UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 20162023

OR

[  ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from __________ to ____________

Commission File No. 000-53285001-41345

IVEDA SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Nevada20-2222203
(State or other jurisdiction of(I.R.S. Employer
of incorporation or organization)Identification No.)
460 S. Greenfield Road, 1744 S Val Vista, Suite 5213
Mesa, Arizona8520685204
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code:(480)307-8700

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.00001 per share

Indicate by check mark whether the registrant:registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes[X] No[  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).Yes ☒ No ☐

Yes[X] No[  ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

(

Check one):

Large accelerated filer[  ]Accelerated filer[  ]
Non-accelerated filer[  ]Smaller reporting company[X]
(Do not check if a smaller reporting company)Emerging growth company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).: Yes[  ]No[X]

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.00001 par value per shareIVDAThe Nasdaq Stock Market. LLC
Common Stock Purchase WarrantsIVDAWThe Nasdaq Stock Market. LLC

ClassOutstanding as of August 1, 2023
Common Stock, $0.00001 par value per share16,012,639

As of August 10, 2016 there were outstanding 31,301,080 shares of the registrant’s common stock, $0.00001 par value.

 

 

 

TABLE OF CONTENTS

Page
PART I - FINANCIAL INFORMATION
ITEM 1.FINANCIAL STATEMENTS3
ITEM 1.FINANCIAL STATEMENTS3
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS2019
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK2425
ITEM 4.CONTROLS AND PROCEDURES2425
PART II - OTHER INFORMATION
ITEM 1.LEGAL PROCEEDINGS26
ITEM 1.1A.LEGAL PROCEEDINGSRISK FACTORS2526
ITEM 1A.2.RISK FACTORS25
ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS2526
ITEM 3.DEFAULTS UPON SENIOR SECURITIES2526
ITEM 4.MINE SAFETY DISCLOSURES2526
ITEM 5.OTHER INFORMATION26
ITEM 5.6.OTHER INFORMATIONEXHIBITS25
ITEM 6.EXHIBITS26
SIGNATURES27

2

 

PART 1 – FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTS.

IVEDA SOLUTIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

JUNE 30, 20162023 AND DECEMBER 31, 20152022

 June 30, 2016 December 31, 2015  June 30, 2023  December 31, 2022 
 (Unaudited) (Audited)  (UNAUDITED) (AUDITED) 
ASSETS                
CURRENT ASSETS                
Cash and Cash Equivalents $959,533  $206,925  $8,601,307  $7,312,095 
Restricted Cash  211,603   294,066   127,300   129,527 
Accounts Receivable, Net (including $166 and $27,512 from related party, respectively)  383,840   996,566 
Accounts Receivable, Net  236,931   1,222,690 
Inventory, Net  180,097   176,910   305,168   526,470 
Other Current Assets  186,630   316,210   231,989   371,990 
Total Current Assets  1,921,703   1,990,677   9,502,695   9,562,772 
                
PROPERTY AND EQUIPMENT, NET  141,842   189,094   465,182   32,911 
                
OTHER ASSETS                
Intangible Assets, Net  96,666   106,666 
Other Assets  234,574   162,381   270,721   267,387 
Total Other Assets  331,240   269,047   270,721   267,387 
                
Total Assets $2,394,785  $2,448,818  $10,238,598  $9,863,070 
                
LIABILITIES AND STOCKHOLDERS’ EQUITY                
        
CURRENT LIABILITIES                
Accounts and Other Payables $2,619,889  $2,604,126  $2,408,670  $1,638,727 
Due to Related Parties  440,000   714,820   -   - 
Short Term Debt  409,200   53,025   289,119   398,409 
Derivative Liability  54,229   53,152 
Current Portion of Long-Term Debt  46,195   -   -   65,408 
Total Current Liabilities  3,569,513   3,425,123   2,697,789   2,102,544 
                
LONG TERM DEBT  27,921   - 
        
LONG-TERM DIVIDENDS PAYABLE  836,655   653,242 
LONG-TERM DEBT  -   190,776 
                
STOCKHOLDERS’ EQUITY                
Preferred Stock, $0.00001 par value; 100,000,000 shares authorized        
Series A Preferred Stock, $0.00001 par value; 10,000,000 shares authorized, 3,938,077 and 4,003,592 shares ‘issued and outstanding as of June 30, 2016 and December 31, 2015 respectively  39   40 
Series B Preferred Stock, $0.00001 par value; 500 shares authorized, 302.5 outstanding as of June 30, 2016 and December 31, 2015, respectively  -   - 
Common Stock, $0.00001 par value; 100,000,000 shares authorized; 30,219,247 and 27,906,739 shares issued and outstanding as of June 30, 2016 and December 31, 2015, respectively  302   279 
Preferred Stock, $0.00001 par value; 100,000,000 shares authorized  -   - 
Series B Preferred Stock, $0.00001 par value; 500 shares authorized, no shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively  -   - 
        
Common Stock, $0.00001 par value; 100,000,000 shares authorized; 16,012,639 and 15,066,739 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively  160   150 
Additional Paid-In Capital  31,307,562   30,325,402   53,857,289   52,496,914 
Joint Venture Non-Controlled Portion  (59,967)  - 
Accumulated Comprehensive Loss  (39,643)  (41,970)  (242,367)  (220,643)
Accumulated Deficit  (33,307,564)  (31,913,298)  (46,014,306)  (44,706,671)
Total Stockholders’ Equity (Deficit)  (2,039,304)  (1,629,547)  7,540,809   7,569,750 
                
Total Liabilities and Stockholders’ Equity $2,394,785  $2,448,818  $10,238,598  $9,863,070 

See accompanying Notes to Condensed Consolidated Financial StatementsStatements.

3

 

IVEDA SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 20162023 AND 20152022

  For the Three
Months ended
June 30, 2023
  For the Three
Months ended
June 30, 2022
  For the Six
Months ended
June 30, 2023
  For the Six
Months ended
June 30, 2022
 
  (Unaudited)  (Unaudited)  (Unaudited)  (Unaudited) 
REVENUE                
Equipment Sales $2,315,997  $590,853  $4,320,215  $780,374 
Service Revenue  75,770   60,559   276,717   101,895 
Other Revenue  -   -   -   - 
TOTAL REVENUE  2,391,767   651,412   4,596,932   882,269 
                 
COST OF REVENUE  2,110,618   462,516   3,829,109   552,826 
                 
GROSS PROFIT  281,149   188,896   767,823   329,443 
                 
OPERATING EXPENSES                
General & Administrative  1,101,400   1,247,084   2,139,031   2,039,247 
Total Operating Expenses  1,101,400   1,247,084   2,139,031   2,039,247 
                 
LOSS FROM OPERATIONS  (820,251)  (1,058,188)  (1,371,208)  (1,709,804)
                 
OTHER INCOME (EXPENSE)                
Miscellaneous Income (Expense)  (22,411)  (4)  (22,358)  167 
Interest Income  28,237   6,693   48,099   7,309 
Interest Expense  (3,028)  (13,479)  (3,545)  (26,312)
                 
Total Other Income (Expense)  2,798   (6,790)  22,196   (18,836)
                 
Joint Venture Non-Controlled Interest  59,967       59,967     
                 
LOSS BEFORE INCOME TAXES  (757,486)  (1,064,978)  (1,289,045)  (1,728,640)
                 
BENEFIT (PROVISION) FOR INCOME TAXES  113   78   (18,590)  (3,058)
                 
NET LOSS $(757,373) $(1,064,900) $(1,307,635) $(1,731,698)
                 
BASIC AND DILUTED LOSS PER SHARE $(0.05) $(0.09) $(0.08) $(0.16)
                 
WEIGHTED AVERAGE SHARES  15,941,265   11,677,265   15,926,952   10,676,956 

*All share amounts and per share amounts reflect a reverse stock split of the outstanding shares of our Common Stock at a ratio of 1-for-8 effected on March 31, 2022.

See accompanying Notes to Condensed Consolidated Financial Statements.

4

 

  Three Months  Three Months  Six Months  Six Months 
  Ended  Ended  Ended  Ended 
  June 30, 2016  June 30, 2015  June 30, 2016  June 30, 2015 
  (Unaudited)  (Unaudited)  (Unaudited)  (Unaudited) 
             
REVENUE                
Equipment Sales $307,109  $726,695  $692,308  $1,141,218 
Service Revenue  25,907   46,911   50,390   145,251 
Other Revenue  5,608   1,955   8,443   14,915 
TOTAL REVENUE  338,624   775,561   751,141   1,301,384 
                 
COST OF REVENUE  256,252   634,857   586,662   993,552 
                 
GROSS PROFIT  82,372   140,704   164,479   307,832 
                 
OPERATING EXPENSES  524,447   967,788   1,173,394   1,983,727 
                 
LOSS FROM OPERATIONS  (442,075)  (827,084)  (1,008,915)  (1,675,895)
                 
OTHER INCOME (EXPENSE)                
Foreign Currency Gain  -   4,683   -   9,126 
Gain (Loss ) on Derivatives and Debt Conversion  (4,272)  5,659   (1,077)  42,591 
Gain (Loss) on Disposal of Assets  7,313   (29,454)  8,965   (29,454)
Interest Income  183   7,594   204   13,677 
Interest Expense  (21,147)  (28,894)  (42,019)  (66,925)
Total Other Income (Expense)  (17,923)  (40,412)  (33,927)  (30,985)
                 
LOSS BEFORE INCOME TAXES  (459,998)  (867,496)  (1,042,842)  (1,706,880)
                 
(PROVISION) FOR INCOME TAXES  (16,711)  (12,853)  (16,711)  (12,853)
                 
NET LOSS $(476,709) $(880,349) $(1,059,553) $(1,719,733)
                 
BASIC AND DILUTED LOSS PER SHARE $(0.02) $(0.03) $(0.04) $(0.06)
                 
WEIGHTED AVERAGE SHARES  29,267,353   27,380,701   28,673,883   27,344,729 

IVEDA SOLUTIONS, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

  Common
Shares
  Common
Stock
Amount
  Preferred
Shares
  Additional
Paid-in-Capital
  Accumulated
Deficit
  Accumulated
Other
Comprehensive
Income (Loss)
  Total
Stockholders’
Equity(Deficit)
 
                      
BALANCE AT December 31, 2021 (AUDITED)  9,668,369   97   0  -$40,727,518  $(41,361,401) $(143,493) $(777,279)
                             
Costs of Capital              (1,613,470)          (1,163,918)
Stock Based Compensation              120,581           120,581 
Common Stock issued for conversion error  65   -       -           - 
Common Stock issued for services  215,000   1       219,899           219,900 
Warrants for Services              5,555           5,555 
Exercise of options and warrants  8,215   -       23,000           23,000 
Common Stock Offering for Cash  1,885,000   19       8,011,231           8,011,250 
Common Stock and Pre-Funded Warrant Offering for Cash – August 2022  3,289,474   33       4,999,803           4,999,836 
Warrants sold in
Over allotment
              2,797           2,797 
Net Loss      -      -     (3,345,270)      (3,345,270)
Comprehensive Loss                      (77,150)  (77,150)
8 for 1 conversion adjustment  616   -                      
                             
BALANCE AT December 31, 2022  15,066,739  $150   0  -$52,496,914  $(44,706,671) $(220,643) $7,569,750 
Balance, value  15,066,739  $150   0  -$52,496,914  $(44,706,671) $(220,643) $7,569,750 
                             
Exercise of warrants issued August 2022  945,900   9       1,322,876           1,322,885 
Common Stock issued for services  28,626   1       37,499           37,500 
Joint Venture Non-Controlled Interest                          (59,967)
                             
Net Loss      -      -     (1,307,635)      (1,307,635)
Comprehensive Loss                      (21,724)  (21,724)
                             
BALANCE AT June 30, 2023 (UNAUDITED)  16,041,265  $160   0  -$53,867,289  $(46,014,306) $(242,367) $7,540,809 
Balance, value  16,041,265  $160   0  -$53,867,289  $(46,014,306) $(242,367) $7,540,809 

*All share amounts and per share amounts reflect a reverse stock split of the outstanding shares of our Common Stock at a ratio of 1-for-8 effected on March 31, 2022.

