WEB NEWS Deal Flow
TITLE OF EACH CLASS OF
SECURITIES TO BE REGISTERED
AMOUNT TO BE
REGISTERED (1)
PROPOSED MAXIMUM OFFERING PRICE
PER SHARE (2)
PROPOSED MAXIMUM
AGGREGATE OFFERING PRICE (1)
AMOUNT OF REGISTRATION FEE
Shares of common stock, $0. 001 par value
39,321,444(3)
$
0.25
$
9,830,361
$
989.92
Shares of common stock, $0. 001 par value, underlying convertible debenture
3,134,921(4)
$
0.25
$
783,730.25
$
78.92
Total
42,456,365
$
10,614,091.20
$
1,068.84
Deal Flow
TITLE OF EACH CLASS OF
SECURITIES TO BE REGISTERED
AMOUNT TO BE
REGISTERED (1)
PROPOSED MAXIMUM OFFERING PRICE
PER SHARE (2)
PROPOSED MAXIMUM
AGGREGATE OFFERING PRICE (1)
AMOUNT OF REGISTRATION FEE
Shares of common stock, $0. 001 par value
39,321,444(3)
$
0.25
$
9,830,361
$
989.92
Shares of common stock, $0. 001 par value, underlying convertible debenture
3,134,921(4)
$
0.25
$
783,730.25
$
78.92
Total
42,456,365
$
10,614,091.20
$
1,068.84
Notable Share Transactions
Item 1.01 Entry Into a Material Definitive Agreement
Deal Flow
Item 1.01 Entry Into a Material Definitive Agreement
Deal Flow
Item 3.02 Unregistered Sales of Equity Securities
Comments & Business Outlook
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Three Months Ended March 31,
2016
2015
Revenues
$
745,706
$
42,771
Cost of Revenues
291,014
0
Gross Profit
454,692
42,771
Operating Expenses
908,860
358,411
Income(loss) from Continuing Operations
(454,168
)
(315,640
)
Other Income (Expenses)
Interest expense
(9,328
)
(280,975
)
Non-Operating (expense) income
5,330
1,197
Total Other Income (Expenses)
(3,998
)
(279,778
)
Income(loss) from Continuing Operations Before Income Taxes
(458,166
)
(595,418
)
Income Tax Expense
0
0
Net Income(Loss)
$
(458,166
)
$
(595,418
)
Income(loss) attributable to non-controlling interest
$
(35,655
)
$
(68,666
)
Net Income(Loss) Attributable To Leo Motors, Inc.
(422,511
)
(526,752
)
Other Comprehensive Income:
Net Income(loss)
$
(422,511
)
$
(526,752
)
Unrealized foreign currency translation gain
78,120
(3,255
)
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$
(344,391
)
$
(530,007
)
Net Loss per Common Share:
Basic
$
(0.00
)
$
(0.00
)
Diluted
$
(0.00
)
$
(0.00
)
Weighted Average Common Shares Outstanding:
Basic
$
161,878,686
$
149,069,490
Diluted
$
161,878,686
$
149,972,010
"See accompanying notes to consolidated financial statements"
Deal Flow
Item 1.01 Entries Into a Material Definitive Agreement Item 8.01 Other Events
Comments & Business Outlook
LEO MOTORS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Years Ended December 31,
2015
2014
(Audited)
(Audited)
Revenues
$
4,299,187
$
693,096
Cost of Revenues
3,275,587
379,066
Gross Profit
1,023,600
314,030
Operating Expenses
5,421,508
3,468,599
Income(loss) from Continuing Operations
(4,397,908
)
(3,154,569
)
Other Income (Expenses)
Interest expense
(319,054
)
(1,325,975
)
Non-Operating (expense) income
225,990
0
Total Other Income (Expenses)
(93,064
)
(1,325,975
)
Income(loss) from Continuing Operations Before Income Taxes
(4,490,972
)
(4,480,544
)
Income Tax Expense
0
0
Net Income(Loss)
$
(4,490,972
)
$
(4,480,544
)
Income(loss) attributable to non-controlling interest
$
(443,574
)
$
(4,817
)
Net Income(Loss) Attributable To Leo Motors, Inc.
