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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective November 18, 2013, Brian Duling resigned as the Chief Financial Officer and Treasurer of Iveda Solutions, Inc. (“Iveda ” or the “Company ”).
Effective December 1, 2013, Bob Brilon, age 53, has been appointed to serve as the Company’s Chief Financial Officer, Executive Vice President of Business Development, and Treasurer. As Chief Financial Officer and Treasurer, Mr. Brilon will oversee all aspects of the Company’s accounting and finance processes and systems, and will be responsible for the overall financial reporting of the Company. Mr. Brilon will also direct investor relations and capital strategies to support the Company’s growth. Mr. Brilon will report to David Ly, the Company’s President and CEO. Mr. Brilon’s employment will be at-will and subject to the terms of the employment agreement described below.
Mr. Brilon served as the Company’s part time Chief Financial Officer and Treasurer from December 12, 2008 to August 2, 2010. Mr. Brilon currently serves as CFO and Executive Vice President of Business Development for Brain State Technologies, a leading system for Brainwave Optimization with Real-Time BalancingTM and he will be resigning from this position prior to commencing his role with Iveda. Mr. Brilon served as the CEO/CFO for InPlay Technologies (Nasdaq:NPLA), formerly Duraswitch (Nasdaq:DSWT), from 1998 to 2007. Other positions held include CFO at Gietz Master Builders (from 1997 to 1998), Corporate Controller at Rental Service Corp. (NYSE:RRR) from 1995 to 1996, and CFO and VP of Operations at DataHand Systems, Inc. (from 1993 to 1995). Mr. Brilon was CFO at Go-Video (AMEX:VCR) from 1986-1993, manufacturer of the first dual-deck VCR. Mr. Brilon was hired as a result of his substantial experience with investor relations, capital transactions, SEC reporting, financial and business analysis, merger and acquisition assessment, technology development, and P&L management.
Mr. Brilon graduated from the University of Iowa with a Bachelor’s degree in Business Administration. Prior to his experience in the corporate world, Brilon had CPA certification and accumulated four years of audit and tax experience with “Big Four” accounting firms including McGladrey Pullen, Ernst and Young and Deloitte and Touche.
The Company has entered into an employment agreement with Mr. Brilon pursuant to which he will receive an annual base salary of $157,500 and is immediately eligible to accrue up to 25 days of paid time off per year, subject to the Company’s PTO Policies and Procedures. Any disputes regarding termination of employment must be submitted to binding arbitration. In connection with his employment, the Company has authorized the grant to Mr. Brilon of an option to purchase 300,000 shares of Company common stock under the Company’s 2010 Stock Option Plan at an exercise price equivalent to the closing price on the date of the grant, which is his start date (December 1, 2013). The option has a ten year term, vesting 100,000 on the date of grant and 100,000 on each anniversary of the date of grant for the next two years. Mr. Brilon will be eligible to participate in various Company benefit plans, including group health insurance and 401(k) programs, if applicable or once available. Mr. Brilon will also be eligible to participate in an executive bonus and incentive plan which may be approved from time to time by the Company’s compensation committee. The Company may change or eliminate such benefits at any time.
Comments & Business Outlook
MESA, ARIZONA--(Marketwired - Aug 14, 2013) - Iveda Solutions, Inc. (OTCBB : IVDA) ("the Company"), a premier provider of cloud video hosting technology and solutions, today announced that it has retained RJ Falkner & Company, Inc. to develop and implement a comprehensive investor relations program for the Company.
RJ Falkner & Company, Inc. is an investment research and financial communications firm that seeks out undervalued small-cap companies with the potential to outperform the overall stock market on an intermediate- and long-term basis. Its research analysts work with the management of such companies to broaden their exposure within the investment community and expand the level of interest among investment professionals and high-net-worth individual investors. Additional information on RJ Falkner & Company is available on the Internet at www.rjfalkner.com.
"We selected RJ Falkner & Company as our investor relations firm because of its expertise in shareholder communications and the relationships that its research analysts have developed within the investment community over the past 44 years," stated David Ly, Chief Executive Officer of Iveda Solutions, Inc.
"We are excited to be selected to provide a full range of investor relations services to Iveda Solutions, Inc.," commented R. Jerry Falkner, CFA, President of RJ Falkner & Company, Inc. "In our opinion, Iveda Solutions is positioned to grow its revenue and profitability by providing cloud-based video solutions, including Video Surveillance as a Service ("VSaaS"), to commercial, industrial, residential and government customers on a global scale. The ability to manage and monitor video over secure websites provides significant operational and cost-saving benefits relative to traditional hard-wired or on-site server storage-based systems, thus opening the door for business efficiency applications as well as security solutions. We believe Iveda Solutions is well-positioned to target large market opportunities and are confident in management's ability to significantly enhance shareholder value in coming years."
The agreement between Iveda Solutions, Inc. and RJ Falkner & Company, Inc. covers at least one year and provides for assistance in investor relations, press release development, the preparation and distribution of independent analyses and research reports, and other related services of benefit to Iveda Solutions, Inc. Any forecasts, projections and/or conclusions contained in the research reports published by RJ Falkner & Company will be independently prepared by RJ Falkner & Company, unless otherwise stated, and will not be endorsed by the management of Iveda Solutions, Inc.
