Mobivity Holdings Corp. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

2. Acquisitions (Tables)

2. Acquisitions (Tables)

12 Months Ended

Dec. 31, 2018

The allocation of the purchase price to assets and liabilities based upon fair value determinations was as follows:

Estimated Tangible and Intangible Net Assets
Accounts receivable, net		$ 9,400
Property and equipment		21,522
Other current assets & Prepaid expenses		18,009
IP/Technology/Patents		991,300
Goodwill		2,022,489
Total identifiable assets acquired		3,062,720
Liabilities assumed		(62,720)
Net assets acquired		$ 3,000,000

Pro Forma Information

The following information presents unaudited pro forma consolidated results of operations for the years ended December 31, 2017 and 2018, as if the Belly asset acquisition described above had occurred on January 1, 2017. The pro forma financial information is not necessarily indicative of the operating results that would have occurred if the acquisition been consummated as of the date indicated, nor are they necessarily indicative of future operating results.

Mobivity Holdings Corp.

Unaudited Pro Forma Condensed Consolidated Statement of Operations

For the year ended December 31, 2017

					Pro Forma
	Mobivity		Belly		Combined

Revenues
Revenues	$	8,591,955	$	3,305,808	$	11,897,763
Cost of revenues		2,792,738		1,505,690		4,298,428
Gross profit		5,799,217		1,800,118		7,599,335

Operating expenses
General and administrative		3,357,166		1,961,830		5,318,996
Sales and marketing		3,631,727		302,231		3,933,958
Engineering, research, and development		4,201,647		70,028		4,271,675
Depreciation and amortization		386,304		43,230		429,534
Total operating expenses		11,576,844		2,377,319		13,954,163

Loss from operations		(5,777,627)		(577,201)		(6,354,828)

Other income/(expense)
Interest income		4,637		-		4,637
Interest expense		(169,044)		-		(169,044)
Foreign currency (loss) gain		(3,978)		-		(3,978)
Total other income/(expense)		(168,385)		-		(168,385)
Loss before income taxes		(5,946,012)		(577,201)		(6,523,213)
Income tax expense		-		-		-
Net loss		(5,946,012)		(577,201)		(6,523,213)
Other comprehensive lossnet of income tax
Foreign currency translation adjustments		(32,765)		-		(32,765)
Comprehensive loss	$	(5,978,777)	$	(577,201)	$	(6,555,978)
Net loss per share:
Basic and diluted	$	(0.16)			$	(0.18)
Weighted average number of shares:
Basic and diluted		36,575,762				36,575,762

Mobivity Holdings Corp.
Unaudited Pro Forma Condensed Combined Statement of Operations
For the Year Ended December 31, 2018

					Pro Forma
	Mobivity		Belly		Combined

Revenues
Revenues	$	11,556,536	$	2,374,846	$	13,931,382
Cost of revenues		3,932,334		658,999		4,591,333
Gross profit		7,624,202		1,715,847		9,340,049

Operating expenses
General and administrative		4,197,539		542,136		4,739,675
Sales and marketing		3,931,469		71,543		4,003,012
Engineering, research, and development		3,713,787		64,699		3,778,486
Goodwill impairment		2,288,057		-		2,288,057
Depreciation and amortization		486,255		18,926		505,181
Total operating expenses		14,617,107		697,304		15,314,411

Income (loss) from operations		(6,992,905)		1,018,543		(5,974,362)

Other income/(expense)
Interest income		4,145		-		4,145
Interest expense		(210,422)		-		(210,422)
Gain on sale of fixed assets		(8,722)		-		(8,722)
Other income		-		20,678		20,678
Foreign currency (loss) gain		(7,745)		-		(7,745)
Total other income/(expense)		(222,744)		20,678		(202,066)
Income (loss) before income taxes		(7,215,649)		1,039,221		(6,176,428)
Income tax expense		-		-		-
Net Income (loss)		(7,215,649)		1,039,221		(6,176,428)
Other comprehensive income (loss), net of income tax
Foreign currency translation adjustments		70,523		-		70,523
Comprehensive income (loss)	$	(7,145,126)	$	1,039,221	$	(6,105,905)
Net loss per share:
Basic and diluted	$	(0.17)			$	(0.15)
Weighted average number of shares:
Basic and diluted		42,133,368				42,133,368