MFON Mobivity Holdings Corporation (QB)

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 14, 2023

 

Mobivity Holdings Corp.

(Exact name of registrant as specified in its charter)

 

Nevada	000-53851	26-3439095
(State or Other Jurisdiction	(Commission File	(I.R.S. Employer
of Incorporation)	Number)	Identification Number)

 

3133 West Frye Road, # 215

Chandler, Arizona 85226

(Address of principal executive offices) (zip code)

 

(866) 282-7660

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report)

 

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

 

None

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions.

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14d-2(b)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth 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. ☐

 

 

 

Item 2.02 Results of Operations and Financial Condition

 

On August 14, 2023 we issued a press release announcing our results for the second quarter ended June 30, 2023. The full text of the press release is furnished.

 

Item 9.01 Financial Statements and Exhibits

 

(d)

Exhibits

Method Filing

 

The following exhibit is furnished with this report:

 

Exhibit 99.1	Press release dated August 14, 2023 regarding the Registrant’s financial results for the quarter ended June 30, 2023	Filed Electronically herewith
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	MOBIVITY HOLDINGS CORP.
August 14, 2023	By:	/s/ Will Sanchez
		Will Sanchez, Chief Financial Officer

 

 

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

Mobivity Announces Second Quarter 2023 Financial Results

 

PHOENIX, AZ – August 14, 2023 – Mobivity Holdings Corp. (OTCQB:MFON), a global provider of personalized reward solutions that drive customer acquisition, frequency, and spend, today announced financial results for the second quarter (“Q2”) ended June 30, 2023.

 

Q2 2023 Financial Highlights

 

	●	Revenues of $1.9 million remained consistent compared to $1.9 million in Q2 2022.
	●	Gross profit margin of 26% compared to 36% in Q2 2022.
	●	Operating expenses of $2.5 million compared to $2.4 million in Q2 2022.
	●	Net loss was $2.3 million compared to a net loss of $2.0 million in Q2 2022.
	●	Adjusted EBITDA, excluding certain non-cash expenses, was ($1.8) million compared to ($1.1) million in Q2 2022.
	●	Cash and cash equivalents of $529,000 as of June 30, 2023 compared to $427,000 as of December 31, 2022.

 

Recent Business Highlights

 

●

Appointed industry senior executives to key leadership positions to strengthen market leadership in connecting brands with game publishers:

	○	Will Sanchez appointed as Chief Financial Officer
	○	Asif Iqbal appointed as Vice President of Engineering
	○	Dan Grigorovici appointed as Vice President of Product
	○	Beatrice Olivas appointed as Senior Director of Brand Strategy
	○	Rob Crews appointed as Senior Director of Restaurant Strategy

	●	Signed contract with major mobile casual game publisher for in-game rewarded play
	●	Signed deal with international restaurant brand for on-location user acquisition
	●	Connected Rewards program with major global convenience store brand successfully drove thousands of game downloads and acquired thousands of digital loyalty subscribers for the brand

 

Tom Akin, Mobivity Chairman of the Board, commented, “During the second quarter, we accelerated the transformation of our business by hiring key leaders equipped with the industry expertise and experience to address the markets we serve. With the right people and the continued advancement of Connected Rewards, we are laying the groundwork to accelerate adoption of our offerings and ignite long-term growth. We are increasingly optimistic about the prospects for our business given the opportunities we see to connect brands with game developers and advertisers through Connected Rewards.”

 

 

 

Consolidated Financial Summaries:

 

(In thousands)		Three months ended June 30,																Six months ended June 30,
		2023				2022				$$				%				2023				2022				$$				%
Revenue		$	1,861			$	1,867			($	6	)			(0.3	%)		$	3,743			$	3,897			($	154	)			(4.0	%)
Gross profit		$	490			$	664			($	174	)			(26.2	%)		$	1,305			$	1,519			($	214	)			(14.1	%)
Gross margin			26.3	%			35.6	%			N/A				(930 bps	)			34.9	%			39.0	%			N/A				(410 bps	)
Operating Expenses		$	2,515			$	2,449			$	66				2.7	%		$	5,549			$	5,080			$	469				9.2	%
Loss from operations		($	2,025	)		($	1,784	)		($	241	)			(13.5	%)		($	4,244	)		($	3,561	)		($	683	)			(19.2	%)
Net loss		($	2,272	)		($	1,952	)		($	320	)			(16.4	%)		($	4,750	)		($	3,885	)		($	865	)			(22.3	%)
Adjusted EBITDA *		($	1,762	)		($	1,146	)		($	616	)			(53.8	%)		($	3,128	)		($	2,522	)		($	660	)			(24.0	%)

 

* Adjusted EBITDA is a non-GAAP measure. The Company defines and calculates Adjusted EBITDA as net loss before the impact of interest income or expense (net), income tax provision or benefit, and depreciation and amortization, and further adjusted for the following items: stock-based compensation and/or other non-recurring and non-operating costs or income, as described in the reconciliation below.