See accompanying Notes to Condensed Consolidated Financial Statements

5

 

IVEDA SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS)CASH FLOWS

FOR THE THREE AND SIX MONTHS ENDEDENDING JUNE 30, 20162023 AND 20152022

  Three Months  Three Months  Six Months  Six Months 
  Ended  Ended  Ended  Ended 
  June 30, 2016  June 30, 2015  June 30, 2016  June 30, 2015 
  (Unaudited)  (Unaudited)  (Unaudited)  (Unaudited) 
             
Net Loss $(476,709) $(880,349) $(1,059,553) $(1,719,733)
Other Comprehensive Loss                
Change in Equity Adjustment from Foreign Currency Translation, Net of Tax  (769)  565   2,327   2,096 
                 
Comprehensive Loss $(477,478) $(879,784) $(1,057,226) $(1,717,637)
  June 30, 2023  June 30, 2022 
  (UNAUDITED)  (UNAUDITED) 
CASH FLOWS FROM OPERATING ACTIVITIES        
Net Loss $(1,307,635) $(1,731,698)
Adjustments to Reconcile Net Loss to Net Cash Used by Operating Activities        
Depreciation and Amortization  7,191   4,959 
Interest Value of Convertible Debt Issued        
Stock Option Compensation  -   93,900 
Common Stock Issued for Services      167,900 
Common Stock Warrants Issued for Interest        
(Increase) Decrease in Operating Assets        
Accounts Receivable  982,419   371,050 
Inventory  217,085   (285,762)
Other Current Assets  136,909   22,220 
Other Assets  (8,219)  41,295 
Increase (Decrease) in Accounts and Other Payables  823,367   (825,640)
Net Cash Used in Operating Activities  851,117   (2,183,116)
         
CASH FLOWS FROM INVESTING ACTIVITIES        
Purchase of Property and Equipment  (439,708)  (1,964)
Net Cash Provided by (Used in) Investing Activities  (439,708)  (1,964)
         
CASH FLOWS FROM FINANCING ACTIVITIES        
Changes in Restricted Cash  (71)  9,596 
Proceeds from (Payments on) Short-Term Notes Payable/Debt  (104,046)  160,186 
Proceeds from (Payments to) Due to Related Parties  -   - 
Proceeds from (Payments to) Long-Term Debt  (256,126)  (78,900)
Philippines Joint Venture Non-Controlled portion  (59,967)    
Payments for Deferred Finance Costs  -   - 
Common Stock Issued, Net of (Cost of Capital)  1,360,385   6,961,457 
         
Net Cash Provided by Financing Activities  940,175   7,052,339 
         
EFFECT OF EXCHANGE RATE CHANGES ON CASH  (62,372)  (55,079)
         
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS  1,289,212   4,812,180 
         
Cash and Cash Equivalents- Beginning of Period  7,312,095   1,385,275 
         
CASH AND CASH EQUIVALENTS - END OF PERIOD $8,601,307  $6,197,455 

See accompanying Notes to Condensed Consolidated Financial StatementsStatements.

6

 

IVEDA SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED

FOR THE SIX MONTHS ENDEDENDING JUNE 30, 20162023 AND 20152022

  Six Months
Ended
  Six Months
Ended
 
  June 30, 2016  June 30, 2015 
  (Unaudited)  (Unaudited) 
       
CASH FLOWS FROM OPERATING ACTIVITIES        
Net Loss $(1,059,553) $(1,719,733)
Adjustments to Reconcile Net Loss to Net Cash Used by Operating Activities        
Depreciation and Amortization  58,278   109,302 
(Gain) Loss on Derivatives  1,077   - 
Stock Option Compensation  8,000   84,000 
Bad Debt Expense  -   3,085 
Inventory Valuation Allowance  -   1,000 
Common Stock Warrants Issued for Interest  3,000   14,826 
Gain on Derivatives and Debt Conversion  -   (42,591)
Loss on Disposal of Assets  -   29,454 
(Increase) Decrease in Operating Assets and Liabilities        
Accounts Receivable  623,961   (924,865)
Inventory  (1,147)  (30,715)
Other Current Assets  144,542   93,989 
Other Assets  (78,817)  (7,869)
Accounts and Other Payables  (13,433)  (46,905)
Net Cash Used in Operating Activities  (314,092)  (2,437,022)
         
CASH FLOWS FROM INVESTING ACTIVITIES        
Sale (Purchase) of Property and Equipment  (793)  (5,055)
Proceeds from Sale of Equipment  -   5,353 
Net Cash Provided by (Used in) Investing Activities  (793)  298 
         
CASH FLOWS FROM FINANCING ACTIVITIES        
Changes in Restricted Cash  87,250   461,896 
Proceeds from (Payments on) Short-Term Notes Payable/Debt  351,543   (68,406)
Proceeds from Exercise of Stock Options  8,969   - 
Proceeds from (Payments to) Due to Related Parties  (274,820)  (145,000)
Proceeds from Long-Term Debt, Net of Payments  73,085   (35,270)
Payments on Dividends  -   (2,956)
Sale of Common Stock, Net of Cost of Capital  813,999   - 
Series B Preferred Stock Issued, Net of Cost of Capital  -   2,821,482 
Net Cash Provided by Financing Activities  1,060,026   3,031,746 
         
EFFECT OF EXCHANGE RATE CHANGES ON CASH  7,467   1,632 
         
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS  752,608   596,654 
         
Cash and Cash Equivalents- Beginning of Period  206,925   87,900 
         
CASH AND CASH EQUIVALENTS - END OF PERIOD $959,533  $684,554 
  June 30, 2023  June 30, 2022 
  (UNAUDITED)  (UNAUDITED) 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION        
Interest Paid $3,545  $1,013 
Income Tax Paid $18,590  $- 
         
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES        
Common Stock issued for services $-  $167,900 

See accompanying Notes to Condensed Consolidated Financial StatementsStatements.

7

 

IVEDA SOLUTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED

FOR THE SIX MONTHS ENDED JUNE 30, 2016 AND 2015

  Six Months
Ended
  Six Months
Ended
 
  June 30, 2016  June 30, 2015 
  (Unaudited)  (Unaudited) 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION        
Interest Paid $14,384  $37,422 
         
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES        
Common Stock Issued for Investor Relations $-  $7,500 
Warrants Issued for Interest Expense $3,000  $7,327 
Dividends Converted to Common Stock $148,211  $- 
Common Stock Issued for Finance Costs $15,000  $- 

See accompanying Notes to Condensed Consolidated Financial Statements

IVEDA SOLUTIONS, INC.

NOTES TO THE (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

Iveda has been offering real-time IP video surveillance technologies to our customers since 2005. While we still offer video surveillance technologies, our core product line has evolved to include AI intelligent search technology that provide true intelligence to any video surveillance system and IoT (Internet of Things) devices and platforms. Our evolution is in response to digital transformation demands from many cities and organizations across the globe. Our IvedaAI intelligent video search technology adds critical intelligence to normally passive video surveillance systems. IvedaAI provides AI functions to any IP camera and most popular network video recorders (NVR) and video management systems (VMS). IvedaAI comes with an appliance or server, preconfigured with multiple AI functions based on the end user requirements.

AI Functions

NOTE 1BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESObject Search
Face Search (No Database Required)
● Face Recognition (from a Database)
License Plate Recognition (100+ Countries), includes make and model
Intrusion Detection
Weapon Detection
Fire Detection
People Counting
Vehicle Counting
Temperature Detection
Public Health Analytics (Facemask Detection,
QR and Barcode Detection

These statements shouldKey Features

Live Camera View
Live Tracking
Abnormality Detection – Vehicle/Person wrong direction detection
Vehicle/Person Loitering Detection
Fall Detection
Illegal Parking Detection
Heatmap Generation

IvedaAI consists of deep-learning video analytics software running in a computer/server environment that can either be readdeployed at an edge level or data center for centralized cloud model. We combined hardware and artificial intelligence software for fast and efficient video search for objects stored in conjunctionan external (NVR) or storage device and live streaming video data from any IP camera.

IvedaAI works with any ONVIF-compliant IP cameras and most popular NVR/VMS (Video Management System) platforms, enabling accurate search across dozens to thousands of cameras in less than 1 second. IvedaAI products are designed to maximize efficiency, save time, and cut cost. Instead of watching hours of video recording after-the-fact, users can set up alerts.

Iveda offers many IoT sensors and devices for various applications, such as energy management, smart home, smart building, smart community and patient/elder care. Our gateway and station serve as the main hub for sensors and devices in any given area. They are equipped with high-level communication protocols such as Zigbee, WiFi, Bluetooth, and USB. They connect to the Internet via Ethernet or cellular data network. We provide IoT platforms that enable centralized device management and push digital services on a massive scale. Our smart devices include water sensor, environment sensor, entry sensor, smart plug, siren, body temperature pad, a care wrist watch and tracking devices.

8

We also offer smart power technology for office buildings, schools, shopping centers, hotels, hospitals, and smart city projects. Our smart power hardware is equipped with an RS485 communication interface allowing the meters to be connected to various third-party SCADA software for monitoring and control purposes. This line of product includes smart power, water meter, smart lighting controls systems, and smart payment system.

Iveda’s Cerebro manages all the components of our smart power technology, including statistics on energy consumption. Cerebro is a software platform designed to integrate multiple unconnected energy, security and safety applications and devices and control them through one comprehensive user interface.

Cerebro’s roadmap includes a dashboard for all of Iveda’s platforms for central management of all devices. Cerebro is system agnostic and will support cross-platform interoperability. The common unified user interface will allow remote control of platforms, sensors and subsystems throughout an entire environment. This integration and unification of all subsystems enable acquisition and analysis of all information on one central command center, allowing comprehensive, effective, and overall management and protection of a city.

In the last few years, smart city has been a hot topic among cities across the globe. With little to no human interaction, technology increases efficiency, expedites decision making, and reduces response time. Dwindling public safety budgets and resources have necessitated this transformation. More and more municipalities are using next-generation technologies to improve the safety and security of its citizens. Our response is our complete suite of IoT technologies, including AI intelligent video search technology, smart sensors, tracking devices, video surveillance systems, and smart power.

Utilus is our smart pole solution, utilizing our Cerebro IoT platform. This completes our digital transformation solution crucial in smart city deployments as well as in large organizations. Iveda leverages infrastructure already available in most modern cities – light poles with power.

We equip existing poles with Utilus. Utilus consists of power and Internet, establishing a communication network for access and management of sensors and devices that the city requires to keep its citizens safe and secure and to effectively manage utility consumption.

Our smart pole offering is also ideal for government or large scale city deployments:

Supporting and Improving City Services
Reducing Emergency Response Times
Crime & Hazard Protection
Monitoring and Improving Air Quality
Sound Detection
Traffic Monitoring and Mobility as a Service
Data Analytics and Monetization Opportunities

IvedaCare, launched in November 2022, is a simple, easy to use suite of wireless health and wellness devices intended to help you monitor the health and activities of your loved ones, even when you can’t be there yourself. Our mission is to help ensure your loved one’s safety and independence. Stay connected to your elderly loved ones with our consolidated financial statementsadvanced IoT devices for real-time monitoring, fall detection, medication reminders and notes thereto includedmore. With IvedaCare, you not only can monitor your home and loved ones from afar, but can potentially make life-saving decisions using the app. Cloud-based, wireless sensors collect real-time data shared with the entire family circle within the app. Customers may add a subscription service for Pro Monitoring. If the Trusted Circle is unavailable, our emergency call center will dispatch emergency services quickly.

Historically, we sold and installed video surveillance equipment, primarily for security purposes and secondarily for operational efficiencies and marketing. We also provided video hosting, in-vehicle streaming video, archiving, and real-time remote surveillance services to a variety of businesses and organizations. While we previously only used off-the shelf camera systems from well-known camera brands, we now source our own cameras using manufacturers in Taiwan in order for us to be more flexible in fulfilling our Annual Reportcustomer needs. We now have the capability to provide IP cameras and NVRs based on Form 10-Kcustomer specifications. We still utilize ONVIF (Open Network Video Interface Forum) cameras, which are a global standard for the year ended December 31, 2015. The operating resultsinterface of IP-based physical security products.

9

In 2014, we changed our revenue model from direct project-based sales to licensing our platform and cash flowsselling IoT hardware to service providers such as telecommunications companies, integrators and other technology resellers already providing services to an existing customer base. Partnering with service providers that have an existing loyal subscriber base allows us to focus on servicing just a handful of our partners and concentrating on our technology offering. Service providers leverage their end-user infrastructure to sell, bill, and provide customer service for the six-month period ended June 30, 2016 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 positionIveda’s product offering. This business model provides dual revenue streams – one from hardware sales and the results of operationsother from monthly licensing fees.

MEGAsys, our subsidiary in Taiwan, specializes in deploying new, and integrating existing, video surveillance systems for the interim periods. Preparing financial statements requires usairports, commercial buildings, government customers, data centers, shopping centers, hotels, banks, and Safe City. MEGAsys combines security surveillance products, software, and services 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 pursuantprovide integrated security solutions to the rulesend user. Through Iveda Taiwan, we have access not only to Asian markets but also to Asian manufacturers and regulationsengineering expertise. Iveda Taiwan is our research and development arm, working with a team of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally includeddevelopers in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such SEC rules and regulations.Taiwan.

The balance sheet at December 31, 2015 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

Consolidation

Effective April 30, 2011, we completed our acquisition of Sole Vision Technologies (dba MEGAsys)(fka MEGAsys and dba Iveda Taiwan), a company based in Taiwan. We consolidate our financial statements with the financial statements of MEGAsys.Iveda Taiwan. All intercompany balances and transactions have been eliminated in consolidation.

Going ConcernImpairment of Long-Lived Assets

The accompanying condensedWe have a significant amount of property and equipment, consisting primarily of leased equipment. We review the recoverability of the carrying value of long-lived assets using the methodology prescribed in ASC 360 “Property, Plant and Equipment.” We review our long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of long-lived assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future net operating cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying value of the assets exceeds their fair value. We did not make any impairment for the years ended December 31, 2022 and 2021.

