##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-QSB
 AMENDMENT
NO. 1
 þ
    
    QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2007
 or
 o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 Commission File Number 001-15975
 REMEDENT, INC.
 (Exact name of small business issuer as specified in its charter)
 NEVADA
    
    86-0837251(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification Number)XAVIER DE COCKLAAN 42, 9831 DEURLE, BELGIUM
    
    N/A(Address of principal executive offices)
    
    (Zip code)
 011 32 9 321 70 80
 (Issuers telephone number)
 þ o
 o þ
  o o þ
 Number of shares of issuers common stock outstanding as of November 15, 2007: 18,606,245
 o þ




---



##### 



REMEDENT, INC.
TABLE OF CONTENTS
FORM 10-QSB REPORT
September 30, 2007
 PagePART I  FINANCIAL INFORMATION
    
    
    3Item 1. Interim Consolidated Financial Statements
    
    
    3Condensed Consolidated Balance Sheet as of September 30, 2007 (Unaudited) and March 31, 2007
    
    
    3Condensed Consolidated Statements of Operations for the Three and Six months Ended
September 30, 2007 and September 30, 2006 (Unaudited)
    
    
    4Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six
months Ended September 30, 2007 and September 30, 2006 (Unaudited)
    
    
    5Condensed Consolidated Statements of Cash Flows for the Six months Ended September 30, 2007
and September 30, 2006 (Unaudited)
    
    
    6Notes to Interim Condensed Consolidated Financial Statements (Unaudited)
    
    
    8Item 2. Managements Discussion and Analysis or Plan of Operation
    
    
    20Item 3. Controls and Procedures
    
    
    26PART II  OTHER INFORMATION
    
    
    26Item 1. Legal Proceedings
    
    
    26Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    26Item 3. Defaults upon Senior Securities
    
    
    27Item 4. Submission of Matters to Vote of Security Holders
    
    
    27Item 5. Other Information
    
    
    27Item 6. Exhibits
    
    
    27Signatures
    
    
    29EXHIBIT 10.1EXHIBIT 31.1EXHIBIT 31.2EXHIBIT 32.1EXHIBIT 32.2
  2




---



##### Table of Contents



PART I  FINANCIAL INFORMATION
 
 Item 1. Interim Condensed Consolidated Financial Statements
 REMEDENT, INC. AND SUBSIDIARIES
 INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 SEPTEMBER 30, 2007
 (unaudited)
 REMEDENT, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED BALANCE SHEETS
 September 30, 2007
    
    March 31, 2007(unaudited)ASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    3,778,185
    
    
    $
    126,966Accounts receivable, net of allowance for doubtful accounts of $92,729 at September
30, 2007 and $79,996 at March 31, 2007
    
    
    1,034,291
    
    
    
    1,724,121Inventories, net
    
    
    1,025,512
    
    
    
    1,132,941Prepaid expense
    
    
    889,639
    
    
    
    668,421Total current assets
    
    
    6,727,627
    
    
    
    3,652,449PROPERTY AND EQUIPMENT, NET
    
    
    614,413
    
    
    
    589,623OTHER ASSETSLong-term investment
    
    
    300,000
    
    
    
    Patents, net
    
    
    132,121
    
    
    
    135,894TOTAL ASSETS
    
    $
    7,774,161
    
    
    $
    4,377,966LIABILITIES AND STOCKHOLDERS DEFICITCURRENT LIABILITIES:Current portion, long term debt
    
    $
    26,498
    
    
    $
    43,499Line of Credit
    
    
    230,409
    
    
    
    1,530,276Notes payable
    
    
    11,282
    
    
    
    11,282Accounts payable
    
    
    1,586,013
    
    
    
    1,441,502Accrued liabilities
    
    
    518,197
    
    
    
    412,435Due to related parties
    
    
    50,536
    
    
    
    50,536Total current liabilities
    
    
    2,422,935
    
    
    
    3,489,530LONG TERM DEBT
    
    
    148,350
    
    
    
    152,343STOCKHOLDERS DEFICIT:Preferred Stock $0.001 par value (10,000,000 shares authorized, none issued and
outstanding)
    
    
    
    
    
    
    Common stock, $0.001 par value; (50,000,000 shares authorized, 18,596,245 shares
issued and outstanding at September 30, 2007 and 12,996,245 shares issued and
outstanding at March 31, 2007)
    
    
    18,596
    
    
    
