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OLB GROUP INC

For the period ended Jun 30, 2024. Filed Aug 14, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Aug 14, 2024

OLB$0.18+5.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-03-31; filed 2024-05-20.

0001213900-24-045276

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-06-30; filed 2024-08-14.

0001213900-24-069167

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 44 previous paragraphs and 51 current paragraphs.

27 unchanged; 14 reworded; 5 added; 3 removed; 0 previous and 5 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (5)

Current report

Salary and wage expense for the three months ended June 30, 2024, was $689,198 compared to $692,480 for the three months ended June 30, 2023, a decrease of $3,282 or 0.5%. an immaterial change period over period.

Current report

General and administrative expenses for the six months ended June 30, 2024, was $1,972,879 compared to $2,161,309 for the six months ended June 30, 2023, a decrease of $188,430 or 8.7%, an immaterial change period over period.

Current report

Our net loss for the six months ended June 30, 2024, was $5,048,630 compared to $3,204,948 for the six months ended June 30, 2023. This was an increase in our net loss of $1,843,682 for the reasons discussed above.

Current report

For the six months ended June 30, 2024, we received $548,393 from the sale of investment and used $215,500 to purchase the remaining 19.99% interest in Cuentas SDI, LLC. For the six months ended June 30, 2023, we used $1,145,421 for the acquisition of property and equipment and $850,00 to purchase an 80.01% interest in Cuentas SDI, LLC. For six months ended June 30, 2023 we used $1,995,421 in investing activities as a result of the acquisition of property and equipment of $1,145,421 and the purchase of an 80.01% interest in Cuentas SDI, LLC for $850,000.

Current report

On August 12, 2024, the Company entered into an agreement with Yakov Holdings LLC, an entity controlled by Mr. Yakov (the “Yakov LLC”) whereby the Yakov LLC committed to loan to the Company up to Five Million Dollars ($5,000,000) (the "Yakov LLC Loan"). The Yakov LLC Loan is revolving in nature, allowing the Company to borrow, repay, and re-borrow amounts under the terms and conditions set forth herein, provided that the total outstanding amount shall not exceed Five Million Dollars ($5,000,000). The interest rate of the Yakov LLC Loan is twelve percent (12%) and it matures on June 18, 2025. In addition, the Yakov LLC Loan is secured by a first priority security interest for the benefit of the Yakov LLC over all of the assets of the Company.
Removed paragraphs (3)

Previous report

For the three months ended March 31, 2024, we had $29,022 of net loss attributed to the non-controlling interest of Cuentas SDI, LLC, due to the acquisition of 80.01% interest of the entity during the quarter ended June 30, 2023.

Previous report

On April 8, 2024, the Company entered into Amendment No. 1 (the “Amendment”) to the Employment Agreement with Mr. Yakov (the “Yakov Agreement”). The Amendment corrected a ministerial error in the terms relating to the exercise price of stock options awarded and automobile allowance for Mr. Yakov. The Amendment affirmed that the exercise price of stock options issued under the Agreement (the “Stock Options”) shall have a per share exercise price equal to One Cent ($0.01) and expire ten years after the date of grant. Each Stock Option granted shall become exercisable as follows: 50% upon the grant date, then 25% upon each of the second and third anniversary of the date on which it is granted. In addition, the notices provision of the Yakov Agreement was amended to the reflect the current business address of the Company.
Reworded paragraphs (14)

Previous wording

On May 20, 2024, the Company entered into a Membership Interest Purchase Agreement (the “Agreement”) dated as of May 20, 2024 with Cuentas, Inc. (“Seller”) whereby it acquired 19.99% of the membership interests of Cuentas SDI, LLC, a Florida limited liability company (the “LLC”) for a purchase price of $215,500.00. As a result, effective May 20, 2024 the Company owns 100% of the LLC.

Current wording

On May 20, 2024, the Company entered into a Membership Interest Purchase Agreement (the “Agreement”) dated as of May 20, 2024 with Cuentas, Inc. (“Seller”) whereby it acquired the remaining 19.99% of the membership interests of SDI for a purchase price of $215,500. As a result, effective May 20, 2024 the Company owns 100% of SDI.

