Delaware
|
|
58-2342021
|
(State
or other jurisdiction of incorporation or
organization)
|
|
(IRS
Employer Identification No.)
|
Large accelerated filer
|
☐
|
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
|
Smaller reporting company
|
☑
|
(Do not check if smaller reporting company)
|
Title of Each Class
|
Number of Shares Outstanding
|
Common
Stock, $0.01 par value
|
18,062,879
|
Part 1
Financial Information.
|
3
|
Item 1.
Financial Statements.
|
3
|
Item 2.
Management’s Discussion and Analysis of Financial Condition
and Results of Operations.
|
24
|
Item 3.
Quantitative and Qualitative Disclosures About Market
Risk.
|
31
|
Item 4.
Controls and Procedures.
|
31
|
Part II
Other Information.
|
31
|
Item 1.
Legal Proceedings.
|
31
|
Item
1A. Risk Factors.
|
32
|
Item 2.
Unregistered Sales of Equity Securities and Use of
Proceeds.
|
32
|
Item 3.
Defaults Upon Senior Securities.
|
32
|
Item 4.
Mine Safety Disclosures.
|
32
|
Item 5.
Other Information.
|
32
|
Item 6.
Exhibits.
|
32
|
Signatures.
|
33
|
Index
to Exhibits
|
34
|
|
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||
|
2016
|
2015
|
2016
|
2015
|
|
|
|
|
|
Revenues
|
$
29,497,129
|
$
24,530,824
|
$
93,101,835
|
$
74,857,557
|
Cost
of revenues (exclusive of depreciation and amortization, shown
separately below)
|
16,769,587
|
13,533,647
|
53,936,078
|
41,359,955
|
Gross profit
|
12,727,542
|
10,997,177
|
39,165,757
|
33,497,602
|
Depreciation
and amortization
|
2,998,628
|
3,140,427
|
8,946,781
|
9,183,632
|
Selling,
general and administrative expenses
|
11,408,048
|
9,796,483
|
34,102,847
|
29,379,196
|
Total
operating expenses
|
14,406,676
|
12,936,910
|
43,049,628
|
38,562,828
|
Operating loss
|
(1,679,134
)
|
(1,939,733
)
|
(3,883,871
)
|
(5,065,226
)
|
Other (expenses) income:
|
|
|
|
|
Interest
expense
|
(1,625,195
)
|
(1,434,734
)
|
(4,877,828
)
|
(4,650,286
)
|
Gain
on change in fair value of derivative liability
|
152,057
|
1,237,730
|
380,099
|
2,543,878
|
Loss
on extinguishment of debt
|
-
|
(2,720,355
)
|
-
|
(2,720,355
)
|
Other
income (expense), net
|
18,069
|
(2,399
)
|
33,514
|
56,369
|
Total
other expenses
|
(1,455,069
)
|
(2,919,758
)
|
(4,464,215
)
|
(4,770,394
)
|
Loss before income taxes
|
(3,134,203
)
|
(4,859,491
)
|
(8,348,086
)
|
(9,835,620
)
|
Provision
for income taxes
|
(10,951
)
|
-
|
(10,951
)
|
-
|
Net loss
|
(3,145,154
)
|
(4,859,491
)
|
(8,359,037
)
|
(9,835,620
)
|
Preferred
stock dividends
|
(285,646
)
|
(379,740
)
|
(2,102,467
)
|
(1,186,826
)
|
Net loss attributable to common stockholders
|
$
(3,430,800
)
|
$
(5,239,231
)
|
$
(10,461,504
)
|
$
(11,022,446
)
|
Basic and diluted loss per common share
|
$
(0.23
)
|
$
(0.72
)
|
$
(0.72
)
|
$
(1.52
)
|
Weighted average common shares outstanding:
|
|
|
|
|
Basic
and diluted
|
14,990,816
|
8,958,815
|
14,536,893
|
8,529,642
|
|
Preferred Stock
|
Common Stock
|
Capital in Excess of Par
|
Accumulated Deficit
|
Stockholders' Equity
|
||
|
Shares
|
$
|
Shares
|
$
|
|
|
|
Balance
at December 31, 2015
|
23,324
|
$
233
|
12,788,971
|
$
127,889
|
$
184,859,084
|
$
(170,533,237
)
|
$
14,453,969
|
Net
loss
|
|
|
|
|
|
(8,359,037
)
|
(8,359,037
)
|
Conversion
of preferred stock into
|
|
|
|
|
|
|
|
common
