ITEM 1. FINANCIAL STATEMENTS
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
|
|
November 30,
2018
|
|
February 28,
2018
|
ASSETS
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
2,044,306
|
|
|
$
|
2,075,833
|
|
Accounts receivable, net of allowance for doubtful accounts of $30,184 and $8,617,
|
|
|
|
|
|
|
|
|
respectively
|
|
|
484,889
|
|
|
|
829,790
|
|
Related party receivables
|
|
|
36,700
|
|
|
|
35,007
|
|
Inventory, net
|
|
|
1,083,417
|
|
|
|
998,296
|
|
Prepaid expenses, deposits and other current assets
|
|
|
82,223
|
|
|
|
159,980
|
|
Total current assets
|
|
|
3,731,535
|
|
|
|
4,098,906
|
|
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
108,502
|
|
|
|
135,539
|
|
Other assets
|
|
|
66,670
|
|
|
|
66,670
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
3,906,707
|
|
|
$
|
4,301,115
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
$
|
303,057
|
|
|
$
|
441,866
|
|
Customer deposits
|
|
|
74,637
|
|
|
|
163,184
|
|
Capital lease obligations, current portion
|
|
|
5,800
|
|
|
|
5,402
|
|
Total current liabilities
|
|
|
383,494
|
|
|
|
610,452
|
|
|
|
|
|
|
|
|
|
|
Long-term liabilities:
|
|
|
|
|
|
|
|
|
Capital lease obligations, net of current
|
|
|
4,719
|
|
|
|
9,082
|
|
Total liabilities
|
|
|
388,213
|
|
|
|
619,534
|
|
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
|
|
|
Preferred stock, 6,000,000 shares authorized, none issued or outstanding
|
|
|
-
|
|
|
|
-
|
|
Common stock $0.001 par value, 50,000,000 shares authorized, 26,640,313
issued and outstanding at November 30, 2018 and February 28, 2018
|
|
|
26,641
|
|
|
|
26,641
|
|
Additional paid-in capital
|
|
|
8,944,368
|
|
|
|
8,944,368
|
|
Accumulated deficit
|
|
|
(5,422,835
|
)
|
|
|
(5,259,748
|
)
|
Less treasury stock at cost (66,000 shares at November 30, 2018 and February 28, 2018)
|
|
|
(29,680
|
)
|
|
|
(29,680
|
)
|
Total stockholders' equity
|
|
|
3,518,494
|
|
|
|
3,681,581
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders' equity
|
|
$
|
3,906,707
|
|
|
$
|
4,301,115
|
|
See accompanying notes to condensed consolidated
financial statements.
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
|
|
For the Three Months Ended
November 30,
|
|
|
2018
|
|
2017
|
Sales
|
|
$
|
609,444
|
|
|
$
|
1,629,324
|
|
Cost of sales
|
|
|
292,296
|
|
|
|
858,765
|
|
Gross profit
|
|
|
317,148
|
|
|
|
770,559
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
Selling, general, and administrative
|
|
|
429,650
|
|
|
|
507,325
|
|
Depreciation and amortization
|
|
|
13,294
|
|
|
|
16,040
|
|
Total operating expenses
|
|
|
442,944
|
|
|
|
523,365
|
|
(Loss) income from operations
|
|
|
(125,796
|
)
|
|
|
247,194
|
|
Other expense
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(453
|
)
|
|
|
-
|
|
Other expense
|
|
|
(9
|
)
|
|
|
(576
|
)
|
Total other expense
|
|
|
(462
|
)
|
|
|
(576
|
)
|
(Loss) income before income tax expense
|
|
|
(126,258
|
)
|
|
|
246,618
|
|
Income tax expense
|
|
|
-
|
|
|
|
-
|
|
Net (loss) income
|
|
$
|
(126,258
|
)
|
|
$
|
246,618
|
|
BASIC (LOSS) INCOME PER SHARE
|
|
$
|
0.00
|
|
|
$
|
0.01
|
|
DILUTED (LOSS) INCOME PER SHARE
|
|
$
|
0.00
|
|
|
$
|
0.01
|
|
BASIC WEIGHTED AVERAGE NUMBER OF
|
|
|
|
|
|
|
|
|
SHARES OUTSTANDING
|
|
|
26,574,313
|
|
|
|
26,574,313
|
|
DILUTED WEIGHTED AVERAGE NUMBER OF
|
|
|
|
|
|
|
|
|
SHARES OUTSTANDING
|
|
|
26,574,313
|
|
|
|
26,574,313
|
|
See accompanying notes to condensed consolidated
financial statements.
