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I believe that my question was pretty clear. Are you having trouble understanding it?
there was also other stocks involved and they were mentioned in these docs but nothing for EIGH.
Thank you but that was not my question. I did not see anything about Eigh in any of that documentation. So are there more documents that I am not seeing?
Just a little confusing and strange that you would be discussing other stocks on this board if there are no other docs concerning EIGH?
Eigh has a seperate investigation and it is not mentioned in those docs. Are there seperate docs for EIGH that I missed?
Just read this
Doc 13 PDF file
http://www.scribd.com/doc/106023243/SEC-v-Willimas-Et-Al-Doc-13-Filed-14-Sep-12
Am I missing something - I did not see EIGH in there at all??? shouldn' this be on the CDIV board or the GRNO board ?
Was there more documents that I missed??
I think many are starting to notice this sleeper - just a good company with a ton of potential. Real company with real revenues - low float - will do phenominal. imo
Looking really good and with a low float - when news hits - I can see this going viral. imo
Also O/S as of 6/30/12 166 mm
A/S = 300 mm
Fusion Reports Second Quarter 2012 Results
NEW YORK, August 20, 2012 - Fusion Telecommunications International, Inc. (OTCQB: FSNN) has announced financial results for the second quarter ended June 30, 2012.
Fusion reported consolidated revenues of $10.2 million for the quarter ended June 30, 2012; a decrease of 4.0% when compared to revenues of $10.6 million for the quarter ended June 30, 2011. The decrease over the prior year was attributable to a 4.5% decrease in revenues in the Carrier Services segment, as the increase in the volume of traffic terminated over the Company’s network was more than offset by a lower average rate per minute. Fusion also reported revenues of $0.6 million in the Corporate Services segment for the quarter ended June 30, 2012, an increase of 5.5%.
Consolidated gross margin increased to 10.9% for the second quarter of 2012 as compared to 7.8% for the second quarter of 2011. The increase in consolidated gross margin for the quarter was primarily due to stronger gross margins in the Carrier Services segment, where the gross profit contribution increased by 32.5% over the quarter ended June 30, 2011, due to improved real-time monitoring of its route optimization practices.
Selling, general and administrative expenses (“SG&A”) increased by 12.5% in the second quarter of 2012 compared to the same period of a year ago. The increase is largely due to professional fees associated with the NBS transaction and higher stock based compensation expense.
Fusion reported a net loss of $1.2 million for the quarter ended June 30, 2012, which is essentially unchanged from the quarter ended June 30, 2011. For the second quarter of 2012 and 2011, the net loss applicable to common stockholders was $1.3 million, or $0.01 per share.
For the quarter ended June 30, 2012, adjusted EBITDA loss (earnings from continuing operations before interest, taxes, depreciation, amortization, and specific non-recurring and non-cash adjustments) decreased $0.1 million, or 12.3%, to $0.9 million, compared to $1.0 million for the quarter ended June 30, 2011.
As of June 30, 2012 and December 31, 2011, the Company had current assets of $2.8 million. Current liabilities as of June 30, 2012 were $15.4 million compared to $14.8 million at December 31, 2011. Stockholders' deficit at June 3 0 , 2012 and December 31, 2011 was $11.2 million and $10.6 million, respectively .
--------------------------------------------------------------------------------
Commenting on the second quarter results, Matthew Rosen, Chief Executive Officer of Fusion, said, “In addition to our improved margin and EBITDA performance, the company also made significant progress toward the acquisition of NBS, a $26.5 million corporate voice, data and cloud solutions business. We believe this important acquisition will complement our own organic growth, deliver a strong foundation on which to build revenue and earnings, and achieve our profitability objectives. Additionally, the company further advanced the development of its vertical cloud services market strategy, with initial focus on the burgeoning healthcare industry.”
Expanding on Mr. Rosen’s comments, Don Hutchins, President and Chief Operating Officer of Fusion, said, “The NBS acquisition will expand our back-office infrastructure with strong operating, customer support and distribution management systems to accelerate the pace of revenue and margin growth. We further expect to benefit from anticipated synergies resulting from the integration of the two companies, as well as the opportunity to cross-sell and up-sell customers based on our expanded product and service portfolio.”
