Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. These estimates and assumptions include estimates for reserves of uncollectible accounts, the valuation of goodwill and intangible assets related to the Company’s acquisitions, accruals for contingent earnout liabilities, assumptions made in valuing equity instruments issued for services or acquisitions, and realization of deferred tax assets. Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentrations of credit risk, consist of cash and cash equivalents and accounts receivable. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $250,000 insurance limit. The Company does not anticipate incurring any losses related to these credit risks. The Company extends credit based on an evaluation of the customer’s financial condition, generally without collateral. Exposure to losses on receivables is principally dependent on each customer’s financial condition. The Company monitors its exposure for credit losses and intends to maintain allowances for anticipated losses, as required. Cash denominated in Euros, British Pounds and Japanese Yen with an aggregate US Dollar equivalent of $352,026 and $630,680 at December 31, 2024 and June 30, 2024, respectively, was held by Reprints Desk in accounts at financial institutions. The Company has no customers that represent 10% of revenue or more for the three and six months ended December 31, 2024 and 2023. The Company has no customers that accounted for greater than 10% of accounts receivable at December 31, 2024 and June 30, 2024. The following table summarizes vendor concentrations for content cost: Three Months Ended Six Months Ended December 31, December 31, 2024 2023 2024 2023 Vendor A 27 % 26 % 26 % 25 % Vendor B 10 % 10 % 10 % 11 % Software Costs Based on its nature, the Company’s current software development is considered research and development and is expensed as incurred. The finalization of the Company’s research and development process precipitates the commercialization and rapid deployment of new products and enhancements. The Company continuously reviews its processes and the nature of its software development costs to determine if there are changes that would meet the requirements for capitalization under ASC 350-40, Internal-use software. Revenue Recognition The Company accounts for revenue in accordance with Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (Topic 606), (“ASC 606”). The underlying principle of ASC 606 is to recognize revenue to depict the transfer of goods or services to customers at the amount expected to be collected. Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company derives its revenues from two sources: annual or monthly licenses that allow customers to access and utilize certain premium features of our cloud-based SaaS research intelligence platforms and the transactional sale of STM content managed, sourced and delivered through the Platform. In the six months ended December 31, 2024 and 2023, the Company recognized revenue of $4,883,268 and $3,804,136 that was included in the deferred revenue at the beginning of each respective period. This revenue was recorded for the fulfillment of performance obligations related to cloud-based software subscriptions. Deferred revenue and accounts receivable was $6,424,724 and $6,153,063 as of June 30, 2023, respectively. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: ● identify the contract with a customer; ● identify the performance obligations in the contract; ● determine the transaction price; ● allocate the transaction price to performance obligations in the contract; and ● recognize revenue as the performance obligation is satisfied. Platforms We charge a subscription fee that allows customers to access and utilize certain premium features of our Platforms. Revenue is recognized ratably over the term of the subscription agreement, which is typically one year, provided all other revenue recognition criteria have been met. Billings or payments received in advance of revenue recognition are recorded as deferred revenue. Transactions We charge a transactional service fee for the electronic delivery of single articles, and a corresponding copyright fee for the permitted use of the content. We recognize revenue from single article delivery services upon delivery to the customer provided all other revenue recognition criteria have been met. Revenue by Geographical Region The following table summarizes revenue by geographical region: Three Months Ended December 31, 2024 2023 United States $ 6,932,120 58.2 % $ 6,070,189 58.9 % Europe 3,730,368 31.3 % 3,301,660 32.0 % Rest of World 1,251,731 10.5 % 941,893 9.1 % Total $ 11,914,219 100 % $ 10,313,742 100 % Six Months Ended December 31, 2024 2023 United States $ 14,044,628 58.6 % $ 11,931,113 58.6 % Europe 7,572,800 31.6 % 6,457,252 31.7 % Rest of World 2,341,273 9.8 % 1,986,348 9.7 % Total $ 23,958,701 100 % $ 20,374,713 100 % Accounts Receivable by Geographical Region The following table summarizes accounts receivable by geographical region: As of December 31, 2024 As of June 30, 2024 United States $ 3,786,975 53.2 % $ 4,125,696 60.0 % Europe 2,417,901 34.0 % 2,082,900 30.2 % Rest of World 911,179 12.8 % 671,204 9.8 % Total $ 7,116,055 100 % $ 6,879,800 100 % Business Combinations The Company accounts for its business combinations using the acquisition method of accounting where the purchase consideration is allocated to the tangible and intangible assets acquired, and liabilities assumed, based on their respective fair values as of the acquisition date. The excess of the fair value of the purchase consideration over the estimated fair values of the net assets acquired is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing intangible assets