Alphinat inc.
-
Date: 2016-01-26
ALPHINAT INC.
CONDENSED INTERIM FINANCIAL REPORT
(unaudited)
AS AT NOVEMBER 30, 2015 AND 2014
The interim financial statements for the three-month periods ended on November
30, 2015 and 2014, have not been audited or reviewed by the Company's external
auditors.
These financial statements are presented in Canadian dollars unless otherwise
specified.
ALPHINAT INC.
BALANCE SHEETS
AS AT NOVEMBER 30, 2015 AND AUGUST 31, 2015
Note
ASSETS
Current assets
Cash and cash equivalents
Accounts receivable and other receivable
Work in progress
Prepaid expenses
August 31,
2015
(audited)
$
$
703,296
4,725
17,377
4,588
521,631
6,103
17,680
725,398
550,002
6,506
6,437
7,515
7,343
738,341
564,860
15
12
18,420
922,333
358,322
24,818
75,000
13
14
9,160
35,000
50,000
20,000
911,324
211,550
42,925
75,000
9,160
35,000
50,000
1,493,053
1,354,959
1,047,329
1,042,925
2,540,382
2,397,884
6,047,782
6,047,782
7
Non-current assets
Fixed assets
Intangible assets
November 30,
2015
(unaudited)
8
9
Total assets
LIABILITIES
Current liabilities
Bank overdraft
Bank loan
Accounts payable and accrued liabilities
Deferred revenues
Current portion of long-term debt
Loans from a private company
Subordinated advances from a director and individuals
related to a director, without interest
Loans from a director
Loan from a company under common control
10
11
Non-current liabilities
Debentures
16
Total liabilities
SHAREHOLDERS' EQUITY
Share capital
17
Contributed surplus
18
Deficit
Total equity
Total liabilities and equity
1,711,810
(9,592,616)
(1,802,041)
(1,833,024)
738,341
Going concern (note 1)
On behalf of the Board
(signed) Philippe Lecoq
1,711,810
(9,561,633)
, director
(signed) Curtis Page
1
, director
564,860
ALPHINAT INC.
STATEMENTS OF CHANGES IN EQUITY
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
Note
Share capital
Contributed
surplus
Deficit
Total
(unaudited)
$
6,047,782
Balance - August 31, 2015
Net profit
-
$
1,711,810
-
$
(9,592,616)
30,983
$
(1,833,024)
30,983
Balance - November 30, 2015
6,047,782
1,711,810
(9,561,633)
(1,802,041)
Balance - August 31, 2014 (restated)
6,020,385
1,652,719
(8,794,573)
(1,121,469)
(402,451)
(402,451)
(9,197,024)
(1,523,920)
Net loss (restated)
Balance - November 30, 2014 (restated)
4
-
4
6,020,385
2
1,652,719
ALPHINAT INC.
STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
Note
November 30,
2015
(3 months)
(unaudited)
$
November 30,
2014
(3 months)
(restated Note 4)
(unaudited)
$
REVENUES
Licenses
Support
Professional services
56,883
147,517
176,450
26,084
164,029
66,994
380,850
257,107
223,859
82,119
320,294
95,314
305,978
415,608
74,872
(158,501)
41,975
1,008
906
41,738
1,210
1,094
43,889
44,042
30,983
(202,543)
-
-
30,983
(202,543)
(0.004)
OPERATING EXPENSES
Cost of services, selling and administrative expenses
Research and development expenses
21
22
PROFIT (LOSS) BEFORE THE FOLLOWING ITEMS
Financial expenses
Amortization - fixed assets
Amortization - intangible assets
25
PROFIT (LOSS) BEFORE INCOME TAXES
INCOME TAXES
NET PROFIT (LOSS) AND COMPREHENSIVE PROFIT (LOSS)
Basic and diluted net earnings per share
23
0.001
Weighted average number of common shares
outstanding
17
50,213,220
Going concern (note 1)
3
50,213,220
ALPHINAT INC.
STATEMENTS OF CASH FLOWS
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
Note
OPERATING ACTIVITIES
November 30, November 30,
2015
2014
(3 months)
(3 months)
(restated Note 4)
(unaudited)
(unaudited)
$
$
30,983
Net profit (loss)
Adjustments for :
Amortization - fixed assets
Amortization ‑ intangible assets
Interest capitalized on long-term debt
Recognition of deferred financing expenses on debentures
1,008
906
850
4,405
Net change in non cash working capital items
6
(202,543)
1,210
1,094
2,437
4,312
38,152
(193,490)
(22,203)
206,994
15,949
13,504
(20,000)
(18,957)
(18,957)
(38,957)
(18,957)
(23,008)
(5,453)
4,588
(4,782)
(18,420)
(10,235)
FINANCING ACTIVITIES
Bank loan repayment
Long-term debt repayment
NET CHANGE IN CASH
CASH (BANK OVERDRAFT), BEGINNING OF PERIOD
BANK OVERDRAFT, END OF PERIOD
Cash flows related to operating activities include paid interest of $28,522 for the three-month period ended November 30, 2015
($31,188 for the three-month period ended November 30, 2014).
4
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
1.
DESCRIPTION OF BUSINESS AND GOING CONCERN
The Company was incorporated on March 12, 2004 under the Canada Business Corporations Act. Its mission is to develop
and market software products that meet leading edge industry standards and that allow for the implementation of self
service solutions and Web based work space, thereby facilitating all dealings between the organization and its clients,
partners, suppliers, employees and shareholders.
Alphinat Inc. operates in four primary markets:
-
Public sector
Telecommunications
Healthcare sector
Financial institutions
The solutions provided help to reduce the complexity and costs of an organization’s business processes by computerizing
data input, processing, switching and dissemination.
These solutions offer a one stop service to users who must deal with many different stakeholders and information sources
within an organization whether it is a business or government organization.
Alphinat Inc. common shares are trading on the TSX Venture Exchange under the NPA symbol. Stock options and
warrants are not traded on a stock exchange.
The Company's registered head office is located at 2000 Peel Street, Suite 680, Montreal, Quebec, Canada, H3A 2W5.
These financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”)
that are applicable to a going concern. Under the going concern assumption, a company is viewed as being able to continue
its operations in the foreseeable future and realize its assets and discharge its liabilities in the normal course of operations.
Although these financial statements have been prepared on a going concern basis, certain facts and circumstances raise
doubts as to this assumption. The Company incurred major operating losses in recent years (except for the financial year
ended August 31, 2013). Its cash flows from operations are negative for the last few financial years. Its current liquidities
may be insufficient to meet its obligations as the Company's current liabilities exceed its current assets by $767,655 as at
November 30, 2015. The cash flow shortfall was covered by loans from directors and shareholders, a company under
common control, a private company and by the issuance of debentures.
