EX-99.1 2 exhibit_99-1.htm EXHIBIT 99.1


Exhibit 99.1
 
RADCOM LTD. AND ITS SUBSIDIARIES
 
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
 
AS OF JUNE 30, 2017
 
UNAUDITED
 
INDEX
 
 
Page
   
2 - 3
   
4
   
5
   
6
   
7
   
8 - 18
 

RADCOM LTD. AND ITS SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

U.S. dollars in thousands
 
   
June 30,
   
December 31,
 
   
2017
   
2016
 
 
 
Unaudited
       
     ASSETS            
             
CURRENT ASSETS:
           
Cash and cash equivalents
 
$
36,164
   
$
42,886
 
Restricted bank deposit
   
36
     
32
 
Trade receivables (net of allowances for doubtful accounts amounted to $9 as of June 30, 2017 and December 31, 2016)
   
10,674
     
4,388
 
Inventories
   
468
     
623
 
Other account receivables and prepaid expenses
   
1,429
     
1,960
 
                 
Total current assets
   
48,771
     
49,889
 
                 
SEVERANCE PAY FUND
   
3,077
     
2,788
 
                 
OTHER LONG -TERM RECEIVABLES
   
361
     
375
 
                 
PROPERTY AND EQUIPMENT, NET
   
1,697
     
1,516
 
                 
Total assets
 
$
53,906
   
$
54,568
 
 
The accompanying notes are an integral part of the consolidated financial statements.
2

RADCOM LTD. AND ITS SUBSIDIARIES
 
CONSOLIDATED BALANCE SHEETS

U.S. dollars in thousands, except share and per share data
 
   
June 30,
   
December 31
 
   
2017
   
2016
 
 
Unaudited
       
      LIABILITIES AND SHAREHOLDERS' EQUITY            
             
CURRENT LIABILITIES:
           
Trade payables
 
$
2,008
   
$
2,820
 
Employees and payroll accruals
   
3,515
     
3,541
 
Deferred revenues and advances from customers
   
805
     
2,593
 
Other accounts payable and accrued expenses
   
2,357
     
2,081
 
                 
Total current liabilities
   
8,685
     
11,035
 
                 
NON- CURRENT LIABILITIES:
               
Deferred revenues
   
127
     
123
 
Accrued severance pay
   
3,608
     
3,267
 
                 
Total non-current liabilities
   
3,735
     
3,390
 
                 
Total liabilities
   
12,420
     
14,425
 
                 
COMMITMENTS AND CONTINGENCIES
               
                 
SHAREHOLDERS' EQUITY
               
Share capital:
Ordinary Shares of NIS 0.20 par value: Authorized: 20,000,000 shares at June 30, 2017 and December 31, 2016; 11,725,421 and 11,622,260 shares issued and 11,689,389 and 11,586,228 shares outstanding at June 30, 2017 and December 31, 2016, respectively
   
530
     
523
 
Additional paid-in capital
   
100,163
     
98,283
 
Accumulated other comprehensive loss
   
(2,563
)
   
(2,559
)
Accumulated deficit
   
(56,644
)
   
(56,104
)
                 
Total shareholders' equity
   
41,486
     
40,143
 
                 
Total liabilities and shareholders' equity
 
$
53,906
   
$
54,568
 
 
The accompanying notes are an integral part of the consolidated financial statements.
3

RADCOM LTD. AND ITS SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF OPERATIONS
U.S. dollars in thousands, except share and per share data
 
   
Six months ended
June 30,
 
   
2017
   
2016
 
   
Unaudited
 
Revenues:
           
Products and related services
 
$
4,978
   
$
822
 
Projects
   
10,633
     
11,425
 
Warranty and Support
   
1,346
     
1,500
 
                 
     
16,957
     
13,747
 
                 
Cost of revenues:
               
Products and related services
   
2,294
     
1,880
 
Projects
   
2,207
     
1,812
 
Warranty and Support
   
164
     
137
 
                 
     
4,665
     
3,829
 
                 
Gross profit
   
12,292
     
9,918
 
                 
Operating expenses:
               