stock, including dividends
|
(6,025
)
|
(60
)
|
1,871,667
|
18,717
|
(18,657
)
|
|
-
|
Dividends
on preferred stock
|
|
|
343,510
|
3,435
|
(3,435
)
|
|
-
|
Adjustment
for prior issuances and
|
|
|
|
|
|
|
-
|
conversion
of warrants
|
|
|
|
|
338,972
|
|
338,972
|
Adjustment
for fractional shares
|
|
|
685
|
8
|
(8
)
|
|
-
|
Cancellation
of common stock issued
|
|
|
|
|
|
|
|
to
PingTone sellers
|
|
|
(51,380
)
|
(514
)
|
(179,830
)
|
|
(180,344
)
|
Issuance
of restricted stock
|
|
|
55,000
|
550
|
99,000
|
|
99,550
|
Issuance
of common stock for services
|
|
|
|
|
|
|
|
rendered
|
|
|
56,500
|
565
|
96,385
|
|
96,950
|
Stock-based
compensation associated
|
|
|
|
|
|
|
|
with
stock incentive plans
|
|
|
|
|
572,996
|
|
572,996
|
Balance
at September 30, 2016
|
17,299
|
$
173
|
15,064,953
|
$
150,650
|
$
185,764,507
|
$
(178,892,274
)
|
$
7,023,056
|
|
Nine
Months Ended September 30,
|
|
|
2016
|
2015
|
Cash flows from operating activities:
|
|
|
Net
loss
|
$
(8,359,037
)
|
$
(9,835,620
)
|
Adjustments to reconcile net loss to net cash provided by operating
activities:
|
|
|
Depreciation
and amortization
|
8,946,781
|
9,183,632
|
Loss
on extinguishment on debt
|
-
|
2,720,355
|
Loss
on accounts receivable settlement exchanged for
equipment
|
-
|
111,659
|
Loss
on disposal of property
|
86,777
|
-
|
Bad
debt expense
|
215,000
|
373,034
|
Stock-based
compensation
|
572,996
|
392,676
|
Stock
based compensation issued for services rendered by third
parties
|
105,256
|
215,611
|
Amortization
of debt discount and deferred financing fees
|
477,751
|
667,191
|
Gain
in the change in fair value of derivative liability
|
(380,099
)
|
(2,543,878
)
|
Changes in operating assets and liabilities:
|
|
|
Accounts
receivable
|
(625,771
)
|
(565,227
)
|
Prepaid
expenses and other current assets
|
(1,373,378
)
|
(83,205
)
|
Other
assets
|
(317,927
)
|
(203,414
)
|
Accounts
payable and accrued expenses
|
(1,258,968
)
|
(297,079
)
|
Net cash (used in) provided by operating activities
|
(1,910,619
)
|
135,735
|
|
|
|
Cash flows from investing activities:
|
|
|
Purchase
of property and equipment
|
(3,782,232
)
|
(2,479,335
)
|
Proceeds
from the sale of property and equipment
|
28,736
|
-
|
Net
cash acquired through acqusition
|
16,895
|
-
|
Payments
for acquisitions
|
-
|
(500,000
)
|
Returns
of security deposits
|
26,750
|
-
|
Escrow
refund - PingTone acquisition
|
392,617
|
-
|
Change
in restricted cash
|
137,970
|
1,000,000
|
Net cash used in investing activities
|
(3,179,264
)
|
(1,979,335
)
|
|
|
|
Cash flows from financing activities:
|
|
|
Proceeds
from notes payable - non-related parties
|
-
|
9,000,000
|
Proceeds
from revolving debt
|
-
|
12,500,000
|
Proceeds
from accounts receivable factoring arrangement
|
-
|
1,630,045
|
Repayments
of borrowings to accounts receivable factoring
arrangement
|
-
|
(1,666,919
)
|
Payments
on equipment financing obligations
|
(743,647
)
|
(592,514
)
|
Repayments
of notes payable
|
(824,973
)
|
(20,835,022
)
|
Payment
of financing fees
|
-
|
(680,828
)
|
Net cash used in financing activities
|
(1,568,620
)
|
(645,238
)
|
Net change in cash and cash equivalents
|
(6,658,503
)
|
(2,488,838
)
|
Cash and cash equivalents, beginning of period
|
7,540,543
