Xhibit 10-Q 17 Nov 14 2014 Q3 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information (USD $)	9 Months Ended
	Sep. 28, 2014	Nov. 10, 2014
Document And Entity Information	'	'
Entity Registrant Name	'XHIBIT CORP.	'
Entity Central Index Key	'0001393631	'
Document Type	'10-Q	'
Document Period End Date	28-Sep-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Is Entity a Well-known Seasoned Issuer?	'No	'
Is Entity a Voluntary Filer?	'No	'
Is Entity's Reporting Status Current?	'Yes	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Public Float	'	$75,805,581
Entity Common Stock, Shares Outstanding	'	108,232,935
Document Fiscal Period Focus	'Q3	'
Document Fiscal Year Focus	'2014	'

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Sep. 28, 2014	Dec. 31, 2013
Current assets:	'	'
Cash	$2,634,378	$17,404,201
Accounts receivable, net	1,566,910	13,377,447
Inventories	494,632	20,007,110
Prepaid expenses	1,553,264	1,597,387
Total current assets	6,249,184	52,386,145
Property and equipment, net	5,654,859	5,837,806
Intangibles, net	9,848,087	28,525,745
Deferred financing fees, net	'	225,872
Other assets	437,408	437,408
TOTAL ASSETS	22,189,538	87,412,976
LIABILITIES AND SHAREHOLDERS' EQUITY	'	'
Accounts payable	12,585,258	26,007,807
Accrued expenses	1,104,156	2,179,307
Accrued payroll and related expenses	626,370	1,267,760
Accrued restructuring costs	39,587	148,939
Customer deposits	'	37,481,524
Notes payable, related parties	'	1,235,000
Deferred revenue	134	171,428
Total current liabilities	14,355,505	68,491,765
Revolving bank line of credit	'	3,669,095
Related party debt	'	5,000,000
Accrued restructuring costs, non-current portion	'	36,986
Total liabilities	14,355,505	77,197,846
Commitments and contingencies	'	'
SHAREHOLDERS' EQUITY (DEFICIT)	'	'
Preferred stock, authorized 80,000,000 shares, $0.0001 par value, none issued or outstanding	'	'
Common stock, 480,000,000 shares authorized, $0.0001 par value, 108,232,935 and 107,839,234 shares issued and outstanding at September 28, 2014 and December 31, 2013, respectively	10,823	10,784
Additional paid in capital	186,077,988	185,345,544
Accumulated deficit	-178,254,778	-175,141,198
Total shareholders' equity	7,834,033	10,215,130
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$22,189,538	$87,412,976

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Sep. 28, 2014	Dec. 31, 2013
Statement of Financial Position [Abstract]	'	'
Preferred stock shares par value	$0.00	$0.00
Preferred stock shares Authorized	80,000,000	80,000,000
Preferred stock shares Issued	0	0
Preferred stock shares Outstanding	0	0
Common stock, Par value	$0.00	$0.00
Common stock, Authorized	480,000,000	480,000,000
Common stock, Issued	108,232,935	107,839,234
Common stock, outstanding	108,232,935	107,839,234

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013
Revenues	'	'	'	'
Internet marketing revenues	$13,826	$2,084,876	$1,557,647	$5,168,138
Net merchandise sales	2,741,557	2,714,386	7,421,143	3,942,188
Placement fees	1,340,840	2,421,117	5,007,791	3,956,562
Gift card and other sales	1,175,890	1,287,741	3,377,874	1,999,601
Total net revenues	5,272,113	8,508,120	17,364,455	15,066,489
Cost of revenues	2,323,150	3,055,733	6,626,459	5,173,317
Gross profit	2,948,963	5,452,387	10,737,996	9,893,172
Operating expenses:	'	'	'	'
Catalog	1,620,476	1,122,536	3,829,615	1,726,497
Sales and marketing	3,431,710	3,998,290	10,525,418	7,426,603
Customer service and fulfillment	368,770	336,081	1,035,683	492,725
General and administrative	2,279,978	3,907,092	8,371,419	8,780,198
Development	'	482,299	212,429	1,127,780
Non-cash stock-based compensation resulting from sale of stock between affiliate shareholders	'	27,037,500	'	27,037,500
Impairment charge	11,980,100	2,287,300	11,980,100	2,287,300
Restructuring charge	'	876,924	'	876,924
Total operating expenses	19,681,034	40,048,022	35,954,664	49,755,527
Loss from operations	-16,732,071	-34,595,635	-25,216,668	-39,862,355
Non-operating income (expense):	'	'	'	'
Interest expense	-288,633	-55,412	-683,696	-108,838
Loss on debt conversion	'	'	'	-66,431
Other	'	-12,283	-40	4,828
Income (loss) before income taxes	-17,020,704	-34,663,330	-25,900,404	-40,032,796
Income taxes	'	-13,556	'	-20,330
Income (loss) from continuing operations	-17,020,704	-34,676,886	-25,900,404	-40,053,126
Income from discontinued operations, net of income taxes	1,008,650	577,118	3,246,374	545,736
Gain on sale of SkyMall Ventures	19,540,450	'	19,540,450	'
Net income (loss)	$3,528,396	($34,099,768)	($3,113,580)	($39,507,390)
Net income (loss) per common share (basic and diluted):	'	'	'	'
Income (loss) from continuing operations	($0.16)	($0.32)	($0.24)	($0.44)
Income (loss) from discontinued operations	$0.19	$0.01	$0.21	'
Net income (loss)	$0.03	($0.31)	($0.03)	($0.44)
Weighted-average shares used to calculate net loss per common share: Basic and diluted	108,232,935	109,960,598	108,188,229	90,480,880

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	9 Months Ended				12 Months Ended
	Sep. 28, 2014		Sep. 30, 2013		Dec. 31, 2013
Cash flows from operating activities:	'		'		'
Net loss	($3,113,580)		($39,507,390)		'
Income from discontinued operations	3,246,374		545,736		'
Gain on sale of SkyMall Ventures	19,540,450		'		'
Loss from continuing operations	25,900,404		40,053,126		-172,201,965
Adjustments to reconcile loss from continuing operations to net cash used in operating activities:	'		'		'
Bad debt expense	360,502		813,038		'
Depreciation and amortization	1,348,634		1,430,171		'
Non-cash stock-based compensation	232,483		2,627,758		'
Non-cash stock-based compensation resulting from the sale of stock between affiliate shareholders	'		27,037,500		'
Impairment charge	11,980,100		2,287,300		'
Restructuring charge	'		876,924		'
Tenant improvement allowance	'		-92,402		'
Loss on debt conversion	'		66,431		'
Non-cash interest expense for amortization of deferred financing costs	532,997		12,283		'
Accounts receivable	3,052,649		-448,841		'
Inventories	-273,504		-980,667		'
Prepaid expenses	-625,825		-146,392		'
Other assets	'		-183,634		'
Accounts payable	-2,866,445		-1,886,062		'
Accrued expenses	6,897		32,336		'
Accrued payroll and related expenses	-421,252		-213,203		'
Accrued restructuring costs	-146,338		'		'
Deferred revenue	-105,300		'		'
Deferred rent liability	'		33,437		'
Net cash used in operating activities - Continuing Operations	-12,824,806		-8,787,149		'
Net cash provided by (used in) operating activities - Discontinued Operations	-12,161,840		2,179,589		'
Net cash used in operating activities	-24,986,646		-6,607,560		'
Cash flows from investing activities:	'		'		'
Cash acquired in SkyMall Merger	'		4,369,535		'
Purchases of property and equipment	-623,807		-1,030,897		'
Purchases of intangible assets	-51,000		'		'
Net cash provided by (used in) investing activities - Continuing operations	-674,807		3,338,638		'
Net cash provided by (used in) investing activities - Discontinued operations	20,602,850		-52,413		'
Net cash provided by investing activities	19,928,043		3,286,225		'
Cash flows from financing activities:	'		'		'
Borrowings on revolving bank line of credit	15,357,400		2,900,000		'
Payments on revolving bank line of credit	-19,026,495		'		'
Borrowings on related party debt	22,519,019		5,000,000		'
Payments on related party debt	-27,019,019		'		'
Deferred financing fees paid	-307,125		-294,797		'
Proceeds from notes payable, related parties	'		1,035,000		'
Repayment of note payable, related parties	-1,235,000		-50,000		'
Net cash provided by (used in) financing activities	-9,711,220		8,590,203		'
Net change in cash	-14,769,823		5,268,868		'
Cash at beginning of period	17,404,201		363,172	[1]	363,172	[1]
Cash at end of period	$2,634,378	[1]	$5,632,040		$17,404,201
[1]	Restated

