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United States SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-QSB
 þ
    
    QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended: March 31, 2007
 o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
 Commission File No. 000-51783
 NOVINT TECHNOLOGIES, INC.
  Delaware
(State of Incorporation)
    
    85-0461778
(IRS Employer ID. No.)4109 Bryan Avenue NW, Albuquerque, New Mexico
    
    87114(Address of Principal Executive Offices)
    
    (Zip Code)
 : (866) 298-4420
 þ o
 o þ
   o þ




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TABLE OF CONTENTS
 PART I  FINANCIAL INFORMATIONItem 1. Financial Statements
    
    
    2Item 2. Managements Discussion and Analysis or Plan of Operation
    
    
    14Item 3. Controls and Procedures
    
    
    18PART II  OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    18Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    18Item 3. Defaults Upon Senior Securities
    
    
    19Item 4. Submission of Matters to a Vote of Security Holders
    
    
    19Item 5. Other Information
    
    
    20Item 6. Exhibits
    
    
    20SIGNATURES
    
    
    25Exhibit 10.48Exhibit 10.49Exhibit 10.50Exhibit 31Exhibit 32




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PART 1  FINANCIAL INFORMATION
 
 Item 1. Financial Statements
 Novint Technologies, Inc.
BALANCE SHEET
(Unaudited)
 March 31, 2007ASSETSCURRENT ASSETS:Cash and cash equivalents
    
    $
    8,368,921Accounts receivable
    
    
    75,417Prepaid expenses and other current assets
    
    
    62,702Receivable related to stock options exercised
    
    
    75,000Costs and estimated earnings in excess of billings on contracts
    
    
    48,675Deposit on purchase of inventory
    
    
    283,071Total current assets
    
    
    8,913,786PROPERTY AND EQUIPMENT, NET
    
    
    281,543SOFTWARE DEVELOPMENT COSTS, NET
    
    
    302,773INTANGIBLE ASSETS, NET
    
    
    88,790Total assets
    
    $
    9,586,892LIABILITIES AND STOCKHOLDERS EQUITYCURRENT LIABILITIES:Accounts payable
    
    $
    383,867Accrued payroll related liabilities
    
    
    231,371Accrued expenses
    
    
    276,349Accrued expenses  related parties
    
    
    107,369Deferred revenue
    
    
    31,507Billings in excess of costs and estimated earnings
    
    
    8,168Total current liabilities
    
    
    1,038,631COMMITMENTS AND CONTINGENCIESSTOCKHOLDERS EQUITY:Conditionally redeemable convertible preferred
stock, Series A: aggregate liquidation preferences, $100,000,
$0.01 par value; 4,000 shares authorized, none issued and outstanding
    
    
    Common stock, authorized 50,000,000 shares, $0.01 par value;
30,441,299 shares issued and outstanding
    
    
    304,414Additional paid-in capital
    
    
    22,913,558Accumulated deficit
    
    
    (14,665,106
    )Accumulated other comprehensive loss
    
    
    (4,605
    )Total stockholders equity
    
    
    8,548,261Total liabilities and stockholders equity
    
    $
    9,586,892
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Novint Technologies, Inc.
STATEMENTS OF OPERATIONS
(Unaudited)
 For The Three Months EndedMarch 31, 2007
    
    
    March 31, 2006Revenue:Project
    
    $
    128,731
    
    
    $
    36,856Product
    
    
    
    
    
    
    1,925Total revenue
    
    
    128,731
    
    
    
    38,781Cost of goods sold:Project
    
    
    107,481
    
    
    
    25,679Product
    
    
    
    
    
    
    Total cost of goods sold
    
    
    107,481
    
    
    
    25,679Gross profit
    
    
    21,250
    
    
    
    13,102Operating expensesResearch and development
    
    
    235,570
    
    
    
    89,840General and administrative
    
    
    1,551,290
    
    
    
    469,027Depreciation and amortization
    
    
    41,188
    
    
    
    24,697Sales and marketing
    
    
    93,352
    
    
    
    26,348Total operating expenses
    
    
    1,921,400
    
    
    
    609,912Loss from operations
    
    
    (1,900,150
    )
    
    
    (596,810
    )Other (income) expenseInterest income
    
    
    (27,635
    )
    
    
    Interest expense
    
    
    143,684
    
    
    
    32,927Net other expenses
    
    
    116,049
    
    
    
