5001 Baum Boulevard, Suite 770

Pittsburgh, Pennsylvania 15213

(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number: (412) 621-0902

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading ~~Symbol~~Symbol(s)	Name of each exchange on which registered

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of ~~‘‘large~~“large accelerated ~~filer”,~~filer,” “accelerated filer,’’” “smaller reporting ~~company”~~company,” and ~~“emerging~~"emerging growth ~~company”~~company" in Rule 12b-2 of the Exchange ~~Act:~~Act.

Large accelerated filer ☐				Accelerated ~~filer~~Filer ☐
Non-accelerated ~~filer~~Filer ☒				Smaller ~~reporting company~~Reporting Company ☒
Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ~~Yes~~☐No☒

As of November ~~12, 2019,~~16, 2020, there were ~~29,271,974~~26,588,220 shares of common stock ~~par value $0.001,~~(net of 1,590,004 shares treasury stock), of the registrant issued and outstanding.

‭‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬

‬‬‬‬‬‬

~~Explanatory Note~~LIBERATED SYNDICATION INC.

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2020

This Quarterly Report on Form 10-Q/A (Amendment No. 1) amends the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) by Liberated Syndication Corp. (the “Company”) on November 14, 2019 (the “Original 10-Q”) to restate our unaudited consolidated financial statements for the quarterly period ended September 30, 2019 and to amend related disclosures.TABLE OF CONTENTS

On April 28, 2020, the Audit Committee of the Board of Directors of Liberated Syndication Inc, a Nevada corporation (the “Company”) determined that (a) the Consolidated Balance Sheet as of December 31, 2018, (b) the Consolidated Statement of Operations for the year ended December 31, 2018, (c) the Statement of Stockholders’ Equity for the year ended December 31, 2018, and (d) the Consolidated Statement of Cash Flows for the year December 31, 2018, all as presented in the Company’s Annual Report on Form 10-K for the Period Ended December 31, 2018, as previously filed with the U.S. Securities and Exchange Commission on March 14, 2019, should not be relied upon. Subsequent to such determination, the Company reviewed the related interim financial statements and interim financial statements for the first three quarters of 2019 and 2018, and as a result of such review, on May 20, 2020, the Audit Committee determined that such interim financial statement should likewise no longer be relied upon.

Specifically, the amounts reported in the Consolidated Balance Sheet as of September 30, 2019 for total assets, current liabilities, and consequently total liabilities and total stockholders’ equity, were determined to be materially different. Additionally, the income tax (benefit) expense in the Consolidated Statement of Operations for the three and nine months ended September 30, 2019 was changed. As a result, the net income and the basic and diluted income per common share were determined to be materially different. The Statement of Stockholders’ Equity for the period ended September 30, 2019 with its net income and accumulated deficit are consequently affected. The Consolidated Statement of Cash Flows for the nine months ended September 30, 2019 also changed as a result of the deferred income taxes and income tax payable for 2019.

~~During the 2019 audit process, it was discovered through an ongoing IRS examination that the Company owed Federal tax for 2018.~~PART I. FINANCIAL INFORMATION

The IRS examination uncovered an error in calculating the Net Operating Loss Carryforward (NOL) resulting from the spin-off of Libsyn in 2016. At December 31, 2017, the Company had recorded an NOL of approximately $14 million. The NOL was part of deferred tax asset which was valued at $0 on the balance sheet, as it had a full valuation allowance. Consequently, the Company was not recognizing tax expenses or the associated tax payable during 2018. However, as the IRS examination continued, it has become clear that the $14 million NOL was overestimated by approximately $12.5 million, and by March 31, 2018, that the NOL has been completely utilized. The result is that the Company ought to have begun recording income tax (benefit) expense in 2018.

~~This Federal Tax Balance will be paid with an amended return in 2020.~~

The Company has temporary tax differences which result in a deferred tax asset (DTA). Under the provisions of ASC Topic 740, a DTA is to be recognized for the potential future tax benefit from a loss carryforward. Full realization of the benefit, however, depends on the Company having income in future years.

Because the NOL has been completely utilized and the Company is now consistently recording profits, a DTA with the associated payable should have been recorded in 2018. DTAs represent future income tax benefits. But the tax (benefits) will be realized only if there is sufficient taxable income from which the deductible amount can be deducted.

~~Impact of the Restatement~~

~~As a result of the restatement, reported net income was decreased by $178,129, or $0.01 per basic and diluted share for the three months ended September 30, 2019.~~

As a result of the restatement, reported net income was decreased by $689,071, or $0.02 per basic and diluted share for the nine months ended September 30, 2019. Total assets increased by $1,752,979 at September 30, 2019. Current and total liabilities increased by $1,856,502 at September 30, 2019. Accumulated deficit decreased by $103,523‬ at September 30, 2019.‬‬‬

~~Items Amended in this Filing~~

For the convenience of the reader, this Form 10-Q/A sets forth the Original Filing, in its entirety, as amended to reflect the restatement. No attempt has been made in this Form 10-Q/A to update other disclosures presented in the Original Filing, except as required to reflect the effects of the restatement. The following items have been amended as a result of the restatement:

~~Item 1. Financial Statements~~

~~Item 2. Management Discussion & Analysis~~

~~PART I - FINANCIAL INFORMATION~~

Item 1. Financial Statements.

The Unaudited Condensed Consolidated Financial Statements of Liberated Syndication Inc., a Nevada corporation (the “Company,” “Libsyn,” “Pair”, “we,” “our,” “us” and words of similar import), required to be filed with this 10-Q Quarterly Report were prepared by management and commence on the following page, together with related notes. In the opinion of management, the Unaudited Condensed Consolidated Financial Statements fairly present the financial condition of the Company.

~~LIBERATED SYNDICATION INC.~~
~~FINANCIAL STATEMENTS~~

~~CONTENTS~~




		~~PAGE~~
~~Unaudited Condensed Consolidated Balance Sheets~~		5

~~Unaudited Condensed Consolidated Statements of Operations~~		6

~~Unaudited Condensed Consolidated Statement of Stockholders’ Equity~~		7

~~Unaudited Condensed Consolidated Statements of Cash Flows~~		8

~~Notes to Unaudited Condensed Consolidated Financial Statements~~		9

~~LIBERATED SYNDICATION INC. AND SUBSIDIARIES~~

C~~ONDENSED CONSOLIDATED BALANCE SHEET~~

September 30,
2019
(Unaudited)
(As Restated)

December 31, 2018

CURRENT ASSETS:

Cash
$15,734,962
$11,079,941
Accounts receivable, net
  548,895
  481,921[1]
Prepaid expenses
  659,497
  449,223
Total current assets
  16,943,354
  12,011,085



Property and equipment, net
  1,776,105
  2,229,294
Goodwill
  16,388,171
  16,388,171
Definite life - intangible assets, net
  6,393,700
  7,786,686
Prepaid expense
  337,860
  191,609
Operating lease right-of-use assets
  1,015,442
  -
Deferred tax assets
  1,752,979 ‬‬‬‬‬
  1,454,077
Total assets
$44,607,611‬‬‬‬‬‬‬‬‬‬‬
$40,060,922



CURRENT LIABILITIES:


Accounts payable
$1,106,734
$745,889
Accrued expenses
  1,241,863
  377,572
Income tax payable
  1,856,501‬‬‬‬‬‬‬‬‬‬‬‬‬
  868,529
Deferred revenue
  2,289,883
  2,276,079
Current portion of capital lease obligation
  19,439
  72,986
Current portion of loans payable, net
  2,642,470
  2,638,599
Current portion of operating lease liabilities
  503,958
  -
Total current liabilities
  9,660,848‬‬‬‬‬‬‬‬‬‬‬
  6,979,654



LONG TERM LIABILITIES:


Loans payable, net
  4,499,378
  5,681,767
Capital lease obligation, net of current portion
  -
  831
Deferred revenue, net of current portion
  556,655
  371,938
Operating lease liabilities
  511,484
  -
Total long-term liabilities
  5,567,517
  6,054,536
Total liabilities
  15,228,365‬‬‬‬‬‬‬‬‬
  13,034,190



COMMITMENTS & CONTINGENCIES
  -
  -



STOCKHOLDERS' EQUITY


     Common stock
  29,272
  29,722
     Additional paid-in capital
  34,857,590
  35,010,552
     Accumulated deficit
  (5,507,618‬)‬‬‬‬‬‬
  (8,013,542)
Total stockholders' equity
  29,379,244‬‬‬‬
  27,026,732
Total liabilities and stockholders' equity
$44,607,611
$40,060,922

~~Liberated Syndication Inc. and Subsidiaries Balance Sheet~~ ~~(Parenthetical)~~

Statement of Financial Position

September 30,
2019

December 31, 2018

   Allowance for doubtful accounts [1]
  14,000
  14,000
   Common stock authorized
  200,000,000
  200,000,000
   Common stock par value
  0.001
  0.001
   Common stock issued and outstanding
  29,271,974
  29,721,974

~~The accompanying notes are an integral part to the unaudited condensed consolidated financial statements.~~

LIBERATED SYNDICATION INC. AND SUBSIDIARIES

Condensed Consolidated UB~~NAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS~~alance Sheets

	September 30, 2020	December 31, 2019
	(Unaudited)
CURRENT ASSETS:
Cash	$13,818,169	$16,621,272
Accounts receivable, net	377,053[1]	549,044[1]
Related party receivables	918,852	-
Prepaid expenses	843,488	614,417
Total current assets	15,957,562	17,784,733

Property and equipment, net	1,120,903	1,536,930
Goodwill	16,388,171	16,388,171
Definite life - intangible assets, net	5,065,886	5,929,371
Deferred tax assets	938,904‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬	1,847,979
Prepaid expense	422,469	363,091
Operating lease right-of-use assets	438,776	751,731
Prepaid expense	422,469‬‬	363,091
Total assets	$40,332,671‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬	$44,602,006

CURRENT LIABILITIES:
Accounts payable	$753,189	$760,163
Accrued expenses	975,476	1,087,271
Income tax payable	1,365,948	2,047,917
Deferred revenue	2,563,687	2,511,682
Current portion of capital lease obligation	-	831
Current portion of loans payable, net	2,647,987	2,643,824
Current portion of operating lease liabilities	390,985	408,828
Total current liabilities	8,697,272‬‬‬‬‬‬‬‬	9,460,516

LONG-TERM LIABILITIES:
Loans payable, net of current portion	918,058	2,104,611
Deferred revenue, net of current portion	701,555	601,234
Operating lease liabilities, net of current portion	47,791	342,903
Line of credit	2,000,000	2,000,000
Total long-term liabilities	3,667,404	5,048,748
Total liabilities	12,364,676	14,509,264

COMMITMENTS & CONTINGENCIES	-	-

STOCKHOLDERS' EQUITY
Common stock	26,825	29,272
Additional paid-in capital	37,768,819	35,243,171
Accumulated deficit	(5,808,232)	(5,179,701)
Common stock held in treasury (1,353,795 shares at September 30, 2020)	(4,019,417)	-
Total stockholders' equity	27,967,995	30,092,742
Total liabilities and stockholders' equity	$40,332,671	$44,602,006

LIBERATED SYNDICATION INC. AND SUBSIDIARIES BALANCE SHEET

Statement of Financial Position	September 30, 2020	December 31, 2019
	(Unaudited)
Allowance for doubtful accounts [1]	14,000	14,000
Common stock authorized	200,000,000	200,000,000
Common stock par value	0.001	0.001
Common stock issued and outstanding	26,824,429	29,271,974

Three Months Ended
September 30,

Nine Months Ended
September 30,

2019
(As Restated)

2018

2019
(As Restated)

2018

Revenue
$6,219,119
$5,726,425
$18,202,733
$16,091,492





Costs and operating expenses









Cost of revenue (excluding depreciation and amortization)
  881,171
  962,817
  2,581,659
  2,374,702
General and administrative
  2,339,966
  1,348,731
  6,074,072
  4,570,630
Technology
  478,372
  426,339
  1,390,161
  1,292,238
Selling
  293,185
  220,460
  702,521
  647,833
Customer support
  686,876
  680,094
  1,995,309
  2,055,389
Depreciation and amortization
  712,024
  736,818
  2,199,214
  2,273,083
Total costs and operating expenses
  5,391,594
  4,375,259
  14,942,936
  13,213,875
Operating income
  827,525
  1,351,166
  3,259,797
  2,877,617










Interest expense
  (75,280)
  (92,002)
  (245,002)
  (291,205)
Interest income
  66,862
  21,904
  178,551
  44,970
Other income (expense)
  277
  3,690
  1,650
  8,857
Income from operations before income taxes
  819,384
  1,284,758
  3,194,996
  2,640,239





Income tax expense (benefit)
  178,129‬‬‬‬
  270,527
  689,071
  (827,323)
Net Income
  641,255‬‬‬‬‬‬‬
$1,014,231

$2,505,925‬‬‬‬‬‬‬‬

$3,467,562










BASIC AND DILUTED INCOME PER COMMON SHARE
  0.02
$0.03
$0.09
$0.12
BASIC AND DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
  29,271,974
  29,776,974
  29,441,754
  29,733,256

The accompanying notes to the condensed consolidated financial statements are an integral part ~~to the unaudited~~of this condensed consolidated ~~financial statements.~~statement.

