The accompanying notes are an integral
part of these condensed consolidated financial statements.
1.
|
BACKGROUND AND BASIS OF PRESENTATION
|
eXp World Holdings, Inc. (the “Company”
or “we” or “eXp”) was incorporated in the State of Delaware on July 30, 2008. Through various operating
subsidiaries, the Company is a cloud-based real estate brokerage operating in most U.S. States, the District of Columbia and the
provinces of Alberta and Ontario, Canada. The Company focuses on a number of cloud-based technologies in order to grow an international
brokerage without the burden of physical bricks and mortar or redundant staffing costs.
The accompanying interim unaudited condensed
consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by generally accepted accounting principles for complete financial statements. In our opinion,
all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating
results for the three-month and nine-month periods ended September 30, 2017 and 2016 are not necessarily indicative of the results
that may be expected for the year ending December 31, 2017.
2.
|
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES
|
Principles of Consolidation
The accompanying unaudited condensed consolidated
financial statements include the accounts of eXp World Holdings, Inc., and its subsidiaries; eXp Realty Holdings, Inc.; First Cloud
Mortgage, Inc. (dormant as of December 31, 2016 and through September 30, 2017); eXp Realty Associates, LLC; eXp Realty, LLC; eXp
Realty of California, Inc.; eXp Realty of Canada, Inc.; and eXp Realty of Connecticut, LLC. All inter-company accounts and transactions
have been eliminated upon consolidation.
Use of Estimates
The preparation of financial statements in
conformity with US generally accepted accounting principles requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements
and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions
related to provisions for doubtful accounts, legal contingencies, income taxes, revenue recognition, stock-based compensation,
expense accruals, and deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current
facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of
which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses
that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely
from the Company’s estimates. To the extent there are material differences between the estimates and the actual results,
future results of operations will be affected.
Recently Issued Accounting
Pronouncements
In January 2017, the Company implemented accounting
treatment as promulgated by FASB as issued in ASU No. 2016-09 Compensation – Stock Compensation (Topic 718). The
new standard simplifies several aspects of the accounting for share-based payments, including accounting for income taxes, forfeitures
and statutory tax withholding requirements, and classification within the statement of cash flows. The Company made an election
to account for forfeitures of non-vested equity awards in the periods in which they occur. The treatments implemented did not have
a material impact on the accompanying unaudited condensed consolidated financial statements as presented.
In May 2016, the FASB issued ASU 2016-02 Leases
(Topic 842). Under the new guidance a lessee is required to recognize lease liabilities and corresponding right-of-use assets,
initially measured at the present value of lease payments, on the balance sheet for operating leases with terms greater than one
year. Lessor accounting remains largely unchanged from existing lease accounting. For leases with a term of 12 months or less,
a lessee is permitted to make an accounting policy election not to recognize lease assets and lease liabilities. If the lessee
makes the election, the lessee would recognize lease expense on a straight-line basis over the lease term. The Company is still
evaluating our lease contracts however, we do not expect material changes to the timing and recognition of lease expense as a result
of adoption of the ASU. This ASU update is effective in annual reporting periods beginning after December 15, 2018 and the interim
periods within that year.
In May 2014, the FASB issued ASU 2014-09 Revenue
from Contracts with Customers (Topic 606). The objective of the revenue standard is to provide a single, comprehensive revenue
recognition model for all contracts with customers to remove inconsistencies in requirements, provide a robust framework, improve
comparability across entities and industries, provide more useful information to users and simplify the preparation of financial
statements. The Company is still evaluating the potential impacts the new revenue standard may have as a result of adoption of
the ASU however, we do not expect the new standard to have a material impact on financial results as the Company recognizes revenue
at the completion of a residential real estate sale transaction, on a gross basis, which will not result in a change in the timing
and recognition of revenue. This ASU is effective in annual reporting periods beginning after December 15, 2017 and the interim
periods within that year.
Fixed assets, net consisted of the
following:
|
|
As of
September 30,
2017
|
|
|
As of
December 31,
2016
|
|
|
|
|
|
|
|
|
Computer hardware and software
|
|
$
|
1,518,785
|
|
|
$
|
219,590
|
|
Furniture, fixture and equipment
|
|
|
5,910
|
|
|
|
5,910
|
|
Total depreciable property and equipment
|
|
|
1,524,695
|
|
|
|
225,500
|
|
Less: accumulated depreciation and amortization
|
|
|
(304,405
|
)
|
|
|
(97,216
|
)
|
Depreciable property, net
|
|
|
1,220,290
|
|
|
|
128,284
|
|
Assets under development
|
|
|
77,925
|
|
|
|
410,121
|
|
Fixed assets, net
|
|
$
|
1,298,215
|
|
|
$
|
538,405
|
|
Depreciation expense for the nine months ended
September 30, 2017 and 2016 was $207,189 and $38,110, respectively. Depreciation expense for the three months ended September 30,
2017 and 2016 was $112,487 and $12,555, respectively.