(4,047,398
)
(4,485,361
)
Other Comprehensive Income:
Net Income(loss)
$
(4,490,972
)
$
(4,480,544
)
Unrealized foreign currency translation gain
739,891
(42,899
)
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$
(3,751,081
)
$
(4,523,443
)
Net Loss per Common Share:
Basic
$
(0.03
)
$
(0.05
)
Diluted
$
(0.03
)
$
(0.05
)
Weighted Average Common Shares Outstanding:
Basic
$
155,866,313
$
97,393,209
Diluted
$
155,866,313
$
98,056,098
Management Discussion and Analysis
Sales for the year ended December 31, 2015 were $4,299,187 compared to $693,096 for the year ended December 31, 2014, reflecting an increase of $3,606,091. Most of this is revenue increase from our newly acquired subsidiaries Leo Motors Factory 1, Leo Motors Factory 2, and Leo Trading which generated $3,800,518 in the current year and none in 2014.
Comments & Business Outlook
LEO MOTORS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2015
2014
2015
2014
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
Revenues
$ 922,326 $ 28,813 $ 2,331,294 $ 28,813
Cost of Revenues
414,240 20,521 1,027,969 20,521
Gross Profit
508,086 8,292 1,303,325 8,292
Operating Expenses
956,180 341,530 3,138,024 1,840,040
Income(loss) from Continuing Operations
(448,094 ) (333,238 ) (1,834,699 ) (1,831,748 )
Other Income (Expenses)
Interest expense
(3,031 ) (131,410 ) (313,332 ) (189,707 )
Non-Operating (expense) income
38,636 (9,716 ) 41,553 (9,716 )
Total Other Income (Expenses)
35,605 (141,126 ) (271,779 ) (199,423 )
Income(loss) from Continuing Operations Before Income Taxes
(412,489 ) (474,364 ) (2,106,478 ) (2,031,171 )
Income Tax Expense
0 0 0 0
Net Income(Loss)
$ (412,489 ) $ (474,364 ) $ (2,106,478 ) $ (2,031,171 )
Income(loss) attributable to non-controlling interest
$ (55,017 ) $ (26,869 ) $ (150,422 ) $ (134,605 )
Net Income(Loss) Attributable To Leo Motors, Inc.
(357,472 ) (447,495 ) (1,956,056 ) (1,896,566 )
Other Comprehensive Income:
Net Income(loss)
$ (412,489 ) $ (474,364 ) $ (2,106,478 ) $ (2,031,171 )
Unrealized foreign currency translation gain
29,447 (26,930 ) 286,611 (22,424 )
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$ (383,042 ) $ (501,294 ) $ (1,819,867 ) $ (2,053,595 )
Net Loss per Common Share:
Basic
$ (0.00 ) $ (0.00 ) $ (0.01 ) $ (0.02 )
Diluted
$ (0.00 ) $ (0.00 ) $ (0.01 ) $ (0.02 )
Weighted Average Common Shares Outstanding:
Basic
$ 158,163,934 $ 136,627,984 $ 154,950,420 $ 97,393,209
Diluted
$ 158,163,934 $ 137,290,873 $ 154,950,420 $ 98,056,09
Comments & Business Outlook
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Three Months Ended June 30,
For the Six Months Ended June 30,
2015
2014
2015
2014
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
Revenues
$ 1,408,968 $ 0 $ 1,451,739 $ 0
Cost of Revenues
613,729 0 613,729 0
Gross Profit
795,239 0 838,010 0
Operating Expenses
1,823,433 261,063 2,181,844 1,498,510
Income(loss) from Continuing Operations
(1,028,194 ) (261,063 ) (1,343,834 ) (1,498,510 )
Other Income (Expenses)
Interest expense
(29,326 ) (29,276 ) (310,301 ) (58,297 )
Non-Operating (expense) income
1,720 (24,376 ) 2,917 (24,376 )
Total Other Income (Expenses)
(27,606 ) (53,652 ) (307,384 ) (82,673 )
Income(loss) from Continuing Operations Before Income Taxes
(1,055,800 ) (314,715 ) (1,651,218 ) (1,581,183 )
Income Tax Expense
0 0 0 0
Net Income(Loss)
$ (1,055,800 ) $ (314,715 ) $ (1,651,218 ) $ (1,581,183 )
Income(loss) attributable to non-controlling interest
$ (26,739 ) $ (44,053 ) $ (95,405 ) $ (107,736 )
Net Income(Loss) Attributable To Leo Motors, Inc.