    32,927Net loss
    
    
    (2,016,199
    )
    
    
    (629,737
    )Preferred stock accretion
    
    
    
    
    
    
    (170,974
    )Net loss available to
common stockholders
    
    $
    (2,016,199
    )
    
    $
    (800,711
    )Loss per share, basic and diluted:Net loss
    
    $
    (0.09
    )
    
    $
    (0.04
    )Net loss available to
common stockholders
    
    $
    (0.09
    )
    
    $
    (0.05
    )Weighted-average common shares outstanding,
basic and diluted
    
    
    23,352,495
    
    
    
    15,161,091
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Novint Technologies, Inc.
STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
For the Three Months Ended March 31, 2007
(Unaudited)
 AccumulatedAdditional
    
    
    
    
    
    
    OtherCommon Stock
    
    
    Paid-in
    
    
    Accumulated
    
    
    ComprehensiveShares
    
    
    Amount
    
    
    Capital
    
    
    (Deficit)
    
    
    Loss
    
    
    TotalBalances, December 31, 2006
    
    
    19,894,091
    
    
    $
    198,942
    
    
    $
    12,624,562
    
    
    $
    (12,648,907
    )
    
    $
    (4,605
    )
    
    $
    169,992Common stock sold for cash, net of offering costs of$424,364
    
    
    9,500,000
    
    
    
    95,000
    
    
    
    8,980,636
    
    
    
    
    
    
    
    
    
    
    
    9,075,636Common stock issued related to exercise of options/warrants
    
    
    428,621
    
    
    
    4,286
    
    
    
    128,350
    
    
    
    
    
    
    
    
    
    
    
    132,636Common stock issued to consultants for services
    
    
    311,700
    
    
    
    3,117
    
    
    
    347,884
    
    
    
    
    
    
    
    
    
    
    
    351,001Common stock issued for repayment of notes payable
    
    
    232,627
    
    
    
    2,326
    
    
    
    355,755
    
    
    
    
    
    
    
    
    
    
    
    358,081Common stock issued for settlement of accrued liabilities
    
    
    65,000
    
    
    
    650
    
    
    
    73,350
    
    
    
    
    
    
    
    
    
    
    
    74,000Options vested for employees services
    
    
    
    
    
    
    
    
    
    
    86,442
    
    
    
    
    
    
    
    
    
    
    
    86,442Options vested to consultants for services
    
    
    
    
    
    
    
    
    
    
    306,671
    
    
    
    
    
    
    
    
    
    
    
    306,671Common stock issued for purchase of licenses
    
    
    9,260
    
    
    
    93
    
    
    
    9,908
    
    
    
    
    
    
    
    
    
    
    
    10,001Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,016,199
    )
    
    
    
    
    
    
    (2,016,199
    )Balances, March 31, 2007
    
    
    30,441,299
    
    
    $
    304,414
    
    
    $
    22,913,558
    
    
    $
    (14,665,106
    )
    
    $
    (4,605
    )
    
    $
    8,548,261
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Novint Technologies, Inc.
STATEMENTS OF CASH FLOWS
(Unaudited)
 For The Three Months EndedMarch 31, 2007
    
    
    March 31, 2006Cash flows from (to) operating activities:Net loss
    
    $
    (2,016,199
    )
    
    $
    (629,737
    )Adjustments to reconcile net loss to net cash provided by (used in)
operating activitiesDepreciation and amortization
    
    
    41,188
    
    
    
    24,697Common stock issued for services
    
    
    351,001
    
    
    
    8,500Options issued to employees and consultants for services
    
    
    393,113
    
    
    
    88,251Changes in operating assets and liabilities:Accounts receivable
    
    
    (75,417
    )
    
    
    67,478Prepaid expenses
    
    
    31,365
    
    
    
    400Deferred financing costs
    
    
    
    
    
    
    4,032Accounts payable and accrued liabilities
    
    
    195,421
    
    
    
    189,959Accrued expenses related party
    
    
    35,494
    
    
    
    Costs and estimated earnings in excess of billings
on contracts, net
    
    
    (48,675
    )
    
    
    (23,874
    )Deferred revenue
    
    
    31,507
    
    
    
    Billings in excess of costs and estimated earnings
on contracts, net
    
    
    2,668
    
    
    
    (6,485
    )Net cash (used in) operating activities
    
    
    (1,058,534
    )
    
    
    (276,779
    )Cash flows from (to) investing activities:Capital outlay for software development costs
    
