SOURCE: Elephant Talk Communications

Elephant Talk Communications

November 15, 2011 08:35 ET

Elephant Talk Communications Announces 64% Increase of Mobile and Security Solutions for the Period Ended September 30, 2011

SCHIPHOL, THE NETHERLANDS--(Marketwire - Nov 15, 2011) - Elephant Talk Communications, Corp. (OTCBB: ETAK) (, an international provider of business software and services to the telecommunications and financial services industries, today announced the results of operations for the three and nine month periods ended September 30, 2011.

"During 2011 management has remained committed and confident to the mass commercialization of our anti-fraud technology and the expansion of our mobile services," stated Steven van der Velden, Chairman and CEO of Elephant Talk. "In addition to our Visa Europe relationship, ValidSoft now has an agreement with Adeptra that will allow us to prevent fraudulent transactions while authenticating and verifying across all banking channels. Management has made significant progress in generating interest from multiple global banking institutions for ValidSoft's suite of products and we expect our first large-scale sale for ValidSoft within the coming months. Lastly, we are pleased with the $1.5 million increase so far this year in our higher margin mobile and security solutions business. With nearly $11 million in cash on our Balance Sheet and recently signed contracts with Your Card and SpeakUp in our mobile telecom operations, and Adeptra in our transaction security operations, we are well positioned to increase our mobile and security services revenue."

Key Operational Highlights:

  • ValidSoft and Adeptra Form Partnership to Extend Global Fraud Detection and Customer Communications.
    • The partnership provides financial organizations with best-in-class fraud detection and prevention functionality, as well as total control over their customer communications.
  • ValidSoft was awarded its Second European Privacy Seal for its VALid-4F™solution and continues to be the only Security Software Company in the world to be certified to the EuroPriSe standards.
    • The European Privacy Seal certifies IT products and IT-based services privacy compliance with European data protection regulations.
  • Elephant Talk signed a Mobile Network Virtual Operator (MVNO) agreement with SpeakUp, a Netherlands-based company whose telecom infrastructure covers the Netherlands, as well as Germany, Belgium, and the UK.
    • SpeakUp will offer a new range of innovative services by combining both fixed and mobile functionalities. SpeakUp will target the small and medium enterprise market to offer high-quality, fully integrated fixed and mobile flexible services.
  • We announced the signing of an agreement with Your Card B.V., a Mobile Virtual Network Operator (MVNO) serving the Dutch market.
    • Your Card B.V. will launch Calling Card services -- under the name YOUR CARD® ONE -- to Dutch commercial and consumer mobile users this fall using Elephant Talk's fully integrated MVNE platform for hosting mobile services and supporting new channels.
  • Elephant Talk appointed Charles E. Levine to the company's Board of Directors.
    • In a career spanning more than 30 years, Mr. Levine has held executive positions at several companies in the telecommunications industry including Sprint PCS, AT&T, General Electric, and Octel Communications Corp.

Financial Results for the Three Month Period and Nine Month Period Ended September 30, 2011

When we use the non-GAAP financial measurement term "constant currency" it means that we have translated financial data for a previous period into U.S. Dollars using the same foreign currency exchange rates that we used to translate financial data for the current period. We believe that this calculation is a useful measure, indicating the actual growth of our operations. Also, we use "Margin" below which is a non-US GAAP financial measurement nor has it been mentioned in our 10Q for this quarter, but we believe this to be a useful measure of the development of our business.

Revenue for the three months ended September 30, 2011 was $7,796,936, a decrease of $1,243,461 or 13.75%, compared to $9,040,397 for the three months ended September 30, 2010. Revenue for the nine months ended September 30, 2011 was $24,095,926, a decrease of $4,562,061 or 15.92%, compared to $28,657,987 for the nine months ended September 30, 2010.

In constant currency, the revenue for the three months ended September 30, 2011 decreased by $2,123,010 or 21.51% compared to the same period in 2010. For the nine months ended September 30, 2011 revenue decreased by $6,542,320 or 21.35% compared to the same period in 2010. The decrease of $6,542,320 was the result of the expected continued decrease in our low margin legacy landline business by $8,045,678, which was partly off-set by the increase in our higher margin mobile and security solutions business of $1,503,358.

