Introduction

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

The following discussion should be read in conjunction with the consolidated financial statements and related notes provided in Item 8 "Financial Statements and Supplementary Data" in this Annual Report on Form 10-K.

Critical Accounting Policies

Basis of Presentation and Use of Estimates

The consolidated financial statements include the accounts of hopTo Inc. and its subsidiaries (collectively, "we", "us", "our", or "Company"); significant intercompany accounts and transactions are eliminated upon consolidation. The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates include: the amount of stock-based compensation expense; the allowance for doubtful accounts; the estimated lives of property of equipment, valuation and amortization of intangible assets (including capitalized software); depreciation of long-lived assets; valuation of warrants; post-employment benefits; and accruals for liabilities, deferred rent, and taxes. While the Company believes that such estimates are fair, actual results could differ materially from those estimates.





15







Revenue Recognition


The Company markets and licenses its products indirectly through channel distributors, independent software vendors ("ISVs"), value-added resellers, hosting service providers, corporate enterprises, governmental and educational institutions and others. Our product licenses are perpetual. We also separately sell intellectual property licenses, maintenance contracts, which are comprised of license updates and customer service access, as well as other products and services.

There are no rights of return granted to purchasers of the Company's software products.

The Company recognizes revenue in accordance with Accounting Standards Codification ("ASC") 606, "Revenue from Contracts with Customers." Revenues under ASC 606 are recognized when the promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods or services.

For the years ended December 31, 2020 and 2019, revenue recognition was determined by





  ? identifying the contract, or contracts, with a customer;

  ? identifying the performance obligations in each contract;

  ? determine the transaction price;

  ? allocating the transaction price to the performance obligations in each
    contract; and

  ? recognizing revenue when, or as, we satisfy performance obligations by
    transferring the promised goods or services



When control of the promised products and services are transferred to our customers, we recognize revenue in the amount that reflects the consideration we expect to receive in exchange for these products and services.





Product Sales


All of our licenses are delivered to the customer electronically. The Company sends the license key to the customer to download the related software from Company portal. We recognize revenue upon delivery of these licenses. For stocking resellers who purchase licenses through inventory stocking orders with the intent to resell to an end-user, revenue is recognized when the resellers' accounts have been credited, at their discretion, for the number of licenses purchased.

Maintenance revenue is also recognized from service contracts ratably over the related contract period.





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Cash and Cash Equivalents



The Company considers all highly liquid holdings with maturities of three months or less at the time of purchase to be cash equivalents. The Company had no cash equivalents as of December 31, 2020 or 2019.

Allowance for Doubtful Accounts

We maintain an allowance for doubtful accounts that reflects our best estimate of potentially uncollectible trade receivables. The allowance is based on assessments of the collectability of specific customer accounts and the general aging and size of the accounts receivable. We regularly review the adequacy of our allowance for doubtful accounts by considering such factors as historical experience, credit worthiness, and current economic conditions that may affect a customer's ability to pay. We specifically reserve for those accounts deemed uncollectible. We also establish, and adjust, a general allowance for doubtful accounts based on our review of the aging and size of our accounts receivable. As of December 31, 2020 and 2019, the allowance for doubtful accounts totaled $5,900 and $7,300, respectively.





Software Development Costs


Under the criteria set forth in Financial Accounting Standards Board's (FASB) Accounting Standards Codification (ASC) 985-20, "Costs of Software to be Sold, Leased or Marketed," development costs incurred in the research and development of new software products are expensed as incurred until technological feasibility, in the form of a working model, has been established, at which time such costs are capitalized until the product is available for general release to customers. The Company did not capitalize any software development costs during 2020 or 2019. The Company makes ongoing evaluations of the recoverability of its capitalized software projects by comparing the net amount capitalized for each product to the estimated net realizable value of the product. If such evaluations indicate that the unamortized software development costs exceed the net realizable value, the Company writes off the amount by which the unamortized software development costs exceed net realizable value.





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Long-Lived Assets


Long-lived assets are assessed for possible impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable, whenever we have committed to a plan to dispose of the assets or, at a minimum, annually. Typically, for long-lived assets to be held and used, measurement of an impairment loss is based on the fair value of such assets, with fair value being determined based on appraisals, current market value, comparable sales value, and discounted future cash flows, among other variables, as appropriate. Assets to be held and used (which assets are affected by an impairment loss) are depreciated or amortized at their new carrying amount over their remaining estimated life; assets to be sold or otherwise disposed of are not subject to further depreciation or amortization. No such impairment charge was recorded during the year ended December 31, 2020 or 2019.