    12,996Additional paid-in capital
    
    
    17,809,487
    
    
    
    11,904,000Accumulated deficit
    
    
    (12,543,300
    )
    
    
    (11,147,600
    )Accumulated other comprehensive income (loss) (foreign currency translation adjustment)
    
    
    (81,907
    )
    
    
    (33,303
    )Total stockholders equity (deficit)
    
    
    5,202,876
    
    
    
    736,093TOTAL LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
    
    $
    7,774,161
    
    
    $
    4,377,966COMMITMENTS (Note 18)SUBSEQUENT EVENT (Note 19)
  3




---



##### Table of Contents



REMEDENT, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
  For the three months ended
    
    For the six months endedSeptember 30,
    
    September 30,2007
    
    2006
    
    2007
    
    2006Restated - Note 2
    
    Restated - Note 2Net sales
    
    $
    1,076,350
    
    
    $
    2,415,114
    
    
    $
    2,320,949
    
    
    $
    3,710,753Cost of sales
    
    
    686,649
    
    
    
    1,210,012
    
    
    
    1,352,076
    
    
    
    1,955,674Gross profit
    
    
    389,701
    
    
    
    1,205,102
    
    
    
    968,873
    
    
    
    1,755,079Operating ExpensesResearch and development
    
    
    46,168
    
    
    
    115,218
    
    
    
    75,557
    
    
    
    240,500Sales and marketing
    
    
    282,553
    
    
    
    236,839
    
    
    
    385,793
    
    
    
    623,414General and administrative
    
    
    1,059,371
    
    
    
    833,762
    
    
    
    1,803,852
    
    
    
    1,671,112Depreciation and amortization
    
    
    70,150
    
    
    
    46,432
    
    
    
    135,784
    
    
    
    87,694TOTAL OPERATING EXPENSES
    
    
    1,458,242
    
    
    
    1,232,251
    
    
    
    2,400,986
    
    
    
    2,622,720INCOME (LOSS) FROM OPERATIONS
    
    
    (1,068,541
    )
    
    
    (27,149
    )
    
    
    (1,432,113
    )
    
    
    (867,641
    )OTHER INCOME (EXPENSES)Interest expense
    
    
    (26,441
    )
    
    
    (73,454
    )
    
    
    (55,214
    )
    
    
    (97,469
    )Interest income
    
    
    90,233
    
    
    
    
    
    
    
    91,625
    
    
    
    Other income
    
    
    
    
    
    
    2,746
    
    
    
    
    
    
    
    27,523TOTAL OTHER INCOME (EXPENSES)
    
    
    63,792
    
    
    
    (70,708
    )
    
    
    36,411
    
    
    
    (69,946
    )NET LOSS
    
    $
    (1,004,749
    )
    
    $
    (97,857
    )
    
    $
    (1,395,702
    )
    
    $
    (937,587
    )LOSS PER SHAREBasic and fully diluted
    
    $
    (0.05
    )
    
    $
    (0.01
    )
    
    $
    (0.08
    )
    
    $
    (0.07
    )WEIGHTED AVERAGE SHARES OUTSTANDINGBasic and fully diluted
    
    
    18,596,245
    
    
    
    12,996,245
    
    
    
    17,035,589
    
    
    
    12,947,479
  4




---



##### Table of Contents



REMEDENT, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 For the three months ended
    
    For the six months endedSeptember 30,
    
    September 30,(Unaudited)
    
    (Unaudited)2007
    
    2006
    
    2007
    
    2006Net Income (Loss)
    
    $
    (1,004,749
    )
    
    $
    (97,857
    )
    
    $
    (1,395,702
    )
    
    $
    (937,587
    )OTHER COMPREHENSIVE INCOME
(LOSS):Foreign currency
translation
adjustment
    
    
    (53,204
    )
    
    
    14,413
    
    
    
    (48,604
    )
    
    
    25,415Comprehensive income (loss)
    
    $
    (1,057,953
    )
    
    $
    (83,444
    )
    
    $
    (1,444,306
    )
    
    $
    (912,712
    )
  5




---



##### Table of Contents



REMEDENT, INC. AND SUBSIDIARIES
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
  For the six months endedSeptember 30,2007
    
    2006CASH FLOWS FROM OPERATING ACTIVITIESNet loss
    
    $
    (1,395,702
    )
    