LIBERATED SYNDICATION INC. AND SUBSIDIARIES

Condensed Consolidated Statement of UO~~NAUDITED CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY~~perations

Common Stock

Additional Paid-in

Accumulated

Total Stockholders’

Shares

Amount

Capital

Deficit

Equity

Balance at December 31, 2018
  29,721,974
$29,722
$35,010,552
$(8,013,542)
$27,026,732
Recapture of prior period non-cash compensation charges in the current period
  -
  -
  (830,500)
  -
  (830,500)
Non-cash compensation awards
  -
  -
  677,088
  -
  677,088
Net income
  -
  -
  -
  1,200,623
  1,200,623
Balance at March 31, 2019
  29,721,974
$29,722
$34,857,140
$(6,812,919)
$28,073,943
Stock forfeiture
  (450,000)
  (450)
  450
  -
  -
Net income
  -
  -
  -
  664,047
  664,047
Balance at June 30, 2019
  29,271,974
$29,272
$34,857,590
$(6,148,872)
$28,737,989
Net income
  -
  -
  -

641,255‬‬‬

  641,255‬
Balance at September 30, 2019
  29,271,974
$29,272
$34,857,590
$(5,507,617)‬‬‬‬‬‬

$29,379,245‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬

Common Stock

Additional Paid-in

Accumulated

Total Stockholders’

Shares

Amount

Capital

Deficit

Equity

Balance at December 31, 2017
  29,595,473
$29,596
  34,804,457
$(12,386,887)
$22,447,166
Issuance of Common Stock for services
  200,000
  200
  317,800
  -
  318,000
Return of Common Stock for final settlement of Pair Acquisition
  (18,499)
  (18)
  (29,260)
  -
  (29,278)
Net Income
  -
  -
  -
  1,803,974
  1,803,974
Balance at March 31, 2018
  29,776,974
$29,778
  35,092,997
$(10,582,913)

$24,539,862‬‬‬‬‬‬

Net Income
  -
  -
  -
  649,357
  649,357
Balance at June 30, 2018
  29,776,974
$29,778
  35,092,997

$(9,933,556‬)‬‬‬

$25,189,219‬‬‬‬

Net Income
  -
  -
  -
  1,014,231
  1,014,231
Balance at September 30, 2018
  29,776,974
$29,778
  35,092,997

$(8,919,325‬)‬‬‬

$26,203,450‬

	Three Months Ended September 30,		Nine Months Ended September 30,
	2020	2019	2020	2019

Revenue	$6,511,707	$6,219,119	$19,114,200	$18,202,733

Costs and operating expenses

Cost of revenue (excluding depreciation and amortization)	937,863	881,171	2,367,400	2,581,659
General and administrative	4,820,259	2,339,966	8,458,122	6,074,072
Technology	595,393	478,372	1,754,245	1,390,161
Selling	312,179	293,185	842,001	702,521
Customer support	833,315	686,876	2,310,430	1,995,309
Depreciation and amortization	428,241	712,024	1,452,571	2,199,214
Total costs and operating expenses	7,927,250	5,391,594	17,184,769	14,942,936
Operating income (loss)	(1,415,543)	827,525	1,929,431	3,259,797

Other income (expense)
Gain on revaluation of put option	137,500	-	137,500	-
Interest expense	(27,319)	(75,280)	(123,823)	(245,002)
Interest income	7,387	66,862	74,772	178,551
Other income	1,238	277	12,587	1,650
Total other income (expense)	(118,806)	(8,141)	(101,036)	(64,801)
Income (loss) before income taxes	(1,296,737)	819,384	2,030,467	3,194,996

Income tax expense	727,269	178,129‬‬‬‬	2,685,998	689,071
Net Income (loss)	$(2,024,006)	$ 641,255‬‬‬‬‬‬‬	$ (628,531)‬‬‬‬‬‬‬‬	$ 2,505,925‬‬‬‬‬‬‬‬


BASIC AND DILUTED INCOME (LOSS) PER COMMON SHARE	$(0.07)	$0.02	$(0.02)	$0.09
BASIC AND DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING	27,453,697	29,271,974	28,667,685	29,441,754

The accompanying notes to the condensed consolidated financial statements are an integral part ~~to the unaudited~~of this condensed consolidated ~~financial statements.~~statement.

LIBERATED SYNDICATION INC. AND SUBSIDIARIES

Condensed Consolidated Statement of US~~NAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS~~tockholders' Equity

Nine Months Ended September 30,

2019
(Restated)

2018

Cash Flows from Operating Activities

     Net income
$2,505,925
$3,467,562
Adjustments to reconcile net income to net cash provided by operating activities:


          Depreciation and amortization expense
  2,199,214
  2,273,083
          Issuance of common stock for services
  -
  318,000
          Deferred income taxes
  (298,902‬)‬‬‬
  1,416,762
Non-cash compensation expense, net of recapture
  (153,412)
  -
          Amortization of right-of-use asset
  382,379
  -
          Discount on loan fees
  21,483
  25,478
          Change in assets and liabilities:


               Accounts receivable
  (66,974)
  78,906
               Prepaid expenses
  (356,525)
  (419,633)
               Accounts payable
  360,845
  11,853
               Income taxes payable
  987,973
  589,438
               Accrued expense
  864,290
  (462,152)
               Operating lease liabilities
  (382,379)
  -
               Deferred revenue
  198,521
  1,192,715
Net Cash Provided by Operating Activities
  6,262,438
  5,658,489



Cash Flows from Investing Activities:





Purchase of property and equipment
  (353,040)
  (254,527)
Net Cash Used in Investing Activities
  (353,040)
  (254,527)






Cash Flows from Financing Activities:


Repayment on term loan
  (1,200,000)
  (1,200,000)
Repayment on capital lease
  (54,377)
  (51,589)
Net Cash Used in Financing Activities
  (1,254,377)
  (1,251,589)



   Net Increase in Cash
  4,655,021
  4,152,373
   Cash at Beginning of Period
  11,079,941
  5,211,845
   Cash at End of Period
$15,734,962
$9,364,218



   Supplemental Disclosures of Cash Flow Information


     Cash paid during the periods for:


          Interest
$223,519
$263,981
          Income taxes
  -
  -




Supplemental Disclosures of Cash Flow Investing and Financing Activities


Right-of-use operating lease assets obtained in exchange for operating lease liabilities
$1,397,821
$-
Returned Common Stock
$-
$29,278

				Additional		Total
	Common Stock		Treasury	Paid-in	Accumulated	Stockholders’
	Shares	Amount	Stock	Capital	Deficit	Equity
Balance at December 31, 2019	29,271,974	$29,272	$-	$35,243,171	$(5,179,701)	$30,092,742
Common stock issued for services	18,750	19	-	70,294	-	70,313
Net income	-	-		-	1,120,111‬‬‬‬‬‬	1,120,111‬‬‬‬‬‬
Balance at March 31, 2020	29,290,724	$29,291	-	$35,313,465	$(4,059,590)	$31,283,166
Common stock issued for services	18,750	19	-	70,294	-	70,313
Net income	-	-	-	-	275,36‬‬‬‬‬4	275,364
Balance at June 30, 2020	29,309,474	$29,310	-	$35,383,759	$(3,784,226)	$31,628,843
Cancelled shares – expired grants	(300,000)	(300)	-	300	-	-
Cancelled shares – CEO separation	(1,325,000)	(1,325)	-	1,325	-	-
Stock buyback –CEO Separation (treasury)	(1,353,795)	(1,354)	(4,019,417)	-	-	(4,020,771)
Cancelled shares - Camac	(300,000)	(300)	-	300	-	-
Stock grant	775,000	775	-	2,300,975	-	2,301,750
Common stock issued for services	18,750	19	-	70,293	-	70,312
Unvested Restricted Stock Accretion	-	-	-	11,867	-	11,867
Net loss	-	-	-	-	(2,024,006)	(2,024,006)
Balance at September 30, 2020	26,824,429	$26,825	(4,019,417)	$37,768,819	$(5,808,232)	$27,967,995

				Additional		Total
	Common Stock		Treasury	Paid-in	Accumulated	Stockholders’
	Shares	Amount	Stock	Capital	Deficit	Equity
Balance at January 1, 2019	29,721,974	$29,722	$-	$35,010,552	$(8,013,542)	$27,026,732
Recapture of prior period non-cash compensation charges in the current period	-	-	-	(830,500)	-	(830,500)
Non-cash compensation awards	-	-	-	677,088	-	677,088
Net income	-	-	-	-	1,200,623	1,200,623
Balance at March 31, 2019	29,721,974	$29,722	-	$34,857,140	$(6,812,919)	$28,073,942
Stock forfeiture	(45,000)	(450)	-	450	-	-
Net income	-	-	-	-	664,047	664,047
Balance at June 30, 2019	29,271,974	$29,272	-	$34,857,590	$(6,148,872)	$28,737,990
Net income	-	-	-	-	641,255‬‬‬	641,255‬‬‬
Balance at September 30, 2019	29,271,974	$29,272	-	$34,857,590	$(5,507,617)	$ 29,379,245‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬

The accompanying notes to the condensed consolidated financial statements are an integral part ~~to the unaudited~~of this condensed consolidated ~~financial statements~~statement.

LIBERATED SYNDICATION INC. AND SUBSIDIARIES

Condensed Consolidated Statement of NC~~OTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~ash Flows

~~NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES~~

	Nine Months Ended September 30,
	2020	2019

Cash Flows from Operating Activities
Net income	$(628,531)	$2,505,925
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense	1,452,571	2,199,214
Deferred income taxes	909,075	(298,902‬)
Non-cash compensation expense, net of recapture	2,524,555	(153,412)
Amortization of right-of-use asset	312,955	382,379
Discount on loan fees	17,611	21,483
Change in assets and liabilities:
Accounts receivable	171,991	(66,974)
Other receivables	(918,852)	-
Prepaid expenses	(288,449)	(356,525)
Accounts payable	(6,974)	360,845
Income taxes payable	(681,970)	987,973
Accrued expense	(111,795)	864,290
Operating lease liabilities	(312,955)	(382,379)
Deferred revenue	152,326	198,521
Net Cash Provided by Operating Activities	2,591,558	6,262,438

Cash Flows from Investing Activities:

Purchase of property and equipment	(173,059)	(353,040)
Net Cash Used in Investing Activities	(173,059)	(353,040)


Cash Flows from Financing Activities:
Treasury stock purchases	(4,020,771)	-
Repayment on term loan	(1,200,000)	(1,200,000)
Repayment on capital lease	(831)	(54,377)
Net Cash Used in Financing Activities	(5,221,602)	(1,254,377)

Net Change in Cash	(2,803,103)	4,655,021
Cash at Beginning of Period	16,621,272	11,079,941
Cash at End of Period	$13,818,169	$15,734,962

Supplemental Disclosures of Cash Flow Information
Cash paid during the periods for:
Interest	$106,212	$223,519
Income taxes	2,431,846	-

Supplemental Non-Cash Investing and Financing Activities
Right-of-use operating lease assets obtained in exchange for operating lease liabilities	$-	$1,397,821

The accompanying notes to the condensed consolidated financial statements are an integral part of this condensed consolidated statement.