(1,029,061 ) (270,662 ) (1,555,813 ) (1,473,447 )
Other Comprehensive Income:
Net Income(loss)
$ (1,055,800 ) $ (314,715 ) $ (1,651,218 ) $ (1,581,183 )
Unrealized foreign currency translation gain
0 5,600 0 4,506
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$ (1,055,800 ) $ (309,115 ) $ (1,651,218 ) $ (1,576,677 )
Net Loss per Common Share:
Basic
$ (0.01 ) $ (0.00 ) $ (0.01 ) $ (0.02 )
Diluted
$ (0.01 ) $ (0.00 ) $ (0.01 ) $ (0.02 )
Weighted Average Common Shares Outstanding:
Basic
$ 157,650,808 $ 83,384,649 $ 153,360,149 $ 77,692,489
Diluted
$ 157,650,808 $ 86,502,078 $ 153,360,149 $ 80,809,918
Management Discussion and Analysis
Revenues
Net Income (Loss)
The net loss for the three months ended June 30, 2015 increased to $1,055,800 from $314,715 for the three months ended June 30, 2014, an increase of $741,085.
Joint Venture
Item 1.01 Entry Into a Material Definitive Agreement
Pursuant to the JV Agreement, Senyuan Leo will have a registered capital of RMB 411,600,000 (approximately $66.3 million), with Fushun Jinyuan owning 51% and the Company owning 49%. The total capital contribution shall be completed no later than 90 days from the date Senyuan Leo is incorporated, which deadline may be further extended to 108 days from the date of incorporation.
The Company will invest in Senyuan Leo through a cash contribution of RMB 201,684,000 (approximately $32.5 million) and Fushun Jinyuan will invest in Senyuan Leo through a cash contribution of RMB 200,000,000 (approximately $32.2 million) and land use rights and real estate properties, the value of which is to be determined by appraisal firms appointed by both Fushun Jinyuan and the Company.
The Company also agreed to license certain of its technologies to Senyuan Leo for a fee equal to 10% of Senyuan Leo’s gross profit for a term of ten years. The Company will enter into separate license agreements with Senyuan Leo for the use of Leo’s technologies. The board of the JVC will consist of eight members and each party will assign four members to the board. Senyuan Leo has a term of operation of fifty years. The shareholders and board of Senyuan Leo may extend the term of operation upon government approval.
In addition, the JV Agreement contains customary provisions such as representations and warranties and shareholders rights and responsibilities.
Deal Flow
Item 3.02 Unregistered Sales of Equity Securities
In addition, on June 16, 2015, the Company acquired an aggregate of 1,710,897 shares of Leo Korea, representing 3.56% of the total issued and outstanding shares of Leo Korea, from its two shareholders in exchange for 855,791 shares of the Company’s common stock pursuant to certain share swap agreements.
As a result of the loan conversion and the share swap, the Company currently holds 50.79% of the issued and outstanding shares of Leo Korea.
Deal Flow
Item 1.01 Entry Into a Material Definitive Agreement
Each Note has a maturity date which is one year after the date of issuance and has an interest rate of four (4%) percent per annum. Each Note is convertible into restricted shares of the Company’s Common Stock at any time on the date that is three months after the issuance date at a conversion price equal to $0.15 per share, which may be adjusted, at the holder’s option, to a price equal to the higher of the par value of Common Stock or eighty-five (85%) of the average trading price of the Common Stock for the 30 days immediately preceding the date of conversion. The Company is permitted to repay the Note at any time after the date that is three months after the date of issuance.
The Company also agreed to issue warrants to holders of the Notes three months after the issuance of the Notes. The warrants entitle the holders to purchase an aggregate of 2,978,850 shares of the Company’s Common Stock at $0.15 per share, which may be adjusted, at the holder’s option, to a price equal to eighty-five (85%) of the average trading price of the Common Stock for the 30 days immediately preceding the date of exercise. The warrants expire in nine months after issuance and are exercisable at any time prior to expiration. The warrants may be exercised on a cashless basis.
Comments & Business Outlook
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Three Months Ended March 31,
2015
2014
(Unaudited)
(Unaudited)
Revenues
$ 42,771 $ 0
Cost of Revenues
0 0
Gross Profit
42,771 0
Operating Expenses
358,411 1,237,447
Income(loss) from Continuing Operations
(315,640 ) (1,237,447 )
Other Income (Expenses)
Interest expense
(280,975 ) (29,028 )
Non-Operating (expense) income
1,197 7
Total Other Income (Expenses)
(279,778 ) (29,021 )
Income(loss) from Continuing Operations Before Income Taxes
(595,418 ) (1,266,468 )
Income Tax Expense
0 0
Net Income(Loss)
$ (595,418 ) $ (1,266,468 )
Income(loss) attributable to non-controlling interest
$ (68,666 ) $ (122,209 )
Net Income(Loss) Attributable To Leo Motors, Inc.
