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SEC Filings

SEVEN STARS CLOUD GROUP, INC. filed this Form 10-Q on 08/14/2017
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Seven Stars Cloud Group, Inc., Its Subsidiaries and Variable Interest Entities


The Company recognized the fair value of the Common Stock to SSS of approximately $13,700,000, based on the market price of the Company’s Common Stock, as Earn-out share award expense in the consolidated statement of operations for the year ended December 31, 2016.


13.Warrant Liabilities


In connection with our August 30, 2012 private financing, the Company issued 977,063 warrants to investors and the broker. In accordance with ASC 815-40, Contracts in Entity’s Own Equity, the warrants have been accounted as derivative liabilities to be re- measured at the end of every reporting period with the change in fair value reported in the consolidated statement of operations. On August 30, 2012, such warrants were valued at $1,525,000 utilizing a valuation model and were initially recorded as a liability. The fair value of the warrants is remeasured at each reporting period based on the Monte Carlo valuation.


As of June 30, 2017 and December 31, 2016, the warrant liability was revalued as disclosed in Note 10, and recorded at its fair value of approximately $137,587 and $70,785, respectively, resulting in a loss of approximately $243,999 for the six months ended June 30, 2017. There were 107,534 warrants exercised during six months ended June 30, 2017.


14.Share-Based Payments


As of June 30, 2017, the Company had 1,999,528 options, 463,335 restricted shares and 3,546,897 warrants outstanding (including the 1,818,182 warrants issued to SSS as disclosed in Note 12 (a) to purchase shares of our common stock.


The Company awards common stock and stock options to employees and directors as compensation for their services, and accounts for its stock option awards to employees and directors pursuant to the provisions of ASC 718, Stock Compensation. The fair value of each option award is estimated on the date of grant using the Black-Scholes Merton valuation model. The Company recognizes the fair value of each option as compensation expense ratably using the straight-line attribution method over the service period, which is generally the vesting period.


Total share-based payments expense recorded by the Company during the three months ended June 30, 2017 and 2016 is as follows:


   Three Months Ended   Six Months Ended 
   June 30,   June 30,   June 30,   June 30, 
   2017   2016   2017   2016 
Employees and directors share-based payments  $76,224   $73,000   $147,652   $212,000 


Effective as of December 3, 2010, our Board of Directors approved the Wecast Network, Inc. 2010 Stock Incentive Plan (“the 2010 Plan”) pursuant to which options or other similar securities may be granted. The maximum aggregate number of shares of our common stock that may be issued under the Plan is 4,000,000 shares. As of June 30, 2017, options available for issuance are 1,215,327 shares.


(a)Stock Options


Stock option activity for the six months ended June 30, 2017 is summarized as follows:


           Weighted Average     
           Remaining   Aggregated 
   Options   Weighted Average   Contractual Life   Intrinsic 
   Outstanding   Exercise Price   (Years)   Value 
Outstanding at January 1, 2017   2,101,425   $2.42    4.59   $- 
Granted   170,000    1.57           
Exercised   (11,035)   2.00           
Expired   -    -           
Forfeited   (260,862)   1.49           
Outstanding at June 30, 2017   1,999,528    2.62    3.14    0.04 
Vested and expected to vest as of June 30, 2017   1,999,528    2.62    3.14    0.04 
Options exercisable at June 30, 2017 (vested)   1,683,238    2.80    2.00    0.02 


On January 4, March 1 and March 16, 2017, 90,000, 45,000 and 35,000 shares stock options, respectively, were issued to certain employees for services provided to us. The fair value of the stock options granted were valued using the Black-Scholes Merton method on the grant date, amounting to $61,200, $45,443 and $36,750, respectively.