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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Track Group Inc (QB) | USOTC:TRCK | 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% | 0.32625 | 0.2551 | 0.34 | 0.00 | 13:01:53 |
Delaware
|
|
87-0543981
|
(State or other jurisdiction of incorporation or
organization)
|
|
(I.R.S. Employer Identification Number)
|
Large accelerated filer ☐
|
Accelerated
filer
☐
|
Non-accelerated filer ☒
|
Smaller reporting company ☒
|
|
Emerging growth company ☐
|
|
|
Page
|
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1
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1
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2
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3
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4
|
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5
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18
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25
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26
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27
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28
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28
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28
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28
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28
|
||
28
|
||
|
|
28
|
29
|
|
(Unaudited)
March
31,
|
September
30,
|
Assets
|
2021
|
2020
|
Current assets:
|
|
|
Cash
|
$6,679,527
|
$6,762,099
|
Accounts
receivable, net of allowance for doubtful accounts of $2,616,716
and $2,654,173, respectively
|
6,720,965
|
5,546,213
|
Prepaid
expense and deposits
|
1,120,543
|
866,389
|
Inventory,
net of reserves of $0 and $6,483, respectively
|
-
|
124,606
|
Total
current assets
|
14,521,035
|
13,299,307
|
Property
and equipment, net of accumulated depreciation of $2,822,516 and
$2,531,631, respectively
|
258,243
|
378,764
|
Monitoring
equipment, net of accumulated depreciation of $5,780,731 and
$6,639,883, respectively
|
2,920,544
|
2,065,947
|
Intangible
assets, net of accumulated amortization of $17,584,880 and
$16,390,721, respectively
|
21,478,335
|
21,171,045
|
Goodwill
|
8,408,174
|
8,220,380
|
Deferred
tax asset
|
401,108
|
432,721
|
Other
assets
|
4,393,915
|
2,166,743
|
Total
assets
|
$52,381,354
|
$47,734,907
|
|
|
|
Liabilities and Stockholders’ Equity (Deficit)
|
|
|
Current liabilities:
|
|
|
Accounts
payable
|
$1,705,807
|
$2,199,215
|
Accrued
liabilities
|
3,657,480
|
14,958,628
|
Current
portion of long-term debt
|
516,256
|
30,914,625
|
Total
current liabilities
|
5,879,543
|
48,072,468
|
Long-term
debt, net
|
43,791,682
|
418,575
|
Long-term
liabilities
|
70,539
|
164,487
|
Total
liabilities
|
49,741,764
|
48,655,530
|
|
|
|
Commitments and contingencies (Note 16 and Note 23)
|
|
|
|
|
|
Stockholders’ equity (deficit):
|
|
|
Common
stock, $0.0001 par value: 30,000,000 shares authorized;
11,453,790 and 11,414,150 shares outstanding,
respectively
|
1,145
|
1,141
|
Series
A Convertible Preferred stock, $0.0001 par value: 1,200,000 shares
