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Sharing Economy International Inc. – ‘10-K’ for 12/31/12 – ‘R17’

On:  Thursday, 4/11/13, at 4:40pm ET   ·   For:  12/31/12   ·   Accession #:  1213900-13-1752   ·   File #:  1-34591

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/11/13  Sharing Economy Int’l Inc.        10-K       12/31/12   87:10M                                    Edgar Agents LLC/FA

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.03M 
 2: EX-3.1      Articles of Incorporation/Organization or Bylaws    HTML     26K 
 3: EX-21       List of Subsidiaries*                               HTML     23K 
 4: EX-23.1     Consent of Brsm LLP*                                HTML     24K 
 5: EX-23.2     Consent of Sherb & Co. LLP*                         HTML     23K 
 6: EX-31.1     Certification of Chief Executive Officer Pursuant   HTML     32K 
                to Section 302 of the Sarbanes-Oxley Act of 2002 *               
 7: EX-31.2     Certification of Chief Financial Officer Pursuant   HTML     32K 
                to Section 302 of the Sarbanes-Oxley Act of 2002 *               
 8: EX-32.1     Certification of the Chief Executive Officer and    HTML     26K 
                Chief Financial Officer Pursuant to Section 906 of               
                the Sarbanes-Oxley Act of 2002 *                                 
58: R1          Document and Entity Information                     HTML     52K 
45: R2          Consolidated Balance Sheets                         HTML    153K 
56: R3          Condensed Balance Sheets (Parenthetical)            HTML     50K 
60: R4          Consolidated Statements of Income and               HTML    116K 
                Comprehensive Income (Unaudited)                                 
80: R5          Consolidated Statements Of Stockholders' Equity     HTML     88K 
47: R6          Consolidated Satatements of Cash Flows              HTML    160K 
55: R7          Organization and Summary of Significant Accounting  HTML    136K 
                Policies                                                         
41: R8          Accounts Receivable                                 HTML     37K 
31: R9          Inventories                                         HTML     39K 
81: R10         Property and Equipment                              HTML     52K 
62: R11         Land Use Rights                                     HTML     41K 
61: R12         Equipment Held For Sale                             HTML     27K 
68: R13         Short-Term Bank Loans                               HTML     48K 
69: R14         Bank Acceptance Notes Payable                       HTML     29K 
65: R15         Capital Lease Obligation                            HTML     35K 
70: R16         Income Taxes                                        HTML     59K 
57: R17         Stockholders' Equity                                HTML     78K 
59: R18         Statutory Reserves                                  HTML     44K 
64: R19         Segment Information                                 HTML     73K 
87: R20         Concentrations                                      HTML     38K 
76: R21         Restricted Net Assets                               HTML     28K 
51: R22         Subsequent Events                                   HTML     26K 
63: R23         Organization and Summary of Significant Accounting  HTML    244K 
                Policies (Policies)                                              
53: R24         Organization and Summary of Significant Accounting  HTML     73K 
                Policies (Tables)                                                
23: R25         Accounts Receivable (Tables)                        HTML     32K 
77: R26         Inventories (Tables)                                HTML     35K 
84: R27         Property and Equipment (Tables)                     HTML     49K 
36: R28         Land Use Rights (Tables)                            HTML     42K 
35: R29         Short-Term Bank Loans (Tables)                      HTML     45K 
39: R30         Bank Acceptance Notes Payable (Tables)              HTML     28K 
40: R31         Capital Lease Obligation (Tables)                   HTML     33K 
42: R32         Income Taxes (Tables)                               HTML     48K 
