x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Nevada | 86-0837251 | |
(State or other jurisdiction of | (I.R.S. Employer | |
incorporation or organization) | Identification Number) | |
Zuiderlaan 1-3, bus 8, 9000 Gent, Belgium | N/A | |
(Address of principal executive offices) | (Zip code) |
Large accelerated filer | ¨ | Accelerated filer | ¨ | |
Non-accelerated filer | ¨ | Smaller reporting company | þ | |
(Do not check if a smaller reporting company) |
| | PART I | | |
ITEM 1. | | BUSINESS | | 1 |
ITEM 1A. | | RISK FACTORS | | 12 |
ITEM 1B. | | UNRESOLVED STAFF COMMENTS | | 21 |
ITEM 2. | | PROPERTIES | | 21 |
ITEM 3. | | LEGAL PROCEEDINGS | | 21 |
ITEM 4. | | [RESERVED AND REMOVED] | | 21 |
| | PART II | | |
ITEM 5. | | MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES | | 22 |
ITEM 6. | | SELECTED FINANCIAL DATA | | 23 |
ITEM 7. | | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | | 24 |
ITEM 7A. | | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | | 36 |
ITEM 8. | | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | | 36 |
ITEM 9. | | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | | 36 |
ITEM 9A | | CONTROLS AND PROCEDURES. | | 36 |
ITEM 9B. | | OTHER INFORMATION | | 37 |
| | PART III | | |
ITEM 10. | | DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE | | 37 |
ITEM 11. | | EXECUTIVE COMPENSATION | | 41 |
ITEM 12. | | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | | 42 |
ITEM 13. | | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE | | 44 |
ITEM 14. | | PRINCIPAL ACCOUNTANT FEES AND SERVICES | | 46 |
| | PART IV | | |
ITEM 15. | | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES | | 47 |
SIGNATURES | | | | 48 |
⋅ | Remewhite in Office Whitening System . One of our first dental products that we developed for the professional dental community was the RemeCure plasma curing light (described below). Leveraging on our early success with the RemeCure light, we introduced the RemeWhite In Office Whitening System. Based upon the initial RemeCure light, a new light, called the RemeCure CL-15, was developed featuring new enhancements to the hardware and software enabling this light to be fully automated thereby eliminating the need for the dentist to hold the light during whitening treatments. In addition, a proprietary gel was formulated to be used with the system as well as a time saving method to apply the gel. |
⋅ | Remewhite Home Maintenance Kit . In 2004, the RemeWhite Home Maintenance Kit was introduced and sold by dentists to their patients, featuring 16 pre-filled trays with a level of whitening agent safe for home use yet stronger than most OTC products. |
⋅ | Metatray . In August 2005, we introduced MetaTray®, our next generation of products targeted for the professional dentist market. The MetaTray kit consists of a proprietary, reusable mouthpiece that has embedded in the mouthpiece both a heating element and an electroluminescent mesh that are powered by a rechargeable 9 volt power source providing heat and light similar to that which is delivered to the teeth by conventional dental lights. The system also introduced a proprietary foam strip that is unique in the manner in which it releases peroxide to the tooth surface without dripping or running. |
⋅ | RemeCure. The RemeCure plasma curing light uses plasma arc technology instead of LED and laser technology which provides high-energy power over the complete spectrum. |
⋅ | FirstFit. We developed the FirstFit System, a proprietary, patent-pending system for the creation and placement of dental bridges and crowns. Effective as of March 29, 2010 the intellectual property used and related to FirstFit product was sold to Den-Mat Holdings LLC (“Den-Mat”). |
⋅ | Remewhite Formulation+ by GlamSmile. Formulation+ was the first available in-office power whitening gel featuring Remedent’s proprietary CRM-Technology. The Continuous Release Matrix assures a prolonged and continuous release of Hydrogen Peroxide throughout the entire session, thus improving the exposure time of the whitening agent to the enamel. Still today Formulation+ for in-office use by dentists is one of the top products giving consumers whitening results up to 10 shades whiter without sensitivity. |
⋅ | WHITE Boost & WHITE Finishing . Other than Formulation+, Remedent created and sells the White Boost & White Finishing through dentists for home use. It is an oxygen-induced whitening system using a revolutionary and comfortable tray and 2 thin, flexible foam strips impregnated with super tooth whitening gel. The foam strips’ unique formula guarantees a steady release of oxygen that first triggers and then speeds up the whitening process. Our ergonomic delivery tray means ease-of-use and superb whitening results in just 10 minutes. |
• | no local anesthesia is required to prepare the teeth; |
• | reduced (if any) tooth sensitivity post-procedure; and |
• | the process is reversible. |
⋅ | Beijing Glamsmile Studio . Through Glamsmile Asia and its subsidiaries we opened a GlamSmile clinic in Beijing, China, during the third calendar quarter of 2009. The Beijing GlamSmile clinic was the first dental spa to offer pain free cosmetic dentistry in Beijing. |
⋅ | Hong Kong Dental Spa . In April 2010, through GlamSmile Asia Ltd. we expanded our business to consumer model in the Asian market by opening a dental spa in Hong Kong. |
⋅ | Munich, Germany Glamsmile Studio . In October 2010, through GlamSmile Deutschland GmbH a studio in Munich, Germany was opened. |
⋅ | Shanghai Studio . In February 2011, we opened the Shanghai Studio through GlamSmile Asia. |
⋅ | Rome, Italian Glamsmile Studio . In June 2011, through GlamSmile Rome SRL a studio in Rome, Italy was opened. |
⋅ | Wenzhou Studio . In February 2012, we opened the Wenzhou Studio through GlamSmile Asia. |
⋅ | Guangzhou Studio. Planned to open in October 2013; the third largest city in Mainland China, with a population of 13 million. |
⋅ | Owned Centers. These are centers in which the Company will own, control and/or manage all aspects of the operation including the facilities, equipment, personnel, marketing, insurance risk and other operating costs and will either employ or contract with dentists to perform the necessary dental services. In China, we will continue to principally rely on our owned and operated dental GlamSmile clinics or centers. |
⋅ | Licensed Centers . In many markets we will seek to identify and recruit cosmetic dentists that have existing practices and who endorse the GlamSmile veneer products. In these markets, we will contract with dental practices and the Company will recognize revenue through the sale of veneer trays plus marketing and other service fees to be charged to the dentist for services performed by the Company. |
⋅ | Distributors . In markets where we lack the expertise with respect to managing marketing and where local regulation and/or custom may make it impractical to deploy an owned or licensed center approach we will look to appoint distributors who will be granted exclusive rights to market and distribute our GlamSmile products directly to consumers subject to minimum performance criteria and/or initial territory fees. In this model the distributor will be expected to invest in all marketing and sales conversion costs in their market. Our revenues will be derived principally from sales of our GlamSmile veneer products to the distributor. |
• | Better combined pricing strategy than the competition when considering net cost for whitening materials and initial cost of light. |
• | Dual purpose light to maximize value of initial investment. |
• | Ease of use from automated functionality of light, speed and gel application method. |
• | Superior gel formulation which maximizes performance while minimizing sensitivity. |
• | Home maintenance kit for improved patient satisfaction. |
• | We are unable to control the resources our corporate partners devote to our programs or products; |
• | disagreements with our corporate partners could cause delays in, or termination of, the research, development or commercialization of product candidates or result in litigation or arbitration; |
• | contracts with our corporate partners may fail to provide significant protection or may fail to be effectively enforced if one of these partners fails to perform; |
• | our corporate partners with marketing rights may choose to pursue competing technologies or to devote fewer resources to the marketing of our products; and |
• | our distributors and our corporate partners may be unable to pay us, particularly in light of current economic conditions. |
• | difficulties in collecting accounts receivable and longer collection periods, |
• | Changes in overseas economic conditions, |
• | fluctuations in currency exchange rates, |
• | potentially weaker intellectual property protections, |
• | changing and conflicting local laws and other regulatory requirements, |
• | Political and economic instability, |
• | war, acts of terrorism or other hostilities, |
• | potentially adverse tax consequences, |
• | difficulties in staffing and managing foreign operations, or |
• | tariffs or other trade regulations and restrictions. |
• | Variation in demand for our products, including variation due to seasonality; |
• | Our ability to research, develop, introduce, market and gain market acceptance of new products and product enhancements in a timely manner; |
• | Our ability to control costs; |
• | The size, timing, rescheduling or cancellation of orders from distributors; |
• | The introduction of new products by competitors; |
• | Long sales cycles and fluctuations in sales cycles; |
• | The availability and reliability of components used to manufacture our products; |
• | Changes in our pricing policies or those of our suppliers and competitors, as well as increased price competition in general; |
• | The risks and uncertainties associated with our international business; |
• | Costs associated with any future acquisitions of technologies and businesses; |
• | Developments concerning the protection of our proprietary rights; and |
• | General global economic, political, international conflicts, and acts of terrorism. |
• | decreased demand for our products; |
• | injury to our reputation; |
• | costs of related litigation; |
• | substantial monetary awards to customers; |
• | product recalls; |
• | loss of revenue; and |
• | the inability to commercialize our products. |
| | Bid Prices | | ||||
| | High | | Low | | ||
Quarter ended June 30, 2011 | | $ | 0.47 | | $ | 0.32 | |
Quarter ended September 30, 2011 | | $ | 0.45 | | $ | 0.19 | |
Quarter ended December 31, 2011 | | $ | 0.30 | | $ | 0.18 | |
Quarter ended March 31, 2012 | | $ | 0.50 | | $ | 0.16 | |
Quarter ended June 30, 2012 | | $ | 0.50 | | $ | 0.25 | |
Quarter ended September 30, 2012 | | $ | 0.27 | | $ | 0.19 | |
Quarter ended December 31, 2012 | | $ | 0.24 | | $ | 0.10 | |
Quarter ended March 31, 2013 | | $ | 0.14 | | $ | 0.10 | |
| | 2001 Plan | | 2004 Plan | | 2007 Plan | | Other | | ||||||||||||||||
| | Outstanding Options | | Weighted Average Exercise Price | | Outstanding Options | | Weighted Average Exercise Price | | Outstanding Options | | Weighted Average Exercise Price | | Outstanding Options | | Weighted Average Exercise Price | | ||||||||
Options outstanding,March 31, 2011 | | | 250,000 | | | 1.20 | | | 557,500 | | | 0.89 | | | 1,000,000 | | | 1.15 | | | 350,000 | | | 0.97 | |
Cancelled or expired | | | (237,500) | | | | | | (25,000) | | | 4.00 | | | | | | | | | | | | | |
Options outstanding, March 31, 2012 | | | 12,500 | | | 1.20 | | | 532,500 | | | 0.96 | | | 1,000,000 | | | 1.15 | | | 350,000 | | | 0.97 | |
Options expired | | | | | | | | | (100,000) | | | 1.50 | | | | | | | | | | | | | |
Options outstanding, March 31, 2013 | | | 12,500 | | | 1.20 | | | 432,500 | | | 0.84 | | | 1,000,000 | | | 1.15 | | | 350,000 | | | 0.97 | |
Options exercisable March 31, 2013 | | | 12,500 | | | 1.20 | | | 432,500 | | | 0.96 | | | 1,000,000 | | | 1.15 | | | 350,000 | | | 0.97 | |
Exercise price range | | $ | 2.00 | | | | | $ | 0.50 - $2.46 | | | | | $ | 0.50 - $1.75 | | | | | $ | 0.39 - 1.75 | | | | |
Weighted average remaining life | | | 1 years | | | | | | 5.28 years | | | | | | 5.12 years | | | | | | 3.6 years | | | | |
Plan Category | | Number of securities to be issued upon exercise of of outstanding options, warrants and rights | | Weighted-average exercise price of outstanding options warrants and rights | | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) | | |||
Equity Compensation Plans approved by security holders | | | 1,445,000 | | $ | 1.17 | | | 605,000 | |
Equity Compensation Plans not approved by security holders | | | 820,000 | | $ | 0.97 | | | NA | |
Total | | | 2,265,000 | | $ | 1.10 | | | 605,000 | |
⋅ | Both (a) & (b) have value to our customers on a standalone basis and can be sold by our customers separately. |
⋅ | Delivery or performance of the undelivered item or items is considered probable and substantially in our control. |
Tooling | 3 Years |
Furniture and fixtures | 4 Years |
Machinery and Equipment | 4 Years |
| | Year ended March 31, 2013 | | Year ended March 31, 2012 | | ||
Product warranty liability: | | | | | | | |
Opening balance | | $ | 20,019 | | $ | 21,260 | |
Accruals for product warranties issued in the period | | | (973) | | | (2,002) | |
Adjustments to liabilities for pre-existing warranties | | | 255 | | | 761 | |
Ending liability | | $ | 19,301 | | $ | 20,019 | |
| | 2013 | | | 2012 | | ||
NET SALES | | | 100.00 | % | | | 100.00 | % |
COST OF SALES | | | 48.80 | % | | | 23.00 | % |
GROSS PROFIT | | | 51.20 | % | | | 77.00 | % |
OPERATING EXPENSES | | | | | | | | |
Research and development | | | 2.04 | % | | | 3.70 | % |
Sales and marketing | | | 26.88 | % | | | 22.40 | % |
General and administrative | | | 73.34 | % | | | 41.08 | % |
Depreciation and amortization | | | 10.69 | % | | | 5.84 | % |
TOTAL OPERATING EXPENSES | | | 112.95 | % | | | 99.32 | % |
(LOSS) INCOME FROM OPERATIONS | | | (61.75) | % | | | (5.19) | % |
Other income (expense) | | | 28.33 | % | | | 21.84 | % |
INCOME (LOSS) BEFORE INCOME TAXES & NON-CONTROLLING INTEREST | | | (33.42) | % | | | 16.66 | % |
Income tax expense | | | (0.01) | % | | | (3.25) | % |
NET INCOME (LOSS) BEFORE NON-CONTROLLING INTEREST | | | (33.43) | % | | | 13.40 | % |
NON-CONTROLLING INTEREST | | | | % | | | 8.34 | % |