Basis of Accounting

Our consolidated financial statements have been prepared assumingon the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make estimates and assumptions that weaffect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates.

Revenue and Expense Recognition

The Company applies the provisions of Accounting Standards Codification (ASC) 606-10, Revenue from Contracts with Customers, and all related appropriate guidance. The Company recognizes revenue under the core principle to depict the transfer of control to its customers in an amount reflecting the consideration to which it expects to be entitled. In order to achieve that core principle, the Company applies the following five-step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied.


10

The Company considers customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts with the customer. In situations where sales are to a distributor, the Company had concluded its contracts are with the distributor as the Company holds a contract bearing enforceable rights and obligations only with the distributor. As part of its consideration for the contract, the Company evaluates certain factors including the customers’ ability to pay (or credit risk). For each contract, the Company considers the promise to transfer products, each of which is distinct, to be the identified performance obligations. In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which it expects to be entitled. As the Company’s standard payment terms are less than one year, it has elected the practical expedient under ASC 606-10-32-18 to not assess whether a contract has a significant financing component. The Company allocates the transaction price to each distinct product based on its relative standalone selling price. The product price as specified on the purchase order is considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligations is satisfied), which typically occurs at shipment. Further in determining whether control has been transferred, the Company considers if there is a present right to payment and legal title, along with risks and rewards of ownership having transferred to the customer. Customers do not have a right to return the product other than for warranty reasons for which they would only receive repair services or replacement product. The Company has also elected the practical expedient under ASC 340-40-25-4 to expense commissions for product sales when incurred as the amortization period of the commission asset the Company would have otherwise recognized is less than one year.

The Company sells its products and services primarily to municipalities and commercial customers in the following manner:

The majority of Iveda Taiwan sales are project sales to Taiwan customers and are made direct to the end customer (typically a municipality or a commercial customer) through its sales force, which is composed of its employees. Revenue is recorded when the equipment is shipped to the end customer and charged for service when installation or maintenance work is performed.

Revenues from fixed-price equipment installation contracts (project sales) are recognized on the percentage-of-completion method. The percentage completed is measured by the percentage of costs incurred to date to estimated total costs for each contract. This method is used because management considers expended costs to be the best available measure of progress on these contracts. Because of inherent uncertainties in estimating costs and revenues, it is at least reasonably possible that the estimates used will continuechange.

Contract costs include all direct material, subcontractors, labor costs, and equipment costs and those indirect costs related to contract performance. General and administrative costs are charged to expense as a going concern,incurred. Provisions for estimated losses on uncompleted contracts are made in the period in which contemplatessuch losses are determined. Changes in job performance, job conditions, and estimated profitability may result in revisions to costs and income and are recognized in the period in which the revisions are determined. Changes in estimated job profitability resulting from job performance, job conditions, contract penalty provisions, claims, change orders, and settlements are accounted for as changes in estimates in the current period. Profit incentives are included in revenues when their realization of assetsis reasonably assured. Claims are included in revenues when realization is probable 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, 2015 contained a going concern qualification. Since inception, we have generated an accumulated deficit from operations of approximately $33 million at June 30, 2016 and have used approximately $0.3 million in cash to fund operations through the six months ended June 30, 2016. 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.amount can be reliably estimated.

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, our cloud-based video management platform,The majority of Iveda US hardware sales are to international customers and began executing on our strategy to license its use asare made through independent distributors or integrators who purchase products from the Company at a VSaaS offering to partners, as of March 2014, such as telecommunications companies, ISPs, data centers,wholesale price and cable companies in order to gain access to their existing subscriber bases.
We introduced the ZEE® line of cloud, plug-and-play cameras in September 2013. The camera line includes two indoor cameras, one outdoor camera, and one pan/tilt P/T camera. We utilize contract manufacturers for our cloud cameras and other cloud-enabled devices. The Sentir-enabled cameras simplify service providers’ VSaaS offering to end users.
We developed IvedaMobile® – a cloud-hosting service that turns any smartphone or tablet into a mobile, cloud video streaming device.
We introduced IvedaHome for shipments beginning 2016, cloud-based home security and automation systems.
We signed an exclusive reseller agreement in November 2015 with a local group in Vietnam that will sell to the Vietnam Telecomend user (typically municipalities or a commercial customer) at a retail price. The distributor retains the margin as its compensation for its role in the transaction. The distributor or integrator generally maintains product inventory or product is drop shipped from the manufacturer, customer receivables and Integrator market underall related risks and rewards of ownership. Accordingly, upon application of steps one through five above, revenue is recorded when the name product is shipped to the distributor or as directed by the distributor consistent with the terms of the distribution agreement.
Iveda Vietnam. Our initial shipment of ZEE cameras was sent in February 2016 for delivery to Vietnam PostsUS also sells software that include licensing fees that are paid either monthly or yearly. The revenues are recorded monthly, if the license is paid yearly the revenue will be recorded as deferred revenue and Telecommunications (VNPT) for distribution to its customers.amortized on a straight-line basis over the respective time period.

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 

11

 

We closed $500,000 strategic investment transaction with the new majority owner of Iveda Vietnam. The new majority owner is expected to fund the working capital requirements for deposits and final payment before we ship cameras and other Sentir-enabled devices, through our contract manufacturing relationships in Asia. This role is key in facilitating business with large telecom customers on terms acceptable in Vietnam.
We are actively collaborating with certain telecommunications companies in other countries to resell our products and services in their respective countries. Our initial shipments of ZEE cameras were sent in June and August 2014 for delivery to Filcomserve as reseller to the Philippine Long Distance Company (“PLDT”) for distribution to its customers.
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 its direct project-based sales channel and all costs related to project-based sales as well as our real time monitoring services 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. In February 2014, Mr. Brilon was appointed as our President. Mr. Brilon has strong ties with the investment community and has extensive experience with domestic and foreign institutional investors, which may be instrumental in raising capital to fund our growth. Mr. Brilon has also been instrumental in restructuring the business model reducing the workforce and implementing relevant cost reductions in 2014, 2015 and 2016.

Concentrations

Comprehensive Loss

Comprehensive loss is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, all items that are required to be recognized under current accounting standards as components of comprehensive income are required to be reported in a financial statement that is presented with the same prominence as other financial statements. Our current component of other comprehensive income is the foreign currency translation adjustment.

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 twothree financial institutions, onetwo 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”)FDIC insurance limit. Deposits in Taiwan financial institutions are insured by Central CDIC (Central Deposit Insurance Corporation (“CDIC”)Corporation) with maximum coverage of NTD 3 million. At times, amounts on deposit in Taiwan may be in excess of the CDIC insuranceInsurance limit.

Accounts receivablereceivables 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 revenueAt December 31, 2022 one customer out of a total of 36 customer accounts receivable accounts was 52% of the total accounts receivable. This specific customer was Chicony Power Technology Co Ltd. One customer (Chunghwa Telecom) represented approximately 95% of total accounts receivable of $492,752 as of December 31, 2022. These customers are longtime customers, and we don’t expect any problem with collectability of these accounts receivable.

Revenue from onetwo customers out of 42 total customers represented approximately 78%52% of total revenue for the year ended December 31, 2022. These specific customers were 1) We had $948,592 revenues (21%) from Chunghwa Telecom, 2) We had $1,385,026 revenues (31%) from Chicony Power Technology Co Ltd, (both Taiwan companies) of total revenues of $4,468,279.

We had revenue from two customers with greater than 10% of total revenues for the year ended December 31, 2021 that represented approximately 55% of total revenues. We had $786,686 revenues (41%) from Chunghwa Telecom and $260,946 revenues (14%) from Taiwan Stock Exchange Corporation of total revenues of $1,917,848.

No other customers represented greater than 10% of total revenues in years ended December 31, 2022 and 2021.

Cash and Cash Equivalents

For purposes of the statement of cash flows, we consider all highly liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents.

Accounts Receivable

We provide an allowance for doubtful collections, which is based upon a review of outstanding receivables, historical collection information, and existing economic conditions. For our U.S.-based segment, receivables past due more than 120 days are considered delinquent. For our Taiwan-based segment, receivables over one year are considered delinquent. Delinquent receivables are written off based on individual credit valuation and specific circumstances of the customer. As of December 31, 2022 and 2021, respectively, an allowance for uncollectible accounts of $0 and $0 was deemed necessary for our U.S.-based segment.

Deposits – Current

Our current deposits represent tender deposits placed with local governments and major customers in Taiwan during the bidding process for new proposed projects.

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Other Current Assets

Other current assets represent cash paid in advance to vendors for service coverage extending into subsequent periods.

Inventories

We review our inventories for excess or obsolete products or components based on an analysis of historical usage and an evaluation of estimated future demand, market conditions, and alternative uses for possible excess or obsolete parts. The allowance for slow-moving and obsolete inventory is $0 and $0, as of December 31, 2022 and 2021, respectively.

Property and Equipment

Property and equipment are stated at cost. Depreciation is computed primarily using the straight-line method over estimated useful lives of three to seven years. Expenditures for routine maintenance and repairs are charged to expense as incurred. Depreciation expense for the years ended December 31, 2022 and 2021 was $17,801 and $15,016, respectively.

Deposits—Long-Term

Long-term deposits consist of a deposit related to the leases of Iveda Taiwan’ office space, and tender deposits placed with local governments and major customers in Taiwan as part of the bidding process, which are anticipated to be held more than one year if the bid is accepted.

Income Taxes

Deferred income taxes are recognized in the consolidated financial statements for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates. Temporary differences arise from sales cut-off, depreciation, deferred rent expense, and net operating losses. Valuation allowances are established when necessary to reduce deferred tax assets to the amount that represents our best estimate of such deferred tax assets that, more likely than not, will be realized. Income tax expense is the tax payable for the year and the change during the year in deferred tax assets and liabilities. During 2021, we reevaluated the valuation allowance for deferred tax assets and determined that no current benefits should be recognized for the year ended December 31, 2022.

We are subject to U.S. federal income tax as well as state income tax.

Our U.S. income tax returns are subject to review and examination by federal, state, and local authorities. Our U.S. tax returns for the years 2019 to 2021 are open to examination by federal, local, and state authorities.

Our Taiwan tax returns are subject to review and examination by the Taiwan Ministry of Finance. Our Taiwan tax return for the years 2019 to 2021 are open to examination by the Taiwan Ministry of Finance.

Restricted Cash

Restricted cash represents time deposits on account to secure short-term bank loans in our Taiwan-based segment.

Accounts and Other Payables

SCHEDULE OF ACCOUNTS AND OTHER PAYABLES

  June 30, 2023  December 31, 2022 
       
Accounts Payable $1,462,316  $360,395 
Accrued Expenses  844,648   1,243,027 
Deferred Revenue, Customer Deposits, & Taxes Payable  101,706   35,305 
Accounts and Other Payables Total $2,408,670  $1,638,727 

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Deferred Revenue

Advance payments received from customers on future installation projects are recorded as deferred revenue.

Stock-Based Compensation

On January 1, 2006, we adopted the fair value recognition provisions of ASC 718, “Share-Based Payment,” which requires the recognition of an expense related to the fair value of stock-based compensation awards. We elected the modified prospective transition method as permitted by ASC 718. Under this transition method, stock-based compensation expense includes compensation expense for stock-based compensation granted on or after the date ASC 718 was adopted based on the grant-date fair value estimated in accordance with the provisions of ASC 718. We recognize stock-based compensation expense on a straight-line basis over the requisite service period of the award. The fair value of stock-based compensation awards granted prior to, but not yet vested as of December 31, 2022 and 2021, were estimated using the “minimum value method” as prescribed by original provisions of ASC 718, “Accounting for Stock-Based Compensation.” Therefore, no compensation expense is recognized for these awards in accordance with ASC 718. We recognized $120,581 and $801,908 of stock-based compensation expense for the years ended December 31, 2022 and 2021, respectively and no stock based compensation for the six months ended June 30, 2016, and three customers represented approximately 52% of the total U.S.-based segment accounts receivable at June 30, 2016. Taiwan-based segment revenue from two customers represented approximately 81% of total revenue for the six months ended June 30, 2016, and four customers represented approximately 84% of total Taiwan-based segment accounts receivable at June 30, 2016.2023.

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 

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 six months to ten years. Other intangible assets are fully amortized at June 30, 2016. Future amortization of trademarks is as follows:

2016 $10,000 
2017  20,000 
2018  20,000 
2019  20,000 
Thereafter  26,666 
Total $96,666 

Fair Value of Financial Instruments

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to us as of June 30, 20162023 and December 31, 2015.2022. The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accounts receivable, accounts0 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 because 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 operationsbusiness conducted and the customer bases located in the United States. The net revenuerevenues and net assets (liabilities) for other significant geographic regions are as followsfollows:

  June 30, 2016 
  Net Revenue  Net Assets (Liabilities) 
United States $247,621  $(1,900,840)
Republic of China (Taiwan) MEGAsys $503,520  $(138,464)

SCHEDULE OF NET REVENUE AND NET ASSETS (LIABILITIES) FOR OTHER SIGNIFICANT GEOGRAPHIC REGIONS

  June 30, 2023 (UNAUDITED) 
  Net Revenue  Net Assets (Liabilities) 
United States $557,308  $6,336,353 
Republic of China (Taiwan) $4,039,624  $1,204,456 

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.

