UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 14, 2018
hopTo Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware | 0-21683 | 13-3899021 | ||
(State or Other Jurisdiction of Incorporation) |
Commission File Number |
(IRS Employer Identification No.) |
6 Loudon Road, Suite 200 | ||
Concord, NH | 03301 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (800) 472-7466
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 2.02. Results of Operations and Financial Condition.
On August 14, 2018, we issued a press release announcing our financial results for the three-month period ended June 30, 2018. A copy of the press release is being furnished as Exhibit 99.1 to this report and incorporated herein by reference. The information contained in this report on Form 8-K, including the Exhibit, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by hopTo Inc. under the Securities Act of 1933, as amended.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 |
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.
hopTo Inc. | ||
Dated: August 14, 2018 | By: | /s/ Jean-Louis Casabonne |
Jean-Louis Casabonne | ||
Interim Chief Executive Officer | ||
Chief Financial Officer, Secretary |
Exhibit Index
Exhibit No. | Description | |
99.1 | Press Release issued by the Registrant on August 14, 2018. |
hopTo Inc. Announces Second Quarter 2018
Business Update and Results
Concord, NH – August 14, 2018 – hopTo Inc. (OTCQB: HPTO), developer and provider of application publishing and mobile productivity software, today announced its financial results for the second quarter ended June 30, 2018.
Second Quarter 2018 Financial Update:
● | Revenue of $866 thousand |
● | Net Income of $165 thousand |
● | Basic and diluted income per share of $0.02 |
Second Quarter 2018 Operational Summary and Business Update
“In the second quarter of 2018, hopTo has maintained operation of the GO-Global business providing continued value to our customers with the introduction of our new version to a number of our partners and customers in preparation for the full general availability release of GO-Global 6.0 in September, ” stated Jean-Louis Casabonne, interim CEO of hopTo Inc.
“Additionally, during the second quarter of 2018, the hopTo board of directors completed an extensive process of reviewing strategic alternatives for hopTo and the GO-Global business. These options included possible asset sales, new board and management recommendations, and fundraising possibilities to fund new initiatives. After careful analysis and consideration, the board has decided to propose a slate of new directors which, if approved by stockholders, will result in new executive leadership. This new board is intended to take hopTo in a new direction that we believe will deliver positive results for our shareholders while leveraging the continuing operation of GO-Global. The new board will, if approved by stockholders, assume their duties after the completion of voting in our upcoming annual meeting on August 23, 2018. The proxy was mailed on or about August 8, 2018 and can be viewed at www.hopto.com under the heading “Proxy Materials.” The outgoing board of directors and executive management recommends that stockholders vote for all of the nominated directors and proposals.”
Results for the First Six Months Ended June 30, 2018
Total revenue for the six months of Fiscal Year 2018 was $1.7 million, a decrease of approximately 11.5% from $1.9 million for the same period in 2017. This revenue is entirely from the Company’s GO-Global products and services.
For the first half of 2018, the Company reported net income of $121 thousand, compared with the $166 thousand net loss from the same period last year. This net income includes other income of $156 thousand associated with the reversal of an accrual for potential liquidated damages as disclosed in a Form 8-K filed with the SEC on May 30, 2018.
The total operating expense for the first half of 2018 was $1.63 million, which is a year-over-year improvement of 17% from $1.97 million that we reported for the same period in 2017.
Results for the Second Quarter Ended June 30, 2018
Total revenue for the second quarter 2017 of $866 thousand represents a decrease of 6.4% from $925 thousand for the same period in the prior year.
Total operating expenses for the second quarter were $794 thousand, a decrease of 7% from $858 thousand for the same period in 2017.
hopTo reported net income for the quarter ended June 30, 2018 of $165 thousand, or $0.02 per basic and diluted share, compared to a loss of $13 thousand or $0.00 per basic and diluted share for the same period in 2017. This net income includes other income of $156 thousand associated with the reversal of an accrual for potential liquidated damages as disclosed in a Form 8-K filed with the SEC on May 30, 2018.
As of June 30, 2017 the Company had cash of $994 thousand and accounts receivable of $207 thousand.
Investor Communications
As part of our continued expense management, hopTo Inc. will not be hosting an investor conference call to discuss its second quarter financial results.
In lieu of a conference call, we invite shareholders to submit questions via email to the following email address: investors@hopto.com
We will accumulate questions until the end of the day on Friday, August 17, 2018. We will review the questions and we will use our best efforts to provide written answers to those questions that we believe we can answer, subject to normal confidentiality policies, via a Form 8-K that we intend to file with the SEC on or about August 31, 2018.
About hopTo:
Founded in its current form in 2012, hopTo Inc. is a developer of application publishing software and a mobile productivity workspace platform. The company is based in Concord, NH.
For more information on hopTo, please visit: www.hopTo.com.
FORWARD LOOKING STATEMENTS
This press release contains forward looking statements. These statements include statements regarding future growth, the new direction of the Company/actions by a new Board of Directors and the expected impact of our products on the marketplace. These statements are based on management’s current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ significantly from those described in the forward looking statements. Factors that may cause such a difference include the following: the new Board of Directors will have broad latitude, they will face the same if not greater challenges (including very limited capital resources and other risks described in our public filings) than those faced by the outgoing Board of Directors, they have not committed to any specific course of action and there is no assurance that any of their initiatives will be implemented or achieve success in a reasonable time frame; the success of our new products depends on a number of factors including market and customer acceptance; our ability to manage the risks associated with new product introduction and developing and marketing new versions of the product; and other factors, including those set forth under Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2017 and in other documents we have filed with the SEC.