(526,752 ) (1,144,259 )
Other Comprehensive Income:
Net Income(loss)
$ (526,752 ) $ (1,144,259 )
Unrealized foreign currency translation gain
(3,255 ) (1,094 )
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$ (530,007 ) $ (1,145,353 )
Net Loss per Common Share:
Basic
$ (0.00 ) $ (0.02 )
Diluted
$ (0.00 ) $ (0.02 )
Weighted Average Common Shares Outstanding:
Basic
$ 149,069,490 $ 72,000,239
Diluted
$ 149,972,010 $ 73,180,679
Management Discussion and Analysis
Acquisition Activity
Item 1.01 Entry Into a Material Definitive Agreement
On March 31, 2015, Leo Motors, Inc., a Nevada Corporation (the “Company”) acquired 50% of the outstanding common stock of each of (i) Erum Motors, Inc., a corporation organized under the laws of the Republic of Korea (“Erum”), (ii) Leo Motors Factory, Inc., a corporation organized under the laws of the Republic of Korea (“Leo Factory 1”) and (iii) Leo Motors Factory 2, Inc., a corporation organized under the laws of the Republic of Korea (“Leo Factory 2”) pursuant to acquisition agreements entered into by and between the Company and each of Erum, Leo Factory 1, and Leo Factory 2 (the “Acquisition Agreements”). The Company acquired from Erum, 100,000 shares of Erum’s common stock for a purchase price of 100,000,000 Korean Won. The Company acquired from Leo Factory 1, 200,000 shares of Leo Factory 1’s common stock for a purchase price of 100,000,000 Korean Won. The Company acquired from Leo Factory 2, 10,000 shares of Leo Factory 2’s common stock for a purchase price of 100,000,000 Korean Won Pursuant to the Acquisition Agreements, copies of which are attached hereto as Exhibit 10.1, Exhibit 10.2, and Exhibit 10.3, each of Erum, Leo Factory 1, and Leo Factory 2 became a wholly-owned subsidiary of the Company.
The foregoing description of each of the Acquisition Agreements is not complete and is qualified in its entirety by reference to Exhibits 10.1, 10.2, and 10.3, referenced above and is incorporated by reference in its entirety.
Comments & Business Outlook
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Years Ended December 31,
2014
2013
(Unaudited)
(Unaudited)
Revenues
$ 693,096 $ 0
Cost of Revenues
379,066 0
Gross Profit
314,030 0
Operating Expenses
3,468,599 875,901
Income(loss) from Continuing Operations
(3,154,569 ) (875,901 )
Other Income (Expenses)
Interest expense
(569,584 ) (136,775 )
Investment impairment
(762,000 ) 0
Derivative income
5,609 0
Non-Operating (expense) income
0 (225,287 )
Total Other Income (Expenses)
(1,325,975 ) (362,062 )
Income(loss) from Continuing Operations Before Income Taxes
(4,480,544 ) (1,237,963 )
Income Tax Expense
0 6,640
Net Income(Loss)
$ (4,480,544 ) $ (1,244,603 )
Income(loss) attributable to non-controlling interest
$ 4,817 $ (612,432 )
Net Income(Loss) Attributable To Leo Motors, Inc.
(4,485,361 ) (632,171 )
Other Comprehensive Income:
Net Income(loss)
$ (4,485,361 ) $ (632,171 )
Unrealized foreign currency translation gain
(42,899 ) (1,545 )
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$ (4,528,260 ) $ (633,716 )
Net Loss per Common Share:
Basic
$ (0.05 ) $ (0.01 )
Diluted
$ (0.05 ) $ (0.01 )
Weighted Average Common Shares Outstanding:
Basic
$
107,700,959
$ 60,220,851
Diluted
$
122,625,222
$ 61,660,506
Management Discussion and Analysis
Revenues
Comments & Business Outlook
LEO MOTORS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Three Months Ended September 30,
For the Nine Months Ended September 30,
2014
2013
2014
2013
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
Revenues
$ 28,813 $ 0 $ 28,813 $ 0
Cost of Revenues
20,521 0 20,521 0
Gross Profit
8,292 0 8,292 0
Operating Expenses
341,530 158,910 1,840,040 395,178
Income(loss) from Continuing Operations
(333,238 ) (158,910 ) (1,831,748 ) (395,178 )
Other Income (Expenses)
Interest expense
(131,410 ) 0 (189,707 ) (130,052 )
Non-Operating (expense) income
(9,716 ) (28 ) (9,716 ) (2,835 )
Total Other Income (Expenses)
(141,126 ) (28 ) (199,423 ) (132,887 )
Income(loss) from Continuing Operations Before Income Taxes
(474,364 ) (158,938 ) (2,031,171 ) (528,065 )
Income Tax Expense
0 0 0 0
Net Income(Loss)
$ (474,364 ) $ (158,938 ) $ (2,031,171 ) $ (528,065 )
Income(loss) attributable to non-controlling interest
$ (26,869 ) $ (87,643 ) $ (134,605 ) $ (238,994 )
Net Income(Loss) Attributable To Leo Motors, Inc.