|
6,444,683
|
Cash and cash equivalents, end of period
|
$
882,040
|
$
3,955,845
|
Balance
at December 31, 2015
|
$
27,060,297
|
Adjustment
to the preliminary purchase price of Fidelity*
|
(10,619
)
|
Increase
in goodwill - Technology for Business Corporation
(“TFB”) acquisition
|
1,000,097
|
Balance
at September 30, 2016
|
$
28,049,775
|
|
Nine Months Ended September 30,
|
|
|
2016
|
2015
|
Warrants
|
2,946,948
|
3,011,760
|
Convertible
preferred stock
|
2,626,518
|
3,992,471
|
Stock
options
|
1,157,512
|
677,126
|
|
6,730,978
|
7,681,357
|
|
September 30,
|
December 31,
|
|
2016
|
2015
|
|
|
|
Trademarks
and tradenames
|
$
1,093,400
|
$
1,093,400
|
Proprietary
technology
|
6,670,000
|
5,781,000
|
Non-compete
agreements
|
10,711,043
|
10,703,043
|
Customer
relationships
|
45,000,181
|
44,888,181
|
Favorable
lease intangible
|
218,000
|
218,000
|
|
63,692,624
|
62,683,624
|
Less:
accumulated amortization
|
(20,965,072
)
|
(16,859,225
)
|
Intangible
assets, net
|
$
42,727,552
|
$
45,824,399
|
Year
|
|
Estimated Annual Amortization
Expense
|
|
|
|
Remainder
of 2016
|
|
$
2,038,362
|
2017
|
6,065,102
|
|
2018
|
5,318,305
|
|
2019
|
4,293,561
|
|
2020
|
4,500,563
|
|
and
thereafter
|
$
20,511,659
|
|
Number of Options
|
Weighted Average Exercise Price
|
Balance
at December 31, 2015
|
1,158,251
|
$
4.96
|
Shares
granted during the period
|
86,050
|
1.79
|
Shares
exercised during the period
|
-
|
-
|
Shares
forfeited during the period
|
(67,235
)
|
2.50
|
Shares
expired during the period
|
(19,554
)
|
72.11
|
Shares
outstanding at September 30, 2016
|
1,157,512
|
3.73
|
Shares
exercisable at September 30, 2016
|
421,673
|
$
5.77
|
Covenant
not to compete
|
$
8,000
|
Customer
contracts/relationships
|
99,000
|
Proprietary
technology
|
889,000
|
Accounts
receivable
|
80,845
|
Prepaid
asset
|
5,535
|
Line
of credit
|
(100,000
)
|
Deferred
liability
|
(693,590
)
|
Goodwill
|
1,000,097
|
Purchase
price
|
$
1,288,887
|
|
Nine Months Ended September 30,
|
|
Supplemental Cash Flow Information
|
2016
|
2015
|
Cash
paid for interest
|
$
4,233,527
|
$
3,961,498
|
|
|
|
Supplemental Non-Cash Investing and Financing
Activities
|
|
|
Property
and equipment acquired under capital leases
|
188,497
|
1,440,816
|
Dividends
on Series B-2 preferred stock paid with the issuance of common
stock
|
599,491
|
884,955
|
Due
to Seller of RootAxcess
|
-
|
700,000
|
Equipment
received in exchange for settlement of accounts
receivable
|
-
|
105,570
|
Exercise
of lenders warrants
|
-
|
364,167
|
Assets
acquired under earn-out liability
|
$
961,606
|
$
-
|
|
September 30,
|
December 31,
|
|
2016
|
2015
|
|
|
|
Insurance
|
$
380,359
|
$
93,040
|
Rent
|
81,731
|
101,916
|
Marketing
|
140,397
|
109,455
|
Software
subscriptions
|
670,614
|
498,078
|
Due
from seller of Fidelity
|
-
|
425,963
|
Due
from factoring party
|
-
|
26,018
|
Commissions
|
104,273
|
20,805
|
Escrow
receivable - Fidelity
|
500,829
|
50,759
|
Other
|
579,533
|
292,569
|
|
$
2,457,736
|
$
1,618,603
|
|
September 30,
|
December 31,
|
|
2016
|
2015
|
|
|
|
Trade
accounts payable
|
$
3,699,791
|
$
1,101,393
|
Accrued
bonus
|
336,259
|
700,000
|
Accrued
professional and consulting fees
|
225,878
|
274,205
|
Accrued
