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Net Element Reports 2015 Annual Financial Results and Provides Business Update

Annual Revenue Increased 89.5% to $40.2 Million for 2015 Versus $21.2 Million for 2014


/EINPresswire.com/ -- MIAMI, FL -- (Marketwired) -- 03/31/16 -- Net Element, Inc. (NASDAQ: NETE) ("Net Element" or the "Company"), a provider of global mobile payment technology solutions and value-added transactional services, today reported financial results for the fiscal year ended December 31, 2015 and provided an update on recent strategic and operational initiatives.

For full-year 2015, net revenue increased 89.5% to $40,235,362 million as compared to $21,236,704 in the prior year. The $18,998,658 increase in net revenues is primarily due to growth in the Company's three segments:

  • North America Transaction Solution segment: Continued organic growth of SMB merchants in this segment with emphasis on value-added offerings. Revenues for this segment were $27.4 million, a 41% increase over the prior year.
  • Mobile Solutions segment: As a result of a new business model, which was introduced in the third quarter of 2015, the Company began generating revenues from branded content. Revenues for this segment were $9 million, a 385% increase over the prior year.
  • Online Solutions: The Company completed its acquisition of PayOnline and began consolidating our Online Solutions segment in May. As a result of this acquisition we recorded $3.8 million of revenue during 2015, which represent a partial year of results.

2015 Business Highlights:

  • Acquired PayOnline, leading online payment platform in emerging markets
  • Digital Provider exceeded 3 million recurring mobile subscribers
  • PayOnline successfully deployed MasterCard's MasterPass digital wallet to over 800 online merchants
  • Expanded into Kyrgyzstan and signed leading e-commerce company in the region
  • Expanded to Kazakhstan by creating partnerships with leading mobile operators
  • Launched payment processing in Kazakhstan through partnership with KAZKOM bank
  • Launched joint venture to focus on Gulf Cooperation Council (GCC) states and India

2015 Product Launches:

  • Launched Restoactive, a comprehensive mobile restaurant solution. Integrated with some of the biggest POS and restaurant management platforms such as MICROS, POSitouch, Aloha and Symphony. By integrating into the leading POS and restaurant management platforms Restoactive is now available to over 500,000 restaurants in the United States.
  • PayOnline launched "Pay-Travel" to automate payments for travel industry including integration with Global Distribution Systems (GDS), which includes Amadeus and Sabre and available for online and mobile application payments acceptance
  • PayOnline launched new mobile payment solution for iOS to existing Microsoft and Android processing capabilities. The new software developer kit (SDK) enables integration of PayOnline transaction processing into Apple's iPad and iPhone applications
  • Aptito added EMV and mobile payments acceptance including Android Pay, Apple Pay and Samsung Pay to its POS offering. Merchants Using Aptito POS Systems are provided secure EMV-compliant and mobile payment acceptance hardware
  • Expanded our service offerings to over 100 payment methods internationally

"We are very pleased with our strong finish to the year with positive momentum across all channels. Our results are a reflection of our ability to deliver growth," commented Oleg Firer, CEO of Net Element. "Our growth for 2015, included completing our strategic acquisition of PayOnline, expanding organic growth throughout the year, and leveraging our strengths in omni-channel transaction processing to win new business."

Conference Call:
The Company will host a conference call to discuss 2015 financial results and business highlights on March 31, 2016 at 4:30 PM Eastern time. Those interested in participating in the call are invited to dial +1 (877) 303-9858, or for international callers +1 (408) 337-0139 approximately 10 minutes prior to the start of the call. The conference call will also be webcast live at http://edge.media-server.com/m/p/kw2rnhus.

Following completion of the call, a recorded replay of the webcast will be available on the investors section of the Company's website at www.netelement.com.

Full-year 2015 Financial Review
We reported an adjusted net loss of $9,833,106, or $0.15 loss per share for the twelve months ended December 31, 2015 as compared to an adjusted net loss of $6,928,371, or $0.19 loss per share, for the twelve months ended December 31, 2014. This resulted in a net loss increase of $2,904,735 which is discussed further below.