    
    (15,639
    )
    
    
    Property and equipment acquisitions
    
    
    
    
    
    
    (4,294
    )Net cash provided by (used in) investing activities
    
    
    (15,639
    )
    
    
    (4,294
    )Cash flows from (to) financing activities:Proceeds from exercise of options
    
    
    57,636
    
    
    
    Proceeds from issuance of common stock
    
    
    9,500,000
    
    
    
    Offering costs
    
    
    (370,010
    )
    
    
    Proceeds from notes payable
    
    
    
    
    
    
    300,000Net cash provided by financing activities
    
    
    9,187,626
    
    
    
    300,000Net increase (decrease) in cash and cash equivalents
    
    
    8,113,453
    
    
    
    18,927Cash and cash equivalents at beginning of period
    
    
    255,468
    
    
    
    42,127Cash and cash equivalents at end of period
    
    $
    8,368,921
    
    
    $
    61,054Supplemental information:Interest paid
    
    $
    
    
    
    $
    Income taxes paid
    
    $
    
    
    
    $
    Non-cash investing and financing activities:Deferred financing cost recognize and netted against paid-in capital
    
    $
    54,354
    
    
    $
    Purchase of licenses with common stock
    
    $
    10,001
    
    
    $
    Payment of accrued research and development liabilities with common stock
    
    $
    
    
    
    $
    465,000Payment of notes payable and accrued interest with common stock
    
    $
    358,081
    
    
    $
    860,624Payment of accrued liabilities with common stock
    
    $
    74,000
    
    
    $
    Receivable related to stock options exercised
    
    $
    75,000
    
    
    $
    Fair value accretion on conditionally redeemable, convertible preferred stock
    
    $
    
    
    
    $
    170,974
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Novint Technologies, Inc.
 NOTES TO FINANCIAL STATEMENTS
 MARCH 31, 2007 AND 2006 (Unaudited)
 NOTE 1  BASIS OF PRESENTATION AND NATURE OF BUSINESS
 Basis of Presentation
  Reclassifications
  Nature of Business
  Managements Plans
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NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Software Development Costs
   Property and Equipment
  Intangible Assets
   Year Ended December 31,2007
    
    
    55,2092008
    
    
    5,8362009
    
    
    5,8362010
    
    
    3,3352011 and after
    
    
    18,584Total
    
    $
    88,790
 Revenue and Cost Recognition
    7




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Deferred Revenue
 Loss per Common Share
 , Earnings Per Share
  8




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Stock Option Plans
   Research and Development
  Recent Accounting Pronouncements
    NOTE 3  COSTS AND ESTIMATED EARNINGS IN EXCESS OF BILLINGS ON CONTRACTS AND BILLINGS IN EXCESS OF
COSTS AND ESTIMATED EARNINGS ON CONTRACTS
  Costs and estimated earnings incurred on uncompleted contracts
    
    $
    121,688Billings on uncompleted contracts
    
    
    73,013Costs and estimated earnings in excess of billings on uncompleted contracts
    
    $
    48,675
  Billings on uncompleted contracts
    
    $
    83,455Costs and estimated earnings incurred on uncompleted contracts
    
    
    72,287Billings in excess of costs and estimated earnings on uncompleted contracts
    
    $
    8,l68
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NOTE 4  INTANGIBLE ASSETS
  Licensing agreements
    
    $
    260,001Patent
    
    
    10,734Less accumulated amortization
    
    
    (181,945
    )$
    88,790
 NOTE 5  CONVERTIBLE NOTES PAYABLE
  NOTE 6  COMMITMENTS AND CONTINGENCIES
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NOTE 7  STOCKHOLDERS EQUITY
  Conditionally Redeemable, Convertible Preferred Stock
     11




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Sale of Common Stock and Warrant
  Unit Subscription Agreement
   NOTE 8  RELATED PARTIES
    12




