mfon-20210630x10q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021


¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to __________

Commission file number 000-53851

Mobivity Holdings Corp.

(Exact Name of Registrant as Specified in Its Charter)


Nevada		26-3439095
(State or Other Jurisdiction of		(I.R.S. Employer
Incorporation or Organization)		Identification No.)

3133 West Frye Road, # 215

Chandler, Arizona 85226

(Address of Principal Executive Offices & Zip Code)

(877) 282-7660

(Registrant’s Telephone Number)

N/A

(Former name, former address, and former fiscal year, if changed since last report)

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


Title of each class	Trading symbol(s)	Name of each exchange on which registered
None	None	None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x	Smaller reporting company	x
		Emerging Company	¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

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

As of August 12, 2021, the registrant had 55,410,695 shares of common stock, par value $0.001, of the registrant issued and outstanding.

‎

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Mobivity Holdings Corp.

Condensed Consolidated Balance Sheets



	June 30,		December 31,
	2021		2020
	(Unaudited)		(Audited)
ASSETS
Current assets
Cash	$	1,874,294	$	3,282,820
Accounts receivable, net of allowance for doubtful accounts of $29,986 and $33,848, respectively		1,552,478		305,693
Contracts receivable, current		943,904		943,904
Other current assets		307,451		272,736
Total current assets		4,678,127		4,805,153
Goodwill		496,352		496,352
Right to use lease assets		1,296,574		57,482
Intangible assets, net		1,274,255		1,368,329
Contracts receivable, long term		943,904		1,415,856
Other assets		194,012		25,230
TOTAL ASSETS	$	8,883,224	$	8,168,402
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
Accounts payable	$	3,296,698	$	1,935,411
Accrued interest		2,324		47,316
Accrued and deferred personnel compensation		427,220		224,881
Deferred revenue and customer deposits		508,736		606,597
Related party notes payable		—		80,000
Notes payable, net - current maturities		149,634		561,676
Operating lease liability		161,867		58,173
Other current liabilities		567,715		566,303
Total current liabilities		5,114,194		4,080,357

Non-current liabilities
Related party notes payable, net - long term		1,704,647		—
Notes payable, net - long term		982,654		1,499,001
Operating lease liability		1,305,219		13,296
Other long term liabilities		554,356		831,535
Total non-current liabilities		4,546,876		2,343,832
Total liabilities		9,661,070		6,424,189

Stockholders' equity (deficit)
Common stock, $0.001 par value; 100,000,000 shares authorized; 55,410,695 and 55,410,695, shares issued and outstanding		55,411		55,411
Equity payable		100,862		100,862
Additional paid-in capital		101,810,068		101,186,889
Accumulated other comprehensive income (loss)		(42,365)		(23,446)
Accumulated deficit		(102,701,822)		(99,575,503)
Total stockholders' equity (deficit)		(777,846)		1,744,213
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	8,883,224	$	8,168,402

See accompanying notes to consolidated financial statements.

‎

Mobivity Holdings Corp.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2021		2020		2021		2020
Revenues
Revenues	$	2,792,828	$	2,766,662	$	5,250,418	$	7,316,656
Cost of revenues		1,272,141		1,214,915		2,313,936		2,799,328
Gross profit		1,520,687		1,551,747		2,936,482		4,517,328

Operating expenses
General and administrative		957,400		1,003,146		2,246,770		2,249,922
Sales and marketing		1,111,693		495,616		2,008,443		1,303,623
Engineering, research, and development		674,035		521,597		1,397,985		2,199,127
Impairment of intangible asset		—		—		8,286		—
Depreciation and amortization		183,584		184,918		341,811		358,845
Total operating expenses		2,926,712		2,205,277		6,003,295		6,111,517

Loss from operations		(1,406,025)		(653,530)		(3,066,813)		(1,594,189)

Other income/(expense)
Interest income		—		76		5		913
Interest expense		(23,867)		(68,088)		(56,383)		(145,277)
Loss on disposal of fixed assets		(880)		(3,935)		(880)		(3,935)
Foreign currency gain (loss)		(1,774)		(52)		(2,248)		1,100
Total other income/(expense)		(26,521)		(71,999)		(59,506)		(147,199)
Loss before income taxes		(1,432,546)		(725,529)		(3,126,319)		(1,741,388)
Income tax expense		—		—		—		—
Net loss per share:		(1,432,546)		(725,529)		(3,126,319)		(1,741,388)
Other comprehensive loss, net of income tax
Foreign currency translation adjustments		(9,241)		(26,136)		(18,919)		(39,217)
Comprehensive loss	$	(1,441,787)	$	(751,665)	$	(3,145,238)	$	(1,780,605)
Net loss per share:
Basic and Diluted	$	(0.03)	$	(0.01)	$	(0.06)	$	(0.03)
Weighted average number of shares:
Basic and Diluted		55,410,695		51,615,469		55,410,695		51,524,778

See accompanying notes to consolidated financial statements (unaudited).