Concentration of Credit Risk


Financial instruments, which potentially subject the Company to concentration of credit risk, consist principally of cash and trade receivables. The Company places its cash with high quality financial institutions. As of December 31, 2020, the Company had approximately $4,125,300 of cash with financial institutions in excess of FDIC insurance limits. As of December 31, 2019, the Company had approximately $1,291,900 of cash with financial institutions in excess of FDIC insurance limits.

For the year ended December 31, 2020, we had one reseller that represented more than 14.5% of sales and one reseller that represented 44.7% of accounts receivable. For the year ended December 31, 2019, we had two resellers that represented 14.0% and 14.3% of sales, respectively and one reseller that represented 17.9% of accounts receivable. For the purposes of this description, "sales" refers to the dollar value of orders received from these customers and partners in the period indicated. The sales values do not necessarily equal recognized revenue for these periods due to our revenue recognition policies which require deferral of revenue associated with prepaid software service fees.





Income Taxes


The Company accounts for income taxes in accordance with ASC 740, "Income Taxes," using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Basic and Diluted Earnings Per Share

In accordance with ASC 260, "Earnings Per Share," the basic income (loss) per common share is computed by dividing the net income (loss) available to common stockholders by the weighted average common shares outstanding during the period. Diluted income (loss) per share reflect per share amounts that would have resulted if diluted potential common stock had been converted to common stock. Dilutive common share equivalents as of December 31, 2020 and 2019, representing 248,216 and 481,335 outstanding in-the-money warrants respectively, were included in the computation of diluted net income (loss) per share using the Treasury Stock Method. During the year ended December 31, 2020 and 2019, the Company had total common stock equivalents of 93,076 and 106,077 shares, respectively, which excluded from the computation of net income per share because they are anti-dilutive.

Fair Value of Financial Instruments

The Company's financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses. The carrying amount of these financial instruments approximates fair value due to the nature of the accounts and their short-term maturities.





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Results of Operations for the Year Ended December 31, 2020 and 2019

The following is a comparison of the results of our operations for the years ended December 31, 2020 and 2019.





                                                                   For the Year Ended
                                                        December 31, 2020       December 31, 2019

Revenues:
Software licenses                                                  853,300                 952,600
Software service fees                                            2,474,500               2,483,600
Other                                                              316,200                  93,900
Total Revenue                                                    3,644,000               3,530,100

Cost of Revenue:
Software service costs                                              52,700                  52,700
Software product costs                                             102,300                  97,100
Total cost of revenue                                              155,000                 149,800

Gross profit                                           $         3,489,000     $         3,380,300

Operating expenses:
Selling and marketing                                              509,300                 442,400
General and administrative                                         900,500                 864,700
Research and development                                         1,430,100               1,533,000
Total operating expenses                                         2,839,900               2,840,100

Income from operations                                             649,100                 540,200

Other income:
Other income                                                        44,600                  14,100

Income before provision for income taxes                           693,700                 554,300
Provision for income taxes                                               -                       -
Net income                                             $           693,700     $           554,300

Net income per share, basic                            $              0.05     $              0.06
Net income per share, diluted                          $              0.05     $              0.05

Weighted average number of common shares outstanding
Basic                                                           13,874,699               9,821,177
Diluted                                                         14,117,850              10,287,183




          See accompanying notes to consolidated financial statements



19







Revenues


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

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

The following is a summary of our revenues by category for the year ended December 31, 2020 and 2019.





                               For the Year Ended
                         December 31,       December 31,
                             2020               2019           $ Change       % Change
Revenue
Software Licenses
Windows                 $      732,100     $      906,300     $ (174,200 )        -19.2 %
UNIX/Linux                     121,200             46,300         74,900          161.8 %
Total                          853,300            952,600        (99,300 )        -10.4 %

Software Service Fees
Windows                      2,255,200          2,192,100         63,100            2.9 %
UNIX/Linux                     219,300            291,500        (72,200 )        -24.8 %
Total                        2,474,500          2,483,600         (9,100 )         -0.4 %

Other                          316,200             93,900        222,300          236.7 %
                        $    3,644,000     $    3,530,100     $  113,900            3.2 %




Software Licenses


Windows software licenses revenue decreased by $174,200 or 19.2% to $732,100 during the year ended December 31, 2020, from $906,300 as compared to 2019. The decrease was due to a temporary reduction in perpetual license pricing in 2020 during the COVID pandemic and a certain partner that purchased a large order of Windows licenses from the Company during the three months ended March 31, 2019 and the three months ended September 30,2019 that did not recur during same periods of 2020.