    $
    (937,587
    )Adjustments to reconcile net income (loss) to net cash used
by operating activitiesDepreciation and amortization
    
    
    135,784
    
    
    
    87,694Allowance for doubtful accounts
    
    
    7,521
    
    
    
    (6,172
    )Stock issued upon conversion of convertible debentures
    
    
    
    
    
    
    25,706Value of stock options to employees
    
    
    12,846
    
    
    
    189,515Changes in operating assets and liabilities:Accounts receivable
    
    
    752,589
    
    
    
    (131,043
    )Inventories
    
    
    (17,919
    )
    
    
    150,516Prepaid expenses
    
    
    (461,365
    )
    
    
    (7,399
    )Accounts payable
    
    
    67,364
    
    
    
    (171,177
    )Accrued liabilities
    
    
    83,718
    
    
    
    (69,527
    )Income taxes payable
    
    
    
    
    
    
    (105,048
    )Net cash used by operating activities
    
    
    (815,164
    )
    
    
    (974,522
    )CASH FLOWS FROM INVESTING ACTIVITIESDecrease (increase) in restricted cash
    
    
    
    
    
    
    (10,285
    )Purchases of patents
    
    
    (11,152
    )
    
    
    Purchases of equipment
    
    
    (83,919
    )
    
    
    (111,322
    )Net cash used by investing activities
    
    
    (95,071
    )
    
    
    (121,607
    )CASH FLOWS FROM FINANCING ACTIVITIESNet proceeds from private placement
    
    
    5,898,241
    
    
    
    Principal payments on capital lease note payable
    
    
    (31,741
    )
    
    
    (11,170
    )Note payments  related parties
    
    
    
    
    
    
    (8,422
    )Proceeds from (repayments of) line of credit
    
    
    (1,331,646
    )
    
    
    987,560Net cash provided by financing activities
    
    
    4,534,854
    
    
    
    967,968NET (DECREASE) INCREASE IN CASH
    
    
    3,624,619
    
    
    
    (128,161
    )Effect of exchange rate changes on cash and cash equivalents
    
    
    26,600
    
    
    
    (52,224
    )CASH AND CASH EQUIVALENTS, BEGINNING
    
    
    126,966
    
    
    
    332,145CASH AND CASH EQUIVALENTS, ENDING
    
    $
    3,778,185
    
    
    $
    151,761Supplemental Information:Interest paid
    
    $
    23,376
    
    
    $
    48,572Income taxes paid
    
    $
    
    
    
    $
    
  6




---



##### Table of Contents



SUPPLEMENTAL NON-CASH INVESTING
AND FINANCING ACTIVITIES:
  7




---



##### Table of Contents



NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
 1. BACKGROUND AND ORGANIZATION
  2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
          8




---



##### Table of Contents



9




---



##### Table of Contents



Tooling
    
    3 YearsFurniture and fixtures
    
    4 YearsMachinery and Equipment
    
    4 Years
                10




---



##### Table of Contents



Reporting Comprehensive Income
   Share-Based
Payment
 Restatement
  11




---



##### Table of Contents



For the three months endedSeptember 30,2007Previously
    
    
    AsReported
    
    
    Restated
    
    
    DifferenceCost of sales
    
    $
    799,763
    
    
    $
    686,649
    
    
    $
    (113,114
    )Gross profit
    
    
    276,587
    
    
    
    389,701
    
    
    
    113,114Operating ExpensesGeneral and administrative
    
    
    946,257
    
    
    
    1,059,371
    
    
    
    113,114Total Operating Expenses
    
    
    1,345,128
    
    
    
    1,458,242
    
    
    
    (113,114
    )NET LOSS
    
    $
    (1,004,749
    )
    
    $
    (1,004,749
    )
    
    $
    LOSS PER SHAREBasic and fully diluted
    
    $
    (0.05
    )
    
    $
    (0.05
    )
    
    $
    
 For the six months endedSeptember 30,2007Previously
    
    
    AsReported
    
    
    Restated
    
    
    DifferenceCost of sales
    
    $
    1,244,598
    
    
    $
    1,352,076
    
    
    $
    107,478Gross profit
    
    
    1,076,351
    
    
    
    968,873
    
    
    
    (107,478
    )Operating ExpensesGeneral and administrative
    
    
    1,911,130
    
    
    
    1,803,852
    
    
    
    (107,278
    )Total operating expenses
    
    
    (2,508,464
    )
    