In constant currency our mobile and security business revenue increased by $ 785,908 (128%) and $1,503,358 (63.6%) respectively for the three months ended 30 September 2011 and nine months ended 30 September 2011.

Cost of service for the three months ended September 30, 2011 was $6,996,525, a decrease of $1,641,981 or 19.01%, compared to $8,638,506 for the three months ended September 30, 2010. Cost of service for the nine months ended September 30, 2011 was $22,048,689, a decrease of $4,969,099 or 18.39%, compared to $27,017,788 for the nine months ended September 30, 2010. The decrease in cost of service was mainly caused by the decrease in revenues in our low margin legacy landline business.

Despite the large decrease in total revenues, the Margin (Revenues minus Cost of Service) has increased following the growth in higher margin mobile and security solution business. For the third quarter 2011 the Margin was $800,411. This is an increase of $398,520 (99.2%) compared to $401,891 from the same period 2010. Margin for the nine months ended September 30, 2011 was $2,047,237, an increase of 407,038 (24.7%) compared to $1,640,199 from the same period 2010.

Selling, general and administrative ("SG&A") expense for the three months ended September 30, 2011 and 2010 were $4,325,272 and $2,795,572, respectively. SG&A expenses increased by $1,529,700, or 54.72%, in 2011 compared to 2010. Selling, general and administrative ("SG&A") expense for the nine months ended September 30, 2011 and 2010 were $11,566,385 and $6,780,281, respectively. SG&A expenses increased by $4,786,104, or 70.59%, in 2011 compared to 2010. This was led by an increase of 26% in our staffing levels on September 30, 2011 compared to September 30, 2010, largely in sales and European hires, as well as by higher marketing and selling costs. Moreover, the increase was for 26.5% caused by the fact that the Validsoft first quarter financials were not included in the nine months ended September 30, 2010.

Net Income/(Loss) was ($7,271,107) and ($25,846,225) for the three months ended September 30, 2011 and 2010 respectively, and ($18,705,754) and ($52,542,944) for the nine months ended September 30, 2011 and 2010 respectively. Net loss was reduced following the conversion in Q4 2010 of convertible debt into equity, thus removing large warrant liability and conversion feature charges.

Elephant Talk employs Adjusted EBITDA, defined as earnings before interest, taxes, depreciation and amortization as well as to market adjustments related to our warrant liabilities and conversion features which are accounted under derivative accounting rules as required by US GAAP, for several purposes, including as a measure of our operating performance. We use Adjusted EBITDA because it removes the impact of items not directly resulting from our core operations, thus allowing us to better assess whether the elements of our growth strategy are yielding positive results.

For the Nine Months Ended September 30,
EBITDA 2011 2010 Constant currency
(unaudited) (unaudited) (unaudited)
Net loss $ (18,705,754 ) $ (52,542,944 ) $ (53,069,737 )
Provision for income taxes 800 800 800
Net loss attributable to noncontrolling interest 0 2,735 2,735
Depreciation and amortization 3,993,900 3,841,573 4,086,046
Stock-based compensation 5,600,283 4,033,208 4,033,208
Other income & expenses -408,377 39,524,546 39,524,359
Adjusted EBITDA $ (9,519,148 ) $ (5,140,082 ) $ (5,422,589 )

The deterioration of EBITDA is caused by the build-up of the organization in anticipation of the roll-out of customers as well as the fact that the nine months of 2010 only include 6 months of Validsoft losses compared to nine months of those losses in 2011.