Use of Non-GAAP Financial Measurements:
The Company believes that EBITDA (earnings from continuing operations before interest, taxes, depreciation and amortization) is useful to investors because it is commonly used in the communications industry to evaluate companies on the basis of operating performance and leverage. The Company also believes that EBITDA provides investors with a measure of the Company's operational and financial progress that corresponds with the measurements used by management as a basis for allocating resources and making other operating decisions. Adjusted EBITDA provides an adjusted view of EBITDA that takes into account certain significant non-recurring transactions, if any, such as impairment losses and professional fees associated with pending acquisitions, which vary significantly between periods and are not recurring in nature, as well as certain recurring non-cash charges such as stock-based compensation. Although the Company uses adjusted EBITDA as one of several financial measures to assess its operating performance, its use is limited as it excludes certain significant operating expenses. EBITDA and adjusted EBITDA are not intended to represent cash flows for the period presented, nor have they been presented as an alternative to operating income or as an indicator of operating performance and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with Generally Accepted Accounting Principles (“GAAP”). In accordance with SEC Regulation G, the non-GAAP measurements in this press release have been reconciled to the nearest GAAP measurement, which can be viewed under the heading "Reconciliation of Net Loss to EBITDA and Adjusted EBITDA", immediately following the Consolidated Balance Sheets included in this press release.
Forward Looking Statements:
Statements in this press release that are not purely historical facts, including statements regarding Fusion's beliefs, expectations, intentions or strategies for the future, may be "forward-looking statements" under the Private Securities Litigation Reform Act of 1996. Such statements consist of any statement other than a recitation of historical fact and can be identified by the use of forward-looking terminology such as “may”, “expect”, “anticipate”, “intend”, “estimate” or “continue” or the negative thereof or other variations thereof or comparable terminology. The reader is cautioned that all forward-looking statements are speculative, and there are certain risks and uncertainties that could cause actual events or results to differ from those referred to in such forward-looking statements. This disclosure highlights some of the important risks regarding the Company’s business. The primary risk of the Company is its ability to raise new and continued capital to execute its comprehensive business strategy. There may be additional risks associated with the integration of businesses following an acquisition, concentration of revenue from one source, competitors with broader product lines and greater resources, emergence into new markets, the termination of any of the Company’s significant contracts or partnerships, the Company’s inability to maintain working capital requirements to fund future operations or the Company’s inability to attract and retain highly qualified management, technical and sales personnel, and the other factors identified by us from time to time in the Company’s filings with the Securities and Exchange Commission, which are available through http://www.sec.gov. However, the risks included should not be assumed to be the only things that could affect future performance. We may, among other things, also be subject to service disruptions, delays in collections, or facilities closures caused by potential or actual acts of terrorism or government security concerns.
EXECUTIVE SUMMARY for new investors
This is directly from the company flyer.
Fusion is an Emerging Leader in Cloud Communications and Cloud Delivered Services, One of the Fastest
Growth Areas in the Telecommunications Market Estimated at $3.2 billion and Growing at 36% per Year.
Shift to Focus on Delivering Unified Communications Services to Business Customers Promises to Grow Recurring Revenue as a Portion of Total Revenues, to Increase Margins and to Bring Multi-Year Service Contracts.
High Industry Valuation Multiples in excess of 30x EBITDA for Cloud-Based Telephony Companies Suggest Strong Increases in Fusion Valuation and Share Appreciation.
GNYHA Agreement Names Fusion as the Exclusive Provider of Cloud-base Communications and Other Cloud Information and Security Services to the Greater New York Hospital Association’s +15,000 Members Throughout the US.
Focus on Delivering Vertically-Oriented Cloud-based Solutions to Large Vertical Markets Including Healthcare, Transportation and Education Provides Competitive Advantage, Large Enterprise Sales and Partnership Opportunities.
