Exhibit 99.1
Mirror Image International Holdings Pty Ltd.
Combined Financial Statements
March 31, 2013 and March 31, 2012
Contents |
Page | |||
Report of Independent Auditors |
2 | |||
Financial Statements: |
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Combined Balance Sheets as of March 31, 2013 and 2012 |
3 | |||
Combined Statements of Operations and Other Comprehensive Loss for the Years Ended March 31, 2013 and 2012. |
4 | |||
Combined Statement of Stockholders Equity for the Years Ended March 31, 2013 and 2012 |
5 | |||
Combined Statements of Cash Flows for the Years Ended March 31, 2013 and 2012 |
6 | |||
Notes to Financial Statements |
7 |
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors of
Mirror Image International Holdings Pty Ltd.
We have audited the accompanying combined balance sheets of the Mirror Image International Holdings Pty Ltd. as of March 31, 2013 and 2012, and the related combined statements of operations and other comprehensive loss, combined statements of stockholders equity and combined cash flows for the years then ended. These combined financial statements are the responsibility of the Mirror Image International Holdings Pty Ltd.s management. Our responsibility is to express an opinion on these combined financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the combined financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Companys internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall combined financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the combined financial statements referred to above present fairly, in all material respects, the financial position of Mirror Image International Holdings Pty Ltd. as of March 31, 2013 and 2012, and the results of their operations and their cash flows for the years then ended in conformity with generally accepted accounting principles in the United State of America.
/s/ Econ Audit and Assurance Services Pty Ltd
Sydney, Australia
June 26, 2013
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD
COMBINED BALANCE SHEETS
ASSETS | ||||||||
March 31, 2013 |
March 31, 2012 |
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CURRENT ASSETS: |
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Cash and cash equivalents |
$ | 628,370 | $ | 195,648 | ||||
Accounts receivable - trade, net |
2,854,225 | 3,085,130 | ||||||
Prepaid expenses and other assets |
740,675 | 610,617 | ||||||
Deferred taxes |
193,858 | 218,051 | ||||||
Due from related parties |
24,858 | 622,693 | ||||||
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Total current assets |
4,441,986 | 4,732,139 | ||||||
Property and equipment, net |
607,954 | 914,935 | ||||||
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TOTAL ASSETS |
$ | 5,049,940 | $ | 5,647,074 | ||||
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LIABILITIES AND EQUITY (DEFICIT) | ||||||||
CURRENT LIABILITIES: |
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Accounts payable - trade |
$ | 1,575,214 | $ | 1,555,711 | ||||
Accrued expenses |
2,957,160 | 2,887,572 | ||||||
Other current liabilities |
215,924 | 222,085 | ||||||
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Total current liabilities |
4,748,298 | 4,665,368 | ||||||
COMMITMENTS AND CONTINGENCIES |
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STOCKHOLDERS EQUITY |
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Common Stock, no par value; 120 shares authorized; 120 shares issued and outstanding |
232 | 232 | ||||||
Accumulated other comprehensive gain |
17,128 | 5,215 | ||||||
Retained earnings |
284,282 | 976,259 | ||||||
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Total stockhoders equity |
301,642 | 981,706 | ||||||
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TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
$ | 5,049,940 | $ | 5,647,074 | ||||
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The accompanying notes are an integral part of these combined financial statements
3
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD
COMBINED STATEMENTS OF OPERATIONS
AND OTHER COMPREHENSIVE LOSS
For the Year Ended March 31, 2013 |
For the Year Ended March 31, 2012 |
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Net revenue |
$ | 13,357,590 | $ | 12,280,498 | ||||
Cost of revenue |
7,562,167 | 5,359,520 | ||||||
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Gross profit |
5,795,423 | 6,920,978 | ||||||
Operating expenses |
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General and administrative |
6,337,699 | 7,258,530 | ||||||
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Total operating expenses |
6,337,699 | 7,258,530 | ||||||
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Loss from operations |
(542,276 | ) | (337,552 | ) | ||||
Non-operating income (expense): |
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Interest income |
9,665 | 17,645 | ||||||
Interest expense |
(67,512 | ) | (22,601 | ) | ||||
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Total non-operating income (expense) |
(57,847 | ) | (4,956 | ) | ||||
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Loss before income tax |
(600,123 | ) | (342,508 | ) | ||||
Income tax (expense) benefit |
(91,854 | ) | 141,235 | |||||
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Net loss |
$ | (691,977 | ) | $ | (201,273 | ) | ||
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Comprehensive income (loss) |
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Net loss |
$ | (691,977 | ) | $ | (201,273 | ) | ||