NET INCOME (LOSS) | | | (33.43) | % | | | 5.06 | % |
(a) | Evaluation of Disclosure Controls and Procedures |
(b) | Management’s Report on Internal Control over Financial Reporting |
Person | Age | Position | ||
Guy De Vreese | 58 | Chairman, Chief Executive Officer | ||
Fred Kolsteeg | 70 | Director | ||
Philippe Van Acker | 48 | Director, Chief Financial Officer and Chief Accounting Officer |
Name and Principal Position (a) | | Year (b) | | Salary ($) (c) | | Bonus ($) (d) | | Stock Awards ($) (e) | | Option Awards ($) (f) | | Non-Equity Incentive Plan Compensation ($) (g) | | Nonqualified Deferred Compensation Earnings ($) (h) | | All Other Compensation ($) (i) | | | Total ($) (j) | | ||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Guy De Vreese, | | 2013 | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | 324,692 | (1) | | $ | 324,692 | (1) |
CEO and Chairman | | 2012 | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | 348,299 | (1) | | $ | 348,249 | (1) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Philippe Van Acker, | | 2013 | | $ | 175,783 | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | | $ | 175,783 | |
Chief Accounting Officer, Director | | 2012 | | $ | 189,403 | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | | $ | 189,403 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Stephen Ross | | 2013 | | $ | 45,000 | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | | $ | 45,000 | |
Former CFO & Director | | 2012 | | $ | 120,000 | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | $ | -0- | | | $ | 120,000 | |
(1) | These amounts are consulting fees, including a car allowance paid by Remedent N.V. to Lausha, N.V., a company controlled by Mr. De Vreese, pursuant to an oral consulting agreement between Lausha N.V. and Remedent N.V. |
Name (a) | | Number of Securities Underlying Unexercised Options (#) Exercisable (b) | | Number of Securities Underlying Unexercised Options (#) Unexercisable (c) | | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) (d) | | Option Exercise Price ($) (e) | | Option Expiration Date (f) | | ||||
| | | | | | | | | | | | | | | |
Guy De Vreese | | | 100,000 | | | -0- | | | | | $ | 1.75 | | 20-Sept-2017 | |
| | | | | | | | | | | | | | | |
Philippe Van Acker | | | 75,000 | | | -0- | | | | | $ | 2.46 | | 23-Dec-2015 | |
Philippe Van Acker | | | 50,000 | | | -0- | | | | | $ | 1.75 | | 20-Sept-2017 | |
Philippe Van Acker | | | 100,000 | | | -0- | | | | | $ | 0.50 | | 19-Mar-2019 | |
a. | each person known by us to be the beneficial owner of more than 5% of our common stock; |
b. | each of our directors; |
c. | each of our executive officers; and |
d. | our executive officers, directors and director nominees as a group. |
Name of Beneficial Owner (1) | | Shares Beneficially Owned | | Percentage Beneficially Owned | | ||
| | | | | | | |
Guy De Vreese, CEO, Chairman (2) | | | | | | | |
Xavier de Cocklaan 42 | | | | | | | |
9831 Deurle, Belgium | | | 4,733,680 | | | 23.67 | % |
| | | | | | | |
Philippe Van Acker, Chief Financial Officer, Chief Accounting Officer, Director (3) | | | | | | | |
Xavier de Cocklaan 42 | | | | | | | |
9831 Deurle, Belgium | | | 225,000 | | | 1.13 | % |
| | | | | | | |
Stephen Ross, former CFO, Secretary, Director (4) | | | | | | | |
1921 Malcolm #101 | | | | | | | |
Los Angeles, CA 90025 | | | 576,327 | | | 2.88 | % |
| | | | | | | |
Fred Kolsteeg, Director (5) | | | | | | | |
Managelaantje 10 | | | | | | | |
3062 CV Rotterdam | | | | | | | |
The Netherlands | | | 295,000 | | | 1.48 | % |
| | | | | | | |
All Officers and Directors as a Group (4 persons) | | | 5,945,007 | | | 29.16 | % |
| | | | | | | |
5% or Greater Stockholders | | | | | | | |
| | | | | | | |
Austin W. Marxe and David M. Greenhouse (6) | | | | | | | |
153 East 53rd Street, 55th Floor | | | | | | | |
New York, NY 10022 | | | 4,520,933 | | | 22.61 | % |
| | | | | | | |
Den-Mat Holdings, LLC (7) | | | | | | | |
2727 Skyway Drive | | | | | | | |
Santa Maria, CA 93455 | | | 3,378,379 | | | 14.45 | % |
1. | Beneficial ownership has been determined in accordance with Rule 13d-3 under the Exchange Act. Pursuant to the rules of the Securities and Exchange Commission, shares of common stock which an individual or group has a right to acquire within 60 days pursuant to the exercise of options or warrants are deemed to be outstanding for the purpose of computing the percentage ownership of such individual or group, but are not deemed to be beneficially owned and outstanding for the purpose of computing the percentage ownership of any other person shown in the table. |
2. | Guy De Vreese holds 3,304,426 shares in his own name, which such amount includes 100,000 shares of common stock underlying options which vested on September 17, 2007 and have an exercise price of $1.75 per share; 72,787 shares of common stock held in the name of Lausha N.V., a Belgian company controlled by Guy De Vreese; 6,467 shares of common stock held in the name of Lident N.V., a Belgian company controlled by Guy De Vreese; and 1,400,000 shares of common stock held in the name of Lausha HK, a Hong Kong company controlled by Guy De Vreese. |
3. | Includes 75,000 shares of common stock underlying options which vested on December 2005 and have an exercise price of $2.46 per share; 50,000 shares of common stock underlying options which have vested as of September 17, 2009 and have an exercise price of $1.75 per share; and 100,000 shares of common stock underlying options which were fully vested on March 19, 2009 and have an exercise price of $0.50 per share. |
4. | Includes 12,500 shares of common stock underlying options which vested on April 8, 2004 and have an exercise price of $2.00 per share; and 100,000 shares of common stock underlying options which were fully vested on March 19, 2009 and have an exercise price of $0.50 per share. |
5. | Includes 200,000 shares of common stock underlying options which were fully vested on March 19, 2009 and have an exercise price of $0.50 per share. |
6. | Austin W. Marxe (Marxe) and David M. Greenhouse (Greenhouse) share voting and investment control over all securities owned by Special Situations Fund III QP, L.P. (QP), Special Situations Cayman Fund, L.P. (CAY) and Special Situations Private Equity Fund, LP (PE). 541,075 shares of Common Stock are owned by QP, 960,075 shares of Common Stock are owned by CAY and 3,019,783 shares of Common Stock are owned by PE. The interest of Marxe and Greenhouse in the shares of Common Stock owned by QP, CAY and PE is limited to the extent of his pecuniary interest. |
7.. | Consists of warrants to purchase 3,378,379 shares of common stock. |
| | 2013 | | 2012 | | ||
Audit Fees | | $ | 53,473 | | $ | 78,128 | |
Audit Related Fees | | $ | 7,614 | | $ | 12,074 | |
Tax Fees | | $ | 2,213 | | $ | 1,824 | |
| | | | | | | |
All Other Fees | | $ | - | | $ | - | |
REMEDENT, INC. | |
Dated: July 15, 2013 | /s/ Guy De Vreese |
By: Guy De Vreese | |
Its: Chief Executive Officer (Principal Executive | |
Officer) | |
Dated: July 15, 2013 | /s/ Philippe Van Acker |
By: Philippe Van Acker | |
Its: Chief Financial Officer (Principal Financial | |
Officer and Principal Accounting Officer) |
Dated: July 15, 2013 | /s/ Guy De Vreese |
Guy De Vreese, Chairman of the Board of Directors, and | |
Chief Executive Officer (“Principal Executive Officer”) | |
Dated: July 15, 2013 | /s/ Philippe Van Acker |
Philippe Van Acker, Director and Chief Financial | |
Officer (Principal Financial Officer and | |
Principal Accounting Officer) | |
Dated: July 15, 2013 | /s/ Fred Kolsteeg |
Fred Kolsteeg, Director |
Exhibit No. | Description | |
2.1 | Stock Exchange Agreement with Resort World Enterprises, Inc. (1) | |
3.1 | Articles of Incorporation of Jofran Confectioners International, Inc., a Nevada corporation, dated July 31, 1986 (1) | |
3.2 | Amendment to Articles of Incorporation changing name from Jofran Confectioners International, Inc., a Nevada corporation, to Cliff Typographers, Inc., a Nevada corporation, dated July 31, 1986 (1) | |
3.3 | Amendment to Articles of Incorporation changing name from Cliff Typographers, Inc., a Nevada corporation, to Cliff Graphics International, Inc., a Nevada corporation, dated January 9, 1987 (1) | |
3.4 | Amendment to Articles of Incorporation changing name from Cliff Graphics International, Inc., a Nevada corporation, to Global Golf Holdings, Inc., a Nevada corporation, dated March 8, 1995 (1) | |
3.5 | Amendment to Articles of Incorporation changing name from Global Golf Holdings, Inc., a Nevada corporation, to Dino Minichiello Fashions, Inc., a Nevada corporation, dated November 20, 1997 (1) | |
3.6 | Amendment to Articles of Incorporation changing name from Dino Minichiello Fashions, Inc., a Nevada corporation, to Resort World Enterprises, Inc., a Nevada corporation, dated August 18, 1998 (1) | |
3.7 | Amendment to Articles of Incorporation changing name from Resort World Enterprises, Inc., a Nevada corporation, to Remedent, Inc., dated October 5, 1998 (1) | |
3.8 | Amended and Restated Articles of Incorporation changing name from Remedent, USA, Inc. to Remedent, Inc. and to effect a one-for-twenty reverse stock split on June 3, 2005 (2) | |
3.9 | Amended and Restated Bylaws (2) | |
4.1 | Specimen of Stock Certificate (3) | |
10.1 | Incentive and Nonstatutory Stock Option Plan, dated May 29, 2001 (1) | |
10.2 | 2004 Incentive and Nonstatutory Stock Option Plan (4) | |
10.3 | Voting Agreement between Remedent, Inc., and Robin List, dated December 10, 2008 (5) | |
10.4 | Distribution, License and Manufacturing Agreement dated as of January 20, 2012, (the “Effective Date”) by and among Remedent, Inc., a Nevada corporation (“Remedent Nevada”), Remedent N.V., a company incorporated under the laws of Belgium (“Remedent Belgium) and GlamSmile Dental Technology, Ltd., a company incorporated under the laws of the Cayman Islands (8) | |
10.5 | Termination and License Agreement dated March 27, 2012 (8) | |
14.1 | Code of Ethics, adopted March 25, 2003 (22) | |
21.1 | List of Subsidiaries* |
31.1 | Certifications of the Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act.* | ||
31.2 | Certifications of the Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act.* | ||
32.1 | Certifications of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act.* | ||
32.2 | Certifications of the Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act.* |
101.INS | XBRL Instance Document (7) | ||
101.SCH | XBRL Taxonomy Extension Schema (7) | ||
101.CAL | XBRL Taxonomy Extension Calculation Linkbase (7) | ||
101.DEF | XBRL Taxonomy Extension Definition Linkbase (7) | ||
101.LAB | XBRL Taxonomy Extension Label Linkbase (7) | ||
101.FRE | XBRL Taxonomy Extension Presentation Linkbase (7) |
* | Filed herewith |
(1) | Incorporated by reference from Registration Statement on Form SB-2 filed with the SEC on July 24, 2002. |
(2) | Incorporated by reference from Form 8-K filed with the SEC on June 8, 2005. |
(3) | Incorporated by reference from Form SB-2 filed with the SEC on August 4, 2005. |
(4) | Incorporated by reference from Form SB-2/A filed with the SEC on October 26, 2005. |
(5) | Incorporated by reference from Form 8-K filed with the SEC on December 16, 2008. |
(6) | Incorporated by reference from Form 10-KSB filed with the SEC on July 15, 2003. |
(7) | XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. |
(8) | Incorporated by reference from Form 10-KSB filed with the SEC on July 16, 2012. |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM | F-1 |
CONSOLIDATED BALANCE SHEETS | F-2 |
CONSOLIDATED STATEMENTS OF OPERATIONS | F-3 |
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT) | F-4 |
CONSOLIDATED STATEMENTS OF CASH FLOWS | F-5 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | F-6 |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS | F-7 |
/s/ Gunther Loits | |
Registered Auditor |
| | March 31, 2013 | | March 31, 2012 | | ||
ASSETS | | | | | | | |
CURRENT ASSETS: | | | | | | | |
Cash and cash equivalents | | $ | 64,504 | | $ | 203,584 | |
Accounts receivable, net of allowance for doubtful accounts of $4,833 at March 31, 2013 and $12,361 at March 31, 2012 | | | 947,971 | | | 838,240 | |
| | | | | | | |
Inventories, net | | | 991,807 | | | 1,077,766 | |
Prepaid expense | | | 566,500 | | | 1,149,264 | |
Total current assets | | | 2,570,782 | | | 3,268,854 | |
PROPERTY AND EQUIPMENT, NET | | | 695,084 | | | 641,220 | |
OTHER ASSETS | | | | | | | |
Investment in GlamSmile Asia Ltd | | | 2,441,572 | | | 2,092,518 | |
Investment in MFI (Note 3) | | | 787,339 | | | | |
Investment in Remedent OTC BV (Note 3) | | | | | | 962,505 | |
Patents, net | | | 32,059 | | | | |
Total assets | | $ | 6,526,836 | | $ | 6,965,097 | |
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | | | | | | | |
CURRENT LIABILITIES: | | | | | | | |
Current portion, long term debt | | $ | 1,214,266 | | $ | 863,501 | |
Line of Credit | | | 836,355 | | | 1,079,263 | |
Accounts payable | | | 971,814 | | | 1,009,176 | |
Accrued liabilities | | | 737,064 | | | 536,331 | |
Deferred revenue | | | 149,129 | | | 57,254 | |
Due to related parties (Note 3) | | | | | | 61,836 | |
Total current liabilities | | | 3,908,628 | | | 3,607,361 | |
Long term debt less current portion | | | 1,131,364 | | | 1,452,523 | |
Total liabilities | | | 5,039,992 | | | 5,059,884 | |
| | | | | | | |
EQUITY: | | | | | | | |
Preferred Stock $0.001 par value (10,000,000 shares authorized, none issued and outstanding) | | | | | | | |
Common stock, $0.001 par value; (50,000,000 shares authorized, 19,995,969 shares issued and outstanding at March 31, 2013 and March 31, 2012 respectively) | | | 19,996 | | | 19,996 | |
Treasury stock, at cost; 723,000 shares outstanding at March 31, 2013 and March 31, 2012 respectively | | | (831,450) | | | (831,450) | |
Additional paid-in capital | | | 24,906,269 | | | 24,906,269 | |
Accumulated deficit | | | (21,604,571) | | | (20,622,635) | |
Accumulated other comprehensive income (loss) | | | (1,118,262) | | | (1,681,829) | |
Obligation to issue shares (Note 3) | | | 97,500 | | | 97,500 | |
Total Remedent, Inc. stockholders’ equity | | | 1,469,482 | | | 1,887,851 | |
Non-controlling interest | | | 17,362 | | | 17,362 | |
Total stockholders’ equity | | | 1,486,844 | | | 1,905,213 | |
Total liabilities and equity | | $ | 6,526,836 | | $ | 6,965,097 | |
| | For the years ended March 31, | | ||||
| | 2013 | | 2012 | | ||
Net sales | | $ | 2,937,276 | | $ | 9,687,292 | |