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
|
|
For
the Nine Months Ended
November 30,
|
|
|
2018
|
|
2017
|
Sales
|
|
$
|
2,479,023
|
|
|
$
|
3,829,465
|
|
Cost of sales
|
|
|
1,246,809
|
|
|
|
2,014,064
|
|
Gross profit
|
|
|
1,232,214
|
|
|
|
1,815,401
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
Selling, general, and administrative
|
|
|
1,352,421
|
|
|
|
1,262,269
|
|
Depreciation and amortization
|
|
|
41,296
|
|
|
|
51,094
|
|
Total operating expenses
|
|
|
1,393,717
|
|
|
|
1,313,363
|
|
(Loss) income from operations
|
|
|
(161,503
|
)
|
|
|
502,038
|
|
Other expense
|
|
|
|
|
|
|
|
|
Interest expense
|
|
|
(1,491
|
)
|
|
|
(3,850
|
)
|
Other expense
|
|
|
(93
|
)
|
|
|
(142
|
)
|
Total other expense
|
|
|
(1,584
|
)
|
|
|
(3,992
|
)
|
(Loss) income before income tax expense
|
|
|
(163,087
|
)
|
|
|
498,046
|
|
Income tax expense
|
|
|
-
|
|
|
|
(6,051
|
)
|
Net (loss) income
|
|
$
|
(163,087
|
)
|
|
$
|
491,995
|
|
BASIC (LOSS) INCOME PER SHARE
|
|
$
|
(0.01
|
)
|
|
$
|
0.02
|
|
DILUTED (LOSS) INCOME PER SHARE
|
|
$
|
(0.01
|
)
|
|
$
|
0.02
|
|
BASIC WEIGHTED AVERAGE NUMBER OF
|
|
|
|
|
|
|
|
|
SHARES OUTSTANDING
|
|
|
26,574,313
|
|
|
|
26,574,313
|
|
DILUTED WEIGHTED AVERAGE NUMBER OF
|
|
|
|
|
|
|
|
|
SHARES OUTSTANDING
|
|
|
26,574,313
|
|
|
|
26,574,313
|
|
See accompanying notes to condensed consolidated
financial statements.
CONDENSED CONSOLIDATED STATEMENTS
OF STOCKHOLDERS' EQUITY
FOR THE THREE-MONTH ENDED NOVEMBER
30, 2018
(UNAUDITED)
|
|
Common
Stock Shares
|
|
|
Amount
|
|
|
Treasury
Stock Shares
|
|
|
Amount
|
|
|
Additional Paid-In
Capital
|
|
|
Accumulated
Deficit
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at August 31, 2018
|
|
|
26,640,313
|
|
|
$
|
26,641
|
|
|
|
66,000
|
|
|
$
|
(29,680
|
)
|
|
$
|
8,944,368
|
|
|
$
|
(5,296,577
|
)
|
|
$
|
3,644,752
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(126,258
|
)
|
|
|
(126,258
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at November 30, 2018
|
|
|
26,640,313
|
|
|
|
26,641
|
|
|
|
66,000
|
|
|
|
(29,680
|
)
|
|
|
8,944,368
|
|
|
|
(5,422,835
|
)
|
|
|
3,518,494
|
|
CONDENSED CONSOLIDATED STATEMENTS
OF STOCKHOLDERS' EQUITY
FOR THE NINE-MONTH PERIOD ENDED NOVEMBER
30, 2018
(UNAUDITED)
|
|
Common
Stock Shares
|
|
|
Amount
|
|
|
Treasury
Stock Shares
|
|
|
Amount
|
|
|
Additional Paid-In
Capital
|
|
|
Accumulated
Deficit
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at February 28, 2018
|
|
|
26,390,313
|
|
|
$
|
26,641
|
|
|
|
66,000
|
|
|
$
|
(29,680
|
)
|
|
$
|
8,944,368
|
|
|
$
|
(5,259,748
|
)
|
|
$
|
3,681,581
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(163,087
|
)
|
|
|
(163,087
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at November 30, 2018
|
|
|
26,640,313
|
|
|
|
26,641
|
|
|
|
66,000
|
|
|
|
(29,680
|
)
|
|
|
8,944,368
|
|
|
|
(5,422,835
|
)
|
|
|
3,518,494
|
|
See accompanying notes to condensed consolidated
financial statements.
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES,
INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWS
(UNAUDITED)
|
|
For the Nine Months Ended
November 30,
|
|
|
2018
|
|
2017
|
|
|
|
|
|
OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Net (loss) income
|
|
$
|
(163,087
|
)
|
|
$
|
491,995
|
|
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
41,296
|
|
|
|
51,094
|
|
Provision (recovery) for doubtful accounts
|
|
|
21,567
|
|
|
|
(41,520
|
)
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
323,334
|
|
|
|
190,261
|
|
Related party receivables
|
|
|
(1,693
|
)
|
|
|
(1,722
|
)
|
Inventory
|
|
|
(85,121
|
)
|
|
|
446,498
|
|
Prepaid expenses, deposits and other current assets
|
|
|
77,757
|
|
|
|
47,375
|
|
Accounts payable and accrued expenses
|
|
|
(138,808
|
)
|
|
|
(153,595
|
)
|
Customer deposits
|
|
|
(88,547
|
)
|
|
|
30,381
|
|
Net cash (used in) provided by operating activities
|
|
|
(13,302
|
)
|
|
|
1,060,767
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Purchase of property and equipment
|
|
|
(14,259
|
)
|
|
|
(13,364
|
)
|
Net cash used in investing activities
|
|
|
(14,259
|
)
|
|
|
(13,364
|
)
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
Repayment of capital lease obligations
|
|
|
(3,966
|
)
|
|
|
(3,033
|
)
|
Net cash used in financing activities
|
|
|
(3,966
|
)
|
|
|
(3,033
|
)
|
|
|
|
|
|
|
|
|
|
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
|
|
|
(31,527
|
)
|
|
|
1,044,370
|
|
|
|
|
|
|
|
|
|
|
CASH AND CASH EQUIVALENTS - beginning of period
|
|
|
2,075,833
|
|
|
|
732,112
|
|
|
|
|
|
|
|
|
|
|
CASH AND CASH EQUIVALENTS - end of period
|
|
$
|
2,044,306
|
|
|
$
|
1,776,482
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash paid for:
|
|
|
|
|
|
|
|
|
Interest
|
|
$
|
1,491
|
|
|
$
|
3,850
|
|
See accompanying notes to condensed consolidated
financial statements.
