1,663,302 Cash and cash equivalents, beginning of period 1,684,608 – – – 1,684,608 CASH and CASH EQUIVALENTS, END OF PERIOD $ 3,347,910 – – – $ 3,347,910 SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: Cash paid for interest $ 920 – – – $ 920 Cash paid for income taxes $ 57,484 – – – $ 57,484 SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: Fixed asset purchases in accounts payable $ 117,235 – – – $ 117,235 The unaudited Consolidated Statement of Operations for the nine months ended September 30, 2016: eXp World Holdings Inc. Consolidated Statement of Operations For the nine months ended September 30, 2016 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated Revenues $ 36,181,796 – – (432,309 ) $ 35,749,487 Operating expenses Cost of revenues 30,868,564 – 211,625 (432,309 ) 30,647,880 General and administrative 25,801,423 (19,806,733 ) 888,790 – 6,883,480 Professional fees 414,197 – – – 414,197 Sales and marketing 358,396 – – – 358,396 Total expenses 57,442,580 (19,806,733) 1,100,415 (432,309) 38,303,953 Net income (loss) from operations (21,260,784 ) 19,806,733 (1,100,415 ) – (2,554,466 ) Other income 14 – – – 14 Interest expense – – – – – Total other income and (expenses) 14 – – – 14 Net income (loss) from operations before income tax expense (21,260,770 ) 19,806,733 (1,100,415 ) – (2,554,452 ) Income tax expense (33,015 ) – – – (33,015 ) Net income (loss) (21,293,785 ) 19,806,733 (1,100,415 ) – (2,587,467 ) Net loss attributable to non-controlling interest in subsidiary 20,913 – – – 20,913 Net income (loss) attributable to common shareholders $ (21,272,872 ) 19,806,733 (1,100,415 ) – (2,566,554 ) Net loss per share attributable to common shareholders Basic from continuing operations $ (0.42 ) $ 0.39 $ (0.02 ) $ (0.00 ) $ (0.05 ) Diluted from continuing operations $ (0.42 ) $ 0.39 $ (0.02 ) $ (0.00 ) $ (0.05 ) Weighted average shares outstanding Basic 50,929,102 50,929,102 50,929,102 50,929,102 50,929,102 Diluted 50,929,102 50,929,102 50,929,102 50,929,102 50,929,102 The unaudited Consolidated Statement of Cash Flows for the nine months ended September 30, 2016: eXp World Holdings Inc. Consolidated Statement of Cash Flows For the nine months ended September 30, 2016 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustments Other Adjustments As Restated OPERATING ACTIVITIES Net loss $ (21,293,785 ) 19,806,733 (1,100,415 ) – (2,587,467 ) Adjustments to reconcile net loss to cash provided by operating activities: Depreciation 38,110 – – – 38,110 Stock compensation expense 682,299 – 888,790 – 1,571,089 Stock option expense 21,183,498 (19,806,733 ) – – 1,376,765 Agent equity program 844,811 – 211,625 – 1,056,436 Deferred tax asset Changes in operating assets and liabilities: Accounts receivable (992,031 ) – – – (992,031 ) Prepaids and other assets (320,114 ) – – – (320,114 ) Restricted Cash (384,761 ) – – – (384,761 ) Customer deposits 384,761 – – – 384,761 Accounts payable 305,438 – – – 305,438 Accrued expenses 189,655 – – – 189,655 CASH PROVIDED BY OPERATING ACTIVITIES 637,881 – – – 637,881 INVESTING ACTIVITIES Acquisition of property and equipment (281,203 ) – – – (281,203 ) CASH USED IN INVESTING ACTIVITIES (281,203 ) – – (281,203 ) FINANCING ACTIVITIES Repurchase and retirement of common stock (1,000 ) – – – (1,000 ) Repurchase and retirement of subsidiary common stock 1,000 – – – 1,000 Proceeds from exercise of options – – – – – CASH PROVIDED BY FINANCING ACTIVITIES – – – – – Effect of changes in exchange rates on cash and cash equivalents 15,604 – – – 15,604 Net change in cash and cash equivalents 372,282 – – – 372,282 Cash and cash equivalents, beginning of period 571,814 – – – 571,814 CASH and CASH EQUIVALENTS, END OF PERIOD $ 944,096 – – – $ 944,096 SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: Cash paid for interest $ – – – – $ – Cash paid for income taxes $ 33,015 – – – $ 33,015 |
2. Summary of Significant Acc14
2. Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of eXp World Holdings, Inc., and its subsidiaries; eXp Realty Holdings, Inc.; First Cloud Mortgage, Inc. (dormant as of December 31, 2016 and through September 30, 2017); eXp Realty Associates, LLC; eXp Realty, LLC; eXp Realty of California, Inc.; eXp Realty of Canada, Inc.; and eXp Realty of Connecticut, LLC. All inter-company accounts and transactions have been eliminated upon consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US generally accepted accounting principles 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 Company regularly evaluates estimates and assumptions related to provisions for doubtful accounts, legal contingencies, income taxes, revenue recognition, stock-based compensation, expense accruals, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In January 2017, the Company implemented accounting treatment as promulgated by FASB as issued in ASU No. 2016-09 Compensation – Stock Compensation (Topic 718). The new standard simplifies several aspects of the accounting for share-based payments, including accounting for income taxes, forfeitures and statutory tax withholding requirements, and classification within the statement of cash flows. The Company made an election to account for forfeitures of non-vested equity awards in the periods in which they occur. The treatments implemented did not have a material impact on the accompanying unaudited condensed consolidated financial statements as presented. In May 2016, the FASB issued ASU 2016-02 Leases (Topic 842). Under the new guidance a lessee is required to recognize lease liabilities and corresponding right-of-use assets, initially measured at the present value of lease payments, on the balance sheet for operating leases with terms greater than one year. Lessor accounting remains largely unchanged from existing lease accounting. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election not to recognize lease assets and lease liabilities. If the lessee makes the election, the lessee would recognize lease expense on a straight-line basis over the lease term. The Company is still evaluating our lease contracts however, we do not expect material changes to the timing and recognition of lease expense as a result of adoption of the ASU. This ASU update is effective in annual reporting periods beginning after December 15, 2018 and the interim periods within that year. In May 2014, the FASB issued ASU 2014-09 Revenue from Contracts with Customers (Topic 606). The objective of the revenue standard is to provide a single, comprehensive revenue recognition model for all contracts with customers to remove inconsistencies in requirements, provide a robust framework, improve comparability across entities and industries, provide more useful information to users and simplify the preparation of financial statements. The Company is still evaluating the potential impacts the new revenue standard may have as a result of adoption of the ASU however, we do not expect the new standard to have a material impact on financial results as the Company recognizes revenue at the completion of a residential real estate sale transaction, on a gross basis, which will not result in a change in the timing and recognition of revenue. This ASU is effective in annual reporting periods beginning after December 15, 2017 and the interim periods within that year. |
3. Fixed Assets, Net (Tables)
3. Fixed Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | As of September 30, 2017 As of December 31, 2016 Computer hardware and software $ 1,518,785 $ 219,590 Furniture, fixture and equipment 5,910 5,910 Total depreciable property and equipment 1,524,695 225,500 Less: accumulated depreciation and amortization (304,405 ) (97,216 ) Depreciable property, net 1,220,290 128,284 Assets under development 77,925 410,121 Fixed assets, net $ 1,298,215 $ 538,405 |
4. Stockholders' Equity (Tables
4. Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Restricted stock activity table | Shares Weighted Average Grant Date Fair Value Balance, December 31, 2015 1,293,056 $ 0.45 Granted 2,452,965 3.65 Issued (503,922 ) 4.30 Forfeited (688,142 ) 0.62 Balance, December 31, 2016 2,553,957 2.82 Granted 1,719,744 3.27 Issued (383,492 ) 2.57 Forfeited (313,875 ) 2.24 Balance, September 30, 2017 3,576,334 $ 2.99 |
Stock option activity table | Options Weighted Average Price Intrinsic Value Weighted Average Remaining Contractual Term (Years) Balance, December 31, 2015 7,281,250 $ 0.17 $ 0.17 6.75 Granted 4,130,000 1.53 – 9.75 Exercised (159,678 ) 0.13 1.42 – Forfeited (504,014 ) 1.19 3.36 – Balance, December 31, 2016 10,747,558 0.67 3.56 7.75 Granted 2,783,231 3.75 – 6.23 Exercised (25,000 ) 0.80 2.62 – Forfeited (2,537,970 ) 2.30 1.06 – Balance, September 30, 2017 10,967,819 1.47 2.80 6.81 Exercisable at September 30, 2017 7,274,946 0.42 3.00 5.65 Vested at September 30, 2017 7,607,170 $ 0.50 $ 2.97 5.79 |
7. Restatement of Previously 17
7. Restatement of Previously Issued Financial Statements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Restated Financial Statements | The unaudited Condensed Consolidated Balance Sheet at September 30, 2017: eXp World Holdings Inc. Condensed Consolidated Balance Sheet September 30, 2017 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated Assets Current Assets Cash and cash equivalents $ 3,347,910 $ – $ – $ – $ 3,347,910 Restricted cash 1,134,109 – – – 1,134,109 Accounts receivable, net of allowance $177,563 7,549,469 – – – 7,549,469 Prepaids and other assets 587,904 – – – 587,904 Total Current Assets 12,619,392 – – – 12,619,392 Other Assets Fixed assets, net 1,298,215 – – – 1,298,215 Total Other Assets 1,298,215 – – – 1,298,215 Total Assets $ 13,917,607 $ – $ – $ – $ 13,917,607 Liabilities and Stockholders' Equity Current Liabilities Accounts payable $ 412,439 $ – $ – $ – 412,439 Customer deposits 1,134,109 – – – 1,134,109 Accrued expenses 7,745,153 – – – 7,745,153 Notes payable – – – – – Total Current Liabilities 9,291,701 – – – 9,291,701 Commitments and contingencies – – – – – Stockholders' Equity eXp World Holdings, Inc. Stockholders' Equity: Common Stock, $0.00001 par value 220,000,000 shares authorized; 53,995,962 shares issued and outstanding at September 30, 540 – – – 540 Additional Paid in Capital 41,242,144 (17,787,587 ) 1,990,197 – 25,444,754 Accumulated deficit (36,624,652 ) 17,787,587 (1,990,197 ) – (20,827,262 ) Accumulated other comprehensive income (loss) 7,874 – – – 7,874 Total Stockholders' Equity 4,625,906 – – – 4,625,906 Total Liabilities and Stockholders' Equity $ 13,917,607 $ – $ – $ – $ 13,917,607 The unaudited Consolidated Statement of Operations for the three months ended September 30, 2017: eXp World Holdings Inc. Consolidated Statement of Operations For the three months ended September 30, 2017 As Previously Stock Option Agent Other As Restated Revenues $ 48,105,769 – – (734,024 ) $ 47,371,745 Operating expenses Cost of revenues 43,291,473 – 346,175 (734,024 ) 42,903,624 General and administrative 11,987,268 (3,007,819 ) 195,811 – 9,175,260 Professional fees 223,811 – – – 223,811 Sales and marketing 380,452 – – – 380,452 Total expenses 55,883,004 (3,007,819 ) 541,986 (734,024 ) 52,683,147 Net income (loss) from operations (7,777,235 ) 3,007,819 (541,986 ) – (5,311,402 ) Other income – – – – – Interest expense (58 ) – – – (58 ) Total other income and (expenses) (58 ) – – – (58 ) Net income (loss) from operations before income tax expense (7,777,293 ) 3,007,819 (541,986 ) – (5,311,460 ) Income tax expense (3,277 ) – – – (3,277 ) Net income (loss) (7,780,570 ) 3,007,819 (541,986 ) – (5,314,737 ) Net loss attributable to non-controlling interest in subsidiary – – – – – Net income (loss) attributable to common shareholders $ (7,780,570 ) 3,007,819 (541,986 ) – (5,314,737 ) Net loss per share attributable to common shareholders Basic from continuing operations $ (0.15 ) $ 0.06 $ (0.01 ) $ (0.00 ) $ (0.10 ) Diluted from continuing operations $ (0.15 ) $ 0.06 $ (0.01 ) $ (0.00 ) $ (0.10 ) Weighted average shares outstanding Basic 53,335,822 53,335,822 53,335,822 53,335,822 53,335,822 Diluted 53,335,822 53,335,822 53,335,822 53,335,822 53,335,822 The unaudited Consolidated Statement of Operations for the three months ended September 30, 2016: eXp World Holdings Inc. Consolidated Statement of Operations For the three months ended September 30, 2016 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated Revenues $ 15,756,956 – – (78,279 ) $ 15,678,677 Operating expenses Cost of revenues 13,294,452 – 96,733 (78,279 ) 13,312,906 General and administrative 16,810,567 (13,943,548 ) 720,770 – 3,587,789 Professional fees 140,804 – – – 140,804 Sales and marketing 158,968 – – – 158,968 Total expenses 30,404,791 (13,943,548) 817,503 (78,279) 17,200,467 Net income (loss) from operations (14,647,835 ) 13,943,548 (817,503 ) – (1,521,790 ) Other income (432 ) – – – (432 ) Interest expense – – – – – Total other income and (expenses) (432 ) – – – (432 ) Net income (loss) from operations before income tax expense (14,648,267 ) 13,943,548 (817,503 ) – (1,522,222 ) Income tax expense (7,444 ) – – – (7,444 ) Net income (loss) (14,655,711 ) 13,943,548 (817,503 ) – (1,529,666 ) Net loss attributable to non-controlling interest in subsidiary 8,613 – – – 8,613 Net income (loss) attributable to common shareholders $ (14,647,098 ) 13,943,548 (817,503 ) – (1,521,053 ) Net loss per share attributable to common shareholders Basic from continuing operations $ (0.29 ) $ 0.27 $ (0.01 ) $ (0.00 ) $ (0.03 ) Diluted from continuing operations $ (0.29 ) $ 0.27 $ (0.01 ) $ (0.00 ) $ (0.03 ) Weighted average shares outstanding Basic 51,225,817 51,225,817 51,225,817 51,225,817 51,225,817 Diluted 51,225,817 51,225,817 51,225,817 51,225,817 51,225,817 The unaudited Consolidated Statement of Operations for the nine months ended September 30, 2017: eXp World Holdings Inc. Consolidated Statement of Operations For the nine months ended September 30, 2017 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated Revenues $ 109,691,317 – – (1,810,448 ) $ 107,880,869 Operating expenses Cost of revenues 97,620,066 – 795,015 (1,810,448) 96,604,633 General and administrative 14,697,040 5,088,367 (141,619) – 19,643,788 Professional fees 906,654 – – – 906,654 Sales and marketing 1,030,497 – – – 1,030,497 Total expenses 114,254,257 5,088,367 653,396 (1,810,448) 118,185,572 Net income (loss) from operations (4,562,940 ) (5,088,367) (653,396 ) – (10,304,703 ) Other income – – – – – Interest expense (5,535 ) – – – (5,535 ) Total other income and (expenses) (5,535 ) – – – (5,535 ) Net income (loss) from operations before income tax expense (4,568,475 ) (5,088,367) (653,396 ) – (10,310,238 ) Income tax expense (51,615 ) – – – (51,615 ) Net income (loss) (4,620,090 ) (5,088,367) (653,396 ) – (10,361,853 ) Net loss attributable to non-controlling interest in subsidiary – – – – – Net income (loss) attributable to common shareholders $ (4,620,090 ) (5,088,367) (653,396 ) – (10,361,853 ) Net loss per share attributable to common shareholders Basic from continuing operations $ (0.09 ) $ 0.10 $ (0.01 ) $ (0.00 ) $ (0.20 ) Diluted from continuing operations $ (0.09 ) $ 0.10 $ (0.01 ) $ (0.00 ) $ (0.20 ) Weighted average shares outstanding Basic 52,837,134 52,837,134 52,837,134 52,837,134 52,837,134 Diluted 52,837,134 52,837,134 52,837,134 52,837,134 52,837,134 The unaudited Consolidated Statement of Cash Flows for the nine months ended September 30, 2017: eXp World Holdings Inc. Consolidated Statement of Cash Flows For the nine months ended September 30, 2017 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated OPERATING ACTIVITIES Net loss $ (4,620,090 ) (5,088,367 ) (653,396 ) – (10,361,853 ) Adjustments to reconcile net loss to cash provided by operating activities: Depreciation 207,189 – – – 207,189 Stock compensation expense 3,902,873 – (141,619 ) – 3,761,254 Stock option expense (523,043 ) 5,088,367 – – 4,565,324 Agent equity program 3,173,490 – 795,015 – 3,968,505 Deferred tax asset – – – – – Changes in operating assets and liabilities: Accounts receivable (4,530,272 ) – – – (4,530,272 ) Prepaids and other assets (321,576 ) – – – (321,576 ) Restricted Cash (652,405 ) – – – (652,405 ) Customer deposits 652,405 – – – 652,405 Accounts payable 95,019 – – – 95,019 Accrued expenses 5,013,111 – – – 5,013,111 CASH PROVIDED BY OPERATING ACTIVITIES 2,396,701 – – – 2,396,701 INVESTING ACTIVITIES Acquisition of property and equipment (849,764 ) – – – (849,764 ) CASH USED IN INVESTING ACTIVITIES (849,764 ) – – – (849,764 ) FINANCING ACTIVITIES Proceeds from issuance of common stock 142,158 – – – 142,158 Common stock issuance transaction costs – – – – – Proceeds from issuance of subsidiary common stock – – – – – Repurchase and retirement of common stock (3,607 ) – – – (3,607 ) Repurchase and retirement of subsidiary common stock – – – – – Proceeds from exercise of options 20,000 – – – 20,000 Proceeds from issuance of notes payable – – – – – Principal payments of notes payable (35,778 ) – – – (35,778 ) CASH PROVIDED BY FINANCING ACTIVITIES 122,773 – – – 122,773 Effect of changes in exchange rates on cash and cash equivalents (6,408 ) – – – (6,408 ) Net change in cash and cash equivalents 1,663,302 – – – 1,663,302 Cash and cash equivalents, beginning of period 1,684,608 – – – 1,684,608 CASH and CASH EQUIVALENTS, END OF PERIOD $ 3,347,910 – – – $ 3,347,910 SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: Cash paid for interest $ 920 – – – $ 920 Cash paid for income taxes $ 57,484 – – – $ 57,484 SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: Fixed asset purchases in accounts payable $ 117,235 – – – $ 117,235 The unaudited Consolidated Statement of Operations for the nine months ended September 30, 2016: eXp World Holdings Inc. Consolidated Statement of Operations For the nine months ended September 30, 2016 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustment Other Adjustments As Restated Revenues $ 36,181,796 – – (432,309 ) $ 35,749,487 Operating expenses Cost of revenues 30,868,564 – 211,625 (432,309 ) 30,647,880 General and administrative 25,801,423 (19,806,733 ) 888,790 – 6,883,480 Professional fees 414,197 – – – 414,197 Sales and marketing 358,396 – – – 358,396 Total expenses 57,442,580 (19,806,733) 1,100,415 (432,309) 38,303,953 Net income (loss) from operations (21,260,784 ) 19,806,733 (1,100,415 ) – (2,554,466 ) Other income 14 – – – 14 Interest expense – – – – – Total other income and (expenses) 14 – – – 14 Net income (loss) from operations before income tax expense (21,260,770 ) 19,806,733 (1,100,415 ) – (2,554,452 ) Income tax expense (33,015 ) – – – (33,015 ) Net income (loss) (21,293,785 ) 19,806,733 (1,100,415 ) – (2,587,467 ) Net loss attributable to non-controlling interest in subsidiary 20,913 – – – 20,913 Net income (loss) attributable to common shareholders $ (21,272,872 ) 19,806,733 (1,100,415 ) – (2,566,554 ) Net loss per share attributable to common shareholders Basic from continuing operations $ (0.42 ) $ 0.39 $ (0.02 ) $ (0.00 ) $ (0.05 ) Diluted from continuing operations $ (0.42 ) $ 0.39 $ (0.02 ) $ (0.00 ) $ (0.05 ) Weighted average shares outstanding Basic 50,929,102 50,929,102 50,929,102 50,929,102 50,929,102 Diluted 50,929,102 50,929,102 50,929,102 50,929,102 50,929,102 The unaudited Consolidated Statement of Cash Flows for the nine months ended September 30, 2016: eXp World Holdings Inc. Consolidated Statement of Cash Flows For the nine months ended September 30, 2016 As Previously Reported on Form 10-Q Stock Option Expense Adjustment Agent Incentive Stock Compensation Expense Adjustments Other Adjustments As Restated OPERATING ACTIVITIES Net loss $ (21,293,785 ) 19,806,733 (1,100,415 ) – (2,587,467 ) Adjustments to reconcile net loss to cash provided by operating activities: Depreciation 