Net revenues were $40,235,362 for the twelve months ended December 31, 2015 as compared to $21,236,704 for the twelve months ended December 31, 2014. The $18,998,658 increase in net revenues is primarily due to three factors:

1. Organic growth of SMB merchants in our North America Transaction Solutions segment (+$8 million).
2. We acquired and began consolidating revenues from our Online Solutions segment from PayOnline, acquired in May of 2015 for an additional $3.8 million in revenues during 2015.
3. We began generating revenues for branded content in our Mobile Solutions segment beginning the quarter ending September 30, 2015 and recognizing gross revenues for the sale of our own branded content (+$7.2 million).

Gross Margin for the twelve months ended December 31, 2015 was $6,258,147, or 16% of net revenue, as compared to $5,310,780, or 25% of net revenue, for the twelve months ended December 31, 2014. The primary reason for the decrease in the margin percentage was a change in revenue composition mix and associated costs as well as full restructure of the Mobile Solutions business in July 2014 as compared to the new business model of Mobile Solutions business for 2015. Our 2015 business mix had more branded content revenues which yield lower margins, and lower margins on revenues from North America Transaction Solutions despite higher sales volume for 2015 versus 2014. Higher margin legacy merchant portfolios have run off and are replaced with new portfolios with lower margins in North America.

Adjusted general and administrative expenses increased by $2,224,567 to $9,310,477 for the twelve months ended December 31, 2015 as compared to $7,085,910 for the twelve months ended December 31, 2014. This was primarily due to a $1,403,268 increase in professional fees and $606,245 increase in salaries and benefits.

                                                      Twelve          Twelve
                                                   Months Ended    Months Ended
                                                   December 31,    December 31,     Increase /
                              Category                 2015            2014         (Decrease)
                    ---------------------------- --------------- --------------- ---------------
                    Salaries, benefits, taxes
                     and contractor payments           3,816,241       3,209,996         606,245
                    Professional fees                  3,563,885       2,160,617       1,403,268
                    Rent                                 475,808         459,798          16,010
                    Business development                 109,515          68,735          40,780
                    Travel expense                       322,156         303,293          18,863
                    Filing fees                          100,001         101,836         (1,835)
                    Transaction (gains) losses          (77,094)        (44,127)        (32,967)
                    Other expense                        999,965         825,762         174,203
                                                 --------------- --------------- ---------------
                      Total                           $9,310,477      $7,085,910      $2,224,567
                                                 =============== =============== ===============
                    

Salaries, benefits, taxes and contractor payments increased $606,245 primarily resulting from $332,961 from the acquisition of PayOnline in May 2015. The balance of the increase was due to increased management headcount.

Professional fees increased $1,403,268 primarily resulting from the May 2015 acquisition of PayOnline ($789,197) and increased legal and accounting fees from increased public filings in 2015 versus 2014.

Other expenses increased to $999,965 in 2015 from $825,762 in 2014. The $174,203 increase was primarily comprised of a $46,332 increase due to the acquisition of PayOnline and $507,660 due to an increase in expenses our Mobile Solutions segment, $44,553 increase in North American Transaction Solutions segment primarily due to an increase in communications and office expenses offset by a $424,342 decrease in other Corporate expenses. Other expenses that decreased in Corporate for the year ended December 31, 2015 include general office expenses and expenses related to communications.

We recorded a provision for bad debts of $649,571 for the twelve months ended December 31, 2015 as compared to a recovery of ($1,153,147) for the twelve months ended December 31, 2014. The recovery in 2014 was due to the reversal of $1.6 million loss provisions that were not required during the reorganization of the Mobile Solutions segment offset by $0.5 million of ACH rejects.

Depreciation and amortization expense consists primarily of the amortization of merchant portfolios plus depreciation expense on fixed assets, client acquisition costs, capitalized software expenses and employee non-compete agreements. Depreciation and amortization expense was $2,513,162 for the twelve months ended December 31, 2015 as compared to $2,358,136 for the twelve months ended December 31, 2014. The $155,026 increase in depreciation and amortization expense was primarily due to purchased merchant portfolios reaching full amortization during 2014 resulting in decrease in amortization offset by an increase the amortization of intangible assets acquired in the purchase of PayOnline.

Interest expense was $3,575,698 for the twelve months ended December 31, 2015 as compared to $3,705,694 for the twelve months ended December 31, 2014, representing a decrease of $129,996. The reduction is due to reduced amount of credit facility balance outstanding in 2015 versus 2014. The majority of 2015 interest was due to the amortization of the derivatives attributed to beneficial conversion features from debt and warrants.