As of September 30, 2017, the Company had 53,995,962
shares of common stock issued and outstanding. The following provides a detailed description of the stock based transactions completed
since January 1, 2017:
In January 2017, the Company issued the remaining
49,231 shares of restricted common stock to accredited investors following receipt of $160,000 of gross proceeds from the Company’s
December 2016 private placement. The Company received total gross cash proceeds from the private placement of $760,000.
During the nine months ended September 30,
2017, the Company issued 25,000 shares of restricted common stock upon the exercise of stock options, and received cash consideration
totaling $20,000 upon payment of the exercise price for the options.
During the nine months ended September 30,
2017, the Company repurchased and retired 1,307 shares of common stock for cash consideration totaling $3,607.
During the nine months ended September 30,
2017, the Company issued 458,168 shares of restricted common stock in exchange for services totaling $3,761,254.
Agent Equity Program
The Company provides agents and brokers the
opportunity to elect to receive 5% of commissions earned from each completed residential real estate transaction in the form of
restricted common stock. If agents and brokers elect to receive portions of their commissions in restricted common stock, they
are entitled to receive the equivalent number of shares of common stock, based on the fixed monetary value of the commission payable.
During the nine months ended September 30,
2017 and 2016, the Company issued 1,197,422 and 648,608 shares, respectively, of restricted common stock to agents and brokers
for $3,968,505 and $1,056,436, respectively for the settlement of commissions payable.
Real Estate Agent Growth and Other Incentive
Programs
The Company administers an equity incentive
program whereby agents and brokers become eligible to receive awards of the Company’s common stock through agent attraction
and performance benchmarks. Agents who qualify, and who remain with the Company in good standing for the term of the applicable
agreement, are awarded restricted common stock based on production milestones.
Under this program, the Company awards restricted
common stock to our agents and brokers that become issuable upon the achievement of certain milestones for both the individual
and the recruited agents. Subsequent to achieving and maintaining the milestones, the awards vest ratably over service periods
of three years.
The following table illustrates the
Company’s restricted stock activity for the following periods:
|
|
Shares
|
|
|
Weighted
Average Grant
Date Fair Value
|
|
Balance, December 31, 2015
|
|
|
1,293,056
|
|
|
$
|
0.45
|
|
Granted
|
|
|
2,452,965
|
|
|
|
3.65
|
|
Issued
|
|
|
(503,922
|
)
|
|
|
4.30
|
|
Forfeited
|
|
|
(688,142
|
)
|
|
|
0.62
|
|
Balance, December 31, 2016
|
|
|
2,553,957
|
|
|
|
2.82
|
|
Granted
|
|
|
1,719,744
|
|
|
|
3.27
|
|
Issued
|
|
|
(383,492
|
)
|
|
|
2.57
|
|
Forfeited
|
|
|
(313,875
|
)
|
|
|
2.24
|
|
Balance, September 30, 2017
|
|
|
3,576,334
|
|
|
$
|
2.99
|
|
As of September 30, 2017, unvested restricted
stock awards of approximately 2,084,000 shares had total unrecognized compensation costs totaling approximately $6,570,000.
Stock
Option Awards
During the nine months ended September 30,
2017, the
Company granted stock options to purchase 2,783,231 shares of common stock, with
an estimated grant date fair value of $9,586,791. The assumptions used to estimate the grant date fair value of the awards issued
for the nine months ended September 30, 2017 include:
expected volatility based on historical stock prices ranging from
142% to 157%; an average expected term of 6.25 years; risk free rates based on U.S. Treasury instruments for the expected term
of approximately 2.2%; and no dividend payments.
In January 2017, the Company modified certain
terms of previously outstanding option awards to purchase 500,000 shares of common stock, including accelerating portions of the
award to vest prior to the original terms and the forfeiture of unvested options to purchase 275,000 shares of common stock. As
a result of this modification, the Company recognized approximately $368,000 of additional stock option expense during the nine
months ended September 30, 2017.