LIBERATED SYNDICATION INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

Organization – and Background

Organization

Liberated Syndication, Inc. (the “Company”, ~~(“Company”, “parent”~~“we,” or “us”)~~, a Nevada Corporation,~~ was organized on September 30, 2015. Webmayhem, Inc. (“Libsyn”), a Pennsylvania corporation, currently a wholly owned subsidiary of the Company, was originally organized on January 1, 2001. Libsyn provides podcast hosting services for producers of content. Libsyn also offers ad insertion on certain of the producers’ content. Libsyn offers hosting and distribution tools, including storage, bandwidth, syndication creation, distribution, and statistics tracking. Libsyn offers an enterprise solution for professional media producers and corporate customers and a premium subscription service that provides producers a custom ~~App~~app and a podcast ~~Website~~website where listeners can access their show, login to purchase a subscription, and get access to premium content.

On December 27, 2017, the Company purchased all the issued and outstanding shares of Pair Networks Inc., (“Pair”), a Pennsylvania corporation, and subsidiaries Ryousha Kokusai, LLC (“Ryousha”) and 660837NB, Inc. (“NB”), in a transaction accounted for as a purchase.

Pair ~~Networks Inc.~~ provides web hosting services and domain name registrations. Services include shared web hosting, e-commerce, fully managed virtual private and dedicated servers, customer self-managed dedicated servers, domain-name registration, co-location and content-delivery networks. Pair began operations in August 1995. It incorporated in the state of Pennsylvania in August 1998. Pair’s principal operations are conducted on-site in Pittsburgh, PA. Pair also has an operating site in Denver, ~~Colorado,~~CO, and a remote site back-up location in Pittsburgh, PA.

Ryousha ~~Kokusai, LLC~~ (dba Pair International), a wholly owned single-member limited liability company subsidiary of Pair, was formed on January 1, 2015. ~~The~~ Value ~~Added Tax (VAT) for~~added taxes (“VAT”) related to sales tooccurring in European Union countries, which are subject to ~~the~~ VAT, ~~in Europe~~ are paid through ~~Ryousha Kokusai LLC.~~Ryousha. There are no operating activities conducted by Ryousha. NB, a Canadian ~~Company~~company, was organized on December 2, 2011. NB is used solely for holding the Canadian tradenames and domain names of Pair. There are no operating activities conducted by NB.

Basis of Presentation –

Our financial statements have been prepared in accordance with generally accepted accounting principles in the United States ~~(GAAP)~~(“GAAP”) and include our accounts and the accounts of our subsidiaries. All material intercompany accounts and transactions have been eliminated.

Our interim financial statements are unaudited, and in our opinion, include all adjustments of a normal recurring nature necessary for the fair presentation of the periods presented. The results for the interim periods are not necessarily indicative of the results to be expected for any subsequent period or for the year ending December 31, ~~2019.~~2020.

These financial statements should be read in conjunction with our audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, ~~2018~~2019 (the ~~2018~~“2019 Form ~~10-K)~~10-K”).

~~Prior Period Reclassifications -~~ Reclassification of $318,000 common stock in prior periods was recorded as a Non-cash compensation item in the Statement of Operations. Per SAB 14, this has been reclassified and included in General and administrative line item.Accounting Estimates

~~Accounting Estimates~~ – The preparation of financial statements in conformity with ~~generally accepted accounting principles~~GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Management made assumptions and estimates for determining ~~reserve for~~ accounts receivable reserves, depreciation of fixed assets, deferred taxes and in determining the impairment of definite life intangible assets and goodwill. Actual results could differ from those estimated by management.

Our more significant estimates include:

●

the assessment of recoverability of long-lived assets, including property and equipment, goodwill and intangible assets;

●

the estimated reserve for refunds;

●

the estimated useful lives of intangible and depreciable assets;

●

the grant date fair value of equity-based awards; and

●

the recognition, measurement, and valuation of current and deferred income ~~taxes;~~taxes.

~~NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued~~

We periodically evaluate these estimates and adjust prospectively, if necessary. We believe our estimates and assumptions are reasonable; however, actual results may differ from our estimates.

Summary of Significant Accounting Policies

Cash and Cash Equivalents –

The Company considers all highly liquid investments with an original maturity date of three months or less when purchased to be cash equivalents. At September 30, ~~2019,~~2020, the Company had ~~$15,301,198~~$13,494,298 of cash balances in excess of federally insured limits.

Depreciation –

Depreciation of property and equipment is provided on the straight-line method over the estimated useful lives.

Accounts Receivable

~~LIBERATED SYNDICATION INC. AND SUBSIDIARIES~~

~~NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued~~

~~Accounts Receivable~~ – Accounts receivable consist of trade receivables arising in the normal course of business. At September 30, ~~2019~~2020 and December 31, ~~2018,~~2019, the Company ~~has~~had an allowance for doubtful accounts of $14,000 and $14,000, respectively, which reflects the Company’s best estimate of probable losses inherent in the accounts receivable balance. The Company determines the allowance based on known troubled accounts, historical experience, and other currently available evidence. During the nine months ended September 30, ~~2019~~2020 and ~~2018,~~2019, the Company ~~adjusted~~did not adjust the allowance for bad ~~debt by $0.~~debt.

Definite-life intangible assets –

The Company evaluates its long-lived assets for impairment whenever events or ~~change~~changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the asset to the future net undiscounted cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is the excess of the carrying amount over the fair value of the asset.

Technology Costs-

Software development costs associated with software to be sold, leased, or for internal use are expensed as incurred until technological feasibility, defined as a working model or prototype, has been established. At that time, such costs are capitalized until the product is available for general release. To date, costs incurred between the completion of a working model and the point at which the product is ready for general release have been insignificant. Accordingly, the Company has expensed all such costs to technology expense during the nine months ended September 30, ~~2019~~2020 and ~~2018.~~2019. Technology costs totaled ~~$1,390,161~~$1,754,245 and ~~$1,292,238~~$1,390,161 for the nine months ended September 30, 2020 and 2019, respectively. Technology costs totaled $595,393 and ~~2018,~~$478,372 for the three months ended September 30, 2020 and 2019, respectively.

Goodwill –

Goodwill is evaluated for impairment annually on December 31, and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. Triggering events that may indicate impairment include, but are not limited to, a significant adverse change in customer demand or business climate that could affect the value of goodwill or a significant decrease in expected cash flows. Management noted no triggering events during the ~~period~~quarter ended September 30, ~~2019.~~2020.

Advertising Costs –

Advertising costs are expensed as incurred and amounted to ~~$64,254~~$178,729 and ~~$95,075~~$64,254 for the nine months ~~ending~~ended September 30, 2020 and 2019, respectively. Advertising costs totaled $77,331 and ~~2018,~~$21,746 for the three months ended September 30, 2020 and 2019, respectively.

Fair Value of Financial Instruments –

The Company accounts for fair value measurements for financial assets and financial liabilities in accordance with ~~FASB ASC~~Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820. The authoritative guidance, which, among other things, defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as the exit price, representing the amount that would either be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

●

Level 1. Observable inputs such as quoted prices in active markets for identical assets or liabilities;

●

Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and

●

Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

~~LIBERATED SYNDICATION INC. AND SUBSIDIARIES~~

~~NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued~~

The fair value of the Company’s equity-based awards recorded in the Company’s financial statements ~~during the first quarter of 2019 was~~are determined using a Monte Carlo simulation valuation methodology based upon a Geometric Brownian Motion stock path, a Level 3 ~~measurement.~~measurement, or Black-Scholes modeling, as appropriate. Volatility ~~was~~is based on historical volatility of the Company’s common stock over commensurate periods. The expected life ~~was~~is based on the contractual term of the award, and the risk-free interest rate ~~was~~is based on the implied yield available on U.S. Treasury Securities with a maturity similar to the awards’ expected life.

~~Unless otherwise disclosed, the~~Assets and liabilities reported at fair value on a recurring basis:

	September 30, 2020			December 31, 2019
	Level 1	Level 2	Level 3	Level 1	Level 2	Level 3
Liabilities:
Accounts payable and accrued liabilities:
Put option$	-	$-	$181,500	$-	$-	$-

On July 31, 2020 the Company entered into a separation agreement with our former CEO. Included in this agreement was a right for our former CEO to put to the company up to 550,000 shares of ~~the Company’s financial instruments including cash, accounts receivable, prepaid expenses,~~common stock at a price of $2.50 per share between December 30, 2020 and December 29, 2021. The corresponding put option liability has been recorded as a short term liability and included in accounts payable ~~deferred revenue and accrued expenses approximates their recorded values due to their short-term maturities.~~on the balance sheet. The put option was valued using a Black-Scholes put model. The company used the following inputs for the put option:

●

Annual volatility – 63%

●

Risk free rate – .12%

●

Term – 1.4 years

Revenue Recognition -

The Company accounts for revenue in accordance with ASC Topic 606. Revenue is recognized when control of the promised services is transferred to our customers, in an amount reflecting the consideration we expect to be entitled to in exchange for those services.

Certain products are generally sold with a right of return within our policy, which are accounted for as variable consideration when estimating the amount of revenue to recognize. Refunds are estimated at contract inception using the expected value method based on historical refund experience and updated each reporting period as additional information becomes available and only to the extent it is probable a significant reversal of any incremental revenue will not occur. Refunds reduce deferred revenue at the time they are granted and ~~resulted~~result in a reduced amount of revenue recognized over the contract term of the applicable service compared to the amount originally expected.

Our revenue is categorized and disaggregated as follows:

Domains -– Domains revenue primarily consists of domain registrations and renewals, domain privacy, domain application fees, domain back-orders, aftermarket domain sales and fee surcharges paid to ~~ICANN.~~the Internet Corporation for Assigned Names and Numbers (“ICANN”). Domain registrations provide a customer with the exclusive use of a domain during the applicable contract term. After the contract term expires, unless renewed, the customer can no longer access the domain. Consideration is recorded as deferred revenue when received, which is typically at the time of sale, and revenue, other than for aftermarket domain sales, is recognized over the period in which the performance obligations are satisfied, which is generally over the contract term. Aftermarket domain revenue is recognized when ownership of the domain is transferred to the buyer.

Hosting Services -– Hosting services revenue primarily consists of website hosting products, website building products and services, website security products, an online shopping cart and online visibility products and email accounts. Consideration is recorded as deferred revenue when received, which is typically at the time of sale, and revenue is recognized over the period in which the performance obligations are satisfied, which is generally over the contract term.

Podcast Hosting -– Podcast hosting publishing services are billed on a month to month basis, with the first month’s bill prorated to the end of the month so all performance obligations are satisfied at each month-end. Consideration is recorded as revenue as the services, the underlying performance obligation, are provided ~~and~~ or satisfied and collection is probable which is generally when received.

Media Subscription Services -– The Company facilitates the sale of producers’ premium content through the sale of subscriptions. The amount earned per transaction is fixed with the producers determining the price for the sale of each subscription, and the Company earns a percentage of what the customer pays. The performance obligation is providing the subscription hosting medium and billing services. Accordingly, the Company reports premium subscription revenue on a net basis over the subscription service period in which the performance obligation is satisfied.

Advertising -– The Company recognizes revenue from the insertion of advertisements in digital media. The performance obligation is the download of the digital media with the advertisement inserted. The performance obligation to recognize advertising revenue is satisfied upon delivery of the media download and when collection is probable.

~~NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – continued~~Equity-Based Compensation

~~Equity-Based Compensation -~~Our equity-based awards are comprised of stock and are accounted for using the fair value method. Stock is measured based on the fair market value of the underlying common stock on the date of grant. Awards vest and compensation is recognized over the requisite service period. The measurement date for performance vesting awards is the date on which the applicable performance criteria are approved by our board of directors.