(447,495 ) (71,295 ) (1,896,566 ) (289,071 )
Other Comprehensive Income:
Net Income(loss)
$ (474,364 ) $ (158,938 ) $ (2,031,171 ) $ (528,065 )
Unrealized foreign currency translation gain
(26,930 ) (19 ) (22,424 ) (3,463 )
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$ (501,294 ) $ (158,957 ) $ (2,053,595 ) $ (531,528 )
Net Loss per Common Share:
Basic
$ (0.00 ) $ (0.00 ) $ (0.02 ) $ (0.00 )
Diluted
$ (0.00 ) $ (0.00 ) $ (0.02 ) $ (0.00 )
Weighted Average Common Shares Outstanding:
Basic
$ 136,627,984 $ 59,681,955 $ 97,393,209 $ 58,588,992
Diluted
$ 137,290,873 $ 60,348,622 $ 98,056,098 $ 59,255,659
Management Discussion and Analysis
Sales for the three months ended September 30, 2014 were $28,813 compared to $0 for the three months ended September 30, 2013, reflecting no change. All of this is revenue from our newly acquired subsidiary LGM Co., LTD.
The net loss for the three months ending September 30, 2014 increased to $474,364from $158,938 for the three months ending September 30, 2013, an increase of $315,426. As outlined above the Company has had sales solely from our one subsidiary as it rebuild its product lines. Our major expense in 2014 was stock issued as wages which caused the majority of our increases in net losses period over period.
Comments & Business Outlook
Item 1.01 Entry Into a Material Definitive Agreement
Pursuant to the License granted to the Company by TPT, the Company may (i) utilize the Licensed Materials exclusively in the development and invention of new products for use and sale in the product categories of automobiles, vessels and energy storage equipment, and (ii) may sell products utilizing the Licensed Materials in the product categories of automobiles, vessels and energy storage equipment. TPT shall remain responsible for the product development, production and delivery of the Licensed Materials. However, the Company shall be responsible for product development, production and delivery of any new inventions it creates utilizing the Licensed Materials.
The Agreement shall have an initial term of ten (10) years, which may be extended by mutual agreement of both parties.
As consideration for the License granted, the Company will grant TPT two million (2,000,000) shares (the “License Fee”) of the Company’s restricted common stock, par value $0.001 (the “Shares”). If, on September 19, 2015, the then market value of the Shares shall not equal or exceed 200,000,000 KRW (South Korean Won), the Company shall purchase the Shares that TPT still owns from TPT at a price equal to 200,000,000 KRW, based upon the assumption that TPT remains the owner of 100% of the Shares. If any of the License Materials lose their status as registered patents, the License Fee shall be adjusted to reflect such status change within 3 months of such change, upon the mutual agreement of both parties.
The Company may terminate the Agreement upon the occurrence of any of the following if TPT fails to cure such events of default within 14 days’ notice of such event of default: (i) if the Licensed Materials delivered differ from the License Materials the Company shall have contracted for, (ii) if the Licensed Materials shall become invalid due to the fault of TPT, (iii) if TPT shall fail to provide the complete License rights, (iv) if TPT cannot continue to satisfy its obligations pursuant to the Agreement due to any reconciliation, consolidation or bankruptcy, including to TPT’s assets, and (v) if the License Materials do not satisfy certain technical requirements, as further described in the Agreement. TPT may terminate the Agreement upon the occurrence of any of the following if the Company fails to cure such events of default within 14 days’ notice of such event of default: (i) if the Company fails to satisfy certain settlement and registration obligations pursuant to Section 5 of the Agreement, and (ii) ) if the Company cannot continue to satisfy its obligations pursuant to the Agreement due to any reconciliation, consolidation or bankruptcy, including to TPT’s assets.