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED (UNAUDITED)
FINANCIAL STATEMENTS
November 30, 2018
NOTE 1: CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
The accompanying condensed consolidated financial statements have
been prepared by Seychelle Environmental Technologies, Inc., and subsidiaries (the "Company") without audit. In
the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial
position, results of operations, and cash flows at November 30, 2018, and for all periods presented herein, have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with accounting principles generally accepted in the United States of America have
been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction
with the consolidated financial statements and notes thereto included in the Company's annual report on Form 10-K for the
year ended February 28, 2018. The results of operations for the periods ended November 30, 2018 and 2017 are not necessarily
indicative of the operating results for the full fiscal years.
The summary of significant accounting policies of the Company is
presented to assist in understanding the Company's condensed consolidated financial statements. The condensed consolidated financial
statements and notes are representations of the Company's management, which is responsible for their integrity and objectivity.
These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently
applied in the preparation of the condensed consolidated financial statements and the February 28, 2018 consolidated financials
included in the 10-K filed on June 8, 2018.
The preparation of condensed consolidated financial
statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP")
requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure
of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of
revenue and expenses during the reporting periods. Actual results could differ from those estimates.
Except for the accounting policy for revenue
recognition, which was updated as a result of adopting a new accounting standard related to revenue recognition, there have been
no material changes to our significant accounting policies in Note 2 - Significant Accounting Policies, of the Notes to Condensed
Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended February 28, 2018.
The Financial Accounting Standards Board, or FASB, issued an accounting standards update that creates a single source of revenue
guidance under U.S. GAAP for all companies, in all industries. We adopted this guidance on March, 2018 using the modified
retrospective approach. The adoption of this guidance did not have a significant impact on our condensed consolidated financial
statements. Refer to Note 5 of these Notes to Condensed Consolidated Financial Statements for additional information.
NOTE 2: BASIC INCOME (LOSS) PER SHARE
Basic income per common share is computed by
dividing net income by the weighted average number of common shares outstanding during each period presented. Diluted
income per share is determined using the weighted average number of common shares outstanding during the period, adjusted for the
dilutive effect of common stock equivalents, assuming conversion, exercise, or issuance of all potential common stock equivalents
unless the effect is to reduce a loss or increase the income per share. If the inclusion of common stock equivalents in the
weighted average number of common shares outstanding would be anti-dilutive these items would be omitted from the calculation of
net income per common share. The dilutive effect of outstanding stock options and warrants is reflected in diluted earnings
per share by application of the treasury stock method.
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED (UNAUDITED)
FINANCIAL STATEMENTS
November 30, 2018
NOTE 2: BASIC INCOME (LOSS) PER
SHARE (CONTINUED)
The denominator for diluted income (loss)
per share for the periods ended November 30, 2018 and 2017, respectively, did not include 6,407,221 warrants as they would have
been anti-dilutive.
|
|
For the nine months ended
|
|
|
November 30,
|
|
|
2018
|
|
2017
|
|
|
|
|
|
Net (loss) income available to common shareholders
|
|
$
|
(163,087
|
)
|
|
$
|
491,995
|
|
Weighted average common shares – basic
|
|
|
26,574,313
|
|
|
|
26,574,313
|
|
Net (loss) income per share – basic
|
|
$
|
(0.01
|
)
|
|
$
|
0.02
|
|
|
|
|
|
|
|
|
|
|
Dilutive effect of common stock equivalents:
|
|
|
|
|
|
|
|
|
Warrants
|
|
|
-
|
|
|
|
-
|
|
Weighted average common shares – diluted
|
|
|
26,574,313
|
|
|
|
26,574,313
|
|
Net (loss) income per share – diluted
|
|
$
|
(0.01
|
)
|
|
$
|
0.02
|
|
|
|
For the three months ended
|
|
|
November 30,
|
|
|
2018
|
|
2017
|
|
|
|
|
|
Net (loss) income available to common shareholders
|
|
$
|
(126,258
|
)
|
|
$
|
246,618
|
|
Weighted average common shares – basic
|
|
|
26,574,313
|
|
|
|
26,574,313
|
|
Net (loss) income per share – basic
|
|
$
|
0.00
|
|
|
$
|
0.01
|
|
|
|
|
|
|
|
|
|
|
Dilutive effect of common stock equivalents:
|
|
|
|
|
|
|
|
|
Warrants
|
|
|
-
|
|
|
|
-
|
|
Weighted average common shares – diluted
|
|
|
26,574,313
|
|
|
|
26,574,313
|
|
Net (loss) income per share – diluted
|
|
$
|
0.00
|
|
|
$
|
0.01
|
|
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED (UNAUDITED)
FINANCIAL STATEMENTS
November 30, 2018
NOTE 3: COMMON STOCK
Common Stock
During the quarter ended November 30, 2018 and 2017, no securities
were issued by the Company.