include, but are not limited to, expected future cash flows, which includes consideration of future growth and margins, future changes in technology, brand awareness and discount rates. Fair value estimates are based on the assumptions that management believes a market participant would use in pricing the asset or liability. Intangible Assets Amortizable finite-lived identifiable intangible assets consist of developed technology and customer relationships acquired in the acquisition of ResoluteAI effective July 28, 2023 and Scite effective December 1, 2023 (See Note 5), and are stated at cost less accumulated amortization. The developed technology and customer relationships are being amortized over the estimated average useful lives of 3 to 10 years. The Company follows ASC 360 in accounting for finite-lived intangible assets, which requires impairment losses to be recorded when indicators of impairment are present and the undiscounted cash flows estimated to be generated by the assets are less than the assets’ carrying amounts. For the periods ended December 31, 2024 and June 30, 2024, the Company determined there were no indicators of impairment of its intangible assets. Goodwill Goodwill consists of the excess of the cost of ResoluteAI and Scite (see Note 5) over the fair value of amounts assigned to assets acquired and liabilities assumed. Under the guidance of ASC 350, goodwill is not amortized, rather it is tested for impairment annually, and will be tested for impairment between annual tests if an event occurs or circumstances change that would indicate the carrying amount may be impaired. An impairment loss generally would be recognized when the carrying amount of the reporting unit’s net assets exceeds the estimated fair value of the reporting unit and would be measured as the excess carrying value of goodwill over the derived fair value of goodwill. The Company’s policy is to perform an annual impairment testing for its reporting unit on June 30 of each fiscal year. Deferred Revenue Contract liabilities, such as deferred revenue, exist where the Company has the obligation to transfer services to a customer for which the entity has received consideration, or when the consideration is due, from the customer. Cash payments received or due in advance of performance are recorded as deferred revenue. Deferred revenue is primarily comprised of cloud-based software subscriptions which are generally billed in advance. The deferred revenue balance is presented as a current liability on the Company's condensed consolidated balance sheets. Cost of Revenue Platforms Cost of Platform revenue consists primarily of personnel costs of our operations team, and to a lesser extent managed hosting providers and other third-party service and data providers. Transactions Cost of Transaction revenue consists primarily of the respective copyright fee for the permitted use of the content, less a discount in most cases, and to a much lesser extent, personnel costs of our operations team and third-party service providers. Stock-Based Compensation The Company periodically issues stock options and restricted stock awards to employees and non-employees for services. The Company accounts for such grants issued and vesting based on ASC 718, whereby the value of the award is measured on the date of grant and recognized as compensation expense on the straight-line basis over the requisite service period for awards subject to time vesting conditions and the graded tranche basis for awards subject to market vesting conditions. Forfeitures are accounted for as they occur. The Company recognizes the fair value of stock-based compensation within its condensed consolidated statements of operations and comprehensive loss with classification depending on the nature of the services rendered. Under ASC 718, Repurchase or Cancellation of equity awards, the amount of cash or other assets transferred (or liabilities incurred) to repurchase an equity award shall be charged to equity, to the extent that the amount paid does not exceed the fair value of the equity instruments repurchased at the repurchase date. Any excess of the repurchase price over the fair value of the instruments repurchased shall be recognized as additional compensation cost. Foreign Currency The accompanying condensed consolidated financial statements are presented in United States dollars, the functional currency of the Company. Capital accounts of foreign subsidiaries are translated into US Dollars from foreign currency at their historical exchange rates when the capital transactions occurred. Assets and liabilities are translated at the exchange rate as of the balance sheet date. Income and expenditures are translated at the average exchange rate of the period. Although the majority of our revenue and costs are in US dollars, the costs of Reprints Desk Latin America and ResSoL LA are in Mexican Pesos. As a result, currency exchange fluctuations may impact our revenue and the costs of our operations. We currently do not engage in any currency hedging activities. Gains and losses from foreign currency transactions, which result from a change in exchange rates between the functional currency and the currency in which a foreign currency transaction is denominated, are included in selling, general and administrative expenses and amounted to a loss of $29,554 and a gain of $13,738 for the three months ended December 31, 2024 and 2023, respectively and gains of $74,686 and $7,118 for the six months ended December 31, 2024 and 2023, respectively. Cash denominated in Euros, British Pounds and Japanese Yen with an aggregate US Dollar equivalent of $352,026, and $630,680 at December 31, 2024 and June 30, 2024, respectively, was held in accounts at