Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 27, 2018 | Jun. 30, 2017 | |
Document Information [Line Items] | |||
Entity Registrant Name | ACCELERIZE INC. | ||
Entity Central Index Key | 1,352,952 | ||
Trading Symbol | aclz | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding (in shares) | 65,939,709 | ||
Entity Public Float | $ 16,351,955 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Assets | ||
Cash | $ 166,883 | $ 1,680,127 |
Restricted cash | 50,000 | 50,000 |
Accounts receivable, net of allowance for bad debt of $471,144 and $349,535, respectively | 2,692,636 | 2,229,610 |
Prepaid expenses and other assets | 548,343 | 398,187 |
Total current assets | 3,457,862 | 4,357,924 |
Property and equipment, net of accumulated depreciation of $775,152 and $645,115, respectively | 69,405 | 149,115 |
Intangible assets, net of accumulated amortization of $2,512,203 and $1,939,957, respectively | 3,925,523 | 2,784,011 |
Other assets | 123,124 | 102,574 |
Total assets | 7,575,914 | 7,393,624 |
LIABILITIES AND STOCKHOLDERS' DEFICIT | ||
Accounts payable and accrued expenses | 2,479,083 | 2,639,008 |
Deferred revenues | 299,937 | 53,450 |
Credit facility, short term | 3,055,812 | 2,038,946 |
Other short-term loan, net of unamortized deferred financing cost of $0 and $43,133, respectively | 1,224,194 | 506,867 |
Total current liabilities | 7,059,026 | 5,238,271 |
Credit facility, net of unamortized deferred financing cost of $245,584 and $429,769, respectively | 4,402,988 | 4,588,227 |
Other long-term loan, net of unamortized deferred financing cost of $82,868 and $0, respectively | 267,938 | |
Other liabilities | 1,062,500 | 1,487,500 |
Total liabilities | 12,792,452 | 11,313,998 |
Stockholders' Deficit: | ||
Common stock; $0.001 par value; 100,000,000 shares authorized; 65,939,709 and 63,415,254 shares issued and outstanding, respectively | 65,938 | 63,414 |
Additional paid-in capital | 26,301,748 | 25,211,737 |
Accumulated deficit | (31,542,684) | (29,118,196) |
Accumulated other comprehensive loss | (41,540) | (77,329) |
Total stockholders’ deficit | (5,216,538) | (3,920,374) |
Total liabilities and stockholders’ deficit | 7,575,914 | 7,393,624 |
Series A Preferred Stock [Member] | ||
Stockholders' Deficit: | ||
Preferred stock | ||
Series B Preferred Stock [Member] | ||
Stockholders' Deficit: | ||
Preferred stock |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts receivable, allowance for bad debt | $ 471,144 | $ 349,535 |
Property and equipment, accumulated depreciation | 775,152 | 645,115 |
Intangible assets, accumulated amortization | 2,512,203 | 1,939,957 |
Deferred financing cost, current | 0 | 43,133 |
Deferred financing cost, credit facility | 245,584 | 429,769 |
Deferred financing cost, noncurrent | $ 82,868 | $ 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 65,939,709 | 63,415,254 |
Common stock, shares outstanding (in shares) | 65,939,709 | 63,415,254 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 54,000 | 54,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 1,946,000 | 1,946,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues: | $ 24,104,624 | $ 23,753,446 |
Cost of revenue | 9,066,896 | 8,230,420 |
Gross profit | 15,037,728 | 15,523,026 |
Operating expenses: | ||
Research and development | 4,414,112 | 4,023,879 |
Sales and marketing | 4,378,588 | 3,606,875 |
General and administrative | 7,349,754 | 8,343,849 |
Loss from litigation settlement | 2,200,000 | |
Total operating expenses | 16,142,454 | 18,174,603 |
Operating loss | (1,104,726) | (2,651,577) |
Other income (expense): | ||
Other income | 748 | 20,833 |
Interest expense | (1,214,476) | (1,220,840) |
Loss on extinguishment of debt | (106,034) | |
Total other (expenses) | (1,319,762) | (1,200,007) |
Net loss | $ (2,424,488) | $ (3,851,584) |
Loss per share: | ||
Basic (in dollars per share) | $ (0.04) | $ (0.06) |
Diluted (in dollars per share) | $ (0.04) | $ (0.06) |
Basic weighted average common shares outstanding (in shares) | 65,413,094 | 65,129,153 |
Diluted weighted average common shares outstanding (in shares) | 65,413,094 | 65,129,153 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Net loss | $ (2,424,488) | $ (3,851,584) |
Foreign currency translation gain (loss) | 35,789 | (55,649) |
Total other comprehensive gain (loss) | 35,789 | (55,649) |
Comprehensive loss | $ (2,388,699) | $ (3,907,233) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Beginning balance (in shares) at Dec. 31, 2015 | 65,069,327 | ||||
Beginning balance at Dec. 31, 2015 | $ 65,068 | $ 23,440,366 | $ (25,266,612) | $ (21,680) | $ (1,782,858) |
Cashless exercise of options and warrants (in shares) | 5,714 | ||||
Cashless exercise of options and warrants | $ 6 | (6) | |||
Fair value of options and restricted stock awards | 461,764 | 461,764 | |||
Fair value of warrants | 806,334 | 806,334 | |||
Fair value of warrants issued | 501,620 | 501,620 | |||
Stock issuance in conjunction with vested stock awards (in shares) | 240,000 | ||||
Stock issuance in conjunction with vested stock awards | $ 240 | (240) | |||
Cancelled - shares (in shares) | (1,899,787) | ||||
Cancelled - shares | $ (1,900) | 1,900 | |||
Net Income (Loss) Attributable to Parent | (3,851,584) | (3,851,584) | |||
Foreign currency translation | (55,649) | $ (55,649) | |||
Sale of common stock in cash (in shares) | 5,714 | ||||
Ending balance (in shares) at Dec. 31, 2016 | 63,415,254 | ||||
Ending balance at Dec. 31, 2016 | $ 63,414 | 25,211,737 | (29,118,196) | (77,329) | $ (3,920,374) |
Cashless exercise of options and warrants (in shares) | 1,867,788 | ||||
Cashless exercise of options and warrants | $ 1,868 | (1,868) | |||
Fair value of options and restricted stock awards | 295,999 | 295,999 | |||
Fair value of warrants | 566,860 | 566,860 | |||
Fair value of warrants issued | 104,676 | 104,676 | |||
Stock issuance in conjunction with vested stock awards (in shares) | 240,000 | ||||
Stock issuance in conjunction with vested stock awards | $ 240 | (240) | |||
Net Income (Loss) Attributable to Parent | (2,424,488) | (2,424,488) | |||
Foreign currency translation | 35,789 | $ 35,789 | |||
Sale of common stock in cash (in shares) | 416,667 | 416,667 | |||
Sale of common stock in cash | $ 417 | 124,583 | $ 125,000 | ||
Ending balance (in shares) at Dec. 31, 2017 | 65,939,709 | ||||
Ending balance at Dec. 31, 2017 | $ 65,939 | $ 26,301,747 | $ (31,542,684) | $ (41,540) | $ (5,216,538) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (2,424,488) | $ (3,851,584) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 707,081 | 761,276 |
Impairment of fixed assets | 273,859 | |
Amortization of deferred financing cost | 249,125 | 239,707 |
Provision for bad debt | (116,511) | (45,612) |
Fair value of options and warrants | 862,859 | 1,268,097 |
Loss from litigation settlement | 2,200,000 | |
Non-cash expenses | 424,920 | |
(Gain) loss on sale of fixed assets | 10,027 | (290) |
Amortization of debt discount fair value | 18,966 | |
Loss on debt extinguishment | 106,034 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | (346,515) | (350,991) |
Prepaid expenses | (150,156) | (158,266) |
Restricted Cash | (50,000) | |
Accounts payable and accrued expenses | (612,543) | (455,242) |
Deferred revenues | 246,487 | 43,014 |
Other assets | (20,548) | 22,024 |
Net cash (used in) provided by operating activities | (1,470,182) | 320,912 |
Cash flows used in investing activities: | ||
Capitalized software for internal use | (1,713,759) | (1,997,759) |
Capital expenditures | (63,429) | (20,206) |
Proceeds from sale of assets | 895 | 7,142 |
Net cash used in investing activities | (1,776,293) | (2,010,823) |
Cash flows provided by financing activities: | ||
Principal repayments of credit facility | (2,055,558) | (355,835) |
Proceeds from credit facility | 2,703,000 | 3,003,105 |
Proceeds from promissory notes | 1,000,000 | |
Proceeds from sale of common stock | 125,000 | |
Proceeds from short-term loan | 175,000 | |
Repayments of short-term loan | (250,000) | |
Payment of financing costs | (129,678) | |
Net cash provided by financing activities | 1,697,442 | 2,517,592 |
Effect of exchange rate changes on cash | 35,789 | (55,649) |
Net increase (decrease) in cash | (1,513,244) | 772,032 |
Cash, beginning of year | 1,680,127 | 908,095 |
Cash, end of year | 166,883 | 1,680,127 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 851,544 | 492,581 |
Cash paid for income taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
Fair value of warrants issued in connection with promissory notes and credit facility | 104,676 | 501,620 |
Repayment of Agility Loan, included in accounts payable | 25,000 | 25,000 |
Repayment of Line of Credit | 4,572,223 | |
Stock issuance in conjunction with vested stock awards and cashless exercise of options | 1,868 | 246 |
Stock cancelled in conjunction with settlement | $ 1,900 |
Note 1 - Organization and Descr