Gains and losses on derivatives, debt extinguishment and debt restructure were as follows:

                    Item                                      2015           2014       Variance
                    ------------------------------- -------------- -------------- --------------
                    Settlement of beneficial
                     conversion derivative
                    Gain / (Loss)                    ($26,932,496)     $5,569,158  ($32,501,654)
                    Debt Extinguishment / Debt
                     Restructuring
                    Gain / (Loss)                       27,743,980    (4,588,219)     32,332,199
                                                    -------------- -------------- --------------
                    Total                                 $811,484       $980,939     ($169,455)
                                                    -------------- -------------- --------------
                    

We reported a net gain on derivatives, debt extinguishment and debt restructure of $811,484 and $980,939 for 2015 and 2014 respectively. The gain in 2014 was $169,455 higher than the gain for 2015 as the deal terms and market conditions were different each year.

Reconciliation of Non-GAAP Financial Measures and Regulation G Disclosure
To supplement its consolidated financial statements presented in accordance with United States generally accepted accounting principles ("GAAP"), the Company provides additional measures of its operating results by disclosing its adjusted net loss. Adjusted net loss is calculated as net loss excluding non-cash share based compensation and other one-time, non-recurring items not present in this year or last year results. Net Element discloses this amount on an aggregate and per share basis. These measures meet the definition of non-GAAP financial measures. The Company believes that application of these non-GAAP financial measures is appropriate to enhance the understanding of its historical performance through use of a metric that seeks to normalize period-to-period earnings.

This press release contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. Pursuant to Regulation G, a reconciliation of these non-GAAP financial measures with the comparable financial measures calculated in accordance with GAAP for the year ended December 31, 2015 and 2014 is presented in the following Non-GAAP Financial Measures Table.

                                                                       Derivative
                                                                     Activity, Debt
                                                                     Extinguishment
                                                         Share-based       and        Adjusted
                                              GAAP      Compensation   Restructure    Non-GAAP
                                         -------------- ------------ -------------- ------------
                    Twelve Months Ended
                     December 31, 2015
                      Net loss            $(13,327,926)   $4,306,304     $(811,484) $(9,833,106)
                      Basic and diluted
                       earnings per share       $(0.21)        $0.07        $(0.01)      $(0.15)
                      Basic and diluted
                       shares used in
                       computing earnings
                       per share             63,911,199                               63,911,199
                    
                    Twelve Months Ended
                     December 31, 2014
                      Net loss            $(10,214,766)   $4,267,334     $(980,939) $(6,928,371)
                      Basic and diluted
                       earnings per share       $(0.27)        $0.11        $(0.03)      $(0.19)
                      Basic and diluted
                       shares used in
                       computing earnings
                       per share             37,255,052                               37,255,052
                    

Additional information regarding Net Element's results 2015 may be found in Net Element's annual report on Form 10-K, which was filed with the Security and Exchange Commission (SEC) on March 30, 2016 and may be obtained from the SEC's Internet website at http://www.sec.gov.

About Net Element
Net Element, Inc. (NASDAQ: NETE) operates a payments-as-a-service transactional and value-added services platform for small to medium enterprise ("SME") in the US and selected emerging markets. In the US it aims to grow transactional revenue by innovating SME productivity services such as its cloud based, restaurant point-of-sale solution Aptito. Internationally, Net Element's strategy is to leverage its omni-channel platform to deliver flexible offerings to emerging markets with diverse banking, regulatory and demographic conditions such as UAE, Kazakhstan, Kyrgyzstan and Azerbaijan where initiatives have been recently launched. Further information is available at www.netelement.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statements contained in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as "continue," "will," "may," "could," "should," "expect," "expected," "plans," "intend," "anticipate," "believe," "estimate," "predict," "potential," and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Net Element and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to: (i) Net Element's ability (or inability) to obtain additional financing in sufficient amounts or on acceptable terms when needed; (ii) Net Element's ability to maintain existing, and secure additional, contracts with users of its payment processing services; (iii) Net Element's ability to successfully expand in existing markets and enter new markets; (iv) Net Element's ability to successfully manage and integrate any acquisitions of businesses, solutions or technologies; (v) unanticipated operating costs, transaction costs and actual or contingent liabilities; (vi) the ability to attract and retain qualified employees and key personnel; (vii) adverse effects of increased competition on Net Element's business; (viii) changes in government licensing and regulation that may adversely affect Net Element's business; (ix) the risk that changes in consumer behavior could adversely affect Net Element's business; (x) Net Element's ability to protect its intellectual property; (xi) local, industry and general business and economic conditions; (xii) adverse effects of potentially deteriorating U.S.-Russia relations, including, without limitation, over a conflict related to Ukraine, including a risk of further U.S. government sanctions or other legal restrictions on U.S. businesses doing business in Russia. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the most recent annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K filed by Net Element with the Securities and Exchange Commission. Net Element anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Net Element assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law.

