Forward-Looking Information

This report includes, in addition to historical information, "forward-looking statements". All statements other than statements of historical fact we make in this report are forward-looking statements. In particular, the statements regarding industry prospects and our expectations regarding future results of operations or financial position (including those described in this Management's Discussion and Analysis of Financial Condition and Results of Operations) are forward-looking statements. Such statements are based on management's current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ significantly from those described in the forward-looking statements. Factors that may cause such a difference include the following:





  ? the success of products depends on a number of factors including market
    acceptance and our ability to manage the risks associated with product
    introduction;
  ? local, regional, national and international economic conditions and events,
    and the impact they may have on us and our customers;
  ? our revenue could be adversely impacted if any of our significant customers
    reduces its order levels or fails to order during a reporting period; customer
    demand is based on many factors out of our control;
  ? as a result of the new revenue recognition standards, if any significant end
    user customer or reseller substantially changes its order level, or fails to
    order during the reporting period, whether the order is placed directly with
    us or through one of our non-stocking resellers, our software licenses revenue
    could be materially impacted; and
  ? other factors, including, but not limited to, those set forth under Item 1A,
    "Risk Factors" in our Annual Report on Form 10-K for the year ended December
    31, 2019 which was filed with the Securities and Exchange Commission (the
    "SEC") on April 14, 2020, and in other documents we have filed with the SEC.



Statements included in this report are based upon information known to us as of the date that this report is filed with the SEC, and we assume no obligation to update or alter our forward-looking statements made in this report, whether as a result of new information, future events or otherwise, except as otherwise required by applicable federal securities laws.





Introduction


We are developers of application publishing software which includes application virtualization software and cloud computing software for multiple computer operating systems including Windows, UNIX and several Linux-based variants. Our application publishing software solutions are sold under the brand name GO-Global, which is our sole revenue source. GO-Global is an application access solution for use and/or resale by independent software vendors ("ISVs"), corporate enterprises, governmental and educational institutions, and others who wish to take advantage of cross-platform remote access and Web-enabled access to their existing software applications, as well as those who are deploying secure, private cloud environments.

Beginning in 2012, we developed and marketed several products in the field of software productivity for mobile devices such as tablets and smartphones under the hopTo brand. We ceased all our sales, marketing and development for the hopTo products in 2016.

We have made investments in intellectual property ("IP") and filed many patents designed to protect the technologies embedded in the hopTo products. We are currently marketing for sale 49 patents and related source code developed from our hopTo development efforts.





Critical Accounting Policies


We believe that several accounting policies are important to understanding our historical and future performance. We refer to these policies as "critical" because these specific areas require us to make judgments and estimates about matters that are uncertain at the time we make the estimates. Actual results may differ from these estimates. For a summary of our critical accounting policies, please refer to our 2019 10-K Report and Note 2 to our unaudited consolidated financial Statements included under Item 1 - Financial Statements in this Form 10-Q.





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Results of Operations for the Three Months Ended September 30, 2020 and 2019

The following are the results of our operations for the three months ended September 30, 2020 as compared to the three months ended September 30, 2019.





                                                For the Three Months Ended
                                            September 30,         September 30,
                                                2020                  2019             $ Change
                                             (Unaudited)           (Unaudited)

Revenues                                   $       894,600       $       948,800     $    (54,200 )
Cost of revenues                                    42,500                38,100            4,400
Gross profit                                       852,100               910,700          (58,600 )

Operating expenses:
Selling and marketing                              140,300                96,300           44,000
General and administrative                         196,100               166,100           30,000
Research and development                           355,700               361,300           (5,600 )
Total operating expenses                           692,100               623,700           68,400

Income from operations                             160,000               287,000         (127,000 )

Other income (expense):
Other income (expense):                                  -                   200             (200 )

Income before provision for income taxes           160,000               287,200         (127,200 )
Provision for income taxes                           2,500                     -            2,500
Net income                                 $       157,500       $       287,200     $   (129,700 )




Revenues


Our software revenue is entirely related to our GO-Global product line, and historically has been primarily derived from product licensing fees and service fees from maintenance contracts. The majority of this revenue has been earned, and continues to be earned, from a limited number of significant customers, most of whom are resellers. Many of our resellers purchase software licenses that they hold in inventory until they are resold to the ultimate end user (a "stocking reseller").

When a software license is sold directly to an end user by us, or by one of our resellers who does not stock licenses into inventory, revenue is recognized immediately upon shipment, assuming all other criteria for revenue recognition are met. Consequently, if any significant end user customer substantially changes its order level, or fails to order during the reporting period, whether the order is placed directly with us or through one of our non-stocking resellers, our software licenses revenue could be materially impacted.

Almost all stocking resellers maintain inventories of our Windows products; few stocking resellers maintain inventories of our UNIX products.

