Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 09, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | MeetMe, Inc. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -19 | ||
Entity Common Stock, Shares Outstanding | 44,910,034 | ||
Entity Public Float | $96,000,000 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 1078099 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $17,041,050 | $6,330,532 |
Accounts receivable, net of allowance of $586,000 and $495,000 at December 31, 2014 and 2013, respectively | 9,045,269 | 10,136,929 |
Prepaid expenses and other current assets | 790,031 | 597,133 |
Total current assets | 26,876,350 | 17,064,594 |
Goodwill | 70,646,036 | 70,646,036 |
Property and equipment, net | 2,458,897 | 2,871,800 |
Intangible assets, net | 2,894,330 | 4,787,941 |
Other assets | 338,146 | 205,869 |
TOTAL ASSETS | 103,213,759 | 95,576,240 |
CURRENT LIABILITIES: | ||
Accounts payable | 2,985,259 | 3,331,484 |
Accrued liabilities | 3,249,404 | 3,262,327 |
Current portion of capital lease obligations | 872,761 | 928,181 |
Current portion of long-term debt | 2,068,326 | 2,333,966 |
Deferred revenue | 218,484 | 275,761 |
Total current liabilities | 9,394,234 | 10,131,719 |
Long-term capital lease obligation, less current portion, net | 587,416 | 713,699 |
Long-term debt, less current portion, net | 556,612 | 2,102,842 |
Other liabilities | 418,530 | 819,930 |
TOTAL LIABILITIES | 10,956,792 | 13,768,190 |
STOCKHOLDERS' EQUITY: | ||
Preferred stock, $.001 par value, authorized - 5,000,000 Shares; Convertible Preferrred Stock Series A-1, $.001 par value; authorized - 1,000,000 shares; 1,000,000 shares issued and outstanding at December 31, 2014 and 2013 | 1,000 | 1,000 |
Common stock, $.001 par value; authorized - 100,000,000 Shares; 44,910,034 and 38,477,359 shares issued and outstanding at December 31, 2014 and 2013, respectively | 44,914 | 38,481 |
Additional paid-in capital | 297,001,168 | 282,496,996 |
Accumulated deficit | -204,072,240 | -200,110,075 |
Accumulated other comprehensive loss | -717,875 | -618,352 |
Total stockholders' equity | 92,256,967 | 81,808,050 |
Total liabilities and stockholders' equity | $103,213,759 | $95,576,240 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Accounts receivable, allowance (in Dollars) | $586,000 | $495,000 |
Convertible preferred stock par value (in Dollars per share) | $0.00 | $0.00 |
Convertible preferred stock authorized | 5,000,000 | 5,000,000 |
Common stock par value (in Dollars per share) | $0.00 | $0.00 |
Common stock shares issued | 44,910,034 | 38,477,359 |
Common stock, shares outstanding | 44,910,034 | 38,477,359 |
Common stock shares authorized | 100,000,000 | 100,000,000 |
Series A-1 Preferred Stock [Member] | ||
Convertible preferred stock par value (in Dollars per share) | $0.00 | $0.00 |
Convertible preferred stock authorized | 1,000,000 | 1,000,000 |
Convertible preferred stock shares issued | 1,000,000 | 1,000,000 |
Convertible preferred stock shares outstanding | 1,000,000 | 1,000,000 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Loss (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues | $44,817,436 | $40,378,007 |
Operating Costs and Expenses: | ||
Sales and marketing | 7,277,719 | 7,799,077 |
Product development and content | 28,324,443 | 26,660,709 |
General and administrative | 8,017,970 | 7,875,395 |
Depreciation and amortization | 4,223,507 | 4,387,464 |
Restructuring costs | 120,202 | 2,540,896 |
Total Operating Costs and Expenses | 47,963,841 | 50,437,810 |
Loss from Operations | -3,146,405 | -10,059,803 |
Other Income (Expense): | ||
Interest income | 10,352 | 9,725 |
Interest expense | -1,052,620 | -848,247 |
Revaluation of warrant liability | 226,508 | |
Total Other Expense | -815,760 | -838,522 |
Loss before Income Taxes | -3,962,165 | -10,898,325 |
Income taxes | 0 | 0 |
Net Loss | -3,962,165 | -10,898,325 |
Foreign currency translation adjustment | -99,523 | -52,407 |
Comprehensive loss | -4,061,688 | -10,950,732 |
Basic and diluted net loss per common stockholders (in Dollars per share) | ($0.10) | ($0.29) |
Weighted average shares outstanding, basic and diluted (in Shares) | 41,328,699 | 38,048,446 |
Cash and Noncash Portion [Member] | ||
Operating Costs and Expenses: | ||
Loss on debt restructure | $1,174,269 |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Stockholders’ Equity (USD $) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
Balance—December 31 at Dec. 31, 2012 | $1,000 | $37,050 | $275,261,794 | ($189,211,750) | ($565,945) | $85,522,149 |
Balance—December 31 (in Shares) | 1,000,000 | 38,477,359 | ||||
Vesting of stock options for compensation | 3,758,043 | 3,758,043 | ||||
Issuance of common stock for MeetMoi | 306 | 599,694 | 600,000 | |||
Issuance of common stock for MeetMoi (in Shares) | 306,122 | |||||
Exercise of stock options | 123 | 122,563 | 122,686 | |||
Exercise of stock options (in Shares) | 122,685 | |||||
Issuance of warrants | 1,002 | 2,754,902 | 2,755,904 | |||
Issuance of warrants (in Shares) | 1,002,147 | |||||
Foreign currency translation adjustment | -52,407 | -52,407 | ||||
Net loss | -10,898,325 | -10,898,325 | ||||
Balance—December 31 at Dec. 31, 2013 | 1,000 | 38,481 | 282,496,996 | -200,110,075 | -618,352 | 81,808,050 |
Balance—December 31 (in Shares) | 1,000,000 | 44,910,034 | ||||
Vesting of stock options for compensation | 3,718,314 | 3,718,314 | ||||
Exercise of warrants | 89 | 174,802 | 174,891 | |||
Exercise of warrants (in Shares) | 89,230 | |||||
Issuance of common stock | 5,750 | 10,599,152 | 10,604,902 | |||
Issuance of common stock (in Shares) | 5,750,000 | |||||
Issuance of common stock for vested RSAs | 557 | -557 | ||||
Issuance of common stock for vested RSAs (in Shares) | 556,475 | 556,475 | ||||
Exercise of stock options | 39 | 12,459 | 12,498 | |||
Exercise of stock options (in Shares) | 38,834 | 38,834 | ||||
Cancellation of common stock | -2 | 2 | ||||
Cancellation of common stock (in Shares) | -1,864 | |||||
Issuance of warrants (in Shares) | 89,230 | |||||
Foreign currency translation adjustment | -99,523 | -99,523 | ||||
Net loss | -3,962,165 | -3,962,165 | ||||
Balance—December 31 at Dec. 31, 2014 | $1,000 | $44,914 | $297,001,168 | ($204,072,240) | ($717,875) | $92,256,967 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | ||
Net loss | ($3,962,165) | ($10,898,325) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 4,223,507 | 4,387,464 |
Vesting of stock options for compensation | 3,718,313 | 3,758,043 |
Bad debt expense (recovery) | 91,000 | -52,000 |
Revaluation of warrant liability | -226,508 | |
Amortization of discounts on notes payable and debt issuance costs | 522,096 | 160,069 |
Changes in operating assets and liabilities: | ||
Accounts receivable - trade | 985,423 | -385,078 |
Prepaids expenses, other current assets and other assets | -326,114 | 737,476 |
Accounts payable and accrued expenses | -372,038 | 617,180 |
Deferred revenue | -57,277 | -116,851 |
Net cash provided by (used in) continuing operating activities | 4,596,237 | -725,257 |
Cash flows from investing activities: | ||
Loan payments from BRC | 111,569 | |
Purchase of property and equipment | -1,112,487 | -149,064 |
Net cash used in investing activities | -1,112,487 | -37,495 |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options and warrants | 12,498 | 122,685 |
Net proceeds from the issuance of common stock | 10,604,902 | |
Net proceeds from the issuance of note payables | 5,000,000 | |
Payments of capital leases | -986,449 | -784,190 |
Payments on long-term debt | -2,333,966 | -2,240,349 |
Net cash provided by financing activities | 7,296,985 | 2,098,146 |
Change in cash and cash equivalents prior to effects of foreign currency exchange rate on cash | 10,780,735 | 1,335,394 |
Effect of foreign currency exchange rate on cash | -70,217 | -26,869 |
Net increase in cash and cash equivalents | 10,710,518 | 1,308,525 |
Cash and cash equivalents at beginning of period | 6,330,532 | 5,022,007 |
Cash and cash equivalents at end of period | 17,041,050 | 6,330,532 |
Supplemental Disclosure of Cash Flow Information: | ||
Cash paid for interest | 530,062 | 618,755 |
Supplemental Disclosure of Non-Cash Investing and Financing Activities: | ||
Purchase of property and equipment through capital leases | 805,074 | 519,208 |
Subordinated note payable and accounts receivable offset | 6,025,898 | |
Warrant exercises and subordinated note payable cancellation | 2,756,210 | |
Warrant exercise settlement | 174,891 | |
Issuance of convertible note payable for settlement loss contingency for trademark dispute | 600,000 | |
Noncash Portion [Member] | ||
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Loss on debt restructure | $1,066,765 |
Note_1_Description_of_Business
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure Text Block [Abstract] | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1—Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | ||||||||||||||||
MeetMe, Inc. (the “Company”) is a location-based social network for meeting new people both on the web and on mobile platforms, including on iPhone, Android, iPad and other tablets that facilitate interactions among users and encourages users to connect with each other. The Company monetizes through advertising, in-app purchases, and paid subscriptions. The Company provides users with access to an expansive, multilingual menu of resources that promote social interaction, information sharing and other topics of interest. The Company offers online marketing capabilities, which enable marketers to display their advertisements in different formats and in different locations. The Company works with its advertisers to maximize the effectiveness of their campaigns by optimizing advertisement formats and placement. | |||||||||||||||||
Just as Facebook has established itself as the social network of friends and family, and LinkedIn as the social network of colleagues and business professionals, the Company is creating the social network not of the people you know but of the people you want to know. The Company believes meeting new people is a basic human need, especially for users aged 18-30, when so many long-lasting relationships are made. | |||||||||||||||||
The Company believes that they have significant growth opportunities ahead as people increasingly use their mobile devices to discover the people around them. Given the importance of establishing connections within a user’s geographic proximity, the Company believes it is critical to establish a high density of users within the geographic regions we serve. As the Company’s network grows the number of users in a location, the Company believes users who are seeking to meet new people will incrementally benefit from the quantity of relevant connections. | |||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The consolidated financial statements include the accounts of MeetMe and its wholly-owned subsidiaries, Quepasa.com de Mexico, Quepasa Serviços em Solucoes de Publicidade E Tecnologia Ltda (inactive) and MeetMe Online S/S Ltda. All intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of the Company’s consolidated financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions are required in the determination of revenue recognition, the allowance on accounts receivables, the fair value of financial instruments, the valuation of long-lived and indefinite-lived assets, and valuation of deferred tax assets, income taxes, contingencies and stock-based compensation. Some of these judgments can be subjective and complex, and, consequently, actual results may differ from these estimates. The Company’s estimates often are based on complex judgments, probabilities and assumptions that it believes to be reasonable but that are inherently uncertain and unpredictable. For any given individual estimate or assumption made by the Company, there may also be other estimates or assumptions that are reasonable. | |||||||||||||||||
The Company regularly evaluates its estimates and assumptions using historical experience and other factors, including the economic environment. As future events and their effects cannot be determined with precision, the Company’s estimates and assumptions may prove to be incomplete or inaccurate, or unanticipated events and circumstances may occur that might cause them to change those estimates and assumptions. Market conditions, such as illiquid credit markets, volatile equity markets, dramatic fluctuations in foreign currency rates and economic downturn, can increase the uncertainty already inherent in their estimates and assumptions. The Company adjusts their estimates and assumptions when facts and circumstances indicate the need for change. Those changes generally will be reflected in their consolidated financial statements on a prospective basis unless they are required to be treated retrospectively under the relevant accounting standard. It is possible that other professionals, applying reasonable judgment to the same facts and circumstances, could develop and support a range of alternative estimated amounts. The Company is also subject to other risks and uncertainties that may cause actual results to differ from estimated amounts, such as changes in competition, litigation, legislation and regulations. | |||||||||||||||||
Revenue Recognition | |||||||||||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the purchase price is fixed or determinable and collectability is reasonably assured. The Company earns revenue from the display of advertisements on its website and mobile apps, primarily based on a cost per thousand model. The Company recognizes revenue in accordance with ASC 605, “Revenue Recognition,” and ASC 605-45 “Principal Agent Considerations.” Revenue from internet advertising on the Company’s website and mobile apps are generally recognized on a net basis, since the majority of its advertising revenues come from advertising agencies. The guidance provides indicators for determining whether “gross” or “net” presentation is appropriate. While all indicators should be considered, the Company believes that whether they acted as a primary obligor in its agreements with advertising agencies is the strongest indicator of whether gross or net revenue reporting is appropriate. | |||||||||||||||||
During the years ended December 31, 2014 and 2013, the Company had transactions with several partners that qualify for principal agent considerations. The Company recognizes revenue net of amounts retained by third party entities, pursuant to revenue sharing agreements with advertising networks for advertising and with other partners for royalties on product sales. The Company weighs the merits of two key factors: (1) the Company performed a service for a fee, similar to an agent or a broker and (2) the Company was involved in the determination of product or service specifications. The Company focused on the substance of the agreements and determined that net presentation was representationally faithful to the substance, as well as the form, of the agreements. The form of the agreements was that the Company provided services in exchange for a fee. In addition, the Company has no latitude in establishing price, and the advertising agencies were solely responsible for determining pricing with third party advertisers. The Company determined only the fee for providing the services to advertising agencies. | |||||||||||||||||
In instances in which the Company works directly with an advertiser, revenue from these arrangements is recognized on a gross basis. The Company is the primary obligor in arrangements made with direct advertisers, as there is no third party facilitating or managing the sales process. The Company is solely responsible for determining price, product or service specifications, and which advertisers to use. The Company assumes all credit risk in the sales arrangements made with direct advertisers. | |||||||||||||||||
During the years ended December 31, 2014 and 2013, the Company’s revenue was generated from two principal sources: revenue earned from the sales of advertising on the Company’s website and mobile applications and in-app products. | |||||||||||||||||
Advertising Revenue | |||||||||||||||||
Advertising and custom sponsorship revenues consist primarily of advertising fees earned from the display of advertisements on the Company’s website and mobile applications. Revenue from online advertising is generally recognized as advertisements are requested. The Company recognizes advertising revenue from customers that are advertising networks on a net basis, while advertising revenues earned directly from advertisers are recognized on a gross basis. Approximately 78% and 69% of the Company’s revenue came from advertising during the years ended December 31, 2014 and 2013, respectively. | |||||||||||||||||
In-App Purchases | |||||||||||||||||
Revenue is earned from in-app purchase products sold to our website and mobile application users. The Company offers in-app products such as Credits. Users buy Credits to purchase the Company’s virtual products which put users in the spotlight, helping to get more attention from the community in order to meet more people faster. Revenue from these virtual products is recognized over time. Credits can be purchased using PayPal on the website and iTunes and Google checkout on mobile applications. Platform users do not own the Credits but have a limited right to use the credits on virtual products offered for sale on the Company’s platform. Credits are non-refundable, the Company may change the purchase price of Credits at any time, and the Company reserves the right to stop issuing Credits in the future. The Company’s in-app products are not transferable, cannot be sold or exchanged outside our platform, are not redeemable for any sum of money, and can only be used for virtual products sold on the Company’ platform. In-app products are recorded in deferred revenue when purchased and recognized as revenue when: (i) the credits are used by the customer; or (ii) the Company determines the likelihood of the credits being redeemed by the customer is remote (breakage) and there is not a legal obligation to remit the unredeemed credits to the relevant jurisdiction. The determination of the breakage rate is based upon Company-specific historical redemption patterns. Breakage is recognized in revenue as the credits are used on a pro rata basis over a three month period (life of the user) beginning at the date of the Credits sale and is included in revenue in the consolidated statement of operations and comprehensive loss. Breakage recognized during the years ended December 31, 2014 and 2013 was $910,000 and $625,000, respectively. For “VIP” and other subscriptions based products, the Company recognizes revenue over the term of the subscription. | |||||||||||||||||
The Company also earns revenue from advertisement products from currency engagement actions (i.e. sponsored engagement advertisements) by users on all of the Company’ platforms, including cost-per-action (CPA) currency incented promotions and sales on its proprietary cross-platform currency monetization product, “Social Theater.” The Company controls and develops the Social Theater product and CPA promotions and acts as a principal in these transactions and recognizes the related revenue on a gross basis when collections are reasonably assured and upon delivery of the Credits to the users’ account. When a user performs an action, the user earns Credits and the Company earns product revenue from the advertiser. | |||||||||||||||||
Social Theater is a product that allows the Company to offer advertisers a way to leverage the Facebook platform through guaranteed actions by Facebook’s user base. Social Theater is also hosted on the Company’s platform. Typical guaranteed actions available to advertisers are video views, fan page growth, quizzes and surveys. Social Theater revenue is recognized when persuasive evidence of an arrangement exists, the sales price is fixed or determinable, collectability is reasonable assured, and the service has been rendered. The Social Theater prices are both fixed and determinable based on the contract with the advertiser. The user completes an action and the electronic record of the transaction triggers the revenue recognition. The collection of the Social Theater revenue is reasonably assured by contractual obligation and historical payment performance. The delivery of virtual currency from the hosting platform to a user evidences the completion of the action required by the customer that the service has been rendered for Social Theater revenue recognition. | |||||||||||||||||
Beanstock Media Inc. | |||||||||||||||||
On September 25, 2013, we entered into a Media Publisher Agreement with Beanstock (the “Web Agreement”). The Web Agreement is effective from September 23, 2013 through December 31, 2015 (the “Term”), unless earlier terminated. | |||||||||||||||||
Pursuant to the Web Agreement, Beanstock has the exclusive right and obligation to fill all of our remnant desktop in-page display advertising inventory on www.meetme.com (the “Site”), excluding, (i) any inventory sold to a third party under an insertion order that is campaign or advertiser specific, (ii) any inventory we reserve in existing and future agreements with third parties for barter transactions and as additional consideration as part of larger business development transactions, and (iii) any inventory reserved for premium advertising for the Site. We may also continue to place inventory outside of the Web Agreement in direct sales. | |||||||||||||||||
Beanstock will pay for all advertising requests that we deliver, whether or not Beanstock fills the advertising request. For the United States, Beanstock will pay us specified CPM rates plus a percentage of revenue in excess of those rates; for the rest of the world, Beanstock will pay us 90% of its net ad revenue for the Site. | |||||||||||||||||
We may terminate the Web Agreement at any time without charge or penalty by providing written notice to Beanstock. Either party may terminate the Web Agreement if the other party is in material breach of its obligations and does not cure such breach, or if the other party files a petition for bankruptcy, becomes insolvent, makes an assignment for the benefit of its creditors, or a receiver is appointed for such party or its business. | |||||||||||||||||
For the years ended December 31, 2014 and 2013, the Company recognized approximately $9,800,000 and $3,800,000 under the terms of the Web Agreement, respectively. | |||||||||||||||||
On December 23, 2014, we entered into an Advertising Agreement with Beanstock (the “Mobile Agreement”). The term of the Mobile Agreement runs through December 31, 2015, unless earlier terminated. | |||||||||||||||||
