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(PPTR.L) PLANET PAYMENT 'S' Buy/Sell
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| Date/Time | Headline | Source |
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| 19-11-09 | RNS |
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RNS Number : 7418C Planet Payment Inc. 19 November 2009
Planet Payment, Inc. Announces Executive Changes Planet Payment [LSE:AIM: PPT and PPTR; OTCQX: PLPM], a leading international multi-currency payment and data processor, is pleased to announce today the following changes in its senior management. Robert J. Cox has accepted appointment as Chief Financial Officer and Treasurer and Seth Asofsky, currently the Company's CFO, will assume the role of Senior Vice President, US Region. Cox will report to Philip Beck, Chairman and Chief Executive Officer of Planet Payment and will oversee the Company's global accounting and treasury functions, financial planning and analysis. Cox will assume the role at the end of the year. Seth Asofsky, who has held the position of Chief Financial Officer since October 2003, will take over responsibility for United States business and strategy and continues as a member of senior management, also reporting to Mr. Beck. Commenting on the organizational changes, Philip Beck, Chairman and Chief Executive, Planet Payment, Inc., said: "Bob is a seasoned financial executive who brings strong financial, operational, and broad based business skills, as well as corporate transactional experience. With Bob's track record of managing high growth with profitability, I am looking forward to his contributing significantly to the next phase of the Company's global growth." Added Beck, "Seth's experience and depth of knowledge of the financial operations of the Company will stand him in good stead in his new role. The cross-fertilization of skills and knowledge of the Company's management team across different areas of the business is a key part of our development." Cox, 44, most recently served as Executive Vice President, Chief Financial Officer and Treasurer at Harris Interactive, the NASDAQ listed global custom market research firm. Prior to working at Harris Interactive, Cox was the Senior Vice President, Chief Financial Officer and Treasurer of DealerTrack Holdings, Inc., a publicly traded provider of on-demand software and data solutions for the automotive retail industry. Cox served in the top finance role at DealerTrack for nearly eight years. During his tenure, revenue at the company grew from $1 million to over $240 million through a combination of organic growth and acquisitions. Prior to DealerTrack Cox held senior financial positions at Triton International Inc., and Green Stamp America Inc. He began his career in the audit practice at KPMG LLP. Cox holds a Master of Business Administration, Finance from Columbia University Graduate School of Business and a Bachelor of Business Administration, Accounting from St. Bonaventure University, and is a New York State Certified Public Accountant. "This is an exciting time for Planet Payment," said Cox. "Its continuing technological innovation and strong customer pipeline make a very powerful combination for driving the Company towards sustainable profitability. I am very pleased to be joining the Company at this stage in its development." Seth Asofsky has acted as Planet Payment's CFO during its critical growth phase and its maturation from a private company start-up to a publicly traded, full service, registered third party processor, now operating in 10 countries around the world. During his tenure, the Company achieved its first quarters of EBITDA profitability and put itself firmly on the road to positive cashflow. "The opportunity to take over responsibility for one of our foremost business areas is tremendously exciting and a challenge I'm looking forward to," added Asofsky. "The United States is one of the most important markets for the Company's solutions and we look forward to achieving the same kind of growth in our US business that we have seen in other regions"
Enquiries to:
Emma Kane / Rebecca Sanders-Hewett / Henry Columbine
Payment) Mark Williams and Andrew Chubb
Payment) Andy Viles About Planet Payment® Planet Payment's Common shares trade in the UK on AIM under the symbols PPT for unrestricted Common shares and PPTR for Reg S Common shares and in the United States on the OTCQX under the symbol PLPM. Planet Payment enables processors, acquiring banks and their merchants to accept, process and reconcile credit card transactions in multiple currencies, allowing cardholders to view prices and settle transactions in their native currency. The Pay in Your Currency service is a component of Planet Payment's suite of multi-currency processing solutions, which include a multi-currency pricing e-commerce service and a Dynamic Currency Conversion service. Planet Payment's BuyVoice*, a mobile payment and commerce solution, allows merchants to accept payments and sell product to customers using any mobile or landline phone. With the iPAY* gateway, Planet Payment also offers comprehensive Internet processing solutions for credit card and electronic check payments. Planet Payment is headquartered in New York and has offices in Atlanta, Beijing, Bermuda, Delaware, London, Hong Kong, Shanghai and Singapore. This information is provided by RNS The company news service from the London Stock Exchange END
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| 12-11-09 | RNS |
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RNS Number : 3934C Planet Payment Inc. 12 November 2009
Embargoed until: 0700hrs Planet Payment Reports Third Quarter 2009 Results