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 

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 segment’s performance as it relates to revenue, operating profit, and operating expenses.Reclassification

Statements of operations for the three and six months ended June 30, 2016 for each of our reporting segments are provided below.

  Three Months  Three Months   
  Ended
June 30, 2016
  Ended
June 30, 2016
  Condensed
Consolidated
 
  Iveda Solutions, Inc.  MEGAsys  Total 
          
Revenue $120,053  $218,571  $338,624 
Cost of Revenue  84,612   171,640   256,252 
Gross Profit  35,441   46,931   82,372 
Depreciation and Amortization  26,531   -   26,531 
General and Administrative  426,681   71,235   497,916 
Gain (Loss) from Operations  (417,771)  (24,304)  (442,075)
Foreign Currency Gain  -   -   - 
Gain on Derivatives  (4,272)  -   (4,272)
Gain on Disposal of Asses, Net  7,313   -   7,313 
Interest Income  -   183   183 
Interest Expense  (19,131)  (2,016)  (21,147)
Gain (Loss) Before Income Taxes  (433,861)  (26,137)  (459,998)
Benefit (Provision) for Income Taxes  -   (16,711)  (16,711)
Net Income (Loss) $(433,861) $(42,848) $(476,709)

  Six Months  Six Months   
  Ended
June 30, 2016
  Ended
June 30, 2016
  Condensed
Consolidated
 
  Iveda  MEGAsys  Total 
          
Revenue $247,621  $503,520  $751,141 
Cost of Revenue  191,932   394,730   586,662 
Gross Profit  55,689   108,790   164,479 
Depreciation and Amortization  52,758   -   52,758 
General and Administrative  952,190   168,446   1,120,636 
Gain (Loss) from Operations  (949,259)  (59,656)  (1,008,915)
Foreign Currency Gain  -   -   - 
Gain on Derivatives  (1,077)  -   (1,077)
Loss on Disposal of Assets, Net  8,965   -   8,965 
Interest Income  -   204   204 
Interest Expense  (38,675)  (3,344)  (42,019)
Gain (Loss) Before Income Taxes  (980,046)  (62,796)  (1,042,842)
Provision for Income Taxes  -   (16,711)  (16,711)
Net Income (Loss) $(980,046) $(79,507) $(1,059,553)

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 

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  Six Months Ended 
  June 30,  June 30, 
  2016  2015  2016  2015 
Revenue                
United States $120,053  $48,912  $247,621  $148,235 
Republic of China (Taiwan)  218,571   726,649   503,520   1,153,149 
  $338,624  $775,561  $751,141  $1,301,384 

  Three Months Ended  Six Months Ended 
  June 30,  June 30, 
  2016  2015  2016  2015 
Operating Earnings (Loss)                
United States $(417,771) $(845,216) $(949,259) $(1,740,396)
Republic of China (Taiwan)  (24,304)  18,132   (59,656)  64,501 
  $(442,075) $(827,084) $(1,008,915) $(1,675,895)

  Six Months Ended 
  June 30, 
  2016  2015 
Property and Equipment, Net        
United States $131,721  $354,218 
Republic of China (Taiwan)  10,121   11,475 
  $141,842  $365,693 

  Six Months Ended 
  June 30, 
  2016  2015 
Additions (Disposals) to Long-Lived Assets        
United States $-  $(3,883)
Republic of China (Taiwan)  (793)  (1,172)
  $(793) $(5,055)

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

  Six Months Ended 
  June 30, 
  2016  2015 
Inventory, Net        
United States $67,289  $262,880 
Republic of China (Taiwan)  112,808   157,943 
  $180,097  $420,823 

  Six Months Ended 
  June 30, 
  2016  2015 
Total Assets        
United States $814,458  $1,659,937 
Republic of China (Taiwan)  1,580,327   2,542,083 
  $2,394,785  $4,202,020 

Reclassification

Certain amounts in 2015 may2022 have been reclassified to conform to the 20162023 presentation.

New Accounting Standards

No new relevant accounting standards

14

 

There were no new standards recently issued which would have an impact on our operations or disclosures.

NOTE 2SHORT-TERM DEBT

NOTE 2 RELATED PARTIES DEBT - NONE

NOTE 3 SHORT-TERM AND LONG-TERM DEBT

The short termshort-term debt balances were as follows:

  June 30, 2016  December 31, 2015 
Loan from Bank SinoPac at 2.95% interest rate per annum. Due at June 2016 - December 2016. $154,600  $- 
         
Loan from Hua Nan Bank at 2.88% interest rate per annum. Due at February 2016 - August 2016. $154,600  $- 
      3  
Loan from shareholder at 9.5% interest rate per annum. Originated February 2016 with initial term to March 31, 2016, then due upon demand, repaid in July 2016. $100,000  $- 
         
Loan from Shanghai Bank at 3.24% interest rate per annum. Due at July 2015 - March 2016. $-  $53,025 
         
Balance at end of period $409,200  $53,025 

IVEDA SOLUTIONS, INC.SCHEDULE OF SHORT-TERM DEBT

  June 30, 2023
(Unaudited)
  December 31, 2022 
       
Loan Agreement with Shanghai Bank at 3.06% interest rate per annum due August 2023 and January 2024.  192,746   - 
Loan agreement with HuaNam Bank at 3.43% interest rate per annum due November 2023.  96,373   - 
Loan agreement with Shanghai Bank at 2.94% interest rate per annum due September 2022. Repaid January and March 2023  -   398,409 
         
Balance at end of period $289,119  $398,409 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTSLong-term debt balances were as follows:

NOTE 3EQUITY

Preferred StockSCHEDULE OF LONG-TERM DEBT

  June 30, 2023
(Unaudited)
  December 31, 2022 
       
Loans from Shanghai Bank with interest rates 1.50% - 2.97% per annum due February 2024November 2026  -   256,184 
         
Current Portion of Long-term debt  -   (65,408)
         
Balance at end of period $-  $190,776 

NOTE 4 PREFERRED STOCK

We are currently authorized to issue up to 100,000,00012,500,000 shares of preferred stock, par value $0.00001$0.00001 per share, 10,000,0001,250,000 shares of which are designated as Series A Preferred Stock and 500 shares of which are designated as Series B Preferred Stock. Our Articles of Incorporation authorize the issuance of shares of preferred stock with designations, rights, and preferences determined from time to time by our Board of Directors. Accordingly, our Board of Directors is empowered, without stockholder approval, to issue preferred stock with dividend, liquidation, conversion, voting, or other rights which could adversely affect the voting power or other rights of the stockholders of our common stock. In the event of issuance, the preferred stock could be utilized, under certain circumstances, as a method of discouraging, delaying, or preventing a change in control of our company.

15

 

Series A Preferred Stock

NOTE 5 EQUITY

Common Stock

We are authorized to issue up to 10,000,000 shares of Series A Preferred Stock. Each share of Series A Preferred Stock accrues cumulative dividends at a rate of 9.5% per annum on the original issue price of $1.00 per share. Accrued but unpaid dividends are payable by us, either in cash or in shares of our common stock, upon the occurrence of a Liquidation Event (as defined in our Articles of Incorporation) or upon conversion of the shares into shares of our common stock. In addition, in the event of any liquidation, dissolution, or winding up of our company, the holders of Series A Preferred Stock are entitled to receive distributions of any of the assets of our company prior and in preference to the holders of our common stock, but after distribution of any assets of our company to the holders of our Series B Preferred Stock in an amount equal to the Series B Preferred Stock’s original issue price plus any accrued but unpaid dividends.

Each share of Series A Preferred Stock is convertible at the option of the holder, at any time, into shares of our common stock equal to the original issue price divided by an adjusted conversion price of $0.97 per share of Series A Preferred Stock, subject to certain adjustments. On April 22, 2016, conversion price was adjusted to $0.86 as a result of Series B Tranche A warrants exercised by certain shareholders, at an adjusted exercise price of $0.35 per share. On June 30, 2017, all shares of Series A Preferred Stock not already converted will automatically convert into shares of our common stock at the then-applicable conversion price.

The holders of Series A Preferred Stock have the same voting rights as, and vote as a single class with, the holders of our common stock. Each holder of our Series A Preferred Stock is entitled to the number of votes equal to the number of shares of our common stock into which such shares of Series A Preferred Stock may be converted. In addition, in the event we sell, grant, or issue any Common Stock Equivalent (as defined in our Articles of Incorporation)at a price per share that is lower than the then-applicable conversion price for the Series A Preferred Stock, the conversion price for the Series A Preferred Stock will be adjusted to account for the dilutive issuance. If we effectuate a stock split or subdivision of our common stock or our Board of Directors declares a dividend payable in our common stock, the conversion price for the Series A Preferred Stock will be appropriately decreased to protect the Series A Preferred Stock holders from any dilutive effect of the stock split, subdivision, or stock dividend. Similarly, if the number of shares of our common stock outstanding decreases due to a reverse stock split or other combination of the outstanding shares of our common stock, then the applicable conversion price of the Series A Preferred Stock will increase in order to proportionately decrease the number of shares issuable upon conversion. Holders of our Series A Preferred Stock have no sinking fund or redemption rights.

During the six months ended June 30, 2016, we issued 72,204 shares of common stock for conversion of Series A preferred shares.

Series B Preferred Stock

We are authorized to issue up to 500 shares of Series B Preferred Stock. Each share of Series B Preferred Stock accrues dividends at a rate of 9.5% per annum on the original issue price of $10,000 per share. Dividends on the Series B Preferred Stock accrue daily and compound annually. All accrued but unpaid dividends on the Series B Preferred Stock must be paid, declared, or set aside prior to the declaration of any dividend on any class of stock that is junior in preference to the Series B Preferred Stock. Dividends on the Series B Preferred Stock are paid quarterly, beginning on July 1, 2015 in either cash or shares of our common stock. In addition, all accrued but unpaid dividends are payable by us, either in cash or in shares of our common stock, upon the occurrence of a Liquidation Event (as defined in our Articles of Incorporation) or upon the conversion of the shares into shares of our common stock.

14

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

In the event of any liquidation, dissolution, or winding up of our company, the holders of Series B Preferred Stock are entitled to receive distributions of any of the assets of our company equal to 100% of the original issue price plus all accrued but unpaid dividends prior and in preference to the holders of Series A Preferred Stock and holders of our common stock. We also have the option to redeem all, but not less than all, of the Series B Preferred Stock, provided that certain conditions have been met. Should we choose to redeem the outstanding shares of our Series B Preferred Stock, we are required to pay the original purchase price plus all accrued but unpaid dividends. Each share of Series B Preferred Stock is convertible at the option of the holder, at any time, into shares of our common stock equal to the original issue price divided by an initial conversion price of $0.75 per share of Series B Preferred Stock, subject to certain adjustments. On April 22, 2016, conversion price was adjusted to $0.35 as a result of Series B Tranche A warrants exercised by certain shareholders, at an adjusted exercise price of $0.35 per share. On December 31, 2017, all shares of our Series B Preferred Stock not already converted will automatically convert into shares of our common stock at the then-applicable conversion price.

The holders of Series B Preferred Stock have no voting rights, except as are expressly provided in our Articles of Incorporation or required by law. Without the approval of at least a majority of the outstanding Series B Preferred Stock, we may not authorize or issue (i) any additional or other shares of capital stock that are of senior rank to the shares of Series B Preferred Stock in respect of the preferences as to dividends, distributions, or payments upon the liquidation, dissolution, and winding up of our company, (ii) any additional or other shares of capital stock that are of equal rank to the shares of Series B Preferred Stock in respect of the preferences as to dividends, distributions, or payments upon the liquidation, dissolution, and winding up of our company, or (iii) any capital stock junior in preference to the Series B Preferred Stock having a maturity date that is prior to the maturity date of the Series B Preferred Stock. Furthermore, if we consummate a Fundamental Transaction (as defined in our Articles of Incorporation) while shares of our Series B Preferred Stock are outstanding, then the holders of those outstanding shares have the right to receive, upon conversion of the Series B Preferred Stock, the same amount and kind of securities, cash, or property as they would have received if they would have been holders of the number of shares of common stock issuable upon conversion in full of all shares of our Series B Preferred Stock immediately prior to the Fundamental Transaction.

In addition, in the event we sell, grant, or issue any Common Stock Equivalent (as defined in our Articles of Incorporation) at a price per share that is lower than the then-applicable conversion price for the Series B Preferred Stock (the “Effective Price”), the conversion price for the Series B Preferred Stock will be adjusted to the Effective Price.

If we effectuate a stock split or subdivision of our common stock or our Board of Directors declares a dividend payable in our common stock, the conversion price for the Series B Preferred Stock will be appropriately decreased to protect the Series B Preferred Stock holders from any dilutive effect of the stock split, subdivision, or stock dividend. Similarly, if the number of shares of our common stock outstanding decreases due to a reverse stock split or other combination of the outstanding shares of our common stock, then the applicable conversion price of the Series B Preferred Stock will increase in order to proportionately decrease the number of shares issuable upon conversion. Holders of our Series B Preferred Stock have no sinking fund rights.