Recently Announced Acquisition Expected to Produce Approximately +$5 million in positive EBITDA on $74 million in Consolidated Revenues within 2012 Upon Integration and Bring Expanded Infrastructure.
Acquisition of Other Communications or Cloud Service Companies May Leverage the High Valuation Multiples of Cloud-Based Carriers like Fusion.
Use of Commercial Software and Product Platforms and Partnerships with Established Vertical and System Integration Partners Lowers Need for Capex and Speeds Time to Market.
Unique Reach into Corporations, Institutions and Government through Strong Board of Directors and Management Team.
[6:40:28 PM | Edited 6:41:07 PM] Vickster: The Company
Fusion Telecommunications International, Inc. (OTCBB: FSNN), a Delaware corporation, is a provider of Internet Protocol (“IP”) based digital voice and data communications services and cloud services to carriers and corporations worldwide.
Fusion was formed in 1997 and commenced operations in 1998, as a provider of domestic and international telecommunication service to carriers, corporations and consumers. The Company completed its Initial Public Offering in February 2005. In 2009, Fusion sold its consumer services business segment in order to more fully focus its efforts on its higher volume carrier services and higher margin corporate services business segments.
Our Business
Our business addresses two major segments of the communications market: Carrier Services and Corporate Services.
Our Carrier Services are sold to other communications service providers throughout the world, including U.S. based carriers wishing to terminate transmission of telephone services to international destinations and foreign carriers wishing to terminate in the U.S. and throughout the world. We also purchase domestic and international termination services from many of our carrier customers. We currently have over 270 carrier customers and vendors.
Our Corporate Services segment provides a rapidly growing portfolio of telecommunications’, cloud communications’ and cloud services to small and medium sized businesses and to large enterprises. These services include local, long distance, and international Voice over Internet Protocol (“VoIP”) services; broadband Internet access; private line circuits; virtual private network services; audio and web conference calling; fax services, and other enhanced communications services and features. These communications services are enhanced and sold with a rich array of cloud-based products including Infrastructure-as-a-Service (IaaS); Software-as-a-Service (SaaS) and Platform-as-a-Service (PaaS). Our entire offering is provided within a highly secure framework protecting our customers’ service and information. This spectrum of cloud communication and cloud services, called Unified Communication-as-a-Service (UCaaS), allows us to deliver voice, data, applications and Internet access services over a single facility, while providing service quality and reliability comparable to that of the historical circuit-switched service providers. We currently serve corporate users in 30 states.
Fusion’s product offerings are designed to capitalize on the rapid growth of cloud-based voice and information services which replaces on-premise equipment based on traditional circuit switched technology including PBX’s and servers with remote services delivered over the internet. Customers switch from legacy, equipment-based communication and information services to cloud based services to take advantage of lower cost of ownership, lower exposure to obsolescence, materially reducing management responsibility and maintenance responsibility, take advantage of a larger range of services and applications available from the cloud, scale as their businesses grow (or contract) without hardware changeouts, and to achieve greater reliability. We are aggressively introducing a broad suite of cloud services, particularly focusing on select, large vertical markets, which address industry-specific customer needs and are not easily duplicated by competitors. These cloud communications and cloud-based information services are being developed primarily through major partners who seek access to the Company’s expertise and its distribution channels.
The Market Fusion believes that the telecommunications market is at an inflection point as customers ranging from small to enterprise sized switch from premise based equipment to cloud based services. Through this Unified Communications approach, network management and security; voice and telephony; messaging and presence; conferencing; and applications are delivered through a single facility and managed through the cloud. The transformation offers cloud based telephony companies the ability to gain share rapidly as customers choose new vendors in the sector and offer to increase the average revenue per user (ARPU) by offering an expanding number of communications, communications and security “Apps” and to generate higher overall margins. According to a recent research report, cloud-based telephony services are growing at 36% per year and represent a $3.2 billion market. Cloud based information services for one of Fusion’s target markets, healthcare, is projected by BCC to grow to $17.5 billion by 2016 with 50% of that growth coming from cloud computing.