ORGANIZATION_NATURE_OF_OPERATI

ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 28, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS	'
	Organization
	Xhibit Corp. (“Xhibit” or the “Company”), f/k/a NB Manufacturing, Inc., was incorporated on September 19, 2001 in the State of Nevada.  In November 2012 the Company changed its name from NB Manufacturing, Inc. to Xhibit Corp.
	On May 16, 2013, the Company entered into an Agreement and Plan of Merger (the “SkyMall Merger Agreement”), among Xhibit, Project SMI Corp., a Delaware corporation and wholly-owned subsidiary of Xhibit (“SMI Merger Sub”), SHC Parent Corp., a Delaware corporation (“SHC”), and TNC Group, Inc., an Arizona corporation and Stockholder Representative for the SHC stockholders.  Pursuant to the terms of the Merger Agreement, on May 16, 2013, SMI Merger Sub merged with and into SHC (the “SkyMall Merger”), with SHC surviving the SkyMall Merger as a wholly-owned subsidiary of Xhibit.  SHC is the parent corporation of SkyMall Interests, LLC, a Delaware limited liability company (“Interests”), SkyMall LLC, a Delaware limited liability company (“SkyMall LLC”), and SkyMall Ventures, LLC, a Nevada limited liability company (“SkyMall Ventures,” and, collectively with SHC, Interests and SkyMall LLC, the “SkyMall Companies” or "SkyMall").  The Company issued 44,440,000 shares of common stock to the former shareholders of SHC as part of the SkyMall Merger.
	On July 31, 2013, Chris Richarde resigned from his positions as President and Chairman of the Company and from all positions held in the Company’s subsidiaries.  On August 6, 2013, the Company, and certain of its subsidiaries, entered into a Mutual Release Agreement (the "Release Agreement") with Mr. Richarde.  As a condition of the Release Agreement, Mr. Richarde sold 5,000,000 of his shares to a shareholder of the Company, 15,000,000 shares to X Shares, LLC (“X Shares”), an entity controlled by Jahm Najafi who was a member of the Company’s Board of Directors and is the Company’s majority shareholder through beneficial ownership, and canceled 4,440,064 of his shares (Note 15).  Upon completion of the sales and cancellation of the shares at closing, Mr. Richarde retained 20,000,000 shares of the Company’s common stock.
	Nature of Operations
	Through June 2014, Xhibit, through its subsidiaries other than the SkyMall Companies, operated an online lead generation and advertising business providing targeted and measurable online advertising campaigns and programs for a broad base of advertisers and advertising agency customers.  This business enabled marketers to advertise and sell their products and services through affiliate marketing networks.
	SkyMall operates a retail business as a multi-channel, direct marketer offering a wide array of merchandise from numerous direct marketers and manufacturers through the SkyMall catalog and website, SkyMall.com.  SkyMall is best known as the exclusive provider of an in-flight shopping catalog carried on aircraft of large, U.S.-based airlines.  SkyMall features over 25,000 products online with a subset of those being displayed in the in-flight catalog.  Products are sourced directly from manufacturers, through distributors, or through other product aggregators that want to reach SkyMall’s large audience.
	Between June 2013 and June 2014, the Company terminated or suspended all of the legacy Xhibit business operations and on September 9, 2014 the Company sold SkyMall Ventures, its loyalty business unit (Note 16).  Since September 9, 2014, all of our revenue has come from the SkyMall commerce business, which generated revenue of $15,806,808 for the nine month period ended September 28, 2014 and $32,808,115 in 2013 on a full year basis.
	Until September 9, 2014, SkyMall operated a loyalty business as a provider of merchandise, gift cards and experiential rewards reaching millions of loyalty program members in various corporate and other loyalty programs throughout the United States.  SkyMall’s loyalty business, operated through SkyMall Ventures, provided turnkey strategy, creative and fulfillment solutions for customer programs operated by internationally-recognized brands.  During 2014 to date, most of the Company's consolidated revenues were generated by the SkyMall Companies.
	On September 9, 2014, SkyMall LLC sold 100% of the outstanding membership interests of SkyMall Ventures to Connexions Loyalty, Inc. (“Connexions”) pursuant to a Membership Interest Purchase Agreement dated as of the same date (the “MIPA”), for a cash purchase price of $24,000,000,of which $1,800,000 was placed into escrow to fund potential indemnity claims (the “SkyMall Ventures Sale”).  SkyMall LLC is also entitled to receive a future payment of up to $3,900,000 in cash based upon a formula related to the operating profit of SkyMall Ventures during the 12 months following the closing.
	In connection with the sale, SkyMall LLC also entered into a Transition Services Agreement with Connexions, pursuant to which SkyMall LLC agreed to provide a broad range of services to SkyMall Ventures in support of its operations, including gift card fulfillment, contact center support, telecommunications, information technology, marketing and catalog creation, facilities and accounting and finance.  The term of the Transition Services Agreement is 18 months but it may be terminated earlier at Connexions’ option.  Under the agreement, Connexions pays a fee equal to SkyMall LLC's cost of providing the services, which is initially approximately $350,000 per month.
	Going Concern and Management’s Plans
	The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business.  The Company has incurred a loss from operations for the nine month period ended September 28, 2014 and the year ended December 31, 2013 of $25,216,668 and $172,201,965, respectively.  Additionally, the Company has a working capital deficit of $8,106,321 at September 28, 2014.  As a result of these factors, a risk exists regarding the Company’s ability to continue as a going concern.  The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from this uncertainty.
	A multi-step plan was adopted by management to enable the Company to continue to operate and begin to generate operating profits. The highlights of that plan are:
		·	Sale of SkyMall’s loyalty business unit in September 2014 (Note 16),
		·	repayment and retirement of the Company’s related party revolving credit facility in September 2014 (Note 9),
		·	sale and/or monetization of other assets or business units,
		·	elimination of unprofitable business units and product offerings,
		·	seeking new and additional sales opportunities,
		·	improving product gross margins through product sourcing efficiencies, and
		·	finding new funding sources.

CHANGES_IN_SIGNIFICANT_ACCOUNT

CHANGES IN SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 28, 2014
Accounting Policies [Abstract]	'
NOTE 2 - CHANGES IN SIGNIFICANT ACCOUNTING POLICIES	'
	Basis of Presentation and Principles of Consolidation
	The accompanying consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), include the accounts of Xhibit and its wholly-owned subsidiaries which include the accounts and transactions of SHC Parent Corp. and its subsidiaries from the May 16, 2013 merger date.  The Company does not have any subsidiaries in which it does not directly or indirectly own 100% of the outstanding stock.  Intercompany transactions and balances have been eliminated in consolidation.
	In February 2014, the Company changed its fiscal year end to the 52 or 53 week year that ends on the Sunday closest to December 31.  For 2014, the Company’s fiscal third quarter ended on September 28, 2014 and its fiscal year will end on December 28, 2014.
	Discontinued Operations and Reclassifications
	The financial statements separately report discontinued operations and the results of continuing operations (Note 16).  The statement of operations for the three month period ended September 30, 2013 has been reclassified to present the operations of the Company’s Nutraceutical Products reporting segment as discontinued operations.  The statement of operations for the three and nine month periods ended September 30, 2013 have been reclassified to reflect the operations of SkyMall Ventures as discontinued operations.  Disclosures included herein pertain to the Company’s continuing operations unless noted otherwise.
	Shipping and handling costs
	Amounts billed to customers related to shipping and handling costs totaled $775,302 and $804,939 for the three month periods ended September 28, 2014 and September 30, 2013, respectively, and $2,150,239 and $1,282,871 for the nine month periods ended September 28, 2014 and September 30, 2013, respectively.  These amounts are recorded as other revenues.  Shipping and handling costs incurred by the Company are classified as cost of goods sold in the consolidated statements of operations.
	Advertising
	The Company expenses advertising costs when such costs are incurred.  Advertising expenses were $44,239 and $97,489 during the three month periods ended September 28, 2014 and September 30, 2013, respectively, and $254,855 and $192,674 during the nine month periods ended September 28, 2014 and September 30, 2013, respectively.
	Net Loss per Common Share
	Basic net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the period.  During the three and nine month periods ended September 28, 2014 and September 30, 2013, potentially dilutive securities were not considered in the calculation of dilutive loss per share as their impact would have been anti-dilutive.  Accordingly, basic and diluted net loss per share were identical for the three and nine month periods ended September 28, 2014 and September 30, 2013.  Stock options and restricted stock awards outstanding as of September 28, 2014 totaling 55,000 and 883,955, respectively, were not included in the computation of diluted loss per share because they were anti-dilutive.
	Recent Accounting Pronouncements
	In April 2014, the Financial Accounting Standards Board issued Accounting Standards Update ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360), which provides amended guidance on the presentation of financial statements and reporting discontinued operations and disclosures of disposals of components of an entity within property, plant and equipment. ASU 2014-08 amends the definition of a discontinued operation and requires entities to disclose additional information about disposal transactions that do not meet the discontinued operations criteria.  The effective date of ASU No. 2014-08 is for disposals that occur in annual periods (and interim periods therein) beginning on or after December 15, 2014, with early adoption permitted.  The Company is currently evaluating the impact, if any, that this amended guidance may have on its consolidated financial statements.
	In May 2014, the Financial Accounting Standards Board  issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which provides a single, comprehensive framework for all entities in all industries to apply in the determination of when to recognize revenue, and, therefore, supersedes virtually all existing revenue recognition requirements and guidance.  This framework is expected to result in less complex guidance in application while providing a consistent and comparable methodology for revenue recognition.  The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  To achieve the principle, an entity should apply the following steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation.  ASU No. 2014-09 is effective for annual periods (and interim periods therein) beginning on or after December 15, 2016.  Early adoption is not permitted.  The Company is currently evaluating the impact that this amended guidance will have on its condensed consolidated financial statements.
	In June 2014, Financial Accounting Standards Board issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718), which clarifies accounting for share-based payments for which the terms of an award provide that a performance target could be achieved after the requisite service period.  That is the case when an employee is eligible to retire or otherwise terminate employment before the end of the period in which a performance target could be achieved and still be eligible to vest in the award if and when the performance target is achieved.  The updated guidance clarifies that such a term should be treated as a performance condition that affects vesting.  As such, the performance target should not be reflected in estimating the grant-date fair value of the award.  Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the periods for which the requisite service has already been rendered.  The guidance will be effective for the annual periods (and interim periods therein) ending after December 15, 2015.  Early application is permitted.  The Company does not anticipate that this guidance will materially impact its condensed consolidated financial statements.
	In August 2014, the Financial Accounting Standards Board issued Accounting Standards Update ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures.  ASU 2014-15 is effective for annual periods ending after December 15, 2016 and interim periods thereafter.  Early application is permitted.  The Company does not anticipate that this guidance will materially impact its condensed consolidated financial statements.

