Share Name | Share Symbol | Market | Type |
---|---|---|---|
Caspian Services Inc (CE) | USOTC:CSSV | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.004 | 0.00 | 00:00:00 |
[X]
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the Quarterly Period Ended
June 30, 2016
|
[ ]
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the Transition Period From ________ to _________
|
Nevada
|
87-0617371
|
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
|
incorporation or organization)
|
Identification No.)
|
|
2319 Foothill Drive, Suite 160
|
||
Salt Lake City, Utah
|
84109
|
|
(Address of principal executive offices)
|
(Zip Code)
|
Large accelerated filer o | Accelerated filer o |
Non-accelerated filer o (Do not check if a smaller reporting company) | Smaller reporting company þ |
CASPIAN SERVICES, INC. AND SUBSIDIARIES
|
|||
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|||
(Dollars in thousands, except share and per share data)
|
June 30,
|
September 30,
|
|
2016
|
2015
|
||
(Unaudited)
|
|||
Current Assets
|
|||
Cash
|
$ 1,229
|
$ 1,372
|
|
Trade accounts receivable, net of allowance of $1,394 and $3,510, respectively
|
5,220
|
5,480
|
|
Trade accounts receivable from related parties, net of allowance of $221 and $296, respectively
|
330
|
211
|
|
Short-term notes from related parties
|
2,195
|
2,195
|
|
Other receivables, net of allowance of $131 and $490, respectively
|
126
|
339
|
|
Inventories
|
721
|
906
|
|
Property held for sale, net of allowance of $576 and $722, respectively
|
24
|
30
|
|
Prepaid taxes
|
119
|
6
|
|
Advances paid, net of allowance of $16 and $19, respectively
|
126
|
193
|
|
Deferred tax assets
|
339
|
552
|
|
Prepaid expenses and other current assets
|
141
|
170
|
|
Total Current Assets
|
10,570
|
11,454
|
|
Vessels, equipment and property, net
|
19,805
|
26,716
|
|
Drydocking costs, net
|
1,095
|
124
|
|
Long-term deferred tax assets
|
2,321
|
2,478
|
|
Goodwill
|
101
|
127
|
|
Intangible assets, net
|
26
|
38
|
|
Long-term prepaid taxes
|
748
|
1,630
|
|
Long-term other receivables, net of current portion
|
235
|
525
|
|
Total Assets
|
$ 34,901
|
$ 43,092
|
|
LIABILITIES AND DEFICIT
|
|||
Current Liabilities
|
|||
Accounts payable
|
$ 1,983
|
$ 2,240
|
|
Accounts payable to related parties
|
93
|
59
|
|
Accrued expenses
|
1,691
|
1,309
|
|
Taxes payable
|
441
|
303
|
|
Deferred revenue
|
-
|
336
|
|
Accelerated put option liability
|
25,135
|
23,644
|
|
Long-term debt - current portion
|
87,691
|
81,972
|
|
Total Current Liabilities
|
117,034
|
109,863
|
|
Deficit
|
|||
Common stock, $0.001 par value per share; 500,000,000 shares authorized;
|
|||
52,657,574 shares issued and outstanding
|
53
|
53
|
|
Additional paid-in capital
|
64,832
|
64,832
|
|
Accumulated deficit
|
(110,651)
|
(94,501)
|
|
Accumulated other comprehensive loss
|
(16,560)
|
(20,815)
|
|
Deficit attributable to Caspian Services, Inc. Shareholders
|
(62,326)
|
(50,431)
|
|
Deficit attributable to noncontrolling interests
|
(19,807)
|
(16,340)
|
|
Total Deficit
|
(82,133)
|
(66,771)
|
|
Total Liabilities and Deficit
|
$ 34,901
|
$ 43,092
|
CASPIAN SERVICES, INC. AND SUBSIDIARIES
|
|||||
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)
