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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): March 27, 2023

 

INTELLINETICS, INC.

(Exact name of Registrant as specified in its charter)

 

Nevada   001-41495   87-0613716

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S Employer

Identification No.)

 

2190 Dividend Dr., Columbus, Ohio   43228
(Address of principal executive offices)   (Zip code)

 

Registrant’s telephone number, including area code: (614) 388-8908

 

Intellinetics, Inc.

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

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

 

  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 240.14a-12)
     
  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))

 

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

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.001 par value   INLX   NYSE American

 

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value

 

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 March 27, 2023, the Company issued a press release announcing its financial results for the fiscal year and quarter ended December 31, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The information reported under this Item 2.02 of Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.   Name of Exhibit
     
99.1   Press release issued by Intellinetics, Inc., on March 27, 2023.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

SIGNATURES

 

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

 

  INTELLINETICS, INC.
     
  By: /s/ James F. DeSocio
    James F. DeSocio
    President and Chief Executive Officer
     
Dated: March 27, 2023    

 

 

 

EX-99.1 2 ex99-1.htm

 

Exhibit 99.1

 

 

Intellinetics Grows Annual Revenue 22% in 2022

 

SaaS Annual Revenue Increases 179%, Now at 29% of Total Revenue

Reflecting Successful Acquisition and Transition toward SaaS Model

 

COLUMBUS, OH –March 27, 2023 – Intellinetics, Inc. (NYSE American: INLX), a digital transformation solutions provider, announced financial results for the three and 12 months ended December 31, 2022.

 

2022 Fourth Quarter Financial Highlights

 

Total Revenue increased 47% over the same period in 2021.
Software as a Service revenue increased 212% over the same period in 2021.
As a percent of total revenue, SaaS revenue increased to 30% from 14% for the same period in 2021.
Net Income increased 664% to $200,784, compared to $26,295 for the same period in 2021.
Adjusted EBITDA increased 105% to $691,141, compared to $337,925 from the same period in 2021.

 

2022 12-Month Financial Highlights

 

Total Revenue increased 22% over the same period in 2021.
Software as a Service revenue increased 179% over the same period in 2021.
As a percent of total revenue, SaaS revenue increased to 29% from 13% in 2021.
Net Income of $24,027, compared to $1,357,951 for the same period in 2021.

 

2021 included other income of $845,083 for forgiveness of the PPP loan and interest, and $141,414 in charges for change in fair value of earnout.
2022 included $87,652 of charges for change in fair value of earnout and $355,281 of transaction costs.

 

Adjusted EBITDA increased 41% to approximately $2.4 million, compared to approximately $1.7 million for the same period in 2021.

 

2022 Other Highlights

 

On April 1, 2022 we completed the acquisition of Yellow Folder, LLC. This acquisition more than doubled software as a service (SaaS) revenue, added positive cash flow in 2022, and approximately doubled our customer count in the K-12 education market.
Simultaneously with the acquisition, we completed $8.7 million in equity and debt financing.
SaaS revenues continue to be strong for 2022, growing 179% including the Yellow Folder acquisition and growing 34% organically.

 

    For the years ended
December 31,
 
    2022     2021  
             
Revenues:                
Sale of software   $ 159,084     $ 78,450  
Software as a service     4,017,409       1,441,683  
Software maintenance services     1,387,885       1,350,470  
Professional services     7,357,937       7,468,716  
Storage and retrieval services     1,094,613       1,120,946  
Total revenues   $ 14,016,928     $ 11,460,265  

 

James F. DeSocio, President & CEO of Intellinetics, stated, “This was a milestone year for Intellinetics, as we leveraged the successful acquisition of Yellow Folder and the benefits of our transition to a SaaS business model to achieve higher and sustainable profitability. We enter 2023 with great optimism and significant opportunities, poised to continue to grow both organically and inorganically. Revenue from SaaS continues to grow as a percent of our total revenue, and recurring revenue increased to 62% of total revenue from 53% in 2021 giving us improved visibility into our revenue and facilitating operating leverage.”

 

 

 

Summary – 2022 Fourth Quarter Results

 

Revenues for the three months ended December 31, 2022 were $4,038,146 as compared with $2,744,038 for the same period in 2021. The increase was largely driven by our acquisition of Yellow Folder in April 2022 combined with organic growth. In addition to our acquisition growth, our SaaS and software maintenance revenues continued to grow. Intellinetics reported net income of $200,784 and $26,295 for the three months ended December 31, 2022 and 2021, respectively, representing an improvement of $174,489. The improvement in results was further enhanced by favorable comparison in earnout fair value operating expenses. Basic and diluted net income per share for the three months ended December 31, 2022 was $0.05 and $0.04, respectively. Basic and diluted net loss per share for the three months ended December 31, 2021 was $0.01. Our adjusted EBITDA improved year over year by $353,216, which was driven by improved operations and demonstrates the value of the 2022 acquisition.