BUSINESS_COMBINATION

BUSINESS COMBINATION	9 Months Ended
	Sep. 28, 2014
Business Combination	'
NOTE 3 - BUSINESS COMBINATION	'
	On May 16, 2013, the Company completed the SkyMall Merger.  The Company issued 44,440,000 shares of its common stock in exchange for 100% of the outstanding shares of common stock of SHC Parent Corp.  The Company valued the 44,440,000 shares issued in the SkyMall Merger at fair value determined in accordance with the relevant accounting standards by reference to the then trading price of the Xhibit common shares.  With the assumption of liabilities, the total purchase price for the assets was $200,954,670 as of May 16, 2013.  As required by the terms of the acquisition, Mr. Richarde resigned as Chief Executive Officer and was replaced by Kevin Weiss who was later also appointed Chairman of the Xhibit Board of Directors.
	In connection with the acquisition of SkyMall, the Company recorded non-cash stock based compensation for the private sale of Xhibit common stock between Mr. Richarde and Mr. Najafi, who are both majority stockholders of the Company (Note 15).

Accounts_Receivable

Accounts Receivable	9 Months Ended
	Sep. 28, 2014
Accounts Receivable, Net [Abstract]	'
NOTE 4 - ACCOUNTS RECEIVABLE	'
	Accounts receivable consist of the following as of September 28, 2014 and December 31, 2013:
		September 28,			December 31,
		2014			2013
	Trade receivables	$	5,326,303		$	17,501,367
	Merchant bank and other receivables		11,062			175,199
	Placement fees billed in advance of distribution		(2,898,369	)		(2,528,911	)
	Allowance for doubtful accounts		(872,086	)		(1,770,208	)
		$	1,566,910		$	13,377,447

Inventories

Inventories	9 Months Ended
	Sep. 28, 2014
Inventory Disclosure [Abstract]	'
NOTE 5 - INVENTORIES	'
	Inventories consist of the following as of September 28, 2014 and December 31, 2013:
		September 28,		December 31,
		2014		2013
	Merchandise	$	124,349	$	-
	Gift cards		-		18,417,078
	Gift cards in transit		-		1,359,875
	Paper and other		370,283		230,157
		$	494,632	$	20,007,110
	Gift cards in transit consist of gift cards which have been paid for but have not yet been received by the Company.

PROPERTY_AND_EQUIPMENT

PROPERTY AND EQUIPMENT	9 Months Ended
	Sep. 28, 2014
Property, Plant and Equipment [Abstract]	'
NOTE 6 - PROPERTY AND EQUIPMENT	'
	Property and equipment consist of the following as of September 28, 2014 and December 31, 2013:
		September 28,			December 31,
		2014			2013
	Computers, office equipment and software	$	2,224,645		$	2,223,196
	Furniture, fixtures and other		188,477			188,478
	Buildings and improvements		3,971,878			3,971,878
			6,385,000			6,383,552
	Less accumulated depreciation		(1,332,362	)		(662,425	)
	Construction in progress		602,221			116,679
		$	5,654,859		$	5,837,806
	Depreciation expense was $232,590 and $294,052 for the three month periods ended September 28, 2014 and September 30, 2013, respectively, and $690,076 and $505,386 for the nine month periods ended September 28, 2014 and September 30, 2013, respectively.
	During September 2013, the Company relocated its corporate office.  As part of this office relocation, leasehold improvements totaling $1,426,219 and related accumulated amortization totaling $256,864 were written off (Note 11).

INTANGIBLE_ASSETS

INTANGIBLE ASSETS	9 Months Ended
	Sep. 28, 2014
Goodwill and Intangible Assets Disclosure [Abstract]	'
NOTE 7 - INTANGIBLE ASSETS	'
	tangible assets consist of the following as of September 28, 2014 and December 31, 2013:
		Life		September 28,			December 31,
				2014			2013
	Amortizing intangible assets:
	Merchant relationships	4 years		$	3,396,258		$	3,396,258
	Loyalty partner relationships	8 years			-			7,193,871
	Non-compete agreements	2 years			-			53,656
	Internally developed software	4 years			550,000			550,000
	Customer database	3 years			220,000			220,000
					4,166,258			11,413,785
	Less accumulated amortization				(1,379,171	)		(1,878,140	)
					2,787,087			9,535,645
	SkyMall tradename				7,010,000			7,010,000
	Domain names				51,000			-
	Goodwill				-			11,980,100
				$	9,848,087		$	28,525,745
	On September 24, 2012, the Company acquired certain intellectual property it intended to incorporate into its TwitYap social network product line (Note 1).  The agreements contained various covenants by the sellers, including certain seller non-compete agreements.  As consideration for the intellectual property and non-compete agreements, the Company issued 727,050 of its common shares to the sellers.  The shares were valued at the market price of $4.00 per share on the date of the transaction, for a total value of $2,908,200.  The Company allocated the purchase price as follows: $1,666,399 for technology and $1,241,801 for non-compete agreements.
	Amortization expense was $227,853 and $466,683 for the three month periods ended September 28, 2014 and September 30, 2013, respectively, and $658,558 and $924,758 for the nine month periods ended September 28, 2014 and September 30, 2013, respectively.  Future expected amortization expense for each of the five succeeding calendar years and thereafter is:
	2014		$	219,520
	2015			878,078
	2016			878,078
	2017			811,411
			$	2,787,087
	During September 2013, the Company elected to terminate all further TwitYap development work.  Based on the uncertainty around its social media applications, the Company determined that the fair value of its TwitYap technology and non-compete agreement intangible assets was less than the carrying value and accordingly, an impairment charge totaling $2,287,300 ($1,666,399 for a technology asset and $620,901 for non-compete agreements) was recorded in September 2013.
	In light of the SkyMall Ventures Sale, an impairment review was undertaken of goodwill as of September 28, 2014.  The Company determined that the following conditions surrounding the fair value of the SkyMall reporting unit raised concerns that the fair value of the SkyMall reporting unit goodwill could be less than the carrying value:
		·	SkyMall Ventures revenues, which will not be continuing after September 9, 2014, represented 66% of the Company’s consolidated revenues for the eight month period ended August 31, 2014.
		·	The Company recorded a loss from operations of $25,286,526 during the nine month period ended September 28, 2014.
		·	From December 31, 2013 to September 28, 2014, the Xhibit market share price had decreased by 64% (from $1.50 to $0.54 per share), despite significant increases in all major market indexes during this same period.
	Based on the factors noted above, the Company believed a goodwill impairment test was required.  The Company elected to perform the impairment test internally using an income (i.e., discounted cash flow) analysis.  Based on the results of the impairment analysis, the Company determined that the goodwill recorded in the SkyMall reporting unit was fully impaired.  Accordingly, the Company recorded an $11,980,100 goodwill impairment charge as of September 28, 2014.