Foreign currency translation gain (loss) |
11,913 | (10,336 | ) | |||||
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Comprehensive loss |
$ | (680,064 | ) | $ | (211,609 | ) | ||
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The accompanying notes are an integral part of these combined financial statements
4
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD
COMBINED STATEMENT OF STOCKHOLDERS EQUITY
Common Stock |
Accumulated Other Comprehensive Gain (Loss) |
Retained Earnings |
Total Stockholders Equity |
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Balance, April 1, 2012 |
$ | 232 | $ | 15,551 | $ | 1,177,532 | $ | 1,193,315 | ||||||||
Foreign currency translation loss |
| (10,336 | ) | | (10,336 | ) | ||||||||||
Net loss |
| | (201,273 | ) | (201,273 | ) | ||||||||||
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Balance, March 31, 2012 |
$ | 232 | $ | 5,215 | $ | 976,259 | $ | 981,706 | ||||||||
Foreign currency translation gain |
| 11,913 | | 11,913 | ||||||||||||
Net loss |
| | (691,977 | ) | (691,977 | ) | ||||||||||
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Balance, March 31, 2013 |
$ | 232 | $ | 17,128 | $ | 284,282 | $ | 301,642 | ||||||||
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The accompanying notes are an integral part of these combined financial statements
5
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD
COMBINED STATEMENTS OF CASH FLOWS
For the Year Ended March 31, 2013 |
For the Year Ended March 31, 2012 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net loss |
$ | (691,977 | ) | $ | (201,273 | ) | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
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Depreciation |
356,053 | 550,675 | ||||||
Changes in assets and liabilities |
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Accounts receivable-trade |
223,044 | (296,603 | ) | |||||
Other current assets |
(133,368 | ) | (397,830 | ) | ||||
Accounts payable-trade |
24,823 | 318,947 | ||||||
Accrued expenses |
79,798 | 561,671 | ||||||
Deferred taxes |
23,714 | (104,844 | ) | |||||
Other current liabilities |
(5,491 | ) | (44,350 | ) | ||||
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Net cash provided by (used in) operating activities |
(123,404 | ) | 386,393 | |||||
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CASH FLOWS FROM INVESTING ACTIVITIES |
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Acquisition of property and equipment |
(49,022 | ) | (259,385 | ) | ||||
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Net cash used in investing activities |
(49,022 | ) | (259,385 | ) | ||||
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CASH FLOWS FROM FINANCING ACTIVITIES |
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Change in due to related parties |
601,751 | (302,049 | ) | |||||
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Net cash provided by (used in) financing activities |
601,751 | (302,049 | ) | |||||
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Effect of exchange rate changes on cash and cash equivalents |
3,397 | (4,178 | ) | |||||
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NET INCREASE (DECREASE) IN CASH & CASH EQUIVALENTS |
432,722 | (179,219 | ) | |||||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD |
195,648 | 374,867 | ||||||
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CASH AND CASH EQUIVALENTS, END OF PERIOD |
$ | 628,370 | $ | 195,648 | ||||
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SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: |
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Interest paid |
$ | 21,342 | $ | 22,600 | ||||
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Income taxes paid |
$ | 103,152 | $ | 162,158 | ||||
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The accompanying notes are an integral part of these combined financial statements
6
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD.
NOTES TO COMBINED FINANCIAL STATEMENTS
Note 1 Organization
In April 2013, Mandalay Digital Group, Inc. (Mandalay), a Delaware corporation whose shares are publically traded on the NASDAQ, entered into an agreement with Mirror Image International Holdings Pty Ltd whereby Mandalay would purchase Mirror Image International Holdings Pty Ltd and its wholly owned subsidiary Mirror Image Access (Australia) Pty Ltd, as well as MIA Technology Pty Ltd (together, Mirror Image International Holdings Pty Ltd or the Company). In addition to these, the shares in MIA Technology Australia Pty Ltd together with its wholly owned subsidiary MIA Technology IP Pty Ltd were acquired but these entities have not commenced trading as at March 31, 2013.
These combined financial statements, which include only the financial statements of the Company, have been prepared for the purposes of Mandalays reporting requirements to the NASDAQ.
These combined financial statements have been prepared in accordance with section 210.3-05 Financial statements of businesses acquired or to be acquired of Regulation S-X of the Securities and Exchange Commission (SEC).
Note 2 Summary of Significant Accounting Policies
Basis of Presentation
The accompanying combined financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (US GAAP) and have been consistently applied. The Companys functional currency is the Australian dollars (AUD); however the accompanying financial statements have been translated and presented in United States dollars (US$). The fiscal year end is March 31.