September 30, December 31,
2011 2010
Cash and cash equivalents $ 10,845,983 $ 2,245,697
Restricted cash 192,028 190,312
Accounts receivable, net of an allowance for doubtful accounts of $264,696 and $119,044 at September 30, 2011 and December 31, 2010 respectively 6,714,739 5,600,562
Prepaid expenses and other current assets 1,436,578 2,337,914
Total Current Assets 19,189,328 10,374,485
LONG TERM DEPOSITS 675,757 610,486
PROPERTY AND EQUIPMENT, NET 13,134,544 8,452,588
INTANGIBLE ASSETS, NET 14,544,434 16,253,587
GOODWILL 3,316,692 3,230,786
TOTAL ASSETS $ 50,860,755 $ 38,921,932
Overdraft $ 302,605 $ 356,738
Accounts payable and customer deposits 3,686,149 4,703,875
Deferred Revenue 417,544 --
Accrued expenses and other payables 3,278,146 3,843,938
Loans payable 957,730 877,357
Total Current Liabilities 8,642,174 9,781,908
Trade note payable 392,590 --
Loan from related party 503,173 468,756
Total Long term Liabilities 895,763 468,756
Total Liabilities 9,537,937 10,250,664
Common stock, no par value, 250,000,000 shares authorized, 109,853,289 issued and outstanding as of September 30, 2011 compared to 88,660,848 shares issued and outstanding as of December 31, 2010 214,247,496 183,825,665
Accumulated other comprehensive income (loss) 412,941 (519,020 )
Accumulated deficit (173,524,190 ) (154,818,436 )
Elephant Talk Comunications, Inc. Stockholders' Equity 41,136,247 28,488,209
Total Stockholders' Equity 41,322,818 28,671,268
For the nine months
September Period ended,
2011 2010 2011 2010
REVENUES $ 7,796,936 $ 9,040,397 $ 24,095,926 $ 28,657,987
Cost of service 6,996,525 8,638,506 22,048,689 27,017,788
Selling, general and administrative expenses 4,325,272 2,795,572 11,566,385 6,780,281
Non cash compensation to officers, directors and employees 2,432,317 779,539 5,600,283 4,033,208
Depreciation and amortization of intangibles assets 1,353,450 1,481,451 3,993,900 3,841,573
Total cost and operating expenses 15,107,564 13,695,068 43,209,257 41,672,850
LOSS FROM OPERATIONS (7,310,628 ) (4,654,671 ) (19,113,331 ) (13,014,863 )
Interest income 74,988 40,566 122,119 105,685
Interest expense (35,467 ) (538,214 ) (173,742 ) (1,520,641 )
Other income -- -- 460,000 --
Interest expense related to amortization of debt discount on promissory notes -- (1,796,203 ) -- (9,342,026 )
Change in fair value of warrant liabilities -- (18,330,773 ) -- (27,079,551 )
Amoritization of deferred financing costs -- (566,478 ) -- (1,688,013 )
Total other income (expense) 39,521 (21,191,102 ) 408,377 (39,524,546 )
LOSS BEFORE PROVISION FOR INCOME TAXES (7,271,107 ) (25,845,773 ) (18,704,954 ) (52,539,409 )
Provision for income taxes - - (800 ) (800 )
NET LOSS BEFORE NONCONTROLLING INTEREST (7,271,107 ) (25,845,773 ) (18,705,754 ) (52,540,209 )
Net (loss) income attributable to noncontrolling interest - (452 ) - (2,735 )
NET LOSS (7,271,107 ) (25,846,225 ) (18,705,754 ) (52,542,944 )
Foreign currency translation gain (loss) (2,325,642 ) 2,937,463 931,961 (753,283 )
(2,325,642 ) 2,937,463 931,961 (753,283 )
COMPREHENSIVE LOSS $ (9,596,749 ) $ (22,908,762 ) $ (17,773,793 ) $ (53,296,227 )
Net loss per common share and equivalents - basic and diluted $ (0.07 ) $ (0.36 ) $ (0.18 ) $ (0.83 )
Weighted average shares outstanding during the period - basic and diluted 107,842,911 72,141,821 101,492,507 63,212,715
For the Nine Months Period Ended,
September 30, September 30,
2011 2010
Net loss $ (18,705,754 ) $ (52,542,944 )
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization 3,993,900 3,841,573
Provision for doubtful accounts 141,298 (670,561 )
Stock based compensation 5,185,493 3,566,225
Noncontrolling interest -- 2,735
Amortization of Shares issued for Consultancy 414,790 466,983
Issuance of stock -- 397,542
Change in fair value of warrant liabilities -- 27,079,551
Amortization of deferred financing costs -- 1,688,013
Interest expense relating to debt discount and conversion feature -- 9,342,026
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable (1,156,321 ) (1,140,166 )
Decrease (Increase) in prepaid expenses, deposits and other assets 1,007,688 (1,172,496 )
Increase (decrease) in accounts payable, proceeds from related parties and customer deposits (1,123,577 ) (1,663,837 )
Increase (decrease) in deferred revenue 431,794 (131,831 )
Increase (decrease) in accrued expenses and other payables (1,488,451 ) 1,159,963
Net cash used in operating activities (11,299,140 ) (9,777,224 )
Purchases of property and equipment (6,438,506 ) (2,448,278 )
Restricted cash 37 30
Cash received fron acquisition of subsidiary -- 48,577
Loan to third party (111,236 ) --
Net cash used in investing activities (6,549,705 ) (2,399,671 )
Trade note payable 392,590 --
Bank overdraft -- 17,926
Deferred financing costs -- (205,326 )
Loan from related party QAT Bridge Loan -- 2,518,220
Loan from related party Bridge SPA -- 2,885,000
Proceeds from Private Placement Offering -- 8,387,550
Exercise of warrants & options 25,601,365 25,000
Placement & Solicitation fees (1,027,522 ) (1,420,720 )
Net cash provided by financing activities 24,966,433 12,207,650
Cash paid during the period for interest $ -- $ 669,523
2011 2010
Increase in Share Capital due to Acquisitions and Non-cash Compensation -- 14,710,361
Increase of Share Capital due to Exercise of Warrants and Conversion of Notes -- 673,429
Decrease of Net Debt due to Conversion of Notes -- 3,744
Changes in warrants liabilities -- 497,536
Changes in convertible note -- 187,443
Increase of Warrants due to fundraising of Convertible Notes -- 7,539,585