REVOLVING_BANK_LINE_OF_CREDIT

REVOLVING BANK LINE OF CREDIT	9 Months Ended
	Sep. 28, 2014
Line of Credit Facility [Abstract]	'
NOTE 8 - REVOLVING BANK LINE OF CREDIT	'
	On May 10, 2013, the SkyMall Companies entered into a $7,650,000 revolving line of credit note with JPMorgan Chase Bank, N.A. (the “Bank Line”) that refinanced an existing line of credit.  Effective December 31, 2013, the Bank Line was amended.  Based on the amendment terms, the Bank Line would have expired on September 30, 2015 and interest on outstanding borrowings was payable monthly at a rate of LIBOR plus 0.5%.  The Bank Line was fully guaranteed by, and secured by all of the assets of, Xhibit and its subsidiaries, including the SkyMall Companies, pursuant to Continuing Guarantees and Continuing Security Agreements of Xhibit and each of its subsidiaries.  In addition to the guaranties provided by the Company, the Credit Facility was also guaranteed by an affiliate company controlled by a then member of the Company's Board of Directors who was also a majority shareholder through beneficial ownership.  On April 29, 2014, the Bank Line was repaid and the facility was terminated (Note 9).  At December 31, 2013, there was $3,669,095 outstanding under the Bank Line.

RELATED_PARTY_DEBT

RELATED PARTY DEBT	9 Months Ended
	Sep. 28, 2014
Debt Disclosure [Abstract]	'
NOTE 9 - RELATED PARTY DEBT	'
	On September 18, 2013, the Company borrowed $5,000,000 from an entity controlled by a member of the Company’s Board of Directors who was then the majority shareholder of the Company through beneficial ownership (the “Related Party Debt”).  Effective December 31, 2013, the Related Party Debt was amended.  Based on the amendment terms, the Related Party Debt would have matured on September 18, 2015 and interest was payable monthly at a rate of LIBOR plus 4.5%.  The Company paid a discount totaling $96,975 to the lender related to refinancing, which was being amortized over the debt term.  The Related Party Debt was junior to the Bank Line but was fully guaranteed by, and secured by all of the assets of, Xhibit and its subsidiaries, including the SkyMall Companies.  At December 31, 2013, there was $5,000,000 outstanding under the Related Party Debt.
	On January 31, 2014, the Company repaid $500,000 of principal on the Related Party Debt through issuance of 393,701 shares of Xhibit common stock (Note 12).  In connection with this repayment, the borrowing capacity was permanently reduced to $4,500,000.  The Company recorded non-cash stock-based compensation of $51,181 on this stock issuance (Note 14).
	On April 29, 2014, the Related Party Debt was further amended.  Among other changes, the amendment: 1) changed the term debt to a revolving credit facility; 2) increased the facility limit from $4,500,000 to $17,150,000; 3) reduced the interest rate from LIBOR plus 4.5 percentage points to LIBOR plus 0.5 percentage point per annum and 4) accelerated the maturity date to January 15, 2015 from the prior maturity date of September 18, 2015.  The covenants under the amended Related Party Debt, which were more restrictive than those previously included, provided additional security such as liens on gift card inventory, more stringent notice requirements, bank account control agreements, daily cash sweeps, and a prohibition on all equity capital raises, among other covenants set forth therein.  The funds drawn on the Related Party Debt were applied to repay and retire the Bank Line (Note 8), which payment amount was $5,153,826, and to provide for working capital.  Immediately after the closing of the Related Party Debt amendment, and retirement of Bank Line, the Company borrowed $4,493,324 under the Related Party Debt, which represented an increase of $2,000,000 above the aggregate face amount of the previous outstanding balances on the Bank Line and Related Party Debt facility.
	In conjunction with the SkyMall Ventures Sale, the Company repaid the $15,206,112 outstanding balance on the Related Party Debt facility on September 9, 2014.  The Related Party Debt facility was terminated immediately after the payoff.

NOTES_PAYABLE_RELATED_PARTIES

NOTES PAYABLE - RELATED PARTIES	9 Months Ended
	Sep. 28, 2014
Due to Related Parties [Abstract]	'
NOTE 10 - NOTES PAYABLE, RELATED PARTIES	'
	In March 2012, the Company issued an unsecured promissory note in the amount of $500,000 to one of its members. The note had a maturity date, as amended, of December 31, 2012 and included interest at a simple rate of 10% per annum.  In January 2013, the note was cancelled.  In exchange for the cancellation, the Company issued 71,429 shares of common stock to the note holder and issued a new note in the amount of $250,000, which bears interest at a 10% annual rate and has a maturity date of December 31, 2013.  As a result of the conversion, the Company recorded a $32,145 loss on the conversion of debt in 2013.  During 2013, the Company made principal payments totaling $50,000 on the note payable.  On January 6, 2014, the Company repaid the remaining $200,000 outstanding principal balance and all outstanding interest on the note payable.  The note holder signed a waiver of default for the period between the time the note matured, December 31, 2013, and the date the note was repaid.
	In May 2012, the Company issued an unsecured promissory note in the amount of $200,000 to one of its members.  The note had a maturity date, as amended, of December 31, 2012 and included interest at a simple rate of 10% per annum.  In January 2013, the note was cancelled.  In exchange for the cancellation, the Company issued 57,143 shares of common stock to the note holder.  As a result, the Company recorded a $34,286 loss on the conversion in January 2013.
	In March 2013, the Company issued an unsecured promissory note in the amount of $100,000 to one of its shareholders.  The note bears interest at a simple rate of 10% per annum and was due and payable on March 28, 2014.  On April 17, 2014, the Company amended the maturity date of promissory note due from March 28, 2014 to April 30, 2014 and on April 29, 2014, the Company repaid all principal and interest outstanding on the note.  The note holder signed a waiver of default for the period between the time the note matured, March 28, 2014, and the date the note was repaid.
	In April 2013, the Company issued unsecured promissory notes in the aggregate principal amount of $585,000 to nine of its shareholders.  The notes bear interest at a fixed amount equal to 10% of the principal amount.  On March 31, 2014, the Company repaid all principal and interest outstanding on the notes.
	In May 2013, the Company issued unsecured promissory notes in the aggregate principal amount of $350,000 to two of its shareholders.  The notes bear interest at a fixed amount equal to 10% of the principal amount and are due and payable on May 31, 2014.  On May 30, 2014, the Company repaid all principal and interest outstanding on the notes.
	At December 31, 2013, there was $1,235,000 outstanding under notes payable to related parties and as of May 31, 2014, all principal and interest due on the notes payable to related parties had been repaid.