Basis of Combination
The combined financial statements combine the individual financial statements of Mirror Image International Holdings Pty Ltd, Mirror Image Access (Australia) Pty Ltd and MIA Technology Pty Ltd. All significant intra-company balances and transactions have been eliminated in the combined financial statements
Foreign Currency Translation and Comprehensive Income
The reporting currency of Mandalay is the United States dollar (USD). MIA uses the Australian dollar (AUD) as its functional currency. Assets and liabilities are translated using the exchange rates prevailing at the balance sheet dates and items related to the Statements of Income (Loss) are translated using the average exchange rate for the period. Equity accounts are translated at their historical rates. Cash flows are also translated at the average exchange rates for the period. Therefore, amounts reported on the statements of cash flows will not necessarily agree with changes in the corresponding balances on the Balance Sheets. Translation adjustments resulting from this process are included in foreign currency translation gain (loss) in the statement of changes in owners equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. The following table details the exchange rates used for the respective periods:
March 31, 2013 |
March 31, 2012 |
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Period end AUD: USD exchange rate |
$ | 1.0420 | $ | 1.0386 | ||||
Average period AUD: USD exchange rate |
$ | 1.0317 | $ | 1.0454 |
7
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD.
NOTES TO COMBINED FINANCIAL STATEMENTS
Use of Estimates
The preparation of financial statements in conformity with US GAAP require 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 financial statements, and the reported amounts of revenues and expenses during the reporting period. These estimates and judgments are based on historical information, information that is currently available to the management and on various other assumptions that the management believes to be reasonable under the circumstances. Specifically, the Companys management has estimated amount of uncollectible accounts and the useful lives of property and equipment. The Companys actual results could differ materially from the estimates upon which the carrying values were based.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash and all highly-liquid investments with original maturities of less than 90 days.
Trade Accounts Receivable
At each balance sheet date, management assesses the requirement for an allowance for doubtful trade accounts receivable. The allowance is calculated on the basis of specific identification of balances, the collection of which, in the opinion of management, is doubtful. In determining the adequacy of the allowance, management bases its opinion on the estimated risk, in reliance on available information with respect to the debtors financial position and an evaluation of the collateral received.
The Company considers the allowance for trade doubtful accounts of $11,852 and $11,891 as of March 31, 2013 and 2012, respectively, to be adequate.
Property and Equipment
Property and equipment are stated at cost, net of accumulated depreciation.
Depreciation is calculated using the double declining method over the estimated useful life of the assets based on the following estimated useful lives:
Office and computer equipment 4 years
Furniture and fixtures 7 to 40 years
Software and website 4 years
Advertising platform 4 years
MVP platform 7 years
Long-Lived Assets
The Company applies the provisions of ASC Topic 360, Property, Plant, and Equipment, which addresses financial accounting and reporting for the impairment or disposal of long-lived assets. The Company evaluates the recoverability of its long-lived assets if circumstances indicate impairment may have occurred. This analysis is performed by comparing the respective carrying values of the assets to the current and expected future cash flows, on an undiscounted basis, to be generated from such assets. ASC 360 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair values are reduced for the cost of disposal. Based on its review, the Company believes that as of March 31, 2013 and 2012, there was no impairment of its long-lived assets.
8
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD.
NOTES TO COMBINED FINANCIAL STATEMENTS
Fair Value of Financial Instruments
For certain of the Companys financial instruments, including cash and cash equivalents, accounts receivable, due from related parties, accounts payable, and other current liabilities the carrying amounts approximate fair value due to their relatively short maturities.
ASC Topic 820, Fair Value Measurements and Disclosures, requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, Financial Instruments, defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The three levels of valuation hierarchy are defined as follows:
| Level 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets. |
| Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. |
| Level 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement. |
The Company did not identify any non-recurring assets and liabilities that are required to be presented in the balance sheets at fair value in accordance with ASC 825.
Revenue Recognition
The Company recognizes revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and the specific criteria have been met for each of the Companys activities as described below.
Platform and License Fees- revenue is recognized in the period in which the platform or content are accessed or used by the customer.
Professional Fees- revenue is recognized when the service provided has been agreed by the customer and invoiced in accordance with the underlying terms of engagement. The revenue is recognized in the period in which the services are rendered.
Internet Access Services- revenue is recognized in the period when internet service provided has been used by the customer and the associated risks and benefits have been passed to the customer.
The Company recognizes revenue in accordance with ASC 605-45, Revenue Recognition Principal Agent Considerations, which gives indicators as to whether certain revenue streams are to be treated as gross, or whether they should be offset against the corresponding expense.