Warrants
A summary of warrant activity for the
nine months ended November 30, 2018 is shown below.
|
|
|
|
|
Weighted-
|
|
|
|
|
|
|
Average
|
|
|
|
Warrants
|
|
|
Exercise
|
|
|
|
Outstanding
|
|
|
Price
|
|
|
|
|
|
|
|
|
Outstanding at March 1, 2018
|
|
|
6,407,221
|
|
|
|
0.21
|
|
Granted
|
|
|
-
|
|
|
|
-
|
|
Exercised
|
|
|
-
|
|
|
|
-
|
|
Forfeited
|
|
|
-
|
|
|
|
-
|
|
Outstanding at November 30, 2018
|
|
|
6,407,221
|
|
|
|
0.21
|
|
Vested at November 30, 2018
|
|
|
6,407,221
|
|
|
|
0.21
|
|
Exercisable at February 28, 2018
|
|
|
6,407,221
|
|
|
|
0.21
|
|
The following table summarizes significant ranges of outstanding
warrants as of November 30, 2018:
|
Warrants Outstanding
|
Warrants Exercisable
|
|
|
Weighted
|
Weighted
|
|
Weighted
|
|
|
Average
|
Average
|
|
Average
|
|
|
Remaining
|
Exercise
|
Number
|
Exercise
|
Exercise Price
|
Number
|
Life (Years)
|
Price
|
Outstanding
|
Price
|
|
|
|
|
|
|
|
$0.21
|
|
6,407,221
|
|
1.75
|
|
$0.21
|
|
6,407,221
|
|
$0.21
|
NOTE 4: INVENTORY
The Company's inventory consisted of the following at November
30, 2018 and February 28, 2018:
|
|
November 30,
2018
|
|
|
February 28,
2018
|
|
Raw materials
|
|
$
|
690,629
|
|
|
$
|
860,424
|
|
Finished goods
|
|
|
392,789
|
|
|
|
137,872
|
|
|
|
$
|
1,083,418
|
|
|
$
|
998,296
|
|
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES,
INC.
NOTES TO CONDENSED CONSOLIDATED (UNAUDITED)
FINANCIAL STATEMENTS
November 30, 2018
NOTE 5: REVENUE RECOGNITION AND
CONCENTRATIONS
We derive our revenue primarily from product sales.
We determine revenue recognition through the following steps: (1) identification of the contract with a customer; (2) identification
of the performance obligations in the contract; (3) determination of the transaction price; (4) allocation of the transaction price
to the performance obligations in the contract; (5) recognition of revenue when, or as, we satisfy a performance obligation.
The Company's performance obligations consist solely of product
shipped to customers. Revenue from product sales is recognized upon transfer of control of promised products to customers
in an amount that reflects the consideration we expect to receive in exchange for these products. Revenue is recognized net
of returns and any taxes collected from customers. We offer standard contractual terms in our purchase orders. In addition,
we use the practical expedient related to commissions paid since they would be amortized in less than one year.
Sales to two customers accounted for
56% of sales for the three and nine month periods ended November 30, 2018. Accounts receivable from these customers amounted
to $290,215 or approximately 66% of accounts receivable as of November 30, 2018.
Sales to one customer accounted for
33% and 32% of sales for the three and nine month periods ended November 30, 2017, respectively. Accounts receivable from one
customer amounted to $583,779 or approximately 89% of accounts receivable as of November 30, 2017.
Decrease in revenue of $1,350,443 with
a net loss of $163,087 for the nine period ended November 30, 2018. In fiscal year 2018 a significant portion of our revenues came
from organizations which were engaged in natural disaster relief activities. In fiscal year 2019, we did not have the same level
of natural disaster revenues and did not replace these customers. As a result our revenue decreased. We have refocused our attention
in replacing our customer revenue by expanding our scope with other organizations and will continue to do so.
NOTE 6: RELATED
PARTY TRANSACTIONS
During the nine months ended November 30, 2018 and 2017,
TAM purchased on behalf of the Company approximately $0 and $0 respectively. All amounts due to TAM had been paid in full
as of November 30, 2018.
The Company utilizes the services of an individual, who is
a related party, to source materials and provide the manufacturing of component parts with third-party vendors in China. For the
nine months ended November 30, 2018 and 2017, purchases facilitated through the related party accounted for approximately 16% and
22%, respectively, of total raw material purchases. The Company paid approximately $39,000 and $ 37,000 in direct commissions to
the related party consultant during the nine months ended November 30, 2018 and 2017, respectively.
