Forward-Looking Information

This report includes, in addition to historical information, "forward-looking statements". All statements other than statements of historical fact we make in this report are forward-looking statements. In particular, the statements regarding industry prospects and our expectations regarding future results of operations or financial position (including those described in this Management's Discussion and Analysis of Financial Condition and Results of Operations) are forward-looking statements. Such statements are based on management's current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ significantly from those described in the forward-looking statements. Factors that may cause such a difference include the following:





  ? the success of products depends on a number of factors including market
    acceptance and our ability to manage the risks associated with product
    introduction;
  ? local, regional, national and international economic conditions and events,
    and the impact they may have on us and our customers;
  ? our revenue could be adversely impacted if any of our significant customers
    reduces its order levels or fails to order during a reporting period; customer
    demand is based on many factors out of our control;
  ? as a result of the new revenue recognition standards, if any significant end
    user customer or reseller substantially changes its order level, or fails to
    order during the reporting period, whether the order is placed directly with
    us or through one of our non-stocking resellers, our software licenses revenue
    could be materially impacted; and
  ? other factors, including, but not limited to, those set forth under Item 1A,
    "Risk Factors" in our Annual Report on Form 10-K for the year ended December
    31, 2020 which was filed with the Securities and Exchange Commission (the
    "SEC") on March 31, 2021, and in other documents we have filed with the SEC.



Statements included in this report are based upon information known to us as of the date that this report is filed with the SEC, and we assume no obligation to update or alter our forward-looking statements made in this report, whether as a result of new information, future events or otherwise, except as otherwise required by applicable federal securities laws.





Introduction


hopTo, Inc., through its wholly owned subsidiary GraphOn Corporation (collectively, "we", "us," "our" or the "Company"), is a developer of application publishing software which includes application virtualization software and cloud computing software for multiple computer operating systems including Windows, UNIX and several Linux-based variants. Our application publishing software solutions are sold under the brand name GO-Global, which is our sole revenue source. GO-Global is an application access solution for use by independent software vendors ("ISVs"), corporate enterprises, governmental and educational institutions, and others who wish to take advantage of cross-platform remote access and Web-enabled access to their existing software applications, as well as those who are deploying secure, private cloud environments.





Critical Accounting Policies



We believe that several accounting policies are important to understanding our historical and future performance. We refer to these policies as "critical" because these specific areas require us to make judgments and estimates about matters that are uncertain at the time when we make the estimates. Actual results may differ from these estimates. For a summary of our critical accounting policies, please refer to our 2020 10-K Report and Note 2 to our unaudited consolidated financial Statements included under Item 1 - Financial Statements in this Form 10-Q.





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Results of Operations for the Three-Month Periods Ended March 31, 2021 and 2020

The following are the results of our operations for the three months ended March 31, 2021 as compared to the three months ended March 31, 2020.





                                                For the Three Months Ended
                                              March 31,            March 31,
                                                 2021                 2020           $ Change
                                             (Unaudited)          (Unaudited)

Revenues                                    $      860,200       $      844,600     $    15,600
Cost of revenues                                    44,200               38,100           6,100
Gross profit                                       816,000              806,500           9,500

Operating expenses:
Selling and marketing                              143,000              104,400          38,600
General and administrative                         214,700              229,000         (14,300 )
Research and development                           363,100              364,000            (900 )
Total operating expenses                           720,800              697,400          23,400

Income from operations                              95,200              109,100         (13,900 )

Other income:
Unrealized gain on marketable securities            14,200                    -          14,200
Other income                                       269,800                    -         269,800
Total other income                                 284,000                    -         284,000

Income before provision for income taxes           379,200              109,100         270,100
Provision for income taxes                               -                    -               -
Net income                                  $      379,200       $      109,100     $   270,100




Revenues


Our software revenue is entirely related to our GO-Global product line, and historically has been primarily derived from product licensing fees and service fees from maintenance contracts. The majority of this revenue has been earned, and continues to be earned, from a limited number of significant customers, most of whom are resellers. Many of our resellers purchase software licenses that they hold in inventory until they are resold to the ultimate end user (a "stocking reseller").

When a software license is sold directly to an end user by us, or by one of our resellers who does not stock licenses into inventory, revenue is recognized immediately upon shipment, assuming all other criteria for revenue recognition are met. Consequently, if any significant end user customer substantially changes its order level, or fails to order during the reporting period, whether the order is placed directly with us or through one of our non-stocking resellers, our software licenses revenue could be materially impacted.

Almost all stocking resellers maintain inventories of our Windows products; few stocking resellers maintain inventories of our UNIX products.