 

Summary – 2022 12-Month Results

 

Revenues for the 12 months ended December 31, 2022 were $14,016,928 as compared with $11,460,265 for the same period in 2021. The increase was largely driven by the acquisition of Yellow Folder in April 2022 combined with organic growth. We reported net income of $24,027, or $0.01 per basic and diluted share, for the 12 months ended December 31, 2022 compared to net income of $1.4 million, or $0.48 per basic share and $0.44 per diluted share, for the same period in 2021. Major impact items included a $845,000 gain on extinguishment of debt related to the PPP loan in 2021, as well as transaction costs of $355,281 in 2022 (compared to none in the same period in 2021), incurred in support of our acquisition on April 1, 2022. The 12 months ended December 31, 2022 included an increase in Adjusted EBITDA of 41% to $2.4 million, compared to $1.7 million from the same period in 2021.

 

2023 Outlook

 

Based on management’s current plans and assumptions, the Company expects to continue to grow revenues and Adjusted EBITDA on a year-over-year basis for 2023.

 

Conference Call

 

Intellinetics is holding a conference call to discuss these results on Monday, March 27, 2023, at 4:30 p.m. Eastern Time. The conference call can be accessed by dialing (877) 407-8133 (toll-free) or (201) 689-8040. If you are unable to participate during the live call, a replay of the conference call will be available approximately three hours after the completion of the call through April 10, 2023. The replay of the call can be accessed via phone by dialing (877) 660-6853 (toll-free) or (201) 612-7415 and using replay access code 13737111.

 

About Intellinetics, Inc.

 

Intellinetics, Inc. (NYSE American: INLX) is enabling the digital transformation. Intellinetics empowers organizations to manage, store and protect their important documents and data. The Company’s flagship solution, the IntelliCloud™ content management platform, delivers advanced security, compliance, workflow and collaboration features critical for highly regulated, risk-intensive markets. IntelliCloud connects documents to users and the processes they support anytime, anywhere to accelerate innovation and empower organizations to think and work in new ways. In addition, Intellinetics offers business process outsourcing (BPO), document and micrographics scanning services, and records storage. From highly regulated industries like Healthcare/Human Service Providers, K-12, Public Safety, and State and Local Governments, to businesses looking to move away from paper-based processes, Intellinetics is the all-in-one, compliant, document management solution. Intellinetics is headquartered in Columbus, Ohio. For additional information, please visit www.intellinetics.com.

 

Cautionary Statement

 

Statements in this press release which are not purely historical, including statements regarding future business and growth, future revenues, including 2023 revenues, outlook, and future revenue streams from new and existing customers, sustainable profitability, continued growth of SaaS revenue, future cash flow, cross-selling efforts and other synergies associated with our acquisition of Yellow Folder and the success of our integration efforts; revenue consistency, growth and long-term value, including trends in revenue growth and mix; growth of software as a service, professional services, and maintenance revenue; market penetration; execution of Intellinetics’ business plan, strategy, direction and focus; and other intentions, beliefs, expectations, representations, projections, plans or strategies regarding future growth, financial results, and other future events are forward-looking statements. The forward-looking statements involve risks and uncertainties including, but not limited to, the risks associated with the effect of changing economic conditions including inflationary pressures, the impact of COVID-19 and related governmental actions and orders on customers, suppliers, employees and the economy and our industry, Intellinetics’ ability to execute on its business plan and strategy, customary risks attendant to acquisitions, trends in the products markets, variations in Intellinetics’ cash flow or adequacy of capital resources, market acceptance risks, the success of Intellinetics’ solutions providers, including human services, health care, and education, technical development risks, and other risks, uncertainties and other factors discussed from time to time in its reports filed with or furnished to the Securities and Exchange Commission, including in Intellinetics’ most recent annual report on Form 10-K as well as subsequently filed reports on Form 8-K. Intellinetics cautions investors not to place undue reliance on the forward-looking statements contained in this press release. Intellinetics disclaims any obligation and does not undertake to update or revise any forward-looking statements in this press release. Expanded and historical information is made available to the public by Intellinetics on its website at www.intellinetics.com or at www.sec.gov.

 

CONTACT:

 

FNK IR

Tom Baumann / Rob Fink Intellinetics uses non-GAAP Adjusted EBITDA as supplemental measures of our performance that are not required by, or presented in accordance with, accounting principles generally accepted in the United States (GAAP).