Cost of sales | | | 1,433,348 | | | 2,227,891 | |
Gross profit | | | 1,503,928 | | | 7,459,401 | |
Operating Expenses | | | | | | | |
Research and development | | | 59,988 | | | 309,939 | |
Sales and marketing | | | 789,566 | | | 2,416,812 | |
General and administrative | | | 2,154,193 | | | 4,686,347 | |
Depreciation and amortization | | | 314,023 | | | 548,662 | |
TOTAL OPERATING EXPENSES | | | 3,317,770 | | | 7,961,760 | |
OPERATING (LOSS) INCOME | | | (1,813,842) | | | (502,359) | |
NON-OPERATING (EXPENSE) INCOME | | | | | | | |
Gain on sale of Asset Remedent OTC BV (Note 3) | | | 454,430 | | | 2,085,669 | |
Equity income from investments | | | 199,990 | | | 173,337 | |
Interest expense | | | (186,034) | | | (387,292) | |
Other income | | | 363,673 | | | 244,276 | |
TOTAL OTHER INCOME | | | 832,059 | | | 2,115,990 | |
(LOSS) PROFIT FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | | | (981,783) | | | 1,613,631 | |
Income tax expense | | | (153) | | | (315,069) | |
NET(LOSS) INCOME | | | (981,936) | | | 1,298,562 | |
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS | | | | | | (808,079) | |
NET (LOSS) INCOME ATTRIBUTABLE TO REMEDENT INC. Common Stockholders | | $ | (981,936) | | $ | 490,483 | |
(LOSS) PROFIT PER SHARE | | | | | | | |
Basic | | $ | (0.05) | | $ | 0.02 | |
Fully diluted | | $ | (0.05) | | $ | 0.02 | |
WEIGHTED AVERAGE SHARES OUTSTANDING | | | | | | | |
Basic | | | 19,995,969 | | | 19,995,969 | |
Fully diluted | | | 19,995,969 | | | 20,019,969 | |
| | Shares | | Amount | | Additional Paid in Capital | | Obligation to Issue Shares | | Accumulated Deficit | | Treasury Stock | | Other Comprehensive Income (Loss) | | Total | | Non- controlling Interest (net of OCI) | | Total | | |||||||||
| | | | $ | | $ | | $ | | $ | | $ | | $ | | $ | | $ | | $ | | |||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance, March 31, 2011 | | 19,995,969 | | | 19,996 | | | 24,855,883 | | | 97,500 | | | (21,113,118) | | | (831,450) | | | (834,949) | | | 2,193,862 | | | 838,509 | | | 3,032,371 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Value of stock options issued to employees | | | | | | | | 50,386 | | | | | | | | | | | | | | | 50,386 | | | | | | 50,386 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Deconsolidation | | | | | | | | | | | | | | | | | | | | | | | | | | (1,629,225) | | | (1,629,225) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Unrealized foreign exchange gain (loss) | | | | | | | | | | | | | | | | | | | | (846,880) | | | (846,880) | | | - | | | (846,880) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net income for the year | | | | | | | | | | | | | | 490,483 | | | | | | | | | 490,483 | | | 808,078 | | | 1,298,561 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance, March 31, 2012 | | 19,995,969 | | | 19,996 | | | 24,906,269 | | | 97,500 | | | (20,622,635) | | | (831,450) | | | (1,681,829) | | | 1,887,851 | | | 17,362 | | | 1,905,213 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Unrealized foreign exchange gain (loss) | | | | | | | | | | | | | | | | | | | | 91,006 | | | 91,006 | | | | | | 91,006 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Fair value adjustment AFS investment | | | | | | | | | | | | | | | | | | | | 472,561 | | | 472,561 | | | | | | 472,561 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net loss for the year | | | | | | | | | | | | | | (981,936) | | | | | | | | | (981,936) | | | | | | (981,936) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balance, March 31, 2013 | | 19,995,969 | | | 19,996 | | | 24,906,269 | | | 97,500 | | | (21,604,571) | | | (831,450) | | | (1,118,262) | | | 1,469,482 | | | 17,362 | | | 1,486,844 | |
| | For the year ended March 31, | | ||||
| | 2013 | | 2012 | | ||
CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | |
Net Profit (loss) | | $ | (981,936) | | $ | 1,298,561 | |
Adjustments to reconcile net (loss) to net cash used by operating activities: | | | | | | | |
Gain on Sale of Glamsmile Asia (note 3) | | | | | | (1,470,776) | |
Gain on sale of Remedent OTC B.V. | | | (454,430) | | | | |
Non cash revenue | | | | | | (475,250) | |
Depreciation and amortization | | | 314,023 | | | 548,662 | |
Inventory reserve | | | (67,515) | | | 25,832 | |
Allowance for doubtful accounts | | | (7,528) | | | (16,614) | |
Value of stock options issued to employees and consultants | | | | | | 50,387 | |
Investment income | | | (199,990) | | | (173,337) | |
Other non-cash income | | | (301,341) | | | | |
Changes in operating assets and liabilities: | | | | | | | |
Accounts receivable | | | (109,731) | | | 790,249 | |
Inventories | | | 85,959 | | | 228,790 | |
Prepaid expenses | | | 552,763 | | | (804,000) | |
Accounts payable | | | (37,363) | | | (171,692) | |
Accrued liabilities | | | 200,733 | | | (626,896) | |
Due to related parties | | | (61,836) | | | 61,836 | |
Accrued and unpaid interest on debt | | | 30,001 | | | 42,467 | |
Deferred revenue | | | 91,875 | | | 582,004 | |
Net cash used by operating activities | | | (946,316) | | | (109,777) | |
CASH FLOWS FROM INVESTING ACTIVITIES | | | | | | | |
Proceeds on sale of Remedent OTC BV | | | 1,267,870 | | | | |
Cash divested on deconsolidation of Remedent OTC B.V. | | | | | | (2,372,445) | |
Cash divested on deconsolidation of GlamSmile Asia | | | | | | (1,044,674) | |
Purchases of patent rights | | | (37,467) | | | (101,759) | |
Purchases of equipment | | | (142,821) | | | (321,170) | |
Net cash used by investing activities | | | 1,087,582 | | | (3,840,048) | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | |
Short term loan | | | 132,820 | | | 1,000,000 | |
Proceeds from issuance of GlamSmile Asia preferred stock (Note 3) | | | | | | 2,000,000 | |
Repayments of capital lease note payable | | | (103,214) | | | (61,527) | |
Advances (repayments) of line of credit | | | (242,908) | | | (414,061) | |
Net cash provided by financing activities | | | (213,302) | | | 2,524,412 | |
| | | | | | | |
NET INCREASE (DECREASE) IN CASH | | | (72,036) | | | (1,425,413) | |
Effect of exchange rate changes on cash and cash equivalents | | | (67,044) | | | (33,523) | |
CASH AND CASH EQUIVALENTS, BEGINNING | | | 203,584 | | | 1,662,520 | |
CASH AND CASH EQUIVALENTS, ENDING | | $ | 64,504 | | $ | 203,584 | |
Supplemental Cash Flow Information : | | | | | | | |
Interest paid | | $ | 155,908 | | $ | 252,208 | |
Income taxes paid | | $ | | | $ | | |
SUPPLEMENTAL NON-CASH FINANCING AND INVESTING ACTIVITIES: | | | | | | | |
| | | | | | | |
Prepaid expense converted to investment in MFI | | $ | 314,778 | | | | |
Deferred revenue converted to loan | | $ | | | $ | 500,000 | |
| | For the year ended March 31, | | ||||
| | 2013 | | 2012 | | ||
Net (Loss) Profit attributable to Remedent, Inc. common shareholders | | $ | (981,936) | | $ | 490,483 | |
OTHER COMPREHENSIVE INCOME (LOSS): | | | | | | | |
Fair value adjustment on AFS investment | | | 472,561 | | | | |
Foreign currency translation adjustment | | | 91,006 | | | (846,880) | |
COMPREHENSIVE PROFIT(LOSS) ATTRIBUTABLE TO REMEDENT, INC. common shareholders | | $ | (418,369) | | $ | (356,397) | |
| • | Both (a) & (b) have value to our customers on a standalone basis and can be sold by our customers separately. |
| • | Delivery or performance of the undelivered item or items is considered probable and substantially in our control. |
Tooling | 3 Years |
Furniture and fixtures | 4 Years |
Machinery and Equipment | 4 Years |
| | Year ended March 31, 2013 | | Year ended March 31, 2012 | | ||
Product warranty liability: | | | | | | | |
Opening balance | | $ | 20,019 | | $ | 21,260 | |
Accruals for product warranties issued in the period | | | (973) | | | (2,002) | |
Adjustments to liabilities for pre-existing warranties | | | 255 | | | 761 | |
Ending liability | | $ | 19,301 | | $ | 20,019 | |
1. | 325,000 Euro (US$466,725). As of March 31, 2011 the full amount was paid. |
2. | 250,000 shares of common stock to be issued during the fiscal year ended March 31, 2011($97,500 was recorded as an obligation to issue shares as at March 31, 2010). The parties have agreed that the shares will be issued during fiscal year ended March 31, 2014. |
3. | 100,000 options on closing (issued); |
4. | 100,000 options per opened store at closing (issued); |
5. | 100,000 options for each additional store opened before the end of 2011 at the price of the opening date of the store; |
6. | Assumption of Glamsmile’s January 1, 2010 deficit of $73,302.; and |
7. | Repayment of the founding shareholder’s original advances in the amount of $196,599. The balance of $196,599, recorded as due to related parties at March 31, 2010, is unsecured, non-interest bearing and has no specific terms of repayment other than it will be paid out of revenues from Glamsmile, as working capital allows. During the year ended March 31, 2011 a total of $101,245 was paid to the founding shareholder, leaving a balance due of $95,354 on June 27, 2011. As at March 31, 2012 the full amount was paid. |
| (a) | Details of the acquisition date fair value transferred, and allocation thereof are as follows: |
Common shares (250,000 at $0.39/share) (rate at December 31, 2009) | $ | 97,500 |
325,000 Euro (at 1.436077) | | 466,725 |
200,000 stock options (*) | | 62,108 |
Total consideration | $ | 626,333 |
| | |
Cash | $ | 167,288 |
Accounts receivable | $ | 27,836 |
Inventory | $ | 23,347 |
Equipment, net | $ | 76,647 |
Accounts payable | $ | (145,996) |
Accruals | $ | (25,446) |
Other payables | $ | (196,978) |
| | |
Net liability (sub-consolidated financial statements of GlamSmile Asia Ltd including the Mainland China Subsidiaries) | | (73,302) |
Goodwill | $ | 699,635 |
Consideration received | | $ | 2,000,000 | |
Fair value of 29.4% interest | | | 2,055,884 | |
Carrying value of non-controlling interest | | | 1,117,938 | |
Less: carrying value of former subsidiary’s net assets | | | (2,002,329) | |
Goodwill | | | (699,635) | |
Investment China & Hong Kong | | | (1,082) | |
Rescission agreement Excelsior (Note 14) | | | (1,000,000) | |
| | $ | 1,470,776 | |
| | Year ended | | Year ended | | ||
Operating data: | | March 31, 2013 | | March 31, 2012 | | ||
| | | | | | | |
Revenues | | $ | 7,479,281 | | $ | 3,693,113 | |
Gross profit | | | 7,221,627 | | | 3,517,406 | |
Income (loss) from operations | | | 1,999,783 | | | 1,474,736 | |
Net income | | $ | 1,378,182 | | $ | 1,273,324 | |
| (i) | an initial payment of $2,425,000 (received); |
| (ii) | a payment of $250,000 for each of the first three contract periods in the initial Guaranty Period, subject to certain terms and conditions; |
| (iii) | certain periodic payments as additional paid-up royalties in the aggregate amount of $500,000 (received); |
| (iv) | a payment of $1,000,000 promptly after Den-Mat manufactures a limited quantity of products at a facility owned or leased by Den-Mat; |
(v) | A payment of $1,000,000 promptly upon completion of certain training of Den-Mat’s personnel; |
(vi) | a payment of $1,000,000 upon the first to occur of (a) February 1, 2009 or (b) the date thirty (30) days after den-Mat sells GlamSmile Products incorporating twenty thousand (20,000) Units/Teeth to customers regardless of whether Den-Mat has manufactured such Units/Teeth in a Den-Mat facility or has purchased such Units/Teeth from the Company; |
(vii) | certain milestone payments; and |
(viii) | certain royalty payments. |
| (i) | issue to Den-Mat or an entity to be designated by Den-Mat, warrants to purchase up to 3,378,379 shares of the Corporation’s common stock, par value $0.001 per share (the “Warrant Shares”) at an exercise price of $1.48 per share, exercisable for a period of five years (the “Den-Mat Warrant”) (The warrants were issued in the period ended September 30, 2008 and were valued at $4,323,207 based upon the Black-Scholes option pricing model utilizing a market price on the date of grant of $1.48 per share, an annualized volatility of 131%, a risk free interest rate of 3.07% and an expected life of five years. The expense was originally classified as a non-operating expense however, we have subsequently reclassified the expense to operations since our agreement with Den-Mat is in the normal course of our operations. The reclassification increased our operations expenses by $4,323,207, while reducing our other expenses by the same amount, resulting in no net impact upon our consolidated net loss for the year ended March 31, 2009. |
| (ii) | execute and deliver to Den-Mat a registration rights agreement covering the registration of the Warrant Shares (the “Registration Rights Agreement”) which as of March 31, 2011 has not yet been filed (*); and |
| (iii) | cause its Chairman of the Board, Guy De Vreese, to execute and deliver to Den-Mat a non-competition agreement. |
(a) | the parties have agreed to terminate the distribution, manufacturing and license agreement and any ancillary agreements (the “Agreements”); |
(b) | Den-Mat will pay the Company $200,000 cash in complete satisfaction of any and all payments due ($110,000 received and $90,000 subsequently received); and |
(c) | the Company grants to Den-Mat a non-exclusive, irrevocable, perpetual, royalty free license to use within the territory of intellectual property that was the subject of the Agreements and license with Den-Mat. |
| | March 31, 2013 | | March 31, 2012 | | ||
Accounts receivable, gross | | $ | 952,804 | | $ | 850,601 | |
Less: allowance for doubtful accounts | | | (4,833) | | | (12,361) | |
Accounts receivable, net | | $ | 947,971 | | $ | 838,240 | |
| | March 31, 2013 | | March 31, 2012 | | ||
Raw materials | | $ | 38,452 | | $ | 58,189 | |
Components | | | 214,723 | | | 283,572 | |
Finished goods | | | 827,356 | | | 892,244 | |
| | | 1,080,531 | | | 1,234,005 | |
Less: reserve for obsolescence | | | (88,724) | | | (156,239) | |
Net inventory | | $ | 991,807 | | $ | 1,077,766 | |
| | March 31, 2013 | | March 31, 2012 | | ||
Prepaid materials and components | | $ | 196,876 | | $ | 882,998 | |
Prepaid consulting | | | 73,854 | | | | |
VAT payments in excess of VAT receipts | | | 41,241 | | | 60,252 | |
Royalties | | | | | | 18,109 | |
Prepaid trade show expenses | | | 4,632 | | | | |
Prepaid rent | | | 129,957 | | | 145,138 | |
Other | | | 119,940 | | | 42,767 | |
| | $ | 566,500 | | $ | 1,149,264 | |
| | March 31, 2013 | | March 31, 2012 | | ||
Furniture and Fixtures | | $ | 596,471 | | $ | 540,104 | |
Machinery and Equipment | | | 1,619,770 | | | 1,499,271 | |