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NOTE 9  SUBSEQUENT EVENTS
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Item 2. Managements Discussion and Analysis or Plan of Operation
 MANAGEMENTS DISCUSSION AND ANALYSIS AND PLAN OF OPERATION
 Statements included in this managements discussion and analysis of financial condition and
results of operations, and in future filings by the company with the securities and exchange
commission, in the companys press releases and in oral statements made with the approval of an
authorized executive officer which are not historical or current facts are forward-looking
statements and are subject to certain risks and uncertainties that could cause actual results to
differ materially from historical earnings and those presently anticipated or projected. You are
cautioned not to place undue reliance on any such forward-looking statements, which speak only as
of the date made. The following important factors, among others, in some cases have affected and in
the future could affect the companys actual results and could cause the companys actual financial
performance to differ materially from that expressed in any forward-looking statement: (i) the
extremely competitive conditions that currently exist in the market for companies similar to the
company and (ii) lack of resources to maintain the companys good standing status and requisite
filings with the securities and exchange commission. The foregoing list should not be construed as
exhaustive and the company disclaims any obligation subsequently to revise any forward-looking
statements to reflect events or circumstances after the date of such statements or to reflect the
occurrence of anticipated or unanticipated events. The following discussion should be read in
conjunction with our financial statements and their explanatory notes included as part of this
annual report.
 I. OVERVIEW
   nd
 II. CRITICAL ACCOUNTING POLICIES AND ESTIMATES
   14




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15




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RESULTS OF OPERATIONS
     nd
 nd
    16




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LIQUIDITY AND CAPITAL RESOURCES
   17




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Item 3. Controls and Procedures
   
 PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
      18




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Item 3. Defaults Upon Senior Securities
  
 Item 4. Submission of Matters to a Vote of Security Holders
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Item 5. Other Information
    
 Item 6. Exhibits
 Number
    
    Description3.1 (1)
    
    Articles of Incorporation3.2 (6)
    
    Amended and Restated Bylaws3.3 (1)
    
    Articles of Merger3.4 (1)
    
    Certificate of Merger4.1 (1)
    
    Articles of Incorporation (See Exhibit 3.1)4.2 (3)
    
    Form of Common Stock Purchase Warrant, April 20064.3 (7)
    
    Form of Common Stock Purchase Warrant, March 200710.1 (1)
    
    License Agreement with Sandia; Amendments
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Number
    
    Description10.2 (1)
    
    Lease for 9620 San Mateo10.3 (1)
    
    Employment Agreement with Tom Anderson10.4 (1)
    
    Employment Agreement with Walter Aviles10.5 (1)
    
    2004 Stock Incentive Plan10.6 (1)
    
    Shareholders Agreement10.7 (1)
    
    Lock Up Agreement10.8 (1)
    
    Miscellaneous Technical Services Agreement between Aramco Services Company and Novint Technologies, Inc.10.9 (1)
    
    Contract Addendum between Aramco Services Company and Novint Technologies, Inc.10.10 (1)
    
    Amendment to Contract between Aramco Services Company and Novint Technologies, Inc.10.11 (1)
    
    Amendment to Contract between Aramco Services Company and Novint Technologies, Inc.10.12 (1)
    
    Statement of Work between Chevron Corporation and Novint Technologies, Inc.10.13 (1)
    
    Purchase Order from DaimlerChrylser Corporation10.14 (1)
    
    Purchase Order # 94059 from LockheedMartin Corporation10.15 (1)
    
    Purchase Order # 96996 from LockheedMartin Corporation10.16 (1)
    
    Purchase Order # 97860 from LockheedMartin Corporation10.17 (1)
    
    Purchase Order # Q50601685 from LockheedMartin Corporation
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Number
    
    Description10.18 (1)
    
    Purchase Order # QQ060592 from LockheedMartin Corporation10.19 (1)
    
    Purchase Order # Q50608809 from LockheedMartin Corporation10.20 (1)
    
    Purchase Order #24232 from Sandia National Laboratories10.21 (1)
    
    Purchase Order #27467 from Sandia National Laboratories10.22 (1)
    
    Purchase Order #117339 from Sandia National Laboratories10.23 (1)
    
    Purchase Order #250810 from Sandia National Laboratories10.24 (1)
    
    Undersea Exploration Modeling Agreement between Woods Hole Oceanographic Institute and Novint
Technologies, Inc.10.25 (1)
    
    Purchase Order for Lunar Design, Inc. dated April 7, 200510.26 (1)
    
    Sublicense Agreement between Manhattan Scientifics and Novint Technologies, Inc.10.27 (1)
    
    License and Royalty Agreement between Manhattan Scientifics and Novint Technologies, Inc.10.28 (1)
    
    Research Development and License Agreement between Manhattan Scientifics and Novint Technologies, Inc.10.29 (1)
    
    Intellectual Property License Agreement with Force Dimension LLC10.30 (1)
    