financial institutions. The following table summarizes the exchange rates used: Six Months Ended Year Ended December 31, June 30, 2024 2023 2024 2023 Period end Euro: US Dollar exchange rate 1.04 1.10 1.07 1.09 Average period Euro: US Dollar exchange rate 1.09 1.08 1.08 1.05 Period end GBP: US Dollar exchange rate 1.25 1.27 1.26 1.27 Average period GBP: US Dollar exchange rate 1.29 1.25 1.26 1.20 Period end Mexican Peso: US Dollar exchange rate 0.05 0.06 0.05 0.06 Average period Mexican Peso: US Dollar exchange rate 0.05 0.06 0.06 0.05 Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period, excluding shares of unvested restricted common stock. Shares of restricted stock are included in the basic weighted average number of common shares outstanding from the time they vest. Diluted earnings per share is computed by dividing the net income applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued, using the treasury stock method. Shares of restricted stock are included in the diluted weighted average number of common shares outstanding from the date they are granted. Potential common shares are excluded from the computation when their effect is antidilutive. Basic and diluted net loss per common share is the same for the three and six months ended December 31, 2024 and 2023 because all stock options, warrants, and unvested restricted common stock are anti-dilutive. The following table reconciles the numerators and denominators used in the computations of both basic and diluted earnings per share: Three Months Ended Six Months Ended December 31, December 31, 2024 2023 2024 2023 Net loss available to common shareholders $ (1,980,234) $ (53,628) $ (1,311,230) $ (1,041,671) Weighted average commons shares - basic 30,421,808 28,092,945 30,384,339 27,564,404 Dilutive effect of outstanding warrants and stock options — — — — Dilutive effect of unvested restricted common stock — — — — Weighted average commons shares - diluted 30,421,808 28,092,945 30,384,339 27,564,404 Net income (loss) per common share: Basic $ (0.07) $ 0.00 $ (0.04) $ (0.04) Diluted $ (0.07) $ 0.00 $ (0.04) $ (0.04) 1 Fair Value of Financial Instruments Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures, fair value is defined as the price at which an asset could be exchanged or a liability transferred in a transaction between knowledgeable, willing parties in the principal or most advantageous market for the asset or liability. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or parameters are not available, valuation models are applied. A fair value hierarchy prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than the quoted prices in active markets, are observable either directly or indirectly. Level 3 – Unobservable inputs based on the Company’s assumptions. The Company is required to use observable market data if such data is available without undue cost and effort. The following table sets forth by level, within the fair value hierarchy, the Company’s assets and liabilities at fair value as of December 31, 2024 and June 30, 2024: As of December 31, 2024 As of June 30, 2024 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Total assets $ — $ — $ — $ — $ — $ — $ — $ — Liabilities Contingent earnout liability $ — — $ 14,705,000 $ 14,705,000 $ — — $ 12,298,114 $ 12,298,114 Total liabilities $ — $ — $ 14,705,000 $ 14,705,000 $ — $ — $ 12,298,114 $ 12,298,114 1 Our contingent earnout liability related to the Scite acquisition, which is further discussed in Note 5 to the condensed consolidated financial statements, is in the “Level 3” category for valuation purposes. The contingent earnout liability fair value is estimated with the assistance of a valuation specialist, using a Monte Carlo simulation of discounted future cash flows based on management’s forecast and a 10% discount rate. Due to the uncertainty of the significant unobservable inputs into the Monte Carlo simulation, actual results may differ under different estimates and assumptions. The carrying amounts of financial assets and liabilities, such as cash and cash equivalents, accounts receivable and accounts payable, approximate their fair values because of the short maturity of these instruments. Recently Issued Accounting Pronouncements In November 2023, the FASB amended ASC No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” that includes requirements for interim segment disclosures and for entities operating under a single segment. The amendment is effective on a retrospective basis for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024 with early adoption permitted. The Company is currently assessing the impact of the adoption of ASU 2023-07 on its interim and annual disclosures. In December 2023, the FASB amended ASC 740, Income Taxes (issued under Accounting Standards Update (ASU) 2023-09, “Improvements to Income Tax Disclosures”). This ASU requires additional disclosures related to the rate reconciliation, income taxes paid and other amendments intended to enhance effectiveness and comparability. The amendment is effective for the Company beginning with its fiscal year 2026 annual disclosures. The Company is currently evaluating the impact of the adoption of ASU 2023-09 on its annual disclosures. In November 2024, the FASB issued ASU No. 2024-03 “Income Statement - Reporting Comprehensive Income- Expense Disaggregation Disclosures (Subtopic 220-40)” which requires disclosure each reporting period, in the notes to the financial statements, of specified information about certain costs and expenses. The new requirements will be effective for the Company for annual periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of ASU 2024-03 on its annual disclosures. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements. |