Planet Payment, Inc. (UK: LSE:AIM: PPT and PPTR; USA: OTCQX: PLPM), a leading international payment and data processor, today announced its results for the three and nine month periods ended September 30, 2009. During the third quarter of 2009 the Company continued to deliver solid results in a challenging economic climate. For the second consecutive quarter, Planet Payment achieved positive Adjusted EBITDA of $0.2m for Q3:2009 (Q3:2008 loss $1.4m). Adjusted EBITDA for the nine month period ended 30 September 2009 ("YTD:2009") approached breakeven to ($0.04m), a dramatic improvement over YTD:2008($5.7m). (Adjusted EBITDA excludes depreciation and amortization, non-cash stock-related expense and other non-cash expenses, as more fully explained in the accompanying Management Discussion & Analysis.) Total revenue for YTD:2009 increased 35% to $33.0m compared to $24.4m for the same period in 2008 and for the third quarter 2009 increased 16% to $11.7m (Q3:2008: $10.2m). Gross profit YTD:2009 increased 50% to $11.6m (YTD:2008: $7.8m), and for the third quarter the increase was 29% to $4.1m (Q3:2008: $3.2m) On a GAAP basis, net loss for YTD:2009 was reduced by 65% to $3.1m (YTD:2008 loss: $8.9m), and net loss in the third quarter similarly decreased 69% to $0.8m (Q3:2008 loss: $2.6m) and also narrowed 16% over the prior quarter (Q2:2009 loss: $0.96m). The Company's results are significant given the macro-economic headwinds which the Company's acquiring customers and their merchants have faced over the last year. The Company's same store sales volume in the hospitality, retail and e-commerce sectors experienced significant declines in the early part of the year as compared to 2008. However, since August this trend has started to reverse direction so that same store sales volume is approaching 2008 levels again, and the Company believes its growth may be further enhanced if general economic conditions improve. The Company's strong performance can also be attributed to Planet Payment's robust new business pipeline. Approximately 39% of core multi-currency transaction volume processed in September 2009 was attributed to merchants activated since September 2008, with 11% of the September 2009 volume derived from merchant locations activated in the third quarter of 2009. In addition, in the third quarter 2009, approximately 750 additional multi-currency merchant locations were activated with the increase primarily attributed to new locations in India and the Greater China region. This brought the Company's total active merchant locations as of September 30, 2009 to 9,976 locations. During the quarter the Company also continued to develop and enhance the functionality, stability and security of its processing infrastructure and expanded processing support for new markets. Indicative of these efforts is the fact that 45% of cash operating expense in Q3 was dedicated to building and maintaining Planet Payment's platform and operational systems. On October 30, 2009, the Company announced it had raised an additional $4m in equity investment in order to bolster cash reserves and strengthen the foundations for additional growth. Commenting on the results, Philip Beck, Chairman of Planet Payment, Inc., said: "Our Third Quarter results demonstrate that we are close to achieving positive cash flow and profitability. We anticipate increasing Adjusted EBITDA and generating positive cash flow during the fourth quarter of 2009. We are looking forward to further growth in 2010, which may be enhanced if general economic conditions improve as some analysts believe." Additional analysis of the Company's performance can be found in the Management Discussion and Analysis appended to this release. In accordance with the rules of the OTCQX market, the Company's Second Quarter Report, including its Consolidated Condensed Financial Statements (unaudited), as of and for the three and nine months ended September 30, 2009 and 2008 and as of December 31, 2008 have been posted on the OTCQX website at www.otcqx.com and on the Company's website at www.planetpayment.com . Enquiries:
Emma Kane /Rebecca Sanders-Hewett / Henry Columbine planet@redleafpr.com
Mark Williams / Andrew Chubb
Andy Viles About Planet Payment: Planet Payment's Common shares trade on AIM under the symbols PPT for unrestricted Common shares and PPTR for Reg S Common shares and in the United States on the OTCQX under the symbol PLPM. Planet Payment enables processors, acquiring banks and their merchants to accept process and reconcile credit card transactions in multiple currencies, allowing cardholders to view prices and settle transactions in their native currency. The Pay in Your Currency* service is Planet Payment's suite of multi-currency processing solutions, which includes a multi-currency pricing e-commerce service and a Dynamic Currency Conversion service. Planet Payment's BuyVoice®, a mobile payment and commerce solution, allows merchants to accept payments and sell product to customers using any mobile or landline phone. With the acquisition of the iPAY® business, Planet Payment also offers comprehensive Internet processing solutions for credit card and electronic check payments. Planet Payment is headquartered in New York and has offices in Atlanta, Beijing, Bermuda, New Castle Delaware, London, Hong Kong, Shanghai and Singapore. Forward-Looking Statements. Information contained in this announcement may include 'forward-looking statements'. All statements other than statements of historical facts included herein, including, without limitation, those regarding the financial position, business strategy, plans and objectives of management for future operations of both Planet Payment and the business, which was the subject of the iPAY acquisition (including development plans and objectives relating to Planet Payment's and such acquired business) are forward-looking statements. Such forward-looking statements are based on a number of assumptions regarding Planet Payment's present and future business strategies, the assets acquired, contracts assumed and personnel hired and the environment in which Planet Payment expects to operate in future, which assumptions may or may not be fulfilled in practice. Actual results may vary materially from the results anticipated by these forward-looking statements as a result of a variety of risk factors, including the risk that implementation, adoption and offering of the service by processors, acquirers, merchants and others may take longer than anticipated, or may not occur at all, regulatory changes, particularly in China and changes in card association regulations and practices; general economic risk and volume of international travel and commerce and others. Additional risks may arise with respect to the acquired assets and assumed contracts of which Planet Payment is not fully aware at this time. See the Company's Quarterly Report for the period, filed at www.otcqx.com for other risk factors which investors should consider. These forward-looking statements speak only as to the date of this announcement and cannot be relied upon as a guide to future performance. Planet Payment expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in its expectations with regard thereto or any change in events, conditions or circumstances on which any statement is based.