| | | 2,216,241 | | | 2,039,375 | |
Accumulated depreciation | | | (1,521,157) | | | (1,398,155) | |
Property & equipment, net | | $ | 695,084 | | $ | 641,220 | |
Year ending March 31: | | | | |
| | | | |
2014 | | $ | 82,812 | |
2015 | | | 83,509 | |
2016 | | | | |
Later years | | | | |
Total minimum lease payments | | | 166,321 | |
Less: Amount representing estimated executory costs (such as taxes, maintenance, and insurance), including profit thereon, included in total minimum lease payments | | | | |
Net minimum lease payments | | | 166,321 | |
Less: Amount representing interest (*) | | | 6,265 | |
Present value of minimum lease payments (**) | | $ | 160,056 | |
| | March 31, 2013 | | March 31, 2012 | | ||
Accrued employee benefit taxes and payroll | | $ | 397,666 | | $ | 358,148 | |
Accrued travel | | | 9,650 | | | 10,010 | |
Commissions | | | | | | 687 | |
Accrued audit and tax preparation fees | | | 14,264 | | | 11,318 | |
Reserve for warranty costs | | | 19,301 | | | 20,019 | |
Reserve for income taxes | | | | | | 2,936 | |
Advances received on account | | | 11,823 | | | | |
Accrued advertising | | | 9,864 | | | | |
Accrued interest | | | 12,578 | | | 1,322 | |
Accrued consulting fees | | | 2,500 | | | 16,129 | |
Other accrued expenses | | | 259,418 | | | 115,762 | |
| | $ | 737,064 | | $ | 536,331 | |
| | March 31, 2013 | | March 31, 2012 | | ||
Domestic | | $ | (169,271) | | $ | (776,668) | |
Foreign | | | (812,512) | | | 2,176,183 | |
| | $ | (981,783) | | $ | 1,399,515 | |
| | March 31, 2013 | | March 31, 2012 | | ||
Domestic Net operating loss carryforward | | $ | 7,864,378 | | $ | 7,805,133 | |
Foreign Net operating loss carryforward | | | 529,153 | | | 244,774 | |
Total | | | 8,393,531 | | | 8,049,907 | |
Valuation allowance | | | (8,393,531) | | | (8,049,907) | |
Net deferred tax assets | | $ | | | $ | | |
| | March 31, 2013 | | | March 31, 2012 | | ||
Domestic | | | | | | | | |
Pre tax income (loss) | | $ | (169,271) | | | $ | (776,668) | |
Statutory tax rate | | | 35 | % | | | 35 | % |
Tax benefit based upon statutory rate | | | (59,245) | | | | (271,833) | |
Valuation allowance | | | 59,245 | | | | 271,833 | |
Net domestic income tax (benefit) | | | | | | | | |
Foreign | | | | | | | | |
Pre tax income (loss) | | | (812,512) | | | | 2,176,183 | |
Statutory tax rate | | | 35 | % | | | 35 | % |
Tax expense (benefit) based upon statutory rate | | | (284,379) | | | | 761,664 | |
Permanent differences | | | 284,379 | | | | 446,595 | |
| | | | | | | | |
Net foreign income tax expense (benefit) | | | 153 | | | | 315,069 | |
Total Income tax (benefit ) | | $ | 153 | | | $ | 315,069 | |
| | 2001 Plan | | 2004 Plan | | 2007 Plan | | Other | | ||||||||||||||||
| | Outstanding Options | | Weighted Average Exercise Price | | Outstanding Options | | Weighted Average Exercise Price | | Outstanding Options | | Weighted Average Exercise Price | | Outstanding Options | | Weighted Average Exercise Price | | ||||||||
Options outstanding,March 31, 2011 | | | 250,000 | | | 1.20 | | | 557,500 | | | 0.89 | | | 1,000,000 | | | 1.15 | | | 350,000 | | | 0.97 | |
Cancelled or expired | | | (237,500) | | | | | | (25,000) | | | 4.00 | | | | | | | | | | | | | |
Options outstanding, March 31, 2012 | | | 12,500 | | | 1.20 | | | 532,500 | | | 0.96 | | | 1,000,000 | | | 1.15 | | | 350,000 | | | 0.97 | |
Options expired | | | | | | | | | (100,000) | | | 1.50 | | | | | | | | | | | | | |
Options outstanding, March 31, 2013 | | | 12,500 | | | 1.20 | | | 432,500 | | | 0.84 | | | 1,000,000 | | | 1.15 | | | 350,000 | | | 0.97 | |
Options exercisable March 31, 2013 | | | 12,500 | | | 1.20 | | | 432,500 | | | 0.96 | | | 1,000,000 | | | 1.15 | | | 350,000 | | | 0.97 | |
Exercise price range | | $ | 2.00 | | | | | $ | 0.50 - $2.46 | | | | | $ | 0.50 - $1.75 | | | | | $ | .39 - 1.75 | | | | |
Weighted average remaining life | | | 1 years | | | | | | 5.0 years | | | | | | 5.12 years | | | | | | 3.6 years | | | | |
Plan Category | | Number of securities to be issued upon exercise of of outstanding options, warrants and rights | | Weighted-average exercise price of outstanding options warrants and rights | | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) | | |||
Equity Compensation Plans approved by security holders | | | 1,445,000 | | $ | 1.17 | | | 605,000 | |
Equity Compensation Plans not approved by security holders | | | 820,000 | | $ | 0.97 | | | NA | |
Total | | | 2,265,000 | | $ | 1.10 | | | 605,000 | |
| | Outstanding Warrants | | Weighted Average Exercise Price | | ||
Warrants and options outstanding, March 31, 2011 | | | 7,794,627 | | $ | 1.50 | |
Expired | | | (4,056,248) | | | | |
Warrants outstanding March 31, 2012 and March 31, 2013 | | | 3,738,379 | | | 1.50 | |
Warrants exercisable March 31, 2012 and March 31, 2013 | | | 3,738,379 | | $ | 1.50 | |
Exercise price range | | $ | 1.00 to $1.65 | | | | |
Weighted average remaining life | | | .40 Years | | | | |
| | Revenues For the year ended March 31, 2013 | | Revenues For the year ended March 31, 2012 | | ||
| | Revenues (a) | | Revenues (a) | | ||
United States | | $ | | | $ | 1,120,437 | |
Europe | | | 2,937,276 | | | 5,010,610 | |
China | | | | | | 3,556,245 | |
| | | | | | | |
Total | | $ | 2,937,276 | | $ | 9,687,292 | |
| | Long-lived Assets As at | | Long-lived Assets As at | | ||
| | March 31, 2013 | | March 31, 2012 | | ||
United States | | $ | | | $ | 3,055,023 | |
Europe | | $ | 3,956,054 | | | 641,220 | |
China | | | | | | - | |
| | | | | | | |
Total | | $ | 3,956,054 | | $ | 3,696,243 | |
March 31, 2014 | | | 395,214 | |
March 31, 2015 | | | 340,335 | |
March 31, 2016 | | | 245,336 | |
March 31, 2016 | | | 207,493 | |
After five years | | | 91,247 | |
Total: | | $ | 1,279,625 | |
| | | | | March 31, 2013 | | March 31, 2012 | | ||||||||
| | | | | Carrying | | Fair | | Carrying | | Fair | | ||||
| | Level | | value | | Value | | value | | value | | |||||
Cash | | | 1 | | $ | 64,504 | | $ | 64,504 | | $ | 203,584 | | $ | 203,584 | |
Accounts receivable | | | 2 | | $ | 947,971 | | $ | 947,971 | | $ | 838,240 | | $ | 838,240 | |
Long term investments and advances OTC Division | | | 2 | | $ | | | $ | | | $ | 962,505 | | $ | 962,505 | |
Long Term investment and advance - GlamSmile Dental Technology Asia | | | 2 | | $ | 2,441,572 | | $ | 2,441,572 | | $ | 2,092,518 | | $ | 2,092,518 | |
Long term investments and advances MFI | | | 1 | | $ | 787,339 | | $ | 787,339 | | $ | | | $ | | |
Line of credit | | | 2 | | $ | 836,355 | | $ | 836,355 | | $ | 1,079,263 | | $ | 1,079,263 | |
Short term debt | | | 2 | | $ | 1,214,266 | | $ | 1,214,266 | | $ | 863,501 | | $ | 863,501 | |
Deferred revenue | | | 2 | | $ | 149,129 | | $ | 149,129 | | $ | 57,254 | | $ | 57,254 | |
Accounts payable | | | 2 | | $ | 971,813 | | $ | 971,813 | | $ | 1,009,176 | | $ | 1,009,176 | |
Accrued liabilities | | | 2 | | $ | 737,064 | | $ | 737,064 | | $ | 536,331 | | $ | 536,331 | |
Long term debt | | | 2 | | $ | 1,131,364 | | $ | 1,131,364 | | $ | 1,452,523 | | $ | 1,452,523 | |
| | Year ended March 31, 2013 | | Year ended March 31, 2012 | | ||
Long term investments and advances: | | | | | | | |
Beginning balance | | $ | 2,092,518 | | $ | | |
Gains (losses) included in net loss | | | | | | | |
Transfers in (out of level 3) | | | 349,054 | | | 2,092,518 | |
| | | | | | | |
Ending balance | | $ | 2,441,572 | | $ | 2,092,518 | |
(1) | Remedent N.V., a Belgium corporation (“Remedent NV”); | |
(2) | Remedent Professional Holdings, Inc., a California corporation; | |
(3) | Remedent Professional, Inc., a California corporation (a subsidiary of Remedent Professional Holdings, Inc.), and | |
(4) | Glamtech-USA, Inc., a Delaware corporation (“Glamtech”). |
(i) | GlamSmile Asia Ltd., a private Hong Kong company Remedent, N.V. has 29,40% ownership interest in GlamSmile Asia Ltd., which has the following subsidiaries: GlamSmile Studio in Hong Kong, GlamSmile Studio’s in Mainland China (Beijing-Shangai and Whenzhou) and the GlamSmile Production Lab, also located in China (Beijing) | |
(ii) | GlamSmile Deutschland GmbH, a German private company- Remedent N.V. has 51% ownership interest in GlamSmile Deutschland GmbH | |
(iii) | GlamSmile Rome SRL, an Italian private company-Remedent N.V. has 80% ownership interest in GlamSmile Rome SRL | |
(iv) | MFI N.V., a Belgium corporation - Remedent N.V. has 6,12% ownership interest in MFI N.V. | |
(v) | GlamSmile Dental Technology Ltd., a Cayman Island company, -Remedent, N.V. owns 29.4% of Glamsmile Dental Technology Ltd. (“Glamsmile Dental”), which owns on its return 29,4% of GlamSmile Asia Ltd (i) | |
(vi) | Beijing Glamsmile Technology Development Ltd.- Glamsmile Dental owns 100% of Beijing Glamsmile Technology Development Ltd. (“Beijing Glamsmile”) | |
(vii) | Beijing Glamsmile Trading Co. Ltd- Beijing Glamsmile owns 80% of Beijing Glamsmile Trading Co. Ltd., which has an 98% ownership interest in (A) Beijing Glamsmile Dental Clinic Co., Ltd., (B) a 100% ownership interest in Shanghai Glamsmile Dental Clinic Co., Ltd., and (C) a 50 % ownership interest in Wenzhou Glamsmile Dental Clinic Co., Ltd. |
1. | I have reviewed this Annual Report on Form 10-K of Remedent, Inc. | ||
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; | ||
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report; | ||
4. | The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have: | ||
a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | ||
b. | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | ||
c. | Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and | ||
d. | Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and | ||
5. | The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions): | ||
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and | ||
b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting. | ||
Date: July 15, 2013 | ||
By: | /s/ Guy De Vreese | |
Name: Guy De Vreese | ||
Title: Chief Executive Officer (Principal Executive Officer) |
1. | I have reviewed this Annual Report on Form 10-K of Remedent, Inc. | ||
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; | ||
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report; | ||
4. | The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have: | ||
a. | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | ||
b. | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | ||
c. | Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and | ||
d. | Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and | ||
5. | The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions): | ||
a. | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and | ||
b. | Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting. | ||
Date: July 15, 2013 | ||
By: | /s/ Philippe Van Acker | |
Name: Philippe Van Acker | ||
Title: Chief Financial Officer (Principal Financial and Accounting Officer) |
Date: July 15, 2013 | ||
By: | /s/ Guy De Vreese | |
Name: Guy De Vreese | ||
Title: Chief Executive Officer (Principal Executive Officer) |
Date: July 15, 2013 | ||
By: | /s/ Philippe Van Acker | |
Name: Philippe Van Acker | ||
Title: Chief Financial Officer (Principal Financial and Accounting Officer) |
PROPERTY AND EQUIPMENT
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Mar. 31, 2013
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Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||
Property, Plant and Equipment Disclosure [Text Block] | 10. PROPERTY AND EQUIPMENT Property and equipment are summarized as follows:
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ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS (Details) (USD $)
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Mar. 31, 2013
|
Mar. 31, 2012
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Accounts receivable, gross | $ 952,804 | $ 850,601 |
Less: allowance for doubtful accounts | (4,833) | (12,361) |
Accounts receivable, net | $ 947,971 | $ 838,240 |
LONG-TERM INVESTMENTS
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Mar. 31, 2013
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Long Term Investment [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Long Term Investments [Text Block] | 3. LONG-TERM INVESTMENTS REMEDENT OTC BV In connection with the restructuring of the Company’s OTC business in December 2008, the Company controlled Remedent OTC BV until September 30, 2011 through its board representations. As agreed upon in the Voting Agreement, after September 30, 2011, the Company had one board representation and consequently no longer controlled its investment in Remedent OTC BV. As such, the financials of Remedent OTC BV are no longer included in the consolidated Financial Statements but accounted for through the equity method. No gain or loss was recorded on the deconsolidation. After September 30, 2011, the Company still owned 50% of Remedent OTC BV. For the year ended March 31, 2013, the Company recorded an equity loss of $(149,064) in “Other (expenses) income” for its portion of the net loss recorded by Remedent OTC B.V. Effective July 13, 2012, and as amended February 7, 2013 the Company sold 100% of its interest in the share capital of Remedent OTC B.V., to an arm’s length party for the total sales price of €950,000 ( $667,300 (€ 500,000), (received during July 2012) and $600,570 (€450,000) was received in February 2013. GLAMSMILE ASIA LTD. Acquisition Effective January 1, 2010 the Company acquired 50.98% of the issued and outstanding shares of Glamsmile Asia Ltd. (“Glamsmile Asia” or “Glamsmile”), a private Hong Kong company, with subsidiaries in Hong Kong and Mainland China, in exchange for the following consideration:
All options reside under the Company’s option plan and are five year options. Also pursuant to the agreement, the Company granted irrevocable right to Glamsmile Asia to use the Glamsmile trademark in Greater China. The Company acquired a 50.98% interest in GlamSmile Asia Ltd. (“GlamSmile Asia”) in order to obtain a platform in the Chinese Market to expand and introduce our GlamSmile Asia concept into the Chinese Market. In order to sell into the Chinese Market, an approval by Chinese Authorities is required, in the form of licenses. As GlamSmile Asia was already the owner of such licenses prior to the acquisition, this was an important advantage. We obtained control of GlamSmile Asia through the acquisition of the 50.98% interest and the appointment of our CEO as a Board member of GlamSmile Asia.