Leases – On January 1, 2019, the Company adopted Accounting Standards Codification ASC 842, Leases. ASC 842 was issued to increase transparency and comparability among entities by recognizing right-of-use assets and lease liabilities on the balance sheet and disclosing key information about lease arrangements.

~~We elected to transition to~~The Company accounts for leases in accordance with FASB ASC ~~842 using~~Topic 842. Leases that meet one or more of the ~~option to apply the standard on its effective date, January 1, 2019. The comparative periods presented reflect the former~~finance lease ~~accounting guidance and the required comparative disclosures~~criteria are ~~included in Note 8 – Leases. There was not a material cumulative-effect adjustment to our beginning retained earnings~~recorded as a ~~result of adopting ASC 842. We have recognized additional~~finance lease, and all other leases are operating ~~lease assets and obligations of $1.4 million and $1.0 million as of January 1, 2019 and September 30, 2019, respectively. For additional disclosure and detail, see Note 8 – Leases.~~leases.

Earnings Per Share –

The Company computes earnings per share in accordance with FASB ASC Topic 260, ~~Earnings Per Share,~~ which requires the Company to present basic earnings per share and diluted earnings per share when the effect is dilutive (see Note 9)10).

Income Taxes –

The Company accounts for income taxes in accordance with FASB ASC Topic 740, Accounting for Income Taxes. This topic requires an asset and liability approach for accounting for income taxes ~~(See~~(see Note 7)8).

Recently Enacted Accounting Standards -

Recent accounting pronouncements issued by the FASB did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

~~NOTE 2 - PROPERTY & EQUIPMENT~~

Property and Equipment

The following is a summary of property and equipment at:

	Life	September 30, 2019	December 31, 2018
				Life	September 30, 2020	December 31, 2019
Furniture, fixtures, and equipment	3-10 yrs	$8,262,927	$8,155,322	3-10 yrs	$8,262,929
Leasehold improvements	3 - 5 yrs	2,646,400		3-5 yrs	2,646,399
Software	3 yrs	507,480	262,046	3 yrs	688,040	514,981
		11,416,807	11,063,768		11,597,368	11,424,309
Less: Accumulated depreciation		(9,640,702)	(8,834,474)		(10,476,465)	(9,887,379)
Property & equipment, net		$1,776,105	$2,229,294
Property and equipment, net					$1,120,903	$1,536,930

~~NOTE 12 - SUBSEQUENT EVENTS~~

13.

Subsequent Events

Management has evaluated subsequent events through the date of the filing of this report. No events have occurred that would require adjustments to or disclosure in the financial statements other than:

On April 24, 2019, Camac Fund, LP, and its affiliates Camac Partners, LLC, Camac Capital, LLC, and Eric Shahinian, (collectively, “Camac”) made a demand to inspect the Company’s books and records, purportedly in connection with Camac’s efforts to compel the Company to call a special meeting of its stockholders. On May 8, 2019, the Company provided the materials required by relevant Nevada law. On July 15, 2019, Camac filed a verified complaint and alternative petition for a writ of mandamus/prohibition in Nevada District Court together with a motion for preliminary injunction, seeking to compel the Company to provide certain additional documents relating to the identity of beneficial owners of its common stock. The Company filed a response brief to the motion for preliminary injunction and a hearing was held on such motion on August 1. The Court’s decision denied the issuance of an injunction obligating the Company to generate or obtain those additional documents, but requires the Company to turn over any such documents should the Company use those documents in the future to engage in solicitation activity in connection with any special meeting of stockholders that may be held involving Camac.

~~NOTE 12 - SUBSEQUENT EVENTS – Continued~~

On October ~~4, 2019,~~8, 2020, Mr. Spencer, the ~~Company reached~~Company’s former chief executive officer, satisfied his withholding tax liability, related to his separation agreement, of $918,852 by tendering 236,209 shares of stock, with a ~~resolution with Camac. The settlement agreement provides for, among other things, the Company reimbursing Camac for up~~stock price of $3.89 per share, to ~~$600,000 in out-of-pocket expenses and the cancellation of certain equity awards by~~ the Company.

Immediately following the execution of the settlement agreement, the Company shall take all action necessary to irrevocably cancel those equity awards previously granted to the Company’s Chief Executive Officer and Chief Financial Officer representing an aggregate of 300,000 restricted shares (150,000 held by each of them), the vesting conditions with respect to which relate to the achievement of a Nasdaq uplisting. Promptly following such cancellation, the Company shall provide to the Stockholders evidence from its transfer agent regarding the return of such shares and their cancellation by the Company. The Company will obtain appropriate written confirmations from the affected individuals regarding such cancellation.

~~NOTE 13 – RESTATEMENT OF PREVIOUSLY REPORTED UNAUDITED CONSOLIDATED QUARTERLY FINANCIAL STATEMENTS~~

~~Background of the Restatement~~

~~During the 2019 audit process, it was discovered through an ongoing IRS examination that the Company owed Federal tax for 2018.~~

~~This Federal Tax Balance will be paid with an amended return in 2020.~~

~~Impact of the Restatement~~

~~As a result of the restatement, reported net income was decreased by $178,129, or $0.01 per basic and diluted share for the three months ended September 30, 2019.~~

The financial statements included in this Form 10-Q/A have been restated to reflect the adjustments described. The table below summarizes the effects of the restatement on Libsyn’s Unaudited Consolidated Statements of Operation for the three and nine months ended September 30, 2019, Unaudited Consolidated Balance Sheet at September 30, 2019, and Unaudited Statement of Stockholders’ Equity for the period ended September 30, 2019.

In addition to the restatement of the financial statements, certain information within Note 7 – Income Taxes to the financial statements has been restated to reflect the corrections of misstatements discussed above as well as to add disclosure language as appropriate.

Unaudited Consolidated Balance Sheet

September 30, 2019
As Reported

Corrections

September 30, 2019
As Restated

Deferred Tax Assets
  -
  1,752,979
  1,752,979
Total Assets
  42,854,632
  1,752,979

44,607,611‬‬‬‬‬‬‬‬‬

Income Taxes Payable
  -
  1,856,502
  1,856,502
Total Current Liabilities
  7,804,347
  1,856,502

9,660,849‬‬‬‬‬

Total Liabilities
  13,371,864
  1,856,502

15,228,366‬‬‬‬‬

Accumulated Deficit
  (5,404,094)

103,523‬‬‬‬

(‬‬‬5,507,617‬‬)‬‬‬‬

Stockholder’s Equity
  29,482,768

103,523‬‬‬‬

29,379,245‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬

Unaudited Consolidated Statement of Operations

Nine months ended
September 30, 2019
As Reported

Corrections

Nine months ended
September 30, 2019
As Restated

Income Tax (Benefit) Expense
  -
  689,071
  689,071
Net Income
  3,194,996
  (689,071)
  2,505,925‬
Basic and Diluted Income Per Common Share
  0.11
  (0.02)
  0.09

Unaudited Consolidated Statement of Operations

Three months ended
September 30, 2019
As Reported

Corrections

Three months ended
September 30, 2019
As Restated

Income Tax (Benefit) Expense
  -
  178,129
  178,129
Net Income
  819,384
  (178,129)
  641,255
Basic and Diluted Income Per Common Share
  0.03
  (0.01)
  0.02

Unaudited Statement of Stockholders’ Equity

September 30, 2019
As Reported

Corrections

September 30, 2019
As Restated
Net Income
  3,194,996
  (689,071)
2,505,92‬‬5‬‬
Accumulated Deficit
  (5,404,094)

(103,523‬‬)‬‬

(5,507,617‬‬)‬‬‬‬‬‬‬

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

~~Safe Harbor Statement~~.Forward-Looking Statements

Statements made in this Form 10-Q which are not purely historical are forward-looking statements with respect to the goals, plan objectives, intentions, expectations, financial condition, results of operations, future performance and business of the Company, including, without limitation, (i) our ability to gain a larger share of the web hosting and podcasting industries, our ability to continue to develop services acceptable to our industries, our ability to retain our business relationships, ~~and~~ our ability to raise capital and the growth of the web and podcasting hosting and domain industries, and (ii) statements preceded by, followed by or that include the words "may", "would", "could", "should", "expects", "projects", "anticipates", "believes", "estimates", "plans", "intends", "targets", "tend" or similar expressions.

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond the Company's control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following, in addition to those contained in the Company's reports on file with the Securities and Exchange Commission: the outbreak of the coronavirus (“COVID-19”) and the global spread of the COVID-19 pandemic during 2020; general economic or industry conditions, nationally and/or in the communities in which the Company conducts ~~business,~~business; changes in the interest rate ~~environment,~~environment; legislation or regulatory ~~requirements,~~requirements; conditions of the securities ~~markets,~~markets; changes in the web hosting and podcasting ~~industries,~~industries; the development of services that may be superior to the services offered by the ~~Company, competition,~~Company; competition; changes in the quality or composition of the Company's ~~services,~~services; our ability to develop new ~~services,~~services; our ability to raise ~~capital,~~capital; changes in accounting principles, policies or ~~guidelines,~~guidelines; financial or political ~~instability,~~instability; acts of war or ~~terrorism,~~terrorism; and other economic, competitive, governmental, regulatory and technical factors affecting the Company’s operations, services and prices.

Accordingly, results actually achieved may differ materially from expected results in these statements. Forward-looking statements speak only as of the date they are made. The Company does not undertake, and specifically disclaims, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.

Company Overview

Founded in 2015, Liberated Syndication ~~Inc (“the~~Inc. (the “Company,”, “parent”, “we,” or “us” and words of similar import), a Nevada corporation, provides podcast hosting services through its wholly-owned subsidiary Webmayhem Inc., a Pennsylvania corporation (“Libsyn”), and web hosting services through its wholly-owned subsidiary Pair Networks, Inc., a Pennsylvania corporation (“Pair” or “PNI”). The Company’s consolidated financial statements include the financial statements of Libsyn and Pair. Libsyn’s focus is on our podcasting business, while Pair’s focus is on our web hosting and ~~domains.~~domains business.

Our corporate offices consist of approximately 3,100 square feet of office space located at 5001 Baum Blvd, Suite 770, Pittsburgh, PA 15213. Our telephone number is (412) 621-0902. We also maintain an office at 2403 Sidney St., Suite 210, Pittsburgh, PA 15203 consisting of approximately 34,700 square feet.

~~BUSINESS~~Business

Libsyn

Libsyn is a ~~Podcast Service Provider~~podcast service provider offering hosting and distribution tools which include storage, bandwidth, RSS creation, distribution, and statistics tracking. Podcast producers can choose from a variety of hosting plan levels based on the requirements for their podcast. Podcast producers’ sign-up online at www.libsyn.com,, using their credit card to subscribe to a monthly plan. Libsyn offers a basic, getting started plan for $5 per month and more advanced plans that include more storage, advanced statistics, and podcast apps. Plans are designed to provide full-featured podcast tools with generous storage and bandwidth transfer. LibsynPro service is an enterprise solution for professional media producers and corporate customers that require media network features and dedicated support.

Libsyn supports both audio and video podcasts, allowing producers to upload podcast episodes through the Libsyn interface or via FTP to manage publishing to online directories, web portals, content aggregators, App marketplaces and social media platforms for both download and streaming.

~~Approximately 62%~~Management estimates approximately 60% of the ~~downloads from~~ shows that Libsyn distributes reach audiences using ~~Apple's iOS,~~the Apple Podcasts ~~and Apple’s iTunes~~ platform which includes iTunes on the computer ~~iPads, iPhones,~~and the Apple ~~Watch, Apple TV, and Apple’s~~ Podcasts App on iOS ~~devices.~~devices which includes iPhones, iPads, iPods, Apple Watch, and Apple TV. Libsyn also enables distribution to ~~destinations like Google Play Music and~~ aggregators such as Google Podcasts, Spotify, Pandora, iHeartRadio, radio.com and ~~iHeartRadio.~~Deezer. The OnPublish feature enables podcast episodes to be posted to social media sites such as Facebook, Twitter, YouTube, Linked-In and blogging platforms like WordPress, Tumblr and Blogger. Libsyn also provides a podcast player that can be embedded on websites or shared via social media.