The following table illustrates the Company’s
stock option activity for the following periods:
|
|
Options
|
|
|
Weighted Average Price
|
|
|
Intrinsic Value
|
|
|
Weighted Average Remaining Contractual Term (Years)
|
|
Balance, December 31, 2015
|
|
|
7,281,250
|
|
|
$
|
0.17
|
|
|
$
|
0.17
|
|
|
|
6.75
|
|
Granted
|
|
|
4,130,000
|
|
|
|
1.53
|
|
|
|
–
|
|
|
|
9.75
|
|
Exercised
|
|
|
(159,678
|
)
|
|
|
0.13
|
|
|
|
1.42
|
|
|
|
–
|
|
Forfeited
|
|
|
(504,014
|
)
|
|
|
1.19
|
|
|
|
3.36
|
|
|
|
–
|
|
Balance, December 31, 2016
|
|
|
10,747,558
|
|
|
|
0.67
|
|
|
|
3.56
|
|
|
|
7.75
|
|
Granted
|
|
|
2,783,231
|
|
|
|
3.75
|
|
|
|
–
|
|
|
|
6.23
|
|
Exercised
|
|
|
(25,000
|
)
|
|
|
0.80
|
|
|
|
2.62
|
|
|
|
–
|
|
Forfeited
|
|
|
(2,537,970
|
)
|
|
|
2.30
|
|
|
|
1.06
|
|
|
|
–
|
|
Balance, September 30, 2017
|
|
|
10,967,819
|
|
|
|
1.47
|
|
|
|
2.80
|
|
|
|
6.81
|
|
Exercisable at September 30, 2017
|
|
|
7,274,946
|
|
|
|
0.42
|
|
|
|
3.00
|
|
|
|
5.65
|
|
Vested at September 30, 2017
|
|
|
7,607,170
|
|
|
$
|
0.50
|
|
|
$
|
2.97
|
|
|
|
5.79
|
|
For the nine months ended September 30, 2017
and September 30, 2016, the Company recognized total stock-based compensation associated with options of $4,565,324 and $1,376,765,
respectively.
For the three months ended September 30, 2017
and September 30, 2016, the Company recognized total stock-based compensation associated with options of $1,971,394 and $688,910,
respectively.
As of September 30, 2017, the total unrecognized
compensation cost associated with options was approximately $8,518,000.
5.
|
RELATED PARTY TRANSACTIONS
|
In January 2017, and as part of her agreement
to join the Company’s Board of Directors, Ms. Laurie Hawkes was granted an option to purchase a total of 350,000 shares of
common stock from a significant stockholder at an exercise price of $4.22 per share. The Company estimated the grant date fair
value of these options using a Black-Scholes model with the assumptions described in Footnote 4. The aggregate grant date fair
value of this award was $1,333,501. During the nine months ended September 30, 2017, the Company recognized compensation cost totaling
$254,522 associated with this award.
Because the options were granted by a significant
stockholder and not the Company, upon the exercise of the options, the Company will not receive any cash proceeds and will not
be obligated to issue additional shares.
Line of Credit
We have a $500,000 line of credit with a variable
interest rate computed on a 360-day year. The line of credit agreement requires us to comply with various financial covenants as
well as customary affirmative and negative covenants that restrict our ability to, among other things, incur debt and liens, make
significant investments, dispose of assets and make distributions without prior consent. The line of credit is secured by accounts
receivable. The line of credit contains certain financial covenants, including a fixed charge coverage ratio and a tangible net
worth. At September 30, 2017, we were in compliance with all of the financial covenants under the line of credit.
As of September 30, 2017, we had no amount
outstanding under the line of credit and have the entire amount remaining available of $500,000.
7.
|
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
|
The Company has restated its consolidated financial
statements as of and for the nine months ended September 30, 2017 and 2016.
Errors were discovered by management during the
course of its preparation of the Company’s Annual Report on Form 10-K and the audit of the financial results for the fiscal
year ending December 31, 2017.
The effect of the restatements on the Company’s balance
sheets is not material and the restatements have no effect on reported cash flow from operations. The nature and impact of these
adjustments are described below and detailed in the tables below.
Equity-Based Payments
During the first quarter of 2018 in preparation
of our annual report and financial statement audit for the fiscal year ending December 31, 2017, the Company identified an error
as a result of applying incorrect accounting guidance for equity-based payments for non-employees in its previously reported Consolidated
Statement of Operations. In prior periods, the Company had erroneously accounted for these option grants to non-employees in the
same manner that it had accounted for option grants to employees during that same time frame. The error resulted in an understatement
of stock option expense in the amount of $252,152 and an overstatement of $4,289,974 for the three months ended September 30, 2017
and September 30, 2016, respectively. The error resulted in an understatement of stock option expense in the amount of $2,349,080
and an overstatement of $5,368,632 for the nine months ended September 30, 2017 and September 30, 2016, respectively. The adjustments
made to the financial statements are set out in the tables below.