Note 1 - Organization and Description of Business | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 1: Accelerize Inc., or November 22, 2005, The Company provides software solutions for businesses interested in optimizing their digital advertising spend. Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements include the results of operations of Cake Marketing UK Ltd., (the Subsidiary). All material intercompany accounts and transactions between the Company and the Subsidiary have been eliminated in consolidation. The accompanying consolidated financial statements have been prepared on a going concern basis which implies the Company will continue to meet its obligations for the next 12 The Company had a working capital deficit of $3,601,164 $31,542,684 December 31, 2017. The Company also had a net loss of $2,424,488 $1,470,182. On January 25, 2018, $7,000,000. 10 While management ’s projected cash flows are forecasted to be sufficient to meet the Company’s obligations over the next 12 not twelve not However, based upon the January 25, 2018 ’s projected cash flows through March 31, 2019, |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 2: Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management 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 financial statements and the reporting amounts of revenues and expenses during the reported period. Actual results will differ from those estimates. Included in these estimates are assumptions about collection of accounts receivable, useful life of fixed assets and intangible assets, and assumptions used in Black-Scholes-Merton, or BSM, valuation methods, such as expected volatility, risk-free interest rate, and expected dividend rate. Cash and Cash Equivalents The Company considers all highly liquid temporary cash investments with an original maturity of three ’s restricted cash amounted to $50,000 December 31, 2017. Accounts Receivable The Company ’s accounts receivable are due primarily from advertisers and marketers. Collateral is currently not may December 31, 201 7 December 31, 201 6 Allowance for doubtful accounts $ 471,144 $ 349,535 Concentration of Credit Risks The Company is subject to concentrations of credit risk primarily from cash, cash equivalents and accounts receivable. The Company ’s cash and cash equivalents accounts are held at a financial institution and are insured by the Federal Deposit Insurance Corporation, or the FDIC, up to $250,000. 2017 2016, The Company's accounts receivable are due from customers, generally located in the United States, Europe, Asia, and Canada. None ’s customers accounted for more than 10% December 31, 2017 2016. not Revenue Recognition The Company recognizes revenue on arrangements in accordance with ASC Topic 605, The Company ’s SaaS revenues are generated from implementation and training fees and a monthly license fee, supplemented by per transaction fees paid by customers for monthly platform usage. The initial term of the customer contract is generally one one two may 30 not third third third not Product Concentration The Company generates its revenues from software licensing, usage, and related transaction fees. Fair Value of Financial Instruments The Company accounts for assets and liabilities measured at fair value on a recurring basis in accordance with ASC Topic 820, 820. 820 ASC 820 820 Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no ’s own assumptions. Additional Disclosures Regarding Fair Value Measurements The carrying value of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and lines of credit approximate their fair value due to the short-term maturity of these items. Advertising The Company expenses advertising costs as incurred. 201 7 201 6 Advertising expense $ 604,300 $ 552,924 Income Taxes Income taxes are accounted for in accordance with the provisions of ASC Topic 740, no Foreign Currency Translation The Company ’s reporting currency is U.S. Dollars. The functional currency of the Company’s subsidiary in the United Kingdom is British Pounds. The translation from British Pounds to U.S. dollars is performed for asset and liability accounts using exchange rates in effect at the balance sheet date, equity accounts using historical exchange rates or rates in effect at the balance sheet date, and for revenue and expense accounts using the average exchange rate in effect during the period. The resulting translation adjustments are recorded as a component of Accumulated Other Comprehensive Income (Loss). Foreign currency translation gains and losses arising from exchange rate fluctuation on transactions denominated in a currency other than the functional currency are included in the consolidated statements of operations. Software Development Costs Costs incurred in the research and development of software products and significant upgrades and enhancements thereto during the preliminary project stage and the post-implementation operation stage are expensed as incurred. Costs incurred for maintenance and relatively minor upgrades and enhancements are expensed as incurred. Costs associated with the application development stage of new software products and significant upgrades and enhancements thereto are capitalized when 1 2 1,700,000 2017. $3,926,000 December 31, 2017. $572,000 2017. Share-Based Payment The Company accounts for stock-based compensation in accordance with ASC Topic 718, 718. The Company has elected to use the BSM option-pricing model to estimate the fair value of its options, which incorporates various subjective assumptions including volatility, risk-free interest rate, expected life, and dividend yield to calculate the fair value of stock option awards. Compensation expense recognized in the statements of operations is based on awards ultimately expected to vest and reflects estimated forfeitures. ASC 718 Segment Reporting The Company generated revenues from one 201 7 2016. Recent Accounting Pronouncements In January 2017, 2017 04, 350 2017 04 December 15, 2019. January 1, 2017. 2017 04 In January 2017, No. 2017 01, 805 not not January 1, 2018; 2017 04 In May 2014, 2014 09, 606” 605. January 2017 September 2017, 2014 ‑09, July 2017. not January 1, 2018 In January 2016, No. 2016‑ 01, Financial Instruments — Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. first 2019. In February 2016, 2016 02, Leases (Topic 842 January 2017. December 15, 2018, may In November 2016, No. 2016 18, Statement of Cash Flows (Topic 230 December 15, 2017, January 1, 2018 not In May 2017, 2017 09, Compensation - Stock Compensation (Topic 718 : Scope of Modification Accounting 2016 09 718. December 15, 2017. January 1, 2018 not Basic and Diluted Earnings Per Share Basic earnings per share are calculated by dividing income available to stockholders by the weighted-average number of common shares outstanding during each period. Diluted earnings per share are computed using the weighted average number of common and dilutive common share equivalents outstanding during the period. Dilutive common share equivalents consist of shares issuable upon the exercise of stock options and warrants (calculated using the modified-treasury stock method). 201 7 201 6 Numerator: Net loss $ (2,424,488 ) $ (3,851,584 ) Denominator: Denominator for basic earnings per share--weighted average shares 65,413,094 65,129,153 Effect of dilutive securities- when applicable: Stock options - - Warrants - - Denominator for diluted earnings per share--adjusted weighted-average shares and assumed conversions 65,413,094 65,129,153 Loss per share: Basic $ (0.04 ) $ (0.06 ) Diluted $ (0.04 ) $ (0.06 ) Weighted-average anti-dilutive common share equivalents 17,273,444 18,432,724 Property and Equipment Property and equipment are recorded at cost and are depreciated on a straight-line basis over their estimated useful lives of three Property and equipment consist of the following at: December 31, 201 7 December 31, 201 6 Computer equipment and software $ 431,497 $ 387,472 Office furniture and equipment 120,420 119,768 Leasehold improvements 292,640 286,990 844,557 794,230 Accumulated depreciation (775,152 ) (645,115 ) Total 69,405 149,115 Intangible assets 6,437,726 4,723,968 Accumulated amortization (2,512,203 ) (1,939,957 ) Total $ 3,925,523 $ 2,784,011 201 7 201 6 Depreciation expense $ 130,037 $ 273,302 Amortization expense o f internal software $ 572,246 $ 761,833 During the year ended December 31, 201 7, $7,500 $1,700 $800. During the year ended December 31, 2016, $19,000 $7,000 $7,000. The Company also wrote off approximately $275,000 $31,000, |
Note 3 - Prepaid Expenses and O
Note 3 - Prepaid Expenses and Other Assets | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Other Assets Disclosure [Text Block] | NOTE 3: AND OTHER ASSETS At December 31, 201 7 2016, |
Note 4 - Deferred Revenues
Note 4 - Deferred Revenues | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Deferred Revenue Disclosure [Text Block] | NOTE 4: The Company ’s deferred revenues consist of prepayments made by certain of the Company’s customers and undelivered implementation and training fees. The Company decreases the deferred revenues by the amount of the services it renders to such clients when provided. December 31, 201 7 December 31, 201 6 Deferred revenues $ 299,937 $ 53,450 |