646.349.6641 / 646.809.4048

INLX@fnkir.com

 

Joe Spain, CFO

Intellinetics, Inc.

614.921.8170 investors@intellinetics.com

 

 

 

Non-GAAP Financial Measures

 

A non-GAAP financial measure is a numerical measure of a company’s financial performance that excludes or includes amounts so as to be different from the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flows of a company.

 

Adjusted EBITDA: Adjusted EBITDA is not a measurement of financial performance under GAAP and should not be considered as an alternative to net income, operating income, or any other performance measure derived in accordance with GAAP, or as an alternative to cash flow from operating activities or a measure of our liquidity. Intellinetics urges investors to review the reconciliation of non-GAAP Adjusted EBITDA to the comparable GAAP Net Loss, which is included in this press release, and not to rely on any single financial measure to evaluate Intellinetics’ financial performance.

 

We believe that Adjusted EBITDA is a useful performance measure and is used by us to facilitate a comparison of our operating performance on a consistent basis from period-to-period and to provide for a more complete understanding of factors and trends affecting our business than measures under GAAP can provide alone. We define “Adjusted EBITDA” as earnings before interest expense, any income taxes, depreciation and amortization expense, stock-based compensation, note conversion and note or equity offer warrant or stock expense, gain or loss on debt extinguishment, change in fair value of contingent consideration, and transaction costs.

 

Reconciliation of Net Income to Adjusted EBITDA

 

    For the Three Months Ended December 31,  
    2022     2021  
Net income - GAAP   $ 200,784     $ 26,295  
Interest expense, net     209,758       112,775  
Depreciation and amortization     218,947       111,693  
Change in fair value of earnout liabilities     (57,347 )     64,203  
Stock-based compensation     118,999       22,959  
Adjusted EBITDA   $ 691,141     $ 337,925  

 

    For the Twelve months Ended December 31,  
    2022     2021  
Net income - GAAP   $ 24,027     $ 1,357,951  
Interest expense, net     803,294       452,120  
Depreciation and amortization     722,197       413,932  
Transaction costs     355,281       -  
Stock-based compensation     421,450       149,753  
Change in fair value of earnout liabilities     87,652       141,414  
Gain on extinguishment of debt     -       (845,083 )
Adjusted EBITDA   $ 2,413,901     $ 1,670,087  

 

Recurring Revenue: Recognized revenue for any applicable period that we characterize as being recurring in nature, without regard to contract start or end dates or renewal rates. It includes the following revenue types: SaaS subscription agreements, maintenance contracts related to perpetual software licenses, storage and retrieval services, and professional services revenues in the nature of business process outsourcing. It excludes revenues of a type that are not expected to recur, primarily perpetual licenses, most document conversion services, and other professional services that are project based. Recurring revenue is not determined by reference to deferred revenue, unbilled revenue, or any other GAAP financial measure over any period, so the Company has not reconciled the Recurring Revenues to any GAAP measure. Recurring revenue should not be extrapolated into a precise prediction of future revenues, because it does not take into account our contract start and end dates and our renewal rates. Management believes that reviewing this metric, in addition to GAAP results, helps investors and financial analysts understand the value of Intellinetics’ recurring revenue streams versus prior periods.

 

 

 

Reconciliation of revenues to recurring revenues:

 

    For the years ended
December 31,
 
    2022     2021  
             
Revenues as reported:                
Sale of software   $ 159,084     $ 78,450  
Software as a service     4,017,409       1,441,683  
Software maintenance services     1,387,885       1,350,470  
Professional services     7,357,937       7,468,716  
Storage and retrieval services     1,094,613       1,120,946  
Total revenues   $ 14,016,928     $ 11,460,265  
                 
Revenues – recurring only:            
Sale of software – recurring   $-     $-  
Software as a service – recurring     3,723,409       1,267,683  
Software maintenance services – recurring     1,387,885       1,350,470  
Professional services – recurring     2,685,208       2,639,840  
Storage and retrieval services – recurring     884,653       786,647  
Total recurring revenues   $ 8,681,155     $ 6,044,640  
                 
Revenues – non-recurring only:                
Sale of software – non-recurring only   $ 159,084     $ 78,450  
Software as a service – non-recurring only1     294,000       174,000  
Software maintenance services – non-recurring only     -       -  
Professional services – non-recurring only     4,672,729       4,828,876  
Storage and retrieval services – non-recurring only     209,960       334,299  
Total non-recurring revenues   $ 5,335,773     $ 5,415,625  
                 
Total recurring and non-recurring revenues   $ 14,016,928     $ 11,460,265  

 

Note 1 – Software as a service non-recurring revenue is comprised of professional services setup fees which are recognized ratably over the initial contract period. They do not renew, and are therefore non-recurring. Under ASC 606, they are deemed essential to the functionality of the subscription Software as a service, and are therefore recognized together with the subscription Software as a service revenue.