In this same time frame, we identified an error
in the accounting treatment for equity grants made to employees as a result of applying incorrect accounting guidance for equity-based
payments for employees in its previously reported Consolidated Statement of Operations. In prior periods, the Company had accounted
for these option grants to employees using the intrinsic value method. The Company concluded that it should have utilized the calculated
value method. The error resulted in an overstatement of stock option expense in the amount of $3,259,971 and $9,653,574 for the
three months ended September 30, 2017 and 2016, respectively. The error resulted in an understatement of stock option expense in
the amount of $2,739,287 and an overstatement of $14,438,101 for the nine months ended September 30, 2017 and 2016, respectively.
We also identified an error in the accounting
treatment for equity grants made to non-employees in connection with our Agent Growth Incentive Plan. The error was the result
of an incorrect application of the equity-based payments for non-employees which requires remeasurement of each award at each reporting
date throughout the vesting period. The correction of this error resulted in an understatement of expenses by $195,811 and $720,770
for the three months ended September 30, 2017 and 2016, respectively. The correction of this error resulted in an overstatement
of expenses by $141,619 and an understatement of $888,790 for the nine months ended September 30, 2017 and 2016, respectively.
We previously did not recognize costs associated
with a 20% discount to the fair value determined each month when issuing shares under our Agent Equity Program. The restated financial
statements now include these additional charges as cost of sales expense in the restated periods.
Other Adjustments
In addition to the errors described above, the
restated financial statements also include adjustments to correct certain other immaterial errors. Specifically, we previously
recorded certain agent fees as revenue. These fees should be reported on a net basis as a reduction to the cost of sales expense.
The restated financial statements now include the revisions in the restated periods.
As disclosed in the Company’s Annual
Report on Form 10-K, the Company restated its additional paid in capital and accumulated deficit at December 31, 2015 and December
31, 2014. As such, 2016 additional paid in capital and accumulated deficit reflect the cumulative adjustments made in prior years.
All of the adjustments mentioned above are set
out in the tables below:
The unaudited Condensed Consolidated Balance
Sheet at September 30, 2017:
eXp World Holdings Inc.
Condensed Consolidated Balance
Sheet
September 30, 2017
|
|
As Previously Reported on Form 10-Q
|
|
|
Stock Option Expense Adjustment
|
|
|
Agent Incentive Stock Compensation Expense Adjustment
|
|
|
Other Adjustments
|
|
|
As Restated
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
3,347,910
|
|
|
$
|
–
|
|
|
$
|
–
|
|
|
$
|
–
|
|
|
$
|
3,347,910
|
|
Restricted cash
|
|
|
1,134,109
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
1,134,109
|
|
Accounts receivable, net of allowance $177,563
|
|
|
7,549,469
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
7,549,469
|
|
Prepaids and other assets
|
|
|
587,904
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
587,904
|
|
Total Current Assets
|
|
|
12,619,392
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
12,619,392
|
|
Other Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed assets, net
|
|
|
1,298,215
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
1,298,215
|
|
Total Other Assets
|
|
|
1,298,215
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
1,298,215
|
|
Total Assets
|
|
$
|
13,917,607
|
|
|
$
|
–
|
|
|
$
|
–
|
|
|
$
|
–
|
|
|
$
|
13,917,607
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
$
|
412,439
|
|
|
$
|
–
|
|
|
$
|
–
|
|
|
$
|
–
|
|
|
|
412,439
|
|
Customer deposits
|
|
|
1,134,109
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
1,134,109
|
|
Accrued expenses
|
|
|
7,745,153
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
7,745,153
|
|
Notes payable
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Total Current Liabilities
|
|
|
9,291,701
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
9,291,701
|
|
Commitments and contingencies
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
eXp World Holdings, Inc. Stockholders' Equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock, $0.00001 par value 220,000,000 shares authorized;
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
53,995,962 shares issued and outstanding at
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30,
|
|
|
540
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
540
|
|
Additional Paid in Capital
|
|
|
41,242,144
|
|
|
|
(17,787,587
|
)
|
|
|
1,990,197
|
|
|
|
–
|
|
|
|
25,444,754
|
|
Accumulated deficit
|
|
|
(36,624,652
|
)
|
|
|
17,787,587
|
|
|
|
(1,990,197
|
)
|
|
|
–
|
|
|
|
(20,827,262
|
)
|
Accumulated other comprehensive income (loss)
|
|
|
7,874
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
7,874
|
|
Total Stockholders' Equity
|
|
|
4,625,906
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
4,625,906
|
|
Total Liabilities and Stockholders' Equity
|
|
$
|
13,917,607
|
|
|
$
|
–
|
|
|
$
|
–
|
|
|
$
|
–
|
|
|
$
|
13,917,607
|
|
The unaudited Consolidated Statement of Operations
for the three months ended September 30, 2017:
eXp World Holdings Inc.