Pursuant to the Mobile Agreement, Beanstock has the right and obligation to fill substantially all of the Company’s advertising inventory on its MeetMe mobile app for iOS and Android, as well as the meetme.com website when accessed using a mobile device and as optimized for mobile devices (collectively, the “App”). The Mobile Agreement does not apply to interstitially placed advertisements, advertisements on versions of the App specific to the iPad and other Apple tablet devices, other mobile apps or in-app products or features on the App, including, without limitation, offer wall features and the Company’s Social Theater business. | |||||||||||||||||
The Mobile Agreement contemplates that the Company will begin placing ad calls (not including prior test calls) with Beanstock starting on March 1, 2015 (the “Effective Date”). | |||||||||||||||||
The Company may, on a basis substantially consistent with its advertising display logic (as set forth in the Mobile Agreement) (“Ad Logic”), (i) add additional sections or features to the App and provision them with ads, and (ii) change the locations and sizes of particular ad placements within the App; in any such case, all resulting ad placements will be subject to the Mobile Agreement. In addition, if the Company wishes to increase the number, type, frequency or scope of placements in the Ad Logic, it must first notify Beanstock and upon Beanstock’s written consent, such additional inventory will be added to the Ad Logic. If Beanstock withholds or denies said consent, then the additional inventory will remain outside of the scope of the Mobile Agreement and the Company may fill it otherwise. | |||||||||||||||||
Beanstock must pay for all ad requests that the Company delivers whether or not Beanstock fills them. Beanstock will pay specified CPM rates depending on the type of ad; provided, however, that if more than a stated percentage of impressions originates outside of the United States and Canada, then Beanstock will pay the Company a percentage of Beanstock’s gross revenue relating to such international ad impressions in excess of that percentage. | |||||||||||||||||
Beanstock will remit payments due to the Company within thirty days following the last day of each calendar month for that month regardless of advertiser campaign duration; provided, however, that if the balance owing under the Mobile Agreement exceeds a stated amount, then the Company may request Beanstock to accelerate payments so that the balance does not at any point exceed that amount, and Beanstock must do so within ten days and for so long as necessary to keep said balance under that amount. Beanstock assumes all risk in regards to collection of all applicable advertiser fees with respect to all of the advertising inventory and may not delay payment to the Company as a result of non-collection or delay of payment of fees by advertisers. Beanstock may not withhold or offset amounts owing the Mobile Agreement for any reason. | |||||||||||||||||
The Company will determine the number of ad calls that it places under the Mobile Agreement. If Beanstock determines that number to be less than 90% of the Company’s number for any particular month and the parties cannot resolve the discrepancy, then the ad call number for that month will be 90% of the number that the Company originally determined. | |||||||||||||||||
Beanstock will comply with the Company’s advertising editorial guidelines as in effect from time to time. | |||||||||||||||||
The Company may terminate the Mobile Agreement upon written notice (i) from the date thereof to the sixtieth day after the Effective Date, or (ii) if, in the Company’s sole discretion, the placement or running of ads on the App causes a diminution in user experience, including without limitation with respect to the crash rate. | |||||||||||||||||
In addition, the Mobile Agreement may be terminated upon written notice by (A) either party if the other party (i) is in material breach of its obligations and that party fails to cure said breach within ten days after receipt of written notice thereof from the non-breaching party, or (ii) files a petition for bankruptcy, becomes insolvent, makes an assignment for the benefit of its creditors, or a receiver is appointed for such other party or its business, or (B) the Company if Beanstock fails to pay any amount hereunder when due (any of the events in this sentence, “Cause”). If the Company terminates the Agreement for Cause or Beanstock terminates it wrongfully, then Beanstock must pay the Company a stated amount as liquidated damages. | |||||||||||||||||
Pinsight Media | |||||||||||||||||
On October 31, 2013, the Company entered into an Advertising Agreement with Pinsight Media+, Inc. (“Pinsight”) (as subsequently amended, the “Pinsight Agreement”). The Pinsight Agreement was effective from October 31, 2013 through December 31, 2014, with a post-termination transition period that ended on March 31, 2015. | |||||||||||||||||
Pursuant to the Pinsight Agreement, Pinsight had the right and obligation to fill all of the Company’s advertising inventory on the App. The Pinsight Agreement did not apply to other mobile apps or virtual currency features on the App, including without limitation offer wall features and the Company’s Social Theater business. | |||||||||||||||||
Pinsight was obligated to pay for all ad requests that the Company delivered, whether or not Pinsight fills them. Pinsight paid specified CPM rates depending on the type of ad. The stated CPM rates for certain ads were subject to renegotiation under certain conditions; in such case, if the parties did not agree on a modified rate, then such ads would be excluded from the Agreement. | |||||||||||||||||
Pinsight assumed all risk in regards to collection of all applicable advertiser fees with respect to all advertising inventory and was not permitted to delay payment to the Company as a result of non-collection or delay of payment by the advertisers. | |||||||||||||||||
Pinsight was obligated to comply with the Company’s advertising editorial guidelines as in effect from time to time. | |||||||||||||||||
For the years ended December 31, 2014 and 2013, the Company recognized approximately $19,824,000 and $695,000 in revenue under the terms of the Pinsight Agreement, respectively. | |||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash and cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it invests. | |||||||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | |||||||||||||||||
The Company extends credit on a non-collateralized basis to both United States and international customers. The Company extends credit to customers in the normal course of business and maintains an allowance for doubtful accounts resulting from the inability or unwillingness of customers to make required payments. Management determines the allowance for doubtful accounts by evaluating individual customer receivables and considering a customer’s financial condition, credit history, and current economic conditions. The Company prepares an analysis of its ability to collect outstanding receivables that provides a basis for an allowance estimate for doubtful accounts. | |||||||||||||||||
Based on this evaluation, the Company maintains an allowance for potential credit losses and for potential discounts based on historical experience and other information available to management. Discounts historically represent less than 1% of the related revenues. The fees associated with display advertising are often based on “impressions,” which are created when the ad is viewed. The amount of impressions often differs between non-standardized tracking systems, resulting in discounts on some payments. Difference between ad serving platforms with respect to impressions is primarily due to lag time between serving of advertising and other technical differences. | |||||||||||||||||
Balance at Beginning of Period | Additions, Costs and Expenses | Deductions, Write-Offs | Balance at End of the Period | ||||||||||||||
Allowance For Doubtful Accounts: | |||||||||||||||||
Year Ended December 31, 2014 | $ | 495,000 | $ | 367,000 | $ | 276,000 | $ | 586,000 | |||||||||
Year Ended December 31, 2013 | $ | 547,000 | $ | - | $ | 52,000 | $ | 495,000 | |||||||||
Goodwill | |||||||||||||||||
Goodwill reflects the cost of an acquisition in excess of the fair values assigned to identifiable the net assets acquired. Goodwill is not amortized; rather, it is subject to a periodic assessment for impairment by applying a fair value based test. The Company performs its annual impairment test in conjunction with preparing its fourth quarter financial results immediately following the end of the calendar year, or more frequently if events or changes in circumstances indicate that the asset might be impaired. Goodwill is tested for impairment at a level of reporting referred to as a reporting unit. The Company has determined that there is only one reporting unit, MeetMe, Inc. | |||||||||||||||||
The impairment model permits, and the Company utilizes, a two-step method for determining goodwill impairment. In the first step, the Company evaluates the recoverability of goodwill by estimating the fair value of the Company’s reporting unit using multiple techniques, including an income approach using a discounted cash flow model and a market approach. Based on an equal weighting of the results of these two approaches, a conclusion of fair value is estimated. The fair value is then compared to the carrying value of the Company’s reporting unit. If the fair value of a reporting unit is less than its carrying value, the Company performs a second step for that reporting unit to determine the amount of impairment loss, if any. The second step requires allocation of the reporting unit’s fair value to all of its assets and liabilities using the acquisition method prescribed under authoritative guidance for business combinations. Any residual fair value is allocated to goodwill. Impairment losses, limited to the carrying value of goodwill, represent the excess of the carrying amount of goodwill over its implied fair value. | |||||||||||||||||
Intangible Assets | |||||||||||||||||
Intangible assets consist of acquired trademarks, domain names, advertising customer relationships and mobile applications recorded at fair value. Amortization is recorded using the straight-line method over the estimated useful lives of the assets except for advertising customer relationships are amortized using the straight-line method over the average contract term. | |||||||||||||||||
Years | |||||||||||||||||
Trademarks | 5 | ||||||||||||||||
Domain names | 5 | ||||||||||||||||
Mobile Applications, purchased and internally developed | 5 | ||||||||||||||||
Advertising customer relationships | 3 | ||||||||||||||||
Property and Equipment | |||||||||||||||||
Property and equipment is stated at cost less accumulated depreciation and amortization. The cost of improvements that extend the life of property and equipment are capitalized. All ordinary repair and maintenance costs are expensed as incurred. When capitalized assets are retired or sold, the cost and related accumulated depreciation or amortization is removed from the accounts, with any gain or loss reflected in operations. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets as follows: | |||||||||||||||||
Years | |||||||||||||||||
Software | 2 to 3 | ||||||||||||||||
Servers and computer equipment | 3 to 5 | ||||||||||||||||
Office furniture and equipment | 5 to 10 | ||||||||||||||||
Leasehold improvements are amortized using the straight-line method over the term of the individual lease. | |||||||||||||||||
Long-Lived Assets and Intangibles with Finite Lives | |||||||||||||||||
Property and equipment and amortizable intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If an analysis is necessitated by the occurrence of a triggering event, the Company compares the carrying amount of the asset with the estimated future undiscounted cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds the estimated expected undiscounted future cash flows, the Company measures the amount of the impairment by comparing the carrying amount of the asset with its estimated fair value. Such analyses necessarily involve significant judgments and estimations on the part of the Company. For the years ended December 31, 2014 and 2013, the Company determined that no impairment charge was necessary. | |||||||||||||||||
Lease Accounting | |||||||||||||||||
The Company accounts for operating lease transactions by recording rent expense on a straight-line basis over the expected life of the lease, commencing on the date it gains possession of leased property. The Company includes tenant improvement allowances and rent holidays received from landlords and the effect of any rent escalation clauses as adjustments to straight-line rent expense over the expected life of the lease. | |||||||||||||||||
Capital lease transactions are reflected as a liability at the inception of the lease based on the present value of the minimum lease payments or, if lower, the fair value of the property. Assets under capital leases are recorded in Property and Equipment, net on the consolidated balance sheets and depreciated in a manner similar to other Property and Equipment. | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
The fair values of the Company’s financial instruments reflect the amounts that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). | |||||||||||||||||
The carrying amounts of the Company’s financial instruments of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities and deferred revenue approximates fair value due to their short maturities. Amounts recorded for subordinated notes payable, net of discount, and loans payable also approximate fair value because current interest rates available to the Company for debt with similar terms and maturities are substantially the same. Certain common stock warrants are carried at fair value as disclosed below. The Company has evaluated the estimated fair value of financial instruments using available market information and management's estimates. The use of different market assumptions and/or estimation methodologies could have a significant effect on the estimated fair value amounts. | |||||||||||||||||
Foreign Currency | |||||||||||||||||
The functional currency of our foreign subsidiaries is the local currency. The financial statements of these subsidiaries are translated to U.S. dollars using period-end rates of exchange for assets and liabilities and average quarterly rates of exchange for revenues and expenses. Translation gains (losses) are recorded in accumulated other comprehensive loss as a component of stockholders’ equity. Net gains and losses resulting from foreign exchange transactions are included in other income (expense). | |||||||||||||||||
Net Loss per Share | |||||||||||||||||
Basic earnings or losses per share are computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding. Diluted earnings or loss per share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares and common stock equivalents outstanding, calculated on the treasury stock method for options and warrants using the average market prices during the period. | |||||||||||||||||
As the Company incurred a net loss in all periods presented, all potentially dilutive securities were excluded from the computation of diluted loss per share since the effect of including them is anti-dilutive. | |||||||||||||||||
The following table summarizes the number of dilutive securities, which may dilute future earnings per share, outstanding for each of the periods presented, but not included in the calculation of diluted loss per share: | |||||||||||||||||
December 31, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Stock options | 9,618,102 | 9,138,131 | |||||||||||||||
Unvested restricted stock awards | 1,418,227 | 1,361,750 | |||||||||||||||
Warrants | 2,812,414 | 3,111,690 | |||||||||||||||
Convertible preferred stock | 1,479,949 | 1,479,949 | |||||||||||||||
Totals | 15,328,692 | 15,091,520 | |||||||||||||||
Significant Customers and Concentration of Credit Risk | |||||||||||||||||
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash equivalents and accounts receivable. The Company invests their excess cash in high-quality, liquid money market instruments maintained by major U.S. banks and financial institutions. The Company has not experienced any losses on their cash equivalents. | |||||||||||||||||
The Company performs ongoing credit evaluations of their customers and generally does not require collateral. The Company has no history of significant losses from uncollectible accounts. During the year ended December 31, 2014, two customers, both advertiser aggregators, comprised of approximately 66% of total revenue and accounts receivable. During the year ended December 31, 2013, one customer, an advertising aggregator, comprised approximately 22% of total revenue and three customers comprised 37% of total accounts receivable. | |||||||||||||||||
The Company does not expect their current or future credit risk exposures to have a significant impact on their operations. However, there can be no assurance that the Company’s business will not experience any adverse impact from credit risk in the future. | |||||||||||||||||
Income Taxes | |||||||||||||||||
The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. | |||||||||||||||||
The Company records deferred tax assets to the extent it believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In the event that the Company determines that it will not be able to realize its deferred income tax assets in the future in excess of its net recorded amount, the Company will make an adjustment to the valuation allowance, which will increase the provision for income taxes. | |||||||||||||||||
The Company’s income tax returns are periodically audited by U.S. federal, state and local, and foreign tax authorities. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income among various tax jurisdictions. At any one time, multiple tax years are subject to audit by the various tax authorities. In evaluating the tax benefits associated with the Company’s various tax filing positions, the Company records a tax benefit for uncertain tax positions using the highest cumulative tax benefit that is more likely than not to be realized. A number of years may elapse before a particular matter, for which a liability has been established, is audited and effectively settled. The Company adjusts its liability for unrecognized tax benefits in the period in which it determines the issue is effectively settled with the tax authorities, the statute of limitations expires for the relevant taxing authority to examine the tax position or when more information becomes available. | |||||||||||||||||
Derivatives | |||||||||||||||||
All derivatives held by the Company are recognized in the consolidated balance sheets at fair value. The Company issued warrants on its own common stock in conjunction with the term loan discussed in Note 6. These warrants meet the definition of a derivative and are reflected as a warrant liability at fair value in the consolidated balance sheets. | |||||||||||||||||
Product Development and Content Costs | |||||||||||||||||
Product development and content costs, including costs incurred in the classification and organization of listings within our websites, salaries, benefits, and stock-based compensation, utility charges, occupancy and support for our offsite technology infrastructure, bandwidth and content delivery fees, and development and maintenance costs, are charged to expense as incurred. | |||||||||||||||||
Stock-Based Compensation | |||||||||||||||||
The fair value of share-based payments are estimated on the grant date using the Black-Scholes option pricing model, based on weighted average assumptions. Expected volatility is based on historical volatility of our common stock. The Company has elected to use the simplified method described in the Securities and Exchange Commission Staff Accounting Bulletin Topic 14C to estimate the expected term of employee stock options. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant. Compensation expense is recognized on a straight-line basis over the requisite service period of the award. | |||||||||||||||||
Comprehensive Loss | |||||||||||||||||
Comprehensive loss includes all changes in stockholders’ equity during a period from non-owner sources. Comprehensive loss consists of foreign currency translation adjustments which are added to net loss to compute total comprehensive loss. | |||||||||||||||||
Contingencies | |||||||||||||||||
The Company accrues for contingent obligations, including legal costs and restructuring costs, when the obligation is probable and the amount can be reasonably estimated. As facts concerning contingencies become known the Company reassess their position and make appropriate adjustments to the consolidated financial statements. Estimates that are particularly sensitive to future changes include those related to tax, legal, and other regulatory matters that are subject to change as events evolve and additional information becomes available. | |||||||||||||||||
Segment Reporting | |||||||||||||||||
Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions on how to allocate resources and assess performance. The Company's chief operating decision maker is the chief executive officer. The Company and the chief executive officer view the Company's operations and manage its business as one operating segment. All long-lived assets of the Company reside in the U.S. | |||||||||||||||||
Recent Issued Accounting Standards | |||||||||||||||||
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). The objective of ASU 2014-09 is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the existing revenue recognition guidance, including industry-specific guidance. The core principle of ASU 2014-09 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In applying the new guidance, an entity will (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the contract’s performance obligations; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 applies to all contracts with customers except those that are within the scope of other topics in the FASB Accounting Standards Codification. The new guidance is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016 for public companies. Early adoption is not permitted. Entities have the option of using either a full retrospective or modified approach to adopt ASU 2014-09. The Company is currently evaluating the new guidance and has not determined the impact this standard may have on its consolidated financial statements nor decided upon the method of adoption. | |||||||||||||||||