Note 5 - Line of Credit and Loa
Note 5 - Line of Credit and Loans | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 5: AND LOANS Line of Credit December 31, 201 7 December 31, 201 6 Line of credit $ - $ 4,635,000 Repayment of Line of credit - (4,635,000 ) Less: Deferred financing cost - - $ - $ - On September 30, 2014, 1 $6,000,000 ’s discretion, an increase from up to $3,000,000 March 17, 2014. As of December 31, 2017 2016, no Agility Loan December 31, 201 7 December 31, 201 6 Agility Loan 625,000 625,000 Amendment, added to balance 400,000 100,000 Principal Payment of Agility Loan (425,000 ) (175,000 ) Less: Deferred financing cost - (43,133 ) $ 600,000 $ 506,867 On March 11, 2016, , or the Agility Loan, with Agility Capital II, LLC, or Agility Capital, which provides for total availability of $625,000 March 31, 2017. 12% $25,000 June 1, 2016. $130,000 $50,000 December 31, 2017, second In connection with the Agility Loan, on June 30, 2016, 69,444 ’s Common Stock at an exercise price of $0.45 March 11, 2021. $15,880 $3,970 $11,910 December 31, 2017 2016, On November 29, 2016, $100,000, December 31, 2017. November 29, 2016, 187,500 ’s Common Stock at an exercise price of $0.40 November 29, 2021. $42,427 $39,163 $3,264 December 31, 2017 2016, On August 14, 2017, the Company entered into a consent to waiver of the Agility Loan, to permit the issuance of promissory notes to lenders, as further described below. On November 8, 2017, $300,000 November 9, 2017 $625,000. December 31, 2017 December 31, 2018. $125,000 This arrangement was treated as a substantial modification of existing debt pursuant to the guidance of ASC 470 50 470 50” 10% $606,034 $106,034 $625,000 not During 2017, $175,000, $250,000. The Company owed $ 600,000 December 31, 2017. Credit Facility - SaaS Capital Loan December 31, 201 7 December 31, 201 6 SaaS Capital Loan 9,903,000 7,200,000 Principal Payment of SaaS Capital Loan (2,198,616 ) (143,058 ) Less: Deferred financing cost (245,584 ) (429,769 ) Less: SaaS Capital Loan, short term (3,055,812 ) (2,038,946 ) $ 4,402,988 $ 4,588,227 On May 5, 2016, a Loan and Security Agreement, or the SaaS Capital Loan, with SaaS Capital Funding II, LLC, or SaaS Capital, to borrow up to a maximum of $8,000,000. 10.25% 10.25% 9.21% three first six 36 10%, 6% 3% 12 12 24 24 may May 5, 2018. $5,000,000, May 5, 2016, $4,572,223. $80,000 $80,000 May 5, 2017. The SaaS Capital Loan contains customary covenants including, but not December 31, 2016, On May 5, 2016, 1,333,333 $0.45 May 5, 2026, 5 ’s equity securities are first $169,000 September 30, 2016. $383,128 $127,709 $85,139 December 31, 2017 2016, On November 29, 2016, $120,000, $10,000 one 200,000 $0.36 November 29, 2026. $60,185 fully expensed at December 31, 2016. On May 10, 2017, second $0 $150,000 August 31, 2017 On June 16, 2017, third 6 36 On August 14, 2017, fourth On November 8, 2017, fifth $0 $170,000 October 31, 2017, $150,000 November 1, 2017 December 31, 2017, $100,000 January 1, 2018 May 31, 2018, $50,000 June 1, 2018 August 31, 2018, $0 $600,000 January 31, 2018. ’s waiver of the Minimum Adjusted EBITDA covenant for September 2017. $375,000 The Company owed $7, 704,384 December 31, 2017. Promissory Notes December 31, 2017 December 31, 2016 Promissory Notes, Total $ 1,000,000 - Principal Payment of Promissory Notes - - Promissory Notes, Outstanding balance 1,000,000 - Less: Deferred financing cost (82,868 ) - Less: Promissory Notes, short term (649,194 ) - $ 267,938 $ - On August 14, 2017, $1,000,000 seven one ’s director, Greg Akselrud, and two August 14, 2019 12% three 1,000,000 $0.35 The fair value of the warrant amounted to $104,676 $21,808 $0 December 31, 2017 2016, The Company owed $1,000,000 $0 December 31, 2017 2016, The Company recognized amortization and interest expenses in connection with the credit facility and loans for 2017 2016 201 7 201 6 Amortization expense associated with credit facility and loan $ 249,125 $ 239,707 Interest expense associated with the credit facility and loan $ 851,544 $ 492,851 Other finance fees associated with credit facility and loan $ 125,000 $ 483,583 |
Note 6 - Stockholders' Equity
Note 6 - Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 6: ’ EQUITY Common Stock During 2017, 1,707,692 160,096 2,400,000 225,000 arrants. During 2017, 416,667 $125,000. During 2016, 5,714 50,000 During 2016, 1,890,000 9 ’s issued and outstanding common stock decreased by approximately 3%. Restricted Stock During the year ended December 31, 2017, 120,000 $0.50 4 July 1, 2017, December 31, 2017, $60,000 December 31, 2017 $60,000 six During the year ended December 31, 201 6, 120,000 $0.50 4 July 1, 2016, December 31, 2017, $120,000 December 31, 2017. Warrants The following is a summary of the Company ’s activity related to its warrants between January 1, 2016 December 31, 2017: Warrants Weighted Average Price Per Share Weighted Average Remaining Contractual Term Balance, January 1, 2016 6,667,699 $ 1.25 3.69 Granted 3,790,277 0.47 Exercised - - Forfeitures (2,466,760 ) 1.33 Outstanding at December 31, 2016 7,991,216 $ 0.85 4.39 Granted 3,750,000 0.46 Exercised (225,000 ) 0.15 Forfeitures (46,875 ) 1.60 Outstanding at December 31, 201 7 11,469,341 $ 0.74 3.89 The fair value of the warrants granted during 2017 2016 201 7 201 6 Effective Exercise price $0.3 5 - $0.50 $0.36 - $0.50 Effective Market price $0.3 5 - $0.50 $0.36 - $0.50 Volatility 67 .73 - 68.48% 70.06 - 70.13% Risk-free interest 1.48 - 2.33% 1.01 - 2.30% Terms (years) 5 - 10 5 - 10 Expected dividend rate 0% 0% During the year ended December 31, 2017, 2,000,000 2,000,000 2016 5 2,000,000 3 first 58.33% 7 no During the year ended December 31, 2017, 750,000 $0.50 November 9, 2022. $63,030, During the year ended December 31, 2017, 160,096 225,000 During the year ended December 31, 2017, 46,875 1,000,000 $0.35 August 14, 2020. $104,676, During the years ended December 31, 2017 and 2016, $566,860 $124,885, During the years ended December 31, 2017 and 2016, 225,000 0 46,875 2,466,760 As of December 31, 2017, 2016, 11,469,341 7,991,216 $0.74 $0.85, Stock Option Plan The Company has a Stock Option Plan, or the Plan, under which the total number of shares of capital stock of the Company that may 22,500,000 may may December 14, 2016. The share-based payment is based on the fair value of the outstanding options amortized over the requisite period of service for option holders, which is generally the vesting period of the options. There were no 2017. 2016 2016 Effective exercise price $0.32 - $0.50 Effective market price $0.32 - $0.45 Volatility 70% Risk-free interest 0.71 - 0.88% Terms (years) 3 - 4 Expected dividend rate 0% Options Weighted Average Price Per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Balance, January 1, 2016 13,590,000 $ 0.48 4.83 $ 127,500 Granted 2,070,000 0.50 Exercised ( 1 ) (50,000 ) 0.31 Forfeitures (2,485,000 ) 1.00 Outstanding at December 31, 2016 13,125,000 $ 0.39 5.10 $ 1,760,425 Granted - Exercised (2) (2,400,000 ) 0.15 Forfeitures (2,422,500 ) 0.57 Outstanding at December 31, 201 7 8,302,500 $ 0.40 4.42 $ - Exercisable at December 31, 201 7 $ 8,202,188 $ 0.39 4.38 $ - ( 1 50,000 5,714 ( 2 2,400,000 225,000 1,707,692 160,096 The share-based payment is based on the fair value of the outstanding options amortized over the requisite period of service for option holders, which is generally the vesting period of the options. 201 7 201 6 Weighted-average grant date fair value $ - $ 0.19 Fair value of options $ 175,999 $ 401,764 The total compensation cost related to non-vested awards not $4 7,681 December 31, 2017 33 If any options granted under the Plan expire or terminate without having been exercised or cease to be exercisable, such options will be available again under the Plan. All employees of the Company and its subsidiaries are eligible to receive incentive stock options and non-qualified stock options. Non-employee directors and outside consultants who provided bona-fide services not may not 10% may not 110% may not ten may three one The Company ’s policy is to issue shares pursuant to the exercise of stock options from its available authorized but unissued shares of Common Stock. It does not |
Note 7 - Income Taxes
Note 7 - Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 7: The Company did not December 31, 201 7 2016. A reconciliation of the Company ’s effective tax rate to the statutory federal rate is as follows: Years Ended December 31, 201 7 201 6 Statutory federal rate 21.0 % 34.0 % State income taxes net of federal income tax benefit 0.0 % 0.0 % Permanent differences for tax purposes -0.3 % -0.1 % Federal rate reduction -120.7 % 0.0 % Change in valuation allowance 100.0 % -40.0 % Effective income tax rate: 0.0 % -6.1 % The income tax benefit differs from the amount computed by applying the U.S. federal statutory tax rate of 21%, Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The components of the deferred tax assets and liabilities are as follows: December 31, 201 7 201 6 Deferred tax assets: Net operating loss carryovers $ 4,377,202 $ 6,017,984 Stock-based compensation 1,886,250 2,177,926 Other temporary differences 1,058,115 1,080,361 Total deferred tax assets 7,321,567 9,276,271 Valuation allowance (7,321,567 ) (9,276,271 ) Net deferred tax asset $ - $ - At December 31, 201 7, $15.2 may 2025 2037, not may not 2017, 2017 2016. The Company files income tax returns in the U.S. federal jurisdiction and California and is subject to income tax examinations by federal tax authorities for tax years ended 201 4 2012 not December 31, 2017, no |