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 28, 2014
Commitments and Contingencies Disclosure [Abstract]	'
NOTE 11 - COMMITMENTS AND CONTINGENCIES	'
	In May 2014, the Company shut down the Bosnian Sub, its development subsidiary in Bosnia and Herzegovina.  As part of this shut down, the Company terminated the employment of all employees, completely abandoned its social media applications and terminated the building lease with ABC.  The Company did not incur any significant expenses in connection with shutting down the Bosnian Sub.  The Company is in the process of liquidating the Bosnian Sub.
	On August 29, 2014, the Company received notice from Delta Air Lines, Inc. that Delta was exercising its right to terminate its contract with SkyMall effective November 30, 2014.  As a result of this contract termination, the SkyMall catalog will not be available on Delta flights after November 30, 2014.
	Leases
	In November 2011, the Company entered into a lease agreement for corporate office space in Tempe, Arizona.  Under the terms of the agreement, the Company made a payment of $250,000 in 2011 for prepaid rent to be applied to the first nine months’ rent beginning with the commencement date of June 1, 2012.  The lease has pre-established annual rent increases and the original lease term ends in December 2018.  The lease has an option to extend for an additional five years.  The Company was also granted a $790,550 tenant improvement allowance.  This allowance was used for the leasehold improvements completed on August 1, 2012.  Accordingly, the Company recorded the tenant improvement allowance as a deferred lease incentive, and began amortizing the costs on August 1, 2012.
	The Company ceased the use of its Tempe office space during September 2013 in connection with its restructuring plan (Note 13).  Effective December 1, 2013, the Company entered into a sublease for the office space.  Under the terms of the sublease agreement, the Company granted the sub lessee four months of free rent and commencing on April 1, 2014, the sub lessee will pay the Company an amount each month substantially equal to the rent amount due under the original lease.
	In August 2012, the Company entered into a lease agreement with ABC Internet Media (“ABC”), which is owned by the Chief Technology Officer of the Bosnian Sub., to lease approximately 4,900 square feet of office space in Banja Luka, Bosnia and Herzegovina (Note 18).  The lease requires monthly payments of 13,500 Bosnian Marks; however it is paid in United States dollars, and can fluctuate month to month depending on the exchange rate.  This lease was terminated in May 2014 in conjunction with the shutdown of the Bosnian Sub.
	In April 2012, the Company entered into a non-cancelable automobile lease for an employee’s car.  The lease requires fixed monthly payments of $1,063 and expires in April 2015.  The Company has the option to purchase the vehicle at the end of the lease.
	The Company has a lease for land on which its offices are currently located in which the renewal term extends through 2015 for the entire leased property and through 2035 for the portion of the land currently used by the Company.  The Company receives rents through a sublease on a portion of the leased land.
	Future minimum payments, not including the lease extension discussed above, net of receipts due under related subleases are as follows:
		Rental Payments		Sublease Receipts		Net Rental Payments
	2014	$	138,360	$	93,913	$	44,447
	2015		560,751		394,099		166,652
	2016		475,250		413,721		61,529
	2017		496,854		445,343		51,511
	2018		528,476		476,965		51,511
	Thereafter		875,686		-		875,686
		$	3,075,377	$	1,824,041	$	1,251,336
	Rental expense was $226,049 and $176,130 for the three month periods ended September 28, 2014 and September 30, 2013, respectively, and $404,824 and $425,246 for the nine month periods ended September 28, 2014 and September 30, 2013, respectively.
	Litigation and Regulatory Action
	The Company is involved in various legal actions in the ordinary course of business.  Although the outcomes of any such legal actions is uncertain, in the opinion of management, there is no legal proceeding pending or asserted against or involving the Company, the outcome of which is likely to have a material adverse effect upon the consolidated financial position or results of operations of the Company.
	In February 2014, the Company received a Civil Investigative Demand (“CID”) from the U.S. Federal Trade Commission (“FTC”).  In the CID, the FTC has requested information related to certain products marketed in the SkyMall in-flight catalog.  The Company submitted the requested information to the FTC in late March 2014.  In July 2014, the FTC informally advised the Company that it believes SkyMall lacked proper substantiation for claims made with respect to most of the products initially identified by the FTC.  Accordingly, the FTC may pursue consumer redress for the identified items advertised in the SkyMall in-flight catalog.  While the amount of the FTC’s potential demand for consumer redress is not known currently, the Company’s sales of the identified products during the relevant time period was approximately $823,000.  The Company is currently not able to assess the likelihood of a loss related to this matter and accordingly, the Company has not accrued any liability for this matter.
	On October 21, 2014, the Company was informed that the Division of Enforcement of the Securities and Exchange Commission (“SEC”) has opened an investigation into matters relating to its May 2013 merger with SHC Parent Corp., the parent corporation of the SkyMall businesses.  Previously, as a result of comments from the SEC Division of Corporation Finance on the Company’s periodic reports, the Company revised the manner in which it accounted for the merger transaction, resulting in the restatement of its financial statements for the quarterly periods ending June 30, 2013 and September 30, 2013.  The Company intends to fully cooperate with the SEC in this matter.  Management cannot at this time predict the eventual scope or outcome of this investigation.
	Sales Tax
	The Company collects and remits sales and use taxes in most states for both its in-flight and loyalty businesses.  In the ordinary course of business, the Company is subject to audit by state and local tax authorities.  At any given time, the Company typically has more than one ongoing audit.  The Company records a contingency accrual for potential exposure related to sales tax audits.  Sales tax contingency accruals included in accrued expenses in the consolidated balance sheet total $12,569 and $338,591 at September 28, 2014 and December 31, 2013, respectively.

SHAREHOLDERS_EQUITY

SHAREHOLDERS' EQUITY	9 Months Ended
	Sep. 28, 2014
Notes to Financial Statements	'
NOTE 12 - SHAREHOLDERS' EQUITY	'
	Preferred stock
	The Company has authorized 80,000,000 shares of preferred stock, par value $0.0001 per share, all of which are undesignated.
	Common stock
	The Company has authorized 480,000,000 shares of common stock, par value $0.0001 per share. Each share of common stock is entitled to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors, subject to the prior rights of holders of all classes of preferred stock outstanding.
	On January 31, 2014, the Company issued 393,701 shares of Xhibit Corp. common stock to repay $500,000 of principal on the Related Party Debt (Note 9).

RESTRUCTURING_CHARGE

RESTRUCTURING CHARGE	9 Months Ended
	Sep. 28, 2014
Restructuring and Related Activities [Abstract]	'
Note 13 - RESTRUCTURING CHARGE	'
	During September 2013, the Company implemented a restructuring plan to reduce operating costs.  A restructuring charge of $852,859 comprised of severance benefits, outplacement services, and costs to consolidate the Company’s workforce into one location was recorded during September 2013.  The Company ceased the use of its Tempe office space during September 2013 in connection with its restructuring plan (Note 11).  As a result, the Company recorded a cease-use liability equal to the estimated fair value for the costs that will continue to be incurred under the lease contract without economic benefit.  The fair value of the liability at the cease-use date was determined based on the remaining cash flows related to this lease, including future lease payments reduced by the estimated sublease rentals, discounted using a credit-adjusted risk-free rate.  In connection with the lease abandonment, the associated net leasehold improvements, deferred lease incentive, and deferred rent balances were written off.  Effective December 1, 2013, the Company entered into a sublease for the office space.  Under the terms of the sublease agreement, the Company granted the sublessee four months of free rent and commencing on April 1, 2014, the sublessee will pay the Company an amount each month substantially equal to the rent amount due under the original lease.  Consequently, at December 31, 2013, the Company adjusted the cease-use liability for the differences between the sublease income estimates and the actual sublease income per the sublease agreement using the original credit-adjusted risk-free rate.  As a result of the lease abandonment, the Company recorded a total expense of $606,464 during 2013.
	The activity in the accrued restructuring balance, which is included in accrued restructuring costs in the accompanying consolidated balance sheet for the nine month period ended September 28, 2014, was as follows:
		Liability		Cash Payments			Non-Cash Expenses			Liability
		as of								as of
		December 31,								September 28,
		2013								2014
	Workforce reduction	$	44,963	$	(39,263	)	$	(5,700	)	$	-
	Lease cease-use		140,962		(96,070	)		(5,305	)		39,587
			185,925	$	(135,333	)	$	(11,005	)		39,587
	Less non-current portion		36,986								-
	Current portion	$	148,939							$	39,587