Research and development
   
5,227
     
3,468
 
Less - royalty-bearing participation
   
312
     
756
 
                 
Research and development, net
   
4,915
     
2,712
 
                 
Sales and marketing, net
   
5,886
     
3,259
 
General and administrative
   
2,158
     
2,027
 
                 
Total operating expenses
   
12,959
     
7,998
 
                 
Operating (loss) income
   
(667
)
   
1,920
 
                 
Financial income, net
   
150
     
736
 
                 
(Loss) Income before taxes on income
   
(517
)
   
2,656
 
    Taxes on income
   
(23
)
   
(6
)
                 
Net (loss) income
 
$
(540
)
 
$
2,650
 
                 
Basic net (loss) income per Ordinary Share
 
$
(0.05
)
 
$
0.28
 
                 
Diluted net (loss) income per Ordinary Share
 
$
(0.05
)
 
$
0.27
 
                 
Weighted average number of Ordinary Share used in computing basic net (loss) income per Ordinary Share
   
11,673,240
     
9,322,930
 
                 
Weighted average number of Ordinary Share used in computing diluted net (loss) income per Ordinary Share
   
11,673,240
     
9,733,037
 

The accompanying notes are an integral part of the consolidated financial statements.

4

RADCOM LTD. AND ITS SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
U.S. dollars in thousands
 
   
Six months ended
June 30,
 
   
2017
   
2016
 
   
Unaudited
 
             
Net (loss) income
 
$
(540
)
 
$
2,650
 
                 
Other comprehensive (loss) income:
               
                 
Foreign currency translation adjustments
   
(4
)
   
205
 
                 
Total other comprehensive (loss) income
   
(4
)
   
205
 
                 
Comprehensive (loss) income
 
$
(544
)
 
$
2,855
 
 
The accompanying notes are an integral part of the consolidated financial statements.

5

RADCOM LTD. AND ITS SUBSIDIARIES
 
STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
U.S. dollars in thousands (except share data)
 
   
Ordinary Shares
   
Additional
paid-
   
Accumulated other comprehensive
   
Accumulated
   
Total
shareholders’
 
   
Number
   
Amount
   
in capital
   
loss
   
deficit
   
equity
 
                                     
Balance as of December 31, 2016
   
11,586,228
   
$
523
   
$
98,283
   
$
(2,559
)
 
$
(56,104
)
 
$
40,143
 
                                                 
Exercise of options into Ordinary Shares
   
71,937
     
5
     
642
     
-
     
-
     
647
 
RSUs vested
   
31,224
     
2
     
(2
)
   
-
     
-
     
-
 
Share-based compensation and RSUs
   
-
     
-
     
1,240
     
-
     
-
     
1,240
 
Net loss
   
-
     
-
     
-
     
-
     
(540
)
   
(540
)
Other comprehensive loss
   
-
     
-
     
-
     
(4
)
   
-
     
(4
)
                                                 
Balance as of June 30, 2017 (unaudited)
   
11,689,389
   
$
530
   
$
100,163
   
$
(2,563
)
 
$
(56,644
)
 
$
41,486
 

The accompanying notes are an integral part of the consolidated financial statements.

6

RADCOM LTD. AND ITS SUBSIDIARIES
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
U.S. dollars in thousands
 
   
Six months ended
June 30,
 
   
2017
   
2016
 
   
Unaudited
 
             
Cash flows from operating activities:
           
Net (loss) income
 
$
(540
)
 
$
2,650
 
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
               
Depreciation
   
243
     
106
 
Share-based compensation and RSUs
   
1,240
     
687
 
Change in:
               
    Severance pay, net
   
52
     
161
 
    Trade receivables, net
   
(6,255
)
   
3,106
 
    Other account receivables and prepaid expenses
   
554
     
(672
)
    Inventories
   
168
     
(558
)
    Trade payables
   
(924
)
   
304
 
    Employees and payroll accruals
   
(24
)
   
1,082
 
    Other accounts payable and accrued expenses
   
262
     
(121
)
    Deferred revenue and advances from customers
   
(1,797
)
   
6,656
 
                 
Net cash (used in) provided by operating activities
   
(7,021
)
   