Reverse Merger Activity
INTRODUCTORY NOTE On July 1, 2014, Leo Motors, Inc., a Nevada Corporation (the “Company”) acquired all of the outstanding common stock of LGM Co. Ltd., a corporation incorporated in the Republic of Korea (“LGM”), from LGM’s shareholders, which represents 813,747 shares of LGM common stock, in exchange for 47,352,450 shares of the Company's common stock (the “Transaction”) pursuant to the Share Swap Agreement entered into by and between LGM and the Company (the “Agreement”). Pursuant to the Agreement, LGM became a wholly-owned subsidiary of the Company.
Deal Flow
Item 3.02 Unregistered Sales of Equity Securities
the Company entered into amendments to the Agreements with each of such Investors pursuant to which the Closing Date was extended to August 29, 2014. All other terms of the Agreements remained unchanged.
Comments & Business Outlook
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Three Months Ended June 30,
For the Six Months Ended June 30,
2014
2013
2014
2013
(Unaudited)
(Unaudited)
(Unaudited)
(Unaudited)
Revenues
$ 0 $ 0 $ 0 $ 0
Cost of Revenues
0 0 0 0
Gross Profit
0 0 0 0
Operating Expenses
261,063 124,462 1,498,510 236,268
Income(loss) from Continuing Operations
(261,063 ) (124,462 ) (1,498,510 ) (236,268 )
Other Income (Expenses)
Interest expense
(29,276 ) (66,995 ) (58,297 ) (130,052 )
Non-Operating (expense) income
(24,376 ) 3,217 (24,376 ) (2,807 )
Total Other Income (Expenses)
(53,652 ) (63,778 ) (82,673 ) (132,859 )
Income(loss) from Continuing Operations Before Income Taxes
(314,715 ) (188,240 ) (1,581,183 ) (369,127 )
Income Tax Expense
0 0 0 0
Net Income(Loss)
$ (314,715 ) $ (188,240 ) $ (1,581,183 ) $ (369,127 )
Income(loss) attributable to non-controlling interest
$ (44,053 ) $ (94,687 ) $ (107,736 ) $ (151,351 )
Net Income(Loss) Attributable To Leo Motors, Inc.
(270,662 ) (93,553 ) (1,473,447 ) (217,776 )
Other Comprehensive Income:
Net Income(loss)
$ (314,715 ) $ (188,240 ) $ (1,581,183 ) $ (369,127 )
Unrealized foreign currency translation gain
5,600 (3,214 ) 4,506 (6,978 )
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$ (309,115 ) $ (191,454 ) $ (1,576,677 ) $ (376,105 )
Net Loss per Common Share:
Basic
$ (0.00 ) $ (0.00 ) $ (0.02 ) $ (0.00 )
Diluted
$ (0.00 ) $ (0.00 ) $ (0.02 ) $ (0.00 )
Weighted Average Common Shares Outstanding:
Basic
$ 83,384,649 $ 59,015,288 $ 77,692,489 $ 58,042,511
Diluted
$ 86,502,078 $ 60,195,528 $ 80,809,918 $ 59,222,951
Management Discussion and Analysis
Revenues
The net loss for the three months ending June 30, 2014 increased to $314,715 from $188,240 for the three months ending June 30, 2013, an increase of $126,475. As outlined above the Company has had zero sales as it rebuild its product lines. Our major expense in 2014 was stock issued as wages which caused the majority of our increases in net losses period over period.
Deal Flow
Item 3.02 Unregistered Sales of Equity Securities
Each note has a maturity date which is three years after the date of issuance. Each Note has an interest rate of four (4%) percent per annum. Each note is convertible into restricted shares of the Company’s common stock (“Common Stock”) at any time on the date that is three months after the date such Note was issued at an exercise price equal to $0.10 per share, which may be adjusted, subject to certain terms and conditions, to a price equal to the greater of (i) par value of the Common Stock, or (ii) seventy-five (75%) of the average trading price of the Common Stock for the 3 months immediately preceding the date of conversion. The Company is permitted to repay the Note at any time after the date that is three months after the date of issuance.