The following is a summary of our revenues by category for the three months ended September 30, 2020 and 2019.





                             For the Three Months Ended
                        September 30,         September 30,
                             2020                 2019            $ Change
Revenue
Software Licenses
Windows                 $      188,800       $       302,000     $ (113,200 )
UNIX/Linux                      44,600                20,100         24,500
Total                          233,400               322,100        (88,700 )

Software Service Fees
Windows                        586,000               535,700         50,300
UNIX/Linux                      53,600                68,000        (14,400 )
Total                          639,600               603,700         35,900

Other                           21,600                23,000         (1,400 )
                        $      894,600       $       948,800     $  (54,200 )




Software Licenses


Windows software licenses revenue decreased by $113,200 or 37.5% to $188,800 during the three months ended September30, 2020, from $302,000 for the same period in 2019. The decrease was primarily due to a certain Japanese reseller that purchased a large order of Windows licenses from the Company during the three months ended September 30,2019 but not reoccur for the three months ended September 30, 2020.





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Software licenses revenue from our UNIX/Linux products increased by $24,500 or 121.9% to $44,600 for the three months ended September 30, 2020 from $20,100 for the same period in 2019. The increase was primarily due to higher revenue from stocking order and standard order of Unix licenses for the three months ended September 30, 2020.





Software Service Fees



Service fees attributable to our Windows product service increased by $50,300 or 9.4% to $586,000 during three months ended September 30, 2020, from $535,700 for the same period in 2019. The increase was primarily due to increased Windows subscription license revenue, offset by royalty fees and lower Windows software maintenance support revenue.

Service fees revenue attributable to our UNIX products decreased by $14,400 or 21.2% to $53,600 during the three months ended September 30, 2020, from $68,000 for the same period in 2019. The decrease was primarily the result of the lower level of UNIX product sales throughout the prior year and an expiration of certain long-term maintenance contracts. The majority of this decrease was attributable to our European telecommunications customers.





Other


Other revenue consists of private labeling fees and professional services. Other revenue decreased by $1,400 or 6.1% for the three months ended September 30, 2020, compared to the same period in 2019. The primary decrease was related to lower private labeling fee revenue.





Cost of Revenues


Cost of revenue is comprised primarily of software service costs, which represent the costs of customer service. Also included in cost of revenue are software product costs, which is primarily the required import tax withholdings from Brazil resellers. We incur no significant shipping or packaging costs as virtually all of our deliveries are made via electronic means over the Internet.

Cost of revenue for the three months ended September 30, 2020 increase by $4,400, or 11.5%, to $42,500 for the three months ended September 30, 2020 from $38,100 for the same period in 2019. Cost of revenue represented 4.8% and 4.0% of total revenue for the three months ended September 30, 2020 and 2019, respectively. The primarily increase was due to increase import tax withholdings associated with higher revenue from Brazil resellers for the three-month period ended September 30, 2020.

Selling and Marketing Expenses

Selling and marketing expenses primarily consisted of employee, outside services and travel and entertainment expenses.

Selling and marketing expenses increased by $44,000, or 45.7%, to $140,300 for the three months ended September 30, 2020 from $96,300 for the same period in 2019. Selling and marketing expenses represented approximately 15.7% and 10.1% of total revenue for the three months ended September 30, 2020 and 2019, respectively. Selling and marketing expenses increased during three months period ended September 30, 2020 due to the increase in marketing spend.

General and Administrative Expenses

General and administrative expenses primarily consist of employee costs, depreciation and amortization, legal, accounting, board of director fees, other professional services (including those related to our patents), rent, travel and entertainment and insurance. Certain costs associated with being a publicly held corporation are also included in general and administrative expenses, as well as bad debt expense.

General and administrative expenses increased by $30,000, or 18.1%, to $196,100 for the three months ended September 30, 2020 from $166,100 for the same period in 2019.General and administrative expenses represented approximately 21.9% and 17.5% of total revenue for the three months ended September 30, 2020 and 2019, respectively. The increase in general and administrative expense was due to fees paid to the board of directors for their service since September 2018 offset by decrease in accounting fees.

Research and Development Expenses

Research and development expenses consist primarily of employee costs, payments to contract programmers, software subscriptions, travel and entertainment for our engineers, and all rent for our leased engineering facilities.

Research and development expenses decreased by $5,600, or 1.5% to $355,700 for the three months ended September 30, 2020 from $361,300 for the same period in 2019. Research and development expenses represented approximately 39.8% and 38.1% of total revenue for the three months ended September 30, 2020 and 2019, respectively. The research and development decrease was due lower consulting fees as a result of completion of research and development expenses during the second quarter of 2019.





Other Income


Other income decreased by $100 for the three months ended September 30, 2020, compare to the same periods in 2019.