                    NET ELEMENT, INC.
                    CONSOLIDATED BALANCE SHEETS
                    
                                                                 December 31,     December 31,
                                                                     2015             2014
                                                               ---------------  ---------------
                    ASSETS
                    Current assets:
                      Cash                                     $     1,025,747  $       503,343
                      Accounts receivable, net                       5,198,993        3,417,173
                      Prepaid expenses and other assets              1,106,016          962,698
                                                               ---------------  ---------------
                        Total current assets, net                    7,330,756        4,883,214
                    Fixed assets, net                                  162,123           70,918
                    Intangible assets, net                           5,423,880        2,492,050
                    Goodwill                                         9,643,752        6,671,750
                    Other long term assets                             353,050          204,737
                                                               ---------------  ---------------
                        Total assets                                22,913,561       14,322,669
                                                               ===============  ===============
                    
                    LIABILITIES AND STOCKHOLDERS' EQUITY
                    Current liabilities:
                      Accounts payable                               5,858,837        2,698,257
                      Deferred revenue                                 743,910          472,482
                      Accrued expenses                               2,975,066        2,351,885
                      Notes payable (current portion)                  518,437           98,493
                      Due to related parties                           329,881                -
                                                               ---------------  ---------------
                        Total current liabilities                   10,426,131        5,621,117
                      Notes payable (net of current portion)         3,446,563        3,216,507
                                                               ---------------  ---------------
                        Total liabilities                           13,872,694        8,837,624
                                                               ---------------  ---------------
                    
                      Series A Convertible Preferred stock
                        ($.0001 par value, 1,000,000 shares
                         authorized, no shares issued and
                         outstanding, at December 31, 2015)                  -                -
                    
                    STOCKHOLDERS' EQUITY
                      Common stock ($.0001 par value,
                       300,000,000 shares authorized and
                       112,619,596 and 45,881,523 shares issued
                       and outstanding at December 31, 2015 and
                       December 31, 2014, respectively)                 11,262            4,589
                      Paid in capital                              154,351,558      136,689,629
                      Stock subscription receivable                                  (1,111,130)
                      Accumulated other comprehensive loss          (1,565,822)      (1,251,461)
                      Accumulated deficit                         (143,955,048)    (129,116,344)
                      Noncontrolling interest                          198,917          269,762
                                                               ---------------  ---------------
                        Total stockholders' equity                   9,040,867        5,485,045
                                                               ---------------  ---------------
                          Total liabilities and stockholders'
                           equity                              $    22,913,561  $    14,322,669
                                                               ===============  ===============
                    
                    
                    
                    NET ELEMENT, INC.
                    CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
                    
                    
                                                               Twelve months ended December 31,
                                                              ---------------------------------
                                                                    2015             2014
                                                              ---------------- ----------------
                    
                    Net revenues
                        Service fees                          $     31,204,871 $     21,236,704
                        Branded content                              9,030,491                -
                                                              ---------------- ----------------
                    Total Revenues                                  40,235,362 $     21,236,704
                    