CFO Trail
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 17, 2014, the Board of Directors of Leo Motors, Inc. (the “Company”) appointed Mr. Jeong Youl Choi to serve as the Company’s Chief Financial Officer . Mr. Choi currently serves as a member of the Company’s Board of Directors.
Mr. Choi joined the Company in January of 2012. Currently, Mr. Choi serves as the Chief Executive Officer of Leo Motors, Co., Ltd., one of the Company’s Korean branches. Previously, from 2008 through 2012, Mr. Choi worked as an independent financial consultant. Mr. Choi worked as Chief Executive Officer of Neo Solar, a solar power company, from 2006 to 2007. Mr. Choi was Chief Executive Officer of Good EMG, an entertainment company, from 2007 to 2008. Mr. Choi helped to stage the A1 Grand prix Korea, World Motor Racing Challenge for National team, 2007 while at Good EMG. Mr. Choi received his degree at the Business School of Yonsei University.
On July 23, 2014, the Board of Directors of the Company appointed Mr. Jun Hee Won and Mr. Seok Heo to each serve as members of the Company’s Board of Directors.
Mr. Jun Hee Won joined the Company in 2007 and served as a research engineer until 2010. Beginning in 2010 and until the present, Mr. Won has served as Chief Executive Officer of LGM Co., Ltd., one of the Company’s newly acquired Korean branches. Mr. Won received his Bachelor’s degree in aerospace engineering and electronic engineering from Sejong University and his Master’s degree in converging technology from Hansung University.
Mr. Seok Heo founded and served as Chief Executive Officer of Summer Rain Communication Co., Ltd. From 2004 until 2006 during which time he managed on and off line integrated communication services. In 2008, Mr. Heo co-founded and, until 2011, served as Chief Executive Officer of Templicher Game Studio where he managed and produced on-line gaming systems. From 2011 until the present time Mr. Heo worked as a freelance programmer. Mr. Heo received his bachelor’s degree in computer science from Korea Advanced Institute of Science and Technology and his Master’s degree in computer science from Yonsei University.
There is no family relationship between either of Mr. Jun Hee Won or Mr. Seok Heo and any of our other officers and directors.
Except for the aforementioned appointment and actions, there has been no transaction or currently proposed transaction, in which the Company was or is to be a participant and the amount involved exceeds $120,000, and in which Mr. Won or Mr. Heo had or will have a direct or indirect material interest since the beginning of the Company’s last fiscal year.
Acquisition Activity
Item 2.01 Completion of Acquisition or Disposition of Assets
On July 1, 2014, Leo Motors, Inc., a Nevada Corporation (the “Company”) acquired all of the outstanding common stock of LGM Co. Ltd., a corporation incorporated in the Republic of Korea (“LGM”), from LGM’s shareholders, which represents 813,747 shares of LGM common stock, in exchange for 47,352,450 shares of the Company's common stock (the “Transaction”) pursuant to the Share Swap Agreement entered into by and between LGM and the Company (the “Agreement”). Pursuant to the Agreement, LGM became a wholly-owned subsidiary of the Company.
CFO Trail
Comments & Business Outlook
CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS EXPRESSED IN US DOLLAR)
For the Years Ended December 31,
2013
2012
(Unaudited)
(Unaudited)
Revenues
$ 0 $ 25,605
Cost of Revenues
0 23,786
Gross Profit
0 1,819
Operating Expenses
875,901 2,925,023
Income(loss) from Continuing Operations
(875,901 ) (2,923,204 )
Other Income (Expenses)
Assets disposal gain, net
0 52,893
Debt Forgiveness
0 1,309,028
Interest expense
(136,775 ) (197,634 )
Non-Operating (expense) income
(225,287 ) (105,705 )
Total Other Income (Expenses)
(362,062 ) 1,058,582
Income(loss) from Continuing Operations Before Income Taxes
(1,237,963 ) (1,864,622 )
Income Tax Expense
6,640 25,283
Net Income(Loss)
$ (1,244,603 ) $ (1,889,905 )
Income(loss) attributable to non-controlling interest
$ (612,432 ) $ (54,249 )
Net Income(Loss) Attributable To Leo Motors, Inc.
(632,171 ) (1,835,656 )
Other Comprehensive Income:
Net Income(loss)
$ (625,453 ) $ (1,835,656 )
Unrealized foreign currency translation gain
(1,545 ) (1,001 )
Comprehensive Income(loss) Attributable to Leo Motors, Inc.