The Company advanced amounts to an employee of approximately
$26,150 and $26,750 as of November 30, 2018 and 2017, respectively. These amounts are being repaid through direct payroll withdrawals.
The Company had receivable, from stockholders of approximately
$11,000 and $2,000 as of November 30, 2018 and 2017, respectively.
The Company had sales to two companies
related to a former member of the Board of Directors. Specifically, sales to Sovereign Earth, LLC (dba Revolve) totaled approximately
$653,000 and $379,000 for the nine months ended November 30, 2018 and 2017, respectively and sales to Amazon Seychelle totaled
approximately $98,000 and $12,000 for the nine months ended November 30, 2018 and 2017, respectively. Sovereign Earth, LLC
(dba Revolve) is the sole and exclusive seller of the following products in worldwide markets, including Amazon World Marketplaces:
amazon.com, amazon.co uk, amazon.de, amazon.fr, amazon.jp, amazon.it, amazon.ca, amazon.cn, amazon.in, and amazon.com.mx for the
duration of the agreement: Generation#1 Filter Pitcher: All filter iterations (regular, standard, advanced, radiological,
extreme, supreme, etc.)
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED (UNAUDITED)
FINANCIAL STATEMENTS
November 30, 2018
NOTE 7: COMMITMENTS AND CONTINGENCIES
The Company entered into a lease agreement on one facility
for its corporate offices, inventory and production at 22 Journey in Aliso Viejo, CA for a term of 5 years at a monthly rental
of approximately $19,000.
Legal Proceedings
There is a pending action titled Rolling
Tides, LLC vs. Carl Palmer, Seychelle Environmental Technologies, Inc., and other defendants. The case was brought in the
Superior Court of the State of California, County of Orange. The action alleges certain fraudulent transfers occurred from
Seychelle to the various defendants. The plaintiffs have refused to identify any such transfers by date or amount.
The matter is in early discovery and no trial date is set. All the defendants have denied the allegations of the complaint
and are vigorously defending the matter. It is not likely that the case will be settled without trial. The Company
believes that the case has no merit.
Licenses
The Company has historically entered into licensing agreements
with third-parties for product proprietary rights, patent and trademark ownership, and use of product name. In return, the Company
agrees to pay licensing fees and/or royalties on sales of those products. During the nine months ended November 30, 2018 and 2017,
the Company paid $7,136 and $19,651, respectively, in royalties and licensing fees related under these agreements.
NOTE 8: SUBSEQUENT EVENTS
Management has evaluated subsequent events from November
30, 2018 through the date the condensed consolidated financial statements were issued, and has concluded that no subsequent events
have occurred that would require recognition or disclosure in these condensed consolidated financial statements.
NOTE 9: INCOME TAX
Tax Cuts and Jobs Act
On December 22, 2017, the U.S. government enacted comprehensive
tax legislation commonly referred to as the Tax Cuts and Jobs Act (the "TCJA"). The TCJA makes broad and complex changes
to the U.S. tax code, including, but not limited to, reducing the U.S. statutory corporate income tax rate from 35 percent to 21
percent, effective January 1, 2018. U.S. GAAP requires that deferred income tax assets and liabilities be remeasured at the income
tax rate expected to apply when those temporary differences reverse, and that the effects of any change to such income tax rate
be recognized in the period when the change was enacted.
In connection with the Company's initial analysis of the
impact of the TCJA, the Company recorded a discrete net tax expense of $282,408 in the year ended February 28, 2018. This net expense
is primarily due to the remeasurement of the Company's existing deferred tax assets and liabilities. Due to the Company having
a full valuation allowance related to their deferred taxes, the $282,408 discrete tax expense associated with the remeasurement
is equally offset by the valuation allowance causing an overall net zero impact on the Company's current tax rate.
The SEC staff issued Staff Accounting Bulletin No.
118 ("SAB 118"), which provides guidance on accounting for the tax effects of the TCJA. SAB 118 provides a measurement
period that should not extend beyond one year from the TCJA enactment date for companies to complete the accounting under ASC 740.
To the extent that a company's accounting for certain income tax effects of the TCJA is incomplete but it is able to determine
a reasonable estimate, it must record a provisional estimate in the financial statements.
SEYCHELLE ENVIRONMENTAL TECHNOLOGIES,
INC.
NOTES TO CONDENSED CONSOLIDATED (UNAUDITED)
FINANCIAL STATEMENTS
November 30, 2018
NOTE 9: INCOME TAX (CONTINUED)
We recorded the effects of the TCJA for year ended February
28, 2018 using our best estimates and the information available to us through the date the financial statements were issued. However,
our analysis is ongoing and as such, the income tax effects that we have recorded are provisional.
Tax Provision
The Company expects its effective tax rate for the 2019 fiscal
year to be different from the federal statutory rate due primarily to a change in valuation allowance.
We recorded a provision for income taxes of $0 and $0
for the quarter ended November 30, 2018 and 2017 respectively, related to federal and state taxes, based on the Company's expected
annual effective tax rate.