In June 2014, the FASB issued ASU No. 2014-12, Compensation-Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. The Company is currently evaluating the impact that the adoption of this guidance will have on its financial position, results of operations, comprehensive income, cash flows and/or disclosures. | |||||||||||||||||
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 explicitly requires management to evaluate, at each annual or interim reporting period, whether there are conditions or events that exist which raise substantial doubt about an entity’s ability to continue as a going concern and to provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and annual and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact of adopting this new standard on its financial statement disclosures. |
Note_2_Fair_Value_Measurements
Note 2 - Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Disclosures [Text Block] | Note 2—Fair Value Measurements | ||||||||||||||||
ASC Topic 820, Fair Value Measurement (ASC 820), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company's own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. | |||||||||||||||||
ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes among the following: | |||||||||||||||||
Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. | |||||||||||||||||
Level 2—Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. | |||||||||||||||||
Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. | |||||||||||||||||
To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. | |||||||||||||||||
Recurring Fair Value Measurements | |||||||||||||||||
Items measured at fair value on a recurring basis include money market mutual funds and warrants to purchase common stock. During the periods presented, the Company has not changed the manner in which it values assets and liabilities that are measured at fair value using Level 3 inputs. The following fair value hierarchy table presents information about each major category of the Company's financial assets and liabilities measured at fair value on a recurring basis: | |||||||||||||||||
Quoted Prices in Active Markets for Identical Items | Significant Other Observable Inputs | Significant Unobservable Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | Total | ||||||||||||||
31-Dec-14 | |||||||||||||||||
Assets | |||||||||||||||||
Money market | $ | 10,014,243 | $ | - | $ | - | $ | 10,014,243 | |||||||||
Total assets | $ | 10,014,243 | $ | - | $ | - | $ | 10,014,243 | |||||||||
Liabilities | |||||||||||||||||
Warrants to purchase common stock | $ | - | $ | - | $ | 418,530 | $ | 418,530 | |||||||||
Total Liabilities | $ | - | $ | - | $ | 418,530 | $ | 418,530 | |||||||||
December 31,2013 | |||||||||||||||||
Assets | |||||||||||||||||
Money market | $ | 3,206,079 | $ | - | $ | - | $ | 3,206,079 | |||||||||
Total assets | $ | 3,206,079 | $ | - | $ | - | $ | 3,206,079 | |||||||||
Liabilities | |||||||||||||||||
Warrants to purchase common stock | $ | - | $ | - | $ | 819,930 | $ | 819,930 | |||||||||
Total liabilities | $ | - | $ | - | $ | 819,930 | $ | 819,930 | |||||||||
The following table sets forth a summary of changes in the fair value of the Company's Common Stock warrant liability, which represents a recurring measurement that is classified within Level 3 of the fair value hierarchy, wherein fair value is estimated using significant unobservable inputs: | |||||||||||||||||
Convertible Common Stock Warrant Liability | |||||||||||||||||
Balance as of December 31, 2013 | $ | 819,930 | |||||||||||||||
Settlements | (174,892 | ) | |||||||||||||||
Changes in estimated fair value | (226,508 | ) | |||||||||||||||
Balance as of December 31, 2014 | $ | 418,530 | |||||||||||||||
The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the years ended December 31, 2014 and 2013. | |||||||||||||||||
The fair value of the warrants on the date of issuance and on each re-measurement date of those warrants classified as liabilities is estimated using the Black-Scholes option pricing model using the following assumptions: contractual life according to the remaining terms of the warrants, no dividend yield, weighted average risk-free interest rate of 2.17% at December 31, 2014 and weighted average volatility of 85.63%. For this liability, the Company developed its own assumptions that do not have observable inputs or available market data to support the fair value. This method of valuation involves using inputs such as the fair value of the Company's various classes of preferred stock, stock price volatility, the contractual term of the warrants, risk free interest rates and dividend yields. Due to the nature of these inputs, the valuation of the warrants is considered a Level 3 measurement. The warrant liability is recorded in other liabilities on the Company's Consolidated Balance Sheets. The warrant liability is marked-to-market each reporting period with the change in fair value recorded on the Consolidated Statement of Operations and Comprehensive Loss until the warrants are exercised, expire or other facts and circumstances lead the warrant liability to be reclassified as an equity instrument. | |||||||||||||||||
Nonrecurring Fair Value Measurements | |||||||||||||||||
For assets and liabilities measured on a non-recurring basis during the year, accounting guidance requires quantitative disclosures about the fair value measurements separately for each major category. There were no remeasured assets or liabilities at fair value on a non-recurring basis for the years ended December 31, 2014 and 2013. |
Note_3_Goodwill
Note 3 - Goodwill | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||
Goodwill Disclosure [Text Block] | Note 3—Goodwill | ||||||||
The Company assesses goodwill for impairment annually, or more frequently whenever events or changes in circumstances indicate that an impairment may exist. Goodwill is tested for impairment at the reporting unit level. Management believes the Company has one reporting unit. | |||||||||
As of December 31, 2014, the Company completed its annual impairment test. The Company’s management considered both a market approach using comparable company method and income approach using a discounted cash flow method which it believes to be an appropriate valuation methodology. | |||||||||
The major assumptions in the market approach include the selected multiples applied to certain operating statistics, such as sales revenues as well as an estimated control premium. The Company’s discounted cash flow model is highly reliant on various assumptions, including estimates of future cash flows, growth rates, discount rate, and expectations about variations in the amount and timing of cash flows and the probability of achieving its estimated cash flow forecast. These assumptions are based on significant inputs not easily observable in the market and thus represent Level 3 measurements within the fair value hierarchy. A discount rate of 15% was used, as well as assumptions of growth in revenues of 9.4% and 12.9% over the next 2 years before a terminal value was estimated. The discount rate was determined using the weighted average cost of capital for a typical market participant. The Company notes that the conclusion would have decreased by less than 2%. The Company also notes that the conclusion of value was not overly sensitive to changes in the growth rates used in our analysis. Had the growth rates for the next 2 years been 1% lower, the aggregate valuation conclusion would have decreased by less than 2%. The Company believes the discount rate and other inputs an assumptions are reasonable and consistent with those that a market participant would use. | |||||||||
At December 31, 2014, the Company concluded that the fair value of the Company’s reporting unit exceeded its carrying value of the reporting unit’s carrying amount. The most recent analysis concluded that the excess of fair value over carrying amount as of December 31, 2014 was $29.5 million, which was more than 37% of the reporting unit’s carrying amount. | |||||||||
Changes in the carrying amount of goodwill consisted of the following at December 31: | |||||||||
2014 | 2013 | ||||||||
Balance at January 1 | $ | 70,646,036 | $ | 70,646,036 | |||||
Goodwill acquired during the period | - | - | |||||||
Impairment charges during the period | - | - | |||||||
Balance at December 31 | $ | 70,646,036 | $ | 70,646,036 | |||||
Note_4_Intangible_Assets
Note 4 - Intangible Assets | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | |||||||||
Intangible Assets Disclosure [Text Block] | Note 4—Intangible Assets | ||||||||
Intangible assets consist of the following: | |||||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Trademarks and domains names | $ | 6,124,994 | $ | 6,124,994 | |||||
Advertising customer relationships | 1,165,000 | 1,165,000 | |||||||
Mobile applications | 1,725,000 | 1,725,000 | |||||||
9,014,994 | 9,014,994 | ||||||||
Less accumulated amortization | (6,120,664 | ) | (4,227,053 | ) | |||||
Intangible assets - net | $ | 2,894,330 | $ | 4,787,941 | |||||
Amortization expense was approximately $1.9 million and $2.0 million for the years ended December 31, 2014 and 2013, respectively. | |||||||||
Annual future amortization expense for the Company’s intangible assets is as follows: | |||||||||
Years ending December 31, | |||||||||
2015 | $ | 1,569,999 | |||||||
2016 | 1,324,331 | ||||||||
Total | $ | 2,894,330 | |||||||
Note_5_Property_and_Equipment
Note 5 - Property and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment Disclosure [Text Block] | Note 5—Property and Equipment | ||||||||
Property and equipment consist of the following: | |||||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Servers, computer equipment and software | $ | 8,221,009 | $ | 7,308,536 | |||||
Office furniture and equipment | 62,447 | 152,064 | |||||||
Leasehold Improvements | 378,389 | 373,399 | |||||||
8,661,845 | 7,833,999 | ||||||||
Less accumulated depreciation/amortization | (6,202,948 | ) | (4,962,199 | ) | |||||
Property and equipment—net | $ | 2,458,897 | $ | 2,871,800 | |||||
The above amounts as of December 31, 2014 and 2013 include certain leases accounted for as capital leases. The total cost and accumulated depreciation of property and equipment recorded under capital leases at December 31, 2014 and 2013 was approximately $805,000 and $519,000, respectively (See Note 7). | |||||||||
Property and equipment depreciation and amortization expense was approximately $2.3 million and $2.4 million for the years ended December 31, 2014 and 2013, respectively. |
Note_6_LongTerm_Debt
Note 6 - Long-Term Debt | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Debt Disclosure [Text Block] | Note 6— Long-Term Debt | ||||||||
The components of the Company’s total indebtedness were as follows: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Senior Loans Payable: | |||||||||
Term Loan | $ | 2,809,806 | $ | 4,663,018 | |||||
LSA2 Loan | - | 480,753 | |||||||
Less: unamortized discount | (184,868 | ) | (706,963 | ) | |||||
Total long-term debt, net | 2,624,938 | 4,436,808 | |||||||
Less current portion | (2,068,326 | ) | (2,333,966 | ) | |||||
Total long-term debt, less current portion, net | $ | 556,612 | $ | 2,102,842 | |||||
Senior Loans Payable | |||||||||
Term Loan | |||||||||
On April 29, 2013, the Company entered into an $8.0 million loan and security agreement with Venture Lending & Leasing VI, Inc. and Venture Lending and Leasing VII, Inc., at 11% fixed interest rate, maturing in 36 months, and which may be drawn in three tranches (the “Loan”). On April 29, 2013, the Company drew $5.0 million on the facility. Interest is payable monthly for the first six months of the loan term, and monthly principal and interest payments are due thereafter through the maturity date. The Company issued warrants to each of the lenders in conjunction with the loan facility with an initial aggregate exercise price of $800,000, which increased by $200,000 with the first tranche and would increase by $300,000 with the second and third tranche draw down of the Loan. The Loan payable is net of the initial value of the warrants (See Note 9). The initial value of warrants have been capitalized within the other assets section of the consolidated balance sheets and are being amortized under the interest method over the term of the loan. Amortization expense was $295,588 and $190,225 for the year ended December 31, 2014 and 2013, respectively. The lenders have a priority first security lien on substantially all assets of the Company. | |||||||||
Growth and Equipment Term Loans | |||||||||
On November 10, 2011, in conjunction with the acquisition of Insider Guides, the Company assumed loans payable consisting of a growth capital term loan and three equipment term loans. The loans are collateralized by substantially all the assets of the Company. Under the Loan and Security Agreement Number 2 growth term and equipment term loans, dated December 13, 2010, principal and interest are payable monthly at a fixed interest rate of 12.50% per annum, and the loans were due and were paid in September 2014. | |||||||||
Subordinated Notes Payable | |||||||||
MATT Note Payable | |||||||||
On January 25, 2008, the Company entered into a Note Purchase Agreement (the “MATT Agreement”) with Mexicans & Americans Trading Together, Inc. (“MATT Inc.”). Pursuant to the terms of the MATT Agreement: (i) MATT Inc. invested $5,000,000 in the Company and the Company issued MATT Inc. a subordinated promissory note due October 16, 2016 with 4.46% interest per annum (the “MATT Note”); (ii) the exercise price of MATT Inc.’s outstanding Series 1 Warrant to purchase 1,000,000 shares of our common stock was reduced from $12.50 per share to $2.75 per share; (iii) the exercise price of MATT Inc.’s outstanding Series 2 Warrant to purchase 1,000,000 shares of the Company’s common stock was reduced from $15.00 per share to $2.75 per share (see Note 10); and (iv) the Amended and Restated Support Agreement between the Company and MATT Inc. was terminated, which terminated MATT Inc.’s obligation to provide us with the use of a corporate jet for up to 25 hours per year through October 2016. Debt issuance costs of $24,580 related to this transaction have been capitalized within the other assets section of the consolidated balance sheets and are being amortized to interest expense over the life of the note. Amortization expense was $455 for the year ended December 31, 2013. | |||||||||
On March 5, 2013, the Company, Altos Hornos de Mexico, S.A.B. de C.V. (“AHMSA”) and MATT Inc. entered into an agreement to offset the MATT Note with approximately $6.0 million of accounts receivable that MATT Inc. and AHMSA owed to the Company (the “Receivable”). As of March 5, 2013, $6,254,178 in principal and accrued interest was outstanding under the MATT Note, and the Receivable had a balance of $6,025,828 plus interest of $222,446 from the agreement. MATT Inc. exercised warrants dated October 17, 2006 at an exercise price of $2.75 per share (the “MATT Warrants”) to purchase 2,147 shares of common stock using the amount by which the outstanding principal and accrued interest under the Note exceeded the amount of the Receivable. As a result of these transactions, both the MATT Note and the Receivable have been deemed fully satisfied. In connection therewith, MATT Inc. has agreed to exercise or forfeit the MATT Warrants with an aggregate exercise price of $2,000,000 over an eleven-month period beginning in March 2013. The Company recorded a net loss on debt restructure (see consolidated statement of operations and comprehensive loss) of approximately $712,000 in connection with the debt offset and warrant, attributable to the write-off of unamortized discounts and debt issue costs at the date of the agreement. | |||||||||
RSI Note Payable | |||||||||
On January 25, 2008, the Company entered into a Note Purchase Agreement (the “RSI Agreement”) with Richard L. Scott Investments, LLC (“RSI”). Pursuant to the terms of the RSI Agreement: (i) RSI invested $2,000,000 in the Company and the Company issued RSI a subordinated promissory note due March 21, 2016 with 4.46% interest per annum (the “RSI Note”); (ii) the exercise price of RSI’s outstanding Series 2 Warrant to purchase 500,000 shares of our common stock was reduced from $4.00 per share to $2.75 per share, (See Note 11); and (iii) the exercise price of RSI’s outstanding Series 3 Warrant to purchase 500,000 shares of our common stock was reduced from $7.00 per share to $2.75 per share. Debt issuance costs of $15,901 related to this transaction have been capitalized within the other assets section of the consolidated balance sheet and were amortized to interest expense over the life of the RSI Note. Amortization expense was $315 for the year ended December 31, 2013. | |||||||||
On March 5, 2013, the Company and RSI entered into an agreement pursuant to which RSI exercised warrants dated as of March 21, 2006 to purchase one million shares of common stock at an exercise price of $2.75 per share (the “RSI Warrants”). RSI paid the exercise price of the RSI Warrants by offsetting that same amount under the RSI Note. The Company paid RSI $107,504 in cash, which represented the difference between the aggregate exercise price of the RSI Warrants of $2,750,000, and the total amount of principal and interest under the RSI Note that would have accrued through the 2016 due date of $2,857,504. As a result of these transactions, the RSI Warrants have been fully exercised and are of no further force or effect and the RSI Note has been deemed fully satisfied. During 2013, the Company recorded a loss on debt restructure (see consolidated statement of operations and comprehensive loss) of approximately $463,000 in connection with the warrant exercise and debt cancellation, attributable to the write-off of unamortized discounts and debt issue costs, and accelerated interest at the date of the agreement. | |||||||||
Maturities | |||||||||
Maturities on long-term debt, before discount, of each of the next five years as of December 31, 2014 are as follows: | |||||||||
Years ending December 31: | |||||||||
2015 | 2,068,326 | ||||||||
2016 | 741,480 | ||||||||
Total | $ | 2,809,806 | |||||||
Note_7_Commitments_and_Conting
Note 7 - Commitments and Contingencies | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||
Commitments and Contingencies Disclosure [Text Block] | Note 7—Commitments and Contingencies | ||||||||
Operating Leases | |||||||||
The Company leases certain fixed assets under capital leases that expire through 2017. The Company leases their operating facilities in the U.S. under certain noncancelable operating leases that expire through 2018. These leases are renewable at the Company’s option. During 2014, the Company leased its operating facility in Sao Paulo, Brazil. The facility was closed on December 31, 2014. | |||||||||
Capital Leases | |||||||||
During the first quarter of 2012, the Company executed two non-cancelable master lease agreements one with Dell Financial Services and one with HP Financial Services. Both are for the purchase or lease of equipment for the Company’s data centers. Principal and interest are payable monthly at interest rates of ranging from 4.5% to 8.0% per annum, rates varying based on the type of equipment purchased. The capital leases are secured by the leased equipment, and outstanding principal and interest are due respectively through August 2017. During 2014, the Company entered into $805,000 of various new capital leases. | |||||||||
A summary of minimum future rental payments required under capital and operating leases as of December 31, 2014 are as follows: | |||||||||
Capital Leases (1) | Operating Leases | ||||||||
2015 | $ | 926,995 | $ | 1,189,178 | |||||
2016 | 385,503 | 589,842 | |||||||
2017 | 225,879 | 240,281 | |||||||
2018 | - | 42,240 | |||||||
2019 | - | - | |||||||
Thereafter | - | - | |||||||
Total minimum lease payments | $ | 1,538,377 | $ | 2,061,541 | |||||
Less: Amount representing interest | 78,200 | ||||||||
Total present value of minimum payments | 1,460,177 | ||||||||
Less: Current portion of such obligations | 872,761 | ||||||||
Long-term capital lease obligations | $ | 587,416 | |||||||
Rent expense for under the operating leases was approximately $2.2 million for the years ended December 31, 2014 and 2013, respectively. | |||||||||
Litigation | |||||||||
From time to time, we are party to certain legal proceedings that arise in the ordinary course and are incidental to our business. We operate our business online, which is subject to extensive regulation by federal and state governments. | |||||||||
On February 3, 2014, the San Francisco City Attorney filed a complaint against the Company in the Superior Court of the State of California, County of San Francisco, alleging that the Company engages in unfair business practices with respect to its use of information relating to minors, and particularly with respect to location information and the disclosure of such use. The Company believes the City Attorney’s allegations are without merit and intends to defend against them vigorously. | |||||||||
On March 18, 2014, RecruitME, LLC (“RecruitME”) served a complaint on the Company that it had filed on December 27, 2013 in the United States District Court for the Eastern District of Texas accusing the Company of patent infringement. On May 27, 2014, the Company filed its Answer with Counterclaims. On June 30, 2014, the Company and RecruitME entered into a Settlement and License Agreement settling all matters relating to the litigation. Accordingly, on July 10, 2014, the Court entered an order dismissing the suit with prejudice. | |||||||||
On September 8, 2011, Stacey Caplan, the Company's former employee, filed a complaint with the Equal Employment Opportunity Commission (“EEOC”) alleging sexual discrimination by the Company in the period following her voluntary resignation. The Company denied the allegations. On July 6, 2012, the EEOC found the complaint unfounded and closed its file. On January 28, 2013, Ms. Caplan sued the Company and its then Chief Financial Officer, Michael Matte, in the Florida Circuit Court for Palm Beach County for alleged unlawful discrimination on the basis of sex and tortious interference with contractual relations. On April 17, 2013, the Court dismissed the plaintiff’s tortious interference claims against the Company, and on April 19, 2013, the plaintiff withdrew her claims against Mr. Matte. On March 21, 2014, the parties entered into a settlement agreement to dismiss the suit with prejudice and Ms. Caplan agreed to pay the Company $5,000. Accordingly, on March 24, 2014, the suit was dismissed. | |||||||||