The Company has focused on developing strong channel partner alliances in United States, in Canada and in France while
improving versions of its SmartGuide® software. Deferred revenues totaling $358,322 as at November 30, 2015, will be
recognized in earnings in the coming periods.
The Company’s continued operations depend on management’s ability to successfully implement its business plan, under
which it expects to be able to increase its operating revenues from existing products and have agreements and partnerships
with third parties. There is no assurance that these measures implemented by management will provide results. These
financial statements do not include any adjustments that would be required if the Company was unable to continue
operating. Should the Company be required to realize the value of its assets in other than the ordinary course of business,
the net realizable value of its assets may be materially less than the amounts shown in the financial statements. These
adjustements could be material.
These condensed interim financial statements have been prepared in accordance with IFRS. The Company's board of
directors have approved these financial statements on January 25, 2016.
5
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting policies set out below have been applied consistently to all financial periods presented in these condensed
interim financial statements, unless otherwise indicated.
Basis of measurement
These condensed interim financial statements have been prepared under the historical cost convention, except for other
measurement bases, as indicated in the related notes.
Financial Instruments
The Company classifies its financial instruments by categories based on their nature and specification. Management
determines the classification when the instruments are initially recognized, which is normally the date of the transaction.
All financial assets, except those measured at fair value through profit or loss, are subject to review for impairment
annually and written down when there is evidence of impairment based on certain specific criteria mentioned further on.
The classification and measurement of the financial instruments are determined as follows:
Loans and receivables
Cash, account receivable and advance to a shareholder is classified in "loans and receivables". Such assets are initially
recognized at fair value plus any directly attributable transactions costs. Subsequent to initial recognition, loans and
receivables are measured at amortized cost using the effective interest method.
If there is an objective evidence that an individual loan may be impaired, the estimated recoverable amount of the loan is
determined and an impairment loss is recognized for the difference between the recoverable amount and the carrying
amount as follows: the carrying amount of the loan is reduced to its discounted estimated recoverable amount, discounted
at the financial asset's original effective interest rate (i.e. the effective interest rate computed at initial recognition). The
carrying amount of the asset is reduced by using an allowance account. When loans and receivables are deemed to be
uncollectible, they are written off against the allowance. If, in a subsequent year, the amount of the impairment loss
decreases and the decrease can be related objectively to an event occurring after the impairment was recognized (such as an
improvement in the debtor's credit rating), the previously recognized impairment loss is reversed by adjusting the
allowance account. The reversal is limited to the amortized cost that would have been had the impairment not been
recognized at the date the impairment is reversed. The amount of the impairment loss and the amount of the reversal are
recognized in profit or loss.
Other liabilities
Bank overdraft, bank loan, accounts payable, loans from a private company, subordinated advances from a director and
individuals related to a director and a shareholder, loan from a director, loan from a company under common control, longterm debt and debentures are classified in the "other liabilites" category. Financial liabilities included in that category are
recognized initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition they are
measured at amortized cost using the effective interest method.
6
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Fixed assets
Fixed assets are initially recorded at cost, including acquisition fees and all the preparation fees directly related to the asset
before it can be used, less related research and development investment tax credits. Subsequent to the initial measurement,
fixed assets are recorded at cost, less accumulated amortization and depreciation.
Amortization is recognized on a straight-line basis, in line with the assets useful life, as follows:
Methods
Straight-line
Straight-line
Office furniture and equipment
Computer equipment
years
5 years
3 years
The Company allocates the amount initially recognized in respect of an item of property, plant and equipment to its
significant parts and depreciates separately each such part. Residual values, method of amortization and useful lives of the
assets are reviewed annually and adjusted if appropriate.
Gain and losses on disposals of fixed assets are determined by comparing the proceeds with the carrying amount of the
asset and are included as part of other gains and losses in the statement of income.
Intangible assets
The Company’s intangible assets are capitalized and amortized on a straight-line basis in the statement of income over the
year of their expected useful lives as follows:
Methods
Trademarks
Straight-line
years
4 years
Impairment of long-term assets non-financial
Fixed assets and intangible assets with finite lives subject to depreciation or amortization, are reviewed for impairment
whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be recoverable.
Management is required to assess at each reporting date whether there is any indication that an asset may be impaired.
Where such an indication exists, the asset’s recoverable amount is compared to its carrying value, and an impairment loss is
recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is
the higher of an asset’s fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are
grouped at the lowest levels for which there are separately identifiable cash flows, or cash-generating units (“CGU”). In
determining value in use of a given asset or CGU, estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
Fixed assets and intangible assets with finite lives subject to depreciation or amortization that suffered impairment are
reviewed for possible reversal of the impairment if there has been a change, since the date of the most recent impairment
test, in the estimates used to determine the impaired asset’s recoverable amount. However, an asset’s carrying amount,
increased due to the reversal of a prior impairment loss, must not exceed the carrying amount that would have been
determined, net of depreciation or amortization, had the original impairment not occurred.
7
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Shareholders' equity
Common shares and warrants jointly issued with a shares issuance, are classified as equity and are recorded in the
shareholders' equity at their issuance value. Incremental costs directly attributable to the issuance of shares or warrants are
recorded in share capital as a deduction, net of tax.
Research and development tax credits
Research and development tax credits are recognized when there is reasonable assurance that they will be received.
Government authorities may not agree with the Company’s interpretation as it relates to admissibility of its research and
development tax credits demands. When research and development tax credits relate to an asset, they are recognized as a
decrease in the asset acquisition cost. When they relate to an expense item, they are reported in profit or loss.
Research and development expenses
Research and development expenses are charged to expenses in the year in which they are incurred. Development costs are
deferred if they meet accepted accounting criteria for deferral and amortization; otherwise they are expensed as incurred.
As at November 30, 2015 and 2014 no development costs have been deferred.
Provisions
In accordance with IAS 37 (provisions, contingent liabilities and contingent assets) provision for risk and charges are
recognised if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated
reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. In the case where
a potential obligation resulting from past events exists, but where occurrence of the outflow of resources is not probable or
the estimate is not reliable, these contingent liabilities are disclosed in off-balance sheet commitments and litigation. The
provisions are measured based on management’s best estimate of outcome on the basis of facts known at the reporting date.
Disputes are subject, case by case, to regular monitoring by the Company with the help of outside counsel for litigation that
are more significant and complex. A provision is recognized when it becomes probable that a present obligation arising
from past events will require a settlement whose amount can be measured reliably. The evaluation of the provision is the
best estimate of the outflow of resources allowing the extinction of this obligation.
Revenue recognition
Professional service revenues are recognized according to the percentage of completion method. Work in progress is
established by taking into account services rendered that have not yet been invoiced. Any payment received before services
are rendered, is recorded as deferred revenue and recognized as revenues as the services are rendered.