Conference Call Reminder

As a reminder, Elephant Talk Communications will host a Shareholder Update conference call on Tuesday, November 15, 2011 at 11:00 a.m. Eastern Time. Anyone interested in participating should dial 1-480-629-9809 approximately 5 to 10 minutes prior to 11 a.m. Participants should ask for the Elephant Talk Shareholder Update conference call. To listen to the playback please utilize the webcast by visiting the company's website at or ViaVid's website at To access the webcast, you will need to have the Windows Media Player on your desktop. For the free download of the Media Player, please visit:

About Elephant Talk Communications
Elephant Talk Communications Corp. (OTCBB: ETAK) is an international provider of business software and services to the telecommunications and financial services industry. The company enables both mobile carriers and virtual operators to offer a full suite of products, delivery platforms, support services, superior industry expertise and high quality customer service without substantial upfront investments from clients. Elephant Talk provides global telecommunication companies, mobile network operators, banks, supermarkets, consumer product companies, media firms, and other businesses a full suite of products and services that enables them to fully provide telecom services as part of their business offerings. The company offers various dynamic products that include remote health care, credit card fraud prevention, mobile internet ID security, multi-country discounted phone services, loyalty management services, and a whole range of other emerging customized mobile services. For more information, visit (

About ValidSoft
ValidSoft is a subsidiary of Elephant Talk Communications Corp. (OTCBB: ETAK), ( and is a market leader in providing solutions to counter electronic fraud relating to card, the internet, and telephone channels. ValidSoft's solutions are at the cutting edge of the market and are used to verify the authenticity of both parties to a transaction (Mutual Authentication), and the integrity of the transaction itself (Transaction Verification) for the mass market, in a highly cost effective and secure manner, yet easy to use and intuitive. For more information, please visit (

Forward-Looking Statements
Certain statements contained herein constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may include, without limitation, statements with respect to the Company's plans and objectives, projections, expectations and intentions. These forward-looking statements are based on current expectations, estimates and projections about the Company's industry, management's beliefs and certain assumptions made by management. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Because such statements involve risks and uncertainties, the actual results and performance of the Company may differ materially from the results expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Unless otherwise required by law, the Company also disclaims any obligation to update its view of any such risks or uncertainties or to announce publicly the result of any revisions to the forward-looking statements made here. Additional information concerning certain risks and uncertainties that could cause actual results to differ materially from that projected or suggested is contained in the Company's filings with the Securities and Exchange Commission (SEC), copies of which are available from the SEC or may be obtained upon request from the Company.

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