property and other taxes
|
629,247
|
534,388
|
Accrued
network costs
|
1,692,959
|
3,423,483
|
Accrued
rent
|
117,252
|
82,894
|
Accrued
universal service fund fees
|
730,205
|
494,852
|
Customer
deposits
|
384,597
|
358,227
|
Accrued
credit card
|
160,596
|
384,257
|
Accrued
payroll, employee benefits and vacation
|
349,997
|
555,493
|
Accrued
sales and federal excise taxes
|
1,686,636
|
2,204,098
|
Accrued
sales commissions
|
789,322
|
981,121
|
Accrued
interest payable
|
12,452
|
32,221
|
Deferred
revenue
|
1,444,423
|
1,157,036
|
Other
|
351,271
|
845,557
|
|
$
12,610,885
|
$
13,129,225
|
|
September 30,
|
December 31,
|
|
2016
|
2015
|
|
|
|
Equipment
financing obligations
|
$
2,489,647
|
$
3,044,796
|
Less:
current portion
|
(997,089
)
|
(959,380
)
|
Long-term
portion
|
$
1,492,558
|
$
2,085,416
|
Year
|
|
Principal Payments
|
Remainder
of 2016
|
|
$
247,693
|
2017
|
1,002,084
|
|
2018
|
958,846
|
|
2019
|
268,044
|
|
2020
|
$
12,980
|
|
September 30,
|
December 31,
|
|
2016
|
2015
|
Subordinated
Notes
|
$
33,645,865
|
$
34,160,200
|
Unamortized
discount on Subordinated Notes
|
(1,450,745
)
|
(1,697,091
)
|
Unamortized
debt issuance costs
|
(836,760
)
|
(981,584
)
|
Total
notes payable - non-related parties
|
31,358,360
|
31,481,525
|
Less:
current portion
|
(685,780
)
|
(685,780
)
|
Long-term
portion
|
$
30,672,580
|
$
30,795,745
|
|
September 30,
|
December 31,
|
|
2016
|
2015
|
Notes
payable to Marvin Rosen
|
$
1,178,082
|
$
1,178,082
|
Discount
on note
|
(65,637
)
|
(103,253
)
|
Total
notes payable - related parties
|
$
1,112,445
|
$
1,074,829
|
|
Three
months ended September 30, 2016
|
|||
|
Carrier Services
|
Business Services
|
Corporate
|
Consolidated
|
Revenues
|
$
8,864,791
|
$
20,632,338
|
$
-
|
$
29,497,129
|
Cost
of revenues (exclusive of depreciation and
amortization)
|
8,487,912
|
8,281,675
|
-
|
16,769,587
|
Gross
profit
|
376,879
|
12,350,663
|
-
|
12,727,542
|
Depreciation
and amortization
|
38,094
|
2,747,822
|
212,712
|
2,998,628
|
Selling,
general and administrative expenses
|
653,462
|
9,547,547
|
1,207,039
|
11,408,048
|
Interest
expense
|
-
|
1,551,534
|
73,661
|
1,625,195
|
Gain
on change in fair value of derivative liability
|
-
|
-
|
(152,057
)
|
(152,057
)
|
Other
expenses (income)
|
-
|
247,070
|
(265,139
)
|
(18,069
)
|
Provision
for income taxes
|
-
|
10,951
|
-
|
10,951
|
Net
loss
|
$
(314,677
)
|
$
(1,754,261
)
|
$
(1,076,216
)
|
$
(3,145,154
)
|
Total
assets
|
$
3,783,321
|
$
90,027,291
|
$
2,312,655
|
$
96,123,267
|
|
|
|
|
|
|
Nine months ended September 30, 2016
|
|||
|
Carrier Services
|
Business Services
|
Corporate
|
Consolidated
|
Revenues
|
$
30,711,086
|
62,390,749
|
$
-
|
$
93,101,835
|
Cost
of revenues (exclusive of depreciation and
amortization)
|
29,341,982
|
24,594,096
|
-
|
53,936,078
|
Gross
profit
|
1,369,104
|
37,796,653
|
-
|
39,165,757
|
Depreciation
and amortization
|
116,102
|
8,128,378
|
702,301
|
8,946,781
|
Selling,
general and administrative expenses
|
2,119,119
|
28,052,965
|
3,930,763
|
34,102,847
|
Interest
expense
|
-
|
4,647,847
|
229,981
|
4,877,828
|
Gain
on change in fair value of derivative liability
|
-
|
-
|
(380,099
)
|
(380,099
)
|
Other
expenses (income)
|
-
|
764,308
|
(797,822
)
|