14






Results of Operations for the Nine-Month Periods Ended September 30, 2020 and 2019

The following are the results of our operations for the nine months ended September 30, 2020 as compared to the six months ended September 30, 2019.





                                               For the Nine Months Ended
                                           September 30,       September 30,
                                                2020               2019             $ Change
                                            (Unaudited)         (Unaudited)

Revenues                                   $    2,805,300     $     2,734,600     $     70,700
Cost of revenues                                  118,000             106,900           11,100
Gross profit                                    2,687,300           2,627,700           59,600

Operating expenses:
Selling and marketing                             396,200             323,900           72,300
General and administrative                        664,600             660,700            3,900
Research and development                        1,076,600           1,118,800          (42,200 )
Total operating expenses                        2,137,400           2,103,400           34,000

Income from operations                            549,900             524,300           25,600

Other income (expense):
Other income (expense)                             46,900              14,100           32,800

Income before provision for income taxes          596,800             538,400           58,400
Provision for income taxes                          7,500                   -            7,500
Net income                                 $      589,300     $       538,400     $     50,900




Revenues


Our software revenue is entirely related to our GO-Global product line, and historically has been primarily derived from product licensing fees and service fees from maintenance contracts. The majority of this revenue has been earned, and continues to be earned, from a limited number of significant customers, most of whom are resellers. Many of our resellers purchase software licenses that they hold in inventory until they are resold to the ultimate end user (a "stocking reseller").

When a software license is sold directly to an end user by us, or by one of our resellers who does not stock licenses into inventory, revenue is recognized immediately upon shipment, assuming all other criteria for revenue recognition are met. Consequently, if any significant end user customer substantially changes its order level, or fails to order during the reporting period, whether the order is placed directly with us or through one of our non-stocking resellers, our software licenses revenue could be materially impacted.

Almost all stocking resellers maintain inventories of our Windows products; few stocking resellers maintain inventories of our UNIX products.

The following is a summary of our revenues by category for the nine months ended September 30, 2020 and 2019.





                            For the Nine Months Ended
                        September 30,       September 30,
                             2020               2019            $ Change
Revenue
Software Licenses
Windows                 $      585,700     $       774,100     $ (188,400 )
UNIX/Linux                      99,500              36,100         63,400
Total                          685,200             810,200       (125,000 )

Software Service Fees
Windows                      1,650,100           1,633,900         16,200
UNIX/Linux                     175,400             221,500        (46,100 )
Total                        1,825,500           1,855,400        (29,900 )

Other                          294,600              69,000        225,600
                        $    2,805,300     $     2,734,600     $   70,700




Software Licenses


Windows software licenses revenue decreased by $188,400 or 24.3% to $585,700 during the nine months ended September 30, 2020, from $774,100 for the same period in 2019. The decrease was entirely due to a certain partner that purchased a large order of Windows licenses from the Company during the three months ended March 31, 2019 and the three months ended September 30,2019 that did not recur during same periods of 2020.





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Software licenses revenue from our UNIX/Linux products increased by $63,400 or 175.6% to $99,500 for the nine months ended September 30, 2020 from $36,100 for the same periods of 2019. The increase was primarily due to higher revenue from higher stocking and standard order licenses.

We expect aggregate GO-Global total software license revenue in 2020 to be in-line with 2019 levels as we are observing a mix of both higher and lower aggregate revenue from our various customers.





Software Service Fees


Service fees attributable to our Windows product service increased by $16,200 or 1.0% to $1,650,100 during the nine months ended September 30, 2020, from $1,633,900 for the same period in 2019. The small increase was primarily due higher Windows subscription revenue offset by the timing of revenue recognition for maintenance support fees.

Service fees revenue attributable to our UNIX products decreased by $46,100 or 20.8% to $175,400 during the nine months ended September 30, 2020, from $221,500 for the same period in 2019. The decrease was primarily the result of lower level of UNIX product sales throughout the prior year and an expiration of certain long-term maintenance contracts.

We expect that software service fees for 2020 will approximate to those for 2019.





Other



Other revenue consists of private labeling fees, professional services, and other non-recurring revenues. Other revenue increased by $225,600 or 327.0% for the nine months ended September 30, 2020, compared to the same period in 2019.The primary increase was related to revenue recognized from a one-time, non-recurring a license agreement with an existing customer for the use of our license.





Cost of Revenues



Cost of revenue is comprised primarily of software service costs, which represent the costs of customer service. Also included in cost of revenue are software product costs, which are primarily comprised of the amortization of capitalized software development costs and costs associated with licenses to third party software included in our product offerings, and the required import tax withholdings from Brazil resellers. We incur no significant shipping or packaging costs as virtually all of our deliveries are made via electronic means over the Internet.