Management's Discussion and Analysis of financial condition and REsults of Operations The following discussion and analysis should be read in conjunction with the accompanying financial statements and related notes thereto. The following discussion may contain forward-looking statements that reflect future plans, estimates, beliefs, and expected performance. The forward-looking statements are dependents upon events, risks, and uncertainties that may be outside our control. Our actual results could differ materially from those discussed in these forward-looking statements. As such, the forward-looking events discussed may not occur. See discussion under the headings "Forward Looking Statements" and "Risk Factors" below. The financial information with respect to the three and nine month periods ended September 30, 2009 and 2008 that is discussed below is unaudited. In the opinion of management, this information contains all adjustments, consisting of normal recurring accruals, necessary for the fair presentation of the results for such periods. The results of operations for the interim periods are not necessarily indicative of the results of operations for the full fiscal year. The Company provides certain non-GAAP financial measures in this statement, in order to provide investors with additional perspective of underlying business trends and results. These non-GAAP key business indicators, which include Adjusted EBITDA, transaction volumes, annualized revenue run rates, merchant locations and points of sale, should not be considered replacements for and should be read in conjunction with the GAAP financial measures. REsults of Operations Nine Months Ended September 30, 2009 Compared to the Nine Months Ended September 30, 2008 All comparisons in this section are to the nine month period ended September 30, 2008 unless otherwise stated. Revenue: Total revenue increased 35% to $33.0m (YTD:2008: $24.4m) led by new merchant deployments with banking partners in China, Taiwan, and India, as well as North America. Revenue from multi-currency processing services increased 40% to $22.6m (YTD:2008: $16.2m). Revenue from processing services (i.e. iPAY and other non multi-currency processing) increased 26% to $10.3m (YTD:2008: $8.2m) primarily attributed to the April 2008 acquisition of the iPAY processing business in North America. Transaction Volume: The Company processed total settled transaction volume of over $1.5b, up 43% over the same period in 2008 (YTD:2008: $1.1b). Transaction volume from multi-currency processing services increased 29% to $609m (YTD:2008: $470m). Of the September 2009 multi-currency volume, 39% was attributed to merchants activated since September 2008; approximately 11% was added in the first nine months of 2009, showing the continued strength of the new merchant deployment pipeline. Settled volume from processing services grew 54% to $913m (2008: $593m), primarily attributed to the April 2008 acquisition of the iPAY processing business in North America. Gross Profit: Gross profit rose 50% to $11.6m (YTD:2008: $7.8m). Overall gross margin percentage was 35.2% compared to 31.5% in 2008 primarily due to improved multi-currency processing margins and certain implementation, development and processing fees which had no associated direct costs of sales. Operating Expenses: Operating expenses declined 14%, or $2.2m, to $13.8m (YTD:2008: $16.0m) with cash operating expenses correspondingly declining 13% to $11.6m (YTD:2008: $13.5m). The Company's operating costs as a percentage of revenue decreased to 44.1% from 51.2% in 2008. These declining expenses resulted from initiatives taken by the Company in October 2008 to align cash operating expenses with revenues. Cash compensation expenses totalled $6.8m, a decline of 13% from 2008, representing 58.8% of total cash operating expenses for YTD:2009 (YTD:2008: $7.8m, representing 58.3% of total cash operating expenses). Headcount declined from 152 in September 2008 to 138 in September 2009. Other cash operating expenses (i.e. excluding cash compensation expense) also declined 14% over 2008. EBITDA: Adjusted EBITDA for the period approached breakeven to a loss of $0.04m (YTD:2008 loss: $5.7m). Adjusted EBITDA for the period excludes depreciation and amortization expense of $1.1m, expenses of $0.98m in non-cash stock-related compensation expense arising from SFAS 123R and other non-cash expense of $0.1m. Net Loss: The Company's growing revenues in concert with the reduction in operating expenses, led to a 65% improvement in net loss to $3.1m (YTD:2008 loss: $8.8m). Three Months Ended September 30, 2009 Compared to the Three Months Ended September 30, 2008 All comparisons in this section are to the three month period ended September 30, 2008 unless otherwise stated. Revenue: Total revenue increased 16% to $11.7m (Q3:2008: $10.2m) primarily as a result of the increase in multi-currency processing from new merchant deployments in China, Taiwan, and India, as well as North America. Revenue from multi-currency processing services increased 39% to $8.5m (Q3:2008: $6.1m). Revenue from processing services (i.e. US Domestic and other non multi-currency processing) declined 19% to $3.2m (Q3:2008: $4.0m) due primarily to the Company's actions to enhance the profitability of its US Domestic processing portfolio. Transaction Volume: The Company processed total settled transaction volume of over $528m, up 11% over the same period in 2008 (Q3:2008: $477m). Transaction volume from multi-currency processing services increased 24% to $227m (Q3:2008: $183m). Settled volume from processing services grew 3% to $301m (Q3:2008: $293m). Gross Profit: Gross profit rose 29% to $4.1m (Q3:2008: $3.2m). Overall gross margin percentage of 35.0% improved over Q3:2008's gross margin percentage of 31.4%, primarily due to the Company's actions to enhance the profitability of its direct processing portfolio, for which gross margin percentage improved by 20% to 23.6% (Q3:2008: 19.6%), notwithstanding the decline in processing revenues. Operating Expenses: Operating expenses declined more than 16%, to $4.6m, (Q3:2008: $5.5m), and cash operating expenses declined 14% to $3.9m (Q3:2008: $4.6m). The Company's operating costs as a percentage of revenue continued to decline to 39% from 54% in Q3:2008. These declining expenses resulted from initiatives taken by the Company since October 2008 to align cash operating expenses with revenues. Cash compensation expenses totalled $2.2m, a decline of 12% over Q3:2008 and represented 57% of total cash operating expenses for the quarter (Q3:2008: $2.6m, represented 56% of total cash operating expenses). Headcount reduced to 138 at the end of September 2009 from 140 at the end of June 2009. Other cash operating expenses (i.e. excluding cash compensation expense) declined 16% over Q3:2008. EBITDA: Achieved second consecutive positive EBITDA quarter, with adjusted EBITDA improving to $0.2m from a loss in Q3:2008 of ($1.4m). Adjusted EBITDA for the period excludes depreciation and amortization expense of $0.3m, non-cash stock-related compensation expense arising from SFAS 123R of $0.3m, and other non-cash expense of $0.1m. This positive adjusted EBITDA highlights the Company's continuing progress towards positive cash flow in the near-term. Net Loss: The Company narrowed its net loss by 69% to $0.8m (Q3:2008 loss: $2.6m) due to higher revenues and significant reduction in costs, as described above. CONSOLIDATED CONDENSED BALANCE SHEETS AS OF SEPTEMBER 30, 2009 AND 2008 and DECEMBER 31, 2008