(33,514
)
|
Provision
for income taxes
|
|
10,951
|
|
10,951
|
Net
loss
|
$
(866,117
)
|
$
(3,807,796
)
|
$
(3,685,124
)
|
$
(8,359,037
)
|
Capital
expenditures
|
$
41,584
|
$
3,740,648
|
$
-
|
$
3,782,232
|
|
Three months ended September 30,
2015
|
|||
|
Carrier
Services
|
Business
Services
|
Corporate
|
Consolidated
|
Revenues
|
$
8,269,529
|
$
16,261,295
|
$
-
|
$
24,530,824
|
Cost
of revenues (exclusive of depreciation and
amortization)
|
7,642,008
|
5,891,639
|
-
|
13,533,647
|
Gross
profit
|
627,521
|
10,369,656
|
-
|
10,997,177
|
Depreciation
and amortization
|
48,022
|
2,898,068
|
194,337
|
3,140,427
|
Selling,
general and administrative expenses
|
885,769
|
7,953,958
|
956,756
|
9,796,483
|
Interest
expense
|
-
|
1,332,719
|
102,015
|
1,434,734
|
Gain
on change in fair value of derivative liability
|
-
|
-
|
(1,237,730
)
|
(1,237,730
)
|
Loss
on extinguishment of debt
|
-
|
2,538,272
|
182,083
|
2,720,355
|
Other
expenses (income)
|
-
|
243,420
|
(241,021
)
|
2,399
|
Net
(loss) income
|
$
(306,270
)
|
$
(4,596,781
)
|
$
43,560
|
$
(4,859,491
)
|
Total
assets
|
$
4,639,835
|
$
59,128,769
|
$
3,128,866
|
$
66,897,470
|
|
|
|
|
|
|
Nine months ended September 30, 2015
|
|||
|
Carrier Services
|
Business Services
|
Corporate
|
Consolidated
|
Revenues
|
$
25,767,099
|
$
49,090,458
|
$
-
|
$
74,857,557
|
Cost
of revenues (exclusive of depreciation and
amortization)
|
23,540,573
|
17,819,382
|
-
|
41,359,955
|
Gross
profit
|
2,226,526
|
31,271,076
|
-
|
33,497,602
|
Depreciation
and amortization
|
138,944
|
8,809,670
|
235,018
|
9,183,632
|
Selling,
general and administrative expenses
|
2,619,818
|
23,684,671
|
3,074,707
|
29,379,196
|
Interest
expense
|
-
|
4,457,080
|
193,206
|
4,650,286
|
Gain
on change in fair value of derivative liability
|
-
|
-
|
(2,543,878
)
|
(2,543,878
)
|
Loss
on extinguishment of debt
|
-
|
2,538,272
|
182,083
|
2,720,355
|
Other
expenses (income)
|
-
|
591,691
|
(648,060
)
|
(56,369
)
|
Net
loss
|
$
(532,236
)
|
$
(8,810,308
)
|
$
(493,076
)
|
$
(9,835,620
)
|
Capital
expenditures
|
$
69,905
|
$
2,409,430
|
$
-
|
$
2,479,335
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
As of September 30, 2016
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
Contingent
liability (see note 11)
|
$
-
|
$
-
|
$
100,000
|
100,000
|
Non-current
liabilities:
|
|
|
|
|
Contingent
liability (see note 11)
|
|
-
|
861,606
|
861,606
|
Derivative
liability (see note 12)
|
-
|
-
|
233,934
|
233,934
|
Total
non-current liabilities
|
$
0
|
$
-
|
$
1,095,540
|
$
1,095,540
|
As of December 31, 2015
|
|
|
|
|
Non-current
liabilities:
|
|
|
|
|
Derivative
liability (see note 12)
|
$
-
|
$
-
|
$
953,005
|
$
953,005
|
Balance
at December 31, 2015
|
$
953,005
|
Gain
for the period:
|
|
Included
in net loss
|
(1,152,121
)
|
Adjustment
for prior issuances and conversion of warrants (see note
12)
|
433,050
|
Balance
at September 30, 2016
|
$
233,934
|
|
|
●
|
Series A and B Notes
. The Company sold $6.5 million
aggregate principal amount of Series A notes, and $10.0 million
aggregate principal amount of Series B notes in October 2012, the
proceeds of which were used to finance our acquisition of Network
Billing Systems, LLC.
|
●
|
Series C and D Notes.