    
    (2,400,986
    )
    
    
    107,278NET LOSS
    
    $
    (1,395,702
    )
    
    $
    (1,395,702
    )
    
    $
    LOSS PER SHAREBasic and fully diluted
    
    $
    (0.05
    )
    
    $
    (0.05
    )
    
    $
    
 3. PRIVATE PLACEMENT
     12




---



##### Table of Contents



4. CONCENTRATION OF RISK
     13




---



##### Table of Contents



5. ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS
  September 30, 2007
    
    March 31, 2007Accounts receivable, gross
    
    $
    1,127,020
    
    
    $
    1,804,117Less: allowance for doubtful
accounts
    
    
    (92,729
    )
    
    
    (79,996
    )Accounts receivable, net
    
    $
    1,034,291
    
    
    $
    1,724,121
 6. INVENTORIES
  September 30, 2007
    
    March 31, 2007Raw materials
    
    $
    30,369
    
    
    $
    30,579Components
    
    
    749,094
    
    
    
    786,728Finished goods
    
    
    260,228
    
    
    
    329,0001,039,691
    
    
    
    1,146,307Less: reserve for obsolescence
    
    
    (14,179
    )
    
    
    (13,366
    )Net inventory
    
    $
    1,025,512
    
    
    $
    1,132,941
 7. PREPAID EXPENSES
  September 30, 2007
    
    March 31, 2007Prepaid materials and components
    
    $
    468,853
    
    
    $
    394,598Prepaid Belgium income taxes
    
    
    70,985
    
    
    
    66,830Prepaid consulting
    
    
    142,665
    
    
    
    66,830VAT payments in excess of VAT receipts
    
    
    83,036
    
    
    
    47,260Royalties
    
    
    35,448
    
    
    
    33,415Prepaid trade show expenses
    
    
    23,216
    
    
    
    6,523Prepaid rent
    
    
    9,695
    
    
    
    7,054Other
    
    
    37,830
    
    
    
    45,911$
    889,639
    
    
    $
    668,421
 8. PROPERTY AND EQUIPMENT
  September 30, 2007
    
    March 31, 2007Furniture and Fixtures
    
    $
    155,493
    
    
    $
    137,560Machinery and Equipment
    
    
    681,032
    
    
    
    559,422Tooling
    
    
    188,450
    
    
    
    188,4501,024,975
    
    
    
    885,432Accumulated depreciation
    
    
    (410,562
    )
    
    
    (295,809
    )Property & equipment, net
    
    $
    614,413
    
    
    $
    589,623
 14




---



##### Table of Contents



9. LONG TERM INVESTMENT
    10. LICENSED PATENTS
      15




---



##### Table of Contents



  
 11. LINE OF CREDIT
      
 12. NOTE PAYABLE
 September 30, 2007
    
    March 31, 2007Union Bank Debt:Maturity Dates: April 26,
2005 Interest rate: 7.5% per
annum Security: All of the
assets of the company.
Unpaid principal balance:
    
    $
    11,282
    
    
    $
    11,282Total note payable
    
    $
    11,282
    
    
    $
    11,282
 13. LONG TERM DEBT
      
 14. DUE TO RELATED PARTIES AND RELATED PARTY TRANSACTIONS
  September 30, 2007
    
    
    March 31, 2007Demand loan from a former
officer and major stockholder
    
    $
    50,536
    
    
    $
    50,536$
    50,536
    
    
    $
    50,536
   16




---



##### Table of Contents



15. ACCRUED LIABILITIES
  September 30, 2007
    
    March 31, 2007Accrued private placement costs
    
    $
    29,946
    
    
    $
    Accrued customer prepayments
    
    
    31,570
    
    
    
    Accrued employee benefit taxes
    
    
    242,701
    
    
    
    260,676Commissions
    
    
    4,431
    
    
    
    2,834Accrued audit and tax preparation fees
    
    
    21,692
    
    
    
    27,282Reserve for warranty costs
    
    
    21,269
    
    
    
    20,049Accrued interest
    
    
    81
    
    
    
    6,180Accrued consulting fees
    
    
    37,531
    
    
    
    2,528Other accrued expenses
    
    
    128,976
    
    
    
    92,886$
    518,197
    
    
    $
    412,435
 16. EQUITY COMPENSATION PLANS
    17




---



##### Table of Contents



2001 Plan
    
    
    2004 Plan
    
    
    OtherWeighted
    
    
    