2009 2008 2008
ASSETS
Current assets:
LIABILITIES AND STOCKHOLDERS' EQUITY
debt-less current maturities
(deficit):
See notes to consolidated condensed financial statements. CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTH PERIODS ENDED SEPTEMBER 30, 2009 and 2008
2009 2008 2009 2008
REVENUE:
revenue
COST OF SALES:
cost of sales
Income Taxes
See notes to consolidated condensed financial statements. CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008
2009 2008
Cash flows from operating activities:
activities
Cash flows from investing activities:
Cash flows from financing activities:
payable
activities
equivalents
period
See notes to consolidated condensed financial statements.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY / DEFICIT FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2009 (UNAUDITED)
See notes to consolidated condensed financial statements. Notes to Consolidated Condensed Financial Statements (Unaudited) 1. Summary of significant accounting policies Business Description - Planet Payment, Inc. (the "Company") was incorporated in the State of Delaware in October 1999 as Planet Group, Inc. and changed its name to Planet Payment, Inc. on June 18, 2007. The Company enables processors, acquiring banks and their merchants to accept process and reconcile credit card transactions in multiple currencies, allowing cardholders to view prices and settle transactions in their native currency. The Pay in Your Currency* service is the Company's suite of multi-currency processing solutions, which includes a multi-currency pricing e-commerce service and a Dynamic Currency Conversion service. The Company's BuyVoice*, a mobile payment and commerce solution, allows merchants to accept payments and sell product to customers using any mobile or landline phone. With the acquisition of the iPAY* business, the Company also offers comprehensive Internet processing solutions for credit card and electronic check payments. On March 20, 2006, the Company's common shares were admitted to trading on the London Stock Exchange's Alternative Investment Market (AIM) market. On November 19, 2008, the Company's common shares were also admitted to trading on the OTCQX market tier operated by Pink OTC Markets Inc in the United States. The Company is a registered third-party processor for acquiring banks under both Visa and MasterCard card association rules. Visa and MasterCard operating regulations require the Company to be sponsored by an acquirer in order to process card transactions. The Company is currently registered with each card association for each bank, with which it has a processing agreement. Accordingly, although not a member of either card association (all members are banks), the Company is required to comply with all applicable card association rules. Interim Period Format and Scope of Condensed Statements - In the opinion of management, the unaudited consolidated condensed financial statements include all adjustments, which consist of normal recurring accruals, necessary to present fairly the financial position as of September 30, 2009, the results of operations for the three and nine months ended September 30, 2009 and 2008, the cash flows for the nine months ended September 30, 2009 and 2008 and the changes in shareholders' equity for the nine months ended September 30, 2009. In accordance with accounting principles generally accepted in the United States of America for interim financial information, these statements do not include certain information and footnote disclosures required for complete annual financial statements. The results of operations for the three and nine months ended September 30, 2009 and 2008, and the cash flows for the nine months ended September 30, 2009 and 2008 are not necessarily indicative of the results to be expected for the full year and should be read in conjunction with the most recent annual audited consolidated financial statements of the Company as of and for the year ended December 31, 2008. Financial information for the period ended December 31, 2008 has been derived from the audited consolidated financial statements. Principles of Consolidation - The consolidated condensed financial statements include the accounts of the Company, two wholly owned U.S. subsidiaries (one wholly owned subsidiary and 70% owned subsidiary for the nine months ended September 30, 2008), and six wholly owned foreign subsidiaries located in Bermuda, Hong Kong, Ireland, Isle of Man, The People's Republic of China and Singapore. All inter-company accounts and transactions are eliminated on consolidation. Foreign Currency Translation - Statement of operations accounts are translated at the average exchange rates during the period. Assets and liabilities are translated at the balance sheet date exchange rates. The related adjustments for all accounts are included in net income. These amounts are immaterial for all periods presented and have not been reported separately. Cash and Cash Equivalents - Cash and cash equivalents consist of cash and highly liquid debt instruments purchased with an original maturity of three months or less. Accounts Receivable - The Company evaluates the collectability of its accounts receivable based on a combination of factors. In cases where the Company is aware of circumstances that may impair a specific customer's ability to meet its financial obligations, an allowance is recorded against amounts due thereby reducing the net recognized receivable to the amount that the Company reasonably believes will be collected. For all other customers, the Company recognizes an allowance for doubtful accounts based on the length of time the receivables are past due, the current business environment and historical experience. As of September 30, 2009 and December 31, 2008, the Company has included an allowance for doubtful accounts of approximately $1.9 million due to certain receivables being subject to litigation. Inventory - Commencing in June 2006, certain payments made to Servebase Computers, Ltd. ("Servebase") have been applied to the purchase of software licenses for resale. The licenses are for a point-of-sale credit card application that has been customized to the Company's specifications, in order to support the Company's multi-currency applications. Inventory is valued at the lower of cost or market price. Cost is arrived at using the first-in, first-out method. Market price is estimated based on current sales of licenses.
Property and Equipment - Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets as follows:
Expenditures for maintenance and repairs, which do not improve or extend the useful life of the respective asset, are charged to expense as incurred.