The Company sold $0.5 million
aggregate principal amount of Series C notes and $25.0 million
aggregate principal amount of Series D notes in December 2013, to
finance our acquisition of certain assets of Broadvox.
|
●
|
Series E Notes.
The Company sold $5.0 million aggregate
principal amount of Series E notes in October 2014 to fund our
acquisition of PingTone Communications Inc.
|
●
|
Series F Notes.
The Company sold $9.0 million aggregate
principal amount of Series F notes in August 2015 to retire a
portion of the approximately $20.0 million of notes held by one of
the original lenders.
|
EXHIBIT NO.
|
|
DESCRIPTION
|
|
Certification of the Chief Executive Officer, pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of the Chief Financial Officer, pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of the Chief Executive Officer pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of the Chief Financial Officer pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.
|
|
10.58
|
|
2016 Fusion Equity Incentive Plan
|
10.59
|
|
Certificate of Amendement to Certificate of
Incorporation
|
10.60
|
|
Waiver to Fourth Amended and Restated Securities Purchase Agreement
and Security Agreement, dated November 7, 2016 by and among Fusion
NBS Acquisition Corp., Fusion Telecommunications International,
Inc., Network Billing Systems, LLC, Fusion BVX LLC, PingTone
Communications, Inc., Fidelity Access Networks, LLC, Fidelity
Connect, LLC, Fidelity Access Networks, Inc., Fidelity Voice
Services, LLC, Fidelity Telecom, LLC, Praesidian Capital
Opportunity Fund III, LP, Praesidian Capital Opportunity Fund
III-A, LP, and United Insurance Company of America
|
10.61
|
|
Waiver and Amendement to Amended and Restated Credit Agreement,
dated November 7, 2016 by and among Fusion NBS Acquisition Corp.,
Fusion Telecommunications International, Inc., Network Billing
Systems, LLC, Fusion BVX LLC, PingTone Communications, Inc.,
Fidelity Access Networks, LLC, Fidelity Connect, LLC, Fidelity
Access Networks, Inc., Fidelity Voice Services, LLC, Fidelity
Telecom, LLC, Opus Bank
|
101.INS*
|
|
XBRL Instance Document
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
FUSION TELECOMMUNICATIONS INTERNATIONAL, INC
.
|
|
|
|
|
|
|
November
14, 2016
|
By:
|
/s/
Michael R. Bauer
|
|
|
|
Michael
R. Bauer
|
|
|
|
Chief
Financial Officer
|
|
|
|
|
|
EXHIBIT NO.
|
|
DESCRIPTION
|
|
Certification of the Chief Executive Officer, pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of the Chief Financial Officer, pursuant to Section
302 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of the Chief Executive Officer pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.
|
|
|
Certification of the Chief Financial Officer pursuant to Section
906 of the Sarbanes-Oxley Act of 2002.
|
|
10.58
|
|
2016 Fusion Equity Incentive Plan
|
10.59
|
|
Certificate of Amendement to Certificate of
Incorporation
|
10.60
|
|
Waiver to Fourth Amended and Restated Securities Purchase Agreement
and Security Agreement, dated November 7, 2016 by and among Fusion
NBS Acquisition Corp., Fusion Telecommunications International,
Inc., Network Billing Systems, LLC, Fusion BVX LLC, PingTone
Communications, Inc., Fidelity Access Networks, LLC, Fidelity
Connect, LLC, Fidelity Access Networks, Inc., Fidelity Voice
Services, LLC, Fidelity Telecom, LLC, Praesidian Capital
Opportunity Fund III, LP, Praesidian Capital Opportunity Fund
III-A, LP, and United Insurance Company of America
|
10.61
|
|
Waiver and Amendement to Amended and Restated Credit Agreement,
dated November 7, 2016 by and among Fusion NBS Acquisition Corp.,
Fusion Telecommunications International, Inc., Network Billing
Systems, LLC, Fusion BVX LLC, PingTone Communications, Inc.,
Fidelity Access Networks, LLC, Fidelity Connect, LLC, Fidelity
Access Networks, Inc., Fidelity Voice Services, LLC, Fidelity
Telecom, LLC, Opus Bank
|
101.INS*
|
|
XBRL Instance Document
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
FUSION TELECOMMUNICATIONS INTERNATIONAL, INC.
By:
/s/
Philip Turits
Its:
Philip Turits, Secretary and Treasurer
|