* The value of the stock options was determined by using the Black-Scholes valuation model with a stock price of $0.39/share, an option price of $0.39/share, an expected life of 5 years, a volatility of 112%, a risk free rate of 1.30%, and a dividend rate of zero. (b) The acquisition date fair value of the total consideration transferred was allocated amongst assets, liabilities and non-controlling interest based upon their fair value at the time of acquisition. We evaluated all current assets for collectability and because they were current and there was no history of collection problems, determined that their carrying value was equal to their fair value. We also evaluated all current liabilities and because there was no evidence of over or under accruals, we also determined that the carrying value of the Company’s current liabilities was equal to fair value. Lastly, we evaluated the fair value of Glamsmile’s equipment and because it was all recently acquired, i.e. within the past year, because there was no evidence of impairment, or non-functionality, and because the recorded value of the equipment was approximately equal to its replacement cost, we also determined that the carrying value of the equipment was equal to its fair value. Deconsolidation On January 28, 2012, the Company entered into a Preference A Shares and Preference A-1 Shares Purchase Agreement (“Share Purchase Agreement”) with Glamsmile Dental Technology Ltd., a Cayman Islands company and a subsidiary of the Company (“Glamsmile Dental”), Glamsmile (Asia) Limited, a company organized and existing under the laws of Hong Kong and a substantially owned subsidiary of Glamsmile Dental, Beijing Glamsmile Technology Development Ltd., Beijing Glamsmile Trading Co., Ltd., Beijing Glamsmile Dental Clinic Co., Ltd., and Shanghai Glamsmile Dental Clinic Co., Ltd., Gallant Network Limited, a shareholder of Glamsmile Dental (“Gallant”), and IDG-Accel China Growth Fund III L.P. (“IDG Growth”), IDG-Accel China III Investors L.P.(“IDG Investors”) and Crown Link Group Limited (“Crown”)(“IDG Growth, IDG Investors and Crown collectively referred to as the “Investors”), pursuant to which the Investors agreed to (i) purchase from the Company an aggregate of 2,857,143 shares of Preference A-1 Shares of Glamsmile Dental, which represents all of the issued and outstanding Preference A-1 Shares of Glamsmile Dental, for an aggregate purchase price of $2,000,000, and (ii) purchase from Glamsmile Dental an aggregate of 5,000,000 shares of Preference A Shares for an aggregate purchase price of $5,000,000. Under the terms of the Share Purchase Agreement, the Company agreed (a) to indemnify the Investors and their respective affiliates for losses arising out of a breach, or inaccuracy or misrepresentation in any representation or warranty made by the Company or a breach or violation of a covenant or agreement made by the Company for up to $1,500,000, and (b) to transfer 500,000 shares of Glamsmile Dental owned by the Company to the Investors in the event of breach of certain covenants by the Company. In connection with the Share Purchase Agreement, the Company also agreed to enter into an Investor’s Rights Agreement, Right of First Refusal and Co-Sale Agreement, and Voting Agreement with the parties. In addition, in connection with the contemplated transactions in the Share Purchase Agreement on January 20, 2012, the Company entered into a Distribution, License and Manufacturing Agreement with Glamsmile Dental pursuant to which the Company appointed Glamsmile Dental as the exclusive distributor and licensee of Glamsmile Veneer Products bearing the “Glamsmile” name and mark in the B2C Market in the People’s Republic of China (including Hong Kong and Macau) and Republic of China (Taiwan) and granted related manufacturing rights and licenses in exchange for the original issuance of 2,857,143 shares of Preference A-1 Shares of Glamsmile Dental and $250,000 (the receipt of which was acknowledged as an offset to payment of certain invoices of Glamsmile (Asia) Limited). On February 10, 2012, the sale of the Preference A-1 Shares and the Preference A Shares was completed. As a result of the closing, the equity ownership of Glamsmile Dental, on an as converted basis, is as follows: 31.4% by the Investors, 39.2 % by Gallant, and 29.4% by the Company. Mr. De Vreese, our chairman, will remain as a director of Glamsmile Dental along with Mr. David Lok, who is the Chief Executive Officer and director of Glamsmile Dental and principal of Gallant. The Investors have a right to appoint one director of Glamsmile Dental, and accordingly the Board of Directors of Glamsmile Dental will consist of Mr. De Vreese, Mr. Lok and a director appointed by the Investors. In conjunction with the transaction and resulting deconsolidation of Glamsmile Dental, the Company recorded a gain of $1,470,776, calculated as follows:
The following tables represent the summary financial information of GlamSmile Asia as derived from its financial statements and prepared under US GAAP:
For the year ended March 31, 2013, the Company recorded equity income of $349,054 (2012 - $36,634) in “Equity income from investments ” for its portion of the net income recorded by GlamSmile Dental Technology Ltd. MEDICAL FRANCHISES & INVESTMENTS Effective March 31, 2013, the Company acquired 6.12 % of the issued and outstanding shares of Medical Franchises & Investments N.V., a Belgium corporation ("MFI NV") in exchange for a cash prepayment of $314,778 that was made during the fiscal year ended March 31, 2012. The Company’s investment in 70,334 shares of MFI NV has been recorded at the fair value of $787,339 which is the quoted market price of aapproximately USD $11.19 (€8.70) per share. Because the investment is being recognized as an available-for-sale investment, an unrecognized gain of $472,561 has been recorded in accumulated other comprehensive income. Future unrealized gains and losses on the investment in MFI will also be recognized in other comprehensive income until realized. Per ASC-320-10-25-1, investments in debt and equity securities that have readily determinable fair values and are not classified as trading or held-to-maturity securities, are classified as available-for-sale securities. MFI NV has been founded to market an advance in dental technology which has the potential to replace the process of making mechanical impressions of teeth and bite structures with a digital/optical scan. |
COMMON STOCK WARRANTS AND OTHER OPTIONS
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Mar. 31, 2013
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Stockholders' Equity Note [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity Note Disclosure [Text Block] | 17. COMMON STOCK WARRANTS AND OTHER OPTIONS As of March 31, 2013 and March 31, 2012, the Company had warrants to purchase the Company’s common stock outstanding that were not granted under shareholder approved equity compensation plans as follows:
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EQUITY COMPENSATION PLANS (Details Textual) (USD $)
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12 Months Ended | |
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Mar. 31, 2013
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Mar. 31, 2012
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Allocated Share-based Compensation Expense | $ 0 | $ 50,387 |
Plan 2001 [Member]
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Exercise price range | 250,000 | |
Plan 2004 [Member]
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Exercise price range | 800,000 | |
Plan 2007 [Member]
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Exercise price range | 1,000,000 |
PROPERTY AND EQUIPMENT (Details) (USD $)
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Mar. 31, 2013
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Mar. 31, 2012
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Furniture and Fixtures | $ 596,471 | $ 540,104 |
Machinery and Equipment | 1,619,770 | 1,499,271 |
Property, Plant and Equipment, Gross | 2,216,241 | 2,039,375 |
Accumulated depreciation | (1,521,157) | (1,398,155) |
Property & equipment, net | $ 695,084 | $ 641,220 |
LINE OF CREDIT
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12 Months Ended |
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Mar. 31, 2013
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Line Of Credit [Abstract] | |
Line Of Credit [Text Block] | 11. LINE OF CREDIT The Company has a mixed-use line of credit facility with BNP Paribas Fortis Bank, a Belgian bank (the “Facility”). The Facility is secured by a first lien on the assets of Remedent N.V. and by personal guarantee of the Company’s CEO. The latest amendment to the Facility, dated December 3, 2012, reduced the line of credit of Remedent N.V. from a mixed credit line of €1,250,000 (to be used as = € 750,000 straight loans and € 500,000 for advances on accounts receivable) to a Credit line of € 400,000 to be used as straight loans. The repayment of the reduced Credit line is agreed as following: € 500,000 by the end of the quarter ending March 2013 (repaid) and € 250,000 by the end of the quarter ending June 2013.The line of credit carries its own interest rates and fees as provided in the Facility and vary from the current prevailing bank rate of approximately 3.27%, for draws on the credit line, to 9.9% for advances on accounts receivable. As of March 31, 2013 and March 31, 2012, Remedent N.V. had in aggregate, $836,355 and $1,079,263 in advances outstanding, respectively, under the mixed-use line of credit facilities. |
LONG-TERM INVESTMENTS (Details 2) (USD $)
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12 Months Ended | ||||
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Mar. 31, 2013
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Mar. 31, 2012
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Revenues | $ 2,937,276 | $ 9,687,292 | [1] | ||
Gross profit | 1,503,928 | 7,459,401 | |||
Glamsmile Asia [Member]
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Revenues | 7,479,281 | 3,693,113 | |||
Gross profit | 7,221,627 | 3,517,406 | |||
Income (loss) from operations | 1,999,783 | 1,474,736 | |||
Net income | $ 1,378,182 | $ 1,273,324 | |||
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LINE OF CREDIT (Details Textual)
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3 Months Ended | 12 Months Ended | |||||
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Jun. 30, 2013
EUR (€)
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Mar. 31, 2013
EUR (€)
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Dec. 03, 2012
EUR (€)
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Mar. 31, 2013
Minimum [Member]
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Mar. 31, 2013
Maximum [Member]
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Mar. 31, 2013
Remedent Nv [Member]
USD ($)
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Mar. 31, 2012
Remedent Nv [Member]
USD ($)
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Line of Credit Facility, Current Borrowing Capacity | € 1,250,000 | ||||||
Line of Credit Facility, Interest Rate During Period | 3.27% | 9.90% | |||||
Line of Credit Facility, Amount Outstanding | 836,355 | 1,079,263 | |||||
Line Of Credit Facility Capacity Available For Straight Loans | 750,000 | ||||||
Line Of Credit Facility Capacity Available For Acccounts Receivable Advances | 500,000 | ||||||
Line Of Credit Facility Capacity Available For Straight Loans Decreased | 400,000 | ||||||
Line of Credit Facility, Decrease, Repayments | € 250,000 | € 500,000 |
EQUITY COMPENSATION PLANS (Tables)
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Mar. 31, 2013
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Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table provides aggregate information as of March 31, 2013 and March 31, 2012 with respect to all compensation plans (including individual compensation arrangements) under which equity securities are authorized for issuance.
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Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | A summary of the Company’s equity compensation plans approved and not approved by shareholders is as follows:
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FINANCIAL INSTRUMENTS
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12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2013
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Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Disclosures [Text Block] | 20. FINANCIAL INSTRUMENTS The FASB ASC topic 820 on fair value measurement and disclosures establishes three levels of inputs that may be used to measure fair value: quoted prices in active markets for identical assets or liabilities (referred to as Level 1), observable inputs other than Level 1 that are observable for the asset or liability either directly or indirectly (referred to as Level 2), and unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities (referred to as Level 3). The carrying values and fair values of our financial instruments are as follows:
The following method was used to estimate the fair values of our financial instruments: The carrying amount of level 1 and level 2 financial instruments approximates fair value because of the short maturity of the instruments. Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies, or similar techniques, and at least one significant model assumption or input is unobservable. Level 3 financial assets also include certain investment securities for which there is limited market activity such that the determination of fair value requires significant judgment or estimation. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. The Company’s policy is to recognize transfers into and out of levels within the fair value hierarchy at the end of the fiscal quarter in which the actual event or change in circumstances that caused the transfer occurs. There were no significant transfers between Level 1, Level 2, or Level 3 during the fiscal years ended March 31, 2013 or March 31, 2012. When a determination is made to classify an asset or liability within Level 3, the determination is based upon the significance of the unobservable inputs to the overall fair value measurement. The following table provides a reconciliation of the beginning and ending balances of the item measured at fair value on a recurring basis in the table above that used significant unobservable inputs (Level 3):
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COMMITMENTS
|
12 Months Ended | ||||||||||||||||||||||||||||||
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Mar. 31, 2013
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Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Text Block] | 19. COMMITMENTS Real Estate Lease: The Company leases an office facility of 5,187 square feet in Gent, Belgium from an unrelated party pursuant to a nine year lease commencing September 1, 2008. at a base rent of €5,712 per month for the total location ($7,350 per month at March 31, 2013). Secondly, the Company leases an office facility of 1,991 square feet in Rome, Italy to support the sales and marketing division of our veneer business, from an unrelated party pursuant a six year lease commencing July 1, 2011, at a base rent of € 6,500 per month for the total location ($8,364 per month at March 31, 2013). Real Estate Lease and All Other Leased Equipment: Minimum monthly lease payments for real estate, and all other leased equipment are as follows based upon the conversion rate for the (Euro) at March 31, 2013:
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LONG-TERM INVESTMENTS (Details) (USD $)
|
Mar. 31, 2013
|
|||
---|---|---|---|---|
Common shares (250,000 at $0.39/share) (rate at December 31, 2009) | $ 97,500 | |||
325,000 Euro (at 1.436077) | 466,725 | |||
200,000 stock options | 62,108 | [1] | ||
Total consideration | 626,333 | |||
Cash | 167,288 | |||
Accounts receivable | 27,836 | |||
Inventory | 23,347 | |||
Equipment, net | 76,647 | |||
Accounts payable | (145,996) | |||
Accruals | (25,446) | |||
Other payables | (196,978) | |||
Net liability (sub-consolidated financial statements of GlamSmile Asia Ltd including the Mainland China Subsidiaries) | (73,302) | |||
Goodwill | $ 699,635 | |||
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PROPERTY AND EQUIPMENT (Tables)
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12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2013
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Property, Plant and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||
Property, Plant and Equipment [Table Text Block] | Property and equipment are summarized as follows:
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SEGMENT INFORMATION (Tables)
|
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2013
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Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | The Company’s only operating segment consists of dental products and oral hygiene products sold by Remedent Inc., Remedent N.V., GlamSmile Deutschland GmbH and GlamSmile Rome SRL
(a) Revenues are attributed to country based on location of customer. |
LONG-TERM INVESTMENTS (Details Textual)
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1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||
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Feb. 28, 2013
USD ($)
|
Feb. 28, 2013
EUR (€)
|
Mar. 31, 2013
USD ($)
|
Mar. 31, 2013
EUR (€)
|
Mar. 31, 2012
USD ($)
|
Jul. 31, 2012
Remedent OTC B.V. [Member]
USD ($)
|
Jul. 31, 2012
Remedent OTC B.V. [Member]
EUR (€)
|
Mar. 31, 2013
Remedent OTC B.V. [Member]
USD ($)
|
Mar. 31, 2013
Remedent OTC B.V. [Member]
EUR (€)
|
Jul. 13, 2012
Remedent OTC B.V. [Member]
|
Sep. 30, 2011
Remedent OTC B.V. [Member]
|
Mar. 31, 2011
GLAMSMILE ASIA LTD. [Member]
USD ($)
|
Mar. 31, 2010
GLAMSMILE ASIA LTD. [Member]
USD ($)
|
Mar. 31, 2013
GLAMSMILE ASIA LTD. [Member]
|
Jun. 27, 2011
GLAMSMILE ASIA LTD. [Member]
USD ($)
|
Mar. 31, 2011
GLAMSMILE ASIA LTD. [Member]
EUR (€)
|
Jan. 01, 2010
GLAMSMILE ASIA LTD. [Member]
USD ($)
|
Mar. 31, 2011
GLAMSMILE ASIA LTD. [Member]
Options Held [Member]
|
Mar. 31, 2011
GLAMSMILE ASIA LTD. [Member]
Opened Store Option [Member]
|
Mar. 31, 2011
GLAMSMILE ASIA LTD. [Member]
Additional Store Opened Option [Member]
|
Jan. 28, 2012
Glamsmile Dental Technology Ltd., [Member]
USD ($)
|
Mar. 31, 2013
Glamsmile Dental Technology Ltd., [Member]
USD ($)
|
Mar. 31, 2012
Glamsmile Dental Technology Ltd., [Member]
USD ($)
|
Feb. 10, 2012
Glamsmile Dental Technology Ltd., [Member]
Investor [Member]
|
Feb. 10, 2012
Glamsmile Dental Technology Ltd., [Member]
Gallant [Member]
|
Feb. 10, 2012
Glamsmile Dental Technology Ltd., [Member]
Mr.De Vreese [Member]
|
Jan. 28, 2012
Glamsmile Dental Technology Ltd., [Member]
Series A Preferred Stock [Member]
USD ($)
|
Jan. 28, 2012
Glamsmile Dental Technology Ltd., [Member]
Preference A-1 Shares [Member]
USD ($)
|
Jan. 20, 2012
Glamsmile Dental Technology Ltd., [Member]
Preference A-1 Shares [Member]
USD ($)
|
Mar. 31, 2012
Medical Franchises And Investments [Member]
USD ($)
|
Mar. 31, 2013
Medical Franchises And Investments [Member]
|
|||||
Equity Method Investment, Ownership Percentage | 51.00% | 51.00% | 50.00% | 100.00% | 29.40% | 31.40% | 39.20% | 29.40% | |||||||||||||||||||||||||||
Equity Method Investment, Realized Gain (Loss) on Disposal | $ (149,064) | $ 349,054 | $ 36,634 | ||||||||||||||||||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 50.98% | 50.98% | 50.98% | ||||||||||||||||||||||||||||||||
325,000 Euro (at 1.436077) | 466,725 | 466,725 | 325,000 | ||||||||||||||||||||||||||||||||
Equity Method Investment Sold Ownership Percentage | 100.00% | ||||||||||||||||||||||||||||||||||
Equity Method Investment, Net Sales Proceeds | 600,570 | [1] | 450,000 | [1] | 667,300 | 500,000 | 950,000 | ||||||||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | 97,500 | ||||||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 250,000 | 100,000 | 100,000 | 100,000 | |||||||||||||||||||||||||||||||
Accumulated deficit | (21,604,571) | (20,622,635) | 73,302 | ||||||||||||||||||||||||||||||||
Payments for Advance to Affiliate | 101,245 | 196,599 | |||||||||||||||||||||||||||||||||
Due to Related Parties, Noncurrent | 196,599 | 95,354 | |||||||||||||||||||||||||||||||||
Preferred Stock, shares outstanding | 0 | 0 | 2,857,143 | 5,000,000 | |||||||||||||||||||||||||||||||
Discontinued Operation, Amounts of Material Contingent Liabilities Remaining | 1,500,000 | ||||||||||||||||||||||||||||||||||
Stock Transferred During Period, Shares, Contingent Consideration | 500,000 | ||||||||||||||||||||||||||||||||||
Preferred stock, shares issued | 0 | 0 | 2,857,143 | ||||||||||||||||||||||||||||||||
Preferred Stock $0.001 par value (10,000,000 shares authorized, none issued and outstanding) | 0 | 0 | 250,000 | ||||||||||||||||||||||||||||||||
Deconsolidation, Gain (Loss), Amount | 1,470,776 | ||||||||||||||||||||||||||||||||||
Preferred Stock, Value, Outstanding | 2,000,000 | 5,000,000 | |||||||||||||||||||||||||||||||||
Stock Price | $ 0.39 | ||||||||||||||||||||||||||||||||||
Option Price | $ 0.39 | ||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Term | 5 years | ||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 112.00% | ||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.30% | ||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||||||||||||||||||||||||||||||||
Percentage Of Investments Acquired From Issued And Outstanding Shares | 6.12% | ||||||||||||||||||||||||||||||||||
Shares Acquired From Investment | 70,334 | ||||||||||||||||||||||||||||||||||
Fair Market Value Of Investment | 787,339 | ||||||||||||||||||||||||||||||||||
Fair Market Price Per Share | $ 11.19 | € 8.70 | |||||||||||||||||||||||||||||||||
Payments to Acquire Investments | 314,778 | ||||||||||||||||||||||||||||||||||
Other Comprehensive Income (Loss), Available-for-sale Securities, before Reclassification Adjustments, Tax | $ 472,561 | ||||||||||||||||||||||||||||||||||
Fair Value Conversion Rate | 1.436077 | ||||||||||||||||||||||||||||||||||
Business Acquisition Stock Options Issued | 200,000 | ||||||||||||||||||||||||||||||||||
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ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS (Tables)