Intangible Assets - Intangible assets are recorded at cost. Intangible assets are being amortized on a straight-line basis over their estimated lives, as follows:
The Company performs an annual impairment test comparing the estimated fair value of the intangibles to their carrying value. No impairment was recorded for the year ended December 31, 2008 and the nine month period ending September 30, 2009. The Company follows Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 350, Intangibles, Goodwill and Other (formerly American Institute of Certified Public Accountants Statement of Position (SOP) 98-1, Accounting for the Costs of Computer Software Developed or Obtained for Internal Use). The Company develops software that is used in providing processing services to customers. Software development costs are capitalized once technological feasibility of the software has been established. Costs incurred prior to establishing technological feasibility are expensed as incurred. Technological feasibility is established when the Company has completed all planning, designing, coding and testing activities that are necessary to determine that a product can be produced to meet its design specifications, including functions, features and technical performance requirements. Capitalization of costs ceases when the product is available for general use. Software development costs are amortized using the straight-line method over the estimated useful life of the software, which is generally five years. During the nine months ended September 30, 2009 and 2008, the amount capitalized was $886,900 and $667,676, respectively. Security Deposits - Security deposits are primarily held by landlords to cover rental obligations and are included in other assets in the consolidated condensed financial statements. Restricted Cash - Restricted cash is primarily held by processing partners where the Company holds a share of underwriting risk and for other potential liabilities under processing agreements and is included in other current assets in the consolidated condensed financial statements. Due to Merchants - Due to merchants represents funds collected on behalf of merchants using the iPAY gateway ACH product, which are held on average for three days before payment to the merchant, as part of our risk management procedures and the amount held is included in settlement assets and are included in current liabilities in the consolidated condensed financial statements. Use of Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires management to make certain estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include valuation of stock options and warrants, allowance for bad debts, asset capitalization and impairment testing. Actual results could differ from those estimates. Revenue Recognition - Processing revenue is based on the mark up and fees charged to customers for services provided in facilitating the sale of goods and services by means of credit and debit cards and does not include the gross sales price paid by the ultimate buyer. Revenues are recorded on a gross basis and offset by the associated costs of sales and are recognized at the time of settlement of the transactions. Revenue from multi-currency processing is based on the margin earned on the conversion of credit card transactions from one currency into another currency. Multi-currency conversion revenue is recognized when the settlement proceeds of relevant credit card transactions are paid by the Card Associations to the relevant acquiring bank, with which the Company undertakes the multi-currency processing service. Transaction based fees are earned at the time the transaction is submitted for processing. Administrative fees revenue comprises fixed monthly amounts, which are recognized at the time charged to each customer. Fees arising from referral of business to third-party processors are recognized upon receipt. Certain members of the Company's point-of-sale software development team provide external development and consulting services to third parties under the name Planet Technology Services (PTS). The revenue associated with PTS is principally time and materials consulting revenue that is recognized when earned and invoiced. Income Taxes - The Company accounts for income taxes in accordance with FASB ASC 740 Income Taxes (formerly FASB Statement No. 109, Accounting for Income Taxes), which requires the recognition of deferred income taxes for differences between the basis of assets and liabilities for financial statement and income tax purposes. Deferred tax assets and liabilities represent the future tax consequence for those differences, which will either be taxable or deductible when the assets and liabilities are recovered or settled. Deferred taxes are also recognized for operating losses that are available to offset future taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. In July 2006, the FASB issued FASB ASC 740, Income Taxes (formerly FASB Interpretation (FIN) No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement No. 109). FASB ASC 740 clarifies the accounting for uncertainty in income taxes recognized in a company's financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in an income tax return. FASB ASC 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FASB ASC 740 was adopted by the Company on January 1, 2007 and its effect was not material. Fair Value of Financial Instruments - FASB ASC 825 Financial Instruments (formerly SFAS No. 107, Disclosure about Fair Value of Financial Instruments), requires certain disclosures regarding the fair value of financial instruments. Cash and cash equivalents, receivables, debt, accounts payable, due to merchants, accrued expenses and amounts due to affiliates are reflected in the consolidated condensed financial statements at fair value because of the short-term maturity of these instruments. The carrying value of long term and convertible debt approximates fair value primarily due to the short term nature of the debt and because the interest rates applicable to the debt are consistent with current market rates. Stock Incentive Plan - The Company adopted FASB ASC 718 Compensation - Stock Compensation (formerly FASB Statement No. 123(R), Share Based Payment), effective January 1, 2006. FASB ASC 718 requires compensation cost related to share-based payments to employees to be recognized in the financial statements based on their fair value. This method requires that the provisions of FASB ASC 718 be applied to new awards and awards modified, repurchased or cancelled after the effective date. See Note 7 for disclosure on the Company's stock incentive plan.
The Company has incurred net operating losses and negative cash flows from operations during the nine month periods ending September 30, 2009 and 2008, and the year ended 2008. During the nine month period ended September 30, 2009, the Company's operations were largely funded by gross profit from operations with the deficiency made up by equity capital and other financing including a March 2009 private placing of common shares that raised an additional $3,000,000 (before expenses) (see Note 9). During the nine month period ended September 30, 2009, additional retail and hotel merchant locations were launched in the United States, Greater China, Malaysia, and India. During the nine months ended September 30, 2009, revenue and gross profit grew 35% and 50%, respectively, as compared to the nine month period ended September 30, 2008. Further bank and merchant implementations have occurred since September 30, 2009 and are planned for the rest of 2009, which the Company believes will have a positive impact on the Company's revenue and cash flows. In October 2008, the Company amended its operating plan, in order to align the Company's cash operating expenses with its current and projected revenue. Amongst a number of cost cutting measures the Company adopted, the Company laid-off approximately 10% of its global work force and reduced cash compensation to all directors and officers and most employees across the Company. The Company believes that the operating plans and implementations, together with the investment capital raised, will be sufficient to support the Company's current liquidity requirements, but there are no assurances that these plans and proposals will come to fruition and the ultimate ability of the Company to continue as a going concern is dependent on the Company achieving positive cash-flow from operations.
Long term debt at September 30, 2009 and December 31, 2008 consisted of the following:
8% Note payable to Inter-Atlantic
Fund, L.P. due November 2010.
Interest is payable annually in cash
or common stock at the
Company's election. The Company issued one warrant
exercisable
for 3,053,435 shares of common stock
as additional consideration for
entering into the note. As long as
the note remains outstanding and
Inter-Atlantic chooses to exercise
the warrant, in part or in full,
the principal amount of note must be
offset against the purchase price of
the common stock under the warrant.
assignable together.
9.29% Note payable to Hewlett Packard Financial Services
Company,
monthly through January 2014.
financed equipment.
