Volatile Trading Compounds Risk

Net Element stock is highly volatile and price is being driven by excess supply. We believe the sellers
could be SD Ventures, the former owners of PayOnline. While we have no idea what its particular cash
needs are, we can hypothesize that they have been eager to change ownership in a Russian entity to US
dollars by selling the stock it received in the acquisition. Since it receives stock monthly when the
dividend is paid, we believe there could be monthly events to driving down the stock until the monthly
payments stop early next year.

Pay-Travel integrates the existing financial instruments already used by the travel industry into a best-in-class, multi-channel, GDS-independent platform, which allows users to effectively manage all aspects of their payment needs in a flexible, easy-to-use solution.

About 60% of the world's 1 billion tickets are sold through GDS, with Amadeus being the largest player in the GDS space with 41% market share, Sabre is second with 28%.

By using proprietary "AVIA2SPLIT" technology in Pay-Travel, airline ticket sales are processed directly with GDS, avoiding acquiring bank fees and travel broker commissions processed by acquiring banks. By splitting acquiring flow Pay-Travel's solution helps travel agencies and airlines to significantly reduce acquiring costs.

MADRID—Spanish travel technology company Amadeus IT Holding SA says it is looking for new acquisitions, after its $500 million deal to buy U.S. technology company NMTI Holdings, Inc.

NETE...I don't see this really climbing at all until earnings are released, which hopefully coincides with the closing of Payonline. The earnings date should be around 8/18/15. I expect them to be excellent if everything reported by the company up to this point has been truthful. Hopefully will be liftoff at that point or at least the start of a reversal, otherwise I may have to cut ties and take the loss...

Like I said one of these days when nobody expects it this one is going to see a 70-80% move higher and leave everyone scratching their heads.

The initial exercise price of the Initial Warrants is $1.74 per share

though i have to admit that todays trading is a bit concerning to me. more than 4 million shares sold and mostly to the downside. i think we have to watch it really careful here.

This is not new dilution these shares were issued to cover the shares sold to institutions on their 10.5 million financing. They also issued the difference on the rest of the financing of 14 million. That 14 million has not even been completed yet. That will not even have access to that until the stock price hits 1.74 a share.

Has anyone even bothered to read the S3 Filing or did they just jump to conclusion like most do best. Most of these shares were registered to cover the financing they already announced. This is not new dilution. It is shares be registered to cover the financing they already did. Being by law they had to registered more shares then what was actually done they had to issue more shares.



There are being registered under this registration statement an aggregate of up to 53,600,000 shares of Common Stock, which includes (i) shares of Common Stock issuable upon conversion of Senior Convertible Notes in the aggregate principal amount of $5,000,000 and interest of 7% per annum payable under certain conditions, due April 30, 2018 and any additional Senior Convertible Notes up to aggregate principal amount of $10,000,000 issuable pursuant to the Securities Purchase Agreement dated April 30, 2015

The Financing they did is not being diluted. I already talked to IR about this. First of all the shares in the 10.5 million in financing were issued to institutions and are restricted for a period of time. Second they only have access to the other 14 million if the stock price hits 1.74 a share. Someone is playing with this one. When the payonline deal closes and we find out how much revenue will be added to the bottom line this one will reverse hard. They pull in right now about 23-24 million a year and have a total of 4 million in total debt. They have improved their EPS loss by .07 a share in a year. I say it is up to everyone to figure out what they want to do with the stock but this one will reverse hard. Place your bets people!!