During the six months ended June 30, 2016, we issued 362,473 shares of common stock in payment of dividends to Series B preferred stockholders.

Common Stock

We are authorized to issue up to 100,000,00037,500,000 shares of common stock, par value $0.00001$0.00001 per share. All outstanding shares of our common stock are of the same class and have equal rights and attributes. The holders of our common stock are entitled to one vote per share on all matters submitted to a vote of the stockholders of our company. Our common stock does not have cumulative voting rights. Persons who hold a majority of the outstanding shares of our common stock entitled to vote on the election of directors can elect all of the directors who are eligible for election. Holders of our common stock are entitled to share equally in dividends, if any, as may be declared from time to time by our Board of Directors. In the event of liquidation, dissolution, or winding up of our company, subject to the preferential liquidation rights of any series of preferred stock that we may from time to time designate, the holders of our common stock are entitled to share ratably in all of our assets remaining after payment of all liabilities and preferential liquidation rights. Holders of our common stock have no conversion, exchange, sinking fund, redemption, or appraisal rights (other than such as may be determined by the Board of Directors in its sole discretion) and have no preemptive rights to subscribe for any of our securities.

DuringNOTE 6 STOCK OPTION PLAN AND WARRANTS

Stock Options

On January 18, 2010, we adopted the 2010 Stock Option Plan (the “2010 Option Plan”), which allows the Board to grant options to purchase up to 125,000 shares of common stock to directors, officers, key employees, and service providers of our company. In 2011, the 2010 Option Plan was amended to increase the number of shares issuable under the 2010 Option Plan to 375,000 shares. In 2012, 2010 Option Plan was again amended to increase the number of shares issuable under the 2010 Option Plan to 1,625,000 shares. The shares issuable pursuant to the 2010 Option Plan are registered with the SEC under Forms S-8 filed on February 4, 2010 (No. 333- 164691), June 24, 2011 (No. 333-175143), and December 4, 2013 (No. 333-192655). The 2010 Option Plan expired on January 18, 2020. As of December 31, 2022 there were 361,313 options outstanding under the 2010 Option Plan.

On December 15, 2020, we adopted the Iveda Solutions, Inc. 2020 Plan (the “2020 Plan”). The 2020 Plan has a maximum of 1,250,000 shares authorized with similar terms and conditions to the 2010 Option Plan. As of December 31, 2022 there were 653,125 options outstanding under the 2020 Option Plan. The shares issuable pursuant to the 2020 Option Plan are registered with the SEC under Forms S-8 filed on October 7, 2022 (No. 333- 267792)

As of December 31, 2022 and December 31, 2021, there were 1,014,438 and 907,188 options outstanding, respectively, under all the option plans. For the six months ended June 30, 2016, we issued 362,473 shares of common2023 there were no options granted and 1,250 options cancelled.

Stock options may be granted as either incentive stock in payment of dividendsoptions intended to Series B preferred stockholders.

During the six months ended June 30, 2016, we issued 89,690 shares of common stock for exercised options to purchase common stock.

During the six months ended June 30, 2016, we issued 1,088,570 shares of common stock for exercised warrants to purchase common stock.

15

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

During the six months ended June 30, 2016, we issued 72,204 shares of common stock for conversion of Series A preferred shares.

During the six months ended June 30, 2016, we issued 11,000 shares of common stock for origination fees for a $100,000 short term loan.

During the six months ended June 30, 2016, we issued 628,571 shares of common stock (with 800,000 warrants at $0.35 exercise price) for $500,000 strategic investment.

During the six months ended June 30, 2016, we issued 60,000 shares of common stock for the referralqualify under Section 422 of the $500,000 strategic investment.

Notes Receivable from Stockholder

In September 2014, an advisor/stockholderInternal Revenue Code of our company exercised warrants to purchase 200,000 and 300,000 shares1986, as amended (the “Code”), or as options not qualified under Section 422 of common stock, granted atthe Code. All options are issued with an exercise price at or above the fair market value of $1.02 and $1.00 per share, respectively, in exchange for 5% promissory notes totaling $504,000 due at the extended maturitycommon stock on the date of June 30, 2017. Early paymentsthe grant as determined by our Board of Directors. Incentive stock option plan awards of restricted stock are intended to qualify as deductible performance-based compensation under Section 162(m) of the Code. Incentive Stock Option awards of unrestricted stock are not designed to be deductible to us under Section 162(m). Under the plans, stock options will terminate on the tenth anniversary date of the grant or earlier if provided in the grant.

We have been received and $11,806 has been applied to the principal. At September 30, 2015, a prepayment discount was negotiated amending the total outstanding to $230,000. $100,000 was received on September 30, 2015, and $130,000 was received on October 20, 2015.

NOTE 4STOCK OPTIONS AND WARRANTS

Stock Options

We havealso granted non-qualified stock options to employees contractors, and directors as equity compensation and to debenture holders for the extension of debenture maturity dates.contractors. All non-qualified options are generally issued with an exercise price no less than the fair market value of the common stock on the date of the grant as determined by our Board of Directors. Options may be exercised up to ten years following the date of the grant, with vesting schedules determined by us upon grant. Vesting schedules vary by grant, with some fully vesting immediately upon grant andto others vestingthat ratably vest over a period of time up to four years. Standard vested options may be exercised up to three months following the date of termination of the relationship with the employee, contractor, or director unless alternate terms are specified at grant. The fair values of options are determined using the Black-Scholes option-pricing model. The estimated fair value of options is recognized as expense on the straight-line basis over the options’ vesting periods. At December 31, 2022, we had approximately $93,887 unrecognized stock-based compensation.

Stock option transactions during the six months ended June 30, 2016 were as follows:

  Six months ended June 30, 2016 
  Shares  Weighted-Average
Exercise Price
 
       
Outstanding at Beginning of Year  6,037,754  $0.96 
Granted  30,000   0.65 
Exercised  (89,690)  0.10 
Forfeited or Canceled  (158,500)  0.94 
Outstanding at End of Period  5,819,564   0.97 
         
Options Exercisable at End of Period  5,767,439  $0.98 
         
Weighted-Average Fair Value of Options Granted During the Period $0.14     

16

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Information with respect

NOTE 7 INCOME TAXES

U.S. Federal Corporate Income Tax

Temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities and tax credit and operating loss carryforward that create deferred tax assets and liabilities are as follows:

SCHEDULE OF DEFERRED TAX ASSETS AND LIABILITIES

  2022  2021 
Tax Operating Loss Carryforward - USA $10,800,000  $9,800,000 
Other  -   - 
Valuation Allowance - USA  (10,800,000)  (9,800,000)
Deferred Tax Assets, Net $-  $- 

The valuation allowance increased approximately $0.5 million, primarily as a result of the increased net operating losses of our U.S.- based segment.

As of December 31, 2022, we had federal net operating loss carryforwards for income tax purposes of approximately $29 million which will begin to stock options outstanding and exercisableexpire in 2025. We also have Arizona net operating loss carryforwards for income tax purposes of approximately $2.0 million which expire after five years. These carryforwards have been utilized in the determination of the deferred income taxes for financial statement purposes. The following table accounts for federal net operating loss carryforwards only.

SUMMARY OF OPERATING LOSS CARRYFORWARDS

Year Ending Net Operating  Year of 
December 31, Loss:  Expiration 
2021 $1,000,000   2041 
2020  590,000   2040 
2019  260,000   2039 
2018  160,000   2038 
2017  140,000   2037 
2016  1,640,000   2036 
2015  3,400,000   2035 
2014  5,230,000   2034 
2013  5,600,000   2033 
2012  2,850,000   2032 
2011  2,427,000   2031 
2010  1,799,000   2030 
2009  1,750,000   2029 
2008  1,308,000   2028 
2007  429,000   2027 
2006  476,000   2026 
2005  414,000   2025 

Taiwan (Republic of China) Corporate Tax

Sole-Vision Technologies, Inc. is a subsidiary of the Company which is operating in Taiwan as a profit-seeking enterprise. Its applicable corporate income tax rate is 17%. In addition, Taiwan’s corporate tax system allows the government to levy a 10% profit retention tax on undistributed earnings for the prior year. This tax will not be provided if the company distributed the earnings before the ended of June 30, 2016the fiscal year.

According to the Taiwan corporate income tax (“TCIT”) reporting system, the TCIT sales cut-off base is as follows:

   Options Outstanding  Options Exercisable 
Range of
Exercise
Prices
  Number
Outstanding at
June 30, 2016
  Weighted-
Average
Remaining
Contractual
Life
  Weighted-
Average
Exercise
Price
  Number
Exercisable at
June 30, 2016
  Weighted-
Average
Exercise
Price
 
$0.10 - $1.75   5,819,564   6.5  $0.97   5,767,439  $0.98 

The fair value of each option granted is estimated on the date of grant using the Black-Scholes option-pricing modelconcurrent with the following weighted-average assumptions usedbusiness tax classified as value-added type (“VAT”) which will be reported to the Ministry of Finance (“MOF”) on a bi-monthly basis. Since the VAT and TCIT are accounted for options granted:on a VAT tax basis that recorded all sales on business tax on a VAT tax reporting system, the Company is bound to report the TCIT according to the MOF prescribed tax reporting rules. Under the VAT tax reporting system, sales cut-off did not take the accrual base but rather on a VAT taxable reporting basis. Therefore, when the company adopted US GAAP on accrual basis, the sales cut-off TCIT timing difference which derived from the VAT reporting system will create a temporary sales cut-off timing difference and this difference is reflected in the deferred tax assets or liabilities calculations.

2016
Expected Life6.25 yrs
Dividend Yield0%
Expected Volatility18.07%
Risk-Free Interest Rate2.18%

Expected volatility for 2016 and 2015 was estimated by using the Dow Jones U.S. Industry Indices sector classification methodology for industries similar to that in which we operate. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the grant date. The expected life of the options is based on the actual expiration date of the grant.

Warrants

We have periodically issued warrants to purchase shares of common stock as equity compensation to officers, directors, employees, and consultants. We have also issued warrants as incentive in connection with the purchase of debt and equity securities.

As of June 30, 2016, warrants to purchase 7,453,016 shares of common stock were outstanding, all of which were issued either as equity compensation or in connection with financing transactions. Vesting schedules vary by grant, with some fully vesting immediately upon grant and others vesting ratably over a period of time up to four years. The warrants expire during a range from two to ten years following the date of the grant. The fair value of warrants is determined using the Black-Scholes option-pricing model. The estimated fair value of warrants is recognized as expense on the straight-line basis over the warrants’ vesting periods.

Warrant transactions during the six months ended June 30, 2016 were as follows:

Outstanding at December 31, 20157,417,302
Granted1,484,999
Exercised(624,286)
Forfeited or Canceled(824,999)
Warrants Redeemable at June 30, 20167,453,016

17

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

NOTE 5RELATED PARTY TRANSACTIONS

  June 30, 2016 
    
During June 2015 MEGAsys entered into an unsecured loan agreement with two of its directors, Mr. Cheung and Mr. Shiau for $18,180 and $36,360, respectively. During July 2015 MEGAsys entered into additional unsecured loans from Mr. Cheung for $315,120. All of the loans are at maximum of 8.8% interest per annum and matured December 30, 2015. We paid the $284,820 principal balance and accrued interest on January 31, 2016.  - 
     
On December 30, 2014, we entered into a debenture agreement with Mr. Farnsworth, a member of our Board of Directors, for $10,000, at 9.5% interest per annum with interest and principal payable on January 31, 2015. We paid the principal and accrued interest on the Farnsworth Debenture in full on January 26, 2015.  - 
     
On December 9, 2014, we entered into a debenture agreement with Mr. Gillen, a member of our Board of Directors, for $100,000, at 9.5% interest per annum with interest and principal payable on January 5, 2015. Mr. Gillen also received a warrant to purchase 25,000 shares of our common stock at an exercise price of $1.00 per share. As consideration for agreeing to extend the maturity date of the debenture, we granted Mr. Gillen options to purchase 10,000 shares of our common stock at an exercise price of $0.77 per share. We paid the principal and accrued interest on the Gillen Debenture in full on February 4, 2015.  - 
     
On October 14, 2014, we entered into a debenture agreement with Mr. Joe Farnsworth, a member of our Board of Directors, for $35,000, at 9.5% interest per annum with interest and principal payable on February 5, 2015. We paid the principal and accrued interest on the Farnsworth Debenture in full on February 4, 2015.  - 
     
On September 10, 2014, we entered into a debenture agreement with Mr. Alex Kuo, a member of the Board of Directors, for $30,000, through his wife, Li-Min Hsu, at 9.5% interest per annum with interest and principal payable on the extended maturity date of December 31, 2015. As consideration for the extension of the debenture, we granted Mrs. Hsu options to purchase 3,000 shares of our common stock with an exercise price of $0.77 per share.  30,000 
     
On September 8, 2014, we entered into a debenture agreement with Mr. Kuo’s wife, Li-Min Hsu, for $100,000, at 9.5% interest per annum with interest and principal payable on the extended maturity date of December 31, 2015. As consideration for the extension of the debenture, we granted Mrs. Hsu options to pruchase 10,000 shares of our common stock with an exercise price of $0.77 per share.  100,000 
     