The market for cloud communications and cloud services, Unified Communications as a Service, is significantly more attractive than the traditional model based on hardware sales. Unified Communications offers a financial model based on high margin recurring revenue and large, multi year sales.
Fusion’s Strategy Our strategy is to continue to grow our existing Carrier Services business, which today comprises 95% of our revenue while accelerating the growth of our Corporate Services business to ensure that an increasing portion of our total revenues is derived from the higher margin, more stable and largely recurring Corporate Services business segment. We believe that the Carrier Services business supports the growth of the Corporate Services business by providing enhanced service offerings for our corporate customers, by lowering the overall cost basis of the communication infrastructure shared by the Corporate Services business and by strengthening our relationships with key service providers and carriers throughout the world.
Growth in the Carrier Service business will be driven by expanding the number of international carriers with whom we interconnect; expanding sales to non-traditional carriers, including cable television providers, Internet search engine companies, and large IP telephone companies; and by expanding current carrier relationships to maximize the traffic received from and sent to them.
We intend to generate substantial growth in the Corporate Services segment to make the revenues and margins from this segment a more significant portion of our total revenues and margins. The expansion of the Corporate Services business will come from both organic growth and acquisitions. Organic growth will be delivered from a combination of expanding the number and types of services available and sold to our current customers and by customizing our product and service offerings to address the needs of target large sectors. We believe that there is substantial opportunity to gain market share, to increase the size of our average sale and to sell a broad range of our products by focusing on offering highly targeted product and service solutions to these large sectors including healthcare, transportation and education. Our strong entry into these markets also leverages our experience and relationships to provide a competitive advantage and offers the opportunity to create sector specific partnerships with incumbent cloud service providers in each sector. Such larger sales to enterprise customers typically have lower churn rates and provide substantial opportunities for adding additional services to a core communications offering. Targeted, “bolt-on” acquisitions are also seen as part of our core strategy, expanding our customer base and providing new prospective customers for our growing portfolio of cloud services; potentially adding products and services to our own; and increasing the scale of our operations while leveraging our existing infrastructure and costs. Such acquisitions may be consummated at lower valuation multiples than would be accorded to Fusion, thus effectively lowering the cost of the acquisition.
Recent Events
The growth strategy of Fusion in terms of both large sale organic growth and growth through acquisition has been evidenced by two recent, announced events.
In January, 2012, Fusion announced that it had entered into an exclusive agreement for cloud services and communications solutions with the group purchasing organizations (“GPOs”) of the Greater New York Hospital Association (GNYHA). Fusion and the GPOs will offer the more than +15,000 GPO members in healthcare and other vertical markets a full range of cloud services, including cloud computing, disaster recovery, storage and security. Through this agreement, Fusion may also provide GNYHA members hosted voice and data solutions that include a full complement of advanced service features, unified communications and presence, Internet and other broadband data services, as well as a comprehensive portfolio of leading edge hardware designed to meet the specific needs of the healthcare industry. These services may be offered directly by Fusion or in partnership with major hardware, software and systems integration partners.
In January, 2012, Fusion announced that it had entered into purchase agreements to acquire the business currently operated by Network Billing Systems, LLC and Interconnect Systems Group II LLC (collectively, “NBS”). The aggregate purchase price for the NBS acquisition transaction is $20 million. NBS currently provides voice (including VoIP) and data telecommunications services, as well as a wide variety of managed and cloud-based telecommunications services, to small and medium sized companies. NBS has approximately 5,000 customers and for FY 2011 generated (unaudited) revenues of approximately $26.8 million and over $3 million in net income (unaudited). The Company expects that as a result of the acquisition of NBS, it will, on a consolidated basis, generate positive EBITDA. In addition to the financial benefits which are foreseen to accrue from the acquisition, Fusion believes this acquisition will accelerate its organic growth plans and provide a compelling platform for future acquisitions.