Mobivity Holdings Corp.

Condensed Consolidated Statement of Stockholders’ Equity (Deficit)

(Unaudited)



	Common Stock			Equity		Additional		Accumulated Other		Accumulated		Total Stockholders'
	Shares	Dollars		Payable		Paid-in Capital		Comprehensive Loss		Deficit		Equity (Deficit)
Balance, December 31, 2019	51,380,969	$	51,381	$	100,862	$	94,781,738	$	8,780	$	(96,657,106)	$	(1,714,345)
Issuance of common stock for options exercised	1,556,459		1,556		—		1,932,411		—		—		1,933,967
Issuance of common stock for warrants exercised	1,359,500		1,360		—		1,639,448		—		—		1,640,808
Issuance of common stock for debt settlement	1,113,767		1,114		—		2,059,354		—		—		2,060,468
Stock based compensation	—		—		—		773,938		—		—		773,938
Foreign currency translation adjustment	—		—		—		—		(32,226)		—		(32,226)
Net loss	—		—		—		—		—		(2,918,397)		(2,918,397)
Balance, December 31, 2020	55,410,695	$	55,411	$	100,862	$	101,186,889	$	(23,446)	$	(99,575,503)	$	1,744,213
Fair value of options issued with related party debt	—		—		—		119,103		—		—		119,103
Stock based compensation	—		—		—		504,076		—		—		504,076
Foreign currency translation adjustment	—		—		—		—		(18,919)		—		(18,919)
Net loss	—		—		—		—		—		(3,126,319)		(3,126,319)
Balance, June 30, 2021	55,410,695	$	55,411	$	100,862	$	101,810,068	$	(42,365)	$	(102,701,822)	$	(777,846)

See accompanying notes to consolidated financial statements (unaudited).

‎

Mobivity Holdings Corp.

Condensed Consolidated Statements of Cash Flows

(Unaudited)



	Six Months Ended
	June 30,
	2021		2020
OPERATING ACTIVITIES
Net loss	$	(3,126,319)	$	(1,741,388)
Adjustments to reconcile net loss to net cash used in operating activities:
Bad debt expense		61,834		118,123
Adjustments due to ASC 606		—		(423,330)
Stock-based compensation		504,076		322,757
Loss on disposal of fixed assets		880		3,935
Intangible asset impairment		8,286		—
Depreciation and amortization expense		295,287		358,844
Increase (decrease) in cash resulting from changes in:
Accounts receivable		(1,308,619)		112,549
Other current assets		(38,087)		225,192
Operating lease assets/liabilities		46,525		—
Contracts receivable, long-term		471,952		—
Other assets		3,556		594
Accounts payable		1,361,286		497,070
Accrued interest		(1,242)		98,705
Accrued and deferred personnel compensation		201,819		(56,065)
Right to use leases		(277,178)		(11,627)
Other liabilities - current		1,411		(14,020)
Deferred revenue and customer deposits		(97,861)		341,194
Net cash used in operating activities		(1,892,394)		(167,467)

INVESTING ACTIVITIES
Purchases of equipment		(78,458)		(4,907)
Cash paid for patent activities		—		(8,755)
Capitalized software development costs		(190,699)		(112,681)
Net cash used in investing activities		(269,157)		(126,343)

FINANCING ACTIVITIES
Payments on notes payable		(436,426)		(222,430)
Payments on related party notes payable		(80,000)		—
Proceeds from notes payable		—		920,519
Proceeds from related party notes payable		1,280,000		139,300
Proceeds from conversion of common stock warrants		—		234,500
Net cash provided by financing activities		763,574		1,071,889

Effect of foreign currency translation on cash flow		(10,549)		(54,968)

Net change in cash