NONCASH_STOCKBASED_COMPENSATIO

NON-CASH STOCK-BASED COMPENSATION	9 Months Ended
	Sep. 28, 2014
Non-Cash Stock-Based Compensation	'
NOTE 14 - NON-CASH STOCK-BASED COMPENSATION	'
	For the three and nine month periods ended September 28, 2014 and September 30, 2013, the Company recorded non-cash stock-based compensation as follows:
			Stock Option Plan			Restricted Stock Plan			Other		Total
									Stock-Based Compensation
	Three month period ended September 28, 2014:
	Sales and marketing expenses		$	2,706		$	9,170		$	-	$	11,876
	General and administrative expenses			9,630			7,135			-		16,765
	Development expenses			(16,963	)		(16,708	)		-		(33,671	)
			$	(4,627	)	$	(403	)	$	-	$	(5,030	)
	Three month period ended September 30, 2013:
	Sales and marketing expenses		$	282,925		$	-		$	-	$	282,925
	General and administrative expenses			67,680			-			-		67,680
	Development expenses			270,556			-			-		270,556
			$	621,161		$	-		$	-	$	621,161
	Nine month period ended September 28, 2014:
	Sales and marketing expenses		$	(18,965	)	$	95,095		$	-	$	76,130
	General and administrative expenses			73,028			151,254			51,181		275,463
	Development expenses			(111,657	)		(7,453	)		-		(119,110	)
			$	(57,594	)	$	238,896		$	51,181	$	232,483
	Nine month period ended September 30, 2013:
	Sales and marketing expenses		$	555,420		$	-		$	-	$	555,420
	General and administrative expenses			94,500			-			1,600,000		1,694,500
	Development expenses			377,838			-			-		377,838
			$	1,027,758		$	-		$	1,600,000	$	2,627,758
	The credits to expense under the stock option and restricted stock plans reflect the reversal of prior period compensation expenses for non-vested options which were forfeited during 2014.
	Stock Option Plan
	In August 2012, the Company’s Board of Directors adopted the Xhibit Corp. 2012 Stock Option Plan (the “Option Plan”).  Under the Option Plan, the Company may issue up to an aggregate total of 13,000,000 incentive or non-qualified options to purchase the Company’s common stock.  In May 2013, the Company’s Board of Directors authorized the grant of up to 1,900,000 non-qualified stock options to certain of its employees and contractors to purchase common shares under the Option Plan.  A total of 1,895,000 options were granted with an exercise price of $4.02, which was equal to the closing price of the common stock on the OTCBB on the grant date, and a contractual term of ten years.  The options vest and become exercisable ratably over a two year period with 50% of the options vesting on each anniversary of the grant date.  At September 28, 2014, there were 12,945,000 options available for future grants under the Option Plan.
	In order to estimate the fair value of stock options on the date of grant, the Company applied the Black-Scholes-Merton option valuation model.  Inherent in the model are certain highly subjective assumptions related to the expected term of the options, the expected volatility of the Company’s stock price, expected dividends, and a risk-free interest rate.  The fair value of the stock options granted was estimated to be $2.27, based upon the following assumptions:
	Expected term		5.75 years
	Expected stock price volatility			62.55	%
	Dividends		None
	Risk free interest rate			1.3	%
	These assumptions were determined based upon the following considerations:
		·	The Company has no historical stock option experience that would serve as a basis to estimate expected term and the stock options granted have the “plain-vanilla” characteristics described in SEC Staff Accounting Bulletin No. 107 (SAB 107). Therefore, the simplified method described in SAB 107, which uses an average of the options’ contractual term and their weighted average vesting periods, has been used to calculate an estimated expected term.
		·	The Company has a limited trading history for its common stock. Therefore, expected stock price volatility has been estimated based upon the historical stock price volatility of another public company that operates in its industry, using daily price observations over a period equivalent to the expected term of the Company’s stock options. This peer company is similar to the Company, but it is larger in size and has been publicly-traded for a longer period. Thus, it is anticipated that the historical period used to observe the peer company’s volatility will reasonably correspond with the Company’s life cycle stage during the expected term of the options.
		·	As the Company has paid no dividends, and has no present plans to pay dividends in the future, no dividends were assumed for purposes of the fair value estimate.
		·	The risk-free rate is based on the implied yield of 7-year U.S. Treasury notes as of the grant date, as this period would reasonably coincide with the expected term.
	Stock-based compensation expense for employee stock options is recorded over the service/vesting period based on the estimated value of the options that are ultimately expected to vest.  An initial estimated forfeiture rate of 3% has been assumed for this calculation, and stock-based compensation expense will be adjusted as necessary in subsequent periods to reflect actual forfeiture activity.
	Stock option plan award activity during the nine month period ended September 28, 2014 was as follows:
			Number of			Average
			Options			Exercise
						Price
	Stock options outstanding at December 31, 2013			842,500		$	4.02
	Granted			-
	Exercised			-
	Forfeited			(787,500	)	$	4.02
	Stock options outstanding at September 28, 2014			55,000		$	4.02
	At September 28, 2014, 27,500 employee stock options were exercisable.  No employee stock options were exercisable at December 31, 2013.  As of September 28, 2014, the Company estimates that 54,175 of the stock options outstanding will ultimately vest.  The stock options had no aggregate intrinsic value at September 28, 2014 since the September 28, 2014 closing price for the Company’s stock was lower than the exercise price.
	Restricted Stock Plan
	In September 2013, the Company’s Board of Directors adopted the Xhibit Corp. 2013 Restricted Stock Plan (the “RS Plan”).  Under the RS Plan, the Company may issue up to an aggregate total of 10,000,000 shares of the Company’s common stock.  At September 28, 2014, there were 9,116,045 shares available for future grants under the RS Plan.
	Stock-based compensation expense for employee restricted stock awards is recorded over the service/vesting period based on the estimated value of the awards that are ultimately expected to vest.  An initial estimated forfeiture rate of 10% has been assumed for this calculation, and stock-based compensation expense will be adjusted as necessary in subsequent periods to reflect actual forfeiture activity.
	Restricted stock plan award activity during the nine month period ended September 28, 2014 was as follows:
			Number of			Average
			Shares			Grant Date
						Fair Value
	Restricted shares outstanding at December 31, 2013			1,521,753		$	1.98
	Granted			144,584		$	1.24
	Exercised			-
	Forfeited			(782,382	)		1.88
	Restricted shares outstanding at September 28, 2014			883,955			1.95
	As of September 28, 2014, the Company estimates that 716,004 of the restricted stock awards outstanding will ultimately vest.
	Other Stock-Based Compensation
	In connection with the Related Party Debt repayment in January 2014, the Company issued 393,701 shares of its common stock to the debt holder.  Non-cash stock-based compensation of $51,181 was recorded in January 2014 for this transaction (Note 9).
	In conjunction with the SkyMall Merger, the Company issued 400,000 shares of its common stock on July 9, 2013 to an individual as consideration for consulting services provided to the Company in connection with the SkyMall Merger.  Non-cash stock-based compensation expense of $1,600,000 was recorded in June 2013 for this transaction.

NONCASH_STOCKBASED_COMPENSATIO1

NON-CASH STOCK-BASED COMPENSATION RESULTING FROM SALE OF STOCK BETWEEN AFFILIATE SHAREHOLDERS	9 Months Ended
	Sep. 28, 2014
Non-Cash Stock-Based Compensation Resulting From Sale Of Stock Between Affiliate Shareholders	'
Non-cash stock-based compensation resulting from sale of stock between affiliate shareholders	'
	In September 2013, Mr. Richarde sold 15,000,000 shares to X Shares, an entity controlled by Mr. Najafi who is a member of the Company’s Board of Directors and the Company’s majority shareholder through beneficial ownership (Note 1).  This sale was done partially for the benefit of both the Company and Mr. Richarde such that the Company would have a clear control shareholder who would be incentivized to, and could, assist in the future financing of the Company.  Accordingly, the Company recorded a contribution to capital by Mr. Richarde and non-cash stock-based compensation to Mr. Najafi of $27,037,500 in September 2013, when the sale occurred, for the difference between the actual price paid ($0.025 per share) and fair value of the shares.

DISCONTINUED_OPERATIONS

DISCONTINUED OPERATIONS	9 Months Ended
	Sep. 28, 2014
Discontinued Operations	'
NOTE 17 - DISCONTINUED OPERATIONS	'
	As a result of the SkyMall Ventures Sale, the Company will not generate any revenues or operating profits from its loyalty business unit after September 9, 2014. Accordingly, the SkyMall Ventures business has been accounted for as discontinued operations. The Company’s Nutraceutical Products business, which commenced operations in January 2013 and was shut down in October 2013, has also been accounted for as discontinued operations.
	The operating results of SkyMall Ventures and the Company’s Nutraceutical Products business for the three and nine month periods ended September 28, 2014 and September 30, 2013 are summarized below:
		Three Months Ended			Three Months Ended
		September 28,			September 30,
		2014			2013
	Revenues:
	SkyMall Ventures	$	8,608,509		$	11,625,353
	Nutraceutical business		-			233,200
	Total	$	8,608,509		$	11,858,553
	Income (loss) before income taxes:
	SkyMall Ventures	$	1,009,734		$	553,255
	Nutraceutical business		(1,084	)		23,863
	Total		1,008,650			577,118
	Income taxes		-			-
	Income (loss) from discontinued operations, net of taxes	$	1,008,650		$	577,118
		Nine Months Ended			Nine Months Ended
		September 28,			September 30,
		2014			2013
	Revenues:
	SkyMall Ventures	$	31,209,867		$	17,742,844
	Nutraceutical business		-			7,094,136
	Total	$	31,209,867		$	24,836,980
	Income (loss) before income taxes:
	SkyMall Ventures	$	3,219,549		$	998,884
	Nutraceutical business		26,825			(453,148	)
	Total		3,246,374			545,736
	Income taxes		-			-
	Income (loss) from discontinued operations, net of taxes	$	3,246,374		$	545,736
	In connection with the SkyMall Ventures Sale (Note 1), the Company recorded a $19,540,450 gain on the sale of SkyMall Ventures in September 2014.
	Purchase price	$	24,000,000
	Less working capital holdback		(1,400,000	)
	Less indemnity escrow holdback		(1,800,875	)
	Cash received from Connexions at closing		20,799,125
	Estimated proceeds from working capital adjustment		350,000
	Estimated proceeds from indemnity holdback		1,500,000
	Net assets of SkyMall Ventures at closing		(2,675,624	)
	Estimated closing costs		(433,051	)
		$	19,540,450
	Skymall LLC is also entitled to receive a future payment of up to $3,900,000 in cash based on a formula related to the operating profit of Skymall Ventures during the 12 months following the closing.
	The net assets of SkyMall Ventures at closing consisted of the following assets and liabilities:
	Cash	$	4,076,427
	Accounts receivable		3,848,792
	Inventories		37,455,328
	Prepaid expenses		253,985
	Property and equipment, net		243,095
	Intangible assets, net		5,489,286
	Accounts payable		(5,549,360	)
	Accrued expenses		(452,888	)
	Accrued payroll and related expenses		(86,609	)
	Customer deposits		(42,518,306	)
	Deferred revenue		(84,126	)
		$	2,675,624

RETIREMENT_PLAN

RETIREMENT PLAN	9 Months Ended
	Sep. 28, 2014
Retirement Plan	'
NOTE 18 - RETIREMENT PLAN	'
	The SkyMall Companies have a retirement savings 401(k) plan (the “Plan”) covering all the Company’s employees with at least nine months of service.  Participants are eligible to defer the maximum allowable percentage of eligible compensation under the Internal Revenue Code.  The Company made no matching contributions to the Plan during the nine month periods ended September 28, 2014 and September 30, 2013.