Libsyn’s podcast platform architecture allows for expansion of distribution destinations and OnPublish capabilities. Using the Libsyn service, podcast producers can more broadly distribute and promote their shows to attract larger audiences.

Pair Networks, Inc.

Pair, ~~Networks, Inc. (“Pair”)~~

~~Pair Networks,~~ founded in 1996, is one of the oldest and most experienced Internet hosting ~~company~~companies providing a full range of fast, powerful and reliable web hosting services. Pair offers a suite of Internet services from shared hosting to virtual private servers to customized solutions with world-class 24x7 on-site customer support. Based in Pittsburgh, Pair servesbusinesses, bloggers, artists, musicians, educational institutions and non-profit organizations around the world.

Pair offers a variety of hosting plan ~~levels;~~levels, value add Internet services and domain registration. Through the Pair Account Control Center (ACC), customers can manage their hosting accounts and domains from one place.

Customers can choose from a variety of web hosting plan levels based on their requirements and applications. Pair Hosting offers shared servers, virtual private servers, dedicated servers and optimized WordPress hosting as managed services. With over twenty years of experience in Internet hosting, Pair has the expertise to build and manage reliable and powerful hosting solutions. The managed service and 24x7 support allow customers to focus on their core business without having to worry about hardware, operating systems, network connectivity or uptime.

Shared web hosting is a great option for startup or smaller businesses as the website sits on the same server with other websites and shares resources such as memory and Central Processing Unit (CPU). Basic website applications such as email and file sharing are ideal for shared server offerings.

Virtual private servers

Virtual private servers (VPS) is a step up from a shared hosting solution in that specific server resources are allocated directly for ~~your~~a customer’s use, assuring performance levels. This is a more secure and reliable option that separates ~~your~~a customer’s site from others and is ideal for storage or database applications for businesses, developers, and fast-growing sites.

Dedicated servers

Dedicated servers provide yet another level of security and performance for those who need more processing power or storage. Servers are built to customer specifications and tuned for performance, reliability and efficiency to meet the demand of more robust applications. Through Pair QuickServe (QS), a powerful hosting solution with tremendous capacity and speed, servers are ready for ~~your~~a customer’s use ~~in no time~~quickly and fully managed to keep them up to date.

Pair hosting also offers self-managed service through server collocation, which delivers the advantages of the powerful infrastructure that was built behind the fully managed offerings. For those customers who want to purchase their own hardware, collocation service in Pair’s data center allows for unmanaged service with the security and reliability of the diverse network, physically secure facilities, backup power and redundant climate control.

Optimized WordPress

WordPress (WP) is one of the fastest growing Content Management Systems (CMS) powering web sites today. Pair offers a managed WP product line that is optimally configured for performance and security. This managed WP service ~~will ensure~~provides fast performance, high availability and security by keeping sites up to date with the latest WP core updates and patches and ensuring hardware and network speed and uptime. The WP service offers a range of scalable solutions from several to unlimited WP sites, ideal for single sites through enterprise applications.

Pair Hosting customers sign-up online at www.pair.com,, using their credit card to subscribe to a monthly or annual plan. Pair offers a basic, getting started plan with a custom domain for $5.95 per month with a basic drag and drop website builder and more advanced plans that include additional storage, processing power and add-ons like eCommerce and WordPress. Plans are designed to provide full-featured web hosting tools for all levels including backups, ~~Account Control~~account control and security and operating system maintenance and upgrades.

Pair Domains offers custom domains for Top Level Domains (TLDs) including dot-com, dot-org, and dot-net that vary in price from $7.00 to $70 per year based on the TLD. Customers can search for available domains and sign-up online at www.pairdomains.com using their credit card for a one to ten-year domain name purchase or domain transfer. All domain names registered by Pair include enhanced services such as custom and dynamic Domain Name System (DNS) which controls your domain name’s website and email, WHOIS privacy, email forwarding, and a drag and drop website builder.

Results of Operations

Nine ~~Months~~months Ended September 30, ~~2019~~2020 and ~~2018.~~2019

During the nine months ended September 30, ~~2019,~~2020, the Company recorded revenues of ~~$18,202,733,~~$19,114,200, a ~~13%~~5% increase ~~over~~from revenues of ~~$16,091,492~~$18,202,733 for the same period in ~~2018.~~2019. The increase for ~~2019~~2020 reflects an increase in Libsyn4 hosting revenue ~~as well as LibsynPro,~~and Premium Subscriptions, offset by ~~decreases~~a decrease in Advertising and ~~Premium Subscription~~LibsynPro revenue. ~~The increase also reflects an increase due to Pair’s hosting and domain offerings.~~ Libsyn contributed ~~$10,562,580~~$11,828,145 and ~~$9,260,528~~$10,562,580 of revenue during the first nine months of ~~2019~~2020 and ~~2018,~~2019, respectively. Pair contributed ~~$7,640,153~~$7,286,055 and ~~$6,830,964~~$7,640,153 of revenue during the first nine months of ~~2019~~2020 and ~~2018,~~2019, respectively.

Libsyn4 hosting revenue increased $ 1,379,214, or 17%, during the nine months ended September 30, 2020 when compared to the same period in 2019 due to the growth in the number of podcasts on the ~~network when comparing~~network. LibsynPro decreased by 5% during the ~~first~~ nine months of 2019 versus 2018. LibsynPro revenue increased as a result of additional LibsynPro networks using our platform in the first nine months of 2019 with increased bandwidth usage fees for delivery of podcasts contributingended September 30, 2020 when compared to the ~~revenue gain.~~same period in 2019. Advertising revenue decreased ~~$538,253~~$151,197 during the first nine months of ~~2019~~2020 versus the same period of ~~2018.~~2019. The decrease resulted from a decrease in the dollars being spent on ad campaigns during the first nine months of ~~2019~~2020 with existing advertisers. Premium subscription revenue ~~decreased $45,282.~~increased $117,290 in the first nine months of 2020 versus the same period of 2019.

The Company recorded total costs and operating expenses of ~~$14,942,936~~$17,184,769 during the first nine months of ~~2019, an 13%~~2020, a 15% increase as compared to total costs and operating expenses of ~~$13,213,875~~$14,942,936 during the same period of ~~2018.~~2019. Libsyn contributed ~~$7,037,308~~$9,196,311 to total costs and operating expenses during the first nine months of ~~2019,~~2020, and ~~$5,259,665~~$7,037,309 during the same period in ~~2018.~~2019. Pair contributed ~~$7,905,628~~$7,988,458 to total costs and operating expenses during the first nine months of ~~2019~~2020 and ~~$7,954,210~~$7,905,627 during the same period in ~~2018.~~2019.

During the first nine months of ~~2019,~~2020, cost of revenue totaled ~~$2,581,659, a 9% increase~~$2,367,400, an 8% decrease as compared to ~~$2,374,702~~$2,581,659 for the same period in ~~2018.~~2019. Libsyn contributed ~~$1,737,553~~$1,449,868 while Pair contributed ~~$844,106~~$917,532 to the cost of revenue during the first nine months of ~~2019.~~2020. Libsyn recorded a decrease in bandwidth costs and ad sharing paid to producers offset by an increase in ~~bandwidth costs,~~ credit card processing fees and colocation fees ~~offset by a decrease in ad sharing paid to producers~~ during the first nine months of ~~2019~~2020 versus ~~2018.~~the same period of 2019. Pair recorded ~~an increase~~a decrease in domain name fees and internet ~~fees.~~fees for the first nine months of 2020 versus the same period of 2019. Cost of revenue as a percentage of revenue for Libsyn ~~decreased~~increased to ~~16%~~12% during the first nine months of ~~2019~~2020 from ~~20%~~16% during the same period in ~~2018.~~2019. This is a reflection of the ~~reduction in the bandwidth rate to deliver the podcasts, off-set by an~~ increase in bandwidth usage during the first nine months of ~~2019~~2020 due to the growth in the number of podcasts and increased podcast consumption on the Libsyn ~~Platform.~~Platform, offset by a reduction in the bandwidth rate to deliver the podcasts. Cost of revenue as a percentage of revenue for Pair increased to ~~11%~~13% during the first nine months of ~~2019~~2020 from 8%11% during the same period in ~~2018.~~2019. This is due primarily to the increase in domain name purchase fees and internet connectivity fees.

General and administrative expenses totaled ~~$6,074,072~~$8,458,122 during the first nine months of ~~2019~~2020 versus ~~$4,570,630~~$6,074,072 during the same period in ~~2018,~~2019, an increase of ~~33%~~39%. The increase was driven primarily due to ~~an increase in legal and advisory fees, wage~~the $2,926,439 related to our former CEO’s Separation Agreement expense and ~~insurance costs, offset by a decrease in professional fees as well as a reduction of non-cash expense for Libsyn. The increase includes~~expenses related to legal support costs. 2019 expenses included $610,179 of legal and advisory fees incurred by the Company in associated with its settlement with ~~Camac reached following the end of the quarter and $1,125,000 due to the accrual of bonuses for senior management. The increase was further driven by the increase in employment benefits.~~Camac. General and administrative expense for Pair during the first nine months of ~~2019~~2020 was ~~$2,030,374~~$1,959,902 and ~~$2,161,977~~$2,030,374 for the same period in ~~2018.~~2019. General and administrative expense for Libsyn for the same periods was $6,498,220 and $4,043,698, respectively.

During the third quarter of 2020, the Company, and ~~$2,408,653, respectively.~~Christopher Spencer, the Company’s former CEO, entered into a Separation and Transition Services Agreement and General Release (the “Separation Agreement”). As a result of the Separation Agreement, the Company booked $2,926,439 of compensation expense in the third quarter of 2020. This compensation expense related to a stock grant of 775,000 shares of common stock with an associated $2.50 put option on up to 550,000 of those shares through December 30, 2021, cash bonuses and salaries. In addition, the Company purchased 1,353,795 shares from Mr. Spencer at the market closing price of the Company’s common stock on July 31, 2020. As a result of these transactions, the Company was required to pay $918,852 in withholding taxes, for which Mr. Spencer was required to reimburse the Company under the Separation Agreement. As of September 30, 2020, that balance was reflected in the Company’s related party receivables.

Technology expenses represented ~~$1,390,161~~$1,754,245 during the first nine months of ~~2019~~2020 versus ~~$1,292,238~~$1,390,161 in ~~2018,~~the same period of 2019, driven by an increase in wage expense during the first nine months of ~~2019.~~2020. Selling expenses during the first nine months of ~~2019~~2020 were ~~$702,521~~$842,001 versus ~~$647,833~~$702,521 during the same period in ~~2018~~2019 driven by ~~a reduction~~an increase in advertising expense. Customer support expenses in the first nine months of ~~2019~~2020 were ~~$1,995,309~~$2,310,430 versus ~~$2,055,389~~$1,995,309 during the same period in ~~2018~~2019 driven by ~~the decrease~~an increase in support staff costs.

Depreciation and amortization expenses consist of charges relating to the depreciation of the property and equipment used in our operations and the amortization of intangible assets. Depreciation and amortization expense for the first nine months of ~~2019~~2020 was ~~$2,199,214~~$1,452,571 and ~~$2,273,083~~$2,199,214 during the same period in ~~2018.~~2019. During the first nine months of ~~2019,~~2020, Libsyn contributed ~~$60,175~~$62,488 and Pair contributed ~~$2,139,039~~$1,390,083 to depreciation and amortization expense.

Interest expense for the first nine months of ~~2019~~2020 was ~~$245,002~~$123,823 compared to ~~$291,205 in~~$245,002 for the first nine months of ~~2018,~~2019, which represents interest on the ~~loan facility~~Facility obtained in connection with the acquisition of Pair. Interest expense for the nine months of ~~2019~~2020 was offset ~~with~~by interest income of ~~$178,551,~~$74,772, resulting in net cash expenditure of ~~$66,451 on the note.~~$49,051.

Income tax expense for the nine months ended September 30, ~~2019~~2020 was ~~$689,071,~~$2,658,998, which represents a change in the deferred tax assets and the expected federal balance due for the nine ~~month period~~months ended September 30, ~~2019. The income~~2020. There has been no change to the Company’s NOL carryforward uncertain tax ~~payable will be payable with the amended return in 2020.~~position. Income tax ~~benefit~~expense for the nine months ended September 30, 2019 was $689,071.