Fees from software products, after-sales technical support and other services are normally allocated among the various
elements based on vendor specific evidence of the fair value of each element and the Company recognizes the revenue for
each element when revenue recognition criteria are met. To determine the fair value of each element, the Company uses the
requested price for an element when it is sold separately and any other information considered to be relevant.
Revenues from software licenses are recognized when there is persuasive evidence of a valid arrangement, the software
product has been delivered and accepted by the client, and no significant obligations from the Company remain. The aftersales technical support is recognized on a straight-line basis over the contractual service year and revenues from other
services are recognized as the services are rendered.
8
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Government grants
During the course of its activities, the Company receives different grants. These grants are recognized when there is a
reasonable assurance that they will be received and that the Company will comply with the conditions associated with the
grant. Grants that compensate the Company for a specific expense incurred are recognized in the statement of loss against
the expense.
Income taxes
Income taxes are accounted for under the asset and liability method. Under this method, deferred income tax assets and
liabilities are recognized for the future tax consequences attributable to temporary differences between the financial
statements carrying amounts of existing assets and liabilities and their tax bases. Tax rates used are those enacted, or
substantially enacted, at the date of reporting. Deferred income tax assets are recorded when it is likely that they will be
realized. Deferred income tax assets and liabilities are not discounted.
Basic and diluted net earnings per share
Basic earnings per share is determined using the weighted average number of shares outstanding during the period. Diluted
earning per share is determined using the weighted average number of shares outstanding during the period plus the
dilutive potential effect of the common shares outstanding during the period. The diluted result per share is calculated
using the treasury stock method as if all the potential dilutive shares had been issued no later than the beginning of the
period or the issuance date, and the proceeds received had been used to redeem the Company’s shares at the average market
price during the period.
When funds are received, at the date of issuance of dilutive instruments, the net amount is adjusted net of tax expenses
related to these instruments.
Diluted net earnings per share from continuing operations is the same as basic net earnings per share due to the antidilutive effect of stock options and warrants when the Company suffers losses and / or the stock options and warrants are
issued at a premium to the average market price.
Stock based compensation
The Company has granted stock options as described in note 18 a). Stock based compensation cost is recorded using the
fair value method for the options granted to directors, officers and employees. Under this method, the stock based
compensation expense is measured at the fair value at the date of grant using an option pricing model and is recognized
over the vesting year of the options.
The Company estimates the fair value of stock options using the Black Scholes option pricing model. The Black Scholes
model was developed to estimate the fair value of traded options that have no vesting or transfer restrictions. Furthermore,
this pricing model requires the use of subjective assumptions including expected stock price volatility.
When goods or services are obtained in exchange for stock options or warrants, the Company estimates the goods or
services received and the corresponding increase in equity, directly, at the fair value of the goods or services received,
unless the fair value cannot be reliably estimated. If the Company cannot estimate reliably the fair value of the goods or
services received, it evaluates the value and the corresponding increase in equity, indirectly, by reference to the fair value
of equity instruments granted .
All considerations paid for stock options and the amount previously included for these stock options in shareholders' equity
(contributed surplus) are credited to the share capital when the options are exercised.
9
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Work in progress
Work in progress is assessed on the billing value.
Accounts denominated in foreign currencies
Presentation currency and foreign currency operations
The Canadian dollar is the Company's presentation currency, which is also the Company's functional currency.
Foreign currency transactions are translated into the functional currency environment in which the entity operates using the
exchange rates prevailing at the dates of the transactions. Assets and liabilities denominated in foreign currencies at the
date of the statement of financial position are converted into functional currencies at the exchange rates prevailing at that
date. All resulting changes are recognized in profit of loss.
Adoption of new accounting policies
IFRS 9 - Financial Instruments - In July 2014, the IASB issued IFRS 9 (2014). IFRS 9, as amended, supersedes IFRS 9
as issued by the IASB in November 2013, October 2010 and November 2009.
IFRS 9 is a three-part project to replace IAS 39, Financial instruments: Recognition and Measurement. The first part
addresses the classification and measurement of financial assets and financial liabilities, while the other two parts deal with
impairment of financial assets and hedge accounting. The Company will have to classify financial assets as subsequently
measured either at amortized cost or at fair value, based on the Company’s business model for managing the financial
assets and the contractual cash flows of the financial asset. Measurement at amortized cost for most of the financial
liabilities is maintained, but when an entity measures a financial liability at fair value, the changes in fair value related to
the entity’s own credit risk must be presented in other comprehensive income rather than in profit or loss.
IFRS 9 Financial Instruments, IFRS 7 Financial Instruments: Disclosures and IAS 39 Financial Instruments: Recognition
and Measurement have been revised to incorporate amendments issued by the IASB in November 2013. These
amendments: (1) add to IFRS 9 requirements related to hedge accounting based on a new hedge accounting model; (2)
permit an entity to apply the hedge accounting requirements in IAS 39 in place of those in IFRS 9 for fair value hedges of
the interest rate exposure of a portfolio of financial assets or financial liabilities; and (3) require, as part of IFRS 7,
additional disclosures about an entity’s risk management strategy and the effect of hedge accounting on the financial
statements.
The mandatory effective date of these amended standards was temporarily removed while making it available for early
application of the 2009, 2010 or 2013 standard. The Company chose during the financial year ended August 31, 2014, to
adopt retroactively the standards for classification and measurement of financial assets and liabilities and to classify its
financial assets and liabilities, previously designated at their fair value through profit or loss, into loans and receivables and
other liabilities and be measured at amortised cost, to better reflect how the Company manage its financial instruments. The
application of the new standard had no significant incidence on its financial statements, but had an impact on the
information to disclose on its financial instruments.
IFRS 13 - Fair Value - In May 2011, the IASB issued IFRS 13 "Fair Value". This standard improves consistency and
reduces complexity by providing a precise definition of fair value and a single source for measuring fair value and
requirements for disclosure that apply to all IFRS. IFRS 13 is effective for fiscal years beginning on or after January 1st,
2013, the Company adopted this new standard in its financial year beginning on September 1st, 2013. The adoption of
IFRS 13 has required no adjustment to the valuation techniques used by the Company to estimate the fair value and did not
result in any adjustment.
10
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Adoption of new accounting policies (continued)
IAS 32 Financial Instruments: Presentation - In December 2012, the International Accounting Standards Board (IASB)
amended IAS 32 to address inconsistencies identified in applying some of the offsetting criteria. The amendments clarified
the meaning of the offsetting criterion "currently has a legally enforceable right to set off" and the principle behind net
settlement, including identifying when some gross settlement systems may be considered equivalent to net settlement. The
retrospective application of these amendments had no impact on the Company’s profit or loss or financial position.