Non-interest bearing amount from
First Horizon Merchant
Tennessee Bank
payable on demand.
underlying cash flow
respect
Non-interest bearing amount from
FHMS and FTB payable
by the underlying
contract in respect of
In June 2006 the Company received a request for repayment of the $700,000 of long-term debt which is payable on demand. The Company does not believe it is liable to repay such amount and no action has been taken by the creditor to collect it. Total interest expense related to long term debt for the nine months ended September 30, 2009 and 2008 was $256,203 and $253,705, respectively. Total interest expense related to long term debt for the three months ended September 30, 2009 and 2008 was $87,077 and $85,186, respectively. Accrued interest for the twelve months ended November 30, 2008 was subsequently paid through the issuance of 316,428 common shares in 2009 (see Note 9).
In February 2007, the Company issued a $5 million five-year term note convertible into 2,272,727 common shares as part of a $7.6 million private placing which included the issuance of 1,141,491 new common shares at a price of $2.28 per share (equivalent to £1.16 per share). The note carries an interest rate of 8% per annum and is convertible at any time at the option of the Noteholders, or automatically upon the achievement by the Company of certain milestones, namely a qualified U.S. initial public offering (IPO) or the achievement of certain liquidity and market value in the trading of the Company's common shares. Interest is payable semi-annually commencing June 30, 2007, but at the Company's sole option, interest payments through December 31, 2008, totalling $811,057 were capitalized and added to the principal amount. Also, at the Company's election, subject to specified conditions, at any time after January 1, 2009, interest may be payable in the form of common shares at the fair market value. Interest payment due as of June 30, 2009 totalling $259,348, was paid through the issuance of 394,533 new common shares at a price of £0.40 per share (approximately $0.66). As a result of the $100,000 convertible note referred to below, the interest rate increased to 9% per annum. In April 2008, concurrent with the iPay acquisition (Note 5), the Company issued a further $3 million convertible promissory note, with a 4 year term, convertible into 1,333,333 common shares at a conversion price of $2.25 per share. The note carries an interest rate of 8% per annum and is convertible at any time at the option of the Noteholders, or automatically upon the achievement of certain milestones, namely a qualified U.S. IPO or the achievement of certain liquidity and market value in the trading of the Company's common shares. Interest is payable semi-annually commencing June 30, 2008, but at the Company's sole option, interest payments through December 31, 2008, totalling $168,870 were capitalized and added to the principal amount. Also, at the Company's election, subject to specified conditions, at any time after January 1, 2009, interest may be payable in the form of common shares at the fair market value. Interest payment due as of June 30, 2009 totalling $141,427, was paid through the issuance of 215,146 new common shares at a price of £0.40 per share (approximately $0.66). As a result of the $100,000 convertible note referred to below, the interest rate increased to 9% per annum In December 2008, the Company issued a $100,000 convertible promissory note, with a 5 year term, convertible into 100,000 common shares at a conversion price of $1.00 per share, to an existing shareholder. The Noteholder also received 25,000 warrants at an exercise price of $1.00. In January and February 2009, the Company issued $350,000 in convertible promissory Notes, with a 5 year term, convertible into 350,000 common shares at a conversion price of $1.00 per share, to existing shareholders. The Noteholders also received 87,500 warrants at an exercise price of $1.00. The Company may prepay the unpaid balance of the notes at any time on or after July 31, 2009 (First Measurement Date) without prior consent of the Noteholders and without penalty. As a result of the March 2009 private placing, the conversion price of the notes and the exercise price under the Warrants were adjusted to $0.45. The notes carry an interest rate of 8% per annum. The interest rate will increase to 12% per annum after the First Measurement Date, and adjusts to a rate equal to the United States Prime Rate after June 30, 2010 (Second Measurement Date) if the notes are not prepaid before either date. The notes are convertible at any time at the option of the Noteholders, or automatically upon the Second Measurement Date at a conversion price of $0.70 per share if the fair market value of the common shares is $1.40 per share or higher. The notes shall automatically convert upon maturity at a conversion price of $0.70 per share, or the fair market value of the common shares subject to a minimum conversion price of $0.35 per share. Interest is payable upon the First Measurement Date, but at the Company's sole option, interest payments through July 31, 2009 totaling $18,613 were capitalized and added to the principal amount. After the First Measurement Date, interest shall be payable quarterly in arrears commencing September 30, 2009, and may be payable in the form of common shares at the fair market value. By subsequent agreement with the Noteholders the First Measurement Date was deferred to December 31, 2009.
Convertible debt as of December 31, 2008, was comprised of the following:
Convertible debt as of September 30, 2009, was comprised of the following:
Total interest expense related to convertible debt for the nine months ended September 30, 2009 and 2008 was $629,209 and $434,355, respectively. Total interest expense related to convertible debt for the three months ended September 30, 2009 and 2008 was $213,032 and $174,055, respectively. The interest accrued for the nine month period ended September 30, 2009 is not included in the above table. Of the interest expense for the period ended September 30, 2009, $604,484 related to convertible notes issued in February 2007 and April 2008. In July 2009, the Company issued 609,679 new common shares at a price of £0.40 per share (approximately $0.66) in payment of such interest on notes.