    
    
    
    Weighted
    
    
    
    
    
    
    WeightedOutstanding
    
    
    Average
    
    
    Outstanding
    
    
    Average
    
    
    Outstanding
    
    
    AverageOptions
    
    
    Exercise Price
    
    
    Options
    
    
    Exercise Price
    
    
    Options
    
    
    Exercise PriceOptions outstanding , March
31, 2007
    
    
    222,500
    
    
    $
    1.29
    
    
    
    210,666
    
    
    $
    3.19
    
    
    
    
    
    
    
    Granted
    
    
    
    
    
    
    
    
    
    
    520,000
    
    
    
    1.71
    
    
    
    150,000
    
    
    $
    1.75Exercised
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Cancelled or expired
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Options outstanding, September
30, 2007
    
    
    222,500
    
    
    $
    1.29
    
    
    
    730,666
    
    
    $
    2.29
    
    
    
    150,000
    
    
    $
    1.75Options exercisable September
30, 2007
    
    
    222,500
    
    
    $
    1.29
    
    
    
    210,666
    
    
    $
    4.46
    
    
    
    
    
    
    
    Exercise price range
    
    $1.00 to $4.00
    
    
    
    
    
    
    $
    1.50 to $4.00
    
    
    
    
    
    
    $
    1.75Weighted average remaining life
    
    4.5 years
    
    
    
    
    
    
    5.82 years
    
    
    
    
    
    
    9.98 yearsShares available for future
issuance
    
    
    27,500
    
    
    
    
    
    
    
    69,334
    
    
    
    
    
    
    
    N/A
  Number of
    
    
    
    
    
    
    Number of securitiessecurities to be
    
    
    
    
    
    
    remaining available forissued upon
    
    
    
    
    
    
    future issuance underexercise of
    
    
    Weighted-average
    
    
    equity compensationof outstanding
    
    
    exercise price of
    
    
    plans (excludingoptions, warrants
    
    
    outstanding options
    
    
    securities reflectedPlan Category
    
    and right
    
    
    warrants and rights
    
    
    in column (a))Equity Compensation Plans approved by security holders
    
    
    1,103,166
    
    
    $
    2.01
    
    
    
    96,834Equity Compensation Plans not approved by security holders
    
    
    297,298
    
    
    $
    1.50
    
    
    NA1,400,464
    
    
    $
    1.91
    
    
    
    96,834
  18




---



##### Table of Contents



Interpretations, as permitted by SFAS No. 123, Accounting for Stock-Based Compensation. Under
the recognition principles of APB No. 25, compensation expense related to restricted stock and
performance units was recognized in the financial statements. However, APB No. 25 generally did
not require the recognition of compensation expense for stock options because the exercise price
of these instruments was generally equal to the fair value of the underlying common stock on the
date of grant, and the related number of shares granted were fixed at that point in time.Effective January 1, 2006, the Company adopted the fair value recognition provisions of SFAS No.
123(R), Share-Based Payment. In addition to recognizing compensation expense related to
restricted stock and performance units, SFAS No. 123(R) also requires recognition of compensation
expense related to the estimated fair value of stock options. The Company adopted SFAS No. 123(R)
using the modified-prospective-transition method. Under that transition method, compensation
expense recognized subsequent to adoption includes: (a) compensation cost for all share-based
payments granted prior to, but not yet vested as of January 1, 2006, based on the values
estimated in accordance with the original provisions of SFAS No. 123, and (b) compensation cost
for all share-based payments granted subsequent to January 1, 2006, based on the grant-date fair
values estimated in accordance with the provisions of SFAS No. 123(R). Consistent with the
modified-prospective-transition method, the Companys results of operations for prior periods
have not been adjusted to reflect the adoption of FAS 123(R). For the six months) ended September
30, 2007 the Company recognized $12,846 (2006  $189,515) in compensation expense in the
consolidated statement of operations.17.
    