 

Total Contract Value: Estimated total future revenues from contracts signed during the period. This refers to contracts or projects that have been awarded by our customers, and it presumes the provision of all software, subscription services, and/or professional services, with no termination of any awarded contracts. There can be no guarantee that all work will be completed during any fiscal period, or that the contracts will not be terminated before all the estimated future revenues are earned, received, and/or recognized. Total Contract Value is a performance measure that the Company believes provides useful information to its management and investors as it allows the Company to better track the Company’s current sales performance, without any adjustment to exclude revenues that will not be earned, received, or recognized until future periods. Total Contract Value includes new sales in all our revenue categories, including SaaS, perpetual software licenses, maintenance, storage and retrieval, and professional services, to new or existing customers. It excludes renewals (and price increases on renewals if any). Total Contract Value is not a substitute for total revenue. There is no GAAP measure that is comparable to Total Contract Value, so the Company has not reconciled the Total Contract Value to any GAAP measure. 

 

 

 

INTELLINETICS, INC. and SUBSIDIARIES

Consolidated Balance Sheets

 

    December 31,     December 31,  
    2022     2021  
             
ASSETS                
Current assets:                
Cash   $ 2,696,481     $ 1,752,630  
Accounts receivable, net     1,121,083       1,176,059  
Accounts receivable, unbilled     596,410       444,782  
Parts and supplies, net     73,221       76,691  
Contract assets     80,378       78,556  
Prepaid expenses and other current assets     325,466       155,550  
Total current assets     4,893,039       3,684,268  
                 
Property and equipment, net     1,068,706       1,091,780  
Right of use assets, operating     3,200,191       3,841,612  
Right of use asset, finance     154,282       -  
Intangible assets, net     4,419,646       968,496  
Goodwill     5,789,821       2,322,887  
Other assets     417,457       53,089  
Total assets   $ 19,943,142     $ 11,962,132  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY                
                 
Current liabilities:                
Accounts payable   $ 370,300     $ 181,521  
Accrued compensation     411,683       343,576  
Accrued expenses     114,902       161,862  
Lease liabilities, operating - current     692,074       616,070  
Lease liability, finance - current     22,493       -  
Deferred revenues     2,754,064       1,194,649  
Deferred compensation     -       100,828  
Earnout liabilities - current     700,000       958,818  
Notes payable - current     936,966       -  
Total current liabilities     6,002,482       3,557,324  
                 
Long-term liabilities:                
Notes payable - net of current portion     2,085,035       1,754,527  
Notes payable - related party     529,084       -  
Lease liabilities, operating - net of current portion     2,624,608       3,316,682  
Lease liability, finance - net of current portion     133,131       -  
Earnout liabilities - net of current portion     -       671,863  
Total long-term liabilities     5,371,858       5,743,072  
Total liabilities     11,374,340       9,300,396  
                 
Stockholders’ equity:                
Common stock, $0.001 par value, 25,000,000 shares authorized; 4,073,757 and 2,823,072 shares issued and outstanding at December 31, 2022 and 2021, respectively     4,074       2,823  
Additional paid-in capital     30,179,017       24,297,229  
Accumulated deficit     (21,614,289 )     (21,638,316 )
Total stockholders’ equity     8,568,802       2,661,736  
Total liabilities and stockholders’ equity   $ 19,943,142     $ 11,962,132  

 

 

 

INTELLINETICS, INC. and SUBSIDIARIES

Consolidated Statements of Operations

 

   

For the Twelve Months Ended

December 31,

 
    2022     2021  
             
Revenues:                
Sale of software   $ 159,084     $ 78,450  
Software as a service     4,017,409       1,441,683  
Software maintenance services     1,387,885       1,350,470  
Professional services     7,357,937       7,468,716  
Storage and retrieval services     1,094,613       1,120,946  
Total revenues     14,016,928       11,460,265  
                 
Cost of revenues:                
Sale of software     64,577       14,828  
Software as a service     701,433       333,001  
Software maintenance services     79,738       81,641  
Professional services     3,908,205       3,709,348  
Storage and retrieval services     353,817       378,465  
Total cost of revenues     5,107,770       4,517,283  
                 