Note 8 - Segments
Note 8 - Segments | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 8: The Company operates in one 201 7 2016 201 7 201 6 United States 57% 62% Europe 20% 20% Other 23% 18% |
Note 9 - Commitments and Contin
Note 9 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 9: During August 2017, January 2014 Pursuant to the lease amendment, effective March 1, 2018, 1,332 11,728 June 30, 2023. March 1, 2018, $38,702 first $44,566 During October 2016, May 2014 21 June 1, 2016. $4,100 February 2018. During July 2014, five July 30, 2014. 89,667 $115,000 45,658 $56,000 Future annual minimum payments required under operating lease obligations at December 31, 2017 Future Minimum Lease Payments 2018 $ 466,000 2019 $ 650,000 The Company entered into certain employment agreements with two December 31, 2017. December 31, 2019 June 30, 2021. $309,515. 3% January 1, 2014 one The commitments under such agreements over the next year are as follows: Year Commitments 2018 $ 1,135,000 2019 $ 497,472 Legal Proceedings From time to time, the Company may not that it currently believes, if determined adversely to the Company, would individually or taken together have a material adverse effect on the Company’s business, operating results, financial condition or cash flows. On November 29, 2016, ’s termination as an executive officer of the Company on September 8, 2014. 1,890,000 $2,700,000. $1,000,000 January 18, 2017, $500,000. $1,700,000 48 July 1, 2017. 6,600,000 $0.15 $0.31 1,890,000 3%. $2,200,000, $500,000, December 2016. $2,700,000 December 31, 2016 $425,000 $1,062,500 December 31, 2017, |
Note 10 - Subsequent Events
Note 10 - Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | NOTE 10: On January 25, 2018, $7,000,000. 12% 14% ’s gross margins fall below amounts specified in the Beedie Credit Agreement. Accrued interest on outstanding principal is payable monthly in arrears. The Company paid Beedie a commitment fee of $175,000 0.325% may July 25, 2020 January 25, 2021. 24 January 25, 2020. $4,500,000 January 26, 2018. $581,000 March 11, 2016, $1,074,000 August 14, 2017. The Beedie Credit Agreement contains customary covenants including, but not ’s ability to incur additional indebtedness. The occurrence of a material adverse change will be an event of default under the Beedie Credit Agreement, in addition to other customary events of default. Default interest will be charged at 18% In connection with the Beedie Credit Agreement, the Company issued to Beedie a warrant, or the Beedie Warrant, to purchase up to 4,500,000 $0.35 January 26, 2019. 2,500,000 January 25, 2024. not 4 2 1933 Also on January 25, 2018, sixth ’s adjusted EBITDA covenant and added covenants requiring a minimum gross margin and specified debt to monthly recurring revenue ratios. In connection with the Sixth Amendment, the Company issued to SaaS Capital Partners II, LP, an affiliate of SaaS Capital, a warrant, or the SaaS Warrant, to purchase up to 200,000 $0.35 January 25, 2028, 5 ’s equity securities are first 4 2 On December 31, 2017, ’s Chief Technology Officer, expired pursuant to its terms and Mr. Stewart has been an at-will employee since that time. On February 26, 2018, |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management 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 financial statements and the reporting amounts of revenues and expenses during the reported period. Actual results will differ from those estimates. Included in these estimates are assumptions about collection of accounts receivable, useful life of fixed assets and intangible assets, and assumptions used in Black-Scholes-Merton, or BSM, valuation methods, such as expected volatility, risk-free interest rate, and expected dividend rate. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid temporary cash investments with an original maturity of three ’s restricted cash amounted to $50,000 December 31, 2017. |
Receivables, Policy [Policy Text Block] | Accounts Receivable The Company ’s accounts receivable are due primarily from advertisers and marketers. Collateral is currently not may December 31, 201 7 December 31, 201 6 Allowance for doubtful accounts $ 471,144 $ 349,535 |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risks The Company is subject to concentrations of credit risk primarily from cash, cash equivalents and accounts receivable. The Company ’s cash and cash equivalents accounts are held at a financial institution and are insured by the Federal Deposit Insurance Corporation, or the FDIC, up to $250,000. 2017 2016, The Company's accounts receivable are due from customers, generally located in the United States, Europe, Asia, and Canada. None ’s customers accounted for more than 10% December 31, 2017 2016. not |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes revenue on arrangements in accordance with ASC Topic 605, The Company ’s SaaS revenues are generated from implementation and training fees and a monthly license fee, supplemented by per transaction fees paid by customers for monthly platform usage. The initial term of the customer contract is generally one one two may 30 not third third third not |
Product Concentration Policy [Policy Text Block] | Product Concentration The Company generates its revenues from software licensing, usage, and related transaction fees. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The Company accounts for assets and liabilities measured at fair value on a recurring basis in accordance with ASC Topic 820, 820. 820 ASC 820 820 Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no ’s own assumptions. Additional Disclosures Regarding Fair Value Measurements The carrying value of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, and lines of credit approximate their fair value due to the short-term maturity of these items. |
Advertising Cost, Policy, Expensed Advertising Cost [Policy Text Block] | Advertising The Company expenses advertising costs as incurred. 201 7 201 6 Advertising expense $ 604,300 $ 552,924 |
Income Tax, Policy [Policy Text Block] | Income Taxes Income taxes are accounted for in accordance with the provisions of ASC Topic 740, no |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation The Company ’s reporting currency is U.S. Dollars. The functional currency of the Company’s subsidiary in the United Kingdom is British Pounds. The translation from British Pounds to U.S. dollars is performed for asset and liability accounts using exchange rates in effect at the balance sheet date, equity accounts using historical exchange rates or rates in effect at the balance sheet date, and for revenue and expense accounts using the average exchange rate in effect during the period. The resulting translation adjustments are recorded as a component of Accumulated Other Comprehensive Income (Loss). Foreign currency translation gains and losses arising from exchange rate fluctuation on transactions denominated in a currency other than the functional currency are included in the consolidated statements of operations. |
Research, Development, and Computer Software, Policy [Policy Text Block] | Software Development Costs Costs incurred in the research and development of software products and significant upgrades and enhancements thereto during the preliminary project stage and the post-implementation operation stage are expensed as incurred. Costs incurred for maintenance and relatively minor upgrades and enhancements are expensed as incurred. Costs associated with the application development stage of new software products and significant upgrades and enhancements thereto are capitalized when 1 2 1,700,000 2017. $3,926,000 December 31, 2017. $572,000 2017. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Share-Based Payment The Company accounts for stock-based compensation in accordance with ASC Topic 718, 718. The Company has elected to use the BSM option-pricing model to estimate the fair value of its options, which incorporates various subjective assumptions including volatility, risk-free interest rate, expected life, and dividend yield to calculate the fair value of stock option awards. Compensation expense recognized in the statements of operations is based on awards ultimately expected to vest and reflects estimated forfeitures. ASC 718 |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting The Company generated revenues from one 201 7 2016. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In January 2017, 2017 04, 350 2017 04 December 15, 2019. January 1, 2017. 2017 04 In January 2017, No. 2017 01, 805 not not January 1, 2018; 2017 04 In May 2014, 2014 09, 606” 605. January 2017 September 2017, 2014 ‑09, July 2017. not January 1, 2018 In January 2016, No. 2016‑ 01, Financial Instruments — Overall: Recognition and Measurement of Financial Assets and Financial Liabilities. first 2019. In February 2016, 2016 02, Leases (Topic 842 January 2017. December 15, 2018, may In November 2016, No. 2016 18, Statement of Cash Flows (Topic 230 December 15, 2017, January 1, 2018 not In May 2017, 2017 09, Compensation - Stock Compensation (Topic 718 : Scope of Modification Accounting 2016 09 718. December 15, 2017. January 1, 2018 not |