Previous wording

Management’s discussion and analysis of financial condition and results of operations (“MD&A”) includes a discussion of the consolidated results from operations of The OLB Group, Inc. and its subsidiaries for the three months ended March 31, 2024 and 2023.

Current wording

Management’s discussion and analysis of financial condition and results of operations (“MD&A”) includes a discussion of the consolidated results from operations of The OLB Group, Inc. and its subsidiaries for the three and six months ended June 30, 2024 and 2023.

Previous wording

For the three months ended March 31, 2024, we had total revenue of $3,496,182 compared to $6,622,589 of revenue for the three months ended March 31, 2023, a decrease of $3,126,407 or 47.2%. For the three months ended March 31, 2024, we earned $2,288,209 in transaction and processing fees, $20,183 in merchant equipment rental and sales, $108,868 in other revenue from monthly recurring subscriptions, $211,617 of revenue from the Bitcoin Mining segment and $867,305 of revenue from the sale of digital products. For the three months ended March 31, 2023, we earned $6,353,471 in transaction and processing fees, $24,764 in merchant equipment rental and sales, $77,605 in other revenue from monthly recurring subscriptions and $166,749 of other revenue from the Cryptocurrency Mining segment. The decrease in revenue was a result of the loss of the CBD portfolio. Processing and servicing costs decreased by $2,323,841 or 45.8%, from $5,077,434 in the prior period to $2,753,593.

Current wording

For the three months ended June 30, 2024, we had total revenue of $3,521,154 compared to $8,344,012 of revenue for the three months ended June 30, 2023, a decrease of $4,822,858 or 57.8%. For the three months ended June 30, 2024, we earned $2,484,193 in transaction and processing fees, $27,940 in merchant equipment rental and sales, $145,026 in other revenue from monthly recurring subscriptions, $52,319 of revenue from the Bitcoin Mining segment and $811,676 of revenue from the sale of digital products. For the three months ended June 30, 2023, we earned $7,755,248 in transaction and processing fees, $22,519 in merchant equipment rental and sales, $71,268 in other revenue from monthly recurring subscriptions, $137,541 of revenue from the Cryptocurrency Mining segment and $357,436 of revenue from the sale of digital products. The decrease in revenue was a result of the loss of the CBD portfolio. Processing and servicing costs decreased by $2,417,996 or 44.9%, from $5,390,675 in the prior period to $2,972,679.

Previous wording

Amortization expense for the three months ended March 31, 2024, was $190,961 compared to $899,831 for the three months ended March 31, 2023 a decrease of $708,870 or 78.8%. We record amortization expense on our merchant portfolio, trademarks and natural gas purchase rights. The decrease in the current period is due to the write off of the CBD portfolio as of December 31, 2023, therefore no amortization was recorded for the asset during the three months ended March 31, 2024. Depreciation expense for the three months ended March 31, 2024 was $749,520 compared to $799,717 for the three months ended March 31, 2023, a decrease of $50,197 or 6.3%. Our depreciation expense decrease is due to adjustments made in 2023 to depreciating the mining equipment.

Current wording

Amortization expense for the three months ended June 30, 2024, was $117,847 compared to $899,831 for the three months ended June 30, 2023 a decrease of $781,984 or 86.9%. We record amortization expense on our merchant portfolio, trademarks and natural gas purchase rights. The decrease in the current period is due to the write off of the CBD portfolio as of December 31, 2023, therefore no amortization was recorded for the asset during the three months ended June 30, 2024. Depreciation expense for cryptocurrency mining equipment for the three months ended June 30, 2024 was $843,671 compared to $799,716 for the three months ended June 30, 2023, an increase of $43,955 or 5.5%. Our depreciation expense increase is due to adjustments made in 2023 to depreciating the mining equipment.

Previous wording

Professional fees for the three months ended March 31, 2024, were $648,443 compared to $369,344 for the three months ended March 31, 2023, an increase of $279,099 or 75.6%. Professional fees consist mainly of audit and legal fees. The increase was due to increased litigation-related legal expenses and auditor and legal expenses relating to the preparation of a spin-off of DMINT during the 2024 period.

Current wording

Professional fees for the three months ended June 30, 2024, were $564,855 compared to $219,782 for the three months ended June 30, 2023, an increase of $345,073 or 157%. Professional fees consist mainly of audit and legal fees. The increase was due to increased litigation-related legal expenses and auditor and legal expenses relating to the preparation of a spin-off of DMINT during the 2024 period.