IAS 36 Impairment of Assets - The standard has been revised to incorporate amendments issued by the IASB in May
2013. These amendments more accurately reflect the IASB’s previous decision to require the disclosure of the recoverable
amount of impaired assets as well as additional disclosures about the measurement of the recoverable amount of impaired
assets when the recoverable amount is based on fair value less costs of disposal, including the discount rate when a present
value technique is used to measure the recoverable amount. The retrospective application of these amendments had no
impact on the Company’s profit or loss or financial position.
IAS 39 Financial Instruments: Recognition and Measurement - The standard has been revised to incorporate
amendments issued by the IASB in June 2013. The amendments clarify that novation of a hedging derivative to a clearing
counterparty as a consequence of laws or regulations or the introduction of laws or regulations does not terminate hedge
accounting. The retrospective application of these amendments had no impact on the Company’s profit or loss or financial
position.
IFRIC 21 Levies - This new interpretation was issued by the IASB in May 2013. It provides guidance on the accounting
for levies within the scope of IAS 37 Provisions, Contingent Liabilities and Contingent Assets. The main features of IFRIC
21 are that the obligating event that gives rise to a liability to pay a levy is the activity that triggers payment of the levy, as
identified by the legislation, and that the liability to pay a levy is recognized progressively if the obligating event occurs
over a period of time. Retrospective application of these amendments had no impact on the Company’s profit or loss or
financial position.
3.
ACCOUNTING STANDARDS ISSUED BUT NOT YET APPLIED
Clarification of Acceptable Methods of Depreciation and Amortization
IAS 16 Property, Plant and Equipment and IAS 38 - Intangible Assets have been revised to incorporate amendments
issued by the IASB in May 2014. The amendments to IAS 16 clarify that the use of revenue-based methods to determine
the depreciation of an asset is not appropriate. The amendments to IAS 38 clarify that an amortization method based on
revenue is generally presumed to be an inappropriate basis for measuring the consumption of the economic benefits
embodied in an intangible asset. However, the amendments provide limited circumstances when a revenue-based method
can be an appropriate basis for amortization. The amendments are effective for annual periods beginning on or after
January 1, 2016. The adoption of this new standard will have no effects on the Company's financial statements.
11
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
3.
ACCOUNTING STANDARDS ISSUED BUT NOT YET APPLIED (CONTINUED)
IFRS 15 - Revenue from Contracts with Customers - In May 2014, the IASB issued IFRS 15 Revenue from Contracts
with Customers, which replaces IAS 11 Construction Contracts, IAS 18 Revenue, IFRIC 13 Customer Loyalty
Programmes, IFRIC 15 Agreements for the Construction of Real Estate, IFRIC 18 Transfers of Assets from Customers, and
SIC-31 Revenue – Barter Transactions Involving Advertising Services.
The standard provides for a single model that applies to contracts with customers as well as two revenue recognition
approaches: at a point in time or over time. The proposed model features a contract-based, five-step analysis of transactions
to determine whether, when and how much revenue is recognized. New thresholds have been established for estimates and
judgments, which could affect the amount of revenue recognized and/or the timing of recognition.
The new standard applies to contracts with customers. It does not apply to insurance contracts, financial instruments or
leases, which are within the scope of other IFRSs. The new standard is effective for the annual period beginning on January
1, 2018. The Company is currently analyzing the potential effects of adopting this standard on its financial statements.
Annual Improvements to IFRSs 2012–2014 Cycle
The following standards have been revised to incorporate amendments issued by the IASB in September 2014 :
•
IFRS 5 Non-current Assets Held for Sale and Discontinued Operations - The amendments introduce specific
guidance for when an entity reclassifies an asset (or disposal group) from being held-for-sale to held-fordistribution to owners (or vice versa), and for when held-for-distribution accounting is discontinued.
•
IFRS 7 Financial instruments : Disclosure - The amendments clarify that the additional disclosure required by
the December 2011 amendments to IFRS 7, Disclosure–Offsetting Financial Assets and Financial Liabilities, is
not explicitly required for all interim periods.
•
IAS 19 Employee benefits - The amendments clarify that the high quality corporate bonds used to estimate the
discount rate for post-employment benefit obligations should be in the same currency as the benefits to be paid.
This requirement would result in the depth of the market for high quality corporate bonds needing to be assessed
at the currency level.
•
IAS 34 Interim financial reporting - The amendments clarify the meaning of disclosure of information
‘elsewhere in the interim financial report’ and require the inclusion of a cross-reference from the interim
financial statements to the location of this information .
The amendments are effective for annual periods beginning on or after January 1, 2016. Earlier adoption is permitted.
12
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
4.
CORRECTIONS OF PREVIOUS YEAR
Restatement of work in progress and gross sales - Licenses
During the financial year ended August 31, 2015, the Company has revised its criteria application for revenue recognition
of license sales products as part of an agreement with a retailer. In light of its business practices with this retailer, it
concluded that one of the criteria, that is convincing evidence of the existence of an effective agreement and/or shipping
and licenses approval, was not reached, beyond doubt, on some of the products license sales recorded during the year
ended August 31, 2014 .
Consequently, the Company adjusted downward its licenses sales for the previous year, in the amount of $170,833,
increased the balance of its opening deficit of the same amount and increased its license revenues by $108,333 $ for the
financial year ended August 31, 2015.
The effect of the restatement on work in progress as at August 31, 2014 is as follows:
Previsously
Adjustments
established
August 31, 2014
$
$
Work in progress
309,277
(257,833)
Accrued revenues
87,000
309,277
(170,833)
Restated
August 31, 2014
$
51,444
87,000
138,444
The effect of the restatement on accounts receivable and other receivable as at August 31, 2014 is as follows:
Previsously
Adjustments
Restated
established
August 31, 2014
August 31, 2014
$
$
$
Accounts receivable in Canadian currency
341,212
341,212
Accounts receivable in Euro currency
17,990
17,990
Accrued revenues
87,000
87,000
Research and development tax credits
86,046
86,046
Advances to a shareholder
12,315
12,315
457,563
87,000
544,563
The effect of the restatement on Statements of changes in equity as at August 31, 2014 is as follows:
Contributed
Share capital
surplus
Deficit
$
$
$
Previously established August 31, 2014
6,047,782
1,692,660
(9,026,191)
Adjustments
(170,833)
6,047,782
1,692,660
(9,197,024)
Restated balance August 31, 2014
The effect of the restatement on net loss and comprehensive loss as at August 31, 2014 is as follows:
Previsously
Adjustments
established
August 31, 2014
$
$
Licenses
721,620
(170,833)
Net loss and comprehensive loss
(231,618)
(170,833)
Basic and diluted net earnings per share
(0.005)
(0.003)
13
Total
$
(1,285,749)
(170,833)
(1,456,582)
Restated
August 31, 2014
$
550,787
(402,451)
(0.008)
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
4.