Software licenses revenue from our UNIX/Linux products increased by $74,900 or 161.8% to $121,200 during the year ended December 31, 2020 from $46,300 as compared to 2019. The increase was primarily due to higher revenue from higher stocking and standard order licenses.





Software Service Fees


Service fees attributable to our Windows product service increased by $63,100 or 2.9% to $2,255,200 during the year ended December 31, 2020, from $2,192,100 as compared to 2019. The increase was primarily due higher subscription revenue offset by the timing of revenue recognition for maintenance support fees.

Service fees revenue attributable to our UNIX products decreased by $72,200 or 24.8% to $219,300 during the year ended December 31, 2020, from $291,500 as compared to 2019. The decrease was primarily due to the expiration of certain long-term maintenance contracts.





Other


Other revenue consists of private labeling fees, professional services, and non-recurring revenues. Other revenue increased by $222,300 or 236.7% to $316,200 for the year ended December 31, 2020, from $93,900 compared to 2019. The primary increase was related to revenue recognized from a one-time, non-recurring a license agreement with an existing customer for the use of our license, and some commission fee paid to a reseller for subscription license sale.





20







Cost of Revenues



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

Cost of revenue for the year ended December 31, 2020 increased by $5,200, or 3.5%, to $155,000 as compared to $149,800 for 2019. Cost of revenue represented 4.3% and 4.2% of total revenue for the year ended December 31, 2020 and 2019, respectively. The primarily increase was due to increase import tax withholdings associated with higher revenue from Brazil resellers for the period ended December 31, 2020.

Selling and Marketing Expenses

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

Selling and marketing expenses increased by $66,900, or 15.1%, to $509,300 for the year ended December 31, 2020 from $442,400 as compared to 2019. Selling and marketing expenses represented approximately 14.0% and 12.5% of total revenue for the year ended December 31, 2020 and 2019, respectively. The increase in selling and marketing expenses was due to an increase in marketing spend offset by lower employee benefit costs.

General and Administrative Expenses

General and administrative expenses primarily consist of employee costs, depreciation and amortization, legal, accounting, other professional services, rent, travel and entertainment and insurance. Certain costs associated with being a publicly held corporation are also included in general and administrative expenses, as well as bad debt expense.

General and administrative expenses increased by $35,800, or 4.1%, to $900,500 for the year ended December 31, 2020 from $864,700 as compared to 2019. The increase in general and administrative expense was due in part to fees paid to the board of directors for their service offset by a reduction in accounting fees and employee benefit costs compared to 2019 levels due to changes in service providers and improved cost controls.

Research and Development Expenses

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

Research and development expenses decreased by $102,900, or 6.7% to $1,430,100 for the year ended December 31, 2020 from $1,533,000 as comparted to 2019. The decrease in research and development expense was primarily due to a decrease in employee benefit costs and consulting fees for outsourced software development.





Other Income


Other income increased by $30,500 for the year ended December 31, 2020, compared to same period in 2019 was primarily related to penalty fees from a one-time, non-recurring a license agreement with an existing customer for the use of our license.

Liquidity and Capital Resources

As of December 31, 2020, we had cash of $4,375,300 and a working capital of $3,281,600 as compared to cash of $1,541,900 and a working capital deficit of $101,800 at December 31, 2019. The increase in cash as of December 31, 2020 was primarily the result of cash provided by the rights offering and operations during the period due to increased profitability. We expect our results from operations and capital resources will be sufficient to fund our operations for at least the next 12 months from the date of the filing of this annual report on Form 10-K.





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The following is a summary of our cash flows from operating, investing and financing activities for the year ended December 31, 2020 and 2019.





                                                     For the Year Ended
                                               December 31,       December 31,
                                                   2020               2019

Cash flows provided by operating activities $ 352,800 $ 649,200 Cash flows provided by investing activities $

            -     $            -

Cash flows provided by financing activities $ 2,480,600 $ 200

During the year ended December 31, 2020, our operating cash flow of $352,800 was primarily the result of our net income for the period of $693,700 including non-cash expenses of $112,400 for contributed services, offset by a decrease in cash resulting from a decrease in accounts payable and accrued expenses. During the year ended December 31, 2019, our cash flows used in operations of $649,200 was primarily the result of our net income of $554,300, including non-cash expenses of $225,100 for contributed services, offset by decrease in accounts payable and accrued expenses.

We had no cash flow activity relating to investing activities for the year ended December 31, 2020 or 2019.

In 2020, we received net proceeds of $2,480,600 from the Rights Offering and Backstop Agreement. We intend to use the proceeds from the Rights Offering and the Backstop Agreement for general corporate purposes, which may include acquisitions (although we do not currently have any plans with respect to any acquisition).

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