Earnings Per Share, Policy [Policy Text Block] | Basic and Diluted Earnings Per Share Basic earnings per share are calculated by dividing income available to stockholders by the weighted-average number of common shares outstanding during each period. Diluted earnings per share are computed using the weighted average number of common and dilutive common share equivalents outstanding during the period. Dilutive common share equivalents consist of shares issuable upon the exercise of stock options and warrants (calculated using the modified-treasury stock method). 201 7 201 6 Numerator: Net loss $ (2,424,488 ) $ (3,851,584 ) Denominator: Denominator for basic earnings per share--weighted average shares 65,413,094 65,129,153 Effect of dilutive securities- when applicable: Stock options - - Warrants - - Denominator for diluted earnings per share--adjusted weighted-average shares and assumed conversions 65,413,094 65,129,153 Loss per share: Basic $ (0.04 ) $ (0.06 ) Diluted $ (0.04 ) $ (0.06 ) Weighted-average anti-dilutive common share equivalents 17,273,444 18,432,724 |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are recorded at cost and are depreciated on a straight-line basis over their estimated useful lives of three Property and equipment consist of the following at: December 31, 201 7 December 31, 201 6 Computer equipment and software $ 431,497 $ 387,472 Office furniture and equipment 120,420 119,768 Leasehold improvements 292,640 286,990 844,557 794,230 Accumulated depreciation (775,152 ) (645,115 ) Total 69,405 149,115 Intangible assets 6,437,726 4,723,968 Accumulated amortization (2,512,203 ) (1,939,957 ) Total $ 3,925,523 $ 2,784,011 201 7 201 6 Depreciation expense $ 130,037 $ 273,302 Amortization expense o f internal software $ 572,246 $ 761,833 During the year ended December 31, 201 7, $7,500 $1,700 $800. During the year ended December 31, 2016, $19,000 $7,000 $7,000. The Company also wrote off approximately $275,000 $31,000, |
Note 2 - Summary of Significa19
Note 2 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | December 31, 201 7 December 31, 201 6 Allowance for doubtful accounts $ 471,144 $ 349,535 |
Schedule of Advertising Expense [Table Text Block] | 201 7 201 6 Advertising expense $ 604,300 $ 552,924 |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | 201 7 201 6 Numerator: Net loss $ (2,424,488 ) $ (3,851,584 ) Denominator: Denominator for basic earnings per share--weighted average shares 65,413,094 65,129,153 Effect of dilutive securities- when applicable: Stock options - - Warrants - - Denominator for diluted earnings per share--adjusted weighted-average shares and assumed conversions 65,413,094 65,129,153 Loss per share: Basic $ (0.04 ) $ (0.06 ) Diluted $ (0.04 ) $ (0.06 ) Weighted-average anti-dilutive common share equivalents 17,273,444 18,432,724 |
Property, Plant and Equipment [Table Text Block] | December 31, 201 7 December 31, 201 6 Computer equipment and software $ 431,497 $ 387,472 Office furniture and equipment 120,420 119,768 Leasehold improvements 292,640 286,990 844,557 794,230 Accumulated depreciation (775,152 ) (645,115 ) Total 69,405 149,115 Intangible assets 6,437,726 4,723,968 Accumulated amortization (2,512,203 ) (1,939,957 ) Total $ 3,925,523 $ 2,784,011 |
Depreciation Expense [Member] | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | 201 7 201 6 Depreciation expense $ 130,037 $ 273,302 Amortization expense o f internal software $ 572,246 $ 761,833 |
Note 4 - Deferred Revenues (Tab
Note 4 - Deferred Revenues (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Deferred Revenue, by Arrangement, Disclosure [Table Text Block] | December 31, 201 7 December 31, 201 6 Deferred revenues $ 299,937 $ 53,450 |
Note 5 - Line of Credit and L21
Note 5 - Line of Credit and Loans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | December 31, 201 7 December 31, 201 6 Line of credit $ - $ 4,635,000 Repayment of Line of credit - (4,635,000 ) Less: Deferred financing cost - - $ - $ - December 31, 201 7 December 31, 201 6 Agility Loan 625,000 625,000 Amendment, added to balance 400,000 100,000 Principal Payment of Agility Loan (425,000 ) (175,000 ) Less: Deferred financing cost - (43,133 ) $ 600,000 $ 506,867 December 31, 201 7 December 31, 201 6 SaaS Capital Loan 9,903,000 7,200,000 Principal Payment of SaaS Capital Loan (2,198,616 ) (143,058 ) Less: Deferred financing cost (245,584 ) (429,769 ) Less: SaaS Capital Loan, short term (3,055,812 ) (2,038,946 ) $ 4,402,988 $ 4,588,227 December 31, 2017 December 31, 2016 Promissory Notes, Total $ 1,000,000 - Principal Payment of Promissory Notes - - Promissory Notes, Outstanding balance 1,000,000 - Less: Deferred financing cost (82,868 ) - Less: Promissory Notes, short term (649,194 ) - $ 267,938 $ - |
Schedule of Interest and Amortization Expense Line of Credit [Table Text Block] | 201 7 201 6 Amortization expense associated with credit facility and loan $ 249,125 $ 239,707 Interest expense associated with the credit facility and loan $ 851,544 $ 492,851 Other finance fees associated with credit facility and loan $ 125,000 $ 483,583 |
Note 6 - Stockholders' Equity (
Note 6 - Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Warrants Weighted Average Price Per Share Weighted Average Remaining Contractual Term Balance, January 1, 2016 6,667,699 $ 1.25 3.69 Granted 3,790,277 0.47 Exercised - - Forfeitures (2,466,760 ) 1.33 Outstanding at December 31, 2016 7,991,216 $ 0.85 4.39 Granted 3,750,000 0.46 Exercised (225,000 ) 0.15 Forfeitures (46,875 ) 1.60 Outstanding at December 31, 201 7 11,469,341 $ 0.74 3.89 |
Schedule Of Share Based Payment Award Warrants Valuation Assumptions [Table Text Block] | 201 7 201 6 Effective Exercise price $0.3 5 - $0.50 $0.36 - $0.50 Effective Market price $0.3 5 - $0.50 $0.36 - $0.50 Volatility 67 .73 - 68.48% 70.06 - 70.13% Risk-free interest 1.48 - 2.33% 1.01 - 2.30% Terms (years) 5 - 10 5 - 10 Expected dividend rate 0% 0% |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | 2016 Effective exercise price $0.32 - $0.50 Effective market price $0.32 - $0.45 Volatility 70% Risk-free interest 0.71 - 0.88% Terms (years) 3 - 4 Expected dividend rate 0% |
Share-based Compensation, Stock Options, Activity [Table Text Block] | Options Weighted Average Price Per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Balance, January 1, 2016 13,590,000 $ 0.48 4.83 $ 127,500 Granted 2,070,000 0.50 Exercised ( 1 ) (50,000 ) 0.31 Forfeitures (2,485,000 ) 1.00 Outstanding at December 31, 2016 13,125,000 $ 0.39 5.10 $ 1,760,425 Granted - Exercised (2) (2,400,000 ) 0.15 Forfeitures (2,422,500 ) 0.57 Outstanding at December 31, 201 7 8,302,500 $ 0.40 4.42 $ - Exercisable at December 31, 201 7 $ 8,202,188 $ 0.39 4.38 $ - |
Share-based Compensation, Activity [Table Text Block] | 201 7 201 6 Weighted-average grant date fair value $ - $ 0.19 Fair value of options $ 175,999 $ 401,764 |
Note 7 - Income Taxes (Tables)
Note 7 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Years Ended December 31, 201 7 201 6 Statutory federal rate 21.0 % 34.0 % State income taxes net of federal income tax benefit 0.0 % 0.0 % Permanent differences for tax purposes -0.3 % -0.1 % Federal rate reduction -120.7 % 0.0 % Change in valuation allowance 100.0 % -40.0 % Effective income tax rate: 0.0 % -6.1 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 201 7 201 6 Deferred tax assets: Net operating loss carryovers $ 4,377,202 $ 6,017,984 Stock-based compensation 1,886,250 2,177,926 Other temporary differences 1,058,115 1,080,361 Total deferred tax assets 7,321,567 9,276,271 Valuation allowance (7,321,567 ) (9,276,271 ) Net deferred tax asset $ - $ - |
Note 8 - Segments (Tables)
Note 8 - Segments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block] | 201 7 201 6 United States 57% 62% Europe 20% 20% Other 23% 18% |
Note 9 - Commitments and Cont25
Note 9 - Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Future Minimum Lease Payments 2018 $ 466,000 2019 $ 650,000 |
Contractual Obligation, Fiscal Year Maturity Schedule [Table Text Block] | Year Commitments 2018 $ 1,135,000 2019 $ 497,472 |
Note 1 - Organization and Des26
Note 1 - Organization and Description of Business (Details Textual) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Jan. 25, 2018 | Sep. 30, 2014 | Mar. 17, 2014 | |
Working Capital (Deficit) | $ (3,601,164) | ||||