13,401
 
                 
Cash flows from investing activities:
               
                 
Purchase of property and equipment
   
(298
)
   
(107
)
                 
Net cash used in investing activities
   
(298
)
   
(107
)
                 
Cash flows from financing activities:
               
                 
Proceeds from issuance of Ordinary Shares, net of issuance costs upon follow-on public offering
   
-
     
21,279
 
Exercise of options into Ordinary Shares
   
647
     
1,090
 
Exercise of warrants into Ordinary Shares
   
-
     
1,603
 
                 
Net cash provided by financing activities
   
647
     
23,972
 
                 
Foreign currency translation adjustments on cash and cash equivalents
   
(50
)
   
475
 
                 
Increase in cash and cash equivalents
   
(6,722
)
   
37,741
 
Cash and cash equivalents at beginning of the period
   
42,886
     
8,727
 
                 
Cash and cash equivalents at end of the period
 
$
36,164
   
$
46,468
 
                 
(a)
Non-cash investing activities:
               
Purchase of property and equipment
 
$
130
   
$
293
 
                   
(b)
Cash paid during the period for:
               
Taxes on income
 
$
23
   
$
6
 

The accompanying notes are an integral part of the consolidated financial statements.

7

 
RADCOM LTD. AND ITS SUBSIDIARIES
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data

NOTE 1:-
GENERAL
 
a.
RADCOM Ltd. (the "Company") is an Israeli corporation which provides service assurance and customer experience management solutions for Communication Service Providers (“CSP”). The Company's solutions support the CSPs’ ongoing needs to monitor their networks (fixed and mobile) and assure the delivery of a quality service to their subscribers, both on virtual networks (“NFV”) and non-virtual networks. The Company specializes in solutions for next- mobile and fixed networks, including LTE, VoLTE, IMS, VoIP, WiFi, VoWiFi and mobile broadband. The Company’s comprehensive, carrier-grade solutions are designed for big data analytics on terabit networks, and are used to enhance customer care management, network operations, engineering capabilities, network service management, network planning and marketing. The Company’s shares (the “Ordinary Shares”) are listed on the NASDAQ Capital Market under the symbol “RDCM”.

In February 2014, the Company's MaveriQ solution, a software probe based solution, which replaced the OmniQ solution, a hardware-based solution, officially launched and sales commenced. Since 2015, the Company enhanced its research and development efforts in developing solutions to support NFV and remove dependencies from proprietary hardware-based devices.

The Company has wholly-owned subsidiaries in the United States and Brazil, that are primarily engaged in the sales, marketing, deployment and customer support of the Company's products in North America and Brazil, respectively. The Company also has a wholly owned subsidiary in India, which primarily provides marketing services and customer support services worldwide.

b.
The Company has an accumulated deficit of $56,644 as of June 30, 2017. In addition, during the six month period ended June 30, 2017, the Company generated negative cash flow of $7,021 from its operating activities. The Company believes that its existing capital resources and expected cash flows from operations will be adequate to satisfy its expected liquidity requirements at least for the next 12 months.
 
c.
In December 2015, the Company entered to a multi-year sales agreement with Amdocs Software Systems Limited (“Amdocs”) for the resale of MaveriQ to AT&T, a leading North American Tier-1 telecom operator (the “AT&T Engagement”). During 2016 and 2017, the Company signed expansion agreements, as well as multi-year maintenance agreements with Amdocs in connection with the AT&T Engagement. During the six month periods ended June 30, 2017 and 2016, the Company recognized revenues in amount of $8,614 and $11,424 pursuant to the AT&T Engagement and its related amendments, which represent approximately 51% and 83% of the total consolidated revenues of the Company, respectively. (See also Note 8c).
 
8

RADCOM LTD. AND ITS SUBSIDIARIES
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 1: -
GENERAL (Cont.)
 