Competition Fusion competes with both larger and more established competitors as well as new market entrants. These include traditional carriers (AT&T, Verizon and Windstream), cable companies (Comcast), focused IP Telephony companies (8x8, West IP Communications, RingCentral, M5/Shoretel) and IP network hardware and software providers (Cisco, Broadview). The market is highly fragmented with no single market participant having more than 5% of the market.
Valuation - Anticipating the growth in the market, valuations for focused IP communications companies have been established at above market and forward looking levels as evidenced in both the public and private market. The Enterprise Value of 8x8 (NASDAQ: EGHT) was recently 2.99x revenue and 26.99x EBITDA. In recent M&A transactions, one of the leading providers of cloud-based telephony, M5 Networks was acquired by Shoretel, a traditional facilities-based telephony provider, for 3.3x revenue and 45.7x EBITDA. Another provider of cloud-based telephony, Smoothstone IP Communications, was acquired by West Communications for 3.1x revenue and 38x EBITDA. The Company believes that should such forward looking valuation levels be accorded to Fusion, the Company may gain the ability to leverage its high valuation in acquiring smaller companies at significantly lower valuations and to arbitrage the difference between its own valuation and that of the acquired company.
THE OFFERING
The Offering - Pursuant to our Private Placement Memorandum dated May 15, 2012, Fusion Telecommunications International, Inc. is offering to Accredited Investors as is defined in Rule 501 of Regulation D of the Securities Act of 1933, as amended:
The Offering Up to $15,000,000 representing 15,000 Units of $1,000 with an over-allotment of up to $3,000,000 representing 3,000 Units of $1,000
The Investment Units: (i) one (1) share of Series B-1 Senior Cumulative Convertible Preferred Stock of the Company with a par value $0.01 per share and a Stated Value of $1,000 per share;
(ii) a warrant to purchase shares of Common Stock of the Company; each such warrant will then be exercisable at any time for 5 years after issuance for a number of Common Shares that is equal to fifty (50%) percent of the Stated Value divided by 125% of the Preferred Conversion Price (as adjusted for stock splits, combinations and reclassifications). and
(iii) a warrant to purchase shares of Common Stock subject to certain conditions; each such warrant will be exercisable for a number of Common Shares that is equal to 25% of the Stated Value of the Preferred Shares divided by 125% of the Preferred Conversion Price (as adjusted for stock splits, combinations and reclassifications).
Conversion: Each Preferred Share shall be convertible as defined in the Private Placement Memorandum into such number of shares of Common Stock as shall be equal to the Stated Value of the Preferred Shares divided by the volume-weighted average price for the Common Stock of the Company over the ten (10) trading days immediately prior to the respective closing, as adjusted for stock splits, combinations, and reclassifications.
Minimum Investment: 50 Units ($50,000)
Use of Proceeds: The Company intends to use the proceeds of the Offering for general corporate purposes as detailed below and is an estimate only. The estimate set forth below is not intended to represent the order of priority in which the proceeds may be applied and may be changed at the sole discretion of the Company.
Gross Offering Proceeds $ 15,000,000 $ 18,000,000
Less: Fee to Selling Agents (1,350,000) (1,620,000)
Less: Expense Reimbursements (150,000) (180,000)
Less: Estimated Offering Expense(100,000) (100,000)
____________ ____________
Net Proceeds to Fusion $ 13,400,000 $ 16,100,000
Acquisitions /Related Exp $ 8,100,000 $ 9,100,000
Sales and Marketing 1,850,000 2,850,000
Working Capital 2,050,000 2,750,000
Debt Reduction 1,100,000 1,400,000
____________ _____________
$ 13,400,000 $ 16,100,000
THIS DOCUMENT IS BEING PROVIDED FOR INFORMATION PURPOSES ONLY, AND DOES NOT CONSTITUTE AN OFFER TO SELL, OR A SOLICITATION OF AN OFFER TO BUY SECURITIES.
FSNN NEWS OUT this week
Would be SAWEEEEEEEEEEEETTTT
FSNN looks like a pretty low float - and should run like wild with news and volume
try to put an order in to sell on Zecco - you will see what I mean.