authorized; 0 shares outstanding
|
-
|
-
|
Paid
in capital
|
302,270,238
|
302,270,242
|
Accumulated
deficit
|
(298,763,208)
|
(302,270,933)
|
Accumulated
other comprehensive loss
|
(868,585)
|
(921,073)
|
Total
equity (deficit)
|
2,639,590
|
(920,623)
|
Total
liabilities and stockholders’ equity (deficit)
|
$52,381,354
|
$47,734,907
|
|
Three
Months Ended
|
Six
Months Ended
|
||
|
March
31,
|
March
31,
|
March
31,
|
March
31,
|
|
2021
|
2020
|
2021
|
2020
|
Revenue:
|
|
|
|
|
Monitoring
and other related services
|
$9,742,290
|
$7,993,092
|
$19,014,019
|
$16,261,515
|
Product
sales and other
|
119,540
|
138,634
|
249,716
|
291,042
|
Total
revenue
|
9,861,830
|
8,131,726
|
19,263,735
|
16,552,557
|
|
|
|
|
|
Cost
of revenue:
|
|
|
|
|
Monitoring,
products and other related services
|
3,901,824
|
3,201,677
|
7,602,250
|
6,468,586
|
Depreciation
and amortization included in cost of revenue
|
525,022
|
494,157
|
1,013,697
|
981,599
|
Total cost of
revenue
|
4,426,846
|
3,695,834
|
8,615,947
|
7,450,185
|
|
|
|
|
|
Gross
profit
|
5,434,984
|
4,435,892
|
10,647,788
|
9,102,372
|
|
|
|
|
|
Operating
expense:
|
|
|
|
|
General &
administrative
|
2,313,836
|
2,723,219
|
4,714,571
|
5,735,073
|
Selling &
marketing
|
614,409
|
642,432
|
1,164,866
|
1,183,981
|
Research &
development
|
334,569
|
323,737
|
641,863
|
619,892
|
Depreciation &
amortization
|
510,067
|
509,287
|
1,041,830
|
1,025,226
|
Total operating
expense
|
3,772,881
|
4,198,675
|
7,563,130
|
8,564,172
|
|
|
|
|
|
Operating
income
|
1,662,103
|
237,217
|
3,084,658
|
538,200
|
|
|
|
|
|
Other
income (expense):
|
|
|
|
|
Interest expense,
net
|
(565,522)
|
(596,324)
|
(1,205,544)
|
(1,198,857)
|
Currency exchange
rate gain (loss)
|
124,216
|
(1,334,240)
|
942,842
|
(1,190,932)
|
Other income
(loss), net
|
1,000,756
|
(4,347)
|
1,000,782
|
(4,347)
|
Total other income (expense)
|
559,450
|
(1,934,911)
|
738,080
|
(2,394,136)
|
Income (loss) before income tax
|
2,221,553
|
(1,697,694)
|
3,822,738
|
(1,855,936)
|
Income tax expense
|
37,322
|
23,365
|
315,013
|
97,748
|
Net
income (loss) attributable to common shareholders
|
2,184,231
|
(1,721,059)
|
3,507,725
|
(1,953,684)
|
Foreign currency
translation adjustments
|
(265,347)
|
132,588
|
52,489
|
68,490
|
Comprehensive
income (loss)
|
$1,918,884
|
$(1,588,471)
|
$3,560,214
|
$(1,885,194)
|
|
|
|
|
|
|
|
|
|
|
Net income/(loss) per share – basic:
|
|
|
|
|
Net
income/(loss) per share
|
$0.19
|
$(0.15)
|
$0.31
|
$(0.17)
|
Weighted
average shares outstanding
|
11,435,291
|
11,414,150
|
11,424,605
|
11,336,690
|
|
|
|
|
|
Net income/(loss) per share – diluted:
|
|
|
|
|
Net
income/(loss) per share
|
$0.18
|
$(0.15)
|
$0.29
|
$(0.17)
|
Weighted
average shares outstanding
|
12,056,918
|
11,414,150
|
12,072,079
|
11,336,690
|
|
Common Stock
|
Paid-in
|
Accumulated
|
Comprehensive
|
|
|
|
Shares
|
Amount
|
Capital
|
Deficit
|
Income (Loss)
|
Total
|
|
|
|
|
|
|
|
Balance September 30, 2020
|
11,414,150
|
$1,141
|
$302,270,242
|
$(302,270,933)
|
$(921,073)
|
$(920,623)
|
|
|
|