Consolidated Statement of
Operations
For the three months ended
September 30, 2017
|
|
As Previously
Reported on
Form 10-Q
|
|
|
Stock Option
Expense
Adjustment
|
|
|
Agent
Incentive
Stock
Compensation
Expense
Adjustment
|
|
|
Other
Adjustments
|
|
|
As Restated
|
|
Revenues
|
|
$
|
48,105,769
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(734,024
|
)
|
|
$
|
47,371,745
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
43,291,473
|
|
|
|
–
|
|
|
|
346,175
|
|
|
|
(734,024
|
)
|
|
|
42,903,624
|
|
General and administrative
|
|
|
11,987,268
|
|
|
|
(3,007,819
|
)
|
|
|
195,811
|
|
|
|
–
|
|
|
|
9,175,260
|
|
Professional fees
|
|
|
223,811
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
223,811
|
|
Sales and marketing
|
|
|
380,452
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
380,452
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total expenses
|
|
|
55,883,004
|
|
|
|
(3,007,819
|
)
|
|
|
541,986
|
|
|
|
(734,024
|
)
|
|
|
52,683,147
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from operations
|
|
|
(7,777,235
|
)
|
|
|
3,007,819
|
|
|
|
(541,986
|
)
|
|
|
–
|
|
|
|
(5,311,402
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Interest expense
|
|
|
(58
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(58
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income and (expenses)
|
|
|
(58
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(58
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from operations before income tax expense
|
|
|
(7,777,293
|
)
|
|
|
3,007,819
|
|
|
|
(541,986
|
)
|
|
|
–
|
|
|
|
(5,311,460
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
(3,277
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(3,277
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
(7,780,570
|
)
|
|
|
3,007,819
|
|
|
|
(541,986
|
)
|
|
|
–
|
|
|
|
(5,314,737
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to non-controlling interest in subsidiary
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to common shareholders
|
|
$
|
(7,780,570
|
)
|
|
|
3,007,819
|
|
|
|
(541,986
|
)
|
|
|
–
|
|
|
|
(5,314,737
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share attributable to common shareholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic from continuing operations
|
|
$
|
(0.15
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.10
|
)
|
Diluted from continuing operations
|
|
$
|
(0.15
|
)
|
|
$
|
0.06
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.10
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
53,335,822
|
|
|
|
53,335,822
|
|
|
|
53,335,822
|
|
|
|
53,335,822
|
|
|
|
53,335,822
|
|
Diluted
|
|
|
53,335,822
|
|
|
|
53,335,822
|
|
|
|
53,335,822
|
|
|
|
53,335,822
|
|
|
|
53,335,822
|
|
The unaudited Consolidated Statement of Operations
for the three months ended September 30, 2016:
eXp World Holdings Inc.