                    Costs and expenses:
                        Cost of service Fees                        25,858,098       15,925,924
                        Cost of branded content                      8,119,117                -
                      General and administrative (includes
                       $4,306,304 and $4,267,334 of share
                       based
                      compensation for the twelve months ended
                       December 31, 2015 and 2014
                       respectively)                                13,616,781       11,353,244
                      Provision for (recovery of) bad debt             649,571       (1,153,147)
                      Depreciation and amortization                  2,513,162        2,358,136
                                                              ---------------- ----------------
                          Total costs and operating expenses        50,756,729       28,484,157
                                                              ---------------- ----------------
                    Loss from operations                           (10,521,367)      (7,247,453)
                      Interest expense, net                         (3,575,698)      (3,705,694)
                      (Loss) gain on change in fair value and
                       settlement of beneficial conversion
                       derivative                                  (26,932,496)       5,569,158
                      Gain (loss) on debt extinguishment            27,743,980       (6,184,219)
                      Gain on debt restructure                               -        1,596,000
                      Gain (loss) from asset disposal                   40,369          (87,151)
                      Other expense                                    (82,714)        (155,407)
                                                              ---------------- ----------------
                      Net loss before income taxes                 (13,327,926)     (10,214,766)
                      Income taxes                                           -                -
                                                              ---------------- ----------------
                    Net loss                                       (13,327,926)     (10,214,766)
                    Net loss attributable to the
                     noncontrolling interest                            74,314           29,250
                                                              ---------------- ----------------
                    Net loss attributable to Net Element, Inc.
                     stockholders                                  (13,253,612)     (10,185,516)
                                                              ---------------- ----------------
                    
                    Dividends for the benefit of preferred
                     stockholders                                   (1,585,092)               -
                                                              ---------------- ----------------
                    
                    Net loss attributable to common
                     stockholders                                  (14,838,704)     (10,185,516)
                                                              ---------------- ----------------
                    
                    Foreign currency translation                      (314,361)      (1,080,911)
                                                              ---------------- ----------------
                    Comprehensive loss attributable to common
                     stockholders                             $    (15,153,065)$    (11,266,427)
                                                              ================ ================
                    
                    Loss per share - basic and diluted        $          (0.23)$          (0.27)
                    
                    Weighted average number of common shares
                     outstanding - basic and diluted                63,911,199       37,255,052
                                                              ---------------- ----------------
                    
                    
                    
                    NET ELEMENT, INC.
                    CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                    

                    
                                              Preferred Stock              Common Stock
                                          Shares       Amount          Shares        Amount
                                          ------  ---------------  -------------- ------------
                    Balance December 31,
                     2013                      -  $             -      32,273,298      $ 3,229
                    
                    Share based
                     compensation              -                -       1,755,749          176
                    Shares issued and
                     issuable for
                     acquisitions              -                -          57,288            6
                    Shares issued to
                     acquire non-
                     controlling interest      -                -         323,085           32
                    Shares issued in
                     connection with debt
                     conversion                -                -       5,569,158          556
                    Shares issued in
                     connection with debt
                     restructuring             -                -         100,000           10
                    Shares issued in
                     connection with note
                     conversion                -                -       5,802,945          580
                    Extinguishment of T1T
                     obligation                -                -               -            -
                    NASDAQ share
                     registration fees         -                -               -            -
                        Net loss               -                -               -            -
                        Comprehensive loss
                         - foreign
                         currency
                         translation           -                -               -            -
                                          ------  ---------------  -------------- ------------
                      Balance December 31,
                       2014                    -  $             -      45,881,523      $ 4,589
                    
                    Share based
                     compensation              -                -       4,015,315          406
                    Preferred shares
                     issued                5,500        5,287,082               -            -
                    Preferred shares
                     converted to common
                     shares               (5,500)      (5,287,082)     33,760,446        3,371
                    Preferred share
                     dividends paid            -                -       6,128,908          613
                    Shares issued in
                     connection with debt
                     restructuring             -                -       4,208,049          421
                    Shares issued in
                     exchange for
                     warrants, net of
                     discount                                           2,500,000          250
                    Shares issued and
                     issuable for
                     acquisitions              -                -       4,768,212          477
                    Repurchase of non-
                     controlling interest      -                -               -            -
                    Shares issued for
                     insider financing         -                -      11,357,143        1,135
                    Write-off of stock
                     subscription
                     receivable                -                -               -
                        Net loss               -                -               -            -
                        Comprehensive loss
                         - foreign
                         currency
                         translation           -                -               -            -
                                          ------  ---------------  -------------- ------------
                      Balance December 31,
                       2015                    -                -     112,619,596      $11,262
                                          ======  ===============  ============== ============
                    
                    
                    
                    
                    