|
|
|
|
Foreign
currency translation adjustments
|
-
|
-
|
-
|
-
|
317,835
|
317,835
|
Net
income
|
-
|
-
|
-
|
1,323,494
|
-
|
1,323,494
|
Balance December 31, 2020
|
11,414,150
|
$1,141
|
$302,270,242
|
$(300,947,439)
|
$(603,238)
|
$720,706
|
|
|
|
|
|
|
|
Foreign
currency translation adjustments
|
-
|
-
|
-
|
-
|
(265,347)
|
(265,347)
|
Issuance
of Common Stock for options/warrants exercised
|
39,640
|
4
|
(4)
|
-
|
-
|
-
|
Net
income
|
-
|
-
|
-
|
2,184,231
|
-
|
2,184,231
|
Balance March 31, 2021
|
11,453,790
|
$1,145
|
$302,270,238
|
$(298,763,208)
|
$(868,585)
|
$2,639,590
|
|
Common stock
|
Paid-in
|
Accumulated
|
Comprehensive
|
|
|
|
Shares
|
Amount
|
Capital
|
Deficit
|
Income (Loss)
|
Total
|
|
|
|
|
|
|
|
Balance September 30, 2019
|
11,401,650
|
$1,140
|
$302,250,556
|
$(302,152,292)
|
$(1,001,602)
|
$(902,198)
|
|
|
|
|
|
|
|
Share-based
compensation
|
-
|
-
|
19,687
|
-
|
-
|
19,687
|
Issuance
of Common Stock to employees for services
|
12,500
|
1
|
(1)
|
-
|
-
|
-
|
Foreign
currency translation adjustments
|
-
|
-
|
-
|
-
|
(64,098)
|
(64,098)
|
Net
loss
|
-
|
-
|
-
|
(232,625)
|
-
|
(232,625)
|
Balance December 31, 2019
|
11,414,150
|
1,141
|
302,270,242
|
(302,384,917)
|
(1,065,700)
|
(1,179,234)
|
|
|
|
|
|
|
|
Foreign
currency translation adjustments
|
-
|
-
|
-
|
-
|
132,588
|
132,588
|
Net
loss
|
-
|
-
|
-
|
(1,721,059)
|
-
|
(1,721,059)
|
Balance March 31, 2020
|
11,414,150
|
$1,141
|
$302,270,242
|
$(304,105,976)
|
$(933,112)
|
$(2,767,705)
|
|
Six Months Ended
March 31,
|
|
|
2021
|
2020
|
Cash flows provided by operating activities:
|
|
|
Net
income (loss)
|
$3,507,725
|
$(1,953,684)
|
Adjustments
to reconcile net income (loss) to net cash provided by operating
activities:
|
|
|
Depreciation
and amortization
|
2,055,527
|
2,006,825
|
(Recovery)
of / bad debt expense
|
(6,257)
|
135,287
|
Stock
based compensation
|
-
|
19,687
|
Loss
on monitoring equipment included in cost of revenue
|
219,629
|
231,226
|
Amortization
of debt issuance costs
|
4,922
|
-
|
Income
on extinguishment of debt
|
(1,000,756)
|
-
|
Foreign
currency exchange (gain)/loss
|
(942,842)
|
1,190,932
|
Change
in assets and liabilities:
|
|
|
Accounts
receivable, net
|
(1,125,860)
|
1,485,269
|
Inventories
|
4,200
|
-
|
Prepaid
expense, deposits and other assets
|
(2,353,455)
|
(159,705)
|
Accounts
payable
|
(498,947)
|
(1,045,796)
|
Accrued
liabilities
|
985,199
|
624,904
|
Net
cash provided by operating activities
|
849,085
|
2,534,945
|
|
|
|
Cash flow used in investing activities:
|
|
|
Purchase
of property and equipment
|
(94,307)
|
(62,433)
|
Capitalized
software
|
(897,681)
|
(680,730)
|
Purchase
of monitoring equipment and parts
|
(1,661,469)
|
(748,713)
|
Net
cash used in investing activities
|
(2,653,457)
|
(1,491,876)
|
|
|
|
Cash flow (used in) / provided by financing
activities:
|
|
|
Principal
payments on long-term debt
|
(48,462)
|
(18,137)
|
Payment
of deferred financing fees
|
(271,084)
|
-
|
Proceeds
from notes payable
|
1,943,213
|
-
|
Net
cash provided by/(used) in financing activities
|