ITEM 2. MANAGEMENT’S DISCUSSION
AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This discussion summarizes the significant
factors affecting the operating results, financial condition and liquidity and cash flows of Seychelle Environmental Technologies,
Inc., and subsidiaries (the "Company") as of and for the three and nine month periods ended November 30, 2018 and 2017.
The discussion and analysis that follows should be read together with the consolidated financial statements of Seychelle Environmental
Technologies, Inc. and the notes to the condensed consolidated financial statements included in the Company's Annual Report on
Form 10-K for the fiscal year ended February 28, 2018. Except for historical information, the matters discussed in this section
are forward looking statements that involve risks and uncertainties and are based upon judgments concerning various factors that
are beyond the Company's control.
Forward-Looking Statements
Certain statements contained herein
are "forward-looking" statements. Forward-looking statements include statements which are predictive in nature;
which depend upon or refer to future events or conditions; or which include words such as "expects", "anticipates",
"intends", "plans", "believes", "estimates", or variations or negatives thereof or by similar
or comparable words or phrases. In addition, any statement concerning future financial performance, ongoing business strategies
or prospects, and possible future Company actions that may be provided by management are also forward-looking statements. Forward-looking
statements are based on current expectations and projections about future events and are subject to risks, uncertainties, and assumptions
about the Company; and economic and market factors in the countries in which the Company does business, among other things. These
statements are not guarantees of future performance, and the Company has no specific intentions to update these statements. Actual
events and results may differ materially from those expressed or forecasted in forward-looking statements due to a number of factors
including, among others:
|
(1)
|
the portable water filtration industry is in a state of rapid technological change, which can render
the Company's products obsolete or unmarketable;
|
|
(2)
|
any failure by the Company to anticipate or respond to technological developments or changes in
industry standards or customer requirements, or any significant delays in product development or introduction, could have a material
adverse effect on the Company's business, operating results and financial condition;
|
|
(3)
|
the Company's cost of sales may be materially affected by increases in the market prices of the
raw materials used in the Company's assembly processes;
|
|
(4)
|
the Company's dependence on a few customers. Sales to these customers are unpredictable and difficult
to estimate, and as such, may result in material fluctuations in sales from period to period. Management believes that if future
revenues from its significant customers decline, those revenues can be replaced through the sales to other customers. However,
there can be no assurance that this will occur, which could result in an adverse effect on the Company's financial condition or
results of operations in the future;
|
|
(4)
|
the Company's water related product sales could be materially affected by weather conditions and
government regulations;
|
|
(5)
|
the Company is subject to the risks of conducting business internationally; and
|
|
(6)
|
the industries in which the Company operates are highly competitive. Additional risks and uncertainties
are outlined in the Company's filings with the Securities and Exchange Commission, including its most recent fiscal Annual Report
on Form 10-K for the fiscal year ended February 28, 2018.
|
Description of the Business
We were incorporated under the laws
of the State of Nevada on January 23, 1998 as a change of domicile to Royal Net, Inc., a Utah corporation that was originally incorporated
on January 24, 1986. Royal Net, Inc. changed its state of domicile to Nevada and its name to Seychelle Environmental Technologies,
Inc. effective in January 1998.
On January 30, 1998, we entered into
an Exchange Agreement with Seychelle Water Technologies, Inc., a Nevada corporation ("SWT"), whereby we exchanged our
issued and outstanding capital shares with the shareholders of SWT on a one share for one share basis. We became the parent company
and SWT became a wholly owned subsidiary. SWT had been formed in 1997 to market water filtration systems of Aqua Vision International.
Our Company is presently comprised of
Seychelle Environmental Technologies, Inc., a Nevada corporation, with two wholly-owned subsidiaries, Seychelle Water Technologies,
Inc. and Fill 2 Pure International, Inc., also Nevada corporations (collectively, the "Company" or "Seychelle").
We use the trade name "Seychelle Water Filtration Products, Inc." in our commercial operations.
Seychelle designs, assembles and distributes
unique, state-of-the-art ionic absorption micron filters for portable filter devices that remove up to 99.99% of all pollutants
and contaminants found in any fresh water source. Patents and trade secrets cover all proprietary products.
Our principal business address is 22
Journey, Aliso Viejo, California 92656. Our telephone number at this address is 949-234-1999.
Management's Discussion and Analysis
of Financial Condition and Results of Operations
Results of Operations
Our summarized historical financial
data is presented in the following table to aid in your analysis. You should read this data in conjunction with this section entitled
Management's Discussion and Analysis of Financial Condition and Results of Operations, our condensed consolidated financial statements
and the related notes to the condensed consolidated financial statements included elsewhere in this report. The selected condensed
consolidated statements of operations data for the three and nine month periods ended November 30, 2018 and 2017 are derived from
our condensed consolidated financial statements included elsewhere in this report.