                                               Paid in            Stock         Comprehensive
                                               Capital        Subscription         Income
                                          ----------------  ----------------  ----------------
                    Balance December 31,
                     2013                 $    103,486,144  $        329,406  $       (170,550)
                    
                    Share based
                     compensation                3,677,937                 -                 -
                    Shares issued and
                     issuable for
                     acquisitions                  329,400          (329,406)                -
                    Shares issued to
                     acquire non-
                     controlling interest          617,060                 -                 -
                    Shares issued in
                     connection with debt
                     conversion                 10,636,537        (1,111,130)                -
                    Shares issued in
                     connection with debt
                     restructuring                 203,990                 -                 -
                    Shares issued in
                     connection with note
                     conversion                 16,711,901                 -                 -
                    Extinguishment of T1T
                     obligation                  1,086,968                 -                 -
                    NASDAQ share
                     registration fees             (60,308)                -                 -
                        Net loss                         -                 -                 -
                        Comprehensive loss
                         - foreign
                         currency
                         translation                     -                 -        (1,080,911)
                                          ----------------  ----------------  ----------------
                      Balance December 31,
                       2014               $    136,689,629  $     (1,111,130) $     (1,251,461)
                    
                    Share based
                     compensation                4,305,898                 -                 -
                    Preferred shares
                     issued                              -                 -                 -
                    Preferred shares
                     converted to common
                     shares                      9,032,713                 -                 -
                    Preferred share
                     dividends paid              1,584,479
                    Shares issued in
                     connection with debt
                     restructuring               1,346,227                 -                 -
                    Shares issued in
                     exchange for
                     warrants, net of
                     discount                  (2,680,111)
                    Shares issued and
                     issuable for
                     acquisitions                3,599,523                 -                 -
                    Repurchase of non-
                     controlling interest           (3,489)                -                 -
                    Shares issued for
                     insider financing           1,587,819                 -                 -
                    Write-off of stock
                     subscription
                     receivable                 (1,111,130)        1,111,130                 -
                        Net loss                         -                 -                 -
                        Comprehensive loss
                         - foreign
                         currency
                         translation                     -                 -          (314,361)
                                          ----------------  ----------------  ----------------
                      Balance December 31,
                       2015               $    154,351,558  $              -  $     (1,565,822)
                                          ================  ================  ================
                    
                    
                    
                    
                    
                                                                                   Equity
                                           Non-controlling     Accumulated      (Deficiency)
                                              interest           Deficit          in Assets
                                          ----------------  ----------------  ----------------
                    Balance December 31,
                     2013                 $       (125,043) $   (118,930,828) $    (15,407,642)
                    
                    Share based
                     compensation                        -                 -         3,678,113
                    Shares issued and
                     issuable for
                     acquisitions                        -                 -                 -
                    Shares issued to
                     acquire non-
                     controlling interest          424,055                 -         1,041,147
                    Shares issued in
                     connection with debt
                     conversion                          -                 -         9,525,963
                    Shares issued in
                     connection with debt
                     restructuring                       -                 -           204,000
                    Shares issued in
                     connection with note
                     conversion                          -                 -        16,712,481
                    Extinguishment of T1T
                     obligation                          -                 -         1,086,968
                    NASDAQ share
                     registration fees                   -                 -           (60,308)
                        Net loss                   (29,250)      (10,185,516)      (10,214,766)
                        Comprehensive loss
                         - foreign
                         currency
                         translation                     -                 -        (1,080,911)
                                          ----------------  ----------------  ----------------
                      Balance December 31,
                       2014               $        269,762  $   (129,116,344) $      5,485,045
                    
                    Share based
                     compensation                        -                 -         4,306,304
                    Preferred shares
                     issued                              -                 -                 -
                    Preferred shares
                     converted to common
                     shares                              -                 -         9,036,084
                    Preferred share
                     dividends paid                                                  1,585,092
                    Shares issued in
                     connection with debt
                     restructuring                       -                 -         1,346,648
                    Shares issued in
                     exchange for
                     warrants, net of
                     discount                                                       (2,679,861)
                    Shares issued and
                     issuable for
                     acquisitions                        -                 -         3,600,000
                    Repurchase of non-
                     controlling interest            3,469                 -               (20)
                    Shares issued for
                     insider financing                   -                 -         1,588,954
                    Write-off of stock
                     subscription
                     receivable                          -                 -                 -
                        Net loss                   (74,314)      (14,838,704)      (14,913,018)
                        Comprehensive loss
                         - foreign
                         currency
                         translation                     -                 -          (314,361)
                                          ----------------  ----------------  ----------------
                      Balance December 31,
                       2015               $        198,917  $   (143,955,048)        9,040,867
                                          ================  ================  ================
                    
