,,
Barley IMcNamara IWild CERTIFIED PUBLIC ACCOUNTANTS & ASSOCIATES
Financial Statements and Report of Independent Certified Public Accountants
Open Access Technology International, Inc. and Affiliates December 31,2014 and 2013
Thi~
document contains proprietary and conf1dencial information of DATI, lnc. Do not copy or di~tribute ,.·ithom ex.plicit ptrmi~sion ofOATI, Inc.
Open Access Technology International, Inc. and Mfiliates Table of Contents
Report of Independent Certified Public Accountants ...................................................................................................... 1-2 Financial Statements: Consolidated Balance Sheets ..................................................................................................................................... 3 onsolidated Statements of Operations ................................................................................................................... 4 Consolidated Statements of Cash Flows .................................................................................................................. 5 Consolidated Statements of Stockholders' Equity ................................................................................................. 6 Notes to the Consolidated Financial Statements ............................................................................................................. 7-15 Supplemental Information December 31, 2014 Consolidating Balance Sheet ................................................................................................ 16 December 31, 2014 Consolidating Statement of Operations ............................................................................. 17 December 31, 2013 Consolidating Balance Sheet ................................................................................................ 18 December 31, 2013 Consolidating Statement of Operations ............................................................................. 19
This ducnmcnt contains proptictary and confidential information of OXfl, Inc. Do not copy or tlistriburc without t.:xplicit p!.•l-mis$iCJn nfOJ\TT, Inc.
'
Barley IMcNamara IWild CERTIFIED PUBLIC ACCOUNTANTS & ASSOCIATES
Report of Independent Certified Public Accountants
To the Stockholde.rs' of Open Access Technology International, Inc. and Mfiliates
We have audited the accompanying consolidated financial statements of Open Access Technology International, Inc. and Affiliates (the "Company"), which comprise the consolidated balance sheets as of December 31, 2014 and 2013, and the related consolidated statements of operations, changes in cash flows and stockholders' equity for the years then ended, and the related notes to the consolidated financial statements. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and malntenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is suffident and appropriate to provide a basis for our qualified audit opinion.
JACKSONVILLE • 5150 Belfort Rd., Bundlng 400 • Jacksonville, Fl 322.56 • Office: 904.694.4CPA {4272} • Fax: 904.694.4BMW (4269) TAMPA • 1300 North West>hore Boulevard • Suite 205 • Tampa, FL 33607 • Olrett: 813.443~5048 ext. 303 • Toll free:: 888.410.2323
This document comilln~ proprietary and confidential information ofOATl, Inc. Do not copy or di~tributt. without explicit p~rmission of DATI, lnc.
'
Barley IMcNamara IWild CERTIFIED PUBLIC ACCOUNTANTS & ASSOCIATES
Basis for Qualified Opinion Open Access Technology International, Inc. and Affiliates has not included Open Access Technology India Private Limited, a majority owned subsidiary, in the accompanying consolidated financial statements. In our opinion, accounting principles generally accepted ill the United States of .America require that majority owned subsidiaries be accounted for as consolidated subsidiaries. If the financial statements of Open Access Technology India Private Limited had been consolidated with Open Access Technology International, Inc. and Affiliates total assets would be increased by approximately $1,298,000 and $509,000, liabilities by approximately $277,000 and $334,000 and retained earnings by approximately $1,020,000 and $175,000 as of December 31, 2014 and 2013, respectively. In addition, net income would be increased by $211,000 and $245,000 for the years then ended, respectively. Qualified Opinion In our opinion, except for the effects on the consolidated financial statements of not consolidating its majority owned subsidiary as described in the Basis for Qualified Opinion paragraph, the financial statements referred to above present fairly, in all material respects, the financial position of Open Access Technology International, Inc. and Affiliates as of December 31, 2014 and 2013, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.
Other Matter Our audits were conducted for the purpose of forming an opinion on the consolidated financial statements as a whole. The Supplemental Information is presented for purposes of additional analysis and is not a required part of the consolidated financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the consolidated financial statements. The information has been subjected to the auditing procedures applied in the audit of the consolidated financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the consohdated financial statements or to the consolidated financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated in all material respects in relation to the consolidated financial statements as a whole.
Tampa, Florida August 25, 2015
JACKSONVILLE • 5150 Selfort Rd., Building 400 • Jacksonville, Fl32256 • Office: 5104.6'M.4CPA (4272) • Fax: 904.6514.4BMW (4269) TAMPA • BOD NorthWestshore Boulevard • Suile 205 • Tampa, FL 33607 •
01~ 813.443-5048 e)lt.
303 • Toll free! 888.410.2323
W\\IW.bn>w~pu.com
This document contains pwprietary and confidential informacion of OXl'l, lnc. Do not copy or di~tribuk without explicit permission ofOATI, Inc.
Open Access Technology International, Inc. and Mfiliates Consolidated Balance Sheets As of December 31, 2014 and 2013
Assets
2013
2014
Current assets
Cash Accounts receivable, net Due from related parties
$
15,300,311
$
17,415,203
3,662,034 3,266,432
4,804,768 1,878,532
1,567,726
2,293,842
Total current assets
3,215,867 27,012,370
26,392,345
Property and equipment, net
27,638,178
29,354,007
526,913
547,179
2,152,392
3,119,451
1,620,086 58,949,939
$
60,876 59,473,858
$
584,175
Prepaid expenses and other assets Income taxes receivable
Intangible assets
Restricted cash Other assets
$
Total assets
Uabj1ities and Stockholders'
Egui~
Current liabilities Accounts payable
$
Accrued expenses
679,776 1,429,889
Income taxes payable Deferred revenue
3,333,066
2,904,965 300,000
246,200 982,083
289,500 952,500
6,671,014
8,339,127
20,276,250
21,258,333 509,667
Accrued dividends Deferred tax liability - current Current portion of capital lease obligation Total current liabilities Long-term capital lease obligation, less current portion Uability for uncertain tax positions
884,734 2,423,253
126,667
Deferred tax liability Total liabilities
729,800
902,500
27,803,731
31,009 627
7,500 34,850,934
7,500 29,177,191
(3, 712,226)
(720,460) 28,464,231
Stockholders' equity Common stock Retained earnings Noncontrolling interest Total stockholders' equity Total liabilities and stockholders' equity
31,146,208
$
58,949 939
$
59,473,858
The accompanying notes are an integral part of these financial statements.
3 Tbi~ JocumEnt C