Consolidated Statement of
Operations
For the three months ended
September 30, 2016
|
|
As Previously Reported on Form 10-Q
|
|
|
Stock Option Expense Adjustment
|
|
|
Agent Incentive Stock Compensation Expense Adjustment
|
|
|
Other Adjustments
|
|
|
As Restated
|
|
Revenues
|
|
$
|
15,756,956
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(78,279
|
)
|
|
$
|
15,678,677
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
13,294,452
|
|
|
|
–
|
|
|
|
96,733
|
|
|
|
(78,279
|
)
|
|
|
13,312,906
|
|
General and administrative
|
|
|
16,810,567
|
|
|
|
(13,943,548
|
)
|
|
|
720,770
|
|
|
|
–
|
|
|
|
3,587,789
|
|
Professional fees
|
|
|
140,804
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
140,804
|
|
Sales and marketing
|
|
|
158,968
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
158,968
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total expenses
|
|
|
30,404,791
|
|
|
|
(13,943,548)
|
|
|
|
817,503
|
|
|
|
(78,279)
|
|
|
|
17,200,467
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from operations
|
|
|
(14,647,835
|
)
|
|
|
13,943,548
|
|
|
|
(817,503
|
)
|
|
|
–
|
|
|
|
(1,521,790
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income
|
|
|
(432
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(432
|
)
|
Interest expense
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income and (expenses)
|
|
|
(432
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(432
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from operations before income tax expense
|
|
|
(14,648,267
|
)
|
|
|
13,943,548
|
|
|
|
(817,503
|
)
|
|
|
–
|
|
|
|
(1,522,222
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
(7,444
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(7,444
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
(14,655,711
|
)
|
|
|
13,943,548
|
|
|
|
(817,503
|
)
|
|
|
–
|
|
|
|
(1,529,666
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to non-controlling interest in subsidiary
|
|
|
8,613
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
8,613
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to common shareholders
|
|
$
|
(14,647,098
|
)
|
|
|
13,943,548
|
|
|
|
(817,503
|
)
|
|
|
–
|
|
|
|
(1,521,053
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share attributable to common shareholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic from continuing operations
|
|
$
|
(0.29
|
)
|
|
$
|
0.27
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.03
|
)
|
Diluted from continuing operations
|
|
$
|
(0.29
|
)
|
|
$
|
0.27
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.03
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
51,225,817
|
|
|
|
51,225,817
|
|
|
|
51,225,817
|
|
|
|
51,225,817
|
|
|
|
51,225,817
|
|
Diluted
|
|
|
51,225,817
|
|
|
|
51,225,817
|
|
|
|
51,225,817
|
|
|
|
51,225,817
|
|
|
|
51,225,817
|
|
The unaudited Consolidated Statement of Operations
for the nine months ended September 30, 2017:
eXp World Holdings Inc.
Consolidated Statement of
Operations
For the nine months ended
September 30, 2017
|
|
As Previously
Reported on
Form 10-Q
|
|
|
Stock Option
Expense Adjustment
|
|
|
Agent Incentive Stock Compensation Expense Adjustment
|
|
|
Other Adjustments
|
|
|
As Restated
|
|
Revenues
|
|
$
|
109,691,317
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(1,810,448
|
)
|
|
$
|
107,880,869
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
97,620,066
|
|
|
|
–
|
|
|
|
795,015
|
|
|
|
(1,810,448)
|
|
|
|
96,604,633
|
|
General and administrative
|
|
|
14,697,040
|
|
|
|
5,088,367
|
|
|
|
(141,619)
|
|
|
|
–
|
|
|
|
19,643,788
|
|
Professional fees
|
|
|
906,654
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
906,654
|
|
Sales and marketing
|
|
|
1,030,497
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
1,030,497
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total expenses
|
|
|
114,254,257
|
|
|
|
5,088,367
|
|
|
|
653,396
|
|
|
|
(1,810,448)
|
|
|
|
118,185,572
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from operations
|
|
|
(4,562,940
|
)
|
|
|
(5,088,367)
|
|
|
|
(653,396
|
)
|
|
|
–
|
|
|
|
(10,304,703
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Interest expense
|
|
|
(5,535
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(5,535
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income and (expenses)
|
|
|
(5,535
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(5,535
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from operations before income tax expense
|
|
|
(4,568,475
|
)
|
|
|
(5,088,367)
|
|
|
|
(653,396
|
)
|
|
|
–
|
|
|
|
(10,310,238
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
(51,615
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(51,615
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
(4,620,090
|
)
|
|
|
(5,088,367)
|
|
|
|
(653,396
|
)
|
|
|
–
|
|
|
|
(10,361,853
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to non-controlling interest in subsidiary
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to common shareholders
|
|
$
|
(4,620,090
|
)
|
|
|
(5,088,367)
|
|
|
|
(653,396
|
)
|
|
|
–
|
|
|
|
(10,361,853
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share attributable to common shareholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic from continuing operations
|
|
$
|
(0.09
|
)
|
|
$
|
0.10
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.20
|
)
|
Diluted from continuing operations
|
|
$
|
(0.09
|
)
|
|
$
|
0.10
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.20
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
52,837,134
|
|
|
|
52,837,134
|
|
|
|
52,837,134
|
|
|
|
52,837,134
|
|
|
|
52,837,134
|
|
Diluted
|
|
|
52,837,134
|
|
|
|
52,837,134
|
|
|
|
52,837,134
|
|
|
|
52,837,134
|
|
|
|
52,837,134
|
|
The unaudited Consolidated Statement of Cash
Flows for the nine months ended September 30, 2017:
eXp World Holdings Inc.