CORRECTIONS OF PREVIOUS YEAR (CONTINUED)
The effect of the restatement on net change in non cash working capital items (Note 6) as at August 31, 2014 is as
follows:
Previsously
Adjustments
Restated
established
August 31, 2014
August 31, 2014
$
$
$
Accounts receivable and other receivable
(143,500)
(87,000)
(230,500)
Work in progress
(56,541)
257,833
201,292
Prepaid expenses
2,271
2,271
Accounts payable and accrued liabilities
220,922
220,922
Deferred revenues
2,083
2,083
25,235
170,833
196,068
The effect of the restatement on economic dependence (Note 24) as at August 31, 2014 is as follows:
Previsously
Adjustments
established
August 31, 2014
$
$
French Government
335,954 (18%)
- (+2%)
Major solutions provider for Public Sector Agencies
510,421 (28%)
(170,833) (-8%)
14
Restated
August 31, 2014
$
335,954 (20%)
339,588 (20%)
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
5.
CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS
The preparation of financial statements in accordance with IFRS often requires management to make estimates and apply
assumptions or subjective judgment to future events and other matters that affect the reported amounts of the Company’s
assets, liabilities, revenues, expenses and related disclosures. Assumptions, estimates and judgments are based on historical
experience, expectations, current trends and other factors that management believes to be relevant at the time at which the
Company’s financial statements are prepared. Management reviews, on a regular basis, the Company’s accounting policies,
assumptions, estimates and judgments in order to ensure that the financial statements are presented fairly and in
accordance with IFRS.
Critical accounting estimates and judgments are those that have a significant risk of causing material adjustment and are
often applied to matters or outcomes that are inherently uncertain and subject to change. As such, management cautions
that future events often vary from forecasts and expectations and that estimates routinely require adjustments.
Management considers the following areas to be those where critical accounting policies affect the significant judgments
and estimates used in the preparation of the Company’s financial statements.
Fair value of stock options
Determining the fair value of the stock options at grant date requires judgment related to the choice of a pricing model, the
estimation of stock price volatility and the expected term of the underlying instruments. Any changes in the estimates or
inputs utilized to determine fair value could result in a significant impact on the Company’s future operating results or
other components of shareholders’ equity.
Fair value
Financial instruments must be recorded at their fair value on initial recognition. These instruments are then estimated at
amortized cost or at fair value based on their classification.
Fair value is the amount of consideration that would be agreed between knowledgeable parties acting under conditions of
competition. This measurement is performed at a specific time and may be modified during future reporting years due to
future market conditions or other factors.
Fair value for that instrument is determined using the most advantageous quoted prices on an active market to which the
Company has immediate access. If there is no active market, fair value is based on internal or external valuation models,
including discounted cash flows models. Fair value determined using these valuation models requires the use of
assumptions regarding the amount and timing of estimated future cash flows, as well as a number of other variables. In
determining these assumptions, external readily observable market data are used as applicable. Otherwise, the Company
uses the best estimate. Since they are based on estimates, these fair values may not be realized through an actual sale or
immediate settlement of these instruments.
Note 20 explains in more detail the basis of calculations and estimates used.
15
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
5.
CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS (CONTINUED)
Revenue distribution of multiple component contracts
The Company’s arrangements often include a mix of services and products. If an arrangement involves the provision of
multiple components, the total arrangement value is allocated to each separately identifiable component based on its
relative selling price. A component is considered to be separately identifiable if it has value to the client on a stand-alone
basis. Assessing whether an arrangement involving the provision of multiple components has separately identifiable
components requires judgment by management. When estimating selling price, the Company maximizes the use of
observable prices which are established using the Company’s prices for same or similar components. When observable
prices are not available, the Company estimates selling prices based on its best estimate of selling price. The best estimate
of selling price is the price at which the Company would normally expect to offer the services or products and is
established by considering a number of internal and external factors including, but not limited to, the Company’s pricing
policies, internal costs and margins. The appropriate revenue recognition method is applied for each separately identifiable
component.
Deferred income taxes
When the company incurs losses that cannot be associated with current or past profits, it evaluates the probability of
generating taxable income in the future based on its budget forecasts. These forecasts are adjusted to take account of certain
non-taxable revenues and expenses and specific regulations relating to the use of unused credit or unused tax losses. When
the forecasts indicate that future taxable profits will be sufficient for temporary differences to be deductible, a deferred tax
asset is recognized for all deductible temporary differences. The Company recorded a valuation allowance against the total
potential deferred tax assets based on the assumption that the Company will not generate sufficient taxable income in the
future. The valuation allowance could be completely reversed if the Company begins generating positive operating cash
flows.
Government assistance
The Company is entitled to government assistance in the form of research and development tax credits and grants. These
are applied against related expenses and the cost of the asset acquired. Tax credits are available based on eligible research
and development expenses consisting of direct and indirect expenditures and including a reasonable allocation of overhead
expenses. Grants are subject to compliance with terms and conditions of the related agreements. Government assistance is
recognized when there is reasonable assurance that the Company has met the requirements of the approved grant program
or, with regard to tax credits, when there is reasonable assurance that they will be realized.
Work in progress
Revenues from long-term contracts are accounted for using the stage of completion method. The stage of completion is
generally determined by comparing the incurred actual costs to anticipated total costs to complete the contract, excluding
costs that are not representative in measuring the stage of completion. Estimated revenues include revenues from order
changes and claims, when it is probable that they will result in additional revenue and that the amount can be reliably
estimated. If a revision of a contract indicates a negative gross margin, the total expected loss on the contract is recognized
in cost of services in the year during which the negative gross margin is determined.
Accrued revenues
Accrued revenues are made of licenses products delivered according to its criterias of revenue recognition, but not invoiced
at year-end and whose amounts are determined or determinable. Management estimates the recoverable amount of these
revenues on an ongoing basis and establishes a provision for risk, when appropriate, according to the terms of billing and
collection.
16
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
5.
CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS (CONTINUED)
Going concern
The assessment of the Company’s ability to execute its strategy by funding future working capital requirements involves
judgment. The current situation indicates the existence of a material uncertainty, which may cast significant doubt upon the
Company’s ability to continue as a going concern. Further information regarding going concern is outlined in note 1.
6.
NET CHANGE IN NON CASH WORKING CAPITAL ITEMS
November 30,
2015
(3 months)
$
(181,665)
1,378
303
11,009
146,772
Accounts receivable and other receivable
Work in progress
Prepaid expenses
Accounts payable and accrued liabilities
Deferred revenues
(22,203)
7.
November 30,
2014
(3 months)
(restated note 4)
$
(218,250)
199,968
2,271
220,922
2,083
206,994
ACCOUNTS RECEIVABLE AND OTHER RECEIVABLE
November 30,
2015
$
Accounts receivable in Canadian currency (1)
Accounts receivable in Euro currency (1)
Research and development tax credits
Accrued revenues
Advances to a shareholder
August 31,
2015
$
507,448
275,078
21,138
95,993
62,000
16,717
165,936
63,900
16,717
703,296
521,631
November 30,
2015
$
329,745
160,542
38,299
528,586
August 31,
2015
$
170,976
62,508
4,708
36,885
275,077
All amounts have short-term maturities and there is no delinquent accounts.