    COMMON STOCK WARRANTS AND OTHER OPTIONSOn February 10, 2006, the Company issued to an individual the right to purchase 150,000 shares of
the Companys common stock at an exercise price of $2.60 per share for a term of five (5) years
pursuant to the terms and conditions of a Stock Option Agreement as consideration for past
services performed and the release of any and all claims under this individuals prior agreements
with the Company. The 150,000 options have been valued in accordance with the Black-Scholes
pricing model utilizing an historic volatility factor of 1.55, a risk free interest rate of 4.5%
and an expected life for the options of five years, resulting in a value of $2.41 per option
granted for a total for the warrants of $361,500. The value of this option grant was recorded as
of December 31, 2005 as a research and development expense.In November 2006, the Company entered into a Settlement Agreement and Release (Settlement
Agreement) with this individual pursuant to which the prior agreement was terminated. In
connection with the Settlement Agreement, the Company agreed to pay this individual $65,000 in
settlement of all accounts which was recorded as an expense as of the date of the Settlement
Agreement and he in turn agreed to the cancellation of his options to purchase 150,000 shares of
the Companys common stock in exchange for certain product rights that the Company had elected
not to pursue.As of September 30, 2007, the Company has 7,270,026 warrants to purchase the Companys common
stock outstanding that were not granted under shareholder approved equity compensation plans at
prices ranging between $1.20 and $3.00 per share with expiration dates between August 2007 and
September 2012 as follows:
 WeightedOutstanding
    
    
    Average ExerciseWarrants
    
    
    PriceWarrants and options outstanding , March 31, 2007
    
    
    3,105,651
    
    
    $
    1.72Granted
    
    
    4,200,000
    
    
    
    1.55Cancelled or expired
    
    
    (35,725
    )
    
    
    Warrants exercisable September 30, 2007
    
    
    7,270,026
    
    
    $
    1.67Exercise price range
    
    $1.20 to $10.00Weighted average remaining life
    
    4.96 Years
 19




---



##### Table of Contents



18.
    
    SEGMENT INFORMATIONThe Companys only operating segment consists of dental products and oral hygiene products sold
by Remedent Inc., Remedent N.V., and Remedent Asia. Since the Company only has one segment, no
further segment information is presented. Customers Outside of the United States
 September 30, 2007
    
    
    September 30, 2006U.S. sales
    
    $
    113,834
    
    
    $
    56,651Foreign sales
    
    
    2,207,115
    
    
    
    3,654,102$
    2,320,949
    
    
    $
    3,710,753
 19.
    
    COMMITMENTS AND CONTINGENCIESReal Estate LeaseThe Company leases its 26,915 square feet office and warehouse facility in Deurle, Belgium from
an unrelated party pursuant to a nine year lease commencing December 20, 2001 at a base rent of
$6,838 per month ($9,696 per month at September 30, 2007). In addition, the Company is
responsible for the payment of annual real estate taxes for the
property which totaled 3,245
($4,382) for calendar year 2006. The minimum aggregate rent to be paid over the remaining lease
term based upon the conversion rate for the  at September 30, 2007 is $284,594. Rent expense
for the foregoing lease for the six months ended September 30, 2007 and September 30, 2006 was
$59,149 and $51,452 respectively.Equipment LeaseIn November 2004, the Company leased new computer equipment from a Belgium based Lessor pursuant
to a three year operating lease with monthly payments of 1,005 ($1,425 per month at September
30, 2007). The aggregate rent to be paid over the remaining lease term is $2,850.
  March 31, 2008
    
    $
    234,414March 31, 2009
    
    $
    212,805March 31, 2010
    
    $
    68,954March 31, 2011
    
    $
    37,790
 
 Item 2. Managements Discussion and Analysis of Financial Condition or Plan of Operations
  20




---



##### Table of Contents



Overview
      21




---



##### Table of Contents



For the three months ended
    
    For the six months endedSeptember 30,
    
    September 30,2007
    
    2006
    
    2007
    
    2006Restated - Note 2
    
    
    
    
    
    Restated - Note 2NET SALES
    
    
    100.00
    %
    
    
    100.00
    %
    
    
    100.00
    %
    
    
    100.00
    %COST OF SALES
    
    
    63.80
    %
    
    
    50.10
    %
    
    
    58.26
    %
    
    
    52.70
    %GROSS PROFIT
    
    
    36.20
    %
    
    
    49.90
    %
    
    
    41.74
    %
    
    
    47.30
    %OPERATING EXPENSESResearch and development
    
    
    4.29
    %
    
    
    4.77
    %
    
    
    3.26
    %
    
    
    6.48
    %Sales and marketing
    
    
    26.25
    %
    
    
    9.81
    %
    
    
    16.62
    %
    
    
    16.80
    %General and administrative
    
    
    98.43
    %
    
    
    34.52
    %
    
    
    77.721
    %
    
    
    45.03
    %Depreciation and amortization
    
    
    6.52
    %
    
    
    1.92
    %
    
    
    5.85
    %
    
    
    2.36
    %TOTAL OPERATING EXPENSES
    
    
    135.49
    %
    
    
    51.02
    %
    
    
    103.45
    %
    
    
    70.68
    %LOSS FROM OPERATIONS
    
    
    (99.29
    )%
    
    
    (1.12
    )%
    
    
    (61.70
    )%
    
    
    (23.38
    )%Other income (expense)
    