RELATED_PARTY_TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 28, 2014
Related Party Transactions [Abstract]	'
NOTE 19 - RELATED PARTY TRANSACTIONS	'
	As of December 31, 2013, interest payable to related parties totaling $70,940 was included in accrued expenses on the consolidated balance sheet.  No interest payable was outstanding to related parties at September 28, 2014.
	As of December 31, 2013, net accounts receivable from related parties totaling $14,000 were included in accounts receivable on the consolidated balance sheet.  At September 28, 2014, no accounts receivable from related parties were recorded.
	During the nine month period ended September 30, 2013, the Company issued notes payable totaling $1,035,000 to certain of its shareholders (Note 10).  No related party notes payable were issued during the nine month period ended September 28, 2014.
	The Company paid ABC, which is owned by the Chief Technology Officer of the Bosnian Sub, lease payments totaling zero and $27,000 for the three month periods ended September 28, 2014 and September 30, 2014, respectively, and $54,000 and $81,000 for the nine month periods ended September 28, 2014 and September 30, 2014, respectively (Note 11).
	During the six month period ended June 30, 2013, the Company paid WAT Works, LLC (“WAT Works”), an entity 50% owned by one of the Company’s employees, $108,704 for reimbursement of certain expenses incurred on the Company’s behalf pursuant to a Marketing Services Agreement.  The Marketing Services Agreement was terminated on June 30, 2013 at no cost to the Company and accordingly, no amount was paid to WAT Works for any period after June 30, 2013.

SUPPLEMENTAL_CASH_FLOW_INFORMA

SUPPLEMENTAL CASH FLOW INFORMATION	9 Months Ended
	Sep. 28, 2014
Supplemental disclosure of non-cash investing and financing activities:	'
Supplemental Cash Flow Information	'
	During the nine month periods ended September 28, 2014 and September 30, 2013, the Company recorded the following non-cash financing activities:
		Nine Months Ended		Nine Months Ended
		September 28,		September 30,
		2014		2013
	Common stock issued for related party note conversion	$	-	$	450,000
	Common stock issued for SkyMall Merger	$	-	$	151,096,000
	Common stock cancelation	$	-	$	444
	Common stock issued for conversion of related party debt	$	500,000	$	-
	During the nine month periods ended September 28, 2014 and September 30, 2013, the Company made cash payments for the following amounts:
		Nine Months Ended		Nine Months Ended
		September 28,		September 30,
		2014		2013
	Interest	$	221,339	$	96,555
	Income taxes	$	-	$	20,330

SEGMENT_INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 28, 2014
Segment Information	'
NOTE 20 - SEGMENT INFORMATION	'
	Prior to January 1, 2013, the Company operated as a single reporting segment: Internet Marketing.  In January 2013, the Company began operating a second reporting segment: Nutraceutical Products.  Effective with the SkyMall Merger on May 16, 2013, the Company began operating a third reporting segment: SkyMall.  In October 2013, the Company shut down its Nutraceutical Products reporting segment.  The operating results of the Nutraceutical Products reporting segment have been recorded as discontinued operations in the accompanying condensed consolidated financial statements so the Nutraceutical Products reporting segment is no longer shown as a reporting segment during 2013.  Subsequent to October 2013, the Company operates two reporting segments: SkyMall and Internet Marketing.  In conjunction with the SkyMall Ventures Sale on September 9, 2014, the SkyMall reporting segment only includes the Commerce business.  Each segment is managed separately and provides different products and services.
	The accounting policies of the segments are the same as described above, but research and development costs and certain selling, general and administrative costs have not been allocated to the segments. As a result, the segment information presented below is reflective of the manner in which management evaluates profitability for the segments.
	The following table presents information by reporting segment for the three month periods ended September 28, 2014 and September 30, 2013:
		Three Month Period Ended September 28, 2014
		Internet			SkyMall			Corporate			Consolidated
		Marketing
	Revenues	$	13,825		$	5,258,288		$	-		$	5,272,113
	Cost of revenues		10,227			2,312,923			-			2,323,150
	Gross profit		3,598			2,945,365			-			2,948,963
	Operating expenses		85,794			18,662,251			932,989			19,681,034
	Segment operating income (loss)		(82,196	)		(15,716,886	)		(932,989	)		(16,732,071	)
	Non-operating income (expenses)		-			-			(288,633	)		(288,633	)
	Income taxes		-			-			-			-
	Income (loss) from continuing operations	$	(82,196	)	$	(15,716,886	)	$	(1,221,622	)	$	(17,020,704	)
	Depreciation and amortization	$	14,143		$	450,466		$	-		$	464,609
	Purchases of property and equipment	$	-		$	61,427		$	-		$	61,427
	Gross assets at September 28, 2014	$	-		$	22,189,538		$	-		$	22,189,538
		Three Month Period Ended September 30, 2013
		Internet			SkyMall			Corporate			Consolidated
		Marketing
	Revenues	$	2,084,876		$	6,423,244		$	-		$	8,508,120
	Cost of revenues		970,102			2,085,631			-			3,055,733
	Gross profit		1,114,774			4,337,613			-			5,452,387
	Operating expenses		1,753,919			7,091,906			31,202,197			40,048,022
	Segment operating income (loss)		(639,145	)		(2,754,293	)		(31,202,197	)		(34,595,635	)
	Non-operating income (expenses)		(2,882	)		(40,761	)		(24,052	)		(67,695	)
	Income taxes								(13,556	)		(13,556	)
	Income (loss) from continuing operations	$	(642,027	)	$	(2,795,054	)	$	(31,239,805	)	$	(34,676,886	)
	Depreciation and amortization	$	231,398		$	529,337		$	-		$	760,735
	Purchases of property and equipment	$	-		$	540,408		$	-		$	540,408
	Gross assets at September 30, 2013	$	6,294,520		$	187,756,797		$	-		$	194,051,317
	The following table presents information by reporting segment for the nine month periods ended September 28, 2014 and September 30, 2013:
		Nine Month Period Ended September 28, 2014
		Internet			SkyMall			Corporate			Consolidated
		Marketing
	Revenues	$	1,557,647		$	15,806,808		$	-		$	17,364,455
	Cost of revenues		310,443			6,316,016			-			6,626,459
	Gross profit		1,247,204			9,490,792			-			10,737,996
	Operating expenses		1,155,971			33,425,584			1,373,109			35,954,664
	Segment operating income (loss)		91,233			(23,934,792	)		(1,373,109	)		(25,216,668	)
	Non-operating income (expenses)		-			(40	)		(683,696	)		(683,736	)
	Income taxes		-			-			-			-
	Income (loss) from continuing operations	$	91,233		$	(23,934,832	)	$	(2,056,805	)	$	(25,900,404	)
	Depreciation and amortization	$	47,490		$	1,301,144		$	-		$	1,348,634
	Purchases of property and equipment	$	-			623,807		$	-		$	623,807
		Nine Month Period Ended September 30, 2013
		Internet			SkyMall			Corporate			Consolidated
		Marketing
	Revenues	$	5,168,138		$	9,898,351		$	-		$	15,066,489
	Cost of revenues		2,077,428			3,095,889			-			5,173,317
	Gross profit		3,090,710			6,802,462			-			9,893,172
	Operating expenses		3,706,109			11,932,694			34,116,724			49,755,527
	Segment operating income (loss)		(615,399	)		(5,130,232	)		(34,116,724	)		(39,862,355	)
	Non-operating income (expenses)		(5,511	)		(56,130	)		(108,800	)		(170,441	)
	Income taxes		-			-			(20,330	)		(20,330	)
	Income (loss) from continuing operations	$	(620,910	)	$	(5,186,362	)	$	(34,245,854	)	$	(40,053,126	)
	Depreciation and amortization	$	692,974		$	737,197		$	-		$	1,430,171
	Purchases of property and equipment	$	24,576		$	850,655		$	155,666		$	1,030,897