 

Conference Call

 

Date: Monday, August 14, 2023

Time: 5 p.m. Eastern Time (ET)

Dial in Number for U.S. Callers: 1-844-825-9789

Dial in Number for International Callers: 1-412-317-5180

Please Reference Conference ID: 10181765

 

The call will also be accompanied live by webcast over the Internet and accessible at https://viavid.webcasts.com/starthere.jsp?ei=1627822&tp_key=67ae9b45a7.

 

To join the live conference call, please dial in to the above referenced telephone numbers five to ten minutes prior to the scheduled conference call time.

 

A replay will be available for two weeks starting on August 14, 2023 at approximately 8 p.m. ET. To access the replay, please dial 1-844-512-2921 in the U.S. and 1-412-317-6671 for international callers. The conference ID# is 10181765. The replay will also be available on the Company’s website under the investor relations section.

 

 

 

Non-GAAP Measurements

 

This press release includes certain financial information which constitutes “non-GAAP financial measures” as defined by the United States Securities and Exchange Commission (“SEC”). A full reconciliation of the non-GAAP measures to GAAP can be found in the tables of today’s press release. Non-GAAP adjusted EBITDA is supplemental to results presented under accounting principles generally accepted in the United States of America (“GAAP”) and may not be comparable to similarly titled measures presented by other companies. These non-GAAP measures are used by management to facilitate period-to-period comparisons and analysis of Mobivity’s operating performance and liquidity. Management believes these non-GAAP measures are useful to investors in trending, analyzing and benchmarking the performance and value of Mobivity’s business. These non-GAAP measures should be considered in addition to, but not as a substitute for, other similar measures reported in accordance with GAAP.

 

About Mobivity

 

Mobivity’s cloud-based Connected Rewards™ technology delivers billions of offers and promotions, building large, owned audiences for some of the world’s biggest brands. Through its partnerships with leading game publishers, digital operators, and ad networks, Mobivity connects a massive universe of consumers to its broad network of brands. As a result, digital consumers download and play more games, and earn real-world rewards that are redeemed in-store, driving acquisition, frequency, and retention for brands and game publishers. For more information about Mobivity, visit or call (877) 282-7660.

 

# # #

 

Forward Looking Statement

 

This press release contains “forward-looking statements” concerning Mobivity Holdings Corp. 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. Those forward-looking statements include statements regarding the benefits of recent additions to the Company’s management team; the Company’s expectations for the growth of the Company’s operations and revenue; and the advantages and growth prospects of the mobile marketing industry. Such statements are subject to certain risks and uncertainties, and actual circumstances, events or results may differ materially from those projected in such forward-looking statements. Factors that could cause or contribute to differences include, but are not limited to, our ability to successfully integrate our recent additions to management; our ability to develop the sales force required to achieve our development and revenue goals; our ability to raise additional working capital as and when needed; changes in the laws and regulations affecting the mobile marketing industry and those other risks set forth from time to time in Mobivity Holdings Corp.’s reports filed with the SEC, including, but not limited to, Mobivity Holdings Corp.’s most recent annual report on Form 10-K , quarterly reports on Form 10-Q, and current reports on Form 8-K. Mobivity Holdings Corp. cautions readers not to place undue reliance on any forward-looking statements, which speak only as of the date of this announcement. Mobivity Holdings Corp. does not undertake, and specifically disclaims any obligation to update or revise such statements to reflect new circumstances or unanticipated events as they occur.

 

Investor Relations Contact:

 

Will Sanchez • Chief Financial Officer, Mobivity

(877) 282-7660

 

Brett Maas • Managing Partner, Hayden IR

brett@haydenir.com • (646) 536-7331

 

 

 

Mobivity Holdings Corp.