The Company depends on a limited number of contract customers for selling its solution. If these customers become unable or unwilling to continue to buy the Company's solution, it could adversely affect the Company's results of operations and financial position. The loss of any significant customer, a significant decrease in business from any such customer or a reduction in customer revenue due to adverse changes in the market, economic or competitive conditions or other factors could have a material adverse effect on the company’s business, results of operations and financial condition.
 
d.
Follow-on Public Offering:

On May 4, 2016, a "shelf" registration statement covering the public sale of up to $50,000 of the Company’s Ordinary Shares was declared effective by the U.S. Securities and Exchange Commission ("SEC").

On May 25, 2016, the Company closed its follow-on public offering at a price of $11.00 per share. Upon the closing of the follow-on public offering, the Company issued 2,090,909 Ordinary Shares, which included 272,727 Ordinary Shares sold pursuant to the underwriters’ exercise of the overallotment option to purchase additional Ordinary Shares, for total consideration of approximately $21,279, net of underwriting discounts, commissions and other offering expenses of $1,721 payable by the Company.
 
NOTE 2: -
UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("US GAAP") and the standards of the Public Company Accounting Oversight Board for interim financial information. Accordingly, they do not include all the information and footnotes required by US GAAP for complete financial statements. In the opinion of management, the Company has made all adjustments (consisting only of normal, recurring adjustments, except as otherwise indicated) considered necessary for a fair presentation of the Company’s consolidated financial position as of June 30, 2017. Consolidated results of operations and consolidated cash flows for the six months ended June 30, 2017 and 2016, have been included. The results for the six months ended June 30, 2017, are not necessarily indicative of the results that may be expected for the year ending on December 31, 2017.
 
9

RADCOM LTD. AND ITS SUBSIDIARIES
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 3: -
SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies applied in the annual consolidated financial statements of the Company as disclosed in the Company's Annual Report on Form 20-F for the period ended December 31, 2016 filed with the SEC on March 30, 2017, are applied consistently in these unaudited interim consolidated financial statements, except:

Recently issued accounting standards:

1.
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (“ASC 606”). Under the new standard, revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The FASB has recently issued several amendments to the standard, including clarification on identifying performance obligations.
 
The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (the full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the modified retrospective method).

ASC 606 will be effective for the Company beginning January 1, 2018. The Company is adopting ASC 606 effective January 1, 2018 and expects to do so using the modified retrospective method. However, a final decision regarding the adoption method has not been finalized at this time.

The Company has made progress toward completing the evaluation of the potential changes from adopting ASC 606 on its financial reporting and disclosures.  The Company has evaluated the impact of the standard on the majority of its revenue streams. Under the new standard, an entity recognizes revenue when or as it satisfies a performance obligation by transferring a good or service to the customer, either at a point in time or over time. Based on its current analysis, the Company expects to continue to recognize most of its product solution revenue at a point in time upon delivery or obtaining acceptance, when such acceptance is deemed substantive; in addition, the Company may identify additional performance obligations. For fixed price contracts, which include significant customization, that are currently recognized using the percentage-of-completion method based on labor effort, the Company does not expect significant changes. The Company's evaluation of the standard and its impact on the accounting and disclosure required changes, design of new controls, changes in its business processes and systems will continue through the adoption date.

10

 
RADCOM LTD. AND ITS SUBSIDIARIES
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 3: -
SIGNIFICANT ACCOUNTING POLICIES (Cont.)

2.
In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718) Scope of Modification Accounting (“ASU 2017-09”). ASU 2017-09 provides clarification on when modification accounting should be used for changes to the terms or conditions of a share-based payment award. This ASU does not change the accounting for modifications but clarifies that modification accounting guidance should only be applied if there is a change to the value, vesting conditions, or award classification and would not be required if the changes are considered non-substantive. The Company is currently evaluating the impact that adopting this new accounting standard will have on its consolidated financial statements.
 
NOTE 4: -
INVENTORIES

 
 
June 30,
   
December 31,
 
   
2017
   
2016
 
   
Unaudited
       
             
Raw materials
 
$
-
   
$
57
 
Finished products (*)
   
468
     
566
 
                 
   
$
468
   
$
623
 

(*)
Includes amounts of $107 and $176 at June 30, 2017 and December 31, 2016, respectively, with respect to inventory delivered to customers but for which revenue recognition criteria have not been met yet.
 