21: R33         Stockholders' Equity (Tables)                       HTML     45K 
74: R34         Statutory Reserves (Tables)                         HTML     41K 
49: R35         Segment Information (Tables)                        HTML     67K 
52: R36         Concentrations (Tables)                             HTML     32K 
26: R37         Organization and Summary of Significant Accounting  HTML     32K 
                Policies (Details)                                               
86: R38         Organization and Summary of Significant Accounting  HTML     34K 
                Policies (Details 1)                                             
15: R39         Organization and Summary of Significant Accounting  HTML     60K 
                Policies (Details 2)                                             
43: R40         Organization and Summary of Significant Accounting  HTML     27K 
                Policies (Details 3)                                             
79: R41         Organization and Summary of Significant Accounting  HTML     91K 
                Policies (Details Textual)                                       
25: R42         Accounts Receivable (Details)                       HTML     32K 
34: R43         Accounts Receivable (Details Textual)               HTML     27K 
38: R44         Inventories (Details)                               HTML     42K 
46: R45         Inventories (Details Textual)                       HTML     25K 
20: R46         Property and Equipment (Details)                    HTML     44K 
30: R47         Property and Equipment (Details Textual)            HTML     36K 
17: R48         Land Use Rights (Details)                           HTML     35K 
78: R49         Land Use Rights (Details 1)                         HTML     41K 
24: R50         Land Use Rights (Details Textual)                   HTML     32K 
75: R51         Equipment Held For Sale (Details)                   HTML     27K 
27: R52         Short-Term Bank Loans (Details)                     HTML     34K 
44: R53         Short-Term Bank Loans (Details Textual)             HTML     35K 
16: R54         Bank Acceptance Notes Payable (Details)             HTML     27K 
19: R55         Bank Acceptance Notes Payable (Details Textual)     HTML     25K 
37: R56         Capital Lease Obligation (Details)                  HTML     51K 
22: R57         Capital Lease Obligation (Details Textual)          HTML     25K 
82: R58         Income Taxes (Details)                              HTML     41K 
48: R59         Income Taxes (Details 1)                            HTML     41K 
67: R60         Income Taxes (Details Textual)                      HTML     53K 
29: R61         Stockholders' Equity (Details)                      HTML     54K 
32: R62         Stockholders' Equity (Details Textual)              HTML    179K 
73: R63         Statutory Reserves (Details)                        HTML     35K 
71: R64         Statutory Reserves (Details Textual)                HTML     31K 
50: R65         Segment Information (Details)                       HTML     65K 
72: R66         Segment Information (Details Textual)               HTML     25K 
28: R67         Concentrations (Details)                            HTML     30K 
54: R68         Concentrations (Details Textual)                    HTML     25K 
83: R69         Restricted Net Assets (Details)                     HTML     28K 
18: R70         Subsequent Events (Details)                         HTML     31K 
85: XML         IDEA XML File -- Filing Summary                      XML    122K 
33: EXCEL       IDEA Workbook of Financial Reports (.xls)            XLS    991K 
 9: EX-101.INS  XBRL Instance -- cws-20121231                        XML   1.36M 
11: EX-101.CAL  XBRL Calculations -- cws-20121231_cal                XML    179K 
12: EX-101.DEF  XBRL Definitions -- cws-20121231_def                 XML    376K 
13: EX-101.LAB  XBRL Labels -- cws-20121231_lab                      XML   1.25M 
14: EX-101.PRE  XBRL Presentations -- cws-20121231_pre               XML    846K 
10: EX-101.SCH  XBRL Schema -- cws-20121231                          XSD    196K 
66: ZIP         XBRL Zipped Folder -- 0001213900-13-001752-xbrl      Zip    137K