Software Licenses


Windows software licenses revenue decreased by $56,000 or 23.5% to $181,900 during the three months ended March 31, 2021, from $237,900 for the same period in 2020. The decrease was due to lower license orders following elevated license order activity in the prior year period related to the onset of the COVID-19 pandemic.





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Software licenses revenue from our UNIX/Linux products decreased by $20,900 or 54.4% to $17,500 for the three months ended March 31, 2021 from $38,400 for the same periods of 2020. The decrease was primarily due to lower revenue from stocking and standard order licenses.





Software Service Fees


Service fees attributable to our Windows product service increased by $108,600 or 22.5% to $590,200 during three months ended March 31, 2021, from $481,600 for the same period in 2020. The increase was due to an increase in maintenance renewals from existing customers and higher subscription license orders.

Service fees revenue attributable to our UNIX products decreased by $16,000 or 24.6% to $49,100 during the three months ended March 31, 2021, from $65,100 for the same period in 2020. The decrease was primarily the result of the lower level of UNIX product sales throughout the prior year and an expiration of a long-term maintenance contract.





Cost of Revenues


Cost of revenue is comprised primarily of software service costs, which represent the costs of customer service. Also included in cost of revenue are software product costs, which are primarily comprised of the amortization of capitalized software development costs and costs associated with licenses to third party software included in our product offerings, and the required import tax withholdings from Brazil resellers. We incur no significant shipping or packaging costs as virtually all of our deliveries are made via electronic means over the Internet.

Cost of revenue for the three months ended March 31, 2021 increased by $6,100, or 16.0%, to $44,200 for the three months ended March 31, 2021 from $38,100 for the same period in 2020. Cost of revenue 5.1% and 4.5% of total revenue for the three months ended March 31, 2021 and 2020, respectively. The increase was due to import tax withholdings associated with higher revenue from Brazil resellers for the three-month period ended March 31, 2021.

Selling and Marketing Expenses

Selling and marketing expenses primarily consisted of employee, outside services and travel and entertainment expenses.

Selling and marketing expenses increased by $38,600, or 37.0%, to $143,000 for the three months ended March 31, 2021 from $104,400 for the same period in 2020. Selling and marketing expenses represented approximately 16.6% and 12.4% of total revenue for the three months ended March 2021 and 2020, respectively. The increase in selling and marketing expenses was due to higher consulting services.





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General and Administrative Expenses

General and administrative expenses primarily consist of employee costs, legal, accounting, other professional services (including those related to our patents), rent, travel and entertainment and insurance. Certain costs associated with being a publicly held corporation are also included in general and administrative expenses, as well as bad debt expense.

General and administrative expenses decreased by $14,300, or 6.2%, to $214,700 for the three months ended March 31, 2021 from $104,400 for the same period in 2020. General and administrative expenses represented approximately 25.0% and 27.1% of total revenue for the three months ended March 31, 2021 and 2020, respectively.

The decrease in general and administrative expense was due to a reduction in accounting fees and consulting related fees.

Research and Development Expenses

Research and development expenses consist primarily of employee costs, payments to contract programmers, software subscriptions, travel and entertainment for our engineers, and all rent for our leased engineering facilities.

Research and development expenses decreased by $900, or 0.2% to $363,100 for the three months ended March 31, 2021 from $364,000 for the same period in 2020. This represented approximately 42.2% and 43.1% of total revenue for the three months ended March 31, 2021 and 2020, respectively.

Liquidity and Capital Resources

As of March 31, 2021, we had cash of $4,392,800 and a working capital position of $3,670,100 as compared to cash of $4,375,300 and a working capital position of 3,281,600 at December 31, 2020. The increase in cash as of March 31, 2021 was primarily the result of cash provided by operations during the period.

The following is a summary of our cash flows from operating, investing and financing activities for the three months ended March 31, 2021 and 2020.





                                                     For the Three Months Ended
                                                   March 31,           March 31,
                                                     2021                 2020
   Cash flows used in operating activities       $      (6,300 )     $      (74,900 )
   Cash flows provided by investing activities   $      23,800       $            -
   Cash flows provided by financing activities   $           -       $            -



Net cash flows used by operating activities for the three months ended March 31, 2021 and for the same periods ended March 31,2020 amounted to $6,300 and $74,900, respectively. The increase in cash flows provided by operating activities is primarily the result of a decrease in prepaid expenses and increase in deferred revenue offset by elimination of contributed services compared to the prior year period.

Net cash flows provided by investing activities for the three months ended March 31, 2021 amount to $23,800 due to net cash receipt from sale of patents, offset by purchase of marketable securities investments and property equipment. The Company had no cash related to investing activities for the same periods of prior year. The Company had no cash flows related to financing activities for the three months ended March 31, 2021 or 2020.

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