Future events or circumstances, currently unknown to management, will determine whether the resolution of pending or threatened litigation or claims will ultimately have a material effect on our consolidated financial position, liquidity or results of operations in any future reporting periods. | |||||||||
Restructuring Costs | |||||||||
During the second quarter of 2013, the Company announced a cost reduction initiative, including a workforce reduction of 15%. In addition, the Company implemented the workforce reduction and initiated further cost reductions by closing certain satellite offices and consolidating real estate facilities. The Company recorded restructuring costs of $2.5 million within operating expense related to the exit costs of non-cancellable leases and workforce reduction costs excluding the impact of stock based compensation expense reversals associated with employee terminations resulting from the restructure. Accrued restructuring expenses were approximately $7,000 and $123,000 at December 31, 2014 and 2013, respectively. The Company paid approximately $120,000 of restructuring expenses associated with exit costs of the Chief Technology Officer in 2014, and $1.8 million of the restructuring expenses in severance and related employee exit costs to its former Chief Executive Officer and Chief Financial Officer during 2013. |
Note_8_Stockholders_Equity
Note 8 - Stockholder's Equity | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Stockholders' Equity Note [Abstract] | |||||||||||||||||
Stockholders' Equity Note Disclosure [Text Block] | Note 8—Stockholder’s Equity | ||||||||||||||||
Preferred Stock | |||||||||||||||||
The Board of Directors may, without further action by the stockholders, issue a series of Preferred Stock and fix the rights and preferences of those shares, including the dividend rights, dividend rates, conversion rights, exchange rights, voting rights, terms of redemption, redemption price or prices, liquidation preferences, the number of shares constituting any series and the designation of such series. | |||||||||||||||||
In November 2011, the Company sold 1,000,000 shares of Series A-1 Preferred Stock (“Series A-1”) to MATT Inc. for $5,000,000. MATT Inc. was an existing stockholder of the Company. The Series A-1 shares are convertible, at MATT Inc.’s option, into 1,479,949 shares of the Company’s common stock, at a purchase price per share of approximately $3.38, and have voting rights on a converted basis. The holders of the Series A-1 do not have any change in control or liquidation preferences. | |||||||||||||||||
Common Stock | |||||||||||||||||
The total number of shares of common stock, $0.001 par value, that the Company is authorized to issue is 100,000,000. | |||||||||||||||||
On July 23, 2014, the Company entered into an Underwriting Agreement (the “Underwriting Agreement”) with JMP Securities LLC, acting as Representative of the several Underwriters named therein (collectively, the “Underwriters”), in connection with the underwritten public offering and sale (the “Offering”) of 5,000,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). All of the Shares were sold by the Company. The price to the public was $2.00 per share, and the Underwriters purchased the Shares from the Company pursuant to the Underwriting Agreement at a price of $1.88 per share. The offering closed on July 28, 2014. Pursuant to the Underwriting Agreement, the Company granted the Underwriters a 30-day option to purchase up to an additional 750,000 shares of the Common Stock on the same terms to cover overallotments, if any. This option was exercised and closed on August 1, 2014. The net proceeds from the sale of the Shares, after deducting the Underwriters’ discount and other offering expenses, were approximately $10.6 million. | |||||||||||||||||
The Offering is being conducted pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-190535) filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”) and declared effective on April 18, 2014. | |||||||||||||||||
The Company issued 38,834 shares of common stock in connection with the exercises of stock options during the year ended December 31, 2014. During 2014, the Company also issued 89,230 common shares in connection with the exercise of warrants (see Note 9) and 556,475 shares of restricted common stock to officers and employees of the Company. | |||||||||||||||||
Stock-Based Compensation | |||||||||||||||||
The fair values of share-based payments are estimated on the date of grant using the Black-Scholes option pricing model, based on weighted average assumptions. Expected volatility is based on historical volatility of our common stock. The risk-free rate is based on the U.S. Treasury yield curve in effect over the expected term at the time of grant. Compensation expense is recognized on a straight-line basis over the requisite service period of the award. During 2014, 2013 and 2012, the Company continued to use the simplified method to determine the expected option term since the Company’s stock option exercise experience does not provide a reasonable basis upon which to estimate the expected option term. | |||||||||||||||||
The Company began granting restricted stock awards (“RSAs”) to its employees in April 2013. The cost of the RSAs is determined using the fair value of the Company’s common stock on the date of grant. Stock-based compensation expense for RSAs is amortized on a straight-line basis over the requisite service period. RSAs generally vest over a three-year period with 33% vesting at the end of one year and the remaining vesting annually thereafter. | |||||||||||||||||
The assumptions used in calculating the fair value of stock-based awards represent the Company’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, the Company’s stock-based compensation expense could be materially different in the future. | |||||||||||||||||
Stock-based compensation expense includes incremental stock-based compensation expense and is allocated on the consolidated statement of operations and comprehensive loss as follows: | |||||||||||||||||
For the years ended December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Sales and marketing | $ | 440,284 | $ | 392,020 | |||||||||||||
Product development and content | 2,033,009 | 1,755,712 | |||||||||||||||
General and administrative | 1,336,916 | 1,610,311 | |||||||||||||||
Total stock-based compensation for vesting of options and RSA's | $ | 3,810,209 | $ | 3,758,043 | |||||||||||||
As of December 31, 2014, there was approximately $3.9 million of total unrecognized compensation cost relating to stock options and restricted stock awards, which is expected to be recognized over a period of approximately two years. As of December 31, 2014, the Company had approximately $2.2 million of unrecognized stock-based compensation expense related to RSAs, which will be recognized over the remaining weighted-average vesting period of approximately 3 years. | |||||||||||||||||
Stock Option Plans | |||||||||||||||||
2012 Omnibus Incentive Plan | |||||||||||||||||
On August 11, 2014, the stockholders approved the Amended and Restated 2012 Omnibus Incentive Plan (the “2012 Plan”), providing for the issuance of up to 8,700,000 shares of common stock, including approximately 2,100,000 shares previously approved by the Company’s stockholders under the Company’s Amended and Restated 2006 Stock Incentive Plan (the “2006 Stock Plan”), less one share of common stock for every one share of common stock that was subject to an option or other award granted after December 31, 2011 under the 2006 Stock Plan, plus an additional number of shares of common stock equal to the number of shares previously granted under the 2006 Stock Plan that either terminate, expire, or are forfeited after December 31, 2011. As of December 31, 2014, there were approximately 5.7 million shares of common stock available for grant. A summary of stock option activity under the 2012 Plan during the year ended December 31, 2014 is as follows: | |||||||||||||||||
Options | Number of Stock Options | Weighted- Average Exercise Price | Weighted Average Remaining Contractual Life | Aggregate Intrinsic Value | |||||||||||||
Outstanding at December 31, 2013 | 1,280,042 | $ | 1.99 | ||||||||||||||
Granted | 850,500 | $ | 2.67 | ||||||||||||||
Exercised | (26,334 | ) | $ | 1.53 | |||||||||||||
Forfeited or expired | (152,251 | ) | $ | 2.58 | |||||||||||||
Outstanding at December 31, 2014 | 1,951,957 | $ | 2.25 | 8.9 | $ | 2,915 | |||||||||||
Exercisable at December 31, 2014 | 862,294 | $ | 1.99 | 8.5 | $ | 2,915 | |||||||||||
The fair value of each stock option is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions for the year ended December 31, 2014: | |||||||||||||||||
Risk-free interest rate: | 1.62 | % | |||||||||||||||
Expected term (in years): | 5.9 | ||||||||||||||||
Expected dividend yield | - | ||||||||||||||||
Expected volatility: | 82 | % | |||||||||||||||
Restricted Stock Awards | |||||||||||||||||
The Company granted 882,800 Restricted Stock Awards during the year ended December 31, 2014. Shares vest in three equal annual increments beginning at the end of the first year and are forfeited if not vested within three years from the date of grant. The Company recorded stock-based compensation expense related to RSAs of approximately $1,147,000 and $509,000 for the year ended December 31, 2014 and 2013, respectively. A summary of RSA activity under the 2012 Plan during the year ended December 31, 2014 is as follows: | |||||||||||||||||
RSA's | Number of stock options | Weighted-Average Stock Price | |||||||||||||||
Outstanding at December 31, 2013 | 1,361,750 | $ | 1.79 | ||||||||||||||
Granted | 882,800 | $ | 2.27 | ||||||||||||||
Exercised | (556,475 | ) | $ | 1.81 | |||||||||||||
Forfeited or expired | (269,848 | ) | $ | 1.85 | |||||||||||||
Outstanding at December 31, 2014 | 1,418,227 | $ | 2.07 | ||||||||||||||
Unvested at December 31, 2014 | 1,418,227 | $ | 2.07 | ||||||||||||||
2006 Stock Incentive Plan | |||||||||||||||||
On June 27, 2007, the stockholders approved the 2006 Stock Plan, providing for the issuance of up to 3,700,000 shares of common stock plus an additional number of shares of common stock equal to the number of shares previously granted under the 1998 Stock Option Plan that either terminate, expire, or lapse after the date of the Board of Directors’ approval of the 2006 Plan. | |||||||||||||||||
In 2008, the Company’s Board of Directors and stockholders approved an amendment to the 2006 Plan to authorize the issuance of an additional 2,000,000 shares of common stock. In November 2009, the Company’s Board of Directors approved an amendment to the 2006 Plan to authorize the issuance of an additional 2,000,000 shares of common stock. On June 4, 2010, the Company’s stockholders ratified this amendment to the 2006 Plan. In June 2011 and November 2011, the Company’s Board of Directors and stockholders approved amendments to the 2006 Plan to authorize the issuances of 4,000,000 additional shares of common stock. Pursuant to the terms of the 2006 Plan, eligible individuals could be granted incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, or stock grant awards. | |||||||||||||||||
A summary of stock option activity under the 2006 Stock Plans during the year ended December 31, 2014 is as follows: | |||||||||||||||||
Options | Number of Stock Options | Weighted- Average Exercise Price | Weighted Average Remaining Contractual Life | Aggregate Intrinsic Value | |||||||||||||
Outstanding at December 31, 2013 | 7,415,051 | $ | 2.36 | ||||||||||||||
Granted | - | - | |||||||||||||||
Exercised | (12,500 | ) | $ | 0.83 | |||||||||||||
Forfeited or expired | (179,444 | ) | $ | 4.76 | |||||||||||||
Outstanding at December 31, 2014 | 7,223,107 | $ | 2.3 | 4.6 | $ | 2,192,658 | |||||||||||
Exercisable at Decemberr 31, 2014 | 6,978,010 | $ | 2.25 | 4.5 | $ | 2,192,658 | |||||||||||
The total intrinsic values of options exercised during the year ended December 31, 2014 and 2013 were approximately $1.1 million and $102,000, respectively. | |||||||||||||||||
Non-Plan Options | |||||||||||||||||
The Board of Directors has approved and our stockholders have ratified the issuance of stock options outside of our stock incentive plans. A summary of Non-Plan option activity during the year ended December 31, 2014 is as follows: | |||||||||||||||||
Options | Number of Stock Options | Weighted- Average Exercise Price | Weighted Average Remaining Contractual Life | Aggregate Intrinsic Value | |||||||||||||
Outstanding at December 31, 2013 | 443,038 | $ | 1.34 | ||||||||||||||
Granted | - | - | |||||||||||||||
Exercised | - | - | |||||||||||||||
Forfeited or expired | - | - | |||||||||||||||
Outstanding at December 31, 2014 | 443,038 | $ | 1.34 | 4.9 | $ | 84,177 | |||||||||||
Exercisable at Decemberr 31, 2014 | 443,038 | $ | 1.34 | 4.9 | $ | 84,177 | |||||||||||
Note_9_Warrant_Transactions
Note 9 - Warrant Transactions | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Warrants [Abstract] | |||||||||||||||||||
Warrants [Text Block] | Note 9—Warrant Transactions | ||||||||||||||||||
Below is a summary of the number of shares issuable upon exercise of outstanding warrants and the terms and accounting treatment for the outstanding warrants: | |||||||||||||||||||
Warrants as of | Balance Sheet Classification as of December 31, | ||||||||||||||||||
31-Dec-14 | 31-Dec-13 | Weighted-average exercise price | Expiration | 2014 | 2013 | ||||||||||||||
Venture Lending & Leasing VI, Inc. | 170,919 | 255,102 | $ | 1.96 | 2/28/24 | Liability | Liability | ||||||||||||
Venture Lending & Leasing VII, Inc. | 170,919 | 255,102 | $ | 1.96 | 2/28/24 | Liability | Liability | ||||||||||||
Allen, F. Stephen Series #2 | 500,000 | 500,000 | $ | 3.55 | 3/21/16 | Equity | Equity | ||||||||||||
Allen, F. Stephen Series #3 | 500,000 | 500,000 | $ | 3.55 | 3/21/16 | Equity | Equity | ||||||||||||
Stearns, Robert | 200,000 | 200,000 | $ | 3.55 | 3/21/16 | Equity | Equity | ||||||||||||
MATT Series #1 | 270,576 | 401,486 | $ | 2.75 | 9/19/16 | Equity | Equity | ||||||||||||
MATT Series #2 | 1,000,000 | 1,000,000 | $ | 2.75 | 9/19/16 | Equity | Equity | ||||||||||||
All warrants | 2,812,414 | 3,111,690 | |||||||||||||||||
Venture Lending & Leasing VI and VII Inc. | |||||||||||||||||||
In connection with the Term loan that took place in April 2013, the Company issued warrants to the lender with an initial aggregate exercise value of $800,000, which increased by $200,000 with the first tranche and which would have increased by $300,000 with each of the second and third tranche draw down of the loan had the Company drawn down on them (See Note 7). Each warrant was immediately exercisable and expires ten years from the original date of issuance. The warrants to purchase shares of the Company's common stock have an exercise price equal to the estimated fair value of the underlying instrument as of the initial date such warrants were issued. Each warrant is exercisable on either a physical settlement or net share settlement basis from the date of issuance. | |||||||||||||||||||
The warrant agreement contains a provision requiring an adjustment to the number of shares in the event the Company issues common stock, or securities convertible into or exercisable for common stock, at a price per share lower than the warrant exercise price. The Company concluded the anti-dilution feature required the warrants to be classified as liabilities under ASC Topic 815, Derivatives and Hedging—Contracts in Entity's Own Equity. The warrants are measured at fair value, with changes in fair value recognized as a gain or loss to other income (expense) in the consolidated statements of operations and comprehensive loss for each reporting period thereafter. The fair value of the common stock warrants were recorded as a discount to the Term loan. | |||||||||||||||||||
On March 10, 2014, Venture Lending & Leasing VI and VII exercised 168,366 warrants with an exercise price of $1.96 per share. The warrants were net settled resulting in the Company issuing 89,230 shares of common stock. | |||||||||||||||||||
On December 31, 2014, the Company remeasured the fair value of the outstanding warrants, using current assumptions, resulting in a decrease in fair value of $226,508, which was recorded in other income (expense) in the consolidated statements of operations and comprehensive loss. The Company will continue to re-measure the fair value of the liability associated with the warrants at the end of each reporting period until the earlier of the exercise or the expiration of the applicable warrants. | |||||||||||||||||||
The fair value of the warrants on the date of issuance and on each re-measurement date for those warrants are classified as liabilities, and the fair value is estimated using the Black-Scholes option pricing model. This method of valuation involves using inputs such as the fair value of the Company's common stock, stock price volatility, contractual term of the warrants, risk free interest rates, and dividend yields. Due to the nature of these inputs and the valuation techniques utilized, the valuation of the warrants are considered a Level 3 measurement (Note 2). | |||||||||||||||||||
The fair value of the warrants was calculated using the Black-Scholes option-pricing model with the following assumptions as of December 31, 2014: | |||||||||||||||||||
Risk-free interest rate: | 2.17 | % | |||||||||||||||||
Expected term (years): | 9.17 | ||||||||||||||||||
Expected dividend yield: | — | ||||||||||||||||||
Expected volatility: | 85.63 | % | |||||||||||||||||
Scott, Richard L Series #2 and #3 | |||||||||||||||||||
In March 2006, the Company issued warrants to purchase 1,000,000 shares of common stock each at exercise prices of $4.00, and $7.00 as compensation for certain strategic initiatives. On January 25, 2008, the Company and RSI entered into a Note Purchase Agreement (the “RSI Agreement”). Pursuant to the terms of the RSI Agreement the exercise price of RSI’s outstanding warrants were reduced to $2.75 per share. On March 5, 2013, the Company and RSI entered into an agreement pursuant to which RSI exercised its warrants. At December 31, 2013, the RSI Warrants have been fully exercised and are of no further force or effect. | |||||||||||||||||||
Risk-free interest rate: | 2.81 | % | |||||||||||||||||
Expected term (years): | 8.15 | ||||||||||||||||||
Expected dividend yield: | — | ||||||||||||||||||
Expected volatility: | 100.75 | % | |||||||||||||||||
Allen, F. Stephen Series #2 and #3 | |||||||||||||||||||
In March 2006, the Company issued warrants to purchase 1,000,000 shares of common stock each at exercise prices of $4.00, and $7.00 as compensation for certain strategic initiatives. On February 19, 2010, the Company reduced the exercise price of the remaining 1,000,000 outstanding warrants to $3.55 per share. The Series 2 and Series 3 warrants were outstanding at December 31, 2014 and expire in March 2016. The fair value of the warrant re-pricing was determined by comparing the fair value of the modified warrant with the fair value of the unmodified warrant on the modification date. The fair value of the modified warrants was calculated using the Black-Scholes option-pricing model with the following assumptions: | |||||||||||||||||||
Risk-free interest rate: | 3.24 | % | |||||||||||||||||
Expected term (years): | 6.08 | ||||||||||||||||||
Expected dividend yield: | — | ||||||||||||||||||
Expected volatility: | 94.07 | % | |||||||||||||||||
Stearns, Robert | |||||||||||||||||||
In March 2006, the Company issued warrants to purchase 200,000 shares of common stock at an exercise price of $3.55 per share as compensation to the Company’s then Chief Executive Officer. The awards of warrants to purchase shares of common stock are accounted for as equity instruments. The warrants are exercisable at any time through their respective expiration dates. The fair value at issuance was calculated using the Black-Scholes option-pricing model, and was charged to compensation expense. These warrants were still outstanding on December 31, 2014 and expire in March 2016. | |||||||||||||||||||
MATT Series #1 and #2 | |||||||||||||||||||
In October 2006, the Company issued two series of warrants to purchase 1,000,000 shares of common stock each at exercise prices of $12.50 and $15.00 per share to MATT in connection with the issuance of common stock. On January 25, 2008, the Company entered into a Note Purchase Agreement (the “MATT Agreement”) with MATT. Pursuant to the terms of the MATT Agreement the exercise price of MATT’s outstanding warrants was reduced to $2.75 per share. The warrant re-pricing resulted in a discount on the MATT Note of $1,341,692, to be amortized over the life of the MATT Note. These warrants expire in September 2016 and were outstanding as of December 31, 2013. The fair value of the warrant re-pricing was determined by comparing the fair value of the modified warrant with the fair value of the unmodified warrant on the modification date and recording any excess as a discount on the note. No such discount was recorded as the repriced warrants value decreased. On March 5, 2013, MATT exercised warrants to purchase 2,147 shares of common stock using the amount by which the outstanding principal and accrued interest under the MATT Note exceeded the amount of the Receivable (See Note 6). MATT agreed to exercise or forfeit the MATT warrants with an aggregate exercise price of $2,000,000 over an eleven-month period beginning in March 2013. For the year ended December 31, 2013 400,002 warrants were forfeited. At December 31, 2014, MATT Warrants totaling 1,270,576 were outstanding. | |||||||||||||||||||
The fair value of the modified warrants was calculated using the Black-Scholes option-pricing model with the following assumptions: | |||||||||||||||||||
Risk-free interest rate: | 2.81 | % | |||||||||||||||||
Expected term (years): | 8.73 | ||||||||||||||||||
Expected dividend yield: | — | ||||||||||||||||||
Expected volatility: | 100.75 | % | |||||||||||||||||
A summary of warrant activity for the year ended December 31, 2014 is as follows: | |||||||||||||||||||
Warrants | Number of warrants | Weighted-average exercise price | |||||||||||||||||
Outstanding at December 31, 2013 | 3,111,690 | $ | 2.61 | ||||||||||||||||
Granted | - | $ | - | ||||||||||||||||
Exercised | (168,366 | ) | $ | 1.96 | |||||||||||||||
Forfeited or expired | (130,910 | ) | $ | 2.75 | |||||||||||||||
Outstanding at December 31, 2014 | 2,812,414 | $ | 3 | ||||||||||||||||
Exercisable at December 31, 2014 | 2,812,414 | $ | 3 | ||||||||||||||||