(1)
The terms of these accounts receivable are detailed in the following table:
Breakdown of accounts receivable:
0 to 30 days
31 to 60 days
61 to 90 days
More than 90 days
17
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
8.
FIXED ASSETS
Office furniture
and equipment
$
11,435
11,435
Cost
Balance as at August 31, 2015
Acquisitions
Balance as at November 30, 2015
Accumulated amortization
Balance as at August 31, 2015
Amortization
Balance as at November 30, 2015
Net book value as at November 30, 2015
Net book value as at August 31, 2015
9.
Total
$
30,453
30,453
7,816
243
8,059
15,122
766
15,888
22,938
1,009
23,947
3,376
3,130
6,506
Office furniture
and equipment
$
11,435
11,435
Cost
Balance as August 31, 2014
Acquisitions
Balance as at August 31, 2015
Accumulated amortization
Balance as August 31, 2014
Amortization
Balance as at August 31, 2015
Computer
equipment
$
19,018
19,018
Computer
equipment
$
19,018
19,018
Total
$
30,453
30,453
6,351
1,465
7,816
12,038
3,084
15,122
18,389
4,549
22,938
3,619
3,896
7,515
INTANGIBLE ASSETS
Trademarks
$
24,000
24,000
Cost
Balance as at August 31, 2015
Acquisitions
Balance as at November 30, 2015
Accumulated amortization
Balance as at August 31, 2015
Amortization
Balance as at November 30, 2015
16,657
906
17,563
Net book value as at November 30, 2015
6,437
Trademarks
$
24,000
24,000
Cost
Balance as August 31, 2014
Acquisitions
Balance as at August 31, 2015
Accumulated amortization
Balance as August 31, 2014
Amortization
Balance as at August 31, 2015
12,594
4,063
16,657
Net book value as at August 31, 2015
7,343
18
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
10. LINE OF CREDIT
The Company has access to a line of credit of $5,000 ($75,000 in 2014), bearing interest at prime plus 3.5%, secured a
general security on all of the Company's assets for a total of $258,750 as well as a personal security by a director of an
amount of $55,000. Effective June 1st, 2015 this line of credit is reduced by $10,000 per month until November 2015 and
$5,000 in December 2015, at which time the Company will no longer borrow from this facility.
11. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Accounts payable and accrued liabilities, in Canadian currency
Accounts payable and accrued liabilities, in Euro currency
Accounts payable, in US currency
Liabilities payable to shareholders, without interest
Interest payable to shareholders at the rate of 10% and 12%
Salaries and fringe benefits
Sales taxes
European taxes payable
November 30,
2015
$
242,363
117,844
16,822
81,669
116,541
124,565
82,977
139,552
922,333
August 31,
2015
$
278,120
107,366
11,641
72,742
85,831
138,815
73,824
142,985
911,324
12. LOANS FROM A PRIVATE COMPANY
Loans of $65,000 and $10,000 from a private company, bearing interest at an annual rate of 12% which are payable
monthly, with no maturity date.
13. LOANS FROM A DIRECTOR
Loans of $25,000 and $10,000 ($0 in 2014) from a director, bearing interest at an annual rate of 12% which are payable
monthly, with no maturity date.
14. LOAN FROM A COMPANY UNDER COMMON CONTROL
Loan of $50,000 from a company under common control, bearing interest at an annual rate of 12% which are payable
monthly, with no maturity date.
19
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
15. CURRENT PORTION OF LONG-TERM DEBT
November 30,
2015
$
Repayable contribution from Canada Economic Development, non-interest bearing,
under the "Business and Regional Growth Program", to support marketing activities
for the SmartGuide® application, both in the United States and Europe, with a preauthorized contribution of $227,500.
Implicit interest
Current portion
25,287
(469)
(24,818)
-
August 31,
2015
$
44,244
(1,319)
(42,925)
-
As at November 30, 2015, the Company has received $227,500 with regards to this program. This loan is interest free.
Under the provisions of IAS 39, this loan was initially measured at fair value using a commonly used market interest rate.
The difference of $59,115 between the fair value of $168,385 and the cash received of $227,500 was recorded as a grant in
the statements of income ($34,016 was recorded in fiscal year ended August 31, 2012 and $25,099 in fiscal year ended
August 31, 2011). Initially these contributions were repayable in 3 equal annual and consecutive payments of $75,833. A
first payment was made on March 1st, 2013, before the renegotiation of the payments schedule. Starting April 1st, 2014,
monthly payments of $6,319 are being made until March 1st, 2016. Further to this change, the effective interest rate was
revised downward. An effective annual interest rate of 9.21% is calculated monthly and accounted for in accretion of the
debt value.
The future capital payments including the impact of the implicit interest over the next year are $25,287.
16. DEBENTURES
Class A and B debentures issued during financial year ended August 31, 2013 ($810,358) and financial year ended August 31,
2014 ($270,000), unsecured, bearing an annual interest rate of 10%, with interest payable quarterly and maturing on September
30, 2017, right to convert the principal amount plus any unpaid accrued interest into the next equity issue of the Company. In the
event that the issue was offered at a discount to market, Class B debentures holders shall not be entitled to any discount.
Redeemable by the Company on or after September 30, 2015, or prior to that date in the event of a change of control (50%) or in
the event that the Company proceeds to complete a public issue of its securities of $3,000,000 or more.
The Company issued one common share for every dollar of Class A debentures subscribed. Class B debentures were offered, in the
context of a debt settlement, exclusively to secured lenders who advanced $500,000 to the Company in October 2011. In
consideration of the cancellation of the secured indebtedness, which bears interest at a substantially higher rate than the Class B
debentures and the removal of the security, the Company issued Class B debentures on the basis of 120% of the secured
indebtedness being settled. In addition, the secured lenders have received one common share per dollar of Class B debentures
subscribed.
Following approval at the special shareholders meeting on February 26, 2014, the Company has issued 198,989 additional
common shares to Class B debentures' holders.
August 31,
November 30,
2015
2015
$
$
Debentures Class A - insiders
253,358
253,358
Debentures Class A - non insiders
402,500
402,500
Debentures Class B - insiders
334,500
334,500
Debentures Class B - non insiders
90,000
90,000
Deferred financing expenses
(33,029)
(37,433)
1,047,329
1,042,925
The deferred financing expenses are calculated monthly using an effective annual interest rate of 12.335% and accounted for in
accretion of the debt value.
20
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
17. CAPITAL STOCK
a) Authorized
An unlimited number of participating and voting common shares.
b) Declared
50,213,220 common shares as at November 30, 2015 and August 31, 2015.