On August 28, 2014, we entered into a debenture agreement with Mr. Gregory Omi, a member of our Board of Directors of the company for $200,000, at 9.5% interest per annum with interest and principal payable on the extended maturity date of Decemer 31, 2016. As consideration for the extension of the debenture, we granted Mr. Omi options to purchase 20,000 shares of our common stock with an exercised price of $0.77 per share. This debenture was extended to December 31, 2016 and as consideration for agreeing to exend the maturity date of the debenture, we granted Mr. Omi options to purchase 20,000 shares of common stock at an exercised price of $0.65 per share.  200,000 
     
On November 19, 2012, we entered into a convertible debenture agreement with Mr. Robert Gillen, a member of our Board of Directors, for $100,000 (the “Gillen I Debenture”), under his company Squirrel-Away, LLC. Under the original terms of the agreement, interest is payable at 10% per annum and became due on December 19, 2014. Gillen I Debenture was extended to January 5, 2015. On June 20, 2013, interest of $5,000 was paid on the debenture. As consideration for agreeing to extend the maturity date of the debenture to December 31, 2015, we granted Mr. Gillen options to purchase 10,000 shares of common stock at an exercised price of $0.77 per share This debenture was extended to December 31, 2016 and as consideration for agreeing to exend the maturity date of the debenture, we granted Mr. Gillen options to purchase 10,000 shares of common stock at an exercised price of $0.65 per share.  100,000 
     
On April 1, 2016, we entered into a debenture agreement with Mr. Joe Farnsworth, a member of our Board of Directors, for $10,000, at 9.5% interest per annum with interest and principal payable on July 1, 2016. $10,000 
     
Total Due to Related Parties $440,000 
Less Current Portion  (440,000)
Less: Debt Discount  - 
Total Long-Term $- 

IVEDA SOLUTIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTSNOTE 8 EARNINGS (LOSS) PER SHARE

Related Party Transactions –

During 2016 MEGAsys conducted business with a Taiwan based system integrator, Iwei Da System Ltd. and has one of MEGAsys directors as a common director also less than 2% shareholder of Iveda. The sales to the system integrator for the six-month period ended June 30, 2016 was $168,654, at June 30, 2016 there was accounts receivable balance of $166.

In May 2016 we abandoned our prior lease at 1201 S Alma School Road, Suite 8500, Mesa, Arizona and subleased on a month to month basis approximately 2,500 square feet of office space at 460 S. Greenfield, Suite 5, Mesa, Arizona from Farnsworth Realty & Management Company for $3,000 per month. One of our directors, Joe Farnworth, is 70% stakeholder in Farnsworth Realty & Management Company.

NOTE 6EARNINGS (LOSS) PER SHARE

The following table provides a reconciliation of the numerators and denominators reflected in the basic and diluted earnings per share computations, as required by ASC No. 260, “Earnings per Share.”

Basic earnings per share (“EPS”) is computed by dividing reported earnings available to stockholders by the weighted average shares outstanding. We had net losses for the yearssix months ended December 31, 2015June 30, 2023 and 20142022 and the effect of including dilutive securities in the earnings per common share would have been anti-dilutive for the purpose of calculating EPS. Accordingly, all options, warrants, and shares potentially convertible into common shares were excluded from the calculation of diluted earnings per share for the quarters ended June 30, 2016 and 2015 and sixSix months ended June 30, 20162023 and 2015. Total common stock equivalents that could be convertible into common stock were 26,499,9012022.

SCHEDULE OF EARNINGS PER SHARE BASIC AND DILUTED

  June 30, 2023
(Unaudited)
  June 30, 2022
(Unaudited)
 
       
Basic EPS        
Net Loss $(1,307,635) $(1,731,698)
Weighted Average Shares  15,926,952   10,676,956 
Basic Loss Per Share $(0.08) $(0.16)

NOTE 9 CONTINGENT LIABILITIES—TAIWAN

Pursuant to certain contracts with Siemens, Chicony Power Technology, Chung-Hsin Electric and 22,127,032 forMachinery Manufacturing Corp, Iveda Taiwan is required to provide after-project services. If Iveda Taiwan fails to provide these after-project services in the future, other parties of the related contract would have recourse. The financial exposure to Iveda Taiwan in the event of failure to provide after- project services in the future as of June 30, 2016 and 2015, respectively.2023 is $297,424.

  Three Months  Three Months  Six Months  Six Months 
  Ended  Ended  Ended  Ended 
Basic EPS June 30, 2016  June 30, 2015  June 30, 2016  June 30, 2015 
Net Loss $(476,709) $(880,349) $(1,059,553) $(1,719,733)
Weighted Average Shares  29,267,353   27,380,701   28,673,883   27,344,729 
Basic and Diluted Loss Per Share $(0.02) $(0.03) $(0.04) $(0.06)

NOTE 7SUBSEQUENT EVENTS

We have evaluatedNOTE 10 SUBSEQUENT EVENTS

The Company evaluates subsequent events fromand transactions that occur after the balance sheet date throughup to the date that the condensed consolidatedfinancial statements are available to be issued. Any material events that occur between the balance sheet date and the date that the financial statements were issued and determinedavailable for issuance are disclosed as subsequent events, while the financial statements are adjusted to reflect any conditions that there are no additional items to disclose.existed at the balance sheet date. Based upon this review, except as disclosed within the footnotes or as discussed below, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the financial statements

18

 

ITEMItem 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.Financial Information.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with our unaudited condensed consolidated financial statements and associated notes appearing elsewhere in this Form 10-Q Quarterly Report Form 10-Q and with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2015.2022 included in this Form 10-Q Quarterly Report.

Note Regarding Forward-Looking Information

This Quarterly Report on Form 10-Q Quarterly Report contains forward looking statements that involve risks and uncertainties. All statements other than statements of historical fact contained in this Form 10-Q Quarterly Report, on Form 10-Q, including statements regarding future events, our future financial performance, business strategy, and plans and objectives for future operations, are forward-looking statements. In many cases, you can identify forward-looking statements by terminology such as “anticipates,” “believes,” “can,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “predicts,” “should,” or “will” or the negative of these terms or other comparable terminology. Although we do not make forward looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors, including the risks outlined under “Risk Factors”, “Liquidity and Capital Resources” with respect to our ability to continue to generate cash from operations or new investments,investment, or elsewhere in this Quarterly Report on Form 10-Q Quarterly Report or discussed in our Annual Report on Form 10-Kaudited consolidated financial statements for the year ended December 31, 2015,2022, which may cause our or our industry’s actual results, levels of activity, performance, or achievements to differ materially from those expressed or implied by these forward-looking statements. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time, and it is not possible for us to predict all risk factors, nor can we address the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause our actual results to differ materially from those contained in any forward-looking statements.

Overview

Iveda has been offering real-time IP video surveillance technologies to our customers since 2005. While we still offer video surveillance technologies, our core product line has evolved to include AI intelligent search technology that provide true intelligence to any video surveillance system and IoT (Internet of Things) devices and platforms. Our evolution is in response to digital transformation demands from many cities and organizations across the globe. Our IvedaAI intelligent video search technology adds critical intelligence to normally passive video surveillance systems. IvedaAI provides AI functions to any IP camera and most popular network video recorders (NVR) and video management systems (VMS). IvedaAI comes with an appliance or server, preconfigured with multiple AI functions based on the end user requirements.

AI Functions

Object Search
Face Search (No Database Required)
Face Recognition (from a Database)
License Plate Recognition (100+ Countries), includes make and model
Intrusion Detection
Weapon Detection
Fire Detection
People Counting
Vehicle Counting
Temperature Detection
Public Health Analytics (Facemask Detection)
QR and Barcode Detection

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You should

Key Features

Live Camera View
Live Tracking
Abnormality Detection – Vehicle/Person wrong direction detection
Vehicle/Person Loitering Detection
Fall Detection
Illegal Parking Detection
Heatmap Generation

IvedaAI consists of deep-learning video analytics software running in a computer/server environment that can either be deployed at an edge level or data center for centralized cloud model. We combined hardware and artificial intelligence software for fast and efficient video search for objects stored in an external (NVR) or storage device and live streaming video data from any IP camera.

IvedaAI works with any ONVIF-compliant IP cameras and most popular NVR/VMS (Video Management System) platforms, enabling accurate search across dozens to thousands of cameras in less than 1 second. IvedaAI products are designed to maximize efficiency, save time, and cut cost. Instead of watching hours of video recording after-the-fact, users can set up alerts.

Iveda offers many IoT sensors and devices for various applications such as energy management, smart home, smart building, smart community and patient/elder care. Our gateway and station serve as the main hub for sensors and devices in any given area. They are equipped with high-level communication protocols such as Zigbee, WiFi, Bluetooth, and USB. They connect to the Internet via Ethernet or cellular data network. We provide IoT platforms that enable centralized device management and push digital services on a massive scale. Our smart devices include water sensor, environment sensor, entry sensor, smart plug, siren, body temperature pad, care watch and tracking devices.

We also offer smart power technology for office buildings, schools, shopping centers, hotels, hospitals, and smart city projects. Our smart power hardware is equipped with an RS485 communication interface allowing the meters to be connected to various third-party SCADA software for monitoring and control purposes. This line of product includes smart power, water meter, smart lighting controls systems, and smart payment system.

Iveda’s Cerebro manages all the components of our smart power technology including statistics on energy consumption. Cerebro is a software platform designed to integrate multiple unconnected energy, security and safety applications and devices and control them through one comprehensive user interface.

Cerebro’s roadmap includes dashboard for all of Iveda’s platforms for central management of all devices. Cerebro is system agnostic and will support cross-platform interoperability. The common unified user interface will allow remote control of platforms, sensors and subsystems throughout an entire environment. This integration and unification of all subsystems enable acquisition and analysis of all information on one central command center, allowing comprehensive, effective, and overall management and protection of a city.

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Iveda’s Utilus smart pole technology is a smart power management and wireless mesh communications network deployed on new or existing light pole structures. The Utilus network uses WiFi, 4G and 5G small cell capabilities, and other wireless protocols to provide distributed video surveillance with AI video search technology and remote management of local devices such as trackers, water meters, electrical meters, valves, circuit breakers and sensors.

In the last few years, the smart city concept has been a hot topic among cities across the globe. With little to no human interaction, technology increases efficiency, expedites decision making, and reduces response time. Dwindling public safety budgets and resources has necessitated the transformation. More and more municipalities are using next-generation technologies to improve the safety and security of its citizens. Our response is our complete suite of IoT technologies, including AI intelligent video search technology, smart sensors, tracking devices, video surveillance systems, and smart power.

We license our platform and sell IoT hardware to service providers such as telecommunications companies, integrators and other technology resellers already providing services to an existing customer base. Partnering with service providers that have an existing loyal customer base allows us to focus on servicing just a handful of our partners and concentrating on our technology offering. Service providers leverage their end-user infrastructure to sell, bill, and provide customer service for Iveda’s product offering. This business model provides dual revenue streams – one from hardware sales and the other from monthly licensing fees.

Iveda Taiwan, our subsidiary in Taiwan, specializes in deploying new, and integrating existing, video surveillance systems for airports, commercial buildings, government customers, data centers, shopping centers, hotels, banks, and Safe City. Iveda Taiwan combines security surveillance products, software, and services to provide integrated security solutions to the end user. Through Iveda Taiwan, we have access not place undue relianceonly to Asian markets but also to Asian manufacturers and engineering expertise. Iveda Taiwan is our research and development arm, working with a team of developers in Taiwan.

In April 2011, we completed our acquisition of Iveda Taiwan, a company founded in 1998 by a group of sales and research and development professionals from Taiwan Panasonic Company. Iveda Taiwan, our subsidiary in Taiwan, specializes in deploying new, and integrating existing, video surveillance systems for airports, commercial buildings, government customers, data centers, shopping centers, hotels, banks, and Safe City initiatives in Taiwan and other neighboring countries. Iveda Taiwan combines security surveillance products, software, and services to provide integrated security solutions to the end user. Through Iveda Taiwan, we have access not only to Asian markets but also to Asian manufacturers and engineering expertise. Iveda Taiwan is our research and development arm, working with a team of developers and managing our relationship with the Industrial Technology Research Institute (“ITRI”) in Taiwan. Iveda Taiwan also houses the application engineering team that supports Sentir implementation for our service provider customers in Asia. The Company depends on any forward-looking statement, each of which applies onlyIveda Taiwan as the majority of the datecompany’s revenues have come from Iveda Taiwan since we acquired them in April 2011. For the years ended December 31, 2022 and 2021, Iveda Taiwan’s operations accounted for 93% and 71% of this Quarterly Report on Form 10-Q. Exceptour total revenue, respectively.

The acquisition of Iveda Taiwan provided the following benefits to our business:

An established presence and credibility in Asia and access to the Asian market.
Relationships in Asia for cost-effective research and development of new product offerings and securing the best pricing for end user devices.
Sourcing of products directly using Iveda Taiwan’s product sourcing expertise to enhance our custom integration capabilities.
Enhancements to the global distribution potential for our products and services.