IVEDA SOLUTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2013 AND 2012
Three Months
Three Months
Six Months
Six Months
(unaudited)
(unaudited)
(unaudited)
(unaudited)
REVENUE
Equipment Sales
$
621,989
$
596,099
$
1,057,822
$
1,096,964
Service Revenue
157,823
454,253
326,832
648,622
Other Revenue
14,354
10,144
24,734
25,734
TOTAL REVENUE
794,166
1,060,496
1,409,388
1,771,320
COST OF REVENUE
627,934
871,070
1,192,882
1,406,177
GROSS PROFIT
166,232
189,426
216,506
365,143
OPERATING EXPENSES
1,615,072
1,026,408
2,886,155
1,986,836
LOSS FROM OPERATIONS
(1,448,840
)
(836,982
)
(2,669,649
)
(1,621,693
)
OTHER INCOME (EXPENSE)
Foreign Currency Gain (Loss)
(918
)
-
(1,107
)
-
Loss from conversion of debt
(27,500
)
-
(44,000
)
Interest Income
997
478
997
538
Interest Expense
(30,660
)
(11,833
)
(49,390
)
(22,323
)
Total Other Income (Expense)
(58,081
)
(11,355
)
(93,500
)
(21,785
)
LOSS BEFORE INCOME TAXES
(1,506,921
)
(848,337
)
(2,763,149
)
(1,643,478
)
BENEFIT FOR INCOME TAXES
-
-
-
-
NET LOSS
$
(1,506,921
)
$
(848,337
)
$
(2,763,149
)
$
(1,643,478
)
BASIC AND DILUTED LOSS PER SHARE
$
(0.06
)
$
(0.05
)
$
(0.12
)
$
(0.09
)
Comments & Business Outlook
IVEDA SOLUTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2013 AND 2012
Three Months
Three Months
(unaudited)
(unaudited)
REVENUE
Equipment Sales
$
435,833
$
500,865
Service Revenue
169,009
194,369
Other Revenue
10,380
15,591
TOTAL REVENUE
615,222
710,825
COST OF REVENUE
564,948
535,108
GROSS PROFIT
50,274
175,717
OPERATING EXPENSES
1,271,083
960,428
LOSS FROM OPERATIONS
(1,220,809
)
(784,711
)
OTHER INCOME (EXPENSE)
Foreign Currency Gain (Loss)
(189
)
-
Loss from conversion of debt
(16,500
)
Interest Income
-
60
Interest Expense
(18,730
)
(10,490
)
Total Other Income (Expense)
(35,419
)
(10,430
)
LOSS BEFORE INCOME TAXES
(1,256,228
)
(795,141
)
BENEFIT FOR INCOME TAXES
-
-
NET LOSS
$
(1,256,228
)
$
(795,141
)
BASIC AND DILUTED LOSS PER SHARE
$
(0.06
)
$
(0.04
)
Deal Flow
On July 30, 2012, Iveda Solutions, Inc. (the “Company”) issued 1,000,000 shares of its common stock in a private placement to a certain investor for the purchase price of $1.00 per share, or an aggregate purchase price of $1,000,000. The offer and sale of the Company’s common stock in the private placement was exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(a)(2) of the Securities Act, and Rule 506 of Regulation D promulgated thereunder. The facts relied upon by the Company to use this exemption were the following: (a) the Company did not use general solicitation or advertising to market the securities; (b) the investor represented to the Company that the investor met the criteria of an “accredited investor” as defined in Rule 501 of Regulation D under the Securities Act; and (c) the Company informed the investor that it would receive “restricted securities.”
Comments & Business Outlook
IVEDA SOLUTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2011 AND 2010
Three Months
Three Months
Nine Months
Nine Months
Ended
Ended
Ended
Ended
(unaudited)
(unaudited)
(unaudited)
(unaudited)
REVENUE
$
588,339
$
182,416
$
1,447,410
$
488,600
COST OF REVENUE
472,211
115,817
1,110,875
337,425
GROSS PROFIT
116,128
66,599
336,535
151,175
OPERATING EXPENSES
778,287
604,597
2,611,916
1,630,024
LOSS FROM OPERATIONS
(662,159
)
(537,998
)
(2,275,381
)
(1,478,849
)
OTHER INCOME (EXPENSE)
Miscellaneous Income (Expense)
968
-
1,615
-
Interest Income
40
302
525
933
Interest Expense
(1,503
)
(1,760
)
(21,808
)
(13,003
)
Total Other Income (Expense)
(495
)
(1,458
)
(19,668
)
(12,070
)
LOSS BEFORE INCOME TAXES
(662,654
)
(539,456
)
(2,295,049
)
(1,490,919
)
BENEFIT FOR INCOME TAXES
-
-
4,887
-
NET LOSS
$
(662,654
)
$
(539,456
)
$
(2,290,162
)
$
(1,490,919
)
BASIC AND DILUTED LOSS PER SHARE
$
(0.04
)
$
(0.04
)
$
(0.15
)
$
(0.10
)
Comments & Business Outlook
MESA, AZ, Jan 11 (MARKET WIRE ) -- Iveda Solutions, Inc. (OTCBB: IVDA) announced today that MEGAsys, its subsidiary in Taiwan, was awarded a remote digital video recording systems engineering contract by the New Taipei City Police Department. The award is worth NT$ 66,511,768 (approximately US$2.2 million) over the contract period. The New Taipei City Police Department project commences on January 13th and is expected to be completed in June 2012.
"This is a great way to start the New Year and I am proud of our team in Taiwan. We anticipate similar SafeCiti(TM) deployments in the U.S. and Latin America this year to leverage our successes in Asia," said David Ly, president and CEO of Iveda Solutions.
The project includes new cameras and existing camera integration, fiber network, city-wide camera and network engineering and design, field construction, and utilizing an existing NVR system.
"We have seen a high demand for salvaging existing infrastructure as cities around the world experience dwindling resources while the need for enhanced public safety and security is on the rise. Iveda Solutions' cloud centralization of traditional isolated and detached video systems has enhanced utilization and improved capabilities for police work," said Ly.