Consolidated Statement of
Cash Flows
For the nine months ended
September 30, 2017
|
|
As Previously Reported on Form 10-Q
|
|
|
Stock Option Expense Adjustment
|
|
|
Agent Incentive Stock Compensation Expense Adjustment
|
|
|
Other Adjustments
|
|
|
As Restated
|
|
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$
|
(4,620,090
|
)
|
|
|
(5,088,367
|
)
|
|
|
(653,396
|
)
|
|
|
–
|
|
|
|
(10,361,853
|
)
|
Adjustments to reconcile net loss to cash provided by operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
207,189
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
207,189
|
|
Stock compensation expense
|
|
|
3,902,873
|
|
|
|
–
|
|
|
|
(141,619
|
)
|
|
|
–
|
|
|
|
3,761,254
|
|
Stock option expense
|
|
|
(523,043
|
)
|
|
|
5,088,367
|
|
|
|
–
|
|
|
|
–
|
|
|
|
4,565,324
|
|
Agent equity program
|
|
|
3,173,490
|
|
|
|
–
|
|
|
|
795,015
|
|
|
|
–
|
|
|
|
3,968,505
|
|
Deferred tax asset
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(4,530,272
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(4,530,272
|
)
|
Prepaids and other assets
|
|
|
(321,576
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(321,576
|
)
|
Restricted Cash
|
|
|
(652,405
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(652,405
|
)
|
Customer deposits
|
|
|
652,405
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
652,405
|
|
Accounts payable
|
|
|
95,019
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
95,019
|
|
Accrued expenses
|
|
|
5,013,111
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
5,013,111
|
|
CASH PROVIDED BY OPERATING ACTIVITIES
|
|
|
2,396,701
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
2,396,701
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition of property and equipment
|
|
|
(849,764
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(849,764
|
)
|
CASH USED IN INVESTING ACTIVITIES
|
|
|
(849,764
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(849,764
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from issuance of common stock
|
|
|
142,158
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
142,158
|
|
Common stock issuance transaction costs
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Proceeds from issuance of subsidiary common stock
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Repurchase and retirement of common stock
|
|
|
(3,607
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(3,607
|
)
|
Repurchase and retirement of subsidiary common stock
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Proceeds from exercise of options
|
|
|
20,000
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
20,000
|
|
Proceeds from issuance of notes payable
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
Principal payments of notes payable
|
|
|
(35,778
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(35,778
|
)
|
CASH PROVIDED BY FINANCING ACTIVITIES
|
|
|
122,773
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
122,773
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of changes in exchange rates on cash and cash equivalents
|
|
|
(6,408
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(6,408
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents
|
|
|
1,663,302
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
1,663,302
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, beginning of period
|
|
|
1,684,608
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
1,684,608
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH and CASH EQUIVALENTS, END OF PERIOD
|
|
$
|
3,347,910
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
$
|
3,347,910
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash paid for interest
|
|
$
|
920
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
$
|
920
|
|
Cash paid for income taxes
|
|
$
|
57,484
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
$
|
57,484
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed asset purchases in accounts payable
|
|
$
|
117,235
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
$
|
117,235
|
|
The unaudited Consolidated Statement of Operations
for the nine months ended September 30, 2016:
eXp World Holdings Inc.