$ (626,998 ) $ (1,836,657 )
Net Loss per Common Share:
Basic
$ (0.02 ) $ (0.04 )
Weighted Average Common Shares Outstanding:
Basic and Diluted
$ 60,220,851 $ 53,869,865
Management Discussion and Analysis
Results of Operations for the Twelve Months Ended December 31, 2013 compared to the Twelve Months Ended Decembers 31, 2012$0 compared to $25,605 for the year ended December, 2012. Costs of sales were $0 and gross profit was $0 in the year ended December 31, 2013 compared to $23,786 as costs of sales and gross profit of $1,819 in the same period in 2012.The decrease in sales for the most recent fiscal year is attributable to decrease in the sales of merchandise reflecting current market conditions. The Company is currently involved in projects designed to expand its reach into new markets.
Resolution of Legal Issues
On June 5, 2012, Leo Motors, Inc. (the "Company") received a signed
debt forgiveness agreement from Robert S. C. Kang Ph.D. (former President) in the
amount of $805,000.00 (
USD equivalent of the Korean Won). This debt forgiveness agreement confirmed email notice from Mr. Kang received by the Company on May 28, 2012. The Company has accepted Mr. Kang?s offer of debt forgiveness.
Deal Flow
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On June 5, 2012, Leo Motors, Inc. (the "Company")
received a signed debt forgiveness agreement from Robert S. C. Kang Ph.D. (former President) in the
amount of
$805,000.00 (USD equivalent of the Korean Won). This debt
forgiveness agreement confirmed email notice from Mr. Kang received by the
Company on May 28, 2012. The Company has accepted Mr. Kang?s offer of
debt forgiveness.
Pump and Dump Watch
LAS VEGAS, NV--(Marketwire - Jan 5, 2012 ) - Leo Motors, Inc. (OTCQB : LEOM) signed a contract with PDI Global LLC (http://www.pdidg.com/) to supply 20,000 units of e-Box, Leo's Electric Energy Storage in Social Housing in the Republic of the Congo through PDI. PDI is involved in the Social Housing project in Congo for 300,000 homes, and plans to provide electric energy storage to as many of them as possible, using solar generators in the project to help solve the electricity problems, and to promote the green energy policy.
Social Houses use an independent electricity supply system whereby electricity is generated from solar or wind generators which store the electricity in high density energy storage units like Leo's e-Box for reuse.
According to Mr. John Lee, CEO of Leo Motors, "With this agreement, Leo will supply 20,000 units of e-Box per annum (sales goal), and this will generate sales of $100 million. We upgraded our existing e-Box for safer and higher power storage."
Comments & Business Outlook
The following news was released late i January 6, 2012 trading session.
As previously announced, Leo Motors, Inc. (the "Company") entered into a agreement to provide 20,000 E-Box's to a USA based company which can now be identified as PDI Global LLC (http://www.pdidg.com). The 20,000 e-Box devices will be used by PDI in Social Housing in the Republic of the Congo. The contract with PDI will generate sales of $100 million per annum based on 20,000 e-Box energy storage units according to John Lee, President and CEO of the Company.
Further the Company announced today that it had entered into a $25 million contract to supply 5,000 e-Box devices to Hanwha Corporation (http://www.hanwhacorp.co.kr). Hanwha was appointed exclusive distributor of the e-Box in Europe.The contract with Hanwha is guaranteed at a minimum of 5,000 units of the e-Box.
Liquidity Requirements
Our long term survival will depend on the growth of our operations towards full scale manufacturing and sales of our EVs, which in turn will depend on our
ability to raise sufficient financing. If our fund raising efforts should fail or fall short of our goal, we will have to restructure our business plan in order to sustain our operations. However, in that event we may be unable to implement our business plan or continue operations.
Notable Share Transactions
Leo Motors, Inc. (Pink OTC Markets: LEOM) announced today that Sea Motors Group LLC has agreed to return and cancel 2,000,000 shares of common stock previously issued to them, due to Sea Motors being unable to perform on its distribution agreement with Leo. Dr. Robert Kang, stated, "I believe Leo will make substantial growth in 2011, as we continue to develop our relationships with various international companies and governments. It is unfortunate that our relationship with Sea Motors was unsuccessful, but I am very optimistic about our prospects looking forward with new partners."
Separately, Dr. Kang has also agreed to cancel stock options to purchase 10million shares , given to him for his role as CEO. Dr. Kang added, "It is
With the cancellation of the shares, Leo now has 48,833,115 shares of common