Note_10_Income_Taxes
Note 10 - Income Taxes | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
Income Tax Disclosure [Text Block] | Note 10—Income Taxes | ||||||||
The Company provides for income taxes under the liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. | |||||||||
For the years ended December 31, 2014 and 2013, the Company did not record a current or deferred income tax expense or benefit. | |||||||||
The Company's loss before taxes was $3,962,165 and $10,898,325 for the years ended December 31, 2014 and 2013, respectively, and was primarily generated in the U.S. | |||||||||
Deferred taxes are recognized for temporary differences between the basis of assets and liabilities for financial statement and income tax purposes. The significant components of the Company's deferred tax assets are comprised of the following: | |||||||||
31-Dec-14 | 31-Dec-13 | ||||||||
Net operating loss carryforward | $ | 47,846,000 | $ | 48,280,000 | |||||
Property and equipment | (469,000 | ) | (1,525,000 | ) | |||||
Stock options and warrants | 9,229,000 | 9,738,000 | |||||||
Other | 1,031,000 | 1,151,000 | |||||||
Total deferred tax assets | 57,637,000 | 57,644,000 | |||||||
Valuation allowance | (57,637,000 | ) | (57,644,000 | ) | |||||
Net deferred tax assets | $ | - | $ | - | |||||
The Company has evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets. Based on the Company's history of operating losses, the Company has concluded that it is more likely than not that the benefit of its deferred tax assets will not be realized. Accordingly, the Company has provided a full valuation allowance for deferred tax assets as of December 31, 2014 and 2013. | |||||||||
A reconciliation of income tax expense computed at the statutory federal income tax rate of 34% to income taxes as reflected in the financial statements is as follows: | |||||||||
2014 | 2013 | ||||||||
U.S. federal income tax at statutory rate | $ | (1,347,000 | ) | $ | (3,689,000 | ) | |||
Nondeductible expenses | 38,000 | 54,000 | |||||||
Foreign subsidiary loss with no tax benefit | 123,000 | - | |||||||
Change in valuation allowance | 1,263,000 | 3,708,000 | |||||||
State tax benefit, net of federal provision (benefit) | - | 2,000 | |||||||
Foreign subsidiary loss | - | (22,000 | ) | ||||||
Fair market value adjust for warrants | (77,000 | ) | - | ||||||
Other | - | (53,000 | ) | ||||||
Income Tax Expense | $ | - | $ | - | |||||
As of December 31, 2014 and 2013, the Company had U.S. federal net operating loss carryforwards of $135 million and $136 million, respectively, which may be available to offset future income tax liabilities and expire at various dates through 2034. | |||||||||
The Company will recognize interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2014 and 2013, the Company had no accrued interest or penalties related to uncertain tax positions and no amounts have been recognized in the Company's statements of operations and comprehensive income (loss) for the years ended December 31, 2014 and 2013. | |||||||||
The Company files income tax returns in the United States, and various state jurisdictions. The federal and state income tax returns are generally subject to tax examinations for the tax years ended December 31, 2011 through December 31, 2014. To the extent the Company has tax attribute carryforwards, the tax years in which the attribute was generated may still be adjusted upon examination by the Internal Revenue Service, state or foreign tax authorities to the extent utilized in a future period. |
Note_11_Transactions_with_Affi
Note 11 - Transactions with Affiliates | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 11—Transactions with Affiliates |
Prior to August 11, 2014, Alonso Ancira served on the Company’s Board of Directors as a non-employee director. Mr. Ancira also serves on the Board of Directors of Mexicans & Americans Thinking Together Foundation, Inc. (the "Organization"), is the Chairman of the Board of Directors of MATT Inc., a principal stockholder of the Company and is the Chairman of the Board of Directors of Altos Hornos de Mexico, S.A.B. de C.V. (“AHMSA”), which owns MATT Inc. The Company has participated in several significant transactions with MATT Inc., the Organization and AHMSA. See Note 6 – Long-term Debt, Note 8 – Stockholder’s Equity, and Note 9 – Warrants. | |
John Abbott, the Company's former Chief Executive Officer and Chairman of the Board, serves as a financial advisor to AHMSA. In connection with providing these services, AHMSA paid Mr. Abbott $180,000 in 2014. |
Note_12_Subsequent_Events
Note 12 - Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 12—Subsequent Events |
On March 12, 2015, the Company and John Abbott entered into an amendment (the “Amendment”) to their Employment Agreement dated as of October 25 2007. The Amendment extends the exercise period of Mr. Abbott’s options for a period of two years following the date upon which he ceases to be Chairman of the Board of Directors of the Company; provided, however, that Mr. Abbott may not exercise any option after its expiration date, even if said expiration date occurs prior to the termination of the aforementioned two year period. The Company does not expect the Amendment to have a material impact on its financial statements. |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||
Consolidation, Policy [Policy Text Block] | Principles of Consolidation | ||||||||||||||||
The consolidated financial statements include the accounts of MeetMe and its wholly-owned subsidiaries, Quepasa.com de Mexico, Quepasa Serviços em Solucoes de Publicidade E Tecnologia Ltda (inactive) and MeetMe Online S/S Ltda. All intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates, Policy [Policy Text Block] | Use of Estimates | ||||||||||||||||
The preparation of the Company’s consolidated financial statements in conformity with generally accepted accounting principles in the United States (“GAAP”) requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions are required in the determination of revenue recognition, the allowance on accounts receivables, the fair value of financial instruments, the valuation of long-lived and indefinite-lived assets, and valuation of deferred tax assets, income taxes, contingencies and stock-based compensation. Some of these judgments can be subjective and complex, and, consequently, actual results may differ from these estimates. The Company’s estimates often are based on complex judgments, probabilities and assumptions that it believes to be reasonable but that are inherently uncertain and unpredictable. For any given individual estimate or assumption made by the Company, there may also be other estimates or assumptions that are reasonable. | |||||||||||||||||
The Company regularly evaluates its estimates and assumptions using historical experience and other factors, including the economic environment. As future events and their effects cannot be determined with precision, the Company’s estimates and assumptions may prove to be incomplete or inaccurate, or unanticipated events and circumstances may occur that might cause them to change those estimates and assumptions. Market conditions, such as illiquid credit markets, volatile equity markets, dramatic fluctuations in foreign currency rates and economic downturn, can increase the uncertainty already inherent in their estimates and assumptions. The Company adjusts their estimates and assumptions when facts and circumstances indicate the need for change. Those changes generally will be reflected in their consolidated financial statements on a prospective basis unless they are required to be treated retrospectively under the relevant accounting standard. It is possible that other professionals, applying reasonable judgment to the same facts and circumstances, could develop and support a range of alternative estimated amounts. The Company is also subject to other risks and uncertainties that may cause actual results to differ from estimated amounts, such as changes in competition, litigation, legislation and regulations. | |||||||||||||||||
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition | ||||||||||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the purchase price is fixed or determinable and collectability is reasonably assured. The Company earns revenue from the display of advertisements on its website and mobile apps, primarily based on a cost per thousand model. The Company recognizes revenue in accordance with ASC 605, “Revenue Recognition,” and ASC 605-45 “Principal Agent Considerations.” Revenue from internet advertising on the Company’s website and mobile apps are generally recognized on a net basis, since the majority of its advertising revenues come from advertising agencies. The guidance provides indicators for determining whether “gross” or “net” presentation is appropriate. While all indicators should be considered, the Company believes that whether they acted as a primary obligor in its agreements with advertising agencies is the strongest indicator of whether gross or net revenue reporting is appropriate. | |||||||||||||||||
During the years ended December 31, 2014 and 2013, the Company had transactions with several partners that qualify for principal agent considerations. The Company recognizes revenue net of amounts retained by third party entities, pursuant to revenue sharing agreements with advertising networks for advertising and with other partners for royalties on product sales. The Company weighs the merits of two key factors: (1) the Company performed a service for a fee, similar to an agent or a broker and (2) the Company was involved in the determination of product or service specifications. The Company focused on the substance of the agreements and determined that net presentation was representationally faithful to the substance, as well as the form, of the agreements. The form of the agreements was that the Company provided services in exchange for a fee. In addition, the Company has no latitude in establishing price, and the advertising agencies were solely responsible for determining pricing with third party advertisers. The Company determined only the fee for providing the services to advertising agencies. | |||||||||||||||||
In instances in which the Company works directly with an advertiser, revenue from these arrangements is recognized on a gross basis. The Company is the primary obligor in arrangements made with direct advertisers, as there is no third party facilitating or managing the sales process. The Company is solely responsible for determining price, product or service specifications, and which advertisers to use. The Company assumes all credit risk in the sales arrangements made with direct advertisers. | |||||||||||||||||
During the years ended December 31, 2014 and 2013, the Company’s revenue was generated from two principal sources: revenue earned from the sales of advertising on the Company’s website and mobile applications and in-app products. | |||||||||||||||||
Advertising Revenue | |||||||||||||||||
Advertising and custom sponsorship revenues consist primarily of advertising fees earned from the display of advertisements on the Company’s website and mobile applications. Revenue from online advertising is generally recognized as advertisements are requested. The Company recognizes advertising revenue from customers that are advertising networks on a net basis, while advertising revenues earned directly from advertisers are recognized on a gross basis. Approximately 78% and 69% of the Company’s revenue came from advertising during the years ended December 31, 2014 and 2013, respectively. | |||||||||||||||||
In-App Purchases | |||||||||||||||||
Revenue is earned from in-app purchase products sold to our website and mobile application users. The Company offers in-app products such as Credits. Users buy Credits to purchase the Company’s virtual products which put users in the spotlight, helping to get more attention from the community in order to meet more people faster. Revenue from these virtual products is recognized over time. Credits can be purchased using PayPal on the website and iTunes and Google checkout on mobile applications. Platform users do not own the Credits but have a limited right to use the credits on virtual products offered for sale on the Company’s platform. Credits are non-refundable, the Company may change the purchase price of Credits at any time, and the Company reserves the right to stop issuing Credits in the future. The Company’s in-app products are not transferable, cannot be sold or exchanged outside our platform, are not redeemable for any sum of money, and can only be used for virtual products sold on the Company’ platform. In-app products are recorded in deferred revenue when purchased and recognized as revenue when: (i) the credits are used by the customer; or (ii) the Company determines the likelihood of the credits being redeemed by the customer is remote (breakage) and there is not a legal obligation to remit the unredeemed credits to the relevant jurisdiction. The determination of the breakage rate is based upon Company-specific historical redemption patterns. Breakage is recognized in revenue as the credits are used on a pro rata basis over a three month period (life of the user) beginning at the date of the Credits sale and is included in revenue in the consolidated statement of operations and comprehensive loss. Breakage recognized during the years ended December 31, 2014 and 2013 was $910,000 and $625,000, respectively. For “VIP” and other subscriptions based products, the Company recognizes revenue over the term of the subscription. | |||||||||||||||||
The Company also earns revenue from advertisement products from currency engagement actions (i.e. sponsored engagement advertisements) by users on all of the Company’ platforms, including cost-per-action (CPA) currency incented promotions and sales on its proprietary cross-platform currency monetization product, “Social Theater.” The Company controls and develops the Social Theater product and CPA promotions and acts as a principal in these transactions and recognizes the related revenue on a gross basis when collections are reasonably assured and upon delivery of the Credits to the users’ account. When a user performs an action, the user earns Credits and the Company earns product revenue from the advertiser. | |||||||||||||||||
Social Theater is a product that allows the Company to offer advertisers a way to leverage the Facebook platform through guaranteed actions by Facebook’s user base. Social Theater is also hosted on the Company’s platform. Typical guaranteed actions available to advertisers are video views, fan page growth, quizzes and surveys. Social Theater revenue is recognized when persuasive evidence of an arrangement exists, the sales price is fixed or determinable, collectability is reasonable assured, and the service has been rendered. The Social Theater prices are both fixed and determinable based on the contract with the advertiser. The user completes an action and the electronic record of the transaction triggers the revenue recognition. The collection of the Social Theater revenue is reasonably assured by contractual obligation and historical payment performance. The delivery of virtual currency from the hosting platform to a user evidences the completion of the action required by the customer that the service has been rendered for Social Theater revenue recognition. | |||||||||||||||||
Beanstock Media Inc. | |||||||||||||||||
On September 25, 2013, we entered into a Media Publisher Agreement with Beanstock (the “Web Agreement”). The Web Agreement is effective from September 23, 2013 through December 31, 2015 (the “Term”), unless earlier terminated. | |||||||||||||||||
Pursuant to the Web Agreement, Beanstock has the exclusive right and obligation to fill all of our remnant desktop in-page display advertising inventory on www.meetme.com (the “Site”), excluding, (i) any inventory sold to a third party under an insertion order that is campaign or advertiser specific, (ii) any inventory we reserve in existing and future agreements with third parties for barter transactions and as additional consideration as part of larger business development transactions, and (iii) any inventory reserved for premium advertising for the Site. We may also continue to place inventory outside of the Web Agreement in direct sales. | |||||||||||||||||
Beanstock will pay for all advertising requests that we deliver, whether or not Beanstock fills the advertising request. For the United States, Beanstock will pay us specified CPM rates plus a percentage of revenue in excess of those rates; for the rest of the world, Beanstock will pay us 90% of its net ad revenue for the Site. | |||||||||||||||||
We may terminate the Web Agreement at any time without charge or penalty by providing written notice to Beanstock. Either party may terminate the Web Agreement if the other party is in material breach of its obligations and does not cure such breach, or if the other party files a petition for bankruptcy, becomes insolvent, makes an assignment for the benefit of its creditors, or a receiver is appointed for such party or its business. | |||||||||||||||||
For the years ended December 31, 2014 and 2013, the Company recognized approximately $9,800,000 and $3,800,000 under the terms of the Web Agreement, respectively. | |||||||||||||||||
On December 23, 2014, we entered into an Advertising Agreement with Beanstock (the “Mobile Agreement”). The term of the Mobile Agreement runs through December 31, 2015, unless earlier terminated. | |||||||||||||||||
Pursuant to the Mobile Agreement, Beanstock has the right and obligation to fill substantially all of the Company’s advertising inventory on its MeetMe mobile app for iOS and Android, as well as the meetme.com website when accessed using a mobile device and as optimized for mobile devices (collectively, the “App”). The Mobile Agreement does not apply to interstitially placed advertisements, advertisements on versions of the App specific to the iPad and other Apple tablet devices, other mobile apps or in-app products or features on the App, including, without limitation, offer wall features and the Company’s Social Theater business. | |||||||||||||||||
The Mobile Agreement contemplates that the Company will begin placing ad calls (not including prior test calls) with Beanstock starting on March 1, 2015 (the “Effective Date”). | |||||||||||||||||
The Company may, on a basis substantially consistent with its advertising display logic (as set forth in the Mobile Agreement) (“Ad Logic”), (i) add additional sections or features to the App and provision them with ads, and (ii) change the locations and sizes of particular ad placements within the App; in any such case, all resulting ad placements will be subject to the Mobile Agreement. In addition, if the Company wishes to increase the number, type, frequency or scope of placements in the Ad Logic, it must first notify Beanstock and upon Beanstock’s written consent, such additional inventory will be added to the Ad Logic. If Beanstock withholds or denies said consent, then the additional inventory will remain outside of the scope of the Mobile Agreement and the Company may fill it otherwise. | |||||||||||||||||
Beanstock must pay for all ad requests that the Company delivers whether or not Beanstock fills them. Beanstock will pay specified CPM rates depending on the type of ad; provided, however, that if more than a stated percentage of impressions originates outside of the United States and Canada, then Beanstock will pay the Company a percentage of Beanstock’s gross revenue relating to such international ad impressions in excess of that percentage. | |||||||||||||||||
Beanstock will remit payments due to the Company within thirty days following the last day of each calendar month for that month regardless of advertiser campaign duration; provided, however, that if the balance owing under the Mobile Agreement exceeds a stated amount, then the Company may request Beanstock to accelerate payments so that the balance does not at any point exceed that amount, and Beanstock must do so within ten days and for so long as necessary to keep said balance under that amount. Beanstock assumes all risk in regards to collection of all applicable advertiser fees with respect to all of the advertising inventory and may not delay payment to the Company as a result of non-collection or delay of payment of fees by advertisers. Beanstock may not withhold or offset amounts owing the Mobile Agreement for any reason. | |||||||||||||||||
The Company will determine the number of ad calls that it places under the Mobile Agreement. If Beanstock determines that number to be less than 90% of the Company’s number for any particular month and the parties cannot resolve the discrepancy, then the ad call number for that month will be 90% of the number that the Company originally determined. | |||||||||||||||||
Beanstock will comply with the Company’s advertising editorial guidelines as in effect from time to time. | |||||||||||||||||
The Company may terminate the Mobile Agreement upon written notice (i) from the date thereof to the sixtieth day after the Effective Date, or (ii) if, in the Company’s sole discretion, the placement or running of ads on the App causes a diminution in user experience, including without limitation with respect to the crash rate. | |||||||||||||||||
In addition, the Mobile Agreement may be terminated upon written notice by (A) either party if the other party (i) is in material breach of its obligations and that party fails to cure said breach within ten days after receipt of written notice thereof from the non-breaching party, or (ii) files a petition for bankruptcy, becomes insolvent, makes an assignment for the benefit of its creditors, or a receiver is appointed for such other party or its business, or (B) the Company if Beanstock fails to pay any amount hereunder when due (any of the events in this sentence, “Cause”). If the Company terminates the Agreement for Cause or Beanstock terminates it wrongfully, then Beanstock must pay the Company a stated amount as liquidated damages. | |||||||||||||||||
Pinsight Media | |||||||||||||||||
On October 31, 2013, the Company entered into an Advertising Agreement with Pinsight Media+, Inc. (“Pinsight”) (as subsequently amended, the “Pinsight Agreement”). The Pinsight Agreement was effective from October 31, 2013 through December 31, 2014, with a post-termination transition period that ended on March 31, 2015. | |||||||||||||||||