Consolidated Statement of
Operations
For the nine months ended
September 30, 2016
|
|
As Previously
Reported on
Form 10-Q
|
|
|
Stock Option
Expense Adjustment
|
|
|
Agent
Incentive
Stock
Compensation
Expense
Adjustment
|
|
|
Other
Adjustments
|
|
|
As Restated
|
|
Revenues
|
|
$
|
36,181,796
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(432,309
|
)
|
|
$
|
35,749,487
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
30,868,564
|
|
|
|
–
|
|
|
|
211,625
|
|
|
|
(432,309
|
)
|
|
|
30,647,880
|
|
General and administrative
|
|
|
25,801,423
|
|
|
|
(19,806,733
|
)
|
|
|
888,790
|
|
|
|
–
|
|
|
|
6,883,480
|
|
Professional fees
|
|
|
414,197
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
414,197
|
|
Sales and marketing
|
|
|
358,396
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
358,396
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total expenses
|
|
|
57,442,580
|
|
|
|
(19,806,733)
|
|
|
|
1,100,415
|
|
|
|
(432,309)
|
|
|
|
38,303,953
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from operations
|
|
|
(21,260,784
|
)
|
|
|
19,806,733
|
|
|
|
(1,100,415
|
)
|
|
|
–
|
|
|
|
(2,554,466
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income
|
|
|
14
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
14
|
|
Interest expense
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income and (expenses)
|
|
|
14
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from operations before income tax expense
|
|
|
(21,260,770
|
)
|
|
|
19,806,733
|
|
|
|
(1,100,415
|
)
|
|
|
–
|
|
|
|
(2,554,452
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
(33,015
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(33,015
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
(21,293,785
|
)
|
|
|
19,806,733
|
|
|
|
(1,100,415
|
)
|
|
|
–
|
|
|
|
(2,587,467
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to non-controlling interest in subsidiary
|
|
|
20,913
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
20,913
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to common shareholders
|
|
$
|
(21,272,872
|
)
|
|
|
19,806,733
|
|
|
|
(1,100,415
|
)
|
|
|
–
|
|
|
|
(2,566,554
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share attributable to common shareholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic from continuing operations
|
|
$
|
(0.42
|
)
|
|
$
|
0.39
|
|
|
$
|
(0.02
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.05
|
)
|
Diluted from continuing operations
|
|
$
|
(0.42
|
)
|
|
$
|
0.39
|
|
|
$
|
(0.02
|
)
|
|
$
|
(0.00
|
)
|
|
$
|
(0.05
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
50,929,102
|
|
|
|
50,929,102
|
|
|
|
50,929,102
|
|
|
|
50,929,102
|
|
|
|
50,929,102
|
|
Diluted
|
|
|
50,929,102
|
|
|
|
50,929,102
|
|
|
|
50,929,102
|
|
|
|
50,929,102
|
|
|
|
50,929,102
|
|
The unaudited Consolidated Statement of Cash
Flows for the nine months ended September 30, 2016:
eXp World Holdings Inc.
Consolidated Statement of
Cash Flows
For the nine months ended
September 30, 2016
|
|
As Previously Reported on Form 10-Q
|
|
|
Stock Option Expense Adjustment
|
|
|
Agent Incentive Stock Compensation Expense Adjustments
|
|
|
Other Adjustments
|
|
|
As Restated
|
|
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$
|
(21,293,785
|
)
|
|
|
19,806,733
|
|
|
|
(1,100,415
|
)
|
|
|
–
|
|
|
|
(2,587,467
|
)
|
Adjustments to reconcile net loss to cash provided by operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
38,110
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
38,110
|
|
Stock compensation expense
|
|
|
682,299
|
|
|
|
–
|
|
|
|
888,790
|
|
|
|
–
|
|
|
|
1,571,089
|
|
Stock option expense
|
|
|
21,183,498
|
|
|
|
(19,806,733
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
1,376,765
|
|
Agent equity program
|
|
|
844,811
|
|
|
|
–
|
|
|
|
211,625
|
|
|
|
–
|
|
|
|
1,056,436
|
|
Deferred tax asset
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(992,031
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(992,031
|
)
|
Prepaids and other assets
|
|
|
(320,114
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(320,114
|
)
|
Restricted Cash
|
|
|
(384,761
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(384,761
|
)
|
Customer deposits
|
|
|
384,761
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
384,761
|
|
Accounts payable
|
|
|
305,438
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
305,438
|
|
Accrued expenses
|
|
|
189,655
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
189,655
|
|
CASH PROVIDED BY OPERATING ACTIVITIES
|
|
|
637,881
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
637,881
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition of property and equipment
|
|
|
(281,203
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(281,203
|
)
|
CASH USED IN INVESTING ACTIVITIES
|
|
|
(281,203
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
|
|
|
|
(281,203
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repurchase and retirement of common stock
|
|
|
(1,000
|
)
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
(1,000
|
)
|
Repurchase and retirement of subsidiary common stock
|
|
|
1,000
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
1,000
|
|
Proceeds from exercise of options
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
CASH PROVIDED BY FINANCING ACTIVITIES
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of changes in exchange rates on cash and cash equivalents
|
|
|
15,604
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
15,604
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in cash and cash equivalents
|
|
|
372,282
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
372,282
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, beginning of period
|
|
|
571,814
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
571,814
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH and CASH EQUIVALENTS, END OF PERIOD
|
|
$
|
944,096
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
$
|
944,096
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash paid for interest
|
|
$
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
$
|
–
|
|
Cash paid for income taxes
|
|
$
|
33,015
|
|
|
|
–
|
|
|
|
–
|
|
|
|
–
|
|
|
$
|
33,015
|
|