Retained Earnings (Accumulated Deficit) | (31,542,684) | $ (29,118,196) | |||
Net Income (Loss) Attributable to Parent | (2,424,488) | (3,851,584) | |||
Net Cash Provided by (Used in) Operating Activities | $ (1,470,182) | $ 320,912 | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,000,000 | $ 3,000,000 | |||
Subsequent Event [Member] | Beedie Credit Agreement [Member] | Beedie Investments Limited [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 7,000,000 |
Note 2 - Summary of Significa27
Note 2 - Summary of Significant Accounting Policies (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Restricted Cash and Cash Equivalents, Current | $ 50,000 | $ 50,000 |
Cash, FDIC Insured Amount | 250,000 | |
Payments to Develop Software | 1,713,759 | 1,997,759 |
Capitalized Computer Software, Net | 3,926,000 | |
Capitalized Computer Software, Amortization | $ 572,246 | $ 761,833 |
Number of Reportable Segments | 1 | 1 |
Property, Plant and Equipment, Useful Life | 3 years | |
Proceeds from Sale of Productive Assets | $ 895 | $ 7,142 |
Property, Plant and Equipment, Net | 69,405 | 149,115 |
Fixed Assets [Member] | ||
Property, Equipment and Equipment, Net, Disposals | 31,000 | |
Impairment of Long-Lived Assets Held-for-use | 275,000 | |
Computer Equipment [Member] | ||
Property, Plant and Equipment, Disposals | 7,500 | |
Property, Equipment and Equipment, Net, Disposals | 1,700 | |
Proceeds from Sale of Productive Assets | $ 800 | |
Capital Assets [Member] | ||
Proceeds from Sale of Productive Assets | 7,000 | |
Gross Proceeds From Sale of Property, Plant and Equipment | 19,000 | |
Property, Plant and Equipment, Net | $ 7,000 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||
Concentration Risk, Percentage | 0.00% | 0.00% |
Note 2 - Summary of Significa28
Note 2 - Summary of Significant Accounting Policies - Accounts Receivable (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Allowance for doubtful accounts | $ 471,144 | $ 349,535 |
Note 2 - Summary of Significa29
Note 2 - Summary of Significant Accounting Policies - Advertising Costs (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Advertising expense | $ 604,300 | $ 552,924 |
Note 2 - Summary of Significa30
Note 2 - Summary of Significant Accounting Policies - Basic and Diluted Earnings Per Share (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Numerator: | ||
Net loss | $ (2,424,488) | $ (3,851,584) |
Denominator: | ||
Denominator for basic earnings per share--weighted average shares (in shares) | 65,413,094 | 65,129,153 |
Effect of dilutive securities- when applicable: | ||
Denominator for diluted earnings per share--adjusted weighted-average shares and assumed conversions (in shares) | 65,413,094 | 65,129,153 |
Loss per share: | ||
Basic (in dollars per share) | $ (0.04) | $ (0.06) |
Diluted (in dollars per share) | $ (0.04) | $ (0.06) |
Weighted-average anti-dilutive common share equivalents (in shares) | 17,273,444 | 18,432,724 |
Employee Stock Option [Member] | ||
Effect of dilutive securities- when applicable: | ||
Effect of dilutive securities (in shares) | ||
Warrant [Member] | ||
Effect of dilutive securities- when applicable: | ||
Effect of dilutive securities (in shares) |
Note 2 - Summary of Significa31
Note 2 - Summary of Significant Accounting Policies - Property and Equipment (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Computer equipment and software | $ 844,557 | $ 794,230 |
Accumulated depreciation | (775,152) | (645,115) |
Total | 69,405 | 149,115 |
Intangible assets | 6,437,726 | 4,723,968 |
Accumulated amortization | (2,512,203) | (1,939,957) |
Total | 3,925,523 | 2,784,011 |
Software Development [Member] | ||
Computer equipment and software | 431,497 | 387,472 |
Furniture and Fixtures [Member] | ||
Computer equipment and software | 120,420 | 119,768 |
Leasehold Improvements [Member] | ||
Computer equipment and software | $ 292,640 | $ 286,990 |
Note 2 - Summary of Significa32
Note 2 - Summary of Significant Accounting Policies - Property and Equipment, Depreciation Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Depreciation expense | $ 130,037 | $ 273,302 |
Amortization expense of internal software | $ 572,246 | $ 761,833 |
Note 4 - Deferred Revenues - De
Note 4 - Deferred Revenues - Deferred Revenues (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred revenues | $ 299,937 | $ 53,450 |
Note 5 - Line of Credit and L34
Note 5 - Line of Credit and Loans (Details Textual) - USD ($) | Sep. 01, 2018 | Nov. 08, 2017 | Oct. 31, 2017 | Oct. 30, 2017 | Aug. 14, 2017 | May 10, 2017 | May 09, 2017 | Nov. 29, 2016 | May 05, 2016 | Mar. 11, 2016 | May 31, 2017 | Dec. 31, 2017 | Aug. 31, 2018 | May 31, 2018 | Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 31, 2018 | Jan. 25, 2018 | Nov. 09, 2017 | Jun. 30, 2016 | Sep. 30, 2014 | Mar. 17, 2014 |
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,000,000 | $ 3,000,000 | |||||||||||||||||||||
Amortization of Debt Discount (Premium) | $ 18,966 | ||||||||||||||||||||||
Subordinated Debt | $ 625,000 | ||||||||||||||||||||||
Gain (Loss) on Extinguishment of Debt | (106,034) | ||||||||||||||||||||||
Proceeds from Issuance of Subordinated Long-term Debt | 175,000 | ||||||||||||||||||||||
Repayments of Subordinated Debt | 250,000 | ||||||||||||||||||||||
Payments of Financing Costs | 129,678 | ||||||||||||||||||||||
Proceeds from Notes Payable | 1,000,000 | ||||||||||||||||||||||
Agility Loan Warrants [Member] | |||||||||||||||||||||||
Debt Instrument, Fee Amount | $ 100,000 | ||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 187,500 | 69,444 | |||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.40 | $ 0.45 | |||||||||||||||||||||
Warrants and Rights Outstanding | $ 42,427 | $ 15,880 | |||||||||||||||||||||
Amortization of Debt Discount (Premium) | 3,970 | 11,910 | |||||||||||||||||||||
Agility Loan Warrants 2 [Member] | |||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 39,163 | 3,264 | |||||||||||||||||||||
SaaS Warrants [Member] | |||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,333,333 | ||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.45 | ||||||||||||||||||||||
SaaS Warrants [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 200,000 | ||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.35 | ||||||||||||||||||||||
Subordinated Debt [Member] | |||||||||||||||||||||||
Debt Instrument, Face Amount | $ 625,000 | $ 625,000 | 625,000 | 625,000 | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||||||||||||||
Debt Instrument, Periodic Payment | $ 25,000 | ||||||||||||||||||||||
Debt Instrument, Fee Amount | $ 125,000 | 130,000 | 400,000 | 400,000 | 100,000 | ||||||||||||||||||
Debt Instrument, Minimum Aggregate Interest in the Event of Prepayment | $ 50,000 | ||||||||||||||||||||||
Proceeds from Issuance of Long-term Debt | 300,000 | ||||||||||||||||||||||
Long-term Debt, Fair Value | 606,034 | ||||||||||||||||||||||
Gain (Loss) on Extinguishment of Debt | (106,034) | ||||||||||||||||||||||
Long-term Debt, Gross | 600,000 | 600,000 | |||||||||||||||||||||
Notes Payable, Other Payables [Member] | |||||||||||||||||||||||
Debt Instrument, Face Amount | 1,000,000 | 1,000,000 | |||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,000,000 | ||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.35 | ||||||||||||||||||||||
Warrants and Rights Outstanding | 104,676 | 104,676 | |||||||||||||||||||||
Amortization of Debt Discount (Premium) | 21,808 | 0 | |||||||||||||||||||||
Long-term Debt, Gross | 1,000,000 | 1,000,000 | 0 | ||||||||||||||||||||
Proceeds from Notes Payable | $ 1,000,000 | ||||||||||||||||||||||
Derivative, Term of Contract | 3 years | ||||||||||||||||||||||
Line of Credit [Member] | |||||||||||||||||||||||
Long-term Line of Credit | 0 | 0 | 0 | ||||||||||||||||||||
SaaS Captial Loan [Member] | |||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 8,000,000 | ||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.25% | ||||||||||||||||||||||
Debt Instrument, Fee Amount | $ 375,000 | ||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 200,000 | ||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.36 | ||||||||||||||||||||||
Warrants and Rights Outstanding | $ 383,128 | 60,185 | |||||||||||||||||||||
Amortization of Debt Discount (Premium) | 127,709 | $ 85,139 | |||||||||||||||||||||
Long-term Debt, Gross | 704,384 | $ 704,384 | |||||||||||||||||||||
Debt Instrument, Reference Rate | 9.21% | ||||||||||||||||||||||
Prepayment Fee, Percentage Period One | 10.00% | ||||||||||||||||||||||
Prepayment Fee, Percentage, Period Two | 6.00% | ||||||||||||||||||||||
Prepayment Fee, Percentage, Period Three | 3.00% | ||||||||||||||||||||||
Proceeds from Long-term Lines of Credit | $ 5,000,000 | ||||||||||||||||||||||
Repayments of Long-term Lines of Credit | 4,572,223 | ||||||||||||||||||||||
Line of Credit Facility, Commitment Fee Amount | $ 80,000 | $ 80,000 | |||||||||||||||||||||
Payments of Financing Costs | $ 169,000 | ||||||||||||||||||||||
Debt Instrument, Minimum Adjusted EBITDA | $ (170,000) | $ 0 | $ (150,000) | $ 0 | $ (150,000) | ||||||||||||||||||