                    
                    
                    NET ELEMENT, INC.
                    CONSOLIDATED STATEMENT OF CASH FLOWS
                                                               Twelve Months Ended December 31,
                                                               --------------------------------
                                                                     2015             2014
                                                               ---------------  ---------------
                    Cash flows from operating activities
                    Net loss                                   $   (13,253,612) $   (10,185,516)
                    Adjustments to reconcile net loss to net
                     cash (used in) provided by operating
                     activities
                        Non controlling interest                       (74,309)         394,286
                        Share based compensation                     4,306,304        4,267,334
                    
                        Loss (gain) on change in fair value
                         and settlement of beneficial
                         conversion derivative                      26,932,495       (5,569,158)
                        (Gain) loss on debt extinguishment         (27,743,980)       6,184,219
                        Depreciation and amortization                2,513,162        2,358,136
                        Amortization of debt discount                3,027,354        1,644,626
                        (Recovery of ) provision for loan
                         losses                                              -       (1,649,858)
                        (Gain) loss on disposal of fixed
                         assets                                        (40,369)          16,137
                        Gain on MBF debt restructure                         -       (1,596,000)
                      Changes in assets and liabilities, net
                       of acquisitions and the effect of
                       consolidation of equity affiliates
                        Accounts receivable, net                    (1,502,205)       6,974,701
                        Advances to aggregators                         10,022          934,816
                        Deferred revenue                               271,428          233,084
                        Prepaid expenses and other assets              291,631         (445,555)
                        Accounts payable                             3,160,577         (338,618)
                        Accrued expenses                               410,730         (968,609)
                                                               ---------------  ---------------
                        Net cash (used in) provided by
                         operating activities                       (1,690,772)       2,254,025
                                                               ---------------  ---------------
                    
                      Cash flows from investing activities
                        Purchase of portfolio and client
                         acquisition costs                            (878,085)      (1,039,752)
                        Sale of portfolio                              300,000                -
                        Note receivable                                      -           (2,650)
                        Acquisition of PayOnline assets, net
                         of cash received                           (3,195,452)               -
                        Purchase of fixed and other assets            (579,209)        (750,936)
                                                               ---------------  ---------------
                        Net cash used in investing activities       (4,352,746)      (1,793,338)
                                                               ---------------  ---------------
                    
                      Cash flows from financing activities
                        Repayment to Financial Institutions                  -       10,088,870
                        Proceeds from preferred stock                5,500,000                -
                        Proceeds from indebtedness                     650,000      (10,433,367)
                        Related party advances                         331,273          418,099
                                                               ---------------  ---------------
                        Net cash provided by financing
                         activities                                  6,481,273           73,602
                                                               ---------------  ---------------
                    
                        Effect of exchange rate changes on
                         cash                                           84,649         (157,265)
                                                               ---------------  ---------------
                        Net increase in cash                           522,404          377,024
                    
                        Cash at beginning of period                    503,343          126,319
                                                               ---------------  ---------------
                        Cash at end of period                  $     1,025,747  $       503,343
                                                               ===============  ===============
                    
                      Supplemental disclosure of cash flow
                       information
                        Cash paid during the period for:
                          Interest                             $       548,344  $     1,109,731
                                                               ===============  ===============
                          Taxes                                $        74,563  $        38,993
                                                               ===============  ===============
                    
                        Issuance of Stock upon conversion of
                         indebtedness                          $     1,436,648  $    25,233,473
                                                               ===============  ===============
                        Issuance of Common Stock upon
                         redemption of Preferred Stock         $     9,036,084  $             -
                                                               ===============  ===============
                        Issuance of Common Stock in exchange
                         for Warrants                          $     2,679,861  $             -
                                                               ===============  ===============
                        Issuance of Common Stock for
                         acquisition                           $     9,036,084  $             -
                                                               ===============  ===============
                    

Contact:
Net Element, Inc.
media@netelement.com
+1 (786) 923-0502


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