In November 2012, we signed a cooperation agreement with ITRI, a research and development organization based in Taiwan. Together with ITRI, we have developed cloud-video services. Pursuant to the cooperation agreement, we licensed, through our subsidiary, Sole-Vision Technologies, Inc., the right to use U.S. Patent No. 8,719,442 (as well as required by law,its Taiwanese and Chinese counterparts) with respect to the development of cloud-video technologies.

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In June and August 2014, in collaboration with our local partner in the Philippines, we undertake no obligationshipped our ZEE cloud plug-and-play cameras for delivery to update or revise publicly any of the forward-looking statements after the date of this Quarterly Report on Form 10-QPhilippine Long Distance Telephone Company (“PLDT”) for distribution to conformits customers with a cloud video surveillance service offering, utilizing our statements to actual results or changed expectations.Sentir platform.

Critical Accounting Policies and Estimates

Management’s Discussion and Analysis of Financial Conditions and Results of Operations is based upon our financial statements, which have been prepared in accordance with GAAP. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions. A description of our critical accounting policies and related judgments and estimates that affect the preparation of our financial statements is set forth in Item 7, “Management’s Discussion and Analysis of Financial Conditions and Results of Operations,” of our Annual Report on Form 10-Kaudited consolidated financial statements for the year ended December 31, 2015.2022. Such policies are unchanged.

Overview

We developed Sentir®, a video surveillance management platform with big data storage technology for flexible and scalable distribution of hosted video surveillance services to end users. Sentir has an enterprise-class video hosting architecture, utilizing robust data centers. Sentir is ideal for service providers such as telecommunications companies, Internet service providers (“ISPs”), data centers, and cable companies with an existing physical infrastructure that are looking to add video surveillance services to their customer offerings. Sentir allows scalability, flexibility, and centralized video management, access, and storage. The advantage this platform offers end users is that there is no need to buy and maintain video surveillance software and hardware. This platform enables real-time viewing and recorded playback of video on computers and mobile devices with push notifications and alerts. Our expertise allows us to enable large service providers to offer cloud-based plug-and-play video surveillance using our Sentir platform.

Historically, we sold and installed video surveillance equipment, primarily for security purposes and secondarily for operational efficiencies and marketing. We also provided video hosting, in-vehicle streaming video, archiving, and real-time remote surveillance services to a variety of businesses and organizations. Our principal sources of revenue were derived from monthly fees from video hosting and real-time surveillance services and one-time fees for equipment sales and installation.

In 2014, we shifted our revenue model from direct project-based sales to licensing Sentir and selling Sentir-enabled plug-and-play cloud cameras to service providers such as telecommunications companies, ISPs, data centers, and cable companies already providing services to an existing customer base. Partnering with service providers that have an existing loyal subscriber base allows us to focus on our customers, the service providers, and leverage their end-user infrastructure to sell, bill, and provide customer service for the Sentir cloud video surveillance offering. This business model provides dual revenue streams – one from camera sales to the service providers and the other from monthly Sentir licensing fees on a per-camera activation basis.

In April, 2011, we completed our acquisition of MEGAsys®, a company founded in 1998 by a group of sales and research and development professionals from Taiwan Panasonic Company. MEGAsys, our subsidiary in Taiwan, specializes in deploying new, and integrating existing, video surveillance systems for airports, commercial buildings, government customers, data centers, shopping centers, hotels, banks, and Safe City initiatives in Taiwan and other neighboring countries. MEGAsys combines security surveillance products, software, and services to provide integrated security solutions to the end user. Through MEGAsys, we have access not only to Asian markets but also to Asian manufacturers and engineering expertise. MEGAsys is our research and development arm, working with a team of developers and managing our relationship with the Industrial Technology Research Institute (“ITRI”) in Taiwan. MEGAsys also houses the application engineering team that supports Sentir implementation for our service provider customers in Asia. The acquisition of MEGAsys provided the following benefits to our business:

An established presence and credibility in Asia and access to the Asian market.
Relationships in Asia for cost-effective research and development of new product offerings and securing the best pricing for end user devices.
Sourcing of products directly using MEGAsys’s product sourcing expertise to enhance our custom integration capabilities.
Enhancements to the global distribution potential for our products and services.

In April 2009, the Department of Homeland Security (“DHS”) approved us as a Qualified Anti-Terrorism Technology provider under a formal SAFETY Act Designation. The designation gives us, our partners, and our customers certain liability protection. We became the first company to offer real-time Internet Protocol (“IP”) video hosting and remote surveillance services with a SAFETY Act Designation. Our SAFETY Act Designation was renewed in October 2014. In January 2016, after thoroughly reviewing the analysis of the DHS Office of SAFETY Act, the Deputy Under Secretary of Science and Technology has determined that our technology satisfies the criteria set forth in Section 442(d)(s) of the SAFETY Act and in Section 25.8(a) of the Regulations and officially issued a Certification. A Certificate of Conformance of Technology was issued and our video surveillance products and services were placed on “Approved Products List for Homeland Security.”

In November 2012, we signed a cooperation agreement with ITRI, a research and development organization based in Taiwan. Together with ITRI, we have developed cloud-video services. Pursuant to the cooperation agreement, we received the right to license some of ITRI’s patents that were used in the development. We also have exclusive rights to license the products and services we develop in cooperation with ITRI.

In June and August 2014, in collaboration with our local partner in the Philippines, we shipped our ZEE® cloud plug-and-play cameras for delivery to the Philippine Long Distance Telephone Company (“PLDT”) for distribution to its customers with a cloud video surveillance service offering, utilizing our Sentir platform.

In December 2014, we entered into a Framework Agreement with Vietnam Posts and Telecommunications Group (VNPT), the largest telecommunications company in Vietnam to install Sentir at its data centers and conduct technical testing for mass distribution of our ZEE cameras to its existing customer base. In June 2015, Sentir was installed at four of VNPT’s data centers. After technical testing, in July 2015, VNPT issued a thorough report validating Sentir.

In November 2015, we signed an agreement with Nguyen Business & Investment Co., Ltd. as our exclusive reseller in Vietnam with a committed $1 Million prepaid Sentir licenses. Since then, they formed Iveda Vietnam Co., Ltd. to be the operating entity to license the Sentir platform and resell Sentir-enabled devices (e.g., ZEE, IvedaHome). On June 30, 2016, we completed a strategic investment transaction with the new majority owner of Iveda Vietnam and for cash consideration of $500,000, we sold 628,571 shares of our unregistered common stock and a warrant exercisable at $0.35 per share to purchase 800,000 shares of our unregistered common stock with a 5-year term. Prior to the closing of the strategic investment, Iveda Vietnam had paid $435,000 to the Company, of which $50,000 was allocated to Sentir server hardware shipped in December 2015 and $385,000 to prepaid license fees. In conjunction with the $500,000 strategic investment into the Company from the new majority owner, we agreed to amend the exclusive reseller agreement to accept the $435,000 payment as full execution of the terms of the agreement.

New Accounting Standards

There were no new standards recently issued which would have an impact on our operations or disclosures.

Results of Operations for the Three and Six Months Ended June 30, 2023 Compared with the Three and Six Months Ended June 30, 2022

Net Revenue.Revenue

We recorded net consolidated revenue of $338,624$2.39 million for the three months ended June 30, 2016,2023, compared to $775,561with $0.65 million for the three months ended June 30, 2015, a decrease2022, an increase of ($436,937),1.74 million, or (56%)267%. InFor the three months ended June 30, 2016,2023, our recurring service revenue was $25,907,$0.08 million, or 8%3% of net consolidated revenue, and our equipment sales and installation revenue was $307,109,$2.32 million, or 91%97% of net consolidated revenue, compared to recurring service revenue of $46,911, or 6% of net consolidated revenue, and equipment sales and installation revenue of $726,695, or 94% of net consolidated revenue, for the same period in 2015. Our U.S.-based segment saw an increase of $71,141 in net consolidated revenue duringrevenue. For the three months ended June 30, 2016, while2022, our Taiwan-based segment revenue decreased by ($508,078) during the same period. The increase in U.S.-based segment revenue was due to equipment sales to our Vietnam Reseller, of Sentir-enabled plug-and-play cloud cameras. The decrease in Taiwan-based segment revenue was primarily due to delays on long-term contracts awarded and started during 2015.

We recorded net consolidated revenue of $751,141 for the six months ended June 30, 2016, compared to $1,301,384 for the six months ended June 30, 2015, a decrease of ($550,243) or (42%). In the six months ended June 30, 2016, our recurring service revenue was $50,390$.06 million, or 7%9% of consolidated net revenue, and our equipment sales and installation revenue was $692,308$.59 million, or 92%91% of net revenue. The increase in total revenue in 2023 compared with the same period in 2022 is attributable primarily to recurringincreased equipment sales from Iveda Taiwan as a result of delivery timing related to long-term contracts awarded and started during 2022 and additional government agency contracts.

We recorded net consolidated revenue of $4.60 million for the six months ended June 30, 2023, compared with $0.88 million for the six months ended June 30, 2022, an increase of $3.71 million, or 421%. For the six months ended June 30, 2023, our service revenue was $0.28 million, or 6% of $145,251 or 11% ofnet revenue, and our equipment sales and installation revenue was $4.32, or 94% of $1,141,218net revenue. In fiscal 2022, our service revenue was $0.10, or 12% of consolidated net revenue, and our equipment sales and installation revenue was $0.78, or 88% of net revenue. The increase in total revenue forin 2023 compared with the same period in 2015. The decrease in revenue was due2022 is attributable primarily to delays in significantincreased equipment sales from Iveda Taiwan as a result of delivery timing related to long-term contracts that were awarded and began in 2015 in Taiwan.. The increase in U.S.-based segment revenue was due to equipment sales to our Resellers of Sentir-enabled plug-and-play cloud cameras.started during 2022 and additional government agency contracts.

Cost of Revenue.Revenue

Total cost of revenue was $256,252 (76%$2.11 million (88% of revenue, representing arevenue; gross margin of 24%12%) for the three months ended June 30, 2016,2023, compared to $634,857 (82%with $0.46 million (71% of revenue; representing a29% gross marginmargin) for the three months ended June 30, 2022, an increase of 18%) for same period in 2015, a decrease of ($378,605)1.65 million), or (60%(356%). The U.S.-based segment increase in cost of revenue corresponds withwas primarily driven by increased sales through our Vietnam reseller.The Taiwan-based segment decreased costIveda Taiwan revenue. The decrease in overall gross margin was primarily attributed to the more indicative and standard margin of Iveda Taiwan revenue and were primarily due to reduced revenues caused by the delay on significantas a result of additional lower margin, larger long-term contracts awarded and began in 2015.started during 2022.

Total cost of revenue was $586,662 (78%$3.83 million (83% of revenues;revenue; gross margin of 22%17%) for the six months ended June 30, 2016,2023, compared to $993,552 (76%with $0.55 million (63% of revenues; representing arevenue; 37% gross margin of 24%)margin) for the six months ended June 30, 2015, a decrease2022, an increase of ($406,809)$3.28 million, or (41%)593%. The decrease ofincrease in cost of revenue andwas primarily driven by increased Iveda Taiwan revenue. The decrease ofin overall gross margin was primarily dueattributed to delays in large project revenues inthe more indicative and standard margin of Iveda Taiwan revenue as a result of additional lower margin, larger long-term contracts awarded and started during the six months ended June 30, 2016.2022.

Operating Expenses.Expenses

Operating expenses were $524,447$1.1 million for the three months ended June 30, 2016,2023, compared to $967,788with $1.2 million for the same period in 2015,three months ended June 30, 2022, a decrease of ($443,341),$0.15 million, or (46%)12%. TheThis net decrease in operating expenses wasin 2023 compared with 2022 is due primarily related to a continued decreasestabilization in personnel in the US based administrative, sales and technical support personnel project-based marketingfor IvedaAI and sales expenses that has been shifted to our resellers, consulting, and research and development expenses.reduced travel during the three months ended June 30, 2023.

Operating expenses were $1.2$2.1 million for the six months ended June 30, 2016,2023, compared towith $2.0 million for the six months ended June 30, 2015, a decrease2022, an increase of ($810,333)$0.1 million, or (41%)5%. The decreaseThis minimal net increase in operating expenses in 2016 over 2015 was2023 compared with 2022 is due primarily related to a continued decreasestabilization in salaried personnel direct project-based marketingin the US based administrative, sales and sales expenses, consulting,technical support personnel for IvedaAI and researchincreased investor and development expenses.public relations for the six months ended June 30, 2023.

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Loss from Operations.Operations As a result of the decrease in operating expenses, loss

Loss from operations decreased to ($442,075)$0.82 million for the three months ended June 30, 2016,2023, compared to ($827,084)with $1.06 million for the same period in 2015,three months ended June 30, 2022, a decrease in loss of ($385,009),$0.24 million, or (47%)22%.

Primarily as a result A majority of the decrease in operating expenses the loss from operations was primarily due to increased net revenues.

Loss from operations decreased to $1.0$1.4 million for the six months ended June 30, 2016,2023, compared towith $1.7 million for the six months ended June 30, 2015,2022, a decrease of $0.34 million, or 20%. A majority of the decrease in loss of ($666,980) or (40%).from operations was primarily due to increased net revenues.