38,110 – – – 38,110 Stock compensation expense 682,299 – 888,790 – 1,571,089 Stock option expense 21,183,498 (19,806,733 ) – – 1,376,765 Agent equity program 844,811 – 211,625 – 1,056,436 Deferred tax asset Changes in operating assets and liabilities: Accounts receivable (992,031 ) – – – (992,031 ) Prepaids and other assets (320,114 ) – – – (320,114 ) Restricted Cash (384,761 ) – – – (384,761 ) Customer deposits 384,761 – – – 384,761 Accounts payable 305,438 – – – 305,438 Accrued expenses 189,655 – – – 189,655 CASH PROVIDED BY OPERATING ACTIVITIES 637,881 – – – 637,881 INVESTING ACTIVITIES Acquisition of property and equipment (281,203 ) – – – (281,203 ) CASH USED IN INVESTING ACTIVITIES (281,203 ) – – (281,203 ) FINANCING ACTIVITIES Repurchase and retirement of common stock (1,000 ) – – – (1,000 ) Repurchase and retirement of subsidiary common stock 1,000 – – – 1,000 Proceeds from exercise of options – – – – – CASH PROVIDED BY FINANCING ACTIVITIES – – – – – Effect of changes in exchange rates on cash and cash equivalents 15,604 – – – 15,604 Net change in cash and cash equivalents 372,282 – – – 372,282 Cash and cash equivalents, beginning of period 571,814 – – – 571,814 CASH and CASH EQUIVALENTS, END OF PERIOD $ 944,096 – – – $ 944,096 SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: Cash paid for interest $ – – – – $ – Cash paid for income taxes $ 33,015 – – – $ 33,015 |
3. Fixed Assets, Net (Details)
3. Fixed Assets, Net (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Property and equipment, gross | $ 1,524,695 | $ 225,500 |
Less: accumulated depreciation and amortization | (304,405) | (97,216) |
Depreciable property, net | 1,220,290 | 128,284 |
Assets under development | 77,925 | 410,121 |
Fixed assets, net | 1,298,215 | 538,405 |
Computer hardware and software [Member] | ||
Property and equipment, gross | 1,518,785 | 219,590 |
Furniture, fixtures and equipment [Member] | ||
Property and equipment, gross | $ 5,910 | $ 5,910 |
3. Fixed Assets, Net (Details N
3. Fixed Assets, Net (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 112,487 | $ 12,555 | $ 207,189 | $ 38,110 |
4. Stockholders' Equity (Detail
4. Stockholders' Equity (Details - Restricted Stock) - Restricted Stock [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Restricted stock, beginning balance | 2,553,957 | 1,293,056 |
Restricted stock granted | 1,719,744 | 2,452,965 |
Restricted stock issued | (383,492) | (503,922) |
Restricted stock forfeited | (313,875) | (688,142) |
Restricted stock, ending balance | 3,576,334 | 2,553,957 |
Restricted stock, beginning balance, Weighted Average Grant Date Fair Value | $ 2.82 | $ 0.45 |
Restricted stock granted, Weighted Average Grant Date Fair Value | 3.27 | 3.65 |
Restricted stock issued, Weighted Average Grant Date Fair Value | 2.57 | 4.30 |
Restricted stock forfeited, Weighted Average Grant Date Fair Value | 2.24 | 0.62 |
Restricted stock, ending balance, Weighted Average Grant Date Fair Value | $ 2.99 | $ 2.82 |
4. Stockholders' Equity (Deta21
4. Stockholders' Equity (Details - Option activity) - Stock Options [Member] - $ / shares | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Options | |||
Options outstanding, beginning balance | 10,747,558 | 7,281,250 | |
Options granted | 2,783,231 | 4,130,000 | |
Options exercised | (25,000) | (159,678) | |
Options forfeited | (2,537,970) | (504,014) | |
Options outstanding, ending balance | 10,967,819 | 10,747,558 | 7,281,250 |
Options exercisable | 7,274,946 | ||
Options vested | 7,607,170 | ||
Weighted Average Exercise Price | |||
Weighted average exercise price, Options outstanding, beginning balance | $ 0.67 | $ 0.17 | |
Weighted average exercise price, Options granted | 3.75 | 1.53 | |
Weighted average exercise price, Options exercised | 0.80 | 0.13 | |
Weighted average exercise price, Options forfeited | 2.30 | 1.19 | |
Weighted average exercise price, Options outstanding, ending balance | 1.47 | 0.67 | $ 0.17 |