NOTE 5: -   COMMITMENTS AND CONTINGENCIES

a.
Royalty commitments:

The Company receives research and development grants from the Israel Innovation Authority (the "IIA"). In consideration for the research and development grants received from the IIA, the Company has undertaken to pay royalties as a percentage of revenues from products developed from research and development projects financed. If the Company does not generate sales of products developed with funds provided by the IIA, the Company is not obligated to pay royalties or repay the grants.

Royalties are payable at the rate of 3.5% from the time of commencement of sales of all of the Company’s products until the cumulative amount of the royalties paid equals 100% of the dollar-linked amounts of the grants received, plus interest at LIBOR.
11

RADCOM LTD. AND ITS SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 5: -    COMMITMENTS AND CONTINGENCIES (Cont.)

As of June 30, 2017, the Company's total commitment with respect to royalty-bearing participation received or accrued, net of royalties paid or accrued, amounted to $43,247.

Royalty expenses relating to the IIA grants included in cost of revenues during the six month periods ended June 30, 2017 and 2016 were $594 and $481, respectively.

In May 2010, the Company received a notice from the IIA regarding alleged miscalculations of the amount of royalties paid by the Company to the IIA for the years 1992-2009 and the revenues basis on which the Company had to pay royalties. The Company believes that all royalties due to the IIA from the sale of products developed with funding provided by the IIA during such years were properly paid or were otherwise accrued. During 2011, the Company reviewed with the IIA the alleged miscalculations. The Company assessed the merits of the aforesaid arguments raised by the IIA and recorded a liability for an estimated loss.

b.
From time to time, the Company may be involved in various claims and legal proceedings. The Company reviews the status of each matter and assesses its potential financial exposure. If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company accrues a liability for the estimated loss. Company’s estimations and related accruals if any are reviewed at least quarterly and adjusted to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other information and events relating to a particular matter.

NOTE 6: -
 SHAREHOLDERS' EQUITY
 
Share-based compensation:

a.
On April 3, 2013, the Company approved a new Share Option Plan (the "2013 Share Option Plan"). The 2013 Share Option Plan provides for the grant of options to purchase Ordinary Shares to provide incentives to employees, directors, consultants and contractors of the Company. In accordance with Section 102 of the Income Tax Ordinance (New Version) - 1961, the Company's Board of Directors (the "Board") elected the "Capital Gains Route".

On February 19, 2015, the Board adopted an amendment to the 2013 Share Option Plan pursuant to which the Company may grant options to purchase its Ordinary Shares, restricted shares and Restricted Share Units (“RSUs”) to its employees, directors, consultants and contractors. The 2013 Share Option Plan expires on April 2, 2023.

12

RADCOM LTD. AND ITS SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 6: -
SHAREHOLDERS' EQUITY (Cont.)

On October 30, 2016, the Board resolved to increase the number of shares reserved under the 2013 Share Option Plan, from 1,250,000 to 2,450,000.

The total number of Ordinary Shares available for future grants under the 2013 Share Option Plan as of June 30, 2017, was 1,094,420.

b.
Grants of options during the six month period ended June 30, 2017 were at exercise prices equal to the market value of the Ordinary Shares at the date of grant.

c.
The following is a summary of the Company's stock options activity for the six month period ended June 30, 2017:
 
   
Number of options
   
Weighted-average exercise price
   
Weighted- average remaining contractual term
(in years)
   
Aggregate intrinsic value
 
                         
Outstanding at December 31, 2016
   
624,437
   
$
10.47
     
3.55
   
$
4,576
 
Granted (*)
   
65,002
     
18.90
                 
Exercised
   
(71,937
)
   
8.96
                 
Expired and forfeited
   
(8,700
)
   
11.29
                 
                                 
Outstanding at June 30, 2017
   
608,802
   
$
11.54
     
3.42
   
$
4,756
 
                                 
Vested and expected to vest at June 30, 2017
   
608,802
   
$
11.54
     
3.42
   
$
4,756
 
                                 
Exercisable at June 30, 2017
   
273,400
   
$
9.71
     
2.63
   
$
2,637
 
 
The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the deemed fair value of the Company's Ordinary Shares on the last day of the six month period ended June 30, 2017 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on June 30, 2017. This amount is impacted by the changes in the fair market value of the Company's Ordinary Shares.

