UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K

 

Amendment No. 1

  

(Mark One)

 

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE ACT OF 1934

 

For the fiscal year ended December 31, 2013

 

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from [       ] to [      ]

 

Commission file number 000-50306

 

HOTEL OUTSOURCE MANAGEMENT INTERNATIONAL INC.

(Exact Name of Registrant as Specified in its charter)

 

Delaware		13-4167393
(State of Incorporation)		(IRS Identification Number)
80 Wall Street, Suite 815 New York, New York		10005
(Address of principal executive offices)		(Zip Code)

 

Issuer's telephone number (212) 344-1600

 

Securities registered pursuant to Section 12(b) of the Act:

 

		Name of each exchange on which
Title of each class		Registered
0		0

 

Securities registered pursuant to Section 12(g) of the Act:

 

Common Stock, par value $0.001

(Title of Class)

 

Indicate by check mark if the registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities Act) o Yes    x   No

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act Yes x   No o  

 

Indicate by check mark whether the registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x   No o  

 

Indicate by check mark if disclosure of delinquent filers in response to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x

 

 

Indicate by check mark whether the registrant is a large accelerated filer or accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Ruler 12b-2 of the Exchange Act (check one):

 

 

Large Accelerated Filer	£	Accelerated Filer	£
Non-Accelerated Filer	£	Smaller reporting Company	S
(Do not check if a smaller reporting company)

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). o Yes    x   No

 

State the aggregate market value of the voting and non-voting common equity held by non-affiliates of the Company computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of December 31, 2013, the last business day of the registrant's most recently completed year.

 

861,423 at $0.50(1) = $430,711

 

(1)

Average of bid and ask closing prices on December 31, 2013.

 

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

 

State the number of shares outstanding of each of the Issuer’s classes of common stock, as of the latest practicable date:

 

2,949,484 common shares issued and outstanding as of March 15, 2014

 

DOCUMENTS INCORPORATED BY REFERENCE

 

See index to exhibits

 

Transitional Small Business Disclosure Format (Check One): Yes  £   No S

 

 

HOTEL OUTSOURCE MANAGEMENT INTERNATIONAL, INC.

2013 FORM 10-K ANNUAL REPORT

TABLE OF CONTENTS

 

		Page
PART I
Item 1	Business	4
	General	4
	Our Growth Strategy	5
	Operations	5
	Complete Outsource Solution	6
	Management & Operation of Installed Base	6
	New Business Model	6
	Other	6
	Competition	6
	Customers and Markets	7
	Government Regulations	8
	Intellectual Property	8
	Employees	8
	Corporate Structure	8
Item 1A	Risk Factors	8
Item 1B	Unresolved Staff Comments	8
Item 2	Properties	10
Item 3	Legal Proceedings	10
Item 4	Submission of Matters to a Vote of Security Holders	11
PART II		11
Item 5	Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	11
Item 6	Selected Financial Data
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	12
	Forward-Looking Statements	12
	Critical Accounting Policies	12
	Revenue Recognition, Accounts Receivable and Allowance for Doubtful Accounts	12
	Long-Lived Assets	13
	Overview	13
	Cost and Expenses	14
	Results of Operations	14
	Liquidity and Capital Resources	16
	Subsequent Events	18
	Off-Balance Sheet Arrangements	19
	Inflation	19
	International Tax Implications	19
Item 7A	Qualitative and Qualitative Disclosures about Market Risk	19
Item 8	Financial Statements and Supplementary Data	F-1
	Report of Independent Registered Public Accounting Firm	F-2
	Consolidated Balance Sheets	F-3 – F-4
	Consolidated Statements of Operations	F-5
	Consolidated Statements of shareholders’ Equity	F-6
	Consolidated Statements of Cash Flows	F-7 – F-8
	Notes to Consolidated Financial Statements	F-9 – F-26
Item 9	Changes In and Disagreements With Accountants on Accounting on Accounting and Financial Disclosure	45
Item 9B	Other Information	46
PART III		46
Item 10	Directors, Executive Officers and Corporate Governance	46
Item 11	Executive Compensation	47
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	48
Item 13	Certain Relationships And Related Transactions And Director Independence	49
Item 14	Principal Accountant Fees and Services	52
PART IV		53
Item 15	Exhibits and Financial Statement Schedules	53
	Signatures	54

 

 

Explanatory Note

 

The purpose of this Amendment No. 1 to Hotel Outsource Management International, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2013, filed with the Securities and Exchange Commission on March 31, 2014 (the “Form 10-K”), is solely to make the following revision:  submit a dated Report of Independent Registered Public Accounting Firm

 

No other changes have been made to the Form 10-K. This Amendment No. 1 to the Form 10-K speaks as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-K

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

  

To the Stockholders and Board of Directors of

Hotel Outsource Management International, Inc.:

 

We have audited the accompanying consolidated balance sheets of Hotel Outsource Management International, Inc. (the “Company”) as of December 31, 2013 and 2012 and the related consolidated statements of comprehensive loss, changes in shareholders’ equity and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

 

We conducted our audit 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 financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its 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 Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statements presentation. We believe that our audit provides a reasonable basis for our opinion.

 

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2013 and 2012, and the consolidated results of its operations, changes in shareholders' equity and cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

 

The accompanying financial statements have been prepared assuming that the Company will continue as a "going concern". As discussed in Note 1f to the financial statements, the Company has suffered recurring losses from operations and has a net working capital deficiency that raise substantial doubt about its ability to continue as "going concern". Management's plans in regard to these matters are also described in Note 1f. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

  

/s/Barzily & Co.

Jerusalem, Israel

March 30 ,2014

 

 

 

SIGNATURES

 

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereto duly authorized.

 

HOTEL OUTSOURCE MANAGEMENT INTERNATIONAL, INC.
Dated: August 4, 2014	By:	/s/ Daniel Cohen
		Daniel Cohen, President

 

In accordance with the requirements of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

 

	/s/ Daniel Cohen			/s/ Jacob Ronnel
	Daniel Cohen, President, Principal Executive Officer, Principal Financial Officer, Director			Jacob Ronnel, Director
Dated:	August 4, 2014		Dated:	August 4, 2014
				/s/ Avraham Bahry
				Avraham Bahry, Director
			Dated:	August 4, 2014
				/s/ Kalman Huber
				Kalman Huber, Director
			Dated:	August 4, 2014

 

 

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