|
|||||
(Dollars in thousands, except per share data)
|
|||||
For The Three Months
Ended June 30,
|
For The Nine Months
Ended June 30,
|
||||
2016
|
2015
|
2016
|
2015
|
||
Revenues
|
|||||
Vessel revenues
|
$ 4,750
|
$ 2,244
|
$ 10,367
|
$ 8,134
|
|
Geophysical service revenues (which includes $0 from related parties for the three and nine months ended June 30, 2016 and $746 and $1,632 from related parties for the three and nine months ended June 30, 2015)
|
12
|
746
|
12
|
2,842
|
|
Marine base service revenues (which includes $28 and $119 from related parties for the three and nine months ended June 30, 2016, and $211 and $269 from related parties for the three and nine months ended June 30, 2015, respectively)
|
249
|
278
|
744
|
1,054
|
|
Total Revenues
|
5,011
|
3,268
|
11,123
|
12,030
|
|
Operating Expenses
|
|||||
Vessel operating costs
|
1,633
|
1,498
|
4,768
|
5,322
|
|
Cost of geophysical service revenues (which includes $0 to related parties for the three and nine months ended June 30, 2016, and $37 to related parties for the three and nine months ended June 30, 2015)
|
184
|
783
|
600
|
2,616
|
|
Cost of marine base service
|
174
|
123
|
454
|
484
|
|
Depreciation and amortization
|
763
|
1,184
|
2,251
|
3,640
|
|
General and administrative expense
|
1,166
|
1,386
|
4,203
|
5,732
|
|
Total Costs and Operating Expenses
|
3,920
|
4,974
|
12,276
|
17,794
|
|
Income (Loss) from Operations
|
1,091
|
(1,706)
|
(1,153)
|
(5,764)
|
|
Other Income (Expense)
|
|||||
Interest expense
|
(2,471)
|
(2,340)
|
(7,573)
|
(6,813)
|
|
Foreign currency transaction income (loss)
|
768
|
(147)
|
(11,187)
|
(1,128)
|
|
Other non-operating income, net
|
487
|
79
|
179
|
127
|
|
Net Other Expense
|
(1,216)
|
(2,408)
|
(18,581)
|
(7,814)
|
|
Loss from Continuing Operations Before Income Tax
|
(125)
|
(4,114)
|
(19,734)
|
(13,578)
|
|
Benefit from (provision for) income tax
|
(138)
|
638
|
323
|
1,125
|
|
Net Loss from Continuing Operations
|
(263)
|
(3,476)
|
(19,411)
|
(12,453)
|
|
Loss from discontinued operations
|
-
|
(7)
|
-
|
(22)
|
|
Net Loss
|
(263)
|
(3,483)
|
(19,411)
|
(12,475)
|
|
Net loss (income) attributable to noncontrolling interests
|
(160)
|
(3)
|
3,261
|
646
|
|
Net Loss Attributable to Caspian Services, Inc
|
$ (423)
|
$ (3,486)
|
$ (16,150)
|
$ (11,829)
|
|
Other Comprehensive Income (Loss)
|
|||||
Foreign currency translation adjustment
|
(845)
|
10
|
4,255
|
94
|
|
Comprehensive Loss
|
(1,268)
|
(3,476)
|
(11,895)
|
(11,735)
|
|
Comprehensive income (loss) attributable to non-controlling interest
|
(84)
|
3
|
(206)
|
(646)
|
|
Comprehensive Loss Attributable to Caspian Services, Inc
|
$ (1,352)
|
$ (3,473)
|
$ (12,101)
|
$ (12,381)
|
|
Basic and diluted loss per share from continuing operations
|
(0.01)
|
(0.07)
|
(0.31)
|
(0.22)
|
|
Basic and diluted loss per share from discontinued operations
|
-
|
-
|
-
|
-
|
|
Basic and Diluted Loss per Share
|
$ (0.01)
|
$ (0.07)
|
$ (0.31)
|
$ (0.22)
|
|
Weighted Average Shares Outstanding
|
52,657,574
|
52,657,574
|
52,657,574
|
52,657,574
|
CASPIAN SERVICES, INC AND SUBSIDIARIES
|
|||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
|
|||
(Dollars in thousands, except share and per share data)