Pursuant to the Pinsight Agreement, Pinsight had the right and obligation to fill all of the Company’s advertising inventory on the App. The Pinsight Agreement did not apply to other mobile apps or virtual currency features on the App, including without limitation offer wall features and the Company’s Social Theater business. | |||||||||||||||||
Pinsight was obligated to pay for all ad requests that the Company delivered, whether or not Pinsight fills them. Pinsight paid specified CPM rates depending on the type of ad. The stated CPM rates for certain ads were subject to renegotiation under certain conditions; in such case, if the parties did not agree on a modified rate, then such ads would be excluded from the Agreement. | |||||||||||||||||
Pinsight assumed all risk in regards to collection of all applicable advertiser fees with respect to all advertising inventory and was not permitted to delay payment to the Company as a result of non-collection or delay of payment by the advertisers. | |||||||||||||||||
Pinsight was obligated to comply with the Company’s advertising editorial guidelines as in effect from time to time. | |||||||||||||||||
For the years ended December 31, 2014 and 2013, the Company recognized approximately $19,824,000 and $695,000 in revenue under the terms of the Pinsight Agreement, respectively. | |||||||||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents | ||||||||||||||||
The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash and cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it invests. | |||||||||||||||||
Receivables, Policy [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||||||
The Company extends credit on a non-collateralized basis to both United States and international customers. The Company extends credit to customers in the normal course of business and maintains an allowance for doubtful accounts resulting from the inability or unwillingness of customers to make required payments. Management determines the allowance for doubtful accounts by evaluating individual customer receivables and considering a customer’s financial condition, credit history, and current economic conditions. The Company prepares an analysis of its ability to collect outstanding receivables that provides a basis for an allowance estimate for doubtful accounts. | |||||||||||||||||
Based on this evaluation, the Company maintains an allowance for potential credit losses and for potential discounts based on historical experience and other information available to management. Discounts historically represent less than 1% of the related revenues. The fees associated with display advertising are often based on “impressions,” which are created when the ad is viewed. The amount of impressions often differs between non-standardized tracking systems, resulting in discounts on some payments. Difference between ad serving platforms with respect to impressions is primarily due to lag time between serving of advertising and other technical differences. | |||||||||||||||||
Balance at Beginning of Period | Additions, Costs and Expenses | Deductions, Write-Offs | Balance at End of the Period | ||||||||||||||
Allowance For Doubtful Accounts: | |||||||||||||||||
Year Ended December 31, 2014 | $ | 495,000 | $ | 367,000 | $ | 276,000 | $ | 586,000 | |||||||||
Year Ended December 31, 2013 | $ | 547,000 | $ | - | $ | 52,000 | $ | 495,000 | |||||||||
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill | ||||||||||||||||
Goodwill reflects the cost of an acquisition in excess of the fair values assigned to identifiable the net assets acquired. Goodwill is not amortized; rather, it is subject to a periodic assessment for impairment by applying a fair value based test. The Company performs its annual impairment test in conjunction with preparing its fourth quarter financial results immediately following the end of the calendar year, or more frequently if events or changes in circumstances indicate that the asset might be impaired. Goodwill is tested for impairment at a level of reporting referred to as a reporting unit. The Company has determined that there is only one reporting unit, MeetMe, Inc. | |||||||||||||||||
The impairment model permits, and the Company utilizes, a two-step method for determining goodwill impairment. In the first step, the Company evaluates the recoverability of goodwill by estimating the fair value of the Company’s reporting unit using multiple techniques, including an income approach using a discounted cash flow model and a market approach. Based on an equal weighting of the results of these two approaches, a conclusion of fair value is estimated. The fair value is then compared to the carrying value of the Company’s reporting unit. If the fair value of a reporting unit is less than its carrying value, the Company performs a second step for that reporting unit to determine the amount of impairment loss, if any. The second step requires allocation of the reporting unit’s fair value to all of its assets and liabilities using the acquisition method prescribed under authoritative guidance for business combinations. Any residual fair value is allocated to goodwill. Impairment losses, limited to the carrying value of goodwill, represent the excess of the carrying amount of goodwill over its implied fair value. | |||||||||||||||||
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Intangible Assets | ||||||||||||||||
Intangible assets consist of acquired trademarks, domain names, advertising customer relationships and mobile applications recorded at fair value. Amortization is recorded using the straight-line method over the estimated useful lives of the assets except for advertising customer relationships are amortized using the straight-line method over the average contract term. | |||||||||||||||||
Years | |||||||||||||||||
Trademarks | 5 | ||||||||||||||||
Domain names | 5 | ||||||||||||||||
Mobile Applications, purchased and internally developed | 5 | ||||||||||||||||
Advertising customer relationships | 3 | ||||||||||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment | ||||||||||||||||
Property and equipment is stated at cost less accumulated depreciation and amortization. The cost of improvements that extend the life of property and equipment are capitalized. All ordinary repair and maintenance costs are expensed as incurred. When capitalized assets are retired or sold, the cost and related accumulated depreciation or amortization is removed from the accounts, with any gain or loss reflected in operations. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets as follows: | |||||||||||||||||
Years | |||||||||||||||||
Software | 2 to 3 | ||||||||||||||||
Servers and computer equipment | 3 to 5 | ||||||||||||||||
Office furniture and equipment | 5 to 10 | ||||||||||||||||
Leasehold improvements are amortized using the straight-line method over the term of the individual lease. | |||||||||||||||||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Long-Lived Assets and Intangibles with Finite Lives | ||||||||||||||||
Property and equipment and amortizable intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If an analysis is necessitated by the occurrence of a triggering event, the Company compares the carrying amount of the asset with the estimated future undiscounted cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds the estimated expected undiscounted future cash flows, the Company measures the amount of the impairment by comparing the carrying amount of the asset with its estimated fair value. Such analyses necessarily involve significant judgments and estimations on the part of the Company. For the years ended December 31, 2014 and 2013, the Company determined that no impairment charge was necessary. | |||||||||||||||||
Lease, Policy [Policy Text Block] | Lease Accounting | ||||||||||||||||
The Company accounts for operating lease transactions by recording rent expense on a straight-line basis over the expected life of the lease, commencing on the date it gains possession of leased property. The Company includes tenant improvement allowances and rent holidays received from landlords and the effect of any rent escalation clauses as adjustments to straight-line rent expense over the expected life of the lease. | |||||||||||||||||
Capital lease transactions are reflected as a liability at the inception of the lease based on the present value of the minimum lease payments or, if lower, the fair value of the property. Assets under capital leases are recorded in Property and Equipment, net on the consolidated balance sheets and depreciated in a manner similar to other Property and Equipment. | |||||||||||||||||
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements | ||||||||||||||||
The fair values of the Company’s financial instruments reflect the amounts that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). | |||||||||||||||||
The carrying amounts of the Company’s financial instruments of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities and deferred revenue approximates fair value due to their short maturities. Amounts recorded for subordinated notes payable, net of discount, and loans payable also approximate fair value because current interest rates available to the Company for debt with similar terms and maturities are substantially the same. Certain common stock warrants are carried at fair value as disclosed below. The Company has evaluated the estimated fair value of financial instruments using available market information and management's estimates. The use of different market assumptions and/or estimation methodologies could have a significant effect on the estimated fair value amounts. | |||||||||||||||||
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency | ||||||||||||||||
The functional currency of our foreign subsidiaries is the local currency. The financial statements of these subsidiaries are translated to U.S. dollars using period-end rates of exchange for assets and liabilities and average quarterly rates of exchange for revenues and expenses. Translation gains (losses) are recorded in accumulated other comprehensive loss as a component of stockholders’ equity. Net gains and losses resulting from foreign exchange transactions are included in other income (expense). | |||||||||||||||||
Earnings Per Share, Policy [Policy Text Block] | Net Loss per Share | ||||||||||||||||
Basic earnings or losses per share are computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding. Diluted earnings or loss per share is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares and common stock equivalents outstanding, calculated on the treasury stock method for options and warrants using the average market prices during the period. | |||||||||||||||||
As the Company incurred a net loss in all periods presented, all potentially dilutive securities were excluded from the computation of diluted loss per share since the effect of including them is anti-dilutive. | |||||||||||||||||
The following table summarizes the number of dilutive securities, which may dilute future earnings per share, outstanding for each of the periods presented, but not included in the calculation of diluted loss per share: | |||||||||||||||||
December 31, | December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Stock options | 9,618,102 | 9,138,131 | |||||||||||||||
Unvested restricted stock awards | 1,418,227 | 1,361,750 | |||||||||||||||
Warrants | 2,812,414 | 3,111,690 | |||||||||||||||
Convertible preferred stock | 1,479,949 | 1,479,949 | |||||||||||||||
Totals | 15,328,692 | 15,091,520 | |||||||||||||||
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Significant Customers and Concentration of Credit Risk | ||||||||||||||||
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash equivalents and accounts receivable. The Company invests their excess cash in high-quality, liquid money market instruments maintained by major U.S. banks and financial institutions. The Company has not experienced any losses on their cash equivalents. | |||||||||||||||||
The Company performs ongoing credit evaluations of their customers and generally does not require collateral. The Company has no history of significant losses from uncollectible accounts. During the year ended December 31, 2014, two customers, both advertiser aggregators, comprised of approximately 66% of total revenue and accounts receivable. During the year ended December 31, 2013, one customer, an advertising aggregator, comprised approximately 22% of total revenue and three customers comprised 37% of total accounts receivable. | |||||||||||||||||
The Company does not expect their current or future credit risk exposures to have a significant impact on their operations. However, there can be no assurance that the Company’s business will not experience any adverse impact from credit risk in the future. | |||||||||||||||||
Income Tax, Policy [Policy Text Block] | Income Taxes | ||||||||||||||||
The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. | |||||||||||||||||
The Company records deferred tax assets to the extent it believes these assets will more likely than not be realized. In making such determination, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In the event that the Company determines that it will not be able to realize its deferred income tax assets in the future in excess of its net recorded amount, the Company will make an adjustment to the valuation allowance, which will increase the provision for income taxes. | |||||||||||||||||
The Company’s income tax returns are periodically audited by U.S. federal, state and local, and foreign tax authorities. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income among various tax jurisdictions. At any one time, multiple tax years are subject to audit by the various tax authorities. In evaluating the tax benefits associated with the Company’s various tax filing positions, the Company records a tax benefit for uncertain tax positions using the highest cumulative tax benefit that is more likely than not to be realized. A number of years may elapse before a particular matter, for which a liability has been established, is audited and effectively settled. The Company adjusts its liability for unrecognized tax benefits in the period in which it determines the issue is effectively settled with the tax authorities, the statute of limitations expires for the relevant taxing authority to examine the tax position or when more information becomes available. | |||||||||||||||||
Derivatives, Policy [Policy Text Block] | Derivatives | ||||||||||||||||
All derivatives held by the Company are recognized in the consolidated balance sheets at fair value. The Company issued warrants on its own common stock in conjunction with the term loan discussed in Note 6. These warrants meet the definition of a derivative and are reflected as a warrant liability at fair value in the consolidated balance sheets. | |||||||||||||||||
Research, Development, and Computer Software, Policy [Policy Text Block] | Product Development and Content Costs | ||||||||||||||||
Product development and content costs, including costs incurred in the classification and organization of listings within our websites, salaries, benefits, and stock-based compensation, utility charges, occupancy and support for our offsite technology infrastructure, bandwidth and content delivery fees, and development and maintenance costs, are charged to expense as incurred. | |||||||||||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation | ||||||||||||||||
The fair value of share-based payments are estimated on the grant date using the Black-Scholes option pricing model, based on weighted average assumptions. Expected volatility is based on historical volatility of our common stock. The Company has elected to use the simplified method described in the Securities and Exchange Commission Staff Accounting Bulletin Topic 14C to estimate the expected term of employee stock options. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant. Compensation expense is recognized on a straight-line basis over the requisite service period of the award. | |||||||||||||||||
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Loss | ||||||||||||||||
Comprehensive loss includes all changes in stockholders’ equity during a period from non-owner sources. Comprehensive loss consists of foreign currency translation adjustments which are added to net loss to compute total comprehensive loss. | |||||||||||||||||
Commitments and Contingencies, Policy [Policy Text Block] | Contingencies | ||||||||||||||||
The Company accrues for contingent obligations, including legal costs and restructuring costs, when the obligation is probable and the amount can be reasonably estimated. As facts concerning contingencies become known the Company reassess their position and make appropriate adjustments to the consolidated financial statements. Estimates that are particularly sensitive to future changes include those related to tax, legal, and other regulatory matters that are subject to change as events evolve and additional information becomes available. | |||||||||||||||||
Segment Reporting, Policy [Policy Text Block] | Segment Reporting | ||||||||||||||||
Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions on how to allocate resources and assess performance. The Company's chief operating decision maker is the chief executive officer. The Company and the chief executive officer view the Company's operations and manage its business as one operating segment. All long-lived assets of the Company reside in the U.S. | |||||||||||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Issued Accounting Standards | ||||||||||||||||
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”). The objective of ASU 2014-09 is to establish a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most of the existing revenue recognition guidance, including industry-specific guidance. The core principle of ASU 2014-09 is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In applying the new guidance, an entity will (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the contract’s performance obligations; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 applies to all contracts with customers except those that are within the scope of other topics in the FASB Accounting Standards Codification. The new guidance is effective for annual reporting periods (including interim periods within those periods) beginning after December 15, 2016 for public companies. Early adoption is not permitted. Entities have the option of using either a full retrospective or modified approach to adopt ASU 2014-09. The Company is currently evaluating the new guidance and has not determined the impact this standard may have on its consolidated financial statements nor decided upon the method of adoption. | |||||||||||||||||
In June 2014, the FASB issued ASU No. 2014-12, Compensation-Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 is effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. The Company is currently evaluating the impact that the adoption of this guidance will have on its financial position, results of operations, comprehensive income, cash flows and/or disclosures. | |||||||||||||||||
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 explicitly requires management to evaluate, at each annual or interim reporting period, whether there are conditions or events that exist which raise substantial doubt about an entity’s ability to continue as a going concern and to provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and annual and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact of adopting this new standard on its financial statement disclosures. |
Note_1_Description_of_Business1
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) [Line Items] | |||||||||||||||||
Allowance for Credit Losses on Financing Receivables [Table Text Block] | Balance at Beginning of Period | Additions, Costs and Expenses | Deductions, Write-Offs | Balance at End of the Period | |||||||||||||
Allowance For Doubtful Accounts: | |||||||||||||||||
Year Ended December 31, 2014 | $ | 495,000 | $ | 367,000 | $ | 276,000 | $ | 586,000 | |||||||||
Year Ended December 31, 2013 | $ | 547,000 | $ | - | $ | 52,000 | $ | 495,000 | |||||||||
Schedule of Estimated Useful Lives [Table Text Block] | Years | ||||||||||||||||
Trademarks | 5 | ||||||||||||||||
Domain names | 5 | ||||||||||||||||
Mobile Applications, purchased and internally developed | 5 | ||||||||||||||||
Advertising customer relationships | 3 | ||||||||||||||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | December 31, | December 31, | |||||||||||||||
2014 | 2013 | ||||||||||||||||
Stock options | 9,618,102 | 9,138,131 | |||||||||||||||
Unvested restricted stock awards | 1,418,227 | 1,361,750 | |||||||||||||||
Warrants | 2,812,414 | 3,111,690 | |||||||||||||||
Convertible preferred stock | 1,479,949 | 1,479,949 | |||||||||||||||
Totals | 15,328,692 | 15,091,520 | |||||||||||||||
Finite-Lived Intangible Assets [Member] | |||||||||||||||||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) [Line Items] | |||||||||||||||||
Schedule of Estimated Useful Lives [Table Text Block] | Years | ||||||||||||||||
Software | 2 to 3 | ||||||||||||||||
Servers and computer equipment | 3 to 5 | ||||||||||||||||
Office furniture and equipment | 5 to 10 |
Note_2_Fair_Value_Measurements1
Note 2 - Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | Quoted Prices in Active Markets for Identical Items | Significant Other Observable Inputs | Significant Unobservable Inputs | ||||||||||||||
(Level 1) | (Level 2) | (Level 3) | Total | ||||||||||||||
31-Dec-14 | |||||||||||||||||
Assets | |||||||||||||||||
Money market | $ | 10,014,243 | $ | - | $ | - | $ | 10,014,243 | |||||||||
Total assets | $ | 10,014,243 | $ | - | $ | - | $ | 10,014,243 | |||||||||
Liabilities | |||||||||||||||||
Warrants to purchase common stock | $ | - | $ | - | $ | 418,530 | $ | 418,530 | |||||||||
Total Liabilities | $ | - | $ | - | $ | 418,530 | $ | 418,530 | |||||||||
December 31,2013 | |||||||||||||||||
Assets | |||||||||||||||||
Money market | $ | 3,206,079 | $ | - | $ | - | $ | 3,206,079 | |||||||||
Total assets | $ | 3,206,079 | $ | - | $ | - | $ | 3,206,079 | |||||||||
Liabilities | |||||||||||||||||
Warrants to purchase common stock | $ | - | $ | - | $ | 819,930 | $ | 819,930 | |||||||||
Total liabilities | $ | - | $ | - | $ | 819,930 | $ | 819,930 | |||||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Convertible Common Stock Warrant Liability | ||||||||||||||||
Balance as of December 31, 2013 | $ | 819,930 | |||||||||||||||
Settlements | (174,892 | ) | |||||||||||||||
Changes in estimated fair value | (226,508 | ) | |||||||||||||||
Balance as of December 31, 2014 | $ | 418,530 |