Gross profit     8,909,158       6,942,982  
                 
Operating expenses:                
General and administrative     4,945,214       4,044,296  
Change in fair value of earnout liabilities     87,652       141,414  
Transaction costs     355,281       -  
Sales and marketing     1,971,493       1,378,352  
Depreciation and amortization     722,197       413,932  
                 
Total operating expenses     8,081,837       5,977,994  
                 
Income from operations     827,321       964,988  
                 
Other (expense) income                
Gain on extinguishment of debt     -       845,083  
Interest expense     (803,294 )     (452,120 )
                 
Total other (expense) income, net     (803,294 )     392,963  
                 
Income before income taxes     24,027       1,357,951  
                 
Net income   $ 24,027     $ 1,357,951  
                 
Basic net income per share:   $ 0.01     $ 0.48  
Diluted net income per share:   $ 0.01     $ 0.44  
                 
Weighted average number of common shares outstanding - basic     3,767,299       2,822,972  
Weighted average number of common shares outstanding - diluted     4,295,817       3,104,820  

 

 

 

INTELLINETICS, INC. and SUBSIDIARIES

Consolidated Statements of Cash Flows

 

   

For the Twelve Months Ended

December 31,

 
    2022     2021  
             
Cash flows from operating activities:                
Net income   $ 24,027     $ 1,357,951  
Adjustments to reconcile net income to net cash provided by operating activities:                
Depreciation and amortization     722,197       413,932  
Bad debt expense (recovery)     42,129       (11,187 )
Loss on disposal of fixed assets     24,473       -  
Parts and supplies reserve change     -       9,000  
Amortization of deferred financing costs     216,381       103,739  
Amortization of debt discount     102,400       106,666  
Right of use asset, operating     641,421       635,649  
Amortization of right of use asset, finance     6,708       -  
Stock issued for services     57,500       57,500  
Stock option compensation     363,950       92,253  
Gain on extinguishment of debt     -       (845,083 )
Change in fair value of earnout liabilities     87,652       141,414  
Changes in operating assets and liabilities:                
Accounts receivable     81,227       (372,492 )
Accounts receivable, unbilled     (151,628 )     78,740  
Parts and supplies     3,470       (5,907 )
Prepaid expenses and other current assets     (176,596 )     (93,745 )
Accounts payable and accrued expenses     173,480       141,562  
Lease liabilities, operating, current and long-term     (616,070 )     (618,986 )
Deferred compensation     (100,828 )     -  
Accrued interest, current and long-term     -       442  
Deferred revenues     486,885       198,518  
Total adjustments     1,964,751       32,015  
Net cash provided by operating activities     1,988,778       1,389,966  
                 
Cash flows from investing activities:                
Cash paid to acquire business     (6,383,269 )     -  
Capitalization of internal use software     (376,345 )     (38,305 )
Purchases of property and equipment     (200,980 )     (552,180 )
Net cash used in investing activities     (6,960,594 )     (590,485 )
                 
Cash flows from financing activities:                
Payment of earnout liabilities     (1,018,333 )     (954,733 )
Proceeds from issuance of common stock     5,740,758       -  
Offering costs paid on issuance of common stock and notes     (746,342 )     -  
Proceeds from notes payable     2,364,500       -  
Proceeds from notes payable - related parties     600,000       -  
Principal portion of finance lease liability     (5,366 )     -  
Repayment of notes payable     (1,019,550 )     -  
Net cash provided by (used in) financing activities     5,915,667       (954,733 )
                 
Net increase (decrease) in cash     943,851       (155,252 )
Cash - beginning of period     1,752,630       1,907,882  
Cash - end of period   $ 2,696,481     $ 1,752,630  
                 
Supplemental disclosure of cash flow information:                
Cash paid during the period for interest   $ 496,805     $ 242,545  
Cash paid during the period for income taxes   $ 12,888     $ 4,595  
                 
Supplemental disclosure of non-cash financing activities:                
Discount on notes payable for warrants   $ 169,900     $ -  
Discount on notes payable - related parties for warrants     43,113       -  
Right-of-use asset obtained in exchange for operating lease liability     -       1,836,256  
Right-of-use asset obtained in exchange for finance lease liability     160,990       -  
                 
Supplemental disclosure of non-cash investing activities relating to business acquisitions:                
Accounts receivable   $ 68,380     $ -  
Prepaid expenses     38,913       -  
Property and equipment     30,018       -  
Intangible assets     3,888,000       -  
Goodwill     3,466,934       -  
Accounts payable     (36,446 )     -  
Deferred revenues     (1,072,530 )     -  
Net assets acquired in acquisition     6,383,269       -  
Cash used in business acquisition   $ 6,383,269     $ -