|
|||
For the Nine Months
|
|||
Ended June 30,
|
|||
2016
|
2015
|
||
Cash flows from operating activities:
|
|||
Net loss
|
$ (19,411)
|
$ (12,475)
|
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|||
Depreciation and amortization
|
2,251
|
3,640
|
|
Accrued interest on accelerated put option
|
1,491
|
1,491
|
|
Foreign currency transaction loss
|
11,187
|
1,128
|
|
Changes in current assets and liabilities:
|
|||
Trade accounts receivable
|
(904)
|
3,647
|
|
Trade accounts receivable from related parties
|
36
|
(1,123)
|
|
Other receivables
|
219
|
175
|
|
Inventories
|
2
|
(35)
|
|
Prepaid taxes
|
(119)
|
1,098
|
|
Advances paid
|
49
|
257
|
|
Deferred tax assets
|
122
|
(1,629)
|
|
Prepaid expenses and other current assets
|
13
|
80
|
|
Long-term prepaid taxes
|
641
|
116
|
|
Long-term other receivables, net of current portion
|
71
|
(153)
|
|
Accounts payable
|
(39)
|
(53)
|
|
Accrued expenses
|
6,670
|
6,322
|
|
Taxes payable
|
204
|
(177)
|
|
Deferred revenue
|
(275)
|
57
|
|
Long-term deferred income tax liability
|
(36)
|
(79)
|
|
Net cash provided by operating activities
|
$ 2,172
|
$ 2,287
|
|
Cash flows from investing activities:
|
|||
Short-term notes from related parties
|
(455)
|
(2,882)
|
|
Payments to purchase vessels, equipment and property
|
(1,695)
|
(119)
|
|
Net cash used in investing activities
|
$ (2,150)
|
$ (3,001)
|
|
Cash flows from financing activities:
|
|||
Payments on long-term debt
|
(300)
|
(450)
|
|
Net cash used in financing activities
|
$ (300)
|
$ (450)
|
|
Effect of exchange rate changes on cash
|
135
|
(597)
|
|
Net change in cash
|
(143)
|
(1,761)
|
|
Cash at beginning of period
|
1,372
|
1,957
|
|
Cash at end of period
|
$ 1,229
|
$ 196
|
|
Supplemental disclosure of cash flow information:
|
|||
Cash paid for interest
|
300
|
450
|
|
Non-cash capital expenditures
|
$ -
|
$ 1,728
|
June 30,
|
September 30,
|
||
2016
|
2015
|
||
Secured non-negotiable promissory note payable to Investor; interest at 0.26%
|
$ 10,934
|
$ 10,913
|
|
due June 30, 2017
|
|||
Secured convertible consolidated promissory note payable to Investor; interest at 12%
|
40,122
|
36,777
|
|
(default interest at 13%) due June 30, 2017
|
|||
Balykshi- EBRD loan and accrued interest at 7% plus the interbank rate due May 2015
|
|||
(default interest at 9% plus the interbank rate ); secured by property and bank accounts
|
30,046
|
27,968
|
|
MOBY- EBRD loan and accrued interest at 3.6% plus the interbank rate due June 2018 (default interest at 5.6% plus the interbank rate )
|
6,589
|
6,314
|
|
Total Long-term Debt
|
87,691
|
81,972
|
|
Less: Current Portion
|
(87,691)
|
(81,972)
|
|
Long-term Debt - Net of Current Portion
|
$ -
|
$ -
|
For the period ended June 30,
|
||||
Related Party's Name
|
Description
|
2016
|
2015
|
|
Sequa Petroleum
|
Seismic services revenue
|
$ -
|
$ 1,632
|
|
Sayat Media
|
Revenue from agent for marine base services
|
119
|
259
|
|
Other revenue/ (expenses)
|
Other services
|
59
|
10
|
|
TOTAL
|
$ 178
|
$ 1,901
|
Related Party's Name
|
Description
|
June 30, 2016
|
September 30, 2015
|
|
Sayat Media
|
Receivable from agent for marine base services
|
$ 153
|
$ 104
|
|
Demeu Energy