November 30,
2015
$
6,047,782
August 31,
2015
$
6,047,782
18. STOCK OPTIONS AND WARRANTS
a) Stock options
Subsequent to the reverse takeover on April 27, 2005, the Company introduced a stock option plan. This plan replaced the
stock option plan that existed in the capital pool company prior to the reverse takeover transaction.
Pursuant to the terms of the new plan modified in February 2010 and February 2013, the Board of Directors is authorized
to grant directors, officers, employees and consultants of the company's options to acquire common shares of the Company.
Options granted under this plan have a maximum term of five years and will be granted at a price and for other conditions
determined by the directors in order to achieve the objective of the new plan, the whole in accordance with the applicable
regulatory policies. The maximum number of options that can be granted under this plan is 7,183,041. The exercice price
of the option may not be below the market price.
The maximum number of options that may be granted to a beneficiary of the Company cannot exceed 5% of the total
outstanding common shares. The maximum number of options that may be granted to consultants cannot exceed 2% of the
total outstanding common shares.
The following table presents information concerning outstanding stock options as at November 30, 2015 and August 31,
2015 (these options are vested as granted):
Number of
options
Balance - August 31, 2014
Cancelled
Expired
Granted
5,188,544
(440,000)
(1,508,544)
300,000
Weighted average
exercise price per
share
$
0.12
0.12
0.12
0.12
Balance as at August 31, 2015
Cancelled
3,540,000
(200,000)
0.12
0.12
Balance as at November 30, 2015
3,340,000
0.12
21
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
18. STOCK OPTIONS AND WARRANTS (CONTINUED)
a) Stock options (continued)
Transactions during the year ended August 31, 2015
On March 3, 2015, the Company granted 300,000 stock options that entitle the holder to purchase 300,000 common shares
at an exercise price of $0.12 for a period of five years. The fair value of $19,150 was estimated on the grant date using the
Black-Scholes pricing model.
During the year ended August 31, 2015, 1,508,544 stock options expired. Also during that year 440,000 stock options
were cancelled.
The following assumptions were used:
March 3, 2015
0.63%
123%
0%
5 years
Risk-free interest rate
Expected volatility
Dividend yield
Expected life
The following table summarizes information about outstanding stock options granted by the Company as at November 30,
2015 and August 31, 2015:
Outsanding options
Range of
exercise price
$
0.12
As at August 31, 2015
0.12
As at November 30, 2015
Number of
options
3,540,000
3,540,000
3,340,000
3,340,000
Exercisable options
Weighted average
Weighted
remaining contractual
average
life
exercise price
(months)
21
21
17
17
22
$
0.12
0.12
0.12
0.12
Number of
options
3,540,000
3,540,000
3,340,000
3,340,000
Weighted
average
exercise price
$
0.12
0.12
0.12
0.12
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
18. STOCK OPTIONS AND WARRANTS (CONTINUED)
b) Warrants
The following table presents information concerning outstanding warrants as at November 30, 2015 and August 31, 2015:
Number
Balance as at November 30, 2015 and August 31, 2015
574,000
Weighted
average
exercise price
$
0.10
The following table summarizes information about outstanding warrants granted by the Company as at November 30, 2015
and August 31, 2015:
Outstanding warrants
Range of
exercise price
$
0.10
As at August 31, 2015
0.10
As at November 30, 2015
Number of
warrants
574,000
574,000
574,000
574,000
Exercisable warrants
Weighted average
Weighted
remaining contractual
average
life
exercise price
(months)
$
0.10
0.10
0.10
0.10
3
3
1
1
Number of
warrants
574,000
574,000
574,000
574,000
Weighted
average
exercise price
$
0.10
0.10
0.10
0.10
c) Contributed surplus
Contributed surplus includes outstanding and expired stock options as well as outstanding and expired warrants issued to
brokers. The balance is as follows :
August 31,
November 30,
2015
2015
$
$
Outstanding stock options
165,849
178,585
Expired stock options
1,500,961
1,488,225
Outstanding warrants issued to brokers
20,000
20,000
Others
25,000
25,000
1,711,810
23
1,711,810
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
19. COMMITMENTS
The commitments of the Company under a lease for the rental of its office in Montreal, expiring June 30, 2024, for a total
of $885,087. The installments over the next years are as follows:
$
2016
2017
2018
2019
2020
Others
55,586
81,689
86,811
92,445
98,643
469,912
20. FINANCIAL INSTRUMENTS
Credit risk
Financial instruments that potentially expose the Company to credit risk consist of cash and accounts receivable. The
Company maintains its cash balance with large financial institutions. The Company grant credit to its clients in the normal
course of business and an allowance for doubtful accounts receivable is established when collection of amounts due from
clients is deemed improbable. As at November 30, 2015, the Company had a credit concentration since more than 79% of
accounts receivable were due from three customers. Due to these customers' excellent financial situation, management is of
the opinion that this credit risk is limited.
Interest rate risk
The Company is exposed to interest rate risk on its financial instruments at a fixed interest rate. Financial instruments at
fixed-interest rate subject the Company to a fair value risk.
The following table presents the Company’s exposure to interest rate risk:
Debentures
Interest payable to shareholders
Loan from a private company
Loans from directors and shareholders
Loan from a company under common control
Line of credit
Cash and cash equivalents
Accounts receivable
Accounts payable and accrued liabilities (except interest payable to shareholders)
Subordinated advances from a director and individuals related to a director
Long-term debt
24
10%
10% and 12%
12%
12%
12%
Variable rate
Non‑interest bearing
Non‑interest bearing
Non‑interest bearing
Non‑interest bearing
Non‑interest bearing
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
20. FINANCIAL INSTRUMENTS (CONTINUED)
Fair value
The Company measured the fair value of its financial instruments based on current interest rate, fair value and the current
price of financial instruments with comparable characteristics. Unless otherwise indicated, the carrying value is considered
approximately equal to fair value.
IFRS 7 requires additional disclosure regarding fair value measurements, including a three level hierarchy that reflects the
significance of the inputs used in making the fair value measurements. The three level of hierarchy regarding fair value
measurements are as follow:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities;
Level 2 – Inputs, other than quoted prices, for which assets or liabilities are directly or indirectly observable;
Level 3 – Inputs that are not based on observable market data.