Condensed Consolidated Balance Sheets

 

		June 30,				December 31,
		2023				2022
		(Unaudited)				(Audited
ASSETS
Current assets
Cash		$	529,471			$	426,740
Accounts receivable, net of allowance for doubtful accounts $9,423 and $34,446, respectively			542,711				1,081,183
Other current assets			423,371				195,017
Total current assets			1,495,553				1,702,940
Right to use lease assets			878,380				981,896
Intangible assets and software development costs, net			99,257				194,772
Other assets			127,417				137,917
TOTAL ASSETS		$	2,600,607			$	3,017,525
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable		$	3,481,685			$	3,412,612
Accrued interest			442,269				443,448
Accrued and deferred personnel compensation			297,572				569,347
Deferred revenue and customer deposits			469,750				902,727
Related party notes payable, net - current maturities			1,361,250				2,711,171
Notes payable, net - current maturities			18,096				32,617
Operating lease liability, current			263,663				251,665
Other current liabilities			15,162				49,541
Total current liabilities			6,349,447				8,373,128
Non-current liabilities
Related party notes payable, net - long term			3,894,345				2,481,290
Notes payable, net - long term			30,223				31,092
Operating lease liability			801,492				936,924
Total non-current liabilities			4,726,060				3,449,306
Total liabilities			11,075,507				11,822,434
Stockholders’ deficit
Common stock, $0.001 par value; 100,000,000 shares authorized; 65,797,567 and 61,311,155, shares issued and outstanding			65,798				61,311
Equity payable			307,318				324,799
Additional paid-in capital			113,868,248				108,806,353
Accumulated other comprehensive loss			(69,598	)			(100,963	)
Accumulated deficit			(122,646,666	)			(117,896,409	)
Total stockholders’ deficit			(8,474,900	)			(8,804,909	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT		$	2,600,607			$	3,017,525

 

 

 

Mobivity Holdings Corp.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

 

		Three Months Ended								Six Months Ended
		June 30,								June 30,
		2023				2022				2023				2022
Revenues
Revenues		$	1,861,171			$	1,867,162			$	3,742,653			$	3,896,731
Cost of revenues			1,371,206				1,202,749				2,437,781				2,377,697
Gross profit			489,965				664,413				1,304,872				1,519,034
Operating expenses
General and administrative			1,071,153				897,984				2,615,259				2,105,160
Sales and marketing			602,911				566,270				1,294,131				1,163,771
Engineering, research, and development			804,343				873,836				1,538,718				1,576,059
Depreciation and amortization			36,582				110,421				100,484				234,733
Total operating expenses			2,514,989				2,448,511				5,548,592				5,079,723
Loss from operations			(2,025,024	)			(1,784,098	)			(4,243,720	)			(3,560,689	)
Other income/(expense)
Loss of settlement of debt			—				—				(10,857	)			—
Interest expense			(244,443	)			(167,126	)			(482,889	)			(326,953	)
Settlement losses			(2,500	)			—				(12,500	)			—
Foreign currency gain			(115	)			(510	)			(291	)			2,809
Total other income/(expense)			(247,058	)			(167,636	)			(506,537	)			(324,144	)
Loss before income taxes			(2,272,082	)			(1,951,734	)			(4,750,257	)			(3,884,833	)
Income tax expense			—				—				—				—
Net loss			(2,272,082	)			(1,951,734	)			(4,750,257	)			(3,884,833	)
Other comprehensive loss, net of income tax
Foreign currency translation adjustments			(137	)			12,261				31,365				(634	)
Comprehensive loss		$	(2,272,219	)		$	(1,939,473	)		$	(4,718,892	)		$	(3,885,467	)
Net loss per share:
Basic and Diluted			(0.03	)			(0.03	)			(0.07	)			(0.07	)
Weighted average number of shares:
Basic and Diluted			65,670,815				58,602,319				63,884,441				57,921,596

 

 

 

Mobivity Holdings Corp.

Reconciliation of GAAP Measure to Non-GAAP Measure

 

(In thousands)		Three months ended June 30,								Six Months ended June 30,
		2023				2022				2023				2022
Net Loss		($	2,272	)		($	1,952	)		($	4,750	)		($	3,885	)
Stock Based Compensation			229				529				1039				801
Depreciation and Amortization			37				110				100			$	235
Interest Expenses Net			244				167				483				327
Adjusted EBITDA		($	1,762	)		($	1,146	)			(3,128	)		($	2,522	)

 

v3.23.2

Cover	Aug. 14, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 14, 2023
Entity File Number	000-53851
Entity Registrant Name	Mobivity Holdings Corp.
Entity Central Index Key	0001447380
Entity Tax Identification Number	26-3439095
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	3133 West Frye Road
Entity Address, Address Line Two	# 215
Entity Address, City or Town	Chandler
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85226
City Area Code	(866)
Local Phone Number	282-7660
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false

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