    Purchase Order with Lockheed Martin dated April 1, 200510.31 (1)
    
    Purchase Order with Lockheed Martin dated April 4, 200510.32 (1)
    
    Purchase Order with Lockheed Martin dated April 21, 200510.33 (1)
    
    Purchase Order with Deakin University dated April 6, 2004
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Number
    
    Description10.34 (1)
    
    Purchase Order with Robarts Research dated September 24, 200410.35 (1)
    
    Purchase Order with University of New Mexico dated March 16, 200410.36 (1)
    
    Amendment to Agreement with Force Dimension Dated May 5, 200510.37 (1)
    
    Amendment to contract between Aramco Services Company and Novint Technologies, Inc.10.38 (2)
    
    Purchase Order with Lockheed Martin dated February 16, 200610.39 (2)
    
    Amendment to Intellectual Property License Agreement with Force Dimension LLC dated March 9, 200610.40 (2)
    
    Purchase Order with Lockheed Martin dated March 3, 200610.41 (3)
    
    Form of Subscription Agreement for Securities, April 2006.10.42 (4)
    
    Board of Directors Agreement between V. Gerald Grafe and Novint Technologies, Inc.10.44 (5)
    
    Manufacturing Agreement dated December 19, 2006 by and between Novint Technologies, Inc. and VTech
Communications Ltd.10.45 (5)
    
    Novint Purchase Order 1056. (Portions of this exhibit have been omitted pursuant to a request for
confidential treatment.)10.46 (7)
    
    Form of Unit Subscription Agreement, March 200710.47 (7)
    
    Form of Investor Rights Agreement, March 200710.48
    
    Amendment No. 1 to Unit Subscription Agreement dated March 2, 200710.49
    
    Amendment No. 2 to Unit Subscription Agreement dated March 30, 200710.50
    
    Amendment No. 1 to Investor Rights Agreement dated March 30, 200714 (2)
    
    Code of Ethics
  23




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Number
    
    Description31.1
    
    Certification Pursuant To Section 302 Of The Sarbanes-Oxley Act Of 2002  Chief Executive Officer31.2
    
    Certification Pursuant To Section 302 Of The Sarbanes-Oxley Act Of 2002  Chief Financial Officer32.1
    
    Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The
Sarbanes-Oxley Act Of 2002  Chief Executive Officer32.2
    
    Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The
Sarbanes-Oxley Act Of 2002  Chief Financial Officer
 (1)
    
    Filed with the Issuers Registration Statement on Form SB-2 on May 17, 2004, and as
subsequently amended, and incorporated herein by reference.(2)
    
    Filed with the Issuers Annual Report on Form 10-KSB, filed with the Commission on April 17,
2006, and incorporated herein by reference.(3)
    
    Filed with the Issuers Periodic Report on Form 10-QSB, filed with the Commission on May 22,
2006, and incorporated herein by reference.(4)
    
    Filed with the Issuers Current Report on Form 8-K, filed with the Commission on September 22,
2006, and incorporated herein by reference.(5)
    
    Filed with the Issuers Current Report on Form 8-K, filed with the Commission on December 20,
2006, and incorporated herein by reference.(6)
    
    Filed with the Issuers Current Report on Form 8-K, filed with the Commission on March 1, 2007.(7)
    
    Filed with the Issuers Current Report on Form 8-K, filed with the Commission on March 9, 2007.
   24




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SIGNATURES
  NOVINT TECHNOLOGIES, INC.By:
    /s/ TOM ANDERSONTom AndersonChief Executive Officer, President and ChiefFinancial OfficerMay 15, 2007
  25




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EXHIBIT INDEX
 ExhibitNumber
    
    Description10.48
    
    Amendment No. 1 to Unit Subscription Agreement dated March 2, 200710.49
    
    Amendment No. 2 to Unit Subscription Agreement dated March 30, 200710.50
    
    Amendment No. 1 to Investor Rights Agreement dated March 30, 200731.1
    
    Certification Pursuant To Section 302 Of The Sarbanes-Oxley Act Of 2002  Chief Executive Officer31.2
    
    Certification Pursuant To Section 302 Of The Sarbanes-Oxley Act Of 2002  Chief Financial Officer32.1
    
    Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The
Sarbanes-Oxley Act Of 2002  Chief Executive Officer32.2
    
    Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The
Sarbanes-Oxley Act Of 2002  Chief Financial Officer
  26