Level 1
$
Loans and receivables
Cash
Accounts receivable
Advances to a shareholder
Financial liabilities
Bank overdraft and line of credit
Accounts payable and accrued liabilities
Loans from a private company
Subordinated advances from a director
and individuals related to a director
Loan from a director
Loan from a company under common control
Other liabilities
Long-term debt
Debentures
As at August 31, 2015
Loans and receivables
Accounts receivable
Advances to a shareholder
Financial liabilities
Bank overdraft and line of credit
Accounts payable and accrued liabilities
Loans from a private company
Subordinated advances from a director
and individuals related to a director
Loans from a director
Loan from a company under
common control
Other liabilities
Long-term debt
Debentures
As at November 30, 2015
Level 2
$
Level 3
$
Total
$
4,588
-
275,078
16,717
-
4,588
275,078
16,717
(20,000)
-
(261,850)
(75,000)
-
(20,000)
(261,850)
(75,000)
(9,160)
(35,000)
(50,000)
-
(9,160)
(35,000)
(50,000)
(42,562)
(1,042,925)
(1,224,702)
-
(42,562)
(1,042,925)
(1,240,114)
(15,412)
-
528,586
16,717
-
528,586
16,717
(922,333)
(75,000)
-
(18,420)
(922,333)
(75,000)
-
(9,160)
(35,000)
-
(9,160)
(35,000)
-
(50,000)
-
(50,000)
(42,562)
(1,047,329)
(1,636,081)
-
(42,562)
(1,047,329)
(1,654,501)
(18,420)
-
(18,420)
25
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
20. FINANCIAL INSTRUMENTS (CONTINUED)
Market risk
The future performance of the Company is dependent on the continued popularity of its existing solutions and its ability to
develop and release updated and upgraded versions of SmartGuide® software suite that gain acceptance and satisfy
consumer demands in its targeted markets. The popularity or relevance of any of its solutions may decline over time as
consumer preferences change or as new competing softwares are introduced to target markets. The development of new
solutions and their distribution within the target market, require significant investments.
Liquidity risk
In order to meet additional capital requirements, the Company may consider collaborative arrangements and additional
public or private financing to fund all or a part of particular software development programs and/or working capital needs.
Private financing could include incurring debt and the issuance of additional equity securities, which could result in
dilution to shareholders. There can be no assurance that additional funding will be available. The corporation manages this
risk by establishing detailed cash forecast, as well as long term operating and strategic plans. According to this forecast,
cash flows from operating activities will be generated by government license and maintenance fees and professional
services sales directly and through partnerships.
Foreign exchange risk
Because of its licences leasing and sales in Europe and its operations in US currency, the Company is exposed to foreign
exchange risk (notes 7 and 11 show details of accounts receivable and payable in foreign currencies). These risks are
partially offset by its marketing expenses in Europe. The risk is not covered.
The following table details the Company's sensitivity to an increase or decrease of 10% in foreign exchange rate. The
analysis only considers current monetary items :
Increase of 10%
Decrease of 10%
November 30,
November 30,
November 30,
November 30,
2015
2015
2014
2014
$
$
$
$
Euro versus Canadian $
Net gain (loss) (i)
(33,267)
(14,283)
33,267
14,283
US currency versus Canadian $
Net gain (loss) (i)
(2,246)
(994)
2,246
(i) Essentially due to exposure to receivables and payables denominated in foreign currencies.
994
21. COST OF SERVICES, SELLING AND ADMINISTRATIVE EXPENSES
November 30,
2015
(3 months)
$
108,022
37,422
10,121
17,947
21,671
6,877
16,527
5,272
223,859
Salaries and fringe benefits
Subcontractors
Professional fees
Rent
Other administrative expenses
Publicity and promotion
Travel expenses
Insurance
26
November 30,
2014
(3 months)
$
175,062
63,869
12,541
22,168
12,987
14,292
14,010
5,365
320,294
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
22. RESEARCH AND DEVELOPMENT EXPENSES
November 30,
2015
(3 months)
$
98,222
(16,103)
Research and development expenses
Less: research and development tax credits
82,119
November 30,
2014
(3 months)
$
115,015
(19,701)
95,314
23. EARNINGS PER SHARE
For the three-month period ended November 30, 2015 and 2014 there was no difference between the basic and diluted
earnings per share due to the fact that all stock options and warrants, that are issued have an antidilutive effect and
consequently, were not included in the calculation. The diluted earning per share was calculated using the weighted
average number of common shares outstanding.
24. ECONOMIC DEPENDENCE
Sales made to the most important clients in relation with total sales :
Government agency of a province in Canada
French government
Agencies of the government of Quebec
November 30,
2015
(3 months)
$
125,000 (33%)
58,199 (15%)
29,642 ( 8%)
November 30,
2014
(3 months)
$
64,756 (26%)
47,082 (19%)
November 30,
2015
(3 months)
$
6,332
28,430
(26)
1,984
850
4,405
41,975
November 30,
2014
(3 months)
$
5,830
26,935
2,224
2,437
4,312
41,738
25. INFORMATION ON INCOME - FINANCIAL EXPENSES
Interest and bank charges
Interest on debentures
Interest income
Foreign exchange loss
Interest capitalized on long-term debt
Recognition of deferred financing expenses on debentures
27
ALPHINAT INC.
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
(unaudited)
FOR THE THREE-MONTH PERIODS ENDED NOVEMBER 30, 2015 AND 2014
26. CAPITAL DISCLOSURES
With regards to capital management, the Company objective, from the beginning of its operations, is the continuity of its
operations in order to carry on with the development and marketing of the SmartGuide® software suite, the protection of
its assets, while maximizing the shareholders' return on investment. The Company is not subject to any externally imposed
capital requirements. The Company has several options regarding its capital needs detailed such as issuance of capital
shares, warrants and other current and long term financing.
The Company defines its capital as the sum of its shareholders equity, long-term debt, loan from a company under common
control and loans from shareholders, directors and individuals related to a director and debentures. The shareholders' equity
of $(1,802,041) as at November 30, 2015 ($(1,833,024) as at August 31, 2015) includes share capital and contributed
surplus related to stock options issued in exchange of services and deficit. The loans from shareholders, directors, company
under common control and individuals related to a director, long-term debt and debentures amount to $1,199,805 as at
November 30, 2015 ($1,218,762) as at August 31, 2015) without taking into account the discounting.
There was no significant changes in the Company’s approach to capital management during the three-month period ended
November 30, 2015.
27. RELATED PARTY TRANSACTIONS
a) Key management compensation
Key management compensation, paid as salaries, for the three-month period ended November 30, 2015 was 76,154$
($76,240 the three-month period ended November 30, 2014).
b) Related party transactions
During the three-month period ended November 30, 2015, the Company has paid interest to:
- directors and individuals related to directors totalling $6,143 ($9,711 for the three-month period ended November 30,
2014) on a loan from a director and debentures.
- companies related to directors and a company owned by a director, totalling $9,750 ($10,097 for the three-month period
ended November 30, 2014) on loans from a company related to a director and debentures.
- a shareholder and a company owned by a controlling shareholder, totalling $6,412 ($6,067 for the three-month period
ended November 30, 2014) on a loan from a company owned by a shareholder and debentures.
As at November 30, 2015 accounts payable include an amount of $4,787 ($7,110 in 2014) relating to these transactions.
These transactions were carried out in the normal course of business.
28