Previous wording

General and administrative expenses for the three months ended March 31, 2024, was $1,024,892 compared to $1,055,257 for the three months ended March 31, 2023, a decrease of $30,365 or 2.9%, an immaterial change period over period.

Current wording

General and administrative expenses for the three months ended June 30, 2024, was $947,987 compared to $973,264 for the three months ended June 30, 2023, a decrease of $25,277 or 2.6%, an immaterial change period over period.

Previous wording

Our net loss for the three months ended March 31, 2024, after the reduction for minority interest, was $2,371,596 compared to $2,615,405 for the three months ended March 31, 2023. This was a decrease in our net loss of $243,810 for the reasons discussed above.

Current wording

Our net loss for the three months ended June 30, 2024, was $2,648,012 compared to $589,543 for the three months ended June 30, 2023. This was a decrease in our net loss of $2,058,469 for the reasons discussed above.

Previous wording

Salary and wage expense for the three months ended March 31, 2024, was $1,016,338 compared to $823,140 for the three months ended March 31, 2023, an increase of $193,198 or 23.5%. Salary and wage expenses have increased due to an additional expense of $172,086 for option expense and $73,149 for Cuentas SDI, LLC and additional employees.

Current wording

Salary and wage expense for the six months ended June 30, 2024, was $1,705,536 compared to $1,382,832 for the six months ended June 30, 2023, an increase of $322,705 or 23.3%. Salary and wage expenses have increased due to additional expense for Cuentas SDI, LLC employees.

Previous wording

For the three months ended March 31, 2024, we had total other income of $486,947 from an unrealized gain on investment of $274,731, a $225,229 gain on the sale of bitcoin, and $13,013 of interest expense. For the three months ended March 31, 2023, we had total other expense of $213,271 from a $327,925 loss on the sale of bitcoin offset by other income of $114,654.

Current wording

For the six months ended June 30, 2024, we had total other income of $454,018 from an unrealized gain on investment of $274,731, a $225,229 gain on the sale of bitcoin, and $45,942 of interest expense. For the six months ended June 30, 2023, we had total other expense of $171,078 from an unrealized loss on investment of $6,490, a $279,242 loss on the sale of bitcoin offset by other income of $114,654.

Previous wording

For the three months ended March 31, 2024, we used $424,700 of cash in operating activities, which included our net loss of $2,400,618 offset by $940,481 for amortization and depreciation expense, $304,874 for stock-based compensation, $225,229 gain on sale of bitcoin, $274,731 gain on investment and net changes in operating assets and liabilities of $1,230,523.

Current wording

For the six months ended June 30, 2024, we used $1,210,224 of cash in operating activities, which included our net loss of $5,048,630 offset by $1,901,999 for amortization and depreciation expense, $338,750 for stock-based compensation, $225,229 gain on sale of bitcoin, $274,731 gain on investment and net changes in operating assets and liabilities of $2,097,617. For the six months ended June 30, 2023, we received $1,852,249 of cash from operating activities, which included our net loss of $3,204,948 plus our operating lease expense, net of repayment of $8,444 offset by $3,399,095 for amortization and depreciation expense, $132,788 for stock-based compensation, $279,242 from the loss on sale of cryptocurrency and net changes in operating assets and liabilities of $1,254,516.

Previous wording

For the three months ended March 31, 2024, we received net cash of $249,013 in financing activities as a result of receiving $182,150 from our CEO, $9,775 from the sale of common stock, $6,840 in proceeds from exercise of options by related parties, and an increase in our cash overdraft of $91,020. We made repayments on our note payable of $40,772.

Current wording

For the six months ended June 30, 2024, we received net cash of $751,590 in financing activities as a result of receiving $834,782 from our CEO, $9,775 from the sale of common stock, $6,840 in proceeds from exercise of options by related parties, and an increase in our cash overdraft of $30,559. We made repayments on our note payable of $130,406. For the six months ended June 30, 2023, we used net cash of $157,077 in financing activities as a result of a cash overdraft of $8,050 and payments on a note payable of $149,027.