In connection with an ongoing IRS examination, the Company has been asked to provide certain financial records supporting tax returns previously filed by Fab Universal Corp. (“FAB”) prior to the spin-off of the Company. The IRS request is related to a failure by FAB to include certain financial information related to certain of its subsidiaries in its consolidated tax returns. We believe it is unlikely that we will be able to provide the IRS with the requested financial records due to FAB’s record retention policies. As a result, we believe we have an uncertain tax position related to the utilization in our 2016, 2017, and 2018 ~~was $827,323.~~tax returns of the net operating loss carryforwards associated with the Webmayhem subsidiary operations for 2007-2015. Accordingly, we have recorded an uncertain tax provision reserve of approximately $1.2 million for the quarter ended September 30, 2020.

The Company’s net ~~income~~loss was $628,531 for the nine months ended September 30, 2020. This represents a $3,134,456 decrease from $2,505,925 for the nine months ended September 30, 2019. ~~This represents a $961,637 decrease from $3,467,562 for the nine months ended September 30, 2018.~~ Earnings per share decreased ~~to $0.09~~by $0.11 per share for the first nine months of ~~2019 from $0.12 per share for~~2020 when compared to the first nine months of ~~2018.~~2019.

Three Months Ended September 30, ~~2019~~2020 and ~~2018.~~2019

During the three months ended September 30, ~~2019,~~2020, the Company recorded revenues of ~~$6,219,119,~~$6,511,707, a 9%5% increase ~~over~~from revenues of ~~$5,726,425~~$6,219,119 for the same period in ~~2018. This~~2019. The increase for 2020 reflects an increase in Libsyn4 hosting revenue, ~~as well as~~ LibsynPro revenue, and Premium Subscriptions, offset by a decrease in ~~advertising~~Advertising revenue. ~~This also reflects an increase in Pair’s hosting and domain offerings.~~ Libsyn contributed $4,078,303 and $3,637,589 of revenue ~~while~~during the three months ended September 30, 2020 and 2019, respectively. Pair contributed ~~$2,581,530.~~$2,433,404 and $2,581,530 of revenue during the three months ended September 30, 2020 and 2019, respectively.

Libsyn4 hosting revenue increased $467,566, or 17%, during the three months ended September 30, 2020 when compared to the same period in 2019 due to the growth in the number of podcasts on the ~~network when comparing~~network. LibsynPro revenue grew by 8% as a result of an increase in LibysnPro customers with increased listening habits and higher bandwidth transfer revenue resulting from a rise in podcast consumption. Advertising revenue decreased $29,269 during the three months ended September 30, ~~2019~~2020 versus the same period of 2019. The decrease resulted from a decrease in ~~2018. LibsynPro~~the dollars being spent on advertising campaigns during the three months ended September 30, 2020 with existing advertisers. Premium subscription revenue ~~increased as a result of additional LibsynPro networks using our platform~~decreased $40,615 in the three months ended September 30, ~~2019 with increased bandwidth usage fees for delivery of podcasts contributing to the revenue gain. Advertising revenue decreased $338,986.04 during the three months ended September 30, 2019~~2020 versus the same period of ~~2018. The decrease resulted from decrease in the dollars being spent on ad campaigns by advertisers. Premium subscription revenue increased by $8,141.~~2019.

The Company recorded total costs and operating expenses of ~~$5,391,594~~$7,927,250 during the three months ended September 30, ~~2019,~~2020, a ~~23%~~47% increase as compared to total costs and operating expenses of ~~$4,375,259~~$5,391,594 during the same period of ~~2018.~~2019. Libsyn contributed ~~$2,736,604~~$5,168,942 to total costs and operating expenses during the three months ended September 30, ~~2019,~~2020, and ~~$1,761,654~~$2,233,922 during the same period in ~~2018.~~2019. Pair contributed ~~$2,654,990~~$3,019,019 to total costs and operating expenses during the three months ended September 30, ~~2019~~2020 and ~~$2,613,605~~$2,654,990 during the same period in ~~2018.~~2019.

During the three months ended September 30, ~~2019,~~2020, cost of revenue totaled ~~$881,171,~~$937,863, a ~~8% decrease~~6% increase as compared to ~~$962,817~~$881,171 for the same period in ~~2018.~~2019. Libsyn contributed ~~$584,850~~$490,068 while Pair contributed ~~$296,321~~$447,795 to the cost of revenue during the three months ended September 30, ~~2019.~~2020. Libsyn recorded an increase in ~~bandwidth costs,~~ credit card processing fees and colocation fees, offset by a decrease in bandwidth costs and ad sharing ~~that was~~ paid to producers during the three months ended September 30, ~~2019~~2020 versus ~~2018.~~the same period in 2019. Pair recorded ~~an increase~~a decrease in domain name fees and internet fees ~~offset by a decrease in processing fees and colocation fees.~~for the three months ended September 30, 2020. Cost of revenue as a percentage of revenue for Libsyn ~~decreased~~increased to ~~16% in~~18% during the three months ended September 30, ~~2019~~2020 from ~~22%~~11% during the same period in ~~2018.~~2019. This is a reflection of ~~the reduction in the bandwidth rate to deliver the podcasts, off-set by~~ an increase in bandwidth usage during the three months ended September 30, ~~2019~~2020 due to the growth in the number of podcasts and increased podcast consumption on the Libsyn ~~Platform.~~Platform offset by a reduction in the bandwidth rate to deliver the podcasts. Additionally, Libsyn’s revenue increased by 58% during the three months ended September 30, 2020. Cost of revenue as a percentage of revenue for Pair increased to ~~11% in~~18% during the three months ended September 30, ~~2019~~2020 from 9%11% during the same period in ~~2018.~~2019. This is due primarily to the increase in domain name purchase fees and internet connectivity fees. Additionally, Pair’s revenue increased by 13% during the three months ended September 30, 2020.

General and administrative expenses totaled ~~$2,339,966 in~~$4,820,259 during the three months ended September 30, ~~2019~~2020 versus ~~$1,348,731~~$2,339,966 during the same period in ~~2018,~~2019, an increase of ~~73%~~106%. The increase was driven primarily due to ~~an increase in~~the $2,926,439 related to our former CEO’s Separation Agreement and expenses related to legal ~~and advisory fees and accrual of bonuses, offset by a decrease in employment benefits. The increase includes~~support costs. 2019 expenses included $444,620 of legal and advisory fees incurred by the Company in associated with ~~Camac reached following the end of the quarter and $375,000 due to the accrual of bonuses for senior management.~~its settlement with Camac. General and administrative expense for Pair during the three months ended September 30, ~~2019~~2020 was ~~$666,950~~$649,683 and ~~$687,677~~$666,950 for the same period in ~~2018.~~2019. General and administrative expense for Libsyn for the same periods was ~~$1,673,016~~$4,170,576 and ~~$661,053,~~$1,673,016, respectively.

During the third quarter of 2020, the Company and Mr. Spencer, the Company’s former CEO, entered into the Separation Agreement. As a result of the Separation Agreement, the Company booked $2,926,439 of compensation expense in the third quarter of 2020. This compensation expense related to a stock grant of 775,000 shares of common stock with an associated $2.50 put option on up to 550,000 of those shares through December 30, 2021, cash bonuses and salaries. In addition, the Company purchased 1,353,795 shares from Mr. Spencer at the market closing price of the Company’s common stock on July 31, 2020. As a result of these transactions, the Company was required to pay $918,852 in withholding taxes, for which Mr. Spencer was required to reimburse the Company under the Separation Agreement. As of September 30, 2020, that balance was reflected in the Company’s related party receivables.

Technology expenses represented ~~$478,372 in~~$595,393 during the three months ended September 30, ~~2019~~2020 versus ~~$426,339~~$478,372 for the same period in ~~2018,~~2019, driven by ~~a decrease~~an increase in ~~wages.~~wage expense during the three months ended September 30, 2020. Selling expenses during the three months ended September 30, ~~2019~~2020 were ~~$293,185~~$312,179 versus ~~$220,460~~$293,185 during the same period in ~~2018~~2019 driven by an increase in ~~travel and entertainment~~advertising expense. Customer support expenses in the three months ended September 30, ~~2019~~2020 were ~~$686,876~~$833,315 versus ~~$680,094~~$686,876 during the same period in ~~2018~~2019 driven by ~~the~~an increase ofin support staff ~~wages.~~costs.

Depreciation and amortization expenses consist of charges relating to the depreciation of the property and equipment used in our operations and the amortization of intangible assets. Depreciation and amortization expense for the three months ended September 30, ~~2019~~2020 was ~~$712,024~~$428,241 and ~~$736,818~~$712,024 during the same period in ~~2018.~~2019. During the three months ended September 30, ~~2019,~~2020, Libsyn contributed ~~$22,569~~$20,409 and Pair contributed ~~$689,455~~$407,832 to depreciation and amortization expense.

Interest expense for the three months ended September 30, ~~2019~~2020 was ~~$75,280~~$27,319 compared to ~~$92,002~~$75,280 in the ~~third quarter~~three months ended September 30, 2019, which represents interest on the Facility obtained in connection with the acquisition of ~~2018.~~Pair. Interest expense for the three months ended September 30, ~~2019~~2020 was offset ~~with~~by interest income of ~~$66,862,~~$7,387, resulting in net cash expenditure of ~~$8,418 on the note.~~$19,932.

Income tax expense for the three months ended September 30, ~~2019~~2020 was ~~$178,129‬,~~$727,269, which represents a change in the deferred tax assets and the expected federal balance due for the ~~nine month period~~three months ended September 30, ~~2019. The income~~2020. There has been no change to the Company’s NOL carryforward uncertain tax ~~payable will be payable with the amended return in 2020.~~position. Income tax expense for the three months ended September 30, ~~2018~~2019 was ~~$270,527.‬‬‬~~$178,129.

The Company’s net loss was $2,024,006 for the three months ended September 30, 2020. This represents a $2,665,261 decrease from net income ~~was~~of $641,255 for the three months ended September 30, 2019. ~~This represents a $372,976 ‬decrease from $1,014,231~~Earnings per share decreased by $0.09 for the three months ended September 30, ~~2018. Earnings per share decreased $.01 per share~~2020 when compared to ~~$0.02 for~~ the three months ended September 30, ~~2019 from $0.03 for the three months ended September 30, 2018.‬‬‬~~2019.

Liquidity and Capital Resources

Cash on hand was ~~$15,734,962~~$13,818,169 at September 30, ~~2019, an increase~~2020, a decrease of ~~$4,655,021~~$2,803,103 over the ~~$11,079,941~~$16,621,272 on hand at December 31, ~~2018.~~2019. Cash provided by operations for the nine months ended September 30, ~~2019,~~2020, was ~~$6,262,438, an increase~~$2,591,558, a decrease of ~~$603,949‬~~$3,670,880 over the ~~$5,658,489~~$6,262,438 of cash provided by operations for the nine months ended September 30, ~~2018.~~2019. The contribution from Libsyn of this cash ~~generation~~usage for the nine months ended September 30, 2020 totaled ~~$4,766,948,~~$1,560,023, and Pair ~~added $1,495,490. This~~used $1,031,535. The decrease in cash provided by operations was due to fluctuations in working capital, including an increase ~~is driven from our operating results of both segments of our business.‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬~~in taxes paid.

Cash used in investing activities of ~~$353,040~~$173,059 for the nine months ended September 30, ~~2019~~2020 was for the purchase of equipment and capitalization of software development costs. Cash used in investing activities for the purchase of equipment and capitalization of software development costs was ~~$254,527~~$353,040 during the same period in ~~2018.~~2019.

Cash used in financing activities was ~~$1,254,377~~$5,221,602 for the nine months ended September 30, ~~2019~~2020 and ~~$1,251,589~~$1,254,377 in ~~2018.~~the same period of 2019. During the first nine months of 2020, the Company made $1,200,000 of payments on the Facility, as well as $831 of payments on the capital lease. In addition the company acquired 1,353,795 shares of stock for $4,020,771 on July 31, 2020. During the first nine months of 2019, the Company made $1,200,000 of payments on the ~~loan facility,~~Facility, as well as ~~$54,377~~$36,012 of payments on the capital lease.