SaaS Captial Loan [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Debt Instrument, Minimum Liquidity Covenant for Cash Balance | $ 600,000 | ||||||||||||||||||||||
SaaS Captial Loan [Member] | Scenario, Forecast [Member] | |||||||||||||||||||||||
Debt Instrument, Minimum Adjusted EBITDA | $ 0 | $ (50,000) | $ (100,000) | ||||||||||||||||||||
SaaS Captial Loan [Member] | Loan Modification [Member] | |||||||||||||||||||||||
Debt Instrument, Periodic Payment | $ 10,000 | ||||||||||||||||||||||
Debt Instrument, Fee Amount | $ 120,000 |
Note 5 - Line of Credit and L35
Note 5 - Line of Credit and Loans - Line of Credit and Loans (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Nov. 08, 2017 | Mar. 11, 2016 | |
Subordinated Debt [Member] | ||||
Debt Instrument, Carrying Amount | $ 600,000 | |||
Less: Deferred financing cost | $ (43,133) | |||
Loans | 625,000 | 625,000 | $ 625,000 | |
Amendment, added to balance | 400,000 | 100,000 | $ 125,000 | $ 130,000 |
Principal Payment | (425,000) | (175,000) | ||
600,000 | 506,867 | |||
SaaS Captial Loan [Member] | ||||
Less: Deferred financing cost | (245,584) | (429,769) | ||
Loans | 9,903,000 | 7,200,000 | ||
Principal Payment | (2,198,616) | (143,058) | ||
4,402,988 | 4,588,227 | |||
Less: short term | (3,055,812) | (2,038,946) | ||
Notes Payable, Other Payables [Member] | ||||
Debt Instrument, Carrying Amount | 1,000,000 | 0 | ||
Less: Deferred financing cost | (82,868) | |||
Loans | 1,000,000 | |||
Principal Payment | ||||
267,938 | ||||
Less: short term | (649,194) | |||
Line of Credit [Member] | ||||
Debt Instrument, Carrying Amount | 4,635,000 | |||
Repayment Amount | (4,635,000) | |||
Less: Deferred financing cost |
Note 5 - Line of Credit and L36
Note 5 - Line of Credit and Loan - Estimated Future Amortization Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Amortization expense associated with credit facility and loan | $ 249,125 | $ 239,707 |
Interest expense associated with the credit facility and loan | 851,544 | 492,851 |
Other finance fees associated with credit facility and loan | $ 125,000 | $ 483,583 |
Note 6 - Stockholders' Equity37
Note 6 - Stockholders' Equity (Details Textual) | Nov. 29, 2016shares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015$ / sharesshares | ||
Stock Issued During Period, Shares, Stock Options Exercised, Noncash | 1,707,692 | |||||
Stock Issued During Period, Shares, Warrants Exercised, Noncash | 160,096 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 2,400,000 | [1] | 50,000 | [2] | ||
Stock Issued During Period, Shares, New Issues | 416,667 | 5,714 | ||||
Proceeds from Issuance of Common Stock | $ | $ 125,000 | |||||
Common Stock Issued and Outstanding Percentage Decrease | 3.00% | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 2,422,500 | 2,485,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 22,500,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 2,070,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ | $ 47,681 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 270 days | |||||
Warrants Issued to the Lenders [Member] | ||||||
Class of Warrant or Right, Expired During Period | 46,875 | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,000,000 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.35 | |||||
Stock Warrants Issued to Employees [Member] | ||||||
Warrants and Rights Outstanding | $ | $ 104,676 | |||||
December 2014 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 2,000,000 | |||||
Restricted Stock [Member] | ||||||
Allocated Share-based Compensation Expense | $ | $ 120,000 | |||||
Warrants Issued in Conjunction with Options Forfeiture [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 2,000,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||
Warrants Issued in Conjunction with Options Forfeiture [Member] | Quarterly Vesting [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||
Warrants Issued in Conjunction with Options Forfeiture [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 58.33% | |||||
Stock Warrants Issued to Employees [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 750,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Exercise Price | $ / shares | $ 0.50 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Fair Value | $ | $ 63,030 | |||||
Executive Officer [Member] | ||||||
Stock Cancelled During Period, Shares | 1,890,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 6,600,000 | |||||
Non-employee Directors [Member] | Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 120,000 | 120,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 0.50 | $ 0.50 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Vesting, Number of Equal Quarterly Increments | 4 | 4 | ||||
Allocated Share-based Compensation Expense | $ | $ 60,000 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ | $ 60,000 | |||||
Warrant [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Exercised | 225,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 3,750,000 | 3,790,277 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 0.46 | $ 0.47 | ||||
Allocated Share-based Compensation Expense | $ | $ 566,860 | $ 124,885 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 225,000 | 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 46,875 | 2,466,760 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 11,469,341 | 7,991,216 | 6,667,699 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ / shares | $ 0.74 | $ 0.85 | $ 1.25 | |||
[1] | Consists of cashless exercise of 2,400,000 options and 225,000 warrants in exchange for 1,707,692 and 160,096 shares of Common Stock, respectively | |||||
[2] | Consists of cashless exercise of 50,000 options in exchange for 5,714 shares of Common Stock |
Note 6 - Stockholders' Equity -
Note 6 - Stockholders' Equity - Warrant Activity (Details) - Warrant [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Warrants outstanding at beginning of period (in shares) | 7,991,216 | 6,667,699 | |
Warrants outstanding at beginning of period, weighted average price per share (in dollars per share) | $ 0.85 | $ 1.25 | |
Warrants outstanding at beginning of period, weighted average remaining contractual term (Year) | 3 years 324 days | 4 years 142 days | 3 years 251 days |
Warrants granted (in shares) | 3,750,000 | 3,790,277 | |
Warrants granted, weighted average price per share (in dollars per share) | $ 0.46 | $ 0.47 | |
Warrants exercised (in shares) | 225,000 | 0 | |
Warrants exercised, weighted average price per share (in dollars per share) | $ 0.15 | ||
Warrants forfeited (in shares) | (46,875) | (2,466,760) | |
Warrants forfeited, weighted average price per share (in dollars per share) | $ 1.60 | $ 1.33 | |
Warrants exercised (in shares) | (225,000) | 0 | |
Warrants outstanding at end of period (in shares) | 11,469,341 | 7,991,216 | 6,667,699 |
Warrants outstanding at end of period, weighted average price per share (in dollars per share) | $ 0.74 | $ 0.85 | $ 1.25 |
Note 6 - Stockholders' Equity39
Note 6 - Stockholders' Equity - Assumptions Used to Determine Fair Value of Warrants Granted (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Volatility | 70.00% | |
Expected dividend rate | 0.00% | |
Warrant [Member] | ||
Expected dividend rate | 0.00% | 0.00% |
Minimum [Member] | ||
Effective Exercise price (in dollars per share) | $ 0.32 | |
Risk-free interest | 0.71% | |
Terms (years) (Year) | 3 years | |
Minimum [Member] | Warrant [Member] | ||
Effective Exercise price (in dollars per share) | $ 0.35 | $ 0.36 |
Effective Market price (in dollars per share) | $ 0.35 | $ 0.36 |
Volatility | 67.73% | 70.06% |
Risk-free interest | 1.48% | 1.01% |
Terms (years) (Year) | 5 years | 5 years |
Maximum [Member] | ||
Effective Exercise price (in dollars per share) | $ 0.50 | |
Risk-free interest | 0.88% | |
Terms (years) (Year) | 4 years | |
Maximum [Member] | Warrant [Member] | ||
Effective Exercise price (in dollars per share) | $ 0.50 | $ 0.50 |
Effective Market price (in dollars per share) | $ 0.50 | $ 0.50 |
Volatility | 68.48% | 70.13% |
Risk-free interest | 2.33% | 2.30% |
Terms (years) (Year) | 10 years | 10 years |
Note 6 - Stockholders' Equity40
Note 6 - Stockholders' Equity - Assumptions Used to Determine Fair Value of Stock Options Granted (Details) | 12 Months Ended |
Dec. 31, 2016$ / shares | |
Volatility | 70.00% |
Expected dividend rate | 0.00% |
Minimum [Member] | |
Effective Exercise price (in dollars per share) | $ 0.32 |
Effective market price (in dollars per share) | $ 0.32 |
Risk-free interest | 0.71% |
Terms (years) (Year) | 3 years |
Maximum [Member] | |
Effective Exercise price (in dollars per share) | $ 0.50 |
Effective market price (in dollars per share) | $ 0.45 |
Risk-free interest | 0.88% |
Terms (years) (Year) | 4 years |
Note 6 - Stockholders' Equity41
Note 6 - Stockholders' Equity - Stock Option Activity (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |||
Outstanding balance, options (in shares) | 13,125,000 | 13,590,000 | |||