Previous wording

At March 31, 2024, the Company had cash of $3,319 and negative working capital of $5,832,924.

Current wording

At June 30, 2024, the Company had cash of $53,265 and negative working capital of $7,729,939.

Previous wording

During the three months ended March 31, 2024, Mr. Yakov made payments on behalf of the company in the amount of $182,150. As of March 31, 2024, the Company owes Mr. Yakov $194,828. The amount is non-interest bearing and due on demand.

Current wording

During the six months ended June 30, 2024, Mr. Yakov made payments on behalf of the company in the amount of $834,782. As of June 30, 2024, the Company owes Mr. Yakov $847,460. The amount is non-interest bearing and due on demand.

Previous wording

The Company has reviewed its cash flow activity during 2023 and the first quarter ended March 31, 2024 and projected cash flow forecast for the remainder of 2024. At March 31, 2024, the Company had cash of approximately $3,300, accounts receivable of approximately $207,000, invested funds of approximately $548,000 and bitcoin valued at $56,000. The Company has performed an overall analysis of market trends to determine whether or not it has sufficient liquidity to continue as a going concern for a period of at least twelve months from the date of this Annual Report. Management believes that its current available resources, along with funds to be received from the ATM Offering, creates sufficient liquidity in order to sustain operations for at least the twelve months following the filing of this Quarterly Report.

Current wording

The Company has reviewed its cash flow activity during 2023 and the first six months ended June 30, 2024 and projected cash flow forecast for the remainder of 2024. At June 30, 2024, the Company had cash of approximately $53,000, accounts receivable of approximately $118,000, and other prepaids and receivables of approximately $418,000. The Company has performed an overall analysis of market trends to determine whether or not it has sufficient liquidity to continue as a going concern for a period of at least twelve months from the date of this Annual Report. Management believes that its current available resources, along with funds to be received from the ATM Offering, creates sufficient liquidity in order to sustain operations for at least the twelve months following the filing of this Quarterly Report.
Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

For the three months ended June 30, 2024, we had total other expense of $32,929 from interest expense. For the three months ended June 30, 2023, we had total other income of $42,193 from a $48,683 on the sale of bitcoin offset by a $6,490 loss on investment.

Current report — wording carried from elsewhere

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Current report — wording carried from elsewhere

For the six months ended June 30, 2024, we had total revenue of $7,017,336 compared to $14,966,601 of revenue for the six months ended June 30, 2023, a decrease of $7,949,265 or 53.1%. For the six months ended June 30, 2024, we earned $4,772,402 in transaction and processing fees, $48,123 in merchant equipment rental and sales, $253,894 in other revenue from monthly recurring subscriptions, $263,936 of revenue from the Bitcoin Mining segment and $1,678,981 of revenue from the sale of digital products. For the six months ended June 30, 2023, we $14,108,719 in transaction and processing fees, $47,283 in merchant equipment rental and sales, $148,873 in other revenue from monthly recurring subscriptions, $304,290 of other revenue from the Cryptocurrency Mining segment and $357,436 of revenue from the sale of digital products. The decrease in revenue was a result of the loss of the CBD portfolio. Processing and servicing costs decreased by $4,741,837 or 45.3%, from $10,468,109 in the prior period to $5,726,272.

Current report — wording carried from elsewhere

Amortization expense for the six months ended June 30, 2024, was $308,808 compared to $1,799,662 for the six months ended June 30, 2023 a decrease of $1,490,854 or 82.8%. We record amortization expense on our merchant portfolio, trademarks and natural gas purchase rights. The decrease in the current period is due to the write off of the CBD portfolio as of December 31, 2023, therefore no amortization was recorded for the asset during the six months ended June 30, 2024. Depreciation expense for cryptocurrency mining equipment for the six months ended June 30, 2024 was $1,593,191 compared to $1,599,433 for the six months ended June 30, 2023, a decrease of only $6,242 or 0.4%.

Current report — wording carried from elsewhere

Professional fees for the six months ended June 30, 2024, were $1,213,298 compared to $589,126 for the six months ended June 30, 2023, an increase of $624,172 or 105.9%. Professional fees consist mainly of audit and legal fees. The increase was due to increased litigation-related legal expenses and auditor and legal expenses relating to the preparation of a spin-off of DMINT during the 2024 period.