|
Advance given for vehicles delivery
|
148
|
185
|
|
Bolz LLP
|
Long term advances given
|
104
|
-
|
|
Caspian Geo Consulting
|
Advance given for equipment delivery
|
74
|
185
|
|
KazEnergy Solutions
|
Advance given for equipment delivery
|
72
|
-
|
|
Sequa Petroleum
|
Seismic services
|
-
|
33
|
|
Allowance for doubtful accounts
|
(221)
|
(296)
|
||
TOTAL
|
$ 330
|
$ 211
|
Related Party's Name
|
Description
|
June 30, 2016
|
September 30, 2015
|
|
Sayat Media
|
Other services
|
$ 83
|
$ 10
|
|
Others
|
Others
|
10
|
49
|
|
TOTAL
|
$ 93
|
$ 59
|
Related Party's Name
|
Description
|
June 30, 2016
|
September 30, 2015
|
|
Caspian Geo Consulting
|
Notes Receivable
|
$ 2,195
|
$ 2,195
|
|
TOTAL
|
$ 2,195
|
$ 2,195
|
Fair Value Measurements at Reporting Date Using
|
|||||||
Description
|
June 30, 2016
|
Level 1
|
Level 2
|
Level 3
|
|||
Property held for sale
|
$ 24
|
$ -
|
$ -
|
$ 24
|
|||
Put option liability
|
25,135
|
-
|
-
|
25,135
|
|||
Total
|
$ 25,159
|
$ -
|
$ -
|
$ 25,159
|
Fair Value Measurements at Reporting Date Using
|
|||||||
Description
|
September 30, 2015
|
Level 1
|
Level 2
|
Level 3
|
|||
Property held for sale
|
$ 30
|
$ -
|
$ -
|
$ 30
|
|||
Put option liability
|
23,644
|
-
|
-
|
23,644
|
|||
Total
|
$ 23,674
|
$ -
|
$ -
|
$ 23,674
|
For the Three Months
|
For the Nine Months
|
||||||
Ended June 30,
|
Ended June 30,
|
||||||
2016
|
2015
|
2016
|
2015
|
||||
Capital Expenditures
|
|||||||
Vessel Operations
|
$ 29
|
$ 64
|
$ 1,494
|
$ 242
|
|||
Geophysical Services
|
199
|
(7)
|
199
|
1,728
|
|||
Marine Base Services
|
2
|
-
|
2
|
2
|
|||
Total segments
|
230
|
57
|
1,695
|
1,972
|
|||
Corporate assets
|
-
|
-
|
-
|
-
|
|||
Less intersegment investments
|
-
|
1
|
-
|
(125)
|
|||
Total consolidated
|
$ 230
|
$ 58
|
$ 1,695
|
$ 1,847
|
For the Three Months
|
For the Nine Months
|
||||||
Ended June 30,
|
Ended June 30,
|
||||||
2016
|
2015
|
2016
|
2015
|
||||
Revenues
|
|||||||
Vessel Operations
|
$ 5,033
|
$ 2,620
|
$ 11,137
|
$ 9,128
|
|||
Geophysical Services
|
12
|
746
|
12
|
2,842
|
|||
Marine Base Services
|
2,242
|
2,205
|
5,605
|
5,792
|
|||
Total segments
|
7,287
|
5,571
|
16,754
|
17,762
|
|||
Corporate revenue
|
-
|
-
|
-
|
-
|
|||
Less intersegment revenues
|
(2,276)
|
(2,303)
|
(5,631)
|
(5,732)
|
|||
Total consolidated
|
$ 5,011
|
$ 3,268
|
$ 11,123
|
$ 12,030
|
|||
Depreciation and Amortization
|
|||||||
Vessel Operations
|
$ (368)
|
$ (408)
|
$ (1,003)
|
$ (1,300)
|
|||
Geophysical Services
|
(174)
|
(405)
|
(578)
|
(1,199)
|
|||
Marine Base Services
|
(220)
|
(371)
|
(668)
|
(1,140)
|
|||
Total segments
|
(762)
|
(1,184)
|
(2,249)
|
(3,639)
|
|||
Corporate depreciation and amortization
|
(1)
|
-
|
(2)
|
(1)
|
|||
Total consolidated
|
$ (763)
|
$ (1,184)
|
$ (2,251)
|
$ (3,640)
|
|||
Interest expense
|
|||||||
Vessel Operations
|
$ -
|
$ -
|
$ -
|
$ -
|
|||
Geophysical Services
|
-
|
-
|
-
|
-
|
|||
Marine Base Services
|
(1,778)
|
(1,723)
|
(5,582)
|
(5,041)
|
|||
Total segments
|
(1,778)
|
(1,723)
|
(5,582)
|
(5,041)
|
|||
Corporate interest expense
|
(693)
|
(617)
|
(1,991)
|
(1,772)
|
|||
Total consolidated
|
$ (2,471)
|
$ (2,340)
|
$ (7,573)
|
$ (6,813)
|
|||
Income/(Loss) Before Income Tax
|
|||||||