Outstanding balance, weighted average price per share (in dollars per share) | $ 0.39 | $ 0.48 | |||
Outstanding balance, weighted average remaining contractual term (Year) | 4 years 153 days | 5 years 36 days | 4 years 302 days | ||
Outstanding balance, aggregate intrinsic value | $ 1,760,425 | $ 127,500 | |||
Granted, options (in shares) | 0 | 2,070,000 | |||
Granted, weighted average price per share (in dollars per share) | $ 0.50 | ||||
Exercised, options (in shares) | (2,400,000) | [1] | (50,000) | [2] | |
Exercised, weighted average price per share (in dollars per share) | $ 0.15 | [1] | $ 0.31 | [2] | |
Forfeitures, options (in shares) | (2,422,500) | (2,485,000) | |||
Forfeitures, weighted average price per share (in dollars per share) | $ 0.57 | $ 1 | |||
Outstanding balance, options (in shares) | 8,302,500 | 13,125,000 | 13,590,000 | ||
Outstanding balance, weighted average price per share (in dollars per share) | $ 0.40 | $ 0.39 | $ 0.48 | ||
Exercisable balance, options (in shares) | 8,202,188 | ||||
Exercisable balance, weighted average price per share (in dollars per share) | $ 0.39 | ||||
Exercisable balance, weighted average remaining contractual term (Year) | 4 years 138 days | ||||
Exercisable balance, aggregate intrinsic value | |||||
[1] | Consists of cashless exercise of 2,400,000 options and 225,000 warrants in exchange for 1,707,692 and 160,096 shares of Common Stock, respectively | ||||
[2] | Consists of cashless exercise of 50,000 options in exchange for 5,714 shares of Common Stock |
Note 6 - Stockholders' Equity42
Note 6 - Stockholders' Equity - Additional Information Stock Options (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Weighted-average grant date fair value (in dollars per share) | $ 0.19 | |
Selling, General and Administrative Expenses [Member] | ||
Fair value of options | $ 175,999 | $ 401,764 |
Note 7 - Income Taxes (Details
Note 7 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 34.00% |
Operating Loss Carryforwards | $ 15,200 | |
Income Tax Examination, Penalties and Interest Accrued | $ 0 | |
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | Earliest Tax Year [Member] | ||
Open Tax Year | 2,014 | |
State and Local Jurisdiction [Member] | California Franchise Tax Board [Member] | Earliest Tax Year [Member] | ||
Open Tax Year | 2,012 |
Note 7 - Income Taxes - Reconci
Note 7 - Income Taxes - Reconciliation of the Company's Effective Tax Rate to the Statutory Federal Rate (Details) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Statutory federal rate | 21.00% | 34.00% |
State income taxes net of federal income tax benefit | 0.00% | 0.00% |
Permanent differences for tax purposes | (0.30%) | (0.10%) |
Federal rate reduction | (120.70%) | 0.00% |
Change in valuation allowance | 100.00% | (40.00%) |
Effective income tax rate: | 0.00% | (6.10%) |
Note 7 - Income Taxes - Compone
Note 7 - Income Taxes - Components of the Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Net operating loss carryovers | $ 4,377,202 | $ 6,017,984 |
Stock-based compensation | 1,886,250 | 2,177,926 |
Other temporary differences | 1,058,115 | 1,080,361 |
Total deferred tax assets | 7,321,567 | 9,276,271 |
Valuation allowance | (7,321,567) | (9,276,271) |
Net deferred tax asset |
Note 8 - Segments (Details Text
Note 8 - Segments (Details Textual) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Number of Reportable Segments | 1 | 1 |
Note 8 - Segments - Sales by Ge
Note 8 - Segments - Sales by Geographic Region (Details) - Sales Revenue, Segment [Member] - Geographic Concentration Risk [Member] | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
UNITED STATES | ||
Percentage of sales | 57.00% | 62.00% |
Europe [Member] | ||
Percentage of sales | 20.00% | 20.00% |
Other [Member] | ||
Percentage of sales | 23.00% | 18.00% |
Note 9 - Commitments and Cont48
Note 9 - Commitments and Contingencies (Details Textual) | Aug. 25, 2017USD ($) | Nov. 29, 2016USD ($)$ / sharesshares | Oct. 31, 2016USD ($) | Jul. 31, 2014USD ($) | Jul. 31, 2014GBP (£) | Jul. 30, 2014 | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Jan. 31, 2014a |
Payments to Acquire Property, Plant, and Equipment | $ 63,429 | $ 20,206 | |||||||
Estimated Litigation Liability | $ 2,700,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | shares | 2,422,500 | 2,485,000 | |||||||
Common Stock Issued and Outstanding Percentage Decrease | 3.00% | ||||||||
Gain (Loss) Related to Litigation Settlement | $ (2,200,000) | ||||||||
Accounts Payable and Accrued Liabilities [Member] | |||||||||
Estimated Litigation Liability | 425,000 | ||||||||
Other Noncurrent Liabilities [Member] | |||||||||
Estimated Litigation Liability | $ 1,062,500 | ||||||||
Executive Officer [Member] | |||||||||
Base Salary Increase | 3.00% | ||||||||
Stock Cancelled During Period, Shares | shares | 1,890,000 | ||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 2,700,000 | ||||||||
Payments for Legal Settlements | 1,000,000 | ||||||||
Payments for Legal Settlements by Insurance Carrier | 500,000 | ||||||||
Estimated Litigation Liability | $ 1,700,000 | ||||||||
Payments For Legal Settlements, Installment Terms | 48 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | shares | 6,600,000 | ||||||||
Minimum [Member] | Executive Officer [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ / shares | $ 0.15 | ||||||||
Maximum [Member] | Executive Officer [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ / shares | $ 0.31 | ||||||||
Office Space In Newport Beach California [Member] | |||||||||
Additional Area of Land | a | 1,332 | ||||||||
Area of Land | a | 11,728 | ||||||||
Office Space In Newport Beach California [Member] | Minimum [Member] | |||||||||
Operating Lease Monthly Rent | $ 38,702 | ||||||||
Office Space In Newport Beach California [Member] | Maximum [Member] | |||||||||
Operating Lease Monthly Rent | $ 44,566 | ||||||||
Sublease in Newport Beach [Member] | |||||||||
Operating Lease Monthly Rent | $ 4,100 | ||||||||
Lessor, Operating Lease, Term of Contract | 1 year 270 days | ||||||||
Lessee, Operating Lease, Term of Contract | 5 years | ||||||||
Office Space in London England [Member] | |||||||||
Operating Lease Monthly Rent | $ 115,000 | £ 89,667 | |||||||
Operating Lease Service Charges | 56,000 | 45,658 | |||||||
Office Space in London England [Member] | Leasehold Improvements [Member] | |||||||||
Payments to Acquire Property, Plant, and Equipment | $ 309,515 | £ 2 |
Note 9 - Commitments and Cont49
Note 9 - Commitments and Contingencies - Future Annual Minimum Payments Required Under Operating Lease Obligations (Details) | Dec. 31, 2017USD ($) |
2,017 | $ 466,000 |
2,018 | $ 650,000 |
Note 9 - Commitments and Cont50
Note 9 - Commitments and Contingencies - Commitments Under Employment Agreements Over the Next Year (Details) | Dec. 31, 2017USD ($) |
2,017 | $ 1,135,000 |
2,018 | $ 497,472 |
Note 10 - Subsequent Events (De
Note 10 - Subsequent Events (Details Textual) - USD ($) | Jan. 26, 2018 | Jan. 25, 2018 | Dec. 31, 2017 | Nov. 08, 2017 | Aug. 14, 2017 | Dec. 31, 2016 | May 05, 2016 | Mar. 11, 2016 | Sep. 30, 2014 | Mar. 17, 2014 |
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,000,000 | $ 3,000,000 | ||||||||
SaaS Warrants [Member] | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,333,333 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.45 | |||||||||
Subordinated Debt [Member] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | |||||||||
Debt Instrument, Fee Amount | $ 400,000 | $ 125,000 | $ 100,000 | $ 130,000 | ||||||
Notes Payable, Other Payables [Member] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,000,000 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.35 | |||||||||
Subsequent Event [Member] | Beedie Warrant [Member] | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 4,500,000 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.35 | |||||||||
Class of Warrant or Right, Number of Additional Securities Called by Warrants or Rights | 2,500,000 | |||||||||
Subsequent Event [Member] | SaaS Warrants [Member] | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 200,000 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.35 | |||||||||
Subsequent Event [Member] | Subordinated Debt [Member] | ||||||||||
Repayments of Long-term Debt | $ 581,000 | |||||||||
Subsequent Event [Member] | Notes Payable, Other Payables [Member] | ||||||||||
Repayments of Notes Payable | 1,074,000 | |||||||||
Subsequent Event [Member] | Beedie Credit Agreement [Member] | Beedie Investments Limited [Member] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 7,000,000 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | |||||||||
Debt Instrument, Interest Rate, Stated Percentage, If Gross Margin Falls Below Specified Amount | 14.00% | |||||||||
Debt Instrument, Fee Amount | $ 175,000 | |||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.325% | |||||||||
Debt Instrument, Accrued Interest Fee, Period | 2 years | |||||||||
Proceeds from Long-term Lines of Credit | $ 4,500,000 | |||||||||
Debt Instrument, Debt Default, Interest Rate, Percentage | 18.00% |