Our operations and business could be disrupted and materially adversely affected by the recent outbreak of COVID-19. While the Company has taken mitigating actions in assessing our business operations and system supports including for employees to work remotely, there can be no assurance that these actions will enable us to avoid part or all of any impact from the spread of COVID-19 or its consequences, including downturns in business conditions generally or in our sector in particular.

~~Item~~Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not required for smaller reporting companies.

~~Item~~Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures

Our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act")), which we refer to as disclosure controls, are controls and procedures that are designed with the objective of ensuring that information required to be disclosed in our reports filed under the Exchange Act, such as this report, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls are also designed with the objective of ensuring that such information is accumulated and communicated to our management, including the ~~Chief~~Principal Executive Officer and the ~~Interim~~ Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. There are inherent limitations to the effectiveness of any control system. A control system, no matter how well conceived and operated, can provide only reasonable assurance that its objectives are met. No evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our ~~company~~Company have been detected.

~~As of September 30, 2019, an~~An evaluation was carried out under the supervision and with the participation of our management, including the ~~Chief~~Principal Executive Officer and the ~~Interim~~ Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls. Based upon that evaluation, the ~~Chief~~Principal Executive Officer and the ~~Interim~~ Chief Financial Officer concluded that, as of ~~such date,~~September 30, 2020, the design and operation of these disclosure controls were not effective to accomplish their objectives at the reasonable assurance ~~level.~~level due to limited accounting and reporting personnel and a lack of segregation of duties due to limited financial resources and the size of our Company. On an on-going basis we will evaluate the adequacy of our controls and procedures.

The Company anticipates management attestation related to compliance with Section 404 of the Sarbanes-Oxley Act as of either the third quarter of 2021 or the first quarter of 2022. We are in the process of engaging a project partner to support the implementation of a compliant internal control regime and anticipate starting an implementation project for Section 404 compliance in the first quarter of 2021.

(b) Changes in Internal Control over Financial Reporting

No change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act), occurred during the fiscal quarter ended September 30, ~~2019~~2020 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

~~PART II -~~PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

Liberated Syndication Inc. is involved in routine legal and administrative proceedings and claims of various types. We have no material pending legal or administrative proceedings, other than ordinary routine litigation incidental to our business, to which we or any of our subsidiaries are a party or of which any property is the subject, ~~except~~other than as ~~follows:~~described below.

On April 24, ~~2019, Camac Fund, LP, and its affiliates Camac Partners, LLC, Camac Capital, LLC, and Eric Shahinian, (collectively, “Camac”) made a demand to inspect~~2020, John Busshaus, the Company’s ~~books and records, purportedly in connection with such stockholder’s efforts to compel~~former Chief Financial Officer, filed a complaint against the Company ~~to call a special meeting of its stockholders. On May 8, 2019,~~with the American Arbitration Association (AAA) asserting claims arising from his employment relationship with the Company, ~~provided~~including, inter alia, claims for wages, compensation and benefits, and claims of unlawful discharge and wrongful termination. Mr. Busshaus claims that he resigned for “Good Reason” as defined in Section 8(c) of his Employment Agreement pursuant to which he claims to be entitled to the ~~materials required~~“Effect of Termination” under Section 9(c) of the Employment Agreement. The Company denies Mr. Busshaus’ claims in their entirety and intends to vigorously defend its position.

Item 1A. Risk Factors

The COVID-19 pandemic may adversely impact our business, results of operations and financial position.

Our operations and business could be disrupted and materially adversely affected by ~~relevant Nevada law. On July 15, 2019, Camac filed a verified complaint and alternative petition for a writ~~the recent outbreak of ~~mandamus/prohibition in Nevada District Court together with a motion for preliminary injunction, seeking to compel~~COVID-19. While the Company has taken mitigating actions in our business operations and system supports, including arranging for employees to ~~provide certain additional documents relating~~work remotely, there can be no assurance that these actions will enable us to avoid part or all of any impact from the ~~identity~~spread of ~~beneficial owners of~~COVID-19 or its ~~common stock.~~ consequences, including downturns in business conditions generally or in our sector in particular.

The Company filed a response brief to the motion for preliminary injunction and a hearing was held on such motion on August 1. The Court’s decision denied the issuance of an injunction obligating the Company to generate or obtain those additional documents, but requires the Company to turn over any such documents should the Company use those documents in the future to engage in solicitation activity in connection with any special meeting of stockholders that may be ~~held involving Camac.~~subject to state income taxes it has not paid, collected from our customers or reserved for on our financial statements, which could materially adversely affect our business, financial condition or operating results. The Company has also underreported the personal income and failed to withhold sufficient Federal withholding taxes for certain employees, officers and directors which will result in a future Federal income tax liability.

On ~~October 4,~~June 21, 2018, the United States Supreme Court rendered a decision in South Dakota v. Wayfair, Inc., holding that a state may require a remote seller with no physical presence in the state to collect and remit sales tax on goods and services provided to purchasers in the state, overturning certain existing court precedent.

The Company has failed to apportion revenue and file 2019 and 2020 state and local sales and income tax returns in the Company reached a resolution with Camac. The settlement agreement provides for, among other things, Libsyn reimbursing Camac for up to $600,000 in out-of-pocket expenses, the appointment of certain individuals identified by Camac to the Company’s board of directors (the “Board”), the formation of a strategic review committee of the Board and the cancellation of certain equity awardsmanner required by the ~~Company.~~

Immediately following the execution of the settlement agreement, the Company shall take all action necessary to irrevocably cancel those equity awards previously granted to the Company’s Chief Executive Officer and Chief Financial Officer representing an aggregate of 300,000 restricted shares (150,000 held by each of them), the vesting conditionsWayfair decision. We have evaluated our state tax filings with respect to the Wayfair decision and are in the process normalizing our related tax practices. The Company has engaged a state sales tax compliance firm and is currently conducting an effort to accomplish appropriate apportionment and normalize its state and federal filings for sales, use, and income taxes. The Company does not anticipate having a detailed estimation of the taxes owed and associated normalization costs until the early 2021. The tax liability is therefore currently not estimable. The company anticipates completing the estimation and booking a reserve as part of its fourth quarter results.

It is possible that one or more jurisdictions may assert that we have liability for periods for which ~~relate~~we have not collected sales, use or other similar taxes, and if such an assertion or assertions were successful it could materially and adversely affect our business, financial condition and operating results. In addition, one or more jurisdictions may change their laws or policies to apply their sales, use or other similar taxes to our operations, and if such changes were made it could materially and adversely affect our business, financial condition, and operating results.

During the third quarter of 2020, the Company determined that it had incorrectly reported the personal income related to its restricted stock vesting events in 2017, 2018, and 2019. The Company underreported such personal income, failed to report the income in a timely fashion and failed to withhold Federal withholding taxes at an appropriate level. As a result, the Company has begun to amend its quarterly payroll tax filings and to issue amended reports of income to the ~~achievement~~impacted employees, officers and directors. The total amount of ~~a Nasdaq uplisting. Promptly following such cancellation,~~underreported personal income across the three years is $3.8 million. The Company ~~shall provide~~expects to ~~the Stockholders evidence from~~complete its ~~transfer agent regarding the return of such shares~~normalization efforts, including amending its annual Federal and ~~their cancellation~~state income tax returns, by the ~~Company.~~first quarter of 2021. The Company ~~will obtain appropriate written confirmations~~is unable estimate the total tax liability related to this error until it receives assessment calculations from the ~~affected individuals regarding such cancellation.~~IRS.

~~Item 1A. Risk Factors~~.

~~Not required for smaller reporting companies.~~

~~Item~~Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

~~None; not applicable.~~

~~Item 3. Defaults Upon Senior Securities~~.

~~None; not applicable.~~

~~Item 4. Mine Safety Disclosures~~.

~~None; not applicable.~~

~~Item 5. Other Information~~.

None; not applicable.

Item 3. Defaults Upon Senior Securities

None; not applicable.

Item 4. Mine Safety Disclosures

None; not applicable.

Item 5. Other Information

None; not applicable.

Item 6. ~~Exhibits.~~Exhibits

LIBERATED SYNDICATION INC. AND SUBSIDIARIES

Index to Exhibits

The following exhibits are filed as part of, or incorporated by reference into, this Form 10-Q.

Exhibit ~~No.~~Number		Exhibit Description
~~31.1~~3.1	~~302 Certification~~	Bylaws of ~~Christopher J. Spencer~~the Company, amended as of September 24, 2020, incorporated by reference to our Current Report on Form 8-K filed with the Securities and Exchange Commission on September 29, 2020.
~~31.2~~10.1	~~302 Certification~~	Employment Agreement, dated as of ~~Gabriel Mosey~~July 29, 2020, between the Company and Richard P. Heyse, incorporated by reference to our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2020.
3210.2		Separation and Transition Services Agreement and General Release, dated July 31, 2020, between the Company and Christopher Spencer, incorporated by reference to our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 5, 2020.
31.1		Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 ~~Certification.~~of the Sarbanes-Oxley Act of 2002
32.2		Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.1		The following materials from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, ~~2019~~2020 are formatted in XBRL (eXtensible Business Reporting Language): (i) ~~the~~ Condensed Consolidated Balance Sheets at September 30, 2020 and December 31, 2019, (ii) the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2020 and 2019, (iii) the Condensed Consolidated Statement of Stockholders’ Equity for the nine months ended September 30, 2020 and 2019, (iv) the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2020 and ~~(iv)~~2019, and (v) Notes to Condensed Consolidated Financial ~~Statements.~~Statements for the nine months ended September 30, 2020.

~~SIGNATURES~~SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~registrant~~Registrant has duly caused this report to be signed on its behalf by the

undersigned thereunto duly authorized.

~~Date:~~	~~7/10/2020~~		~~By:~~	~~/s/ Christopher J. Spencer~~	LIBERATED SYNDICATION INC.
				~~Christopher J. Spencer~~(Registrant)



Date: November 16, 2020		By:		/s/ Laurie A. Sims
				Laurie A. Sims
				President, Chief Operating Officer and Principal Executive Officer



Date: November 16, 2020		By:		/s/ Richard P. Heyse
				Richard P. Heyse
				Chief ~~Executive~~Financial Officer ~~and President~~

~~Date:~~	~~7/10/2020~~	~~/s/ Gabriel J. Mosey~~
		~~Gabriel J. Mosey~~
		~~Interim Chief Financial Officer~~

2823

NEVADA		47-5224851
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

	September 30,	December 31,
	2019	2018

Pair	$4,903,920	$4,903,920
Libsyn	11,484,251	11,484,251
Goodwill at end of period	$16,388,171	$16,388,171

	September 30, 2020	December 31, 2020
Pair	$4,903,920	$4,903,920
Libsyn	11,484,251	11,484,251
Goodwill at end of period	$16,388,171	$16,388,171

	Preliminary Fair Value	Weighted Average Useful Life (in Years)	Accumulated Amortization	Net Carrying Amount
Customer Relationships	$3,947,000	7	$1,550,606	$2,396,393
Intellectual Property	3,709,000	7	1,457,106	2,251,893
Trade Name	576,000	10	158,400	417,600
Total	$8,232,000		$3,166,114	$5,065,886

	Preliminary Fair Value	Weighted Average Useful Life (in Years)	Accumulated Amortization	Net Carrying Amount	Preliminary Fair Value	Weighted Average Useful Life (in Years)	Accumulated Amortization	Net Carrying Amount
Customer Relationships	$3,947,000	7	$986,750	$2,960,250	$3,947,000	7	$1,127,714	$2,819,286
Intellectual Property	3,709,000	7	927,250	2,781,750	3,709,000	7	1,059,714	2,649,285
Trade Name	576,000	10	100,800	475,200	576,000	10	115,200	460,800
Non-compete	1,412,000	2	1,235,500	176,500	1,412,000	2	1,412,000	-
Total	$9,644,000		$3,250,300	$6,393,700	$9,644,000		$3,714,628	$5,929,371