Three month period ended November 30, 2018 compared to the corresponding period in 2017
|
|
|
|
|
|
|
|
|
|
|
Period over
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
Period change
|
|
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales
|
|
$
|
609,444
|
|
|
$
|
1,629,324
|
|
|
|
(1,019,880
|
)
|
|
|
(63
|
%)
|
Cost of sales
|
|
|
292,296
|
|
|
|
858,765
|
|
|
|
(566,469
|
)
|
|
|
(66
|
%)
|
Gross profit
|
|
|
317,148
|
|
|
|
770,559
|
|
|
|
(453,411
|
)
|
|
|
(59
|
%)
|
Gross profit %
|
|
|
52
|
%
|
|
|
47
|
%
|
|
|
44
|
%
|
|
|
-
|
|
Selling, general, and administrative expenses
|
|
|
429,650
|
|
|
|
507,325
|
|
|
|
(77,675
|
)
|
|
|
(15
|
%)
|
Depreciation and amortization
|
|
|
13,294
|
|
|
|
16,040
|
|
|
|
(2,746
|
)
|
|
|
(17
|
%)
|
Other income (expense)
|
|
|
(462
|
)
|
|
|
(576
|
)
|
|
|
114
|
|
|
|
(20
|
%)
|
(Loss) income before income tax benefit (expense)
|
|
|
(126,258
|
)
|
|
|
246,618
|
|
|
|
(372,876
|
)
|
|
|
(151
|
%)
|
Provision for income taxes
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
-
|
|
Net (loss) income
|
|
|
(126,258
|
)
|
|
|
246,618
|
|
|
|
(372,876
|
)
|
|
|
(151
|
%)
|
Sales.
Sales decreased by $1,019,880
or (63%) to $609,444 during the three months ended November 30, 2018 from $1,629,324 during the three months ended November 30,
2017. The decrease is primarily due to decrease in sales of our bottle, portable retail, pitcher replacement and pitcher
custom product lines. Sales during the three months ended November 30, 2017 of this product line were $1,471,441, compared to $537,267
in the comparable current period 2018.
In fiscal year 2018 a significant portion of our revenues came from organizations which were engaged in natural
disaster relief activities. In fiscal year 2019, we did not have the same level of natural disaster revenues and did not replace
these customers. As a result our revenue decreased. We have refocused our attention in replacing our customer revenue by expanding
our scope with other organizations and will continue to do so.
Cost of sales and gross profit percentage.
As a percentage of sales, the gross profit margin during the three months ended November 30, 2018 decreased to 47% from 52%.
The product mix and timing of significant sales is always an important factor in the resulting profit margins reported. The
Company believes that the average gross margin percentages overall could decrease to a range around approximately 45% in the foreseeable
future.
Selling, general, and administrative
expenses.
These expenses decreased by $77,675, or (15%), during the three months ended November 30, 2018 compared to the same
period ended in the prior year. The decrease was a direct result of the decrease in legal costs.
Depreciation and amortization.
Depreciation
and amortization expense was decreased due to fully depreciated fixed assets.
Income tax benefit (expense).
The Company recorded provision of $0 due to a pretax loss of $126,258 during the three month period ended November 30, 2018.
The Company recorded no tax provision due to NOL utilization even with a pretax income of $246,618 during the three months ended
November 30, 2017.
Net (loss) income.
Net (loss)
for the three month period ended November 30, 2018 was $126,258 compared to net income for the three month period ended November
30, 2017 of $246,618. This was primarily due to the decrease of $1,019,880 or (63%) in sales.
Nine month period ended November 30, 2018 compared to the corresponding period in 2017
|
|
|
|
|
|
|
|
|
|
|
|
Period over
|
|
|
|
|
|
|
2018
|
|
|
2017
|
|
|
Period change
|
|
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales
|
|
$
|
2,479,023
|
|
|
$
|
3,829,465
|
|
|
|
(1,350,442
|
)
|
|
|
(35
|
%)
|
Cost of sales
|
|
|
1,246,809
|
|
|
|
2,014,064
|
|
|
|
(767,255
|
)
|
|
|
(38
|
%)
|
Gross profit
|
|
|
1,232,214
|
|
|
|
1,815,401
|
|
|
|
(583,187
|
)
|
|
|
(32
|
%)
|
Gross profit %
|
|
|
50
|
%
|
|
|
47
|
%
|
|
|
43
|
%
|
|
|
|
|
Selling, general, and administrative expenses
|
|
|
1,352,421
|
|
|
|
1,262,269
|
|
|
|
90,152
|
|
|
|
7
|
%
|
Depreciation and amortization
|
|
|
41,296
|
|
|
|
51,094
|
|
|
|
(9,798
|
)
|
|
|
(19
|
%)
|
Other income (expense)
|
|
|
(1,584
|
)
|
|
|
(3,992
|
)
|
|
|
2,408
|
|
|
|
(60
|
%)
|
(Loss) income before income tax benefit (expense)
|
|
|
(163,087
|
)
|
|
|
498,046
|
|
|
|
(661,133
|
)
|
|
|
(133
|
%)
|
Income tax benefit
|
|
|
-
|
|
|
|
(6,051
|
)
|
|
|
6,051
|
|
|
|
(100
|
%)
|
(Loss) net income
|
|
|
(163,087
|
)
|
|
|
491,995
|
|
|
|
(655,082
|
)
|
|
|
(133
|
%)
|
Sales.