1,623,667
|
(18,137)
|
|
|
|
Effect of exchange rate changes on cash
|
98,133
|
(235,601)
|
|
|
|
Net increase (decrease) in cash
|
(82,572)
|
789,311
|
Cash, beginning of period
|
6,762,099
|
6,896,711
|
Cash, end of period
|
$6,679,527
|
$7,686,042
|
Cash
paid for interest
|
$40,490
|
$12,441
|
Non-cash
investing and financing activities
|
|
|
Interest
previously in accrued liabilities and added to Notes Payable (See
Note 19)
|
$12,531,556
|
$-
|
|
|
|
|
March 31,
|
March 31,
|
|
2021
|
2020
|
Exercisable
common stock options and warrants
|
589,387
|
685,259
|
Total
common stock equivalents
|
589,387
|
685,259
|
|
Three
Months Ended
March
31, 2021
|
Three
Months Ended
March
31, 2020
|
||
|
Total
Revenue
|
% of
Total
Revenue
|
Total
Revenue
|
% of
Total
Revenue
|
|
|
|
|
|
United
States
|
7,399,434
|
75%
|
$5,426,065
|
67%
|
Latin
America
|
2,365,906
|
24%
|
2,525,623
|
31%
|
Other
|
96,490
|
1%
|
180,038
|
2%
|
Total
|
$9,861,830
|
100%
|
$8,131,726
|
100%
|
|
Six
Months Ended
March
31, 2021
|
Six
Months Ended
March
31, 2020
|
||
|
Total
Revenue
|
% of
Total
Revenue
|
Total
Revenue
|
% of
Total
Revenue
|
|
|
|
|
|
United
States
|
14,197,191
|
74%
|
$10,993,923
|
66%
|
Latin
America
|
4,872,319
|
25%
|
5,263,216
|
32%
|
Other
|
194,225
|
1%
|
295,418
|
2%
|
Total
|
$19,263,735
|
100%
|
$16,552,557
|
100%
|
|
March 31,
2021
|
September 30,
2020
|
Finished
goods inventory
|
$-
|
$131,089
|
Reserve
for damaged or obsolete inventory
|
-
|
(6,483)
|
Total
inventory, net of reserves
|
$-
|
$124,606
|
|
March 31,
2021
|
September 30,
2020
|
Equipment,
software and tooling
|
$1,370,034
|
$1,272,635
|
Automobiles
|
5,525
|
5,156
|
Leasehold
improvements
|
1,357,475
|
1,290,708
|
Furniture
and fixtures
|
347,725
|
341,896
|
Total
property and equipment before accumulated depreciation
|
3,080,759
|
2,910,395
|
Accumulated
depreciation
|
(2,822,516)
|
(2,531,631)
|
Property
and equipment, net of accumulated depreciation
|
$258,243
|
$378,764
|
|
March 31,
2021
|
September 30,
2020
|
Monitoring
equipment
|
$8,701,275
|
$8,705,830
|
Less:
accumulated depreciation
|
(5,780,731)
|
(6,639,883)
|
Monitoring
equipment, net of accumulated depreciation
|
$2,920,544
|
$2,065,947
|
Intangible
assets:
|
March 31,
2021
|
September 30,
2020
|
Patent
& royalty agreements
|
$21,170,565
|
$21,170,565
|
Developed
technology
|
15,634,175
|
14,134,562
|
Customer
relationships
|
1,860,000
|
1,860,000
|
Trade
name
|
320,274
|
318,438
|
Website
|
78,201
|
78,201
|
Total
intangible assets
|
39,063,215
|
37,561,766
|
Accumulated
amortization
|
(17,584,880)
|
(16,390,721)
|
Intangible
assets, net of accumulated amortization
|
$21,478,335
|
$21,171,045
|
|
March 31,
|
September 30,
|
|
2021
|
2020
|
Balance
- beginning of
period
|
$8,220,380
|
$8,187,911
|
Effect
of foreign currency translation on goodwill
|
187,794
|
32,469
|
Balance
- end of period
|
$8,408,174
|
$8,220,380
|
The
following table shows right of use assets and lease liabilities and
the associated financial statement line items as of March 31, 2021
and September 30, 2020.