Cost of revenue for the nine months ended September 30, 2020 increased by $11,100, or 16.5%, to $118,000 for the nine months ended September 30, 2020 from $106,900 for the same period in 2019. Cost of revenue represented 4.2% and 3.9% of total revenue for the nine months ended September 30, 2020 and 2019, respectively. The primarily increase was due to increase import tax withholdings associated with higher revenue from Brazil resellers for the nine-month period ended September 30, 2020.

We expect 2020 cost of revenue to be slightly higher than 2019 for the above reason.

Selling and Marketing Expenses

Selling and marketing expenses primarily consisted of employee, outside services and travel and entertainment expenses.

Selling and marketing expenses increased by $72,300, or 22.3%, to $396,200 for the nine months ended September 30, 2020 from $323,900 for the same period in 2019. Selling and marketing expenses represented approximately 14.1% and 11.8% of total revenue for the nine months ended September 2020 and 2019, respectively. The increase in selling and marketing expenses was due to an increase in marketing spend offset by lower employee benefit costs.

We expect to maintain our sales and marketing efforts in 2020 for anticipated GO-Global releases with select targeted modest investments in promotional activity; accordingly, for this reason, we expect 2020 sales and marketing expenses to be slightly higher than 2019 levels.





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General and Administrative Expenses

General and administrative expenses primarily consist of employee costs, legal, accounting, board fees, other professional services (including those related to our patents), rent, travel and entertainment and insurance. Certain costs associated with being a publicly held corporation are also included in general and administrative expenses, as well as bad debt expense.

General and administrative expenses slightly increased by $3,900, or 0.6%, to $664,600 for the nine months ended September 30, 2020 from $660,700 for the same period in 2019. General and administrative expenses represented approximately 23.7% and 24.2% of total revenue for the nine months ended September 30, 2020 and 2019, respectively.

The slight increase general and administrative expense was due to fees paid to the board of directors for their service since September 2018.

In 2020, we anticipate the fees paid to board of directors will be partially offset by a reduction in accounting fees and employee benefit costs compared to 2019 levels due to changes in service providers and improved cost controls by management. We therefore expect that our 2020 general and administrative costs will be slightly higher compared to those for 2019.

Research and Development Expenses

Research and development expenses consist primarily of employee costs, payments to contract programmers, software subscriptions, travel and entertainment for our engineers, and all rent for our leased engineering facilities.

Research and development expenses decreased by $42,200, or 3.8% to $1,076,600 for the nine months ended September 30, 2020 from $1,118,800 for the same period in 2019. This represented approximately 38.42% and 40.9% of total revenue for the nine months ended September 30, 2020 and 2019, respectively.

The decrease in research and development expense was primarily due to a decrease in benefit cost and consulting fees associated with completing the new releases of our GO-Global products.

In 2020, we expect to continue our investments in research and development resources associated with our GO-Global products based on market feedback. We therefore expect 2020 research and development expenses to be slightly higher than 2019 levels.





Other Income


Other income increased by $32,800 for the nine months ended September 30, 2020, compare to the same periods in 2019 was primarily related to penalty fees from a one-time, non-recurring a license agreement with an existing customer for the use of our license.

Liquidity and Capital Resources

As of September 30, 2020, we had cash of $4,248,300 and a working capital position of $3,212,300 as compared to cash of $1,541,900 and a working capital position of $101,800 at December 31, 2019. The increase in cash as of September 30, 2020 was primarily the result of cash provided in operating and financing activities during the period. We expect our results from operations and capital resources will be sufficient to fund our operations for at least the next 12 months from the date of the filing of this quarterly report on Form 10-Q.

The following is a summary of our cash flows from operating, investing and financing activities for the three months ended September 30, 2020 and 2019.





                                                     For the Nine Months Ended
                                                 September 30,        September 30,
                                                     2020                 2019
  Cash flows provided by operating activities   $       226,000      $       567,000
  Cash flows provided by investing activities   $             -      $             -
  Cash flows provided by financing activities   $     2,480,400      $           300



Net cash flows provided by operating activities for the nine months ended September 30, 2020 amounted to $226,000, compared to cash flows provided by operating activities of $567,000 for the nine months ended September 30, 2019. The decrease in cash flows provided by operating activities is primarily the result of decreases in changes in working capital during the period driven by lower deferred revenues.





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Net cash provided by financing activities for the nine months ended September 30, 2020 amounted to $2,480,400. We received gross proceeds of $480,100 from the Rights Offering and paid $119,400 of issuance cost for the nine months ended September 30, 2020. For the three months ended September 30, 2020, we received $2.12 million from the closing of the investment pursuant to the Backstop Agreement. We intend to use the proceeds from the Rights Offering and the Backstop Agreement for general corporate purposes, which may include acquisitions (although we do not currently have any plans with respect to any acquisition).

We had no significant financing activity for the nine months ended September 30, 2019.

We had no cash flow activity relating to investing for the nine months ended September 30, 2020 or 2019.

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