In light of ASC 605-45, expenses reimbursed, management fee and annual bonus are shown gross, and the expense is shown separately as cost of revenues in the combined statements of operations
Concentrations and Risks
Financial instruments which potentially subject the Company to concentration of credit risk consist principally of accounts receivable and amounts due from related parties. The Company performs ongoing credit evaluations of its customers and maintains an allowance for potential credit losses.
9
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD.
NOTES TO COMBINED FINANCIAL STATEMENTS
Foreign Currency Transaction Gains and Losses
Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred. Historically, the Company has not entered into any currency trading or hedging transactions, although there is no assurance that the Company will not enter into such transactions in the future.
Income Taxes
The Company accounts for income taxes under ASC 740, Accounting for Income Taxes (ASC 740). Under ASC 740, deferred tax assets or liabilities are recognized in respect of temporary differences between the tax bases of assets and liabilities and their financial reporting amounts as well as in respect of tax loss and credit carry forwards, based on enacted statutory tax rates applicable to the periods in which such deferred taxes will be realized. The tax effect resulting from a change in tax rates is recognized in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount that is more likely than not to be realized.
The Company accounts for uncertainty in income taxes, under ASC 740-10 which prescribe a recognition threshold and measurement process for recording in the financial statements uncertain tax positions taken or expected to be taken in a tax return. ASC 740-10 also provides guidance on de-recognition of tax benefits, classification on the balance sheet, interest and penalties. The Company follows a two-step approach to recognizing and measuring uncertain tax positions.
The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit.
The second step is to measure the tax liability as the largest amount that is more than 50% likely of being realized upon ultimate settlement.
The Companys accounting policy is to accrue interest and penalties related to unrecognized tax liabilities as a component of income tax expenses in the statements of income.
The Companys tax years which are open to review are 2008 through 2012.
Recent Pronouncements
In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities. This ASU requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. In January 2013, this guidance was amended by ASU 2013-01, Clarifying the Scope of Disclosure about Offsetting Assets and Liabilities, which limits the scope of ASU No. 2011-11 to certain derivatives, repurchase and reverse repurchase agreements, and securities borrowing and lending transactions. This guidance is effective for annual and interim reporting periods beginning on or after January 1, 2013. The adoption of this standard will not have a material impact on the Companys combined results of operations, financial condition, or liquidity.
10
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD.
NOTES TO COMBINED FINANCIAL STATEMENTS
Note 3 Property and Equipment
Property and equipment consist of the following:
March 31, 2013 |
March 31, 2012 |
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Office/computer equipment |
$ | 572,274 | $ | 534,548 | ||||
Furniture and fixtures |
98,419 | 93,809 | ||||||
Software & website |
105,839 | 102,019 | ||||||
Advertising Platform |
772,089 | 774,616 | ||||||
MVP Platform |
1,964,846 | 1,971,281 | ||||||
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3,513,467 | 3,476,273 | |||||||
Less accumulated depreciation |
(2,905,513 | ) | (2,561,338 | ) | ||||
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Property and equipment, net |
$ | 607,954 | $ | 914,935 | ||||
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Depreciation expense amounted to $356,053 and $550,675 for the years ended March 31, 2013 and 2012, respectively.
Note 4 Accrued Expenses
Accrued expenses consist of the following:
March 31, 2013 |
March 31, 2012 |
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Mobile contents |
$ | 1,432,441 | $ | 1,439,249 | ||||
Royalty |
403,846 | 509,986 | ||||||
Compensation |
653,423 | 524,391 | ||||||
Professional fees |
130,881 | 128,731 | ||||||
Taxes Payable |
126,028 | 224,062 | ||||||
Other |
210,541 | 61,153 | ||||||
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$ | 2,957,160 | $ | 2,887,572 | |||||
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Note 5 Commitments and Contingencies
Operating Leases
The Company has entered into non-cancelable leases for office space and equipment rentals. The aggregate future minimum lease payments required under these operating leases as of March 31, 2013, are as follows:
Year |
Amount | |||
2014 |
$ | 231,750 | ||
2015 |
132,680 | |||
2016 |
4,377 | |||
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$ | 368,807 | |||
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Rent expense for the years ended March 31, 2013 and 2012 was $ 237,041 and $ 217,769 respectively.
11
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD.
NOTES TO COMBINED FINANCIAL STATEMENTS
Note 6 Shareholders Equity
The Company has 240 shares of authorized common stock with no par value. As of March 31, 2013 and 2012, 240 ordinary shares have been issued and are outstanding.