SUBSEQUENT_EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 28, 2014
Subsequent Events	'
NOTE 21 - SUBSEQUENT EVENTS	'
	On October 29, 2014, the Company granted 150,000 shares of restricted stock to two of its Board of Directors members under the RS Plan, which grants were previously approved in November 2013.  These restricted shares vest on the second anniversary of each individual joining the Company’s Board of Directors, provided they are each still a member of the Company’s Board of Directors on that date (75,000 shares vest on March 25, 2015 and 75,000 shares vest on April 18, 2014).
	On October 29, 2014, the Company granted 2,466,957 shares of restricted stock to certain of its employees under the RS Plan.  These restricted shares vest on September 1, 2017 provided the employees are still employed by Xhibit on that date.
	On October 29, 2014, Mr. Najafi resigned from his position as a director of the Company.
	On November 13, 2014, Kevin Weiss resigned from his position as Chairman and Chief Executive Officer of the Company.  Effective November 16, 2014, Scott Wiley, currently the Company's Chief Financial Officer, was appointed as Acting Chief Executive Officer of the Company.

CHANGES_IN_SIGNIFICANT_ACCOUNT1

CHANGES IN SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 28, 2014
Accounting Policies [Abstract]	'
Principles of Consolidation	'
	The accompanying consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), include the accounts of Xhibit and its wholly-owned subsidiaries which include the accounts and transactions of SHC Parent Corp. and its subsidiaries from the May 16, 2013 merger date.  The Company does not have any subsidiaries in which it does not directly or indirectly own 100% of the outstanding stock.  Intercompany transactions and balances have been eliminated in consolidation.
	In February 2014, the Company changed its fiscal year end to the 52 or 53 week year that ends on the Sunday closest to December 31.  For 2014, the Company’s fiscal third quarter ended on September 28, 2014 and its fiscal year will end on December 28, 2014.
Discontinued Operations	'
	The financial statements separately report discontinued operations and the results of continuing operations (Note 16).  The statement of operations for the three month period ended September 30, 2013 has been reclassified to present the operations of the Company’s Nutraceutical Products reporting segment as discontinued operations.  The statement of operations for the three and nine month periods ended September 30, 2013 have been reclassified to reflect the operations of SkyMall Ventures as discontinued operations.  Disclosures included herein pertain to the Company’s continuing operations unless noted otherwise.
Shipping and Handling Costs	'
	Amounts billed to customers related to shipping and handling costs totaled $775,302 and $804,939 for the three month periods ended September 28, 2014 and September 30, 2013, respectively, and $2,150,239 and $1,282,871 for the nine month periods ended September 28, 2014 and September 30, 2013, respectively.  These amounts are recorded as other revenues.  Shipping and handling costs incurred by the Company are classified as cost of goods sold in the consolidated statements of operations.
Advertising	'
	The Company expenses advertising costs when such costs are incurred.  Advertising expenses were $44,239 and $97,489 during the three month periods ended September 28, 2014 and September 30, 2013, respectively, and $254,855 and $192,674 during the nine month periods ended September 28, 2014 and September 30, 2013, respectively.
Net Loss per Common Share	'
	Basic net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding for the period.  During the three and nine month periods ended September 28, 2014 and September 30, 2013, potentially dilutive securities were not considered in the calculation of dilutive loss per share as their impact would have been anti-dilutive.  Accordingly, basic and diluted net loss per share were identical for the three and nine month periods ended September 28, 2014 and September 30, 2013.  Stock options and restricted stock awards outstanding as of September 28, 2014 totaling 55,000 and 883,955, respectively, were not included in the computation of diluted loss per share because they were anti-dilutive.
Recent Accounting Pronouncements	'
	In April 2014, the Financial Accounting Standards Board issued Accounting Standards Update ASU No. 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant and Equipment (Topic 360), which provides amended guidance on the presentation of financial statements and reporting discontinued operations and disclosures of disposals of components of an entity within property, plant and equipment. ASU 2014-08 amends the definition of a discontinued operation and requires entities to disclose additional information about disposal transactions that do not meet the discontinued operations criteria.  The effective date of ASU No. 2014-08 is for disposals that occur in annual periods (and interim periods therein) beginning on or after December 15, 2014, with early adoption permitted.  The Company is currently evaluating the impact, if any, that this amended guidance may have on its consolidated financial statements.
	In May 2014, the Financial Accounting Standards Board  issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which provides a single, comprehensive framework for all entities in all industries to apply in the determination of when to recognize revenue, and, therefore, supersedes virtually all existing revenue recognition requirements and guidance.  This framework is expected to result in less complex guidance in application while providing a consistent and comparable methodology for revenue recognition.  The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.  To achieve the principle, an entity should apply the following steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract(s), (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract(s), and (v) recognize revenue when, or as, the entity satisfies a performance obligation.  ASU No. 2014-09 is effective for annual periods (and interim periods therein) beginning on or after December 15, 2016.  Early adoption is not permitted.  The Company is currently evaluating the impact that this amended guidance will have on its condensed consolidated financial statements.
	In June 2014, Financial Accounting Standards Board issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718), which clarifies accounting for share-based payments for which the terms of an award provide that a performance target could be achieved after the requisite service period.  That is the case when an employee is eligible to retire or otherwise terminate employment before the end of the period in which a performance target could be achieved and still be eligible to vest in the award if and when the performance target is achieved.  The updated guidance clarifies that such a term should be treated as a performance condition that affects vesting.  As such, the performance target should not be reflected in estimating the grant-date fair value of the award.  Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the periods for which the requisite service has already been rendered.  The guidance will be effective for the annual periods (and interim periods therein) ending after December 15, 2015.  Early application is permitted.  The Company does not anticipate that this guidance will materially impact its condensed consolidated financial statements.
	In August 2014, the Financial Accounting Standards Board issued Accounting Standards Update ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”), which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures.  ASU 2014-15 is effective for annual periods ending after December 15, 2016 and interim periods thereafter.  Early application is permitted.  The Company does not anticipate that this guidance will materially impact its condensed consolidated financial statements.

Accounts_Receivable_Tables

Accounts Receivable (Tables)	9 Months Ended
	Sep. 28, 2014
Accounts Receivable, Net [Abstract]	'
Accounts receivable	'
		September 28,			December 31,
		2014			2013
	Trade receivables	$	5,326,303		$	17,501,367
	Merchant bank and other receivables		11,062			175,199
	Placement fees billed in advance of distribution		(2,898,369	)		(2,528,911	)
	Allowance for doubtful accounts		(872,086	)		(1,770,208	)
		$	1,566,910		$	13,377,447

Inventories_Tables

Inventories (Tables)	9 Months Ended
	Sep. 28, 2014
Inventory Disclosure [Abstract]	'
Inventories	'
		September 28,		December 31,
		2014		2013
	Merchandise	$	124,349	$	-
	Gift cards		-		18,417,078
	Gift cards in transit		-		1,359,875
	Paper and other		370,283		230,157
		$	494,632	$	20,007,110

PROPERTY_AND_EQUIPMENT_Tables

PROPERTY AND EQUIPMENT (Tables)	9 Months Ended
	Sep. 28, 2014
Property, Plant and Equipment [Abstract]	'
Property and equipment balances	'
		September 28,			December 31,
		2014			2013
	Computers, office equipment and software	$	2,224,645		$	2,223,196
	Furniture, fixtures and other		188,477			188,478
	Buildings and improvements		3,971,878			3,971,878
			6,385,000			6,383,552
	Less accumulated depreciation		(1,332,362	)		(662,425	)
	Construction in progress		602,221			116,679
		$	5,654,859		$	5,837,806

INTANGIBLE_ASSETS_Tables

INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 28, 2014
Goodwill and Intangible Assets Disclosure [Abstract]	'
Intangible assets	'
		Life		September 28,			December 31,
				2014			2013
	Amortizing intangible assets:
	Merchant relationships	4 years		$	3,396,258		$	3,396,258
	Loyalty partner relationships	8 years			-			7,193,871
	Non-compete agreements	2 years			-			53,656
	Internally developed software	4 years			550,000			550,000
	Customer database	3 years			220,000			220,000
					4,166,258			11,413,785
	Less accumulated amortization				(1,379,171	)		(1,878,140	)
					2,787,087			9,535,645
	SkyMall tradename				7,010,000			7,010,000
	Domain names				51,000			-
	Goodwill				-