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12 Months Ended | ||||||||||||||||||||||||||||||||
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Mar. 31, 2013
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Receivables [Abstract] | |||||||||||||||||||||||||||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | The Company’s accounts receivable at year end were as follows:
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INCOME TAXES (Details 2) (USD $)
|
12 Months Ended | |
---|---|---|
Mar. 31, 2013
|
Mar. 31, 2012
|
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Pre tax income (loss) | $ (981,783) | $ 1,399,515 |
Net domestic income tax (benefit) | 153 | 315,069 |
Domestic Tax Authority [Member]
|
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Pre tax income (loss) | (169,271) | (776,668) |
Statutory tax rate | 35.00% | 35.00% |
Tax expense (benefit) based upon statutory rate | (59,245) | (271,833) |
Valuation allowance | 59,245 | 271,833 |
Net domestic income tax (benefit) | 0 | 0 |
Foreign Tax Authority [Member]
|
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Pre tax income (loss) | (812,512) | 2,176,183 |
Statutory tax rate | 35.00% | 35.00% |
Tax expense (benefit) based upon statutory rate | (284,379) | 761,664 |
Net domestic income tax (benefit) | 153 | 315,069 |
Permanent differences | 284,379 | 446,595 |
Income Tax Expense (Benefit), Continuing Operations | $ 0 | $ 0 |
INCOME TAXES (Details 1) (USD $)
|
Mar. 31, 2013
|
Mar. 31, 2012
|
---|---|---|
Domestic Net operating loss carryforward | $ 7,864,378 | $ 7,805,133 |
Foreign Net operating loss carryforward | 529,153 | 244,774 |
Total | 8,393,531 | 8,049,907 |
Valuation allowance | (8,393,531) | (8,049,907) |
Net deferred tax assets | $ 0 | $ 0 |
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION (Details Textual) (USD $)
|
Mar. 31, 2013
|
Mar. 31, 2012
|
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Working Capital Deficit | $ 1,337,846 | |
Retained Earnings (Accumulated Deficit) | $ (21,604,571) | $ (20,622,635) |
SEGMENT INFORMATION (Details) (USD $)
|
12 Months Ended | |||||
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Mar. 31, 2013
|
Mar. 31, 2012
|
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Revenues | $ 2,937,276 | $ 9,687,292 | [1] | |||
Long-Lived Assets | 3,956,054 | 3,696,243 | ||||
United States [Member]
|
||||||
Revenues | 0 | [1] | 1,120,437 | [1] | ||
Long-Lived Assets | 0 | 3,055,023 | ||||
Europe [Member]
|
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Revenues | 2,937,276 | [1] | 5,010,610 | [1] | ||
Long-Lived Assets | 3,956,054 | 641,220 | ||||
China [Member]
|
||||||
Revenues | 0 | [1] | 3,556,245 | [1] | ||
Long-Lived Assets | $ 0 | $ 0 | ||||
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SEGMENT INFORMATION
|
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2013
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Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Segment Reporting Disclosure [Text Block] | 18. SEGMENT INFORMATION The Company’s only operating segment consists of dental products and oral hygiene products sold by Remedent Inc., Remedent N.V., GlamSmile Deutschland GmbH and GlamSmile Rome SRL
(a) Revenues are attributed to country based on location of customer. |
DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION
|
12 Months Ended |
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Mar. 31, 2013
|
|
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION The Company is a manufacturer and distributor of cosmetic dentistry products, including a full line of professional dental tooth whitening products which are distributed in Europe, Asia and the United States. The Company manufactures many of its products in its facility in Ghent, Belgium as well as outsourced manufacturing in its facility in Beijing, China and Ghent. The Company distributes its products using both its own internal sales force and through the use of third party distributors. In these notes, the terms “Remedent”, “Company”, “we”, “us” or “our” mean Remedent, Inc. and all of its subsidiaries, whose operations are included in these consolidated financial statements. The Company’s financial statements have been prepared on an accrual basis of accounting, in conformity with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the periods presented have been reflected herein. These financial statements of the Company are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the Company’s ability to achieve profitable operations, continued financial support from its shareholders, and the ability of management to raise additional debt financing and/or equity capital through private and public offerings of its common stock. As of March 31, 2013 the Company had working capital deficit of $1,337,846 and an accumulated deficit of $21,604,571. In the second half of the financial year ending March 31, 2013 the management of the Company has taken measures to reduce general expenses and to increase sales prices which should have a positive impact on the results, the cash flow and the liquidity of the Company. The management is also convinced that, in case of necessity, important cash flows can be generated by the sale of investments of the Company. However, additional funding may be required in order to support the Company’s operations and the execution of its business plan. There can be no assurance that the Company will be successful in raising the required debt financing and/or equity capital or that it will ultimately attain a successful level of operations. These risks, among others, are also discussed in ITEM 1A Risk Factors. Despite these matters of emphasis, the financial statements have been prepared on a going concern basis. In these notes, the terms “Remedent”, “Company”, “we”, “us”, or “our” mean Remedent, Inc. and all of its subsidiaries, whose operations are included in these consolidated financial statements. The Company has conducted a subsequent events review through the date the financial statements were issued, and has concluded that there were no subsequent events requiring adjustments or additional disclosures to the Company's financial statements at March 31, 2013. |
SHORT TERM LOAN
|
12 Months Ended |
---|---|
Mar. 31, 2013
|
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Debt Disclosure [Abstract] | |
Schedule of Short-term Debt [Table Text Block] | 4. SHORT TERM LOAN Effective December 3, 2012, the Company entered into a Loan Agreement (the “Loan Agreement”) with BNP Paribas Fortis Bank, a Belgian Bank, pursuant to which the Company borrowed $132,820 (€100.000). The loan bears interest of 3.68 % per annum and is repayable in 24 equal monthly installments of € 4,331 ($5,573 at the closing rate of March 31, 2013). No additional guaranties (see note 13- secured debt agreements (2)) were required. As of March 31, 2013, the Company has recorded $63,728 as a current liability and the balance of $49,378 as long term. |
FINANCIAL INSTRUMENTS (Details 1) (USD $)
|
12 Months Ended | |
---|---|---|
Mar. 31, 2013
|
Mar. 31, 2012
|
|
Long term investments and advances: | ||
Beginning balance | $ 2,092,518 | $ 0 |
Gains (losses) included in net loss | 0 | 0 |
Transfers in (out of level 3) | 349,054 | 2,092,518 |
Ending balance | $ 2,441,572 | $ 2,092,518 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2013
|
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Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Significant Accounting Policies [Text Block] | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization and Principles of Consolidation The accompanying consolidated financial statements include the accounts of: Remedent N.V. (incorporated in Belgium) located in Ghent , Belgium, Remedent Professional, Inc. and Remedent Professional Holdings, Inc. (both incorporated in California and inactive), Glamtech-USA, Inc. (a Delaware corporation acquired effective August 24, 2008), Remedent N.V.’s 51% owned subsidiary, GlamSmile Deutschland GmbH, a German private company located in Munich and Remedent N.V.’s 80 % owned subsidiary, GlamSmile Rome, an Italian private company located in Rome. Remedent N.V.’s 29.4 % investment in Glamsmile Dental Technology Ltd., a Cayman Islands company (“Glamsmile Dental”) and its subsidiaries, Glamsmile (Asia) Limited, a company organized and existing under the laws of Hong Kong and a substantially 100 % owned subsidiary of Glamsmile Dental, Beijing Glamsmile Technology Development Ltd., a 100 % owned subsidiary or GlamSmile Asia, its 80% owned subsidiary Beijing Glamsmile Trading Co., Ltd. and its 98% owned subsidiary Beijing Glamsmile Dental Clinic Co., Ltd., including its 100% Shanghai Glamsmile Dental Clinic Co., Ltd., and its 50 % owned Whenzhou GlamSmile Dental Clinic Ltd., which are accounted for using the equity method after January 31, 2012 (see Note 3 Long-term Investment) Remedent, Inc. is a holding company with headquarters in Ghent, Belgium. Remedent Professional, Inc. and Remedent Professional Holdings, Inc. have been dormant since inception. For all periods presented, all significant inter-company accounts and transactions have been eliminated in the consolidated financial statements and corporate administrative costs are not allocated to subsidiaries. Pervasiveness of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, the Company evaluates estimates and judgments, including those related to revenue, bad debts, inventories, fixed assets, intangible assets, stock based compensation, income taxes, and contingencies. Estimates are based on historical experience and on various other assumptions that the Company believes reasonable in the circumstances. The results form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Revenue Recognition The Company recognizes revenue from product sales when persuasive evidence of a sale exists: that is, a product is shipped under an agreement with a customer; risk of loss and title has passed to the customer; the fee is fixed or determinable; and collection of the resulting receivable is reasonably assured. Sales allowances are estimated based upon historical experience of sales returns. Revenues from product sales are recognized when the product is shipped and title and risk of loss has passed to the customer, typically upon delivery and when the quantity and price is fixed and determinable, and when collectability is reasonable assured. Upfront fees are recognized upon the date of the agreement (i.e. point of sale) because they relate solely to the sale of territories (that are sold in perpetuity), are non-refundable, and are not contingent upon additional deliverables. We have evaluated all deliverables in our contracts (per ASC 605-25-5) ((a) territory & (b) manufacturing/marketing training & development fees) and determined that they are separate, as follows:
Our development fees/milestone payments are recognized in accordance with the Milestone Method pursuant to FASB ASC 605. Revenues from milestones related to an arrangement under which we have continuing performance obligations i.e. specifically scheduled training and development activities, if deemed substantive, are recognized as revenue upon achievement of the milestone. Milestones are considered substantive if all of the following conditions are met: (a) the milestone is non-refundable; (b) achievement of the milestone was not reasonably assured at the inception of the arrangement; (c) substantive effort is involved to achieve the milestone; and (d) the amount of the milestone appears reasonable in relation to the effort expended. If any of these conditions is not met, the milestone payment is deferred and recognized as revenue as we complete our performance obligations. We receive royalty revenues under license agreements with third parties that sell products based on technology developed by us or to which we have rights. The license agreements provide for the payment of royalties to us based on sales of the licensed product. We record these revenues as earned monthly, based on reports from our licensees. Shipping and Handling Shipping and handling costs are included as a component of cost of sales. Shipping and handling costs billed to customers are included in sales. Impairment of Long-Lived Assets Long-lived assets consist primarily of patents and property and equipment. The recoverability of long-lived assets is evaluated by an analysis of operating results and consideration of other significant events or changes in the business environment. If impairment exists, the carrying amount of the long-lived assets is reduced to its estimated fair value, less any costs associated with the final settlement. To date, management has not identified any impairment of property and equipment. There can be no assurance, however, that market conditions or demands for the Company’s services will not change which could result in future long-lived asset impairment. Business Combinations On April 1, 2010, the Company adopted the new accounting guidance for business combinations according to FASB Codification ASC 805, Business Combinations . This guidance establishes principles and requirements for the reporting entity in a business combination, including recognition and measurement in the financial statements of the identifiable assets acquired, the liabilities assumed, goodwill, and any noncontrolling interest in the acquiree, as well as disclosure requirements to enable financial statement users to evaluate the nature and financial effects of the business combination. Additionally, it provides guidance for identifying a business combination, measuring the acquisition date, and defining the measurement period for adjusting provisional amounts recorded. The implementation of this standard did not have an impact on the Company’s consolidated financial statements. Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash or cash equivalents. Non-Controlling Interest The Company adopted ASC Topic 810 Noncontrolling Interests in Consolidated Financial Statements an Amendment of Accounting Research Bulletin No. 51 as of April 1, 2009. SFAS 160 establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, the amount of consolidated net income attributable to the parent and to the noncontrolling interest, changes in a parent’s ownership interest and the valuation of retained noncontrolling equity investments when a subsidiary is deconsolidated. ASC Topic 810 also establishes reporting requirements that provide sufficient disclosures that clearly identify and distinguish between the interest of the parent and the interests of the noncontrolling owner. The adoption of ASC Topic 810 impacted the presentation of our consolidated financial position, results of operations and cash flows. Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, line of credit, short term and long-term debt. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their respective fair values because of the short maturities of those instruments. The Company’s investment in MFI is classified as an available for sale investment with all subsequent gains and losses recorded in other comprehensive income until realized. The Company’s long-term debt consists of its revolving credit facility and long-term capital lease obligations. The carrying value of the revolving credit facility approximates fair value because of its variable short-term interest rates. The fair value of the Company’s long-term capital lease obligations is based on current rates for similar financing. Accounts Receivable and Allowance for Doubtful Accounts The Company sells professional dental equipment to various companies, primarily to distributors located in Western Europe, Middle East, the United States of America, Asia and China. The terms of sales vary by customer, however, generally are 2% 10 days, net 30 days. Accounts receivable is reported at net realizable value and net of allowance for doubtful accounts. The Company uses the allowance method to account for uncollectible accounts receivable. The Company’s estimate is based on historical collection experience and a review of the current status of trade accounts receivable. Inventories The Company purchases certain of its products in components that require assembly prior to shipment to customers. All other products are purchased as finished goods ready to ship to customers. The Company writes down inventories for estimated obsolescence to estimated market value based upon assumptions about future demand and market conditions. If actual market conditions are less favorable than those projected, then additional inventory write-downs may be required. Inventory reserves for obsolescence totaled $88,724 at March 31, 2013 and $156,239 at March 31, 2012. Prepaid Expense The Company’s prepaid expense consists of prepayments to suppliers for inventory purchases and to the Belgium customs department, to obtain an exemption of direct VAT payments for imported goods out of the European Union (“EU”). This prepayment serves as a guarantee to obtain the facility to pay VAT at the moment of sale and not at the moment of importing goods at the border. Prepaid expenses also include VAT payments made for goods and services in excess of VAT payments received from the sale of products as well as amounts for other prepaid operating expenses. Property and Equipment Property and equipment are stated at cost. Major renewals and improvements are charged to the asset accounts while replacements, maintenance and repairs, which do not improve or extend the lives of the respective assets, are expensed. At the time property and equipment are retired or otherwise disposed of, the asset and related accumulated depreciation accounts are relieved of the applicable amounts. Gains or losses from retirements or sales are credited or charged to income. The Company depreciates its property and equipment for financial reporting purposes using the straight-line method based upon the following useful lives of the assets:
Patents Patents consist of the costs incurred to purchase patent rights and are reported net of accumulated amortization. Patents are amortized using the straight-line method over a period based on their contractual lives. Research and Development Costs The Company expenses research and development costs as incurred. Advertising Costs incurred for producing and communicating advertising are expensed when incurred and included in sales and marketing and general and administrative expenses. For the years ended March 31, 2013 and March 31, 2012, advertising expense was $283,690 and $590,285, respectively. Income taxes Income taxes are accounted for under the asset and liability method as stipulated by Accounting Standards Codification (“ASC”) 740 formerly Statement of Financial Accounting Standards (“SFAS”) No. 109, “Accounting for Income Taxes”. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities or a change in tax rate is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced to estimated amounts to be realized by the use of a valuation allowance. A valuation allowance is applied when in management’s view it is more likely than not (50%) that such deferred tax will not be utilized. Effective February 1, 2008, the Company adopted certain provisions under ASC Topic 740, Income Taxes, (“ASC 740”), which provide interpretative guidance for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Effective with the Company’s adoption of these provisions, interest related to the unrecognized tax benefits is recognized in the financial statements as a component of income taxes. The adoption of ASC 740 did not have an impact on the Company’s financial position and results of operations. In the unlikely event that an uncertain tax position exists in which the Company could incur income taxes, the Company would evaluate whether there is a probability that the uncertain tax position taken would be sustained upon examination by the taxing authorities. Reserves for uncertain tax position would then be recorded if the Company determined it is probable that a position would not be sustained upon examination or if a payment would have to be made to a taxing authority and the amount is reasonably estimable. As of March 31, 2013, the Company does not believe it has any uncertain tax positions that would result in the Company having a liability to the taxing authorities. Warranties The Company typically warrants its products against defects in material and workmanship for a period of 24 months from shipment. A tabular reconciliation of the Company’s aggregate product warranty liability for the reporting period is as follows:
Based upon historical trends and warranties provided by the Company’s suppliers and sub-contractors, the Company has made a provision for warranty costs of $19,301 and $20,019 as of March 31, 2013 and March 31, 2012, respectively. Segment Reporting “Disclosure About Segments of an Enterprise and Related Information” requires use of the “management approach” model for segment reporting. The management approach model is based on the way a company’s management organizes segments within the company for making operating decisions and assessing performance. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company. The Company’s management considers its business to comprise one segment for reporting purposes. Computation of Earnings (Loss) per Share Basic net income (loss) per common share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Net income (loss) per common share attributable to common stockholders assuming dilution is computed by dividing net income by the weighted average number of shares of common stock outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued. On April 1, 2009, the Company adopted changes issued by the FASB to the calculation of earnings per share. These changes state that unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and shall be included in the computation of earnings per share pursuant to the two-class method for all periods presented. The adoption of this change had no impact on the Company’s basic or diluted net loss per share because the Company has never issued any share-based awards that contain non-forfeitable rights. At each of March 31, 2013 and 2012, the Company had 19,995,969, shares of common stock issued and outstanding. At March 31, 2013 and 2012, the Company had 3,378,379 and 7,794,627 warrants outstanding, respectively and 1,795,000 and 1,895,000 options outstanding, respectively. All outstanding warrants and options were excluded from the computation of earnings per share for the year ended March 31, 2013 because their effect would have been anti-dilutive. Further, pursuant to ASC 260-10-50-1(c), if a fully diluted share calculation was computed for the years ended March 31, 2013 and 2012 respectively, it would have excluded all warrants and all but 200,000 options respectively since the Company’s average share trading price during the last two year period was less than the exercise price of all other warrants and options. Conversion of Foreign Currencies The reporting currency for the consolidated financial statements of the Company is the U.S. dollar. The functional currency for the Company’s European subsidiaries, Remedent N.V., GlamSmile Rome and GlamSmile Deutschland GmbH, is the Euro, for Glamsmile Asia Ltd., and its subsidiaries, the Hong Kong dollar and the Chinese Renmimbi (“RMB”) for Mainland China. Finally, the functional currency for Remedent Professional, Inc. is the U.S. dollar. The assets and liabilities of companies whose functional currency is other that the U.S. dollar are included in the consolidation by translating the assets and liabilities at the exchange rates applicable at the end of the reporting period. The statements of income of such companies are translated at the average exchange rates during the applicable period. Translation gains or losses are accumulated as a separate component of stockholders’ equity. Comprehensive Income (Loss) Comprehensive income (loss) includes all changes in equity except those resulting from investments by owners and distributions to owners, including accumulated foreign currency translation, and unrealized gains or losses on ‘Available For Sales (AFS)’ securities. The Company’s other comprehensive income for the year ended March 31, 2013 consisted of a gain on foreign currency translation of $91,006 and a fair value adjustment on AFS security in the amount of $472,561. For the year ended March 31, 2012 the Company’s only component of other comprehensive income is the accumulated foreign currency translation (losses) of $(846,880). These amounts have been recorded as a separate component of stockholders’ equity (deficit). Stock Based Compensation The Company has a stock-based compensation plan which is described more fully in Note 17. The Company measures the compensation cost of stock options and other stock-based awards to employees and directors at fair value at the grant date and recognizes compensation expense over the requisite service period for awards expected to vest. Except for transactions with employees and directors, all transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. Additionally, the Company has determined that the dates used to value the transaction are either: (1) The date at which a commitment for performance by the counter party to earn the equity instruments is established; or (2) The date at which the counter party’s performance is complete. New Accounting Pronouncements Recently Adopted In December 2011, the FASB issued ASU 2011-11, “ Balance Sheet (Topic 210) Disclosures about offsetting assets and liabilities ”. ASU 2011-11 requires entities to disclose both gross and net information about both instruments and transactions eligible for offset in the statement of financial position and instruments and transactions subject to an agreement similar to a master netting arrangement. This scope would include derivatives, sale and repurchase agreements and reverse sale and repurchase agreements, and securities borrowing and securities lending arrangements. This standard is applicable for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Retrospective disclosures will be required for all periods presented. The adoption of ASU 2011-11 is not expected to have an impact upon the Company’s consolidated financial statements. In October 2009, the FASB issued ASU 2009-13, “Multiple-Deliverable Revenue Arrangements, (amendments to ASC Topic 605, Revenue Recognition)” (“ASU 2009-13”). ASU 2009-13 requires entities to allocate revenue in an arrangement using estimated selling prices of the delivered goods and services based on a selling price hierarchy. The amendments eliminate the residual method of revenue allocation and require revenue to be allocated using the relative selling price method. The standard also expands the disclosure requirements for multiple deliverable revenue arrangements. ASU 2009-13 should be applied on a prospective basis for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, which corresponds to the Company’s fiscal year beginning April 1, 2011. The adoption of ASU 2009-13 has had no impact upon the Company’s consolidated financial statements. In October 2009, the FASB issued ASU 2009-14, Certain Revenue Arrangements that Include Software Elements a consensus of the FASB Emerging Issues Task Force , which changes the accounting model for revenue arrangements that include both tangible products and software elements. This new guidance removes from the scope of the software revenue recognition guidance in ASC 985-605, Software Revenue Recognition, those tangible products containing software components and non-software components that function together to deliver the tangible product’s essential functionality. In addition, this guidance requires that hardware components of a tangible product containing software components always be excluded from the software revenue recognition guidance as well as provides further guidance on determining which software, if any, relating to the tangible product also would be excluded from the scope of software revenue recognition guidance. The guidance further identifies specific factors in determining whether the tangible product contains software that works together with the non-software components of the tangible product to deliver the tangible product’s essential functions. Guidance is also provided on how a vendor should allocate arrangement consideration to deliverables in an arrangement containing both tangible products and software. The disclosures mandated in ASU 2009-13 are also required by this new guidance. ASU 2009-14 is effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, which corresponds to the Company’s fiscal year beginning April 1, 2011. The adoption of ASU 2010-14 has had no impact upon the Company’s consolidated financial statements. In April 2010, the FASB issued ASU 2010-17 ,” Revenue Recognition Milestone Method”. The amendments in this Update provide guidance on the criteria that should be met for determining whether the milestone method of revenue recognition is appropriate. A vendor can recognize consideration that is contingent upon achievement of a milestone in its entirety as revenue in the period in which the milestone is achieved only if the milestone meets all criteria to be considered substantive. ASU 2010-17 should be applied on a prospective basis for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, which corresponds to the Company’s fiscal year beginning April 1, 2011. The adoption of ASU 2010-17 has had no impact upon the Company’s consolidated financial statements. In May 2011, the FASB issued ASU 2011-04 and updated the accounting guidance related to fair value measurements. The updated guidance results in a consistent definition of fair value and common requirements for measurement of and disclosure about fair value between U.S. GAAP and International Financial Reporting Standards (IFRS). The updated guidance is effective for the Company beginning in the fourth quarter of fiscal year 2012. The adoption of ASU 2011-04 has not had a material effect on the Company’s results of operations, financial condition, and cash flows. Recent Accounting Pronouncements Not Yet Adopted In June 2011, the FASB issued new accounting guidance on comprehensive income that was amended in December 2011. The objective of this accounting guidance is to improve the comparability, consistency and transparency of financial reporting and to increase the prominence of items reported in other comprehensive income. The guidance eliminates the option to present components of other comprehensive income as part of the statement of stockholders’ equity and requires them to be presented in the statement of comprehensive income instead. This accounting guidance, as amended, will be effective for the Company on April 1, 2012. The Company does not expect the impact of this new accounting guidance to have a material impact on its financial condition or results of operations. In September 2011, the FASB issued new accounting guidance on testing goodwill for impairment. The primary objective of this accounting guidance is to reduce complexity and costs by allowing an entity to make a qualitative evaluation about the likelihood of goodwill impairment to determine whether it should calculate the fair value of a reporting unit. If, after assessing qualitative factors, an entity determines that it is not more likely than not (a likelihood of more than 50 percent ) that the fair value of a reporting unit is less than its carrying amount, then the two-step goodwill impairment test is unnecessary. This accounting guidance is effective for the Company in fiscal 2013 but early adoption is permitted. The Company does not expect the impact of this new accounting guidance to have a material impact on its financial condition or results of operations. In December 2011, the FASB issued new accounting guidance on disclosures about offsetting assets and liabilities. The requirements for offsetting are different under U.S. GAAP and IFRS. Therefore, the objective of this accounting guidance is to facilitate comparison between financials statements prepared under U.S. GAAP and IFRS by enhancing disclosures of the effect or potential effect of netting arrangements on an entity’s financial position, including the effect or potential effect of rights of setoff associated with certain assets and liabilities. This accounting guidance will be effective for the Company on April 1, 2013. The Company does not expect the impact of this new accounting guidance to have a material impact on its financial condition or results of operations. In July 2012, the FASB issued guidance that simplifies how entities test indefinite-lived intangible assets for impairment, which improves consistency in impairment testing requirements among long-lived asset categories. ASU 2012-02 permits an assessment of qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying value. For assets in which this assessment concludes it is more likely than not that the fair value is more than its carrying value, ASU 2012-02 eliminates the requirement to perform quantitative impairment testing as outlined in the previously issued standards. The guidance will be effective for the Company's first quarter of fiscal 2014. The adoption of this guidance will not have an impact on the Company’s financial position, results of operations or financial statement disclosures. In February 2013, the FASB issued guidance that requires reporting of the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required to be reclassified in its entirety to net income. For other amounts that are not required to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures that provide additional detail about these amounts. The amendments do not change the current requirements for reporting net income or other comprehensive income in the financial statements. The guidance will be effective for the Company's first quarter of fiscal 2014. The adoption of this guidance will affect the presentation of comprehensive income but will not impact the Company's financial position, results of operations or cash flows. |
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Mar. 31, 2013
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Schedule of Property Subject to or Available for Operating Lease [Table Text Block] | Minimum monthly lease payments for real estate, and all other leased equipment are as follows based upon the conversion rate for the (Euro) at March 31, 2013:
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
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Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||
Consolidation, Policy [Policy Text Block] | Organization and Principles of Consolidation The accompanying consolidated financial statements include the accounts of: Remedent N.V. (incorporated in Belgium) located in Ghent , Belgium, Remedent Professional, Inc. and Remedent Professional Holdings, Inc. (both incorporated in California and inactive), Glamtech-USA, Inc. (a Delaware corporation acquired effective August 24, 2008), Remedent N.V.’s 51% owned subsidiary, GlamSmile Deutschland GmbH, a German private company located in Munich and Remedent N.V.’s 80 % owned subsidiary, GlamSmile Rome, an Italian private company located in Rome. Remedent N.V.’s 29.4 % investment in Glamsmile Dental Technology Ltd., a Cayman Islands company (“Glamsmile Dental”) and its subsidiaries, Glamsmile (Asia) Limited, a company organized and existing under the laws of Hong Kong and a substantially 100 % owned subsidiary of Glamsmile Dental, Beijing Glamsmile Technology Development Ltd., a 100 % owned subsidiary or GlamSmile Asia, its 80% owned subsidiary Beijing Glamsmile Trading Co., Ltd. and its 98% owned subsidiary Beijing Glamsmile Dental Clinic Co., Ltd., including its 100% Shanghai Glamsmile Dental Clinic Co., Ltd., and its 50 % owned Whenzhou GlamSmile Dental Clinic Ltd., which are accounted for using the equity method after January 31, 2012 (see Note 3 Long-term Investment) Remedent, Inc. is a holding company with headquarters in Ghent, Belgium. Remedent Professional, Inc. and Remedent Professional Holdings, Inc. have been dormant since inception. For all periods presented, all significant inter-company accounts and transactions have been eliminated in the consolidated financial statements and corporate administrative costs are not allocated to subsidiaries. |
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Use of Estimates, Policy [Policy Text Block] | Pervasiveness of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, the Company evaluates estimates and judgments, including those related to revenue, bad debts, inventories, fixed assets, intangible assets, stock based compensation, income taxes, and contingencies. Estimates are based on historical experience and on various other assumptions that the Company believes reasonable in the circumstances. The results form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. |
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Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes revenue from product sales when persuasive evidence of a sale exists: that is, a product is shipped under an agreement with a customer; risk of loss and title has passed to the customer; the fee is fixed or determinable; and collection of the resulting receivable is reasonably assured. Sales allowances are estimated based upon historical experience of sales returns. Revenues from product sales are recognized when the product is shipped and title and risk of loss has passed to the customer, typically upon delivery and when the quantity and price is fixed and determinable, and when collectability is reasonable assured. Upfront fees are recognized upon the date of the agreement (i.e. point of sale) because they relate solely to the sale of territories (that are sold in perpetuity), are non-refundable, and are not contingent upon additional deliverables. We have evaluated all deliverables in our contracts (per ASC 605-25-5) ((a) territory & (b) manufacturing/marketing training & development fees) and determined that they are separate, as follows:
Our development fees/milestone payments are recognized in accordance with the Milestone Method pursuant to FASB ASC 605. Revenues from milestones related to an arrangement under which we have continuing performance obligations i.e. specifically scheduled training and development activities, if deemed substantive, are recognized as revenue upon achievement of the milestone. Milestones are considered substantive if all of the following conditions are met: (a) the milestone is non-refundable; (b) achievement of the milestone was not reasonably assured at the inception of the arrangement; (c) substantive effort is involved to achieve the milestone; and (d) the amount of the milestone appears reasonable in relation to the effort expended. If any of these conditions is not met, the milestone payment is deferred and recognized as revenue as we complete our performance obligations. We receive royalty revenues under license agreements with third parties that sell products based on technology developed by us or to which we have rights. The license agreements provide for the payment of royalties to us based on sales of the licensed product. We record these revenues as earned monthly, based on reports from our licensees. |
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Shipping and Handling Cost, Policy [Policy Text Block] | Shipping and Handling Shipping and handling costs are included as a component of cost of sales. Shipping and handling costs billed to customers are included in sales. |
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Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets Long-lived assets consist primarily of patents and property and equipment. The recoverability of long-lived assets is evaluated by an analysis of operating results and consideration of other significant events or changes in the business environment. If impairment exists, the carrying amount of the long-lived assets is reduced to its estimated fair value, less any costs associated with the final settlement. To date, management has not identified any impairment of property and equipment. There can be no assurance, however, that market conditions or demands for the Company’s services will not change which could result in future long-lived asset impairment. |
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Business Combinations Policy [Policy Text Block] | Business Combinations On April 1, 2010, the Company adopted the new accounting guidance for business combinations according to FASB Codification ASC 805, Business Combinations . This guidance establishes principles and requirements for the reporting entity in a business combination, including recognition and measurement in the financial statements of the identifiable assets acquired, the liabilities assumed, goodwill, and any noncontrolling interest in the acquiree, as well as disclosure requirements to enable financial statement users to evaluate the nature and financial effects of the business combination. Additionally, it provides guidance for identifying a business combination, measuring the acquisition date, and defining the measurement period for adjusting provisional amounts recorded. The implementation of this standard did not have an impact on the Company’s consolidated financial statements. |
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Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash or cash equivalents. |
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Non Cotrolling Interest [Policy Text Block] | Non-Controlling Interest The Company adopted ASC Topic 810 Noncontrolling Interests in Consolidated Financial Statements an Amendment of Accounting Research Bulletin No. 51 as of April 1, 2009. SFAS 160 establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, the amount of consolidated net income attributable to the parent and to the noncontrolling interest, changes in a parent’s ownership interest and the valuation of retained noncontrolling equity investments when a subsidiary is deconsolidated. ASC Topic 810 also establishes reporting requirements that provide sufficient disclosures that clearly identify and distinguish between the interest of the parent and the interests of the noncontrolling owner. The adoption of ASC Topic 810 impacted the presentation of our consolidated financial position, results of operations and cash flows. |
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Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, line of credit, short term and long-term debt. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their respective fair values because of the short maturities of those instruments. The Company’s investment in MFI is classified as an available for sale investment with all subsequent gains and losses recorded in other comprehensive income until realized. The Company’s long-term debt consists of its revolving credit facility and long-term capital lease obligations. The carrying value of the revolving credit facility approximates fair value because of its variable short-term interest rates. The fair value of the Company’s long-term capital lease obligations is based on current rates for similar financing. |
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Trade and Other Accounts Receivable, Policy [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts The Company sells professional dental equipment to various companies, primarily to distributors located in Western Europe, Middle East, the United States of America, Asia and China. The terms of sales vary by customer, however, generally are 2% 10 days, net 30 days. Accounts receivable is reported at net realizable value and net of allowance for doubtful accounts. The Company uses the allowance method to account for uncollectible accounts receivable. The Company’s estimate is based on historical collection experience and a review of the current status of trade accounts receivable. |
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Inventory, Policy [Policy Text Block] | Inventories The Company purchases certain of its products in components that require assembly prior to shipment to customers. All other products are purchased as finished goods ready to ship to customers. The Company writes down inventories for estimated obsolescence to estimated market value based upon assumptions about future demand and market conditions. If actual market conditions are less favorable than those projected, then additional inventory write-downs may be required. Inventory reserves for obsolescence totaled $88,724 at March 31, 2013 and $156,239 at March 31, 2012. |