Note_3_Goodwill_Tables
Note 3 - Goodwill (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Disclosure Text Block Supplement [Abstract] | |||||||||
Schedule of Goodwill [Table Text Block] | 2014 | 2013 | |||||||
Balance at January 1 | $ | 70,646,036 | $ | 70,646,036 | |||||
Goodwill acquired during the period | - | - | |||||||
Impairment charges during the period | - | - | |||||||
Balance at December 31 | $ | 70,646,036 | $ | 70,646,036 |
Note_4_Intangible_Assets_Table
Note 4 - Intangible Assets (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | |||||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | 31-Dec-14 | 31-Dec-13 | |||||||
Trademarks and domains names | $ | 6,124,994 | $ | 6,124,994 | |||||
Advertising customer relationships | 1,165,000 | 1,165,000 | |||||||
Mobile applications | 1,725,000 | 1,725,000 | |||||||
9,014,994 | 9,014,994 | ||||||||
Less accumulated amortization | (6,120,664 | ) | (4,227,053 | ) | |||||
Intangible assets - net | $ | 2,894,330 | $ | 4,787,941 | |||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Years ending December 31, | ||||||||
2015 | $ | 1,569,999 | |||||||
2016 | 1,324,331 | ||||||||
Total | $ | 2,894,330 |
Note_5_Property_and_Equipment_
Note 5 - Property and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment [Table Text Block] | 31-Dec-14 | 31-Dec-13 | |||||||
Servers, computer equipment and software | $ | 8,221,009 | $ | 7,308,536 | |||||
Office furniture and equipment | 62,447 | 152,064 | |||||||
Leasehold Improvements | 378,389 | 373,399 | |||||||
8,661,845 | 7,833,999 | ||||||||
Less accumulated depreciation/amortization | (6,202,948 | ) | (4,962,199 | ) | |||||
Property and equipment—net | $ | 2,458,897 | $ | 2,871,800 |
Note_6_LongTerm_Debt_Tables
Note 6 - Long-Term Debt (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Senior Loans Payable: | |||||||||
Term Loan | $ | 2,809,806 | $ | 4,663,018 | |||||
LSA2 Loan | - | 480,753 | |||||||
Less: unamortized discount | (184,868 | ) | (706,963 | ) | |||||
Total long-term debt, net | 2,624,938 | 4,436,808 | |||||||
Less current portion | (2,068,326 | ) | (2,333,966 | ) | |||||
Total long-term debt, less current portion, net | $ | 556,612 | $ | 2,102,842 | |||||
Schedule of Maturities of Long-term Debt [Table Text Block] | Years ending December 31: | ||||||||
2015 | 2,068,326 | ||||||||
2016 | 741,480 | ||||||||
Total | $ | 2,809,806 |
Note_7_Commitments_and_Conting1
Note 7 - Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||
Schedule of Future Minimum Rental Payments for Capital and Operating Leases [Table Text Block] | Capital Leases (1) | Operating Leases | |||||||
2015 | $ | 926,995 | $ | 1,189,178 | |||||
2016 | 385,503 | 589,842 | |||||||
2017 | 225,879 | 240,281 | |||||||
2018 | - | 42,240 | |||||||
2019 | - | - | |||||||
Thereafter | - | - | |||||||
Total minimum lease payments | $ | 1,538,377 | $ | 2,061,541 | |||||
Less: Amount representing interest | 78,200 | ||||||||
Total present value of minimum payments | 1,460,177 | ||||||||
Less: Current portion of such obligations | 872,761 | ||||||||
Long-term capital lease obligations | $ | 587,416 |
Note_8_Stockholders_Equity_Tab
Note 8 - Stockholder's Equity (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Stockholders' Equity Note [Abstract] | |||||||||||||||||
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | For the years ended December 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Sales and marketing | $ | 440,284 | $ | 392,020 | |||||||||||||
Product development and content | 2,033,009 | 1,755,712 | |||||||||||||||
General and administrative | 1,336,916 | 1,610,311 | |||||||||||||||
Total stock-based compensation for vesting of options and RSA's | $ | 3,810,209 | $ | 3,758,043 | |||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Options | Number of Stock Options | Weighted- Average Exercise Price | Weighted Average Remaining Contractual Life | Aggregate Intrinsic Value | ||||||||||||
Outstanding at December 31, 2013 | 1,280,042 | $ | 1.99 | ||||||||||||||
Granted | 850,500 | $ | 2.67 | ||||||||||||||
Exercised | (26,334 | ) | $ | 1.53 | |||||||||||||
Forfeited or expired | (152,251 | ) | $ | 2.58 | |||||||||||||
Outstanding at December 31, 2014 | 1,951,957 | $ | 2.25 | 8.9 | $ | 2,915 | |||||||||||
Exercisable at December 31, 2014 | 862,294 | $ | 1.99 | 8.5 | $ | 2,915 | |||||||||||
Options | Number of Stock Options | Weighted- Average Exercise Price | Weighted Average Remaining Contractual Life | Aggregate Intrinsic Value | |||||||||||||
Outstanding at December 31, 2013 | 7,415,051 | $ | 2.36 | ||||||||||||||
Granted | - | - | |||||||||||||||
Exercised | (12,500 | ) | $ | 0.83 | |||||||||||||
Forfeited or expired | (179,444 | ) | $ | 4.76 | |||||||||||||
Outstanding at December 31, 2014 | 7,223,107 | $ | 2.3 | 4.6 | $ | 2,192,658 | |||||||||||
Exercisable at Decemberr 31, 2014 | 6,978,010 | $ | 2.25 | 4.5 | $ | 2,192,658 | |||||||||||
Options | Number of Stock Options | Weighted- Average Exercise Price | Weighted Average Remaining Contractual Life | Aggregate Intrinsic Value | |||||||||||||
Outstanding at December 31, 2013 | 443,038 | $ | 1.34 | ||||||||||||||
Granted | - | - | |||||||||||||||
Exercised | - | - | |||||||||||||||
Forfeited or expired | - | - | |||||||||||||||
Outstanding at December 31, 2014 | 443,038 | $ | 1.34 | 4.9 | $ | 84,177 | |||||||||||
Exercisable at Decemberr 31, 2014 | 443,038 | $ | 1.34 | 4.9 | $ | 84,177 | |||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Risk-free interest rate: | 1.62 | % | ||||||||||||||
Expected term (in years): | 5.9 | ||||||||||||||||
Expected dividend yield | - | ||||||||||||||||
Expected volatility: | 82 | % | |||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | RSA's | Number of stock options | Weighted-Average Stock Price | ||||||||||||||
Outstanding at December 31, 2013 | 1,361,750 | $ | 1.79 | ||||||||||||||
Granted | 882,800 | $ | 2.27 | ||||||||||||||
Exercised | (556,475 | ) | $ | 1.81 | |||||||||||||
Forfeited or expired | (269,848 | ) | $ | 1.85 | |||||||||||||
Outstanding at December 31, 2014 | 1,418,227 | $ | 2.07 | ||||||||||||||
Unvested at December 31, 2014 | 1,418,227 | $ | 2.07 |
Note_9_Warrant_Transactions_Ta
Note 9 - Warrant Transactions (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Warrants [Abstract] | |||||||||||||||||||
Schedule of Warrant Summary [Table Text Block] | Warrants as of | Balance Sheet Classification as of December 31, | |||||||||||||||||
31-Dec-14 | 31-Dec-13 | Weighted-average exercise price | Expiration | 2014 | 2013 | ||||||||||||||
Venture Lending & Leasing VI, Inc. | 170,919 | 255,102 | $ | 1.96 | 2/28/24 | Liability | Liability | ||||||||||||
Venture Lending & Leasing VII, Inc. | 170,919 | 255,102 | $ | 1.96 | 2/28/24 | Liability | Liability | ||||||||||||
Allen, F. Stephen Series #2 | 500,000 | 500,000 | $ | 3.55 | 3/21/16 | Equity | Equity | ||||||||||||
Allen, F. Stephen Series #3 | 500,000 | 500,000 | $ | 3.55 | 3/21/16 | Equity | Equity | ||||||||||||
Stearns, Robert | 200,000 | 200,000 | $ | 3.55 | 3/21/16 | Equity | Equity | ||||||||||||
MATT Series #1 | 270,576 | 401,486 | $ | 2.75 | 9/19/16 | Equity | Equity | ||||||||||||
MATT Series #2 | 1,000,000 | 1,000,000 | $ | 2.75 | 9/19/16 | Equity | Equity | ||||||||||||
All warrants | 2,812,414 | 3,111,690 | |||||||||||||||||
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions [Table Text Block] | Risk-free interest rate: | 2.17 | % | ||||||||||||||||
Expected term (years): | 9.17 | ||||||||||||||||||
Expected dividend yield: | — | ||||||||||||||||||
Expected volatility: | 85.63 | % | |||||||||||||||||
Risk-free interest rate: | 2.81 | % | |||||||||||||||||
Expected term (years): | 8.15 | ||||||||||||||||||
Expected dividend yield: | — | ||||||||||||||||||
Expected volatility: | 100.75 | % | |||||||||||||||||
Risk-free interest rate: | 3.24 | % | |||||||||||||||||
Expected term (years): | 6.08 | ||||||||||||||||||
Expected dividend yield: | — | ||||||||||||||||||
Expected volatility: | 94.07 | % | |||||||||||||||||
Risk-free interest rate: | 2.81 | % | |||||||||||||||||
Expected term (years): | 8.73 | ||||||||||||||||||
Expected dividend yield: | — | ||||||||||||||||||
Expected volatility: | 100.75 | % | |||||||||||||||||
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Warrants | Number of warrants | Weighted-average exercise price | ||||||||||||||||
Outstanding at December 31, 2013 | 3,111,690 | $ | 2.61 | ||||||||||||||||
Granted | - | $ | - | ||||||||||||||||
Exercised | (168,366 | ) | $ | 1.96 | |||||||||||||||
Forfeited or expired | (130,910 | ) | $ | 2.75 | |||||||||||||||
Outstanding at December 31, 2014 | 2,812,414 | $ | 3 | ||||||||||||||||
Exercisable at December 31, 2014 | 2,812,414 | $ | 3 |
Note_10_Income_Taxes_Tables
Note 10 - Income Taxes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | 31-Dec-14 | 31-Dec-13 | |||||||
Net operating loss carryforward | $ | 47,846,000 | $ | 48,280,000 | |||||
Property and equipment | (469,000 | ) | (1,525,000 | ) | |||||
Stock options and warrants | 9,229,000 | 9,738,000 | |||||||
Other | 1,031,000 | 1,151,000 | |||||||
Total deferred tax assets | 57,637,000 | 57,644,000 | |||||||
Valuation allowance | (57,637,000 | ) | (57,644,000 | ) | |||||
Net deferred tax assets | $ | - | $ | - | |||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | 2014 | 2013 | |||||||
U.S. federal income tax at statutory rate | $ | (1,347,000 | ) | $ | (3,689,000 | ) | |||
Nondeductible expenses | 38,000 | 54,000 | |||||||
Foreign subsidiary loss with no tax benefit | 123,000 | - | |||||||
Change in valuation allowance | 1,263,000 | 3,708,000 | |||||||
State tax benefit, net of federal provision (benefit) | - | 2,000 | |||||||
Foreign subsidiary loss | - | (22,000 | ) | ||||||
Fair market value adjust for warrants | (77,000 | ) | - | ||||||
Other | - | (53,000 | ) | ||||||
Income Tax Expense | $ | - | $ | - |
Note_1_Description_of_Business2
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||
Revenues (in Dollars) | $44,817,436 | $40,378,007 |
Number of Reporting Units | 1 | |
Asset Impairment Charges (in Dollars) | 0 | 0 |
Number of Operating Segments | 1 | |
Media Publisher Agreement with Beanstock Media, Inc. [Member] | ||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||
Revenues (in Dollars) | 9,800,000 | 3,800,000 |
Advertising Agreement with Pinsight Media [Member] | ||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||
Revenues (in Dollars) | 19,824,000 | 695,000 |
Virtual Currency [Member] | ||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||
Recognition of Deferred Revenue (in Dollars) | $910,000 | $625,000 |
Sales [Member] | Advertising Revenue [Member] | ||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||
Concentration Risk, Percentage | 78.00% | 69.00% |
Sales Revenue, Product Line [Member] | Customer Concentration Risk [Member] | ||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||
Concentration Risk, Percentage | 66.00% | 22.00% |
Number of Customers | 2 | 1 |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||
Concentration Risk, Percentage | 37.00% | |
Number of Customers | 3 | |
Beanstock Media, Inc. [Member] | ||
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items] | ||
Ad Revenue Percentage | 90.00% |
Note_1_Description_of_Business3
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) - Allowance for Doubtful Accounts (USD $) | 0 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance For Doubtful Accounts: | ||||
Balance at Beginning of Period | $495,000 | $547,000 | $495,000 | |
Additions, Costs and Expenses | 367,000 | 91,000 | -52,000 | |
Deductions, Write-Offs | 276,000 | 52,000 | ||
Balance at End of the Period | $586,000 | $495,000 |
Note_1_Description_of_Business4
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) - Estimated Useful Lives of Intangible Assets | 12 Months Ended |
Dec. 31, 2014 | |
Trademarks [Member] | |
Years | |
Finite intangible asset useful life | 5 years |
Internet Domain Names [Member] | |
Years | |
Finite intangible asset useful life | 5 years |
Mobile Applications [Member] | |
Years | |
Finite intangible asset useful life | 5 years |
Advertising Relationships [Member] | |
Years | |
Finite intangible asset useful life | 3 years |
Note_1_Description_of_Business5
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) - Property and Equipment | 12 Months Ended |
Dec. 31, 2014 | |
Software Development [Member] | Minimum [Member] | |
Years | |
Property, Plant, and Equipment | 2 years |
Software Development [Member] | Maximum [Member] | |
Years | |
Property, Plant, and Equipment | 3 years |
Computer Equipment [Member] | Minimum [Member] | |
Years | |
Property, Plant, and Equipment | 3 years |
Computer Equipment [Member] | Maximum [Member] | |
Years | |
Property, Plant, and Equipment | 5 years |
Office Equipment [Member] | Minimum [Member] | |
Years | |
Property, Plant, and Equipment | 5 years |
Office Equipment [Member] | Maximum [Member] | |
Years | |
Property, Plant, and Equipment | 10 years |
Note_1_Description_of_Business6
Note 1 - Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) - Summary of Dilutive Securities | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 15,328,692 | 15,091,520 |
Equity Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 9,618,102 | 9,138,131 |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 1,418,227 | 1,361,750 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 2,812,414 | 3,111,690 |
Preferred Stock Convertible [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities | 1,479,949 | 1,479,949 |
Note_2_Fair_Value_Measurements2
Note 2 - Fair Value Measurements (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Note 2 - Fair Value Measurements (Details) [Line Items] | ||
Assets, Fair Value Disclosure, Nonrecurring | 0 | $0 |
Liabilities, Fair Value Disclosure, Nonrecurring | 0 | $0 |
Warrant [Member] | Weighted Average [Member] | ||
Note 2 - Fair Value Measurements (Details) [Line Items] | ||
Fair Value Assumptions, Risk Free Interest Rate | 2.17% | |
Fair Value Assumptions, Expected Volatility Rate | 85.63% |
Note_2_Fair_Value_Measurements3
Note 2 - Fair Value Measurements (Details) - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Note 2 - Fair Value Measurements (Details) - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis [Line Items] | ||
Assets | $10,014,243 | $3,206,079 |
Liabilities | 418,530 | 819,930 |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Note 2 - Fair Value Measurements (Details) - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis [Line Items] | ||
Assets | 10,014,243 | 3,206,079 |
Money Market Funds [Member] | ||
Note 2 - Fair Value Measurements (Details) - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis [Line Items] | ||
Assets | 10,014,243 | 3,206,079 |
Warrant [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Note 2 - Fair Value Measurements (Details) - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis [Line Items] | ||
Liabilities | 418,530 | 819,930 |
Warrant [Member] | ||
Note 2 - Fair Value Measurements (Details) - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis [Line Items] | ||
Liabilities | 418,530 | 819,930 |
Fair Value, Inputs, Level 1 [Member] | ||
Note 2 - Fair Value Measurements (Details) - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis [Line Items] | ||
Assets | 10,014,243 | 3,206,079 |
Fair Value, Inputs, Level 3 [Member] | ||
Note 2 - Fair Value Measurements (Details) - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis [Line Items] | ||
Liabilities | $418,530 | $819,930 |
Note_2_Fair_Value_Measurements4
Note 2 - Fair Value Measurements (Details) - Summary of Changes in Fair Value of Company's Preferred Warrant Liability (Warrant [Member], Fair Value, Inputs, Level 3 [Member], USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Warrant [Member] | Fair Value, Inputs, Level 3 [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Balance as of December 31, 2013 | $819,930 |
Settlements | -174,892 |
Changes in estimated fair value | -226,508 |
Balance as of December 31, 2014 | $418,530 |
Note_3_Goodwill_Details
Note 3 - Goodwill (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Note 3 - Goodwill (Details) [Line Items] | |
Number of Reporting Units | 1 |
Reporting Unit, Amount of Fair Value in Excess of Carrying Amount (in Dollars) | $29.50 |
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 37.00% |
Income Approach Valuation Technique [Member] | Year 1 [Member] | |
Note 3 - Goodwill (Details) [Line Items] | |
Fair Value Inputs, Long-term Revenue Growth Rate | 9.40% |
Income Approach Valuation Technique [Member] | Year 2 [Member] | |
Note 3 - Goodwill (Details) [Line Items] | |
Fair Value Inputs, Long-term Revenue Growth Rate | 12.90% |
Income Approach Valuation Technique [Member] | Alternate Growth Rate Projection [Member] | |
Note 3 - Goodwill (Details) [Line Items] | |
Fair Value Inputs, Long-term Revenue Growth Rate | 1.00% |
Income Approach Valuation Technique [Member] | |
Note 3 - Goodwill (Details) [Line Items] | |
Fair Value Inputs, Discount Rate | 15.00% |
Decrease of Conclusion Value, Percent | 2.00% |
Note_3_Goodwill_Details_Goodwi
Note 3 - Goodwill (Details) - Goodwill (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill [Abstract] | ||
Balance at | $70,646,036 | $70,646,036 |
Balance at | $70,646,036 | $70,646,036 |
Note_4_Intangible_Assets_Detai
Note 4 - Intangible Assets (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Disclosure Text Block [Abstract] | ||
Amortization of Intangible Assets | $1.90 | $2 |
Note_4_Intangible_Assets_Detai1
Note 4 - Intangible Assets (Details) - Intangible Assets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $9,014,994 | $9,014,994 |
Less accumulated amortization | -6,120,664 | -4,227,053 |
Intangible assets - net | 2,894,330 | 4,787,941 |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | 6,124,994 | 6,124,994 |
Advertising Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | 1,165,000 | 1,165,000 |
Mobile Applications [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets | $1,725,000 | $1,725,000 |
Note_4_Intangible_Assets_Detai2
Note 4 - Intangible Assets (Details) - Annual Future Amortization Expense (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Annual Future Amortization Expense [Abstract] | ||
2015 | $1,569,999 | |
2016 | 1,324,331 | |
Total | $2,894,330 | $4,787,941 |
Note_5_Property_and_Equipment_1
Note 5 - Property and Equipment (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Note 5 - Property and Equipment (Details) [Line Items] | ||
Depreciation, Depletion and Amortization, Nonproduction | $4,223,507 | $4,387,464 |
Continuing Operations [Member] | ||
Note 5 - Property and Equipment (Details) [Line Items] | ||
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Accumulated Depreciation | 805,000 | 519,000 |
Depreciation, Depletion and Amortization, Nonproduction | $2,300,000 | $2,400,000 |
Note_5_Property_and_Equipment_2
Note 5 - Property and Equipment (Details) - Property and Equipment (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $8,661,845 | $7,833,999 |
Less accumulated depreciation/amortization | -6,202,948 | -4,962,199 |
Property and equipmentbnet | 2,458,897 | 2,871,800 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8,221,009 | 7,308,536 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 62,447 | 152,064 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $378,389 | $373,399 |
Note_6_LongTerm_Debt_Details
Note 6 - Long-Term Debt (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2013 | Apr. 29, 2013 | Apr. 29, 2013 | Dec. 31, 2014 | Mar. 05, 2013 | Jan. 25, 2008 | Oct. 31, 2006 | Nov. 10, 2011 | |
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Proceeds from Notes Payable | $5,000,000 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 2,147 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $2.61 | $3 | $2.75 | $2.75 | ||||
Long-term Debt | 2,809,806 | |||||||
Notes Receivable, Related Parties | 6,025,828 | |||||||
Interest Receivable | 222,446 | |||||||
Class of Warrant or Right, Aggregate Exercise Price | 2,000,000 | |||||||
Payment For RSI Note | 107,504 | |||||||
MATT Inc. [Member] | MATT Series #1 [Member] | Subordinated Debt [Member] | Maximum [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $12.50 | |||||||
MATT Inc. [Member] | MATT Series #1 [Member] | Subordinated Debt [Member] | Minimum [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $2.75 | |||||||
MATT Inc. [Member] | MATT Series #1 [Member] | Subordinated Debt [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 1,000,000 | |||||||
MATT Inc. [Member] | MATT Series #2 [Member] | Subordinated Debt [Member] | Maximum [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $15 | |||||||
MATT Inc. [Member] | MATT Series #2 [Member] | Subordinated Debt [Member] | Minimum [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $2.75 | |||||||
MATT Inc. [Member] | MATT Series #2 [Member] | Subordinated Debt [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 1,000,000 | |||||||
MATT Inc. [Member] | Subordinated Debt [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Debt Instrument, Face Amount | 5,000,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.46% | |||||||
Deferred Finance Costs, Gross | 24,580 | |||||||
Amortization of Financing Costs | 455 | |||||||
Deferred Finance Costs, Net | 712,000 | |||||||
RSI Note [Member] | Scott, Richard L. Series #2 [Member] | Subordinated Debt [Member] | Maximum [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $4 | |||||||
RSI Note [Member] | Scott, Richard L. Series #2 [Member] | Subordinated Debt [Member] | Minimum [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $2.75 | |||||||
RSI Note [Member] | Scott, Richard L. Series #2 [Member] | Subordinated Debt [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 500,000 | |||||||
RSI Note [Member] | Scott, Richard L. Series #3 [Member] | Subordinated Debt [Member] | Maximum [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $7 | |||||||
RSI Note [Member] | Scott, Richard L. Series #3 [Member] | Subordinated Debt [Member] | Minimum [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $2.75 | |||||||
RSI Note [Member] | Scott, Richard L. Series #3 [Member] | Subordinated Debt [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 500,000 | |||||||
RSI Note [Member] | Subordinated Debt [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Debt Instrument, Face Amount | 2,000,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.46% | |||||||
Deferred Finance Costs, Gross | 15,901 | |||||||
Amortization of Financing Costs | 315 | |||||||
RSI Note [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 1,000,000 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $2.75 | |||||||