I looked on the DTC Chill list and it is not there but they SAY IT IS - and want to charge $250 to sell it. I wrote to finra about it and have not received a response yet
But trust me anyone that has SYRX in a ZECCO account is screwed. Trust me I am not making this stuff up. Not sure if the shell SFTL had problems and it transferred over - no idea but they say it is on the NSCC list.
totally agree
I was researching to try and find out if Zecco was just trying to screw with me. So not sure what is going on because I think sysorex is doing everything ok - so if there is a problem - it would have to be with the shell they bought. Maybe SFTL did sell some unregistered shares????????? who knows
Me too and I think that it may have been bad which is a shame.
np - looks like I will be a long time holder lol
FYI SYRX is on the NSCC list which I am being told is the same as the DTC chill list. Zecco wants to charge me $250 to sell.
Maybe the company can straighten this out - no idea
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=78522452
Sysorex could have bought a bad shell - not sure
lot of the NASDAQ securities do not apply to be DTCC eligible because they are on an exchange. Unlike OTC securities which are not on an exchange and some are not even quoted securities.
So when a NASDAQ security becomes a shell and is reduced to the OTC they simply have to file to get DTCC eligibility if their paperwork is in order.
OTC securities on the Non DTCC Eligible list that lost access to NSCC and DTC services have done so because of the issuance of unregistered shares onto the market.
So in this case you have an exchange listed security that does not need DTC eligibility to trade since they are listed on a major exchange as opposed to a dirty pinksheet company that has been caught abusing Rule 144 Reg D.
So technically I should be able to go to the DTC chill list and see the ticker there. If it is not there and I am being told by my broker that it is there - do I just file a complaint to SEC or FINRA?
DTC Chill list - is it the same as the NSCC list? Anyone know?
I hold a few shares of a stock that I am being told is on the NSCC list and it a perfectly good company with millions in revenues annually and profitable with mostly government contracts. Little confused here - ticker = SYRX
Is being on the NSCC list the same as being on the DTC Chill List? If not how can I tell if a stock is on the NSCC list?
Is being on the NSCC list the same as being on the DTC Chill List? If not how can I tell if a stock is on the NSCC list?
SYRX on NSCC restricted list per Zecco as of 8/1/12. Will cost you a minimum of $250 to sell the stock and can only sell 53 shares at a time. (20 day avg)
Might want to check with your brokers to verify.
anyone have a link to the SA article
can not find any news or anything to make the stock drop like this - can anyone give me a clue what happened - looking to invest
ask at 1.15 now - still have my sell order in at .60 tomorrow it geos up - weeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeee
374 shares up for sale at .60 if anyone is interested been in this a year - this companay has no clue that it has shareholders - I quit
Just can't figure out why the sister stock has not been suspended. If EMXC is a scam - and MPIX owns EMXC ????? Not sure who owns who this week. lol
Or just hold on to it until someone else buys the shell - lol That way the N*S*S stay intact for the next sucker who buys the shell.
lol newbie = < than a year for any news.
Thanks - but you would think something would happen in almost a year. Been holding since before the name change
set yours up to sell on the bid and I will buy - that will be proof
well actually I was being serious - smarty - no trades, no news, no updates from company - nothing - hello
Is this stock dead or what??? anyone know?
YEP - SEC is worthless - best government agency that MONEY CAN BUY.
I guess no 43-101 report out today as was reported to happen in the financial statements
I guess we wait til everything is underway and they issue the cash dividend or the gold dividend.
new here - what is HLS - TIA
I sent one there and it came back - failed to deliver
Also sent one to pdiana@brynresources.com and it failed also
Google tried to deliver your message, but it was rejected by the recipient domain. We recommend contacting the other email provider for further information about the cause of this error. The error that the other server returned was: 550 550 No Such User Here (state 14).
lol - I checked my mail and it did come back - apparantly the receptioist is an idiot or does not want mail going to paul.
yes there is an e in the email address after bryn because that is what the receptionist said and I questioned it but she confirmed that it was correct.. pdiana@bryneresources.com