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Prepaid Expense [Policy Text Block] | Prepaid Expense The Company’s prepaid expense consists of prepayments to suppliers for inventory purchases and to the Belgium customs department, to obtain an exemption of direct VAT payments for imported goods out of the European Union (“EU”). This prepayment serves as a guarantee to obtain the facility to pay VAT at the moment of sale and not at the moment of importing goods at the border. Prepaid expenses also include VAT payments made for goods and services in excess of VAT payments received from the sale of products as well as amounts for other prepaid operating expenses. |
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Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are stated at cost. Major renewals and improvements are charged to the asset accounts while replacements, maintenance and repairs, which do not improve or extend the lives of the respective assets, are expensed. At the time property and equipment are retired or otherwise disposed of, the asset and related accumulated depreciation accounts are relieved of the applicable amounts. Gains or losses from retirements or sales are credited or charged to income. The Company depreciates its property and equipment for financial reporting purposes using the straight-line method based upon the following useful lives of the assets:
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Patents [Policy Text Block] | Patents Patents consist of the costs incurred to purchase patent rights and are reported net of accumulated amortization. Patents are amortized using the straight-line method over a period based on their contractual lives. |
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Research and Development Expense, Policy [Policy Text Block] | Research and Development Costs The Company expenses research and development costs as incurred. |
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Advertising Costs, Policy [Policy Text Block] | Advertising Costs incurred for producing and communicating advertising are expensed when incurred and included in sales and marketing and general and administrative expenses. For the years ended March 31, 2013 and March 31, 2012, advertising expense was $283,690 and $590,285, respectively. |
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Income Tax, Policy [Policy Text Block] | Income taxes Income taxes are accounted for under the asset and liability method as stipulated by Accounting Standards Codification (“ASC”) 740 formerly Statement of Financial Accounting Standards (“SFAS”) No. 109, “Accounting for Income Taxes”. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled. Under ASC 740, the effect on deferred tax assets and liabilities or a change in tax rate is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced to estimated amounts to be realized by the use of a valuation allowance. A valuation allowance is applied when in management’s view it is more likely than not (50%) that such deferred tax will not be utilized. Effective February 1, 2008, the Company adopted certain provisions under ASC Topic 740, Income Taxes, (“ASC 740”), which provide interpretative guidance for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Effective with the Company’s adoption of these provisions, interest related to the unrecognized tax benefits is recognized in the financial statements as a component of income taxes. The adoption of ASC 740 did not have an impact on the Company’s financial position and results of operations. In the unlikely event that an uncertain tax position exists in which the Company could incur income taxes, the Company would evaluate whether there is a probability that the uncertain tax position taken would be sustained upon examination by the taxing authorities. Reserves for uncertain tax position would then be recorded if the Company determined it is probable that a position would not be sustained upon examination or if a payment would have to be made to a taxing authority and the amount is reasonably estimable. As of March 31, 2013, the Company does not believe it has any uncertain tax positions that would result in the Company having a liability to the taxing authorities. |
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Standard Product Warranty, Policy [Policy Text Block] | Warranties The Company typically warrants its products against defects in material and workmanship for a period of 24 months from shipment. A tabular reconciliation of the Company’s aggregate product warranty liability for the reporting period is as follows:
Based upon historical trends and warranties provided by the Company’s suppliers and sub-contractors, the Company has made a provision for warranty costs of $19,301 and $20,019 as of March 31, 2013 and March 31, 2012, respectively. |
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Segment Reporting, Policy [Policy Text Block] | Segment Reporting “Disclosure About Segments of an Enterprise and Related Information” requires use of the “management approach” model for segment reporting. The management approach model is based on the way a company’s management organizes segments within the company for making operating decisions and assessing performance. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company. The Company’s management considers its business to comprise one segment for reporting purposes. |
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Earnings Per Share, Policy [Policy Text Block] | Computation of Earnings (Loss) per Share Basic net income (loss) per common share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Net income (loss) per common share attributable to common stockholders assuming dilution is computed by dividing net income by the weighted average number of shares of common stock outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued. On April 1, 2009, the Company adopted changes issued by the FASB to the calculation of earnings per share. These changes state that unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and shall be included in the computation of earnings per share pursuant to the two-class method for all periods presented. The adoption of this change had no impact on the Company’s basic or diluted net loss per share because the Company has never issued any share-based awards that contain non-forfeitable rights. At each of March 31, 2013 and 2012, the Company had 19,995,969, shares of common stock issued and outstanding. At March 31, 2013 and 2012, the Company had 3,378,379 and 7,794,627 warrants outstanding, respectively and 1,795,000 and 1,895,000 options outstanding, respectively. All outstanding warrants and options were excluded from the computation of earnings per share for the year ended March 31, 2013 because their effect would have been anti-dilutive. Further, pursuant to ASC 260-10-50-1(c), if a fully diluted share calculation was computed for the years ended March 31, 2013 and 2012 respectively, it would have excluded all warrants and all but 200,000 options respectively since the Company’s average share trading price during the last two year period was less than the exercise price of all other warrants and options. |
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Foreign Currency Transactions and Translations Policy [Policy Text Block] | Conversion of Foreign Currencies The reporting currency for the consolidated financial statements of the Company is the U.S. dollar. The functional currency for the Company’s European subsidiaries, Remedent N.V., GlamSmile Rome and GlamSmile Deutschland GmbH, is the Euro, for Glamsmile Asia Ltd., and its subsidiaries, the Hong Kong dollar and the Chinese Renmimbi (“RMB”) for Mainland China. Finally, the functional currency for Remedent Professional, Inc. is the U.S. dollar. The assets and liabilities of companies whose functional currency is other that the U.S. dollar are included in the consolidation by translating the assets and liabilities at the exchange rates applicable at the end of the reporting period. The statements of income of such companies are translated at the average exchange rates during the applicable period. Translation gains or losses are accumulated as a separate component of stockholders’ equity. |
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Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income (Loss) Comprehensive income (loss) includes all changes in equity except those resulting from investments by owners and distributions to owners, including accumulated foreign currency translation, and unrealized gains or losses on ‘Available For Sales (AFS)’ securities. The Company’s other comprehensive income for the year ended March 31, 2013 consisted of a gain on foreign currency translation of $91,006 and a fair value adjustment on AFS security in the amount of $472,561. For the year ended March 31, 2012 the Company’s only component of other comprehensive income is the accumulated foreign currency translation (losses) of $(846,880). These amounts have been recorded as a separate component of stockholders’ equity (deficit). |
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Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock Based Compensation The Company has a stock-based compensation plan which is described more fully in Note 17. The Company measures the compensation cost of stock options and other stock-based awards to employees and directors at fair value at the grant date and recognizes compensation expense over the requisite service period for awards expected to vest. Except for transactions with employees and directors, all transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. Additionally, the Company has determined that the dates used to value the transaction are either: (1) The date at which a commitment for performance by the counter party to earn the equity instruments is established; or (2) The date at which the counter party’s performance is complete. |
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New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements Recently Adopted In December 2011, the FASB issued ASU 2011-11, “ Balance Sheet (Topic 210) Disclosures about offsetting assets and liabilities ”. ASU 2011-11 requires entities to disclose both gross and net information about both instruments and transactions eligible for offset in the statement of financial position and instruments and transactions subject to an agreement similar to a master netting arrangement. This scope would include derivatives, sale and repurchase agreements and reverse sale and repurchase agreements, and securities borrowing and securities lending arrangements. This standard is applicable for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Retrospective disclosures will be required for all periods presented. The adoption of ASU 2011-11 is not expected to have an impact upon the Company’s consolidated financial statements. In October 2009, the FASB issued ASU 2009-13, “Multiple-Deliverable Revenue Arrangements, (amendments to ASC Topic 605, Revenue Recognition)” (“ASU 2009-13”). ASU 2009-13 requires entities to allocate revenue in an arrangement using estimated selling prices of the delivered goods and services based on a selling price hierarchy. The amendments eliminate the residual method of revenue allocation and require revenue to be allocated using the relative selling price method. The standard also expands the disclosure requirements for multiple deliverable revenue arrangements. ASU 2009-13 should be applied on a prospective basis for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, which corresponds to the Company’s fiscal year beginning April 1, 2011. The adoption of ASU 2009-13 has had no impact upon the Company’s consolidated financial statements. In October 2009, the FASB issued ASU 2009-14, Certain Revenue Arrangements that Include Software Elements a consensus of the FASB Emerging Issues Task Force , which changes the accounting model for revenue arrangements that include both tangible products and software elements. This new guidance removes from the scope of the software revenue recognition guidance in ASC 985-605, Software Revenue Recognition, those tangible products containing software components and non-software components that function together to deliver the tangible product’s essential functionality. In addition, this guidance requires that hardware components of a tangible product containing software components always be excluded from the software revenue recognition guidance as well as provides further guidance on determining which software, if any, relating to the tangible product also would be excluded from the scope of software revenue recognition guidance. The guidance further identifies specific factors in determining whether the tangible product contains software that works together with the non-software components of the tangible product to deliver the tangible product’s essential functions. Guidance is also provided on how a vendor should allocate arrangement consideration to deliverables in an arrangement containing both tangible products and software. The disclosures mandated in ASU 2009-13 are also required by this new guidance. ASU 2009-14 is effective prospectively for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, which corresponds to the Company’s fiscal year beginning April 1, 2011. The adoption of ASU 2010-14 has had no impact upon the Company’s consolidated financial statements. In April 2010, the FASB issued ASU 2010-17 ,” Revenue Recognition Milestone Method”. The amendments in this Update provide guidance on the criteria that should be met for determining whether the milestone method of revenue recognition is appropriate. A vendor can recognize consideration that is contingent upon achievement of a milestone in its entirety as revenue in the period in which the milestone is achieved only if the milestone meets all criteria to be considered substantive. ASU 2010-17 should be applied on a prospective basis for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010, which corresponds to the Company’s fiscal year beginning April 1, 2011. The adoption of ASU 2010-17 has had no impact upon the Company’s consolidated financial statements. In May 2011, the FASB issued ASU 2011-04 and updated the accounting guidance related to fair value measurements. The updated guidance results in a consistent definition of fair value and common requirements for measurement of and disclosure about fair value between U.S. GAAP and International Financial Reporting Standards (IFRS). The updated guidance is effective for the Company beginning in the fourth quarter of fiscal year 2012. The adoption of ASU 2011-04 has not had a material effect on the Company’s results of operations, financial condition, and cash flows. Recent Accounting Pronouncements Not Yet Adopted In June 2011, the FASB issued new accounting guidance on comprehensive income that was amended in December 2011. The objective of this accounting guidance is to improve the comparability, consistency and transparency of financial reporting and to increase the prominence of items reported in other comprehensive income. The guidance eliminates the option to present components of other comprehensive income as part of the statement of stockholders’ equity and requires them to be presented in the statement of comprehensive income instead. This accounting guidance, as amended, will be effective for the Company on April 1, 2012. The Company does not expect the impact of this new accounting guidance to have a material impact on its financial condition or results of operations. In September 2011, the FASB issued new accounting guidance on testing goodwill for impairment. The primary objective of this accounting guidance is to reduce complexity and costs by allowing an entity to make a qualitative evaluation about the likelihood of goodwill impairment to determine whether it should calculate the fair value of a reporting unit. If, after assessing qualitative factors, an entity determines that it is not more likely than not (a likelihood of more than 50 percent ) that the fair value of a reporting unit is less than its carrying amount, then the two-step goodwill impairment test is unnecessary. This accounting guidance is effective for the Company in fiscal 2013 but early adoption is permitted. The Company does not expect the impact of this new accounting guidance to have a material impact on its financial condition or results of operations. In December 2011, the FASB issued new accounting guidance on disclosures about offsetting assets and liabilities. The requirements for offsetting are different under U.S. GAAP and IFRS. Therefore, the objective of this accounting guidance is to facilitate comparison between financials statements prepared under U.S. GAAP and IFRS by enhancing disclosures of the effect or potential effect of netting arrangements on an entity’s financial position, including the effect or potential effect of rights of setoff associated with certain assets and liabilities. This accounting guidance will be effective for the Company on April 1, 2013. The Company does not expect the impact of this new accounting guidance to have a material impact on its financial condition or results of operations. In July 2012, the FASB issued guidance that simplifies how entities test indefinite-lived intangible assets for impairment, which improves consistency in impairment testing requirements among long-lived asset categories. ASU 2012-02 permits an assessment of qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying value. For assets in which this assessment concludes it is more likely than not that the fair value is more than its carrying value, ASU 2012-02 eliminates the requirement to perform quantitative impairment testing as outlined in the previously issued standards. The guidance will be effective for the Company's first quarter of fiscal 2014. The adoption of this guidance will not have an impact on the Company’s financial position, results of operations or financial statement disclosures. In February 2013, the FASB issued guidance that requires reporting of the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required to be reclassified in its entirety to net income. For other amounts that are not required to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures that provide additional detail about these amounts. The amendments do not change the current requirements for reporting net income or other comprehensive income in the financial statements. The guidance will be effective for the Company's first quarter of fiscal 2014. The adoption of this guidance will affect the presentation of comprehensive income but will not impact the Company's financial position, results of operations or cash flows. |
INVENTORIES (Tables)
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Mar. 31, 2013
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Inventory Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Inventory, Current [Table Text Block] | Inventories at year end are stated at the lower of cost (first-in, first-out) or net realizable value and consisted of the following:
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COMMITMENTS (Details Textual)
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0 Months Ended | 1 Months Ended | |||||||
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Jan. 15, 2010
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Jul. 31, 2011
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Sep. 30, 2008
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Mar. 31, 2013
USD ($)
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Mar. 31, 2013
EUR (€)
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Jul. 01, 2011
Real Estate Lease [Member]
Sales and Marketing Division [Member]
sqft
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Sep. 01, 2008
Real Estate Lease [Member]
Sales and Marketing Division [Member]
sqft
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Mar. 31, 2013
Real Estate Lease [Member]
Sales and Marketing Division [Member]
Monthly Payment [Member]
USD ($)
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Mar. 31, 2013
Real Estate Lease [Member]
Sales and Marketing Division [Member]
Monthly Payment [Member]
EUR (€)
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Area Of Land | 1,991 | 5,187 | |||||||
Lease Period | 5 years | 6 years | 9 years | ||||||
Operating Leases Future Minimum Payments Due Unrelated Party | $ 7,350 | € 5,712 | $ 8,364 | € 6,500 |
INCOME TAXES (Tables)
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Mar. 31, 2013
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Income Tax Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | The domestic and foreign (“Belgium”, “German”, “Italian”, Hong Kong and China) components of income (loss) before income taxes and minority interest were comprised of the following:
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Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The Company’s domestic and foreign components of deferred income taxes are as follows:
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Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The principal reasons for the difference between the income tax (benefit) and the amounts computed by applying the statutory income tax rates to the income (loss) for the year ended March 31, 2013 and March 31, 2012 are as follows:
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COMMITMENTS (Details) (USD $)
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Mar. 31, 2013
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March 31, 2014 | $ 395,214 |
March 31, 2015 | 340,335 |
March 31, 2016 | 245,336 |
March 31, 2016 | 207,493 |
After five years | 91,247 |
Total: | $ 1,279,625 |
PREPAID EXPENSES (Details) (USD $)
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Mar. 31, 2013
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Mar. 31, 2012
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Prepaid materials and components | $ 196,876 | $ 882,998 |
Prepaid consulting | 73,854 | 0 |
VAT payments in excess of VAT receipts | 41,241 | 60,252 |
Royalties | 0 | 18,109 |
Prepaid trade show expenses | 4,632 | 0 |
Prepaid rent | 129,957 | 145,138 |
Other | 119,940 | 42,767 |
Prepaid Expense, Current | $ 566,500 | $ 1,149,264 |