PART I. FINANCIAL INFORMATION
Item 1	Financial Statements (unaudited)	1
	Condensed Consolidated Balance Sheets	1
	Condensed Consolidated Statement of Operations	2
	Condensed Consolidated Statement of Stockholders’ Equity	3
	Condensed Consolidated Statement of Cash Flows	4
	Notes to Condensed Consolidated Financial Statements	5
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3	Quantitative and Qualitative Disclosures About Market Risk	20
Item 4	Controls and Procedures	20
	PART II. OTHER INFORMATION	21
Item 1	Legal Proceedings	21
Item 1A	Risk Factors	21
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	21
Item 3	Defaults Upon Senior Securities	21
Item 4	Mine Safety Disclosures	21
Item 5	Other Information	21
Item 6	Exhibits	22
Signatures		23

Statement of Financial Position	September 30, 2019	December 31, 2018
Allowance for doubtful accounts [1]	14,000	14,000
Common stock authorized	200,000,000	200,000,000
Common stock par value	0.001	0.001
Common stock issued and outstanding	29,271,974	29,721,974

	Three Months Ended September 30,		Nine Months Ended September 30,
	2019 (As Restated)	2018	2019 (As Restated)	2018


Revenue	$6,219,119	$5,726,425	$18,202,733	$16,091,492

Costs and operating expenses

Cost of revenue (excluding depreciation and amortization)	881,171	962,817	2,581,659	2,374,702
General and administrative	2,339,966	1,348,731	6,074,072	4,570,630
Technology	478,372	426,339	1,390,161	1,292,238
Selling	293,185	220,460	702,521	647,833
Customer support	686,876	680,094	1,995,309	2,055,389
Depreciation and amortization	712,024	736,818	2,199,214	2,273,083
Total costs and operating expenses	5,391,594	4,375,259	14,942,936	13,213,875
Operating income	827,525	1,351,166	3,259,797	2,877,617


Interest expense	(75,280)	(92,002)	(245,002)	(291,205)
Interest income	66,862	21,904	178,551	44,970
Other income (expense)	277	3,690	1,650	8,857
Income from operations before income taxes	819,384	1,284,758	3,194,996	2,640,239

Income tax expense (benefit)	178,129‬‬‬‬	270,527	689,071	(827,323)
Net Income	641,255‬‬‬‬‬‬‬	$1,014,231	$2,505,925‬‬‬‬‬‬‬‬	$3,467,562


BASIC AND DILUTED INCOME PER COMMON SHARE	0.02	$0.03	$0.09	$0.12
BASIC AND DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING	29,271,974	29,776,974	29,441,754	29,733,256

	Common Stock		Additional Paid-in	Accumulated	Total Stockholders’
	Shares	Amount	Capital	Deficit	Equity
Balance at December 31, 2018	29,721,974	$29,722	$35,010,552	$(8,013,542)	$27,026,732
Recapture of prior period non-cash compensation charges in the current period	-	-	(830,500)	-	(830,500)
Non-cash compensation awards	-	-	677,088	-	677,088
Net income	-	-	-	1,200,623	1,200,623
Balance at March 31, 2019	29,721,974	$29,722	$34,857,140	$(6,812,919)	$28,073,943
Stock forfeiture	(450,000)	(450)	450	-	-
Net income	-	-	-	664,047	664,047
Balance at June 30, 2019	29,271,974	$29,272	$34,857,590	$(6,148,872)	$28,737,989
Net income	-	-	-	641,255‬‬‬	641,255‬
Balance at September 30, 2019	29,271,974	$29,272	$34,857,590	$(5,507,617)‬‬‬‬‬‬	$29,379,245‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬

	Nine Months Ended September 30,
	2019 (Restated)	2018

Cash Flows from Operating Activities
Net income	$2,505,925	$3,467,562
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense	2,199,214	2,273,083
Issuance of common stock for services	-	318,000
Deferred income taxes	(298,902‬)‬‬‬	1,416,762
Non-cash compensation expense, net of recapture	(153,412)	-
Amortization of right-of-use asset	382,379	-
Discount on loan fees	21,483	25,478
Change in assets and liabilities:
Accounts receivable	(66,974)	78,906
Prepaid expenses	(356,525)	(419,633)
Accounts payable	360,845	11,853
Income taxes payable	987,973	589,438
Accrued expense	864,290	(462,152)
Operating lease liabilities	(382,379)	-
Deferred revenue	198,521	1,192,715
Net Cash Provided by Operating Activities	6,262,438	5,658,489

Cash Flows from Investing Activities:

Purchase of property and equipment	(353,040)	(254,527)
Net Cash Used in Investing Activities	(353,040)	(254,527)


Cash Flows from Financing Activities:
Repayment on term loan	(1,200,000)	(1,200,000)
Repayment on capital lease	(54,377)	(51,589)
Net Cash Used in Financing Activities	(1,254,377)	(1,251,589)

Net Increase in Cash	4,655,021	4,152,373
Cash at Beginning of Period	11,079,941	5,211,845
Cash at End of Period	$15,734,962	$9,364,218

Supplemental Disclosures of Cash Flow Information
Cash paid during the periods for:
Interest	$223,519	$263,981
Income taxes	-	-

Supplemental Disclosures of Cash Flow Investing and Financing Activities
Right-of-use operating lease assets obtained in exchange for operating lease liabilities	$1,397,821	$-
Returned Common Stock	$-	$29,278

For twelve months ending September 30,
2020	$1,680,814
2021	1,151,315	$1,151,314
2022	1,151,314	1,151,314
2023	1,151,314	1,151,314
2024	1,151,314	1,151,315
Thereafter	107,629
2025		460,629
Total	$6,393,700	$5,065,886

Twelve months ending September 30,
2020	$2,666,667
2021	1,600,000	$2,666,667
2022	1,600,000	800,000
2023	1,333,333	133,333
Thereafter	-
Total	$7,200,000	$3,600,000

	September 30, 2019	December 31, 2018	September 30, 2020	December 31, 2019
Current:
Hosting services	$1,424,888	$1,601,335	$1,605,575	$1,664,811
Domains	676,479	535,273	763,788	688,717
Media subscription	188,516	139,471	194,324	158,154
	$2,289,883	$2,276,079	$2,563,687	$2,511,682
Noncurrent:
Hosting services	19,930	39,071	45,375	29,309
Domains	536,725	332,867	656,181	571,925
			701,556	601,234
Total Deferred Revenue	$2,846,538	$2,648,017	$3,265,243	$3,112,916

	Remainder of 2019	2020	2021	2022	2023	Thereafter	Total
								Remainder of 2020	2021	2022	2023	2024	Thereafter	Total
Domains	$239,504	$503,349	$190,656	$140,737	$98,944	$40,014	$1,213,204	$266,762	$580,782	$255,509	$175,907	$101,235	$39,845	$1,420,040
Hosting	716,671	717,259	10,888	-			1,444,818	1,013,536	622,070	15,274	-			1,650,880
Media Subscription	164,263	24,253	-				188,516	194,323	-					194,323
	$1,120,438	$1,244,861	$201,544	$140,737	$98,944	$40,014	$2,846,538	$1,474,621	$1,202,852	$270,783	$175,907	$101,235	$39,845	$3,265,243

	Three Months Ended September 30		Nine Months Ended September 30		Three Months Ended September 30,		Nine Months Ended September 30,
	2019	2018	2019	2018	2020	2019	2020	2019
Hosting services	$2,335,098	$2,246,071	$6,953,733	$6,439,706	$2,149,223	$2,335,098	$6,475,562	$6,953,733
Podcast hosting	3,415,664	2,794,994	9,880,191	7,945,625	3,919,927	3,415,664	11,163,757	9,880,191
Advertising	105,999	449,467	437,884	1,020,881	82,945	105,999	302,677	437,884
Domains	260,764	159,128	746,601	347,423	294,236	260,764	861,097	746,601
Other	101,594	76,765	184,324	337,857	65,376	101,594	311,107	184,324
	$6,219,119	$5,726,425	$18,202,733	$16,091,492	$6,511,707	$6,219,119	$19,114,200	$18,202,733

	2019			2018			2020			2019
(in thousands)	Libsyn	Pair	Total	Libsyn	Pair	Total	Libsyn	Pair	Total	Libsyn	Pair	Total

Revenue	$10,563	$7,640	$18,203	$9,260	$6,831	$16,091	$11,828	$7,286	$19,114	$10,563	$7,640	$18,203
Cost of revenue	1,738	844	2,582	1,818	557	2,375	1,450	917	2,367	1,738	844	2,582

Total assets	$26,357	$18,251	$44,608	$21,092	$17,839	$38,931	$24,190	$17,256	$41,446	$26,357	$18,251	$44,608
Depreciation and amortization	$60	$2,139	$2,199	$30	$2,243	$2,273	$62	$527	$589	$60	$2,139	$2,199

	2019			2018			2020			2019
(in thousands)	Libsyn	Pair	Total	Libsyn	Pair	Total	Libsyn	Pair	Total	Libsyn	Pair	Total

Revenue	$3,638	$2,581	$6,219	$3,352	$2,374	$5,726	$4,078	$2,434	$6,512	$3,638	$2,581	$6,219
Cost of revenue	585	296	881	745	218	963	490	448	938	585	296	881

Depreciation and amortization	$23	$689	$712	$12	$725	$737	$7,750	$4,852	$12,602	$23	$689	$712

Twelve months ending September 30,	Operating Leases	Operating Leases
2020	532,657
2021	482,931	$402,527
2022	47,950	47,950
2023	644	644
2024	-
Thereafter	-
Total lease payments	1,064,182	$451,121
Less amount of lease payment representing interest	(48,740)	(12,345)
Total present value of lease payments	1,015,442	$438,776

Twelve months ending December 31,	Operating Leases
2019	557,190
2020	513,830
2021	381,239
2022	29,816
2023	-
Thereafter	-
Total lease payments	1,482,075

	For the Three Months		For the Nine Months		For the Three Months Ended September 30,		For the Nine Months Ended September 30,
	September 30				2020	2019	2020	2019
	2019	2018	2019	2018

Income from operations available to common stockholders (numerator)$	641,255	$1,014,231	$2,505,925	$3,467,562
Income from operations available to common stockholders (numerator)					$(2,024,006)	$641,255	$(628,531)	$2,505,925
Income available to common stockholders (numerator)	641,255	$1,014,231	$2,505,925	$3,467,562	$(2,024,006)	$641,255	$(628,531)	$2,505,925
Weighted average number of common shares outstanding during the period used in earnings per share (denominator)	29,271,974	29,776,974	29,441,754	29,733,256	27,453,697	29,271,974	28,667,685	29,441,754

Unaudited Consolidated Balance Sheet
	September 30, 2019 As Reported	Corrections	September 30, 2019 As Restated
Deferred Tax Assets	-	1,752,979	1,752,979
Total Assets	42,854,632	1,752,979	44,607,611‬‬‬‬‬‬‬‬‬
Income Taxes Payable	-	1,856,502	1,856,502
Total Current Liabilities	7,804,347	1,856,502	9,660,849‬‬‬‬‬
Total Liabilities	13,371,864	1,856,502	15,228,366‬‬‬‬‬
Accumulated Deficit	(5,404,094)	103,523‬‬‬‬	(‬‬‬5,507,617‬‬)‬‬‬‬
Stockholder’s Equity	29,482,768	103,523‬‬‬‬	29,379,245‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬‬

Unaudited Consolidated Statement of Operations
	Nine months ended September 30, 2019 As Reported	Corrections	Nine months ended September 30, 2019 As Restated
Income Tax (Benefit) Expense	-	689,071	689,071
Net Income	3,194,996	(689,071)	2,505,925‬
Basic and Diluted Income Per Common Share	0.11	(0.02)	0.09

Unaudited Consolidated Statement of Operations
	Three months ended September 30, 2019 As Reported	Corrections	Three months ended September 30, 2019 As Restated
Income Tax (Benefit) Expense	-	178,129	178,129
Net Income	819,384	(178,129)	641,255
Basic and Diluted Income Per Common Share	0.03	(0.01)	0.02