Class of Warrant or Right, Aggregate Exercise Price | 2,750,000 | |||||||
Principal And Interest That Would Have Accrued Through Due Date | 2,857,504 | |||||||
Gains (Losses) on Restructuring of Debt | 463,000 | |||||||
AHMSA And MATT Note [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Accounts Receivable, Related Parties | 6,000,000 | |||||||
Long-term Debt | 6,254,178 | |||||||
MATT Series #1 [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $2.75 | $12.50 | ||||||
MATT Series #2 [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $2.75 | $15 | ||||||
Term Loan [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Debt Instrument, Term | 36 months | |||||||
Debt Instrument, Face Amount | 8,000,000 | 8,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 11.00% | 11.00% | ||||||
Proceeds from Notes Payable | 5,000,000 | |||||||
Warrants Aggregate Exercise Price | 800,000 | 800,000 | ||||||
Excercise Value Increase, First Tranche | 200,000 | 200,000 | ||||||
Exercise Value Increase Second and Third Tranche | 300,000 | 300,000 | ||||||
Amortization of Debt Discount (Premium) | $190,225 | $295,588 | ||||||
LSA2 Loan [Member] | ||||||||
Note 6 - Long-Term Debt (Details) [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.50% |
Note_6_LongTerm_Debt_Details_L
Note 6 - Long-Term Debt (Details) - Long-Term Debt (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Senior Loans Payable: | ||
Long-term Debt | $2,624,938 | $4,436,808 |
Less current portion | -2,068,326 | -2,333,966 |
Total long-term debt, less current portion, net | 556,612 | 2,102,842 |
Term Loans [Member] | Senior Notes [Member] | ||
Senior Loans Payable: | ||
Long-term Debt | 2,809,806 | 4,663,018 |
LSA2 Loan [Member] | Senior Notes [Member] | ||
Senior Loans Payable: | ||
Long-term Debt | 480,753 | |
Senior Notes [Member] | ||
Senior Loans Payable: | ||
Less: unamortized discount | ($184,868) | ($706,963) |
Note_6_LongTerm_Debt_Details_M
Note 6 - Long-Term Debt (Details) - Maturities on Long-term Debt (USD $) | Dec. 31, 2014 |
Maturities on Long-term Debt [Abstract] | |
2015 | $2,068,326 |
2016 | 741,480 |
Total | $2,809,806 |
Note_7_Commitments_and_Conting2
Note 7 - Commitments and Contingencies (Details) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | ||
Jun. 30, 2013 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 21, 2014 | |
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Number of Capital Leases | 2 | ||||
Operating Leases, Rent Expense | $2,200,000 | $2,200,000 | |||
Restructuring and Related Cost, Number of Positions Eliminated, Period Percent | 15.00% | ||||
Restructuring Costs | 2,500,000 | ||||
Restructuring Reserve | 7,000 | 123,000 | |||
Employee Severance [Member] | Chief Technology Officer [Member] | |||||
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Payments for Restructuring | 120,000 | ||||
Employee Severance [Member] | Chief Executive Officer and Chief Financial Officer [Member] | |||||
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Payments for Restructuring | 1,800,000 | ||||
Stacey Caplan [Member] | |||||
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Litigation Settlement, Amount | 5,000 | ||||
Capital Lease Obligations [Member] | Minimum [Member] | |||||
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Debt Instrument, Interest Rate, Effective Percentage | 4.50% | ||||
Capital Lease Obligations [Member] | Maximum [Member] | |||||
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Debt Instrument, Interest Rate, Effective Percentage | 8.00% | ||||
Capital Lease Obligations [Member] | |||||
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Contractual Obligation | $805,000 | ||||
Dell Financial Services [Member] | |||||
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Number of Capital Leases | 1 | ||||
HP Financial Services [Member] | |||||
Note 7 - Commitments and Contingencies (Details) [Line Items] | |||||
Number of Capital Leases | 1 |
Note_7_Commitments_and_Conting3
Note 7 - Commitments and Contingencies (Details) - Future Minimum Rental Payments for Capital and Operating Leases (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Future Minimum Rental Payments for Capital and Operating Leases [Abstract] | ||
2015 | $926,995 | |
2015 | 1,189,178 | |
2016 | 385,503 | |
2016 | 589,842 | |
2017 | 225,879 | |
2017 | 240,281 | |
2018 | 42,240 | |
Total minimum lease payments | 1,538,377 | |
Total minimum lease payments | 2,061,541 | |
Less: Amount representing interest | 78,200 | |
Total present value of minimum payments | 1,460,177 | |
Less: Current portion of such obligations | 872,761 | 928,181 |
Long-term capital lease obligations | $587,416 | $713,699 |
Note_8_Stockholders_Equity_Det
Note 8 - Stockholder's Equity (Details) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | 11 Months Ended | 12 Months Ended | |||
Dec. 31, 2014 | Nov. 30, 2011 | Jul. 23, 2014 | Dec. 31, 2013 | Jun. 30, 2011 | Nov. 30, 2009 | Nov. 30, 2011 | Dec. 31, 2008 | Aug. 11, 2014 | Jun. 27, 2007 | |
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $0.00 | 0.001 | 0.001 | |||||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | ||||||||
Expected Net Proceeds from Issuance of Common Stock (in Dollars) | $10,600,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 38,834 | |||||||||
Stock Issued During Period, Shares, Other | 89,230 | |||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 556,475 | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options (in Dollars) | 3,900,000 | |||||||||
Series A Preferred Stock [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Preferred Stock, Shares Issued | 1,000,000 | 1,000,000 | ||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock (in Dollars) | 5,000,000 | |||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 1,479,949 | 1,479,949 | ||||||||
Preferred Stock, Redemption Price Per Share (in Dollars per share) | $3.38 | 3.38 | ||||||||
Underwriter [Member] | Common Stock [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Share Price to Underwriters (in Dollars per share) | 1.88 | |||||||||
Over-Allotment Option [Member] | Common Stock [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 750,000 | |||||||||
Common Stock [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Stock Issued During Period, Shares, New Issues | 5,750,000 | 5,000,000 | ||||||||
Share Price (in Dollars per share) | 2 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 38,834 | 122,685 | ||||||||
Stock Issued During Period, Shares, Other | 1,002,147 | |||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 556,475 | |||||||||
Restricted Stock [Member] | End of One Year [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 33.00% | |||||||||
Restricted Stock [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | 2,200,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 882,800 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Number of Annual Increments | 3 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 3 years | |||||||||
Allocated Share-based Compensation Expense (in Dollars) | 1,147,000 | 509,000 | ||||||||
Employee Stock Option [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |||||||||
2012 Omnibus Incentive Plan [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 26,334 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 8,700,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 5,700,000 | |||||||||
Amended and Restated 2006 Stock Incentive Plan [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 2,100,000 | |||||||||
2006 Stock Incentive Plan [Member] | ||||||||||
Note 8 - Stockholder's Equity (Details) [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 12,500 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 3,700,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 4,000,000 | 2,000,000 | 4,000,000 | 2,000,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value (in Dollars) | $1,100,000 | 102,000 |
Note_8_Stockholders_Equity_Det1
Note 8 - Stockholder's Equity (Details) - Stock-Based Compensation Expense (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | $3,810,209 | $3,758,043 |
Selling and Marketing Expense [Member] | Continuing Operations [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | 440,284 | 392,020 |
Product Development and Content [Member] | Continuing Operations [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | 2,033,009 | 1,755,712 |
General and Administrative Expense [Member] | Continuing Operations [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation | $1,336,916 | $1,610,311 |
Note_8_Stockholders_Equity_Det2
Note 8 - Stockholder's Equity (Details) - Stock Option Activity (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Note 8 - Stockholder's Equity (Details) - Stock Option Activity [Line Items] | |
Options Exercised | -38,834 |
2012 Omnibus Incentive Plan [Member] | |
Note 8 - Stockholder's Equity (Details) - Stock Option Activity [Line Items] | |
Options Outstanding | 1,280,042 |
Options Outstanding, Weighted- Average Exercise Price | 1.99 |
Options Granted | 850,500 |
Options Granted, Weighted-Average Exercise Price | 2.67 |
Options Exercised | -26,334 |
Options Exercised, Weighted-Average Exercise Price | 1.53 |
Options Forfeited or Expired | -152,251 |
Options Forfeited or Expired, Weighted-Average Exercise Price | 2.58 |
Options Outstanding | 1,951,957 |
Options Outstanding, Weighted- Average Exercise Price | 2.25 |
Options Outstanding, Weighted Average Remaining Contractual Life | 8 years 328 days |
Options Outstanding, Aggregate Intrinsic Value | 2,915 |
Options Exercisable | 862,294 |
Options Exercisable, Weighted-Average Exercise Price | 1.99 |
Options Exercisable, Weighted Average Remaining Contractual Life | 8 years 6 months |
Options Exercisable, Aggregate Intrinsic Value | 2,915 |
2006 Stock Incentive Plan [Member] | |
Note 8 - Stockholder's Equity (Details) - Stock Option Activity [Line Items] | |
Options Outstanding | 7,415,051 |
Options Outstanding, Weighted- Average Exercise Price | 2.36 |
Options Exercised | -12,500 |
Options Exercised, Weighted-Average Exercise Price | 0.83 |
Options Forfeited or Expired | -179,444 |
Options Forfeited or Expired, Weighted-Average Exercise Price | 4.76 |
Options Outstanding | 7,223,107 |
Options Outstanding, Weighted- Average Exercise Price | 2.3 |
Options Outstanding, Weighted Average Remaining Contractual Life | 4 years 219 days |
Options Outstanding, Aggregate Intrinsic Value | 2,192,658 |
Options Exercisable | 6,978,010 |
Options Exercisable, Weighted-Average Exercise Price | 2.25 |
Options Exercisable, Weighted Average Remaining Contractual Life | 4 years 6 months |
Options Exercisable, Aggregate Intrinsic Value | 2,192,658 |
Non-Plan Option Activity [Member] | |
Note 8 - Stockholder's Equity (Details) - Stock Option Activity [Line Items] | |
Options Outstanding | 443,038 |
Options Outstanding, Weighted- Average Exercise Price | 1.34 |
Options Outstanding | 443,038 |
Options Outstanding, Weighted- Average Exercise Price | 1.34 |
Options Outstanding, Weighted Average Remaining Contractual Life | 4 years 328 days |
Options Outstanding, Aggregate Intrinsic Value | 84,177 |
Options Exercisable | 443,038 |
Options Exercisable, Weighted-Average Exercise Price | 1.34 |
Options Exercisable, Weighted Average Remaining Contractual Life | 4 years 328 days |
Options Exercisable, Aggregate Intrinsic Value | 84,177 |
Note_8_Stockholders_Equity_Det3
Note 8 - Stockholder's Equity (Details) - Fair Value Assumptions (2012 Omnibus Incentive Plan [Member]) | 12 Months Ended |
Dec. 31, 2014 | |
2012 Omnibus Incentive Plan [Member] | |
Note 8 - Stockholder's Equity (Details) - Fair Value Assumptions [Line Items] | |
Risk-free interest rate: | 1.62% |
Expected term (in years): | 5 years 328 days |
Expected volatility: | 82.00% |
Note_8_Stockholders_Equity_Det4
Note 8 - Stockholder's Equity (Details) - RSA Activity (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Note 8 - Stockholder's Equity (Details) - RSA Activity [Line Items] | ||
RSA's Outstanding | 1,418,227 | |
RSA's Outstanding, Weighted- Average Stock Price | $2.07 | |
Restricted Stock [Member] | ||
Note 8 - Stockholder's Equity (Details) - RSA Activity [Line Items] | ||
RSA's Outstanding | 1,418,227 | 1,361,750 |
RSA's Outstanding, Weighted- Average Stock Price | $2.07 | $1.79 |
Granted | 882,800 | |
Granted | $2.27 | |
Exercised | -556,475 | |
Exercised | $1.81 | |
Forfeited or expired | -269,848 | |
Forfeited or expired | $1.85 |
Note_9_Warrant_Transactions_De
Note 9 - Warrant Transactions (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | |||||
Dec. 31, 2014 | Mar. 10, 2014 | Apr. 30, 2013 | Feb. 19, 2010 | Dec. 31, 2013 | Mar. 05, 2013 | Jan. 25, 2008 | Mar. 31, 2006 | Oct. 31, 2006 | |
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
(in Shares) | 168,366 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $3 | 2.61 | $2.75 | $2.75 | |||||
Stock Issued During Period, Shares, Other (in Shares) | 89,230 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 2,147 | ||||||||
Class of Warrant or Right, Outstanding (in Shares) | 2,812,414 | 3,111,690 | |||||||
Other Nonoperating Income (Expense) [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Increase (Decrease) in Fair Value of Outstanding Warrants (in Dollars) | ($226,508) | ||||||||
Venture Lending & Leasing VI and VII [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Warrants Aggregate Exercise Price (in Dollars) | 800,000 | ||||||||
Exercise Value Increase First Tranche (in Dollars) | 200,000 | ||||||||
Exercise Value Increase Second and Third Tranche (in Dollars) | 300,000 | ||||||||
Warrants Expiration Term | 10 years | ||||||||
(in Shares) | 168,366 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $1.96 | ||||||||
Stock Issued During Period, Shares, Other (in Shares) | 89,230 | ||||||||
Scott, Richard L Series #2 and #3 [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 1,000,000 | ||||||||
Scott, Richard L Series #2 [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 4 | ||||||||
Scott, Richard L Series #3 [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 7 | ||||||||
Allen, F. Stephen Series #2 and #3 [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $3.55 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 1,000,000 | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Period Balance Outstanding (in Shares) | 1,000,000 | ||||||||
Allen, F. Stephen Series #2 [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $3.55 | 4 | |||||||
Class of Warrant or Right, Outstanding (in Shares) | 500,000 | 500,000 | |||||||
Allen, F. Stephen Series #3 [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $3.55 | 7 | |||||||
Class of Warrant or Right, Outstanding (in Shares) | 500,000 | 500,000 | |||||||
Stearns, Robert [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $3.55 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 200,000 | ||||||||
Class of Warrant or Right, Outstanding (in Shares) | 200,000 | 200,000 | |||||||
CEO Compensation [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 3.55 | ||||||||
Series 1 and 2 MATT Inc. [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Warrants Aggregate Exercise Price (in Dollars) | 2,000,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $2.75 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 2,147 | 1,000,000 | |||||||
Debt Instrument, Unamortized Discount (in Dollars) | $1,341,692 | ||||||||
Class of Warrant or Right, Forfeitures (in Shares) | 400,002 | ||||||||
Class of Warrant or Right, Outstanding (in Shares) | 1,270,576 | ||||||||
MATT Series #1 [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $2.75 | 12.5 | |||||||
Class of Warrant or Right, Outstanding (in Shares) | 270,576 | 401,486 | |||||||
MATT Series #2 [Member] | |||||||||
Note 9 - Warrant Transactions (Details) [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $2.75 | 15 | |||||||
Class of Warrant or Right, Outstanding (in Shares) | 1,000,000 | 1,000,000 |
Note_9_Warrant_Transactions_De1
Note 9 - Warrant Transactions (Details) - Warrant Summary (USD $) | 12 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Mar. 05, 2013 | Jan. 25, 2008 | Mar. 31, 2006 | Oct. 31, 2006 | |
Note 9 - Warrant Transactions (Details) - Warrant Summary [Line Items] | ||||||
Number of warrants | 2,812,414 | 3,111,690 | ||||
Weighted- average exercise price per share | $3 | 2.61 | $2.75 | $2.75 | ||
Venture Lending & Leasing VI, Inc.[Member] | ||||||
Note 9 - Warrant Transactions (Details) - Warrant Summary [Line Items] | ||||||
Number of warrants | 170,919 | 255,102 | ||||
Weighted- average exercise price per share | $1.96 | |||||
Expiration | 28-Feb-24 | |||||
Balance sheet classification | Liability | Liability | ||||
Venture Lending & Leasing VII, Inc.[Member] | ||||||
Note 9 - Warrant Transactions (Details) - Warrant Summary [Line Items] | ||||||
Number of warrants | 170,919 | 255,102 | ||||
Weighted- average exercise price per share | $1.96 | |||||
Expiration | 28-Feb-24 | |||||
Balance sheet classification | Liability | Liability | ||||
Allen, F. Stephen Series #2 [Member] | ||||||
Note 9 - Warrant Transactions (Details) - Warrant Summary [Line Items] | ||||||
Number of warrants | 500,000 | 500,000 | ||||
Weighted- average exercise price per share | $3.55 | $4 | ||||
Expiration | 21-Mar-16 | |||||
Balance sheet classification | Equity | Equity | ||||
Allen, F. Stephen Series #3 [Member] | ||||||
Note 9 - Warrant Transactions (Details) - Warrant Summary [Line Items] | ||||||
Number of warrants | 500,000 | 500,000 | ||||
Weighted- average exercise price per share | $3.55 | $7 | ||||
Expiration | 21-Mar-16 | |||||
Balance sheet classification | Equity | Equity | ||||
Stearns, Robert [Member] | ||||||
Note 9 - Warrant Transactions (Details) - Warrant Summary [Line Items] | ||||||
Number of warrants | 200,000 | 200,000 | ||||
Weighted- average exercise price per share | $3.55 | |||||
Expiration | 21-Mar-16 | |||||
Balance sheet classification | Equity | Equity | ||||
MATT Series #1 [Member] | ||||||
Note 9 - Warrant Transactions (Details) - Warrant Summary [Line Items] | ||||||
Number of warrants | 270,576 | 401,486 | ||||
Weighted- average exercise price per share | $2.75 | $12.50 | ||||
Expiration | 19-Sep-16 | |||||
Balance sheet classification | Equity | Equity | ||||
MATT Series #2 [Member] | ||||||
Note 9 - Warrant Transactions (Details) - Warrant Summary [Line Items] | ||||||
Number of warrants | 1,000,000 | 1,000,000 | ||||
Weighted- average exercise price per share | $2.75 | $15 | ||||
Expiration | 19-Sep-16 | |||||
Balance sheet classification | Equity | Equity |
Note_9_Warrant_Transactions_De2
Note 9 - Warrant Transactions (Details) - Modified Warrants Fair Value Assumptions | 12 Months Ended |
Dec. 31, 2014 | |
Venture Lending & Leasing VI and VII [Member] | |
Note 9 - Warrant Transactions (Details) - Modified Warrants Fair Value Assumptions [Line Items] | |
Risk-free interest rate: | 2.17% |
Expected term (years): | 9 years 62 days |
Expected volatility: | 85.63% |
Scott, Richard L Series #2 and #3 [Member] | |
Note 9 - Warrant Transactions (Details) - Modified Warrants Fair Value Assumptions [Line Items] | |
Risk-free interest rate: | 2.81% |
Expected term (years): | 8 years 54 days |
Expected volatility: | 100.75% |
Allen, F. Stephen Series #2 and #3 [Member] | |
Note 9 - Warrant Transactions (Details) - Modified Warrants Fair Value Assumptions [Line Items] | |
Risk-free interest rate: | 3.24% |
Expected term (years): | 6 years 29 days |
Expected volatility: | 94.07% |
Series 1 and 2 MATT Inc. [Member] | |
Note 9 - Warrant Transactions (Details) - Modified Warrants Fair Value Assumptions [Line Items] | |
Risk-free interest rate: | 2.81% |
Expected term (years): | 8 years 266 days |
Expected volatility: | 100.75% |
Note_9_Warrant_Transactions_De3
Note 9 - Warrant Transactions (Details) - Warrant Activity (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Mar. 05, 2013 | Jan. 25, 2008 | |
Warrant Activity [Abstract] | ||||
Number of Warrants | 2,812,414 | 3,111,690 | ||
Weighted Average Exercise Price (in Dollars per share) | $3 | $2.61 | $2.75 | $2.75 |
Exercisable at December 31, 2014 | 2,812,414 | |||
Exercisable at December 31, 2014 (in Dollars per Item) | 3 | |||
Exercised | -168,366 | |||
Exercised (in Dollars per Item) | 1.96 | |||
Forfeited or expired | -130,910 | |||
Forfeited or expired (in Dollars per Item) | 2.75 |
Note_10_Income_Taxes_Details
Note 10 - Income Taxes (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Note 10 - Income Taxes (Details) [Line Items] | ||
Current Income Tax Expense (Benefit) | $0 | $0 |
Deferred Income Tax Expense (Benefit) | 0 | 0 |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest | -3,962,165 | -10,898,325 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 0 | 0 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | 0 | 0 |
Domestic Tax Authority [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | $135,000,000 | $136,000,000 |
Minimum [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Open Tax Year | 2011 | |
Maximum [Member] | ||
Note 10 - Income Taxes (Details) [Line Items] | ||
Open Tax Year | 2014 |
Note_10_Income_Taxes_Details_D
Note 10 - Income Taxes (Details) - Deferred Tax Assets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred Tax Assets [Abstract] | ||
Net operating loss carryforward | $47,846,000 | $48,280,000 |
Property and equipment | -469,000 | -1,525,000 |
Stock options and warrants | 9,229,000 | 9,738,000 |
Other | 1,031,000 | 1,151,000 |
Total deferred tax assets | 57,637,000 | 57,644,000 |
Valuation allowance | ($57,637,000) | ($57,644,000) |
Note_10_Income_Taxes_Details_R
Note 10 - Income Taxes (Details) - Reconciliation of Income Tax Expense (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation of Income Tax Expense [Abstract] | ||
U.S. federal income tax at statutory rate | ($1,347,000) | ($3,689,000) |
Nondeductible expenses | 38,000 | 54,000 |
Foreign subsidiary loss with no tax benefit | 123,000 | |
Change in valuation allowance | 1,263,000 | 3,708,000 |
State tax benefit, net of federal provision (benefit) | 2,000 | |
Foreign subsidiary loss | -22,000 | |
Fair market value adjust for warrants | -77,000 | |
Other | ($53,000) |
Note_11_Transactions_with_Affi1
Note 11 - Transactions with Affiliates (Details) (Former Chief Executive Officer and Chairman of the Board [Member], Financial Advisory Services [Member], USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Former Chief Executive Officer and Chairman of the Board [Member] | Financial Advisory Services [Member] | |
Note 11 - Transactions with Affiliates (Details) [Line Items] | |
Related Party Transaction, Amounts of Transaction | $180,000 |
Uncategorized_Items
Uncategorized Items | ||
[us-gaap_SharesOutstanding] | 37,046,405 | 1,000,000 |