‘R17’   —   Stockholders’ Equity

This is an IDEA Financial Report.  [ Alternative Formats ]

 
v2.4.0.6
Stockholders' Equity
 12 Months Ended
Stockholders' Equity [Abstract]  
STOCKHOLDERS' EQUITY
NOTE 11 – STOCKHOLDERS’ EQUITY
 
(a)           Preferred stock issued for warrant modification
 
On February 7, 2012, in an effort to induce its warrant holder to exercise their warrants, the Company signed an agreement with Barron Partners LP (“Barron”), pursuant to which Barron, as the holder of warrants to purchase 55,158 shares of common stock at $12.00 per share and 165,000 shares of common stock at $16.98 per share, agreed to exchange or convert such warrants into (i) 2,201,582 shares of the Company’s series A preferred stock which are convertible into 73,386 shares of common stock, and (ii) warrants to purchase 73,386 shares of this Company’s common stock at $2.70 per common share, with the proceeds from the exercise of the warrants being used to pay expenses incurred by the Company in connection with its public company expenses. In connection with the warrant modification, the Company valued the 2,201,582 series A preferred shares issued at fair market value on the date of grant of $197,408 based on the 73,386 common shares issuable upon conversion of the series A preferred stock multiplied by the quoted trading price of the common stock on the grant date of $2.70 per share. In connection with the transaction, on February 7, 2012, the Company revalued the fair market value of the original warrants by using the Black-Scholes option-pricing model. The total fair market value of the original warrants was estimated to be $52,896 on February 7, 2012. The fair market value of the newly issued exchanged warrants was estimated to be $90,621 using the Black-Scholes option-pricing model. In connection with the Black-Scholes option pricing calculation, the following weighted-average assumptions were used: stock price of $2.70; expected dividend yield 0%; risk-free interest rate of 0.15%; volatility of 139.58% and an expected term of 0.77 year. The Company recorded the difference between the fair market value of original warrants of $52,896 and the fair market value of exchanged warrants of $90,621 which amounted to $37,725 as a warrant modification expense with a corresponding credit of additional paid-in capital. Accordingly, for the year ended December 31, 2012, the Company recorded an aggregate warrant modification expense of $235,133 on the accompanying consolidated statement of income. For the year ended December 31, 2011, the Company did not record any warrant modification expense.
 
(b)       Common stock issued for services
 
During the year ended December 31, 2011, the Company issued an aggregate of 1,891 shares of its common stock to its three directors. The shares are valued at the fair value on the grant date based on the quoted trading price of the common stock and the Company recorded stock-based compensation of $30,351.
 
During the year ended December 31, 2011, the Company issued an aggregate of 3,000 shares of its common stock to its chief financial officer pursuant to an employment agreement which terminated effective December 31, 2011. The shares are valued at the fair value on the grant date based on the quoted trading price of the common stock and the Company recorded stock-based compensation of $59,700.
 
During the year ended December 31, 2011, the Company issued an aggregate of 12,175 shares of its common stock to employees, of which 4,800 shares were granted to the Company’s chief executive officer. None of the other shares were issued to executive officers or directors. The shares are valued at the fair value on the grant date based on the quoted trading price of the common stock and the Company recorded stock-based compensation of $200,478.
 
The Company has a consulting agreement with a company that provides the services of its vice president of financial reporting. Pursuant to this agreement, the Company issued 200 shares of common stock on each of March 31, 2011, June 30, 2011, September 30, 2011 and December 31, 2011 and an additional 700 shares in December 2011, for an aggregate of 1,500 shares of common stock. The shares were valued at fair value on the respective dates of grant based on the quoted trading price of the common stock, and the Company recorded stock-based compensation of $12,220 during the year ended December 31, 2011.
 
On April 14, 2011, the Company issued 1,300 shares of common stock to an investor relations firm pursuant to an agreement with the firm for the twelve months beginning May 1, 2010. The shares were valued at the fair value on the grant date based on the quoted trading price of the common stock. For the year ended December 31, 2011, the Company recorded stock-based professional fees of $37,440.
 
On May 26, 2011, the Company issued 1,250 shares of common stock to an investor relations firm pursuant to an agreement with the firm for the twelve months beginning May 1, 2011. The shares were valued at the fair value on the grant date based on the quoted trading price of the common stock, and the Company recorded stock-based professional fees of $15,667 in 2011 and prepaid expenses of $7,833 which was amortized in 2012.
 
During the year ended December 31, 2012, the Company issued a total of 121,053 shares of common stock pursuant to its 2010 long-term incentive plan, of which 250 shares were issued to a director, 35,000 shares were issued to the chief executive officer, 28,403 shares were issued to the chief financial officer and 57,400 shares were issued to other employees and consultants.  These shares were issued for services rendered through December 31, 2012, which have been accounted for as stock-based compensation and for services to be rendered during 2013, which have been accounted for as prepaid expense at December 31, 2012. The shares were valued at the fair market value on the date of grant. During the year ended December 31, 2012, the Company recorded stock-based compensation of $159,881 and prepaid expense of $281,265, which will be amortized in 2013.
 