Additional Information and Where to Find It
hopTo, its directors and certain of its executive officers and employees are considered to be participants in the solicitation of proxies from stockholders in connection with the matters to be presented at hopTo’s 2018 Annual Meeting. On August 3, 2018, hopTo filed a definitive proxy statement with the Securities and Exchange Commission (the “SEC”) in connection with the solicitation of proxies from its stockholders in connection with its 2018 Annual Meeting of Stockholders. STOCKHOLDERS ARE URGED TO CAREFULLY READ THE DEFINITIVE PROXY STATEMENT, ANY AMENDMENTS OR SUPPLEMENTS THERETO AND ANY OTHER RELEVANT DOCUMENTS THAT THE COMPANY MAY FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. Additional information regarding the identity of participants, and their direct or indirect interests, by security holdings or otherwise, is set forth in the definitive proxy statement filed by the Company with the SEC in connection with the Company’s 2018 Annual Meeting. Stockholders may obtain the definitive proxy statement and any other documents filed by the Company with the SEC in connection with the Company’s 2018 Annual Meeting free of charge at the SEC’s website at http://www.sec.gov, the Company’s website at www.hopTo.com or by writing to hopTo, Inc. at 6 Loudon Road, Suite 200, Concord, NH 03301.
For
more information on hopTo, please visit: www.hopTo.com.Investors / Media:
J.L. Casabonne
investors@hopto.com
408-688-2674 ext. 5025
hopTo Inc.
Condensed Consolidated Balance Sheets
June 30, | December 31, | |||||||
2018 | 2017 | |||||||
(Unaudited) | (Audited) | |||||||
Assets | ||||||||
Cash | $ | 994,200 | $ | 1,015,400 | ||||
Accounts receivable, net | 207,100 | 426,800 | ||||||
Prepaid expenses | 148,400 | 112,900 | ||||||
Total current assets | 1,349,700 | 1,555,100 | ||||||
Property and equipment, net | 12,300 | 30,800 | ||||||
Other assets | 17,800 | 17,800 | ||||||
Total assets | $ | 1,379,800 | $ | 1,603,700 | ||||
Liabilities and stockholders’ equity (deficit) | ||||||||
Accounts payable and accrued expenses | $ | 637,700 | $ | 635,100 | ||||
Deferred rent | 58,300 | 74,100 | ||||||
Deposit liability | 93,500 | 93,500 | ||||||
Deferred revenue | 1,143,000 | 1,845,100 | ||||||
Other current liabilities | - | 855,100 | ||||||
Total current liabilities | 1,932,500 | 3,502,900 | ||||||
Deferred revenue | 543,900 | 1,409,700 | ||||||
Stockholders’ equity (deficit) | (1,096,600 | ) | (3,308,900 | ) | ||||
Total liabilities and stockholders’ equity (deficit) | $ | 1,379,800 | $ | 1,603,700 |
Condensed Consolidated Statements of Operations
Three Months Ended Jun 30, | Six Months Ended Jun 30, | |||||||||||||||
2018 | 2017 | 2018 | 2017 | |||||||||||||
(Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||
Revenue | $ | 866,000 | $ | 924,800 | $ | 1,688,300 | $ | 1,907,300 | ||||||||
Costs of revenue | 37,700 | 18,300 | 66,500 | 37,100 | ||||||||||||
Gross profit | 828,300 | 906,500 | 1,621,800 | 1,870,200 | ||||||||||||
Operating expenses | ||||||||||||||||
Selling and marketing | 108,500 | 82,100 | 210,100 | 172,000 | ||||||||||||
General and administrative | 327,800 | 421,100 | 633,000 | 1,062,200 | ||||||||||||
Research and development | 358,000 | 355,100 | 786,500 | 740,100 | ||||||||||||
Total operating expenses | 794,300 | 858,300 | 1,629,600 | 1,974,300 | ||||||||||||
Income (loss) from operations | 34,000 | 48,200 | (7,800 | ) | (104,100 | ) | ||||||||||
Other income (expense), net | 130,500 | (59,600 | ) | 129,700 | (60,100 | ) | ||||||||||
Income (loss) before provision for income tax | 164,500 | (11,400 | ) | 121,900 | (164,200 | ) | ||||||||||
Provision for income tax | (100 | ) | 1,100 | 900 | 2,000 | |||||||||||
Net income (loss) | $ | 164,600 | $ | (12,500 | ) | $ | 121,000 | $ | (166,200 | ) | ||||||
Basic and diluted income (loss) per share | $ | 0.02 | $ | (0.00 | ) | $ | 0.01 | $ | (0.02 | ) | ||||||
Average weighted common shares outstanding - basic | 9,804,400 | 9,804,400 | 9,804,400 | 9,804,400 | ||||||||||||
Average weighted common shares outstanding - diluted | 10,368,956 | 9,804,400 | 10,368,956 | 9,804,400 |