Vessel Operations
|
$ 1,950
|
$ (336)
|
$ 3,374
|
$ (826)
|
|||
Geophysical Services
|
(221)
|
(776)
|
(1,742)
|
(2,542)
|
|||
Marine Base Services
|
(1,330)
|
(2,340)
|
(18,875)
|
(7,913)
|
|||
Total segments
|
399
|
(3,452)
|
(17,243)
|
(11,281)
|
|||
Corporate loss
|
(524)
|
(662)
|
(2,491)
|
(2,297)
|
|||
Total consolidated
|
$ (125)
|
$ (4,114)
|
$ (19,734)
|
$ (13,578)
|
For the Three Months
|
For the Nine Months
|
||||||
Ended June 30,
|
Ended June 30,
|
||||||
2016
|
2015
|
% change
|
2016
|
2015
|
% change
|
||
VESSEL OPERATIONS
|
|||||||
Operating Revenue
|
$ 5,033
|
$ 2,620
|
92%
|
$ 11,137
|
$ 9,128
|
22%
|
|
Pretax Operating Income (Loss)
|
1,950
|
(336)
|
-680%
|
3,374
|
(826)
|
-508%
|
|
GEOPHYSICAL SERVICES
|
|||||||
Operating Revenue
|
$ 12
|
$ 746
|
-98%
|
$ 12
|
$ 2,842
|
-100%
|
|
Pretax Operating Loss
|
(221)
|
(776)
|
-72%
|
(1,742)
|
(2,542)
|
-31%
|
|
MARINE BASE SERVICES
|
|||||||
Operating Revenue
|
$ 2,242
|
$ 2,205
|
2%
|
$ 5,605
|
$ 5,792
|
-3%
|
|
Pretax Operating Loss
|
(1,330)
|
(2,340)
|
-43%
|
(18,875)
|
(7,913)
|
139%
|
|
CORPORATE ADMINISTRATION
|
|||||||
Operating Revenue
|
$ -
|
$ -
|
n/a
|
$ -
|
$ -
|
n/a
|
|
Pretax Operating Loss
|
(524)
|
(662)
|
-21%
|
(2,491)
|
(2,297)
|
8%
|
For the nine months
ended June 30
,
|
|||
2016
|
2015
|
||
Net cash provided by operating activities
|
$ 2,172
|
$ 2,287
|
|
Net cash used in investing activities
|
(2,150)
|
(3,001)
|
|
Net cash used in financing activities
|
(300)
|
(450)
|
|
Effect of exchange rate changes on cash
|
135
|
(597)
|
|
Net Change in Cash
|
$ (143)
|
$ (1,761)
|
Payment Period
|
|||||
Contractual Commitments
|
Less than
|
After
|
|||
Total
|
1 Year
|
1-3 Years
|
3-5 Years
|
5 years
|
|
Loans from Investor
|
$ 51,056
|
$ 51,056
|
$ -
|
$ -
|
$ -
|
Loans from EBRD
|
36,635
|
36,635
|
-
|
-
|
-
|
Accelerated put option liability
|
25,135
|
25,135
|
-
|
-
|
-
|
Operating leases - vessels
|
6,150
|
663
|
1,868
|
1,763
|
1,856
|
Operating leases - other
|
165
|
54
|
108
|
3
|
-
|
Total
|
$119,141
|
$113,543
|
$ 1,976
|
$ 1,766
|
$ 1,856
|
Exhibit No.
|
Description of Exhibit
|
||
Exhibit 31.01
|
Certification of Principal Executive Officer pursuant to
|
||
Section 302 of the Sarbanes-Oxley Act of 2002*
|
|||
Exhibit 31.02
|
Certification of Principal Financial Officer pursuant to
|
||
Section 302 of the Sarbanes-Oxley Act of 2002*
|
|||
Exhibit 32.01
|
Certification pursuant to 18 U.S.C. Section 1350 as
|
||
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*
|
|||
Exhibit 101
|
The following financial information from the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2016, formatted in XBRL (eXtensive Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss), (iii) the Condensed Consolidated Statements of Cash Flows, and (v) the Notes to the Condensed Consolidated Financial Statements*
|
||
CASPIAN SERVICES, INC. | |||||
Date: August 15, 2016 |
By:
|
/s/ Alexey Kotov | |||
Alexey Kotov
|
|||||
Chief Executive Officer
|
Date: August 15, 2016 |
By:
|
/s/ Indira Kaliyeva | |||
Indira Kaliyeva
|
|||||
Chief Financial Officer
|
1 Year Caspian Services (CE) Chart |
1 Month Caspian Services (CE) Chart |
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