Other Expense-Net.Expense-Net

Other expense-netincome (expense)-net was $17,923approximately $2,800 of net other income for the three months ended June 30, 2016,2023, compared to $40,412with ($6,800) of net other expense for the same periodthree months ended June 30, 2022, an increase of $9,600 of net other income. The majority of the increase in 2015, a decrease of ($22,489), or (56%). The change is primarily due toother income for 2023 was interest income from cash in the decrease in interest expense.bank.

Other expense-netincome (expense)-net was $33,927approximately $22,000 for the six months ended June 30, 2016,2023, compared to $30,985with ($18,000) for the six months ended June 30, 2015,2022, an increase of $2,942 or 9% primarily$41,000 other income. The majority of the increase in other income for 2023 was interest income from cash in the bank.

Philippines Joint Venture (JV)

We consolidate the financial statements of the JV and recorded approximately $60,000 of offset related to the decrease in gain on derivativesnon-controlled portion of the JV loss for the three and the decreased loss on disposal of assets..six months ended June 30, 2023.

Net Loss.Loss

Net loss was ($476,709)$0.76 million for the three months ended June 30, 2016,2023, compared to ($880,349)with $1.06 million for the same period in 2015.three months ended June 30, 2022. The decrease of ($403,640)$0.31 million, or 29%, or (46%),in net loss was primarily due to a decreasethe result of increased net revenues in operating expenses whichIveda Taiwan.

Net loss was primarily related to a continued decrease in sales and technical support personnel, project-based marketing and sales expenses that has been shifted to our resellers, consulting, and research development expenses.

The decrease of ($660,179) or (38%) in the net loss to $1.0$1.3 million for the six months ended June 30, 2016, from2023, compared with $1.7 million for the six months ended June 30, 2015,2022. The decrease of $0.36 million, or 21%, in net loss was primarily the effectresult of a decreaseincreased net revenues in operating expenses.Iveda Taiwan.

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Liquidity and Capital Resources

As of June 30, 2016,2023, we had cash and cash equivalents of $463,917 in our U.S.-based segment and $495,616 in our Taiwan-based segment,$8.6 million compared to $115,568 in our U.S.-based segment and $91,357 in our Taiwan-based segment$7.3 million as of December 31, 2015.2022. This increase in our cash and cash equivalents is primarily a result offor the $380.000 Warrant Exercise to Common Stock and the sale of $500,000 of Common Stock during the quartersix months ended June 30, 2016.2023 is related to the exercise of 945,900 warrants at $1.40 with net proceeds of $1.3 Million offset by of the operating losses during the six months ended June 30, 2023. There are no legal or economic factors that materially impact our ability to transfer funds between our U.S.-based and Taiwan-based segments.

Net cash usedprovided in operating activities during the six months ended June 30, 20162023 was $0.3$0.85 million compared to $2.4($2.18) million net cash used during the six months ended June 30, 2015.2022. Net cash provided in operating activities for the six months ended June 30, 2023 consisted primarily of the $0.93 million net collection of accounts receivable and an increase of $0.82 of accounts and other payables offset by net loss of ($1.3) million. Other factors for the six months ended June 30, 2023 included $0.21 cash provided from the reduction of inventory. Net cash used in operating activities for the six months ended June 30, 20162022 consisted primarily of the ($1.7) million net loss including $0.26 million of non-cash charges (primarily stock option compensation and stock for services). An increase in inventory used $0.29 and a decrease by $0.83 million in additional accounts and other payables offset by approximately $624,000 in collectiona decrease of accounts receivable. Cash used in operating activities for the six months ended June 30, 2015 consisted primarily of the net loss and approximately $925,000 increase$0.37 million in accounts receivable offset by approximately $84,000 in non-cash stock option compensation.receivable.

Net cash used in investing activities for the six months ended June 30, 20162023 was $793.$0.44 million consisting primarily of the development of additional IvedaAI platforms. Net cash providedused by investing activities during the six months ended June 30, 20152022 was $298.$1,964.

Net cash provided by financing activities for the six months ended June 30, 20162023 was $1.1$.94 million compared with $3.0$7.0 million provided during the six months ended June 30, 2015.2022. This increase in our cash and cash equivalents for the six months ended June 30, 2023 is related primarily to the exercise of 945,900 warrants at $1.40 with net proceeds of $1.3 million offset by $0.36 million payments against short and long term loans in Taiwan during the six months ended June 30, 2023. Net cash provided by financing activities in 20162022 of $7.0 million is primarily a result of the $380.000 Warrant Exercise to Common Stock and the sale of $500,000 of Common Stock during the quarter ended June 30, 2016. Net cash provided by financing activities in 2015 consisted primarily of proceeds from the sale of Series B Preferred Stock, short-term debt proceeds, and related party short-term debt proceeds.stock offering that closed April 2022.

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We have experienced significant operating losses since our inception. At June 30, 2016,2023, we had approximately $26$32 million in net operating loss carryforwards available for federal income tax purposes, which will begin to expire in 2025. We did not recognize any benefit from the federal net operating loss carryforwards in 2015.2022 or 2021. We also had approximately $18.0$5.0 million in state net operating loss carryforwards, which began to expire in 2014.after five years.

We have limited liquidity and have not yet established a stabilized source of revenue sufficient to cover operating costs, based on our current estimated burn rate. Accordingly, our continuation as a going concern is dependent upon our ability to generate greater revenue through increased sales and/or our ability to raise additional funds through the capital markets. No assurance can be given that we will be successful in future financing and revenue-generating efforts. Even if funding is available, we cannot assure investors that it will be available on terms that are favorable to our existing stockholders. Additional funding may be achieved through the issuance of equity or debt securities that could be significantly dilutive to the percentage ownership of our existing stockholders. In addition, these newly issued securities may have rights, preferences, or privileges senior to those of our existing stockholders. Accordingly, such a financing transaction could materially and adversely impact the price of our common stock.

Substantially all of our cash is deposited in twothree financial institutions, onetwo in the United States and one in Taiwan. At times, amounts on deposit in the United States may be in excess of the FDIC insurance limit. Deposits in Taiwan financial institutions are insured by CDIC (“Central Deposit Insurance Corporation”) with maximum coverage of NTD 3 million. At times, amounts on deposit in Taiwan may be in excess of the CDIC insurance limit.

Our accounts receivable are unsecured, and we are at risk to the extent such amounts become uncollectible. Although we perform periodic evaluations of our customers’ credit and financial condition, we generally do not require collateral in exchange for our products and services provided on credit. U.S.-based segment revenue from three customers represented approximately 63% of total revenue for the quarter ended June 30, 2016, and U.S.-based segment accounts receivable from two customers represented approximately 83% of total U.S.-based segment accounts receivable at June 30, 2016. Taiwan-based segment revenue from three customers represented approximately 83% of total revenue for the quarter ended June 30, 2016, and Taiwan-based segment accounts receivable from two customers represented approximately 51% of total Taiwan-based segment accounts receivable at June 30, 2016. No other customers represented greater than 10% of total revenue in the quarter ended June 30, 2016.

We provide an allowance for doubtful collections, which is based upon a review of outstanding receivables, historical collection information, and existing economic conditions. Payment terms for our U.S.-based segment require prepayment for our ZEE camerasmost products before they are shipped and monthly Sentir licensing fees, which are due in advance on the first day of each month. For our U.S.-based segment, accounts receivable that are more than 120 days past due are considered delinquent. Payment terms for our Taiwan-based segment vary based on our agreements with our customers. Generally, we receive payment for our products and services within one year of commencing the project, except that we retain 5% of the total payment amount and release such amount one year after the completion of the project. Although our Taiwan-based segment had 34% of gross accounts receivables aged over 180 days at June 30, 2016, we provide an allowance for doubtful accounts for any receivables that will not be paid within one year, which excludes such retained amounts. For our U.S.-based segment, we set uphad no doubtful accounts receivable allowances of $0 and $2,736 for the quarterssix months ended June 30, 20162023 and 2015, respectively.year ended December 31, 2022. For our Taiwan-based segment, we set up no doubtful accounts receivable allowances of $351,192 and $468,030 for the quarterssix months ended June 30, 20162023 and 2015, respectively.year ended December 31, 2022. We deem the rest of our accounts receivable to be collectible based on certain factors, including the nature of the customer contracts and past experience with similar customers. Delinquent receivables are written off based on individual credit valuation and specific circumstances of the customer, and we generally do not charge interest on past due receivables.

Effects of Inflation

For the periods for which financial information is presented, we do not believe that the current levels of inflation in the United States have had a significant impact on our operations. Likewise, we do not believe that the current levels of inflation in Taiwan have had a significant impact on the operations of MEGAsys.Iveda Taiwan.

Off Balance Sheet Arrangements

We do not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. In addition, we do not have any undisclosed borrowings or debt, and we have not entered into any synthetic leases. We are, therefore, not materially exposed to any financing, liquidity, market, or credit risk that could arise if we had engaged in such relationships.

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ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.We are a smaller reporting company as defined by 17 C.F.R. 229 (10)(f)(i) and are not required to provide information under this item.

ITEM 4.CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on this evaluation, our Chief Executive Officer and Chief Financial Officer, as of June 30, 2016,December 31, 2022, concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are not effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act was recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

In December 2013, we hired a newRobert J. Brilon, as Chief Financial Officer who has experience in SEC reporting and disclosures. We now have two employees knowledgeable in SEC accounting and reporting. We have plans to hirefor hiring additional financial personnel and to implementimplementing additional controls and processes involving both of our financial personnel in order to ensure all transactions are accounted for and disclosed in an accurate and timely manner. There have not been any other changes in our internal control over financial reporting identified by management’s evaluation pursuant to RuleRules 13a-15(d) or 15d-15(d) of the Exchange Act during the most recent fiscal quarter that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on the Effectiveness of Controls

Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, misstatements, errors, and instances of fraud, if any, within our company have been or will be prevented or detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management or Board override of the control.

The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

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Identified Material Weakness

As of June 30, 2016, we need to hire additional employees at MEGAsys that are knowledgeable in SEC accounting and reporting. Increased staffing at the subsidiary level will provide daily oversight of MEGAsys’s operations and minimize the likelihood of any material error in reporting the subsidiary’s results. Action plans are in place to address this staffing need during 2016 as resources permit.

Management’s Remediation Initiatives

As our resources allow, we plan to add financial personnel at the subsidiary level to properly provide accurate and timely financial reporting and in the interim we have a GAAP knowledgeable independent local contractor in Taiwan that reports to U.S. headquarters and performs review and analysis as requested.

Segregation of Duties

As of June 30, 2016, we had two employees knowledgeable in SEC accounting and reporting. Our management has put in place policies and procedures designed, to the extent possible, to segregate the duties of initiating transactions, maintaining custody over assets, and recording transactions. Due to our size and limited resources, segregation of all conflicting duties may not always be possible and may not be economically feasible.

PART II – OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS.

We may be subject to legal proceedings in the ordinary course of business. As of the date of this Quarterly Report on Form 10-Q, we are not aware of any legal proceedings to which we are a party that we believe could have a material adverse effect on us.

ITEM 1A.RISK FACTORS.

Not applicable.We are a smaller reporting company as defined by 17 C.F.R. 229 (10)(f)(i) and are not required to provide information under this item.

ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

DuringSet forth below are the reporting period,sales of all securities by the Company issued 6,000 common shares to a shareholder for origination points for $100,000 short term loan.

Duringduring the reporting period,quarter ended June 30, 2023, which were not registered under the Securities Act. The Company issued 628,571 unregistered common shares and 800,000 warrants to purchase common shares at $0.35 to a shareholder for a $500,000 strategic investment.

During the reporting period, the Company issued 60,000 unregistered common shares to our independent contractor in Vietnam for referring the $500,000 strategic investor.

Thebelieves that each of such issuances were effected pursuant to an exemptionwas exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended.and/or Regulation S under the Securities Act.

ITEM 3.DEFAULT UPON SENIOR SECURITIES.

None.

ITEM 4.MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5.OTHER INFORMATION.

None.Not applicable.

ITEM 6.EXHIBITS.

ExhibitExhibitDescription
31.131.1Certificate of Principal Executive Officer Pursuant to Exchange Act Rule 15d-14(a)
31.2Certificate of Principal Financial Officer Pursuant to Exchange Act Rule 13a-14(a) or Rule 15d-14(a)
31.232.1Certificate of Principal Financial Officer Pursuant to Exchange Act Rule 13a-14(a) or Rule 15d-14(a)
32.1Certificate of Principal Executive Officer Pursuant to Section 1350
32.232.2Certificate of Principal Financial Officer Pursuant to Section 1350
101.INS101.INSInline XBRL Instance Document
101.SCH101.SCHInline XBRL Taxonomy Extension Schema Document
101.CAL101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PRE101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

IVEDA SOLUTIONS, INC.
Date: August 16, 201614, 2023/s/ David Ly
David Ly

Chief Executive Officer and Chairman (Principal

(Principal Executive Officer)

/s/ Robert J. Brilon
Robert J. Brilon

President and Chief Financial Officer (Principal

(Principal Financial and Accounting Officer)

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