Weighted average exercise price, Options exercisable | 0.42 | ||
Weighted average exercise price, Options vested | 0.50 | ||
Intrinsic Value | |||
Intrinsic value, Options outstanding, beginning balance | 3.56 | 0.17 | |
Intrinsic value, Options granted | |||
Intrinsic value, Options exercised | 2.62 | 1.42 | |
Intrinsic value, Options forfeited | 1.06 | 3.36 | |
Intrinsic value, Options outstanding, ending balance | 2.80 | $ 3.56 | $ 0.17 |
Intrinsic value, Options exercisable | 3 | ||
Intrinsic value, Options vested | $ 2.97 | ||
Weighted Average Contractual Term | |||
Weighted average remaining contractual term, Options granted | 6 years 2 months 23 days | 9 years 9 months | |
Weighted average remaining contractual term, Options outstanding | 6 years 9 months 22 days | 7 years 9 months | 6 years 9 months |
Weighted average remaining contractual term, Options exercisable | 5 years 7 months 24 days | ||
Weighted average remaining contractual term, Options vested | 5 years 9 months 14 days |
4. Stockholders' Equity (Deta22
4. Stockholders' Equity (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Proceeds from exercise of stock options | $ 20,000 | $ 1,000 | ||||
Payment for repurchase of shares, amount | 3,607 | 0 | ||||
Stock option plan expense (benefit) | $ 4,979,213 | $ 14,632,458 | $ 4,565,324 | $ 1,376,765 | ||
Restricted Stock [Member] | ||||||
Unvested restricted stock awards remaining | 2,084,000 | 2,084,000 | ||||
Unrecognized compensation costs | $ 6,570,000 | $ 6,570,000 | ||||
Stock Options [Member] | ||||||
Stock options granted | 2,783,231 | |||||
Stock options granted, value | $ 9,586,791 | |||||
Assumptions - volatility range, minimum | 142.00% | |||||
Assumptions - volatility range, maximum | 157.00% | |||||
Assumptions - expected term | 6 years 3 months | |||||
Assumptions - risk free interest rate | 2.00% | |||||
Assumptions - dividend payments | $ 0 | |||||
Stock Options [Member] | ||||||
Stock issued for the exercise of stock options | 25,000 | 159,678 | ||||
Options outstanding | 10,967,819 | 10,967,819 | 10,747,558 | 7,281,250 | ||
Weighted average remaining contractual term | 6 years 9 months 22 days | 7 years 9 months | 6 years 9 months | |||
Stock options granted | 2,783,231 | 4,130,000 | ||||
Unrecognized compensation cost | $ 8,518,000 | $ 8,518,000 | ||||
Private Placement [Member] | ||||||
Gross proceeds from private placement | 760,000 | |||||
Modification of awards [Member] | ||||||
Stock option plan expense (benefit) | $ 368,000 | |||||
Restricted Stock [Member] | ||||||
Stock issued for services, shares | 458,168 | |||||
Stock issued for services, value | $ 3,761,254 | |||||
Restricted Stock [Member] | Exercise of Options [Member] | ||||||
Stock issued for the exercise of stock options | 25,000 | |||||
Proceeds from exercise of stock options | $ 20,000 | |||||
Restricted Stock [Member] | Accredited Investors [Member] | Private Placement [Member] | ||||||
Stock issued new, shares | 49,231 | |||||
Gross proceeds from private placement | $ 160,000 | |||||
Restricted Stock [Member] | Agents and Brokers [Member] | ||||||
Stock issued for settlement of commissions payable, shares | 1,197,422 | 648,608 | ||||
Stock issued for settlement of commissions payable, value | $ 3,968,505 | $ 1,056,436 | ||||
Common Stock [Member] | ||||||
Stock repurchased and retired, shares | 1,307 | |||||
Payment for repurchase of shares, amount | $ 3,607 |
5. Related Party Transactions (
5. Related Party Transactions (Details Narrative) - Hawkes [Member] | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
Option granted, shares available for purchase | shares | 350,000 |
Exercise price per share | $ / shares | $ 4.22 |
Fair value of award | $ 1,333,501 |
Share based compensation | $ 254,522 |
6. _Debt (Details Narrative)
6. Debt (Details Narrative) | Sep. 30, 2017USD ($) |
Debt Disclosure [Abstract] | |
Line of Credit, capacity | $ 500,000 |
Line of credit, available | $ 500,000 |