    
    5.93
    %
    
    
    (2.93
    )%
    
    
    1.57
    %
    
    
    (1.88
    )%LOSS BEFORE INCOME TAXES
    
    
    (93.35
    )%
    
    
    (4.05
    )%
    
    
    (60.13
    )%
    
    
    (25.27
    )%NET INCOME (LOSS)
    
    
    (93.35
    )%
    
    
    (4.05
    )%
    
    
    (60.13
    )%
    
    
    (25.27
    )%
 Net Sales
      Cost of Sales
  22




---



##### Table of Contents



Gross Profit
   Operating Expenses
 Research and Development.
   Sales and marketing costs
   23




---



##### Table of Contents



General and administrative costs.
   Depreciation and amortization.
   Net interest expense.
   Liquidity and Capital Resources
  24




---



##### Table of Contents



Cash and Cash equivalent
  Operations
  Investing activities
  Financing activities
  Off-balance Sheet Arrangements
  Recently Issued Accounting Standards
  25




---



##### Table of Contents



Accounting for Uncertainty in Income Taxes,
an interpretation of FASB Statements No. 109
 
 Item 3. Controls and Procedures
      
 PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 2. Unregistered Sale of Equity Securities
  26




---



##### Table of Contents



Item 3. Defaults In Senior Securities.
  
 Item 4. Submission Of Matters To A Vote Of Security Holders.
  1
    
    The following four directors were elected to hold office for one-year terms or until their
successors are elected and qualified:
 Votes AgainstVotes For
    
    or Withheld
    
    Total VotedGuy De Vreese
    
    
    16,783,357
    
    
    
    2,657
    
    
    
    16,786,014Robin List
    
    
    16,783,357
    
    
    
    2,657
    
    
    
    16,786,014Stephen Ross
    
    
    16,784,325
    
    
    
    721
    
    
    
    16,785,046Fred Kolsteeg
    
    
    16,784,325
    
    
    
    721
    
    
    
    16,785,046
 2.
    
    To approve adoption of the 2007 Equity Incentive Plan:
 For
    
    
    15,719,684Against
    
    
    23,410Abstain
    
    
    1,500
 3.
    
    To approve the Board of Directors appointment of PKF Bedrijfsrevisoren as the Companys
independent registered accounting firm for the 2008 fiscal year.
 For
    
    
    16,780,168Against
    
    
    2,002Abstain
    
    
    2,810
 
 Item 5. Other Information.
  
 Item 6. Exhibits
  27




---



##### Table of Contents



Exhibit No.10.1
    
    Limited Liability Company Merger and Reallocation Agreement between Remedent NV and
IMDS, LLC, dated July 15, 200731.1
    
    Certifications of the Chief Executive Officer Under Section 302 of the Sarbanes-Oxley Act31.2
    
    Certifications of Chief Financial Officer Under Section 302 of the Sarbanes-Oxley Act32.1
    
    Certifications of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act32.2
    
    Certifications of the Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act
 28




---



##### Table of Contents



SIGNATURES
  REMEDENT, INC.Dated: November 26, 2007
    
    /s/ Robin ListBy: Robin ListIts: Chief Executive Officer (Principal Executive Officer) and DirectorDated: November 26, 2007
    
    /s/ Philippe Van AckerBy: Philippe Van AckerIts: Chief Financial Officer (Principal Financial Officer and Principal
Accounting Officer)
 29




---



##### Table of Contents



Exhibit No.10.1
    
    Limited Liability Company Merger and Reallocation Agreement between Remedent NV and
IMDS, LLC, dated July 15, 200731.1
    
    Certifications of the Chief Executive Officer Under Section 302 of the Sarbanes-Oxley Act31.2
    
    Certifications of Chief Financial Officer Under Section 302 of the Sarbanes-Oxley Act32.1
    
    Certifications of the Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act32.2
    
    Certifications of the Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act