The decrease in sales
by $1,350,443 during the nine months ended November 30, 2018 from $3,829,465 during the nine months ended November 30, 2017.
The decrease of (35%) is primarily due to decrease in sales of our bottle, portable retail and pitcher product lines.
In fiscal year 2018 a significant portion of our revenues came from organizations which were engaged in natural
disaster relief activities. In fiscal year 2019, we did not have the same level of natural disaster revenues and did not replace
these customers. As a result our revenue decreased. We have refocused our attention in replacing our customer revenue by expanding
our scope with other organizations and will continue to do so.
Cost of sales and gross profit percentage.
As a percentage of sales, the gross profit margin during the nine months ended November 30, 2018 increased to 50% from 47%.
The product mix and timing of significant sales is always an important factor in the resulting profit margins reported. The
Company believes that the average gross margin percentages overall could decrease to a range around approximately 45% in the foreseeable
future.
Selling, general, and administrative
expenses.
These expenses increased by $88,752, or 7%, during the nine months ended November 30, 2018 compared to the
same period in the prior year. The increase was a direct result of the increase in legal and advertising costs.
Depreciation and amortization
. Depreciation and
amortization was decreased due to fully depreciated fixed assets.
Income tax benefit (expense).
The
Company recorded an income tax $0 due to pretax loss of $163,087 compared to an income tax of $6,050 due to NOL utilization even
with pretax income of $498,046 during the nine month period ended November 30, 2017.
Net (loss) income.
Net loss for the
nine month period ended November 30, 2018 was $163,087 compared to net income of $491,995 for the nine month period ended November
30, 2017.
Net cash from operating activities.
During the nine month period ended November 30, 2018, cash used in operating activities was $13,302, compared to cash provided
in operating activities of $1,060,767 in the same period during 2017. This was primarily the result of decreased sales and increased
expenses combined with collections of accounts receivable.
Net cash from investing activities.
During the nine month period ended November 30, 2018, the Company spent approximately $14,259 on capital expenditures. In
comparable period of the prior year, the Company spent $13,364 on capital expenditures.
Net cash from financing activities.
Cash used in financing activities during the nine month period ended November 30, 2018 was $3,966 compared to $3,033 during the
comparable period. This was a result of the addition of a new capital lease in this fiscal year compared to various leases added
in the previous year.
Management's Plan.
As of November 30,
2018, the Company had $2,044,306 in cash and cash equivalents, $484,889 in accounts receivable and a backlog of $376,722 in unshipped
product. This year, Seychelle plans to release a variety of new products in the upcoming months that introduce hollow fiber
technology and further improvements to our filter effectiveness and production. We anticipate an increase in earnings with
the addition of our innovative technology to products that focus on water soluble medical cannabis in conjunction with our portable
products.
Critical Accounting Policies and Estimates
The Company's discussion and analysis of its
financial condition and results of operations are based upon its condensed consolidated financial statements, which have been prepared
in accordance with accounting principles generally accepted in the United States of America. The preparation of these condensed
consolidated financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets,
liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities.
The Company believes that the estimates, assumptions
and judgments involved in the accounting policies described in the "Management's Discussion and Analysis of Financial Condition
and Results of Operations" section of its most recent fiscal 2018 Annual Report on Form 10-K have the greatest potential impact
on its consolidated financial statements, so it considers these to be its critical accounting policies. Because of the uncertainty
inherent in these matters, actual results could differ from the estimates the Company uses in applying the critical accounting
policies. Certain of these critical accounting policies affect working capital account balances, including the policies for inventory
reserves and stock-based compensation. These policies require that the Company make estimates in the preparation of its consolidated
financial statements as of a given date.
Within the context of these critical accounting
policies, the Company is not currently aware of any reasonably likely events or circumstances that would result in materially different
amounts being reported. There were no material changes to the Company's critical accounting policies or estimates during the nine
month period ended November 30, 2018.
In May 2014, the Financial Accounting Standards
Board ("FASB") issued Accounting Standards Updated ("ASU") 2014-09, Revenue from Contracts with Customers,
issued as a new Topic, ASC Topic 606 ("ASU 2014-09"). The new revenue recognition standard provides a step analysis of
transactions to determine when and how revenue is recognized. The premise of the standard is that a Company should recognize revenue
to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity
expects to be entitled in exchange for those goods or services. The Company adopted the guidance beginning in fiscal 2019 using
the modified retrospective approach. The adoption of this guidance did not have a significant impact on our consolidated financial
statements.
In February 2016, the FASB issued ASU 2016-02,
"Leases (Topic 842),"
which will require lessees to recognize almost all leases on their balance sheet as a right-of-use
asset and a lease liability. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as
either operating or finance. Classification will be based on criteria that are largely similar to those applied in current lease
accounting, but without explicit bright lines. Lessor accounting is similar to the current model, but updated to align with certain
changes to the lessee model and the new revenue recognition standard. This ASU is effective for fiscal years beginning after December
15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the potential impact this standard
will have on its condensed consolidated financial statements and related disclosures.
Management does not believe any other recently
issued but not yet effective accounting pronouncements, if adopted, would have a material effect on the Company's present or future
condensed consolidated financial statements.