Get Started for Free Contexxia identifies hard-to-find pieces of information in SEC filings. No more highlighters, no more redlining, no more poring over huge documents. Calpian, Inc. (1414628) 10-Q published on May 12, 2016 at 9:19 am
Reporting Period: Dec 30, 2015
On December 30, 2015, the Company sold 10% of its equity interest in DPPL. As a result of this transaction, the convertible promissory note was repaid in full.
In April 2016, and as part of the Company's settlement agreement with the buyer of its U.S. Operations, the Company issued two new promissory notes, First, $727,285, of which $720,084 was the note balance included in the Asset Purchase Agreement, with the remaining balance as subsequent interest incurred. This note possessed an interest rate of 12% per annum payable monthly, matures on December 31, 2017. Second, the Company issued eVance a note in the amount of $675,000 in exchange for eVance waiving any claims for breach of the Purchase Agreement between eVance and the Company. For more details see Note 14: Discontinued Operations.
In April 2016, the Company executed a Purchase Price Adjustment Agreement to finalize the sale of its U.S. Operations (See Note 14 - Discontinued Operations). As part of this agreement, the Company issued two promissory notes. First, a $720,084 note has an interest rate of 12% per annum with a maturity date of December 31, 2017. The second, a $675,000 note has an interest rate of 12% per annum with a maturity date of April 30, 2017. Lastly, the Company escrowed 2,000,000 shares of its common stock as a guarantee of repayment of the $675,000 note.
Effective November 30, 2015 (11:59pm), the Company entered into an Asset Purchase Agreement with eVance Processing Inc. ("eVance") to divest its Calpian Commerce business segment and certain other U.S. residual portfolio assets of Calpian, Inc., including Calpian Residual Acquisition, LLC and its equity investment in Calpian Granite Hill, L.P. This action was undertaken to allow the Company to focus entirely on executing its growth strategy for MoneyOnMobile. There is no continuing cash inflows or outflows from or to the discontinued operations. In consideration for the acquired assets, eVance assumed certain of the Company’s liabilities, including an aggregate of $9,000,000 of notes payable and certain of the Sellers’ outstanding contractual obligations.
Also, prior to the sale of its U.S. Operations, Calpian Commerce, Inc., was in the business of delivering credit and debit card-based internet payments processing solutions to merchants operating in physical “brick and mortar” business environments and in settings requiring wired as well as wireless mobile payment solutions. It also operated as an ISO generating individual merchant processing contracts in exchange for future residual payments.
Net cash provided by financing activities was $1.7 million in 2015 compared to net cash provided by financing activities of $2.6 million in 2014. During 2015, the Company refinanced the loan on its office building in India resulting in a cash outflow of $2.1 million and relating $2.3 million inflow. Also, $16.5 million of principal payments were made on the Company's notes payable and bank loan, offset by the issuances of $10.0 million of notes payable. A portion of these notes payable were used to facilitate the sale of the Company's U.S. Operations. The Company also received $3.6 million relating to its financing activities during 2015. The Company also issued a $2.0 million note to an investor, which was subsequently exchanged, along with other consideration, for DPPL shares held by the Company. In 2014, the Company received $3.3 million relating to its financing activities and $2.3 million for financing its India office building, offset slightly by $0.2 million for deferred financing fees.