(*) The fair value of the options granted during the six month period ended June 30, 2017 was estimated by using a Black-Scholes option-pricing model which requires the following assumptions: risk-free interest rates of 1.6% - 1. 9% which is based on the yield from U.S. treasury zero-coupon bonds with an equivalent term to the options' expected term, expected volatility of 49.3% - 55.9% which is calculated based upon actual historical stock price movements over the most recent periods ending on the grant date and an expected term of 3.45 - 4.76 years which is generated by running a Monte Carlo model pursuant to which historical post-vesting forfeitures and suboptimal exercise factor are estimated by using historical option exercise information of the options.
 
13

RADCOM LTD. AND ITS SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 6: -
SHAREHOLDERS' EQUITY (Cont.)

d.
As of June 30, 2017, stock options under the 2013 Share Option Plan, as amended are as follows for the periods indicated:

     
Options outstanding
at June 30, 2017
   
Options exercisable
at June 30, 2017
 
Exercise price
   
Number outstanding
   
Weighted average exercise price
   
Weighted average remaining contractual life
   
Number exercisable
   
Weighted average exercise price
   
Weighted average remaining contractual life
 
 $          
$
   
In years
         
$
   
In years
 
                                             
 
2.56 – 3.90
     
41,400
     
3.25
     
1.34
     
41,400
     
3.25
     
1.34
 
 
5.35 – 8.60
     
55,500
     
6.68
     
2.02
     
55,500
     
6.68
     
2.02
 
 
10.49 – 18.90
     
511,902
     
12.73
     
3.75
     
176,500
     
12.17
     
3.12
 
                                                     
         
608,802
                     
273,400
                 

e.
The following is a summary of the Company's RSUs activity for the six month period ended June 30, 2017:
 
   
Number of
RSUs
   
Weighted average remaining contractual term (in years)
   
Aggregate intrinsic value
 
                   
Outstanding at December 31, 2016
   
193,150
     
2.02
   
$
3,438
 
Granted
   
24,928
                 
Vested
   
(31,224
)
               
Cancelled and forfeited
   
(3,250
)
               
                         
Outstanding at June 30, 2017
   
183,604
     
1.61
   
$
3,553
 
                         
Vested and expected to vest at June 30, 2017
   
183,604
     
1.61
   
$
3,553
 
 
f.
The weighted average fair values of options granted during the six month periods ended June 30, 2017 and 2016 were $7.96 and $5.28 per share, respectively.

g.
The weighted average fair values of RSUs granted during the six month periods ended June 30, 2017 and 2016 were $18.44 and $12.55 per share, respectively.

14

RADCOM LTD. AND ITS SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 6: -
SHAREHOLDERS' EQUITY (Cont.)

h.
The following table summarizes the departmental allocation of the Company's share-based compensation charges:

   
Six months ended
June 30,
 
     
2017*
 
   
2016*
 
   
Unaudited
 
                 
Cost of revenues
 
$
67
   
$
42
 
Research and development, net
   
242
     
239
 
Sales and marketing, net
   
272
     
51
 
General and administrative
   
659
     
355
 
                 
   
$
1,240
   
$
687
 
 
 
(*)
Including $778 and $214 of compensation cost related to RSUs for the six month periods ended June 30, 2017 and 2016, respectively.
 
i.
Share-based compensation:
 
As of June 30, 2017, there are $2,781 of total unrecognized costs related to non-vested share-based compensation and RSUs that are expected to be recognized over a weighted average period of 1.1 years.
 