All of the shares issued as compensation, other than the shares issued to the former chief financial officer pursuant to his employment agreement, were issued pursuant to the Company’s long-term incentive plan.
 
(c)        Common stock issued upon conversion of preferred stock
 
During the year ended December 31, 2011, the Company issued 197,206 shares of common stock upon the conversion of 5,916,176 shares of series A preferred stock.
 
During the year ended December 31, 2012, the Company issued 439,912 shares of common stock upon the conversion of 13,197,389 shares of series A preferred stock. As of December 31, 2012, the Company had no preferred stock outstanding and all authorized shares of preferred stock were without designation as to series.
 
(d)        Common stock sold for cash
 
On January 18, 2011, the Company sold 3,501 shares of its common stock to its former chief financial officer for $125,000, representing the market price on January 18, 2011, the date of the stock purchase agreement.
 
On November 28, 2012, the Company sold 157,966 shares of its common stock to its chief executive officer and his wife for $612,903, representing the market price on November 28, 2012, the date of the stock purchase agreement.
 
(e)       Common stock issued for exercise of warrants
 
In May 2011, the Company issued 4,185 shares of its common stock upon the cashless exercise of warrants.
 
During the year ended December 31, 2012, the Company issued 73,386 shares of its common stock upon the exercise of warrants, for which the Company received cash proceeds of $198,142. At December 31, 2012, there were no warrants outstanding.
 
(f)          Series A preferred stock issued upon exercise of warrants
 
During the year ended December 31, 2011, the Company issued a total of 706,715 shares of series A preferred stock upon the exercise of warrants, for which the Company received total cash proceeds of $400,000.  Each share of series A preferred stock was convertible into one-thirtieth of a share of common stock. As of December 31, 2012, there were no shares of series A preferred stock outstanding.
 
 (g)        Warrants
 
Warrant activities for the years ended December 31, 2012 and 2011 were summarized as follows:
 
         
   
Number of Warrants
    
Weighted Average Exercise Price
    
Number of Warrants
    
Weighted Average Exercise Price
  
Balance at beginning of year
     220,158     $ 15.73       252,465     $ 15.73  
Issued
     73,386       2.70       -       -  
Exercised
     (73,386 )     (2.70 )     (32,307 )     15.60  
Cancelled
     (220,158 )     (15.73 )     -       -  
Balance at end of year
     -     $ -       220,158     $ 15.73  
Warrants exercisable at end of year
     -     $ -       220,158     $ 15.73  
 
(h)
2010 Long-Term Incentive Plan
 
In January 2010, the Company’s board of directors adopted, and in March 2010, the stockholders approved the Company’s 2010 long-term incentive plan, which covers 200,000 shares of common stock.  The plan provides for the grant of incentive and non-qualified options and stock grants to employees, including officers, directors and consultants. The plan is to be administered by a committee of not less than three directors, each of whom is to be an independent director.  In the absence of a committee, the plan is administered by the board of directors.   Members of the committee are not eligible for stock options or stock grants pursuant to the plan unless such stock options or stock grant are granted by a majority of the Company’s independent directors other than the proposed grantee.  As of December 31, 2012, the Company had issued a total of 147,991 shares of common stock under the plan.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:4/11/138-K
For Period end:12/31/12NT 10-K
11/28/128-K
2/7/12
12/31/1110-K,  5
9/30/1110-Q
6/30/1110-Q
5/26/11
5/1/11
4/14/11
3/31/1110-Q,  RW
1/18/114
5/1/10
9/15/098-K,  UPLOAD
 List all Filings 

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

12/30/22  Sharing Economy Int’l Inc.        S-1/A                 73:7.2M                                   EdgarAgents LLC/FA
10/26/21  Sharing Economy Int’l Inc.        S-1                   79:7.8M                                   EdgarAgents LLC/FA
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Filing Submission 0001213900-13-001752   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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