The holders of ordinary shares have:
a) | the right to receive notices of meetings and to attend and vote at all meetings of the Company; |
b) | the right to participate in any dividend declared on the class of shares held; |
c) | the right, in a winding up or a reduction of the capital of the Company, to repayment of the amount paid up on those shares; and |
d) | the right to participate in any division of any surplus assets or profits of the Company equally with all other members having similar rights |
Note 7 Income Taxes
Corporate tax rates in Australia were 30% for 2013 and 2012.
Deferred Taxes
As of March 31, 2013 and 2012, the Company had tax losses totaling $ Nil and $ 232,566, respectively. It is considered that the losses will not be available for offset against future taxable profits and have not been included in the deferred tax asset.
The deferred tax balance as of March 31, 2013 and 2012 is as follows:
March 31, 2013 |
March 31, 2012 |
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Deferred tax assets / (liabilities) |
$ | 193,858 | $ | 218,051 | ||||
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Deferred tax assets, net |
193,858 | 218,051 | ||||||
Valuation allowance |
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Net deferred tax assets |
$ | 193,858 | $ | 218,051 | ||||
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The Company has tax advances available for offset against future tax liabilities.
Reconciliation of the actual tax expense as reported in the statements of income (loss) to the amount computed by applying the Australian statutory tax rate is as follows:
March 31, 2013 |
March 31, 2012 |
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Tax provision at statutory rate |
30.00 | % | 30.00 | % | ||||
Adjustment to opening balances |
14.32 | % | 41.24 | % | ||||
Non-deductible expenses |
(63.59 | %) | (89.57 | %) | ||||
Timing Differences |
3.96 | % | 59.57 | % | ||||
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Effective income tax / (benefit) rate |
(15.31 | %) | 41.24 | % | ||||
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12
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD.
NOTES TO COMBINED FINANCIAL STATEMENTS
Note 7 Income Taxes (continued)
March 31, 2013 |
March 31, 2012 |
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Losses available for offset against future profits |
$ | | $ | 70,226 | ||||
Provision for vacation and recreation pay |
108,421 | 86,127 | ||||||
Valuation allowance |
85,437 | 61,698 | ||||||
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Net deferred tax assets |
$ | 193,858 | $ | 218,051 | ||||
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March 31, 2013 |
March 31, 2012 |
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Current expense: |
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Federal |
$ | | $ | | ||||
State |
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Foreign |
(133,087 | ) | (58,169 | ) | ||||
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(133,087 | ) | (58,169 | ) | |||||
Deferred expense: |
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Federal |
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State |
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Foreign |
41,233 | 199,404 | ||||||
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41,233 | 199,404 | |||||||
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Total income tax (expense) benefit |
$ | (91,854 | ) | $ | 141,235 | |||
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Uncertain Tax Positions
As of March 31, 2013, the combined financial statements of the Company comply with the recognition and disclosure requirements of FIN 48 and any uncertain income tax positions taken by the Company meet the more-likely-than-not recognition threshold as prescribed by FIN 48.
There are no material uncertain tax provisions taken by the Company in the combined financial statements at March 31, 2013.
Note 8 Related Party Transactions
During financial year 2013 and 2012, the Company provided services to Mirror Image Access LLC (USA) through the use its technology platform. The summary of transactions between the Company and Mirror Image Access LLC (USA) in relation to the use of technology platform is presented below:
March 31, 2013 |
March 31, 2012 |
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Revenues, net |
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- Mirror Image Access LLC (USA) |
$ | 43,617 | $ | 327,462 |
13
MIRROR IMAGE INTERNATIONAL HOLDINGS PTY LTD.
NOTES TO COMBINED FINANCIAL STATEMENTS
Note 8 Related Party Transactions (continued)
As at March 31, 2013 and March 31, 2012, amounts due from related parties are as follows:
March 31, 2013 |
March 31, 2012 |
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Related party |
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- Jelly Mobile Pty Ltd |
$ | | $ | 4,846 | ||||
- Mirror Image Access LLC (USA) |
24,858 | 554,173 | ||||||
- MIA UK |
| 40,517 | ||||||
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24,858 | 599,536 | |||||||
Amounts due from key management personnel: |
| 23,157 | ||||||
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$ | 24,858 | $ | 622,693 | |||||
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Note 9 Subsequent Events
As disclosed in Note 1, the Company has been acquired by Mandalay through Digital Turbine Australia Pty Ltd pursuant to the Stock Purchase Agreement signed in April 12, 2013. The purchase price consists of the following: (a) cash in the amount of A$1,220,000 (less legal costs, advisory commission and insurance contribution), (b) promissory note amounting to A$2,280,000 and (c) a total of 5,055,822 Mandalay shares.
Management evaluated subsequent events after the balance sheet date of March 31, 2013 through the date these financial statements were issued and concluded that no other material subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the notes to the combined financial statements.
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