15

RADCOM LTD. AND ITS SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 7: -
SELECTED STATEMENTS OF OPERATIONS DATA
 
a
Financial income (expenses), net:
 
   
Six months ended
June 30
 
   
2017
   
2016
 
   
Unaudited
 
             
Financial income:
           
Foreign currency translation adjustments
 
$
193
   
$
629
 
Interest from banks
   
257
     
216
 
                 
     
450
     
845
 
                 
Financial expenses:
               
Interest and bank charges
   
(36
)
   
(13
)
Foreign currency translation adjustments
   
(264
)
   
(96
)
                 
     
(300
)
   
(109
)
                 
Financial income, net
 
$
150
   
$
736
 
 
b.
Net (loss) income per share:
 
The following table sets forth the computation of basic and diluted net income per share:

   
Six months ended
June 30
 
   
2017
   
2016
 
   
Unaudited
 
Numerator:
           
             
Numerator for basic net (loss) income per share
 
$
(540
)
 
$
2,650
 
                 
Denominator:
               
                 
   Denominator for diluted net (loss) income per share - weighted average number of Ordinary Shares
   
11,673,240
     
9,322,930
 
                 
Effect of dilutive securities:
               
   Outstanding options and RSU's
   
-
     
410,107
 
                 
   Denominator for diluted net (loss) income per share - adjusted weighted average number of Ordinary Shares
   
11,673,240
     
9,733,037
 
 
16

RADCOM LTD. AND ITS SUBSIDIARIES
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 8: -
RELATED PARTY BALANCES AND TRANSACTIONS

a.
The Company carries out transactions with related parties as detailed below. Certain principal shareholders of the Company are also principal shareholders of affiliates known as the RAD-BYNET Group.

1.
The Company is a party to a reseller agreement with Allot Communications Inc (“Allot”), a company of which the Company’s controlling shareholder is an interested party, giving Allot the right to distribute Company's products.
 
Revenues related to this reseller agreement are included in Note 8e below as "revenues". For the six month periods ended June 30, 2017 and 2016, revenues aggregated for a total amount of $16 and $74, respectively.
 
2.
Certain premises occupied by the Company and its U.S. subsidiary are rented from related parties. The U.S. subsidiary sub-leased certain premises to a related party. The aggregate net amounts of lease and maintenance expenses for the six month periods ended June 30, 2017 and 2016 were $294 and $214, respectively.

3.
Certain entities within the RAD-BYNET Group provide the Company with administrative and IT services. Such amounts expensed by the Company are disclosed in Note 8e below as part of “Expenses” and “capital expenses”.

b.
The Company's active chairperson of the Board since September 10, 2015 is, among other things, also the spouse of the Company’s former chairperson of the Board, a currently serving director and a controlling shareholder of the Company. The active chairperson of the Board of Directors is entitled to a fixed monthly salary. During the six month periods ended June 30, 2017 and 2016, the Company recorded salary expenses with respect to the active chairperson in the amount of $54 and $130, respectively.
 
c.
Since 2015, the Company entered several agreements with Amdocs, to sell its solution, pursuant to which the Company recorded revenues in the amount of $8,614 and $11,424, during the six-month period ended June 30, 2017 and 2016, respectively (See also Note 1c). The Company’s controlling shareholder and director, serves as a director in Amdocs.

17

RADCOM LTD. AND ITS SUBSIDIARIES
 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in thousands, except share and per share data
 
NOTE 8:-
RELATED PARTY BALANCES AND TRANSACTIONS (Cont.)
 
d.
Balances with related parties:
 
   
June 30,
   
December 31,
 
   
2017
   
2016
 
   
Unaudited
       
Assets:
           
             
Trade receivables
 
$
4,532
   
$
952
 
Other account receivables and prepaid expenses
   
47
     
588
 
                 
Liabilities:
               
                 
Trade payables
   
230
     
169
 
Other account payables and accrued expenses
   
73
     
92
 
Advance from customer
 
$
-
   
$
1,880
 

e.
Transactions with related parties:

   
Six months ended
June 30,
 
   
2017
   
2016
 
   
Unaudited
 
             
Revenues
 
$
8,630
   
$
11,503
 
                 
Expenses:
               
Cost of revenues
   
93
     
84
 
                 
Operating expenses:
               
Research and development, net
   
183
     
75
 
Sales and marketing, net
   
95
     
54
 
General and administrative
   
109
     
159
 
                 
Capital expenses
 
$
9
   
$
-
 
 
18