|
|
March 31,
2021
|
March 31,
2020
|
Cash
paid for noncancelable operating leases included in operating cash
flows
|
$152,856
|
$190,370
|
|
|
|
Right of use assets
obtained in exchange for operating lease liabilities:
|
$-
|
$-
|
|
Operating
Leases
|
From April 2021 to
September 2021
|
$118,577
|
From October 2021
to September 2022
|
168,573
|
From October 2022
to September 2023
|
3,612
|
Undiscounted cash
flow
|
290,762
|
Less: imputed
interest
|
(15,383)
|
Total
|
$275,379
|
Reconciliation to
lease liabilities:
|
|
Lease liabilities -
current
|
$204,840
|
Lease liabilities -
long-term
|
70,539
|
Total lease
liabilities
|
$275,379
|
|
March 31,
2021
|
September 30,
2020
|
Accrued
payroll, taxes and employee benefits
|
$1,589,845
|
$1,607,920
|
Deferred
revenue
|
56,083
|
147,921
|
Accrued
taxes - foreign and domestic
|
345,001
|
324,221
|
Accrued
other expense
|
87,847
|
117,264
|
Accrued
legal and other professional costs
|
675,746
|
725,547
|
Accrued
costs of revenue
|
347,808
|
309,470
|
Right
of use liability
|
204,840
|
210,910
|
Deferred
financing fees
|
180,000
|
-
|
Accrued
interest
|
170,310
|
11,515,375
|
Total
accrued liabilities
|
$3,657,480
|
$14,958,628
|
Twelve months
ended March 31,
|
Total
|
2022
|
$516,256
|
2023
|
600,076
|
2024
|
584,795
|
2025
|
43,054,109
|
Thereafter
|
-
|
Total
|
44,755,236
|
Issuance
costs
|
(447,298)
|
Debt
obligations, net of unamortized issuance costs
|
$44,307,938
|
|
Shares Under Option
|
Weighted Average Exercise Price
|
Weighted Average Remaining Contractual Life
|
Aggregate Intrinsic Value
|
Outstanding
as of September 30, 2020
|
685,259
|
$1.56
|
1.90
years
|
$-
|
Granted
|
-
|
-
|
|
|
Expired/Cancelled
|
(95,872)
|
(1.17)
|
|
|
Exercised
|
-
|
-
|
|
|
Outstanding
as of March 31, 2021
|
589,387
|
$1.63
|
1.41
years
|
$209,551
|
Exercisable
as of March 31, 2021
|
589,387
|
$1.63
|
1.41
years
|
$209,551
|
(a)
|
Exhibits Required by Item 601 of Regulation S-K
|
Exhibit
Number
|
|
Title of Document
|
|
|
|
|
Certification
of Chief Executive Officer under Section 302 of Sarbanes-Oxley Act
of 2002 (filed herewith).
|
|
|
Certification
of Chief Financial Officer under Section 302 of Sarbanes-Oxley Act
of 2002 (filed herewith).
|
|
|
Certifications
under Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C.
Section 1350) (filed herewith).
|
|
|
|
|
101.INS
|
|
XBRL
INSTANCE DOCUMENT
|
101.SCH
|
|
XBRL
TAXONOMY EXTENSION SCHEMA
|
101.CAL
|
|
XBRL
TAXONOMY EXTENSION CALCULATION LINKBASE
|
101.DEF
|
|
XBRL
TAXONOMY EXTENSION DEFINITION LINKBASE
|
101.LAB
|
|
XBRL
TAXONOMY EXTENSION LABEL LINKBASE
|
101.PRE
|
|
XBRL
TAXONOMY EXTENSION PRESENTATION LINKBASE
|
|
Track Group, Inc.
|
||
|
|
|
|
Date: May 11, 2021
|
By:
|
/s/ Derek Cassell
|
|
|
|
Derek Cassell, Chief Executive Officer
Principal Executive Officer
|
|
|
|
|
|
Date: May 11, 2021
|
By:
|
/s/ Peter K. Poli
|
|
|
|
Peter K. Poli, Chief Financial Officer
(Principal Accounting Officer)
|
1 Year Track (QB) Chart |
1 Month Track (QB) Chart |
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