In January 2008, the Company terminated its joint venture with JourneyPay Limited by mutual agreement. As a result, the Company no longer contributes capital to the joint venture business and no longer consolidates the results of the joint venture's operations. Processing of transactions for JourneyPay continues under a prior processing agreement. In November 2008, the Company entered into an amendment Agreement and sold its interest in the joint venture to JourneyPay Limited in consideration of a note receivable repayable with interest at a rate of 7% per annum over a period of approximately 5 years. In April 2008, the Company acquired certain assets relating to the former iPay e-commerce processing business. The consideration was $1,000,000 paid in cash upon closing. In addition, the Company incurred $224,294 in additional costs; $120,608 in assumed liabilities under contracts which were assigned as part of the transaction and $103,686 in legal costs, thereby raising the total cost of the transaction to approximately $1.22 million. The assets purchased consisted of hardware and equipment, software, licenses and intellectual property. The contracts assumed include contracts relating to a direct merchant acquiring portfolio and agent bank acquiring portfolio. In addition, the Company entered into a new lease of premises in New Castle, Delaware, where the business is based, for a period expiring October 2011, subject to a right to renew, at an initial rental of approximately $312,000 per annum. The assets purchased are as follows:
6. Related-party transactions During the nine months ended September 30, 2009 and 2008, the Company incurred the following general and administrative expenses to three affiliated companies that are principally owned by executives, directors or stockholders of the Company (N & A Consulting LLC, Synergy Corporate Technologies Ltd., and BDP Realty Associates LLC):
2009 2008
2009 2008
The Board of Directors and Stockholders approved a new equity incentive plan ("2006 Equity Incentive Plan" or "Plan") in January 2006. The Remuneration Committee of the Board of Directors (the "Committee") administers the Plan. Employees and certain contractors, who in the judgment of the Committee render significant service to the Company, are eligible to participate. Under the terms of the Plan, participants may be granted restricted shares or options to purchase the Company's common stock at the fair market value on the date the option is granted. Options granted generally vest equally over three years and expire ten years after the grant date. At September 30, 2009 and December 31, 2008, a total of 6,485,902 and 6,851,397 shares, respectively, were reserved for issuance under the Plan. No restricted shares have been issued as of September 30, 2009 and of the stock options granted in 2008 and 2009, none were at a strike price lower than the market price at the time of the grant. At September 30, 2009, 1,813,153 common shares remained available for future stock option and restricted stock awards under the Plan. Stock option plan activity for the nine months ended September 30, 2009 was as follows:
The Company's Plan provides for acceleration of exercisability of the options upon the occurrence of certain events related to a change in control, merger, and sale of assets or liquidation of the Company. As required, the Company adopted FASB ASC 718 effective January 1, 2006. FASB ASC 718 requires compensation cost related to share-based payments to employees to be recognized in the financial statements based on their fair value. Under the public company standard, companies must adopt FASB ASC 718 using the modified prospective application method. This method requires companies to (1) record compensation cost for the unvested portion of previously issued stock option awards that remain outstanding at the initial date of adoption and (2) record compensation cost for any awards issued, modified, repurchased or cancelled after the effective date of FASB ASC 718. For the nine months ended September 30, 2009, the Company incurred total share-based expense of $983,987; $881,297 related to employee compensation and $102,690 related to non-employee directors and professionals. For the nine months ended September 30, 2008, the Company incurred total share-based expense of $1,084,975; $903,205 related to employee compensation and $181,770 related to non-employee directors and professionals. For the three months ended September 30, 2009, the Company incurred total share-based expense of $262,194; $247,836 related to employee compensation and $14,358 related to non-employee directors and professionals. For the three months ended September 30, 2008, the Company incurred total share-based expense of $391,725; $330,530 related to employee compensation and $61,195 related to non-employee directors and professionals. As of September 30, 2009, the total remaining unrecognized compensation expense related to the Company's unvested stock options was $642,209. This unrecognized compensation expense is expected to be recognized over a weighted-average period of less than one year. For awards granted in 2008 and 2009, the Company used the Black-Scholes model for valuation. Assumptions, including volatility, term and risk-free rate, utilized in the model were provided by or confirmed by an independent entity. Since the Company had little historical information regarding the volatility of its share price, estimated volatility was based on the historic volatility of comparative companies from the same industry. As well, the Company believes that its historical share option experience does not provide a reasonable basis upon which to estimate expected term. Following the guidance of SAB Topic 14, Share-Based Payment, the Company used a "simplified" method to determine expected term based on the vesting and original contractual terms. The valuation for stock option awards for the nine-months ended September 30, 2009 was:
2009
The Company had outstanding warrants to purchase 4,074,967 shares of common stock as of September 30, 2009, in addition to the stock options granted under the stock incentive plan. Warrant activity for the nine months ended September 30, 2009 was as follows:
During the nine months ended September 30, 2009, the Company issued 51,385 warrants with an exercise price of $0.25 per share as partial payment for legal services rendered and recognized an expense of $192,692.
During the nine months ended September 30, 2009, the Company issued 316,428 new common shares, in payment of $338,890 of accrued interest upon long term debt. During the nine months ended September 30, 2009, the Company issued 609,679 new common shares, in payment of $400,775 of accrued interest upon convertible debt. On March 16, 2009, the Company completed a private placing of 6,659,000 new common shares at a price of GBP 32 pence per share (approximately US$0.45 per share) raising approximately $3 million (before expenses). The common shares were issued to institutional and other investors in Europe, the UK and the US. The net proceeds of the March 2009 private placing will provide additional working capital. In May 2009, Jon Kaiden was issued 56,312 new common shares at a price of GBP 40 pence (approximately US$0.61 per share) in lieu of payments of director's fees owed to him for past services. The terms on the Company's various classes and series of capital stock are summarized as follows: Series A Convertible Preferred Stock -The Series A preferred stock had the following right as of September 30, 2009: Liquidation Preference - The holders of the Series A preferred stock are entitled upon a liquidation event, to receive back their original investment, in priority to any return of capital to all other stockholders, with no further participation. Common Stock - The common stockholders are entitled to a distribution of all remaining assets (which may be more or less than the original investment), on a proportionate basis, in the event of the dissolution or winding up of the Company, after payment of all liabilities of the Company and the liquidation preference of all series of preferred stock then outstanding. The common stock has no conversion or redemption rights. The common stock is entitled to one vote per share at all general meetings of the Company. The common stockholders are entitled to share in all dividends and distributions, which may be declared by the Company, on a proportionate basis with all other classes and series of stock outstanding.
Computation of Earnings (Loss) per Common Share - Basic earnings (loss) per common share is computed using the weighted-average number of common shares outstanding during the period. Diluted earnings (loss) per common share is computed using the weighted-average number of common and dilutive common equivalent shares outstanding during the period. Dilutive common equivalent shares consist primarily of preferred shares, warrants, stock options and convertible debt. Due to the Company's net loss for all periods presented, the diluted earnings (loss) calculation is not provided, in that the results of this calculation would be anti-dilutive. The basic earnings (loss) per share are calculated on the following data:
Weighted average number of
common shares
Potential dilutive ordinary
shares:
On October 29, 2009, the Company completed a private placing of 3,076,000 new common shares at a price of US$1.30 per share (approximately GBP 80 pence per share) raising approximately $4 million (before expenses). The common shares were issued to existing institutional and other investors in the Company in the US and the UK. The net proceeds will provide additional working capital.
This information is provided by RNS The company news service from the London Stock Exchange END
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| 09-11-09 | RNS |
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RNS Number : 1658C Planet Payment Inc. 09 November 2009
Planet Payment, Inc. Notification Of Major Interests In Shares Planet Payment [LSE:AIM: PPT and PPTR; OTCQX: PLPM], a leading international multi-currency payment and data processor, announces that it has been notified of the following relevant changes in significant shareholder holdings. The Company received the following notifications of changes in Major Interests in its Shares. The Company was notified by Blackrock, Inc. on 5 November 2009 that it was the holder of 3,679,978 Common Shares, which represent 8.27% of the voting rights of the Company, an increase from its previous holding of less than 8% by virtue of the purchase of a further 307,000 Shares pursuant to the private placing announced on 30 October 2009. The Company was notified by FIL Limited (Fidelity International) on 6 November 2009 that it was the holder of 3,682,000 Common Shares, which represent 8.27% of the voting rights of the Company, an increase from its previous holding of less than 8% by virtue of the purchase of a further 307,000 Shares pursuant to the private placing announced on 30 October 2009.
Enquiries to:
Redleaf Communications Ltd (UK PR for Planet Payment) planet@redleafpr.com
Emma Kane / Rebecca Sanders-Hewett / Henry Columbine
Payment) Mark Williams and Andrew Chubb
Andy Viles About Planet Payment® Planet Payment's Common shares trade in the UK on AIM under the symbols PPT for unrestricted Common shares and PPTR for Reg S Common shares and in the United States on the OTCQX under the symbol PLPM. Planet Payment enables processors, acquiring banks and their merchants to accept, process and reconcile credit card transactions in multiple currencies, allowing cardholders to view prices and settle transactions in their native currency. The Pay in Your Currency service is a component of Planet Payment's suite of multi-currency processing solutions, which include a multi-currency pricing e-commerce service and a Dynamic Currency Conversion service. Planet Payment's BuyVoice*, a mobile payment and commerce solution, allows merchants to accept payments and sell product to customers using any mobile or landline phone. With the iPAY* gateway, Planet Payment also offers comprehensive Internet processing solutions for credit card and electronic check payments. Planet Payment is headquartered in New York and has offices in Atlanta, Beijing, Bermuda, Delaware, London, Hong Kong, Shanghai and Singapore. This information is provided by RNS The company news service from the London Stock Exchange END
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| 04-11-09 | RNS |
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RNS Number : 9223B Planet Payment Inc. 04 November 2009
For Immediate Release Planet Payment, Inc. Notification Of Major Interests In Shares Planet Payment [LSE:AIM: PPT and PPTR; OTCQX: PLPM], a leading international multi-currency payment and data processor, announces that it has been notified of the following relevant changes in significant shareholder holdings. The Company received on 30 October 2009 the following notification of changes in Major Interests in its Shares effective 4 November 2009. The Company was notified by Kinderhook Partners, L.P. ("Kinderhook") that it had acquired 2,270,000 Common Shares (trading under PPTR, USU72603100). Kinderhook now has an interest in a total of 3,502,165 Common Shares, which represent 7.9% of the voting rights of the Company (following admission of the new shares on 4 November 2009), an increase from its previous holding of less than 3%, which was acquired in the market.
Enquiries to:
Redleaf Communications Ltd (UK PR for Planet Payment) planet@redleafpr.com
Emma Kane / Rebecca Sanders-Hewett / Henry Columbine
Payment) Mark Williams and Andrew Chubb
Andy Viles About Planet Payment® Planet Payment's Common shares trade in the UK on AIM under the symbols PPT for unrestricted Common shares and PPTR for Reg S Common shares and in the United States on the OTCQX under the symbol PLPM. Planet Payment enables processors, acquiring banks and their merchants to accept, process and reconcile credit card transactions in multiple currencies, allowing cardholders to view prices and settle transactions in their native currency. The Pay in Your Currency service is a component of Planet Payment's suite of multi-currency processing solutions, which include a multi-currency pricing e-commerce service and a Dynamic Currency Conversion service. Planet Payment's BuyVoice*, a mobile payment and commerce solution, allows merchants to accept payments and sell product to customers using any mobile or landline phone. With the iPAY* gateway, Planet Payment also offers comprehensive Internet processing solutions for credit card and electronic check payments. Planet Payment is headquartered in New York and has offices in Atlanta, Beijing, Bermuda, Delaware, London, Hong Kong, Shanghai and Singapore. This information is provided by RNS The company news service from the London Stock Exchange END
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This is a board for the restricted line...
Why it is even here is a mystery....  Since the company are reducing the restricted line, what you want (And NEED) is.... PPT.... Planet Payment.. Not this one.... Planet Payment (Restricted shares) PPT"R" Cheers AE More | View thread (2) | Respond | Login to Vote up | Login to Vote down |
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it doesnt appear that anyone has traded these shares for a while - any idea why?
More | View thread (2) | Respond | Login to Vote up | Login to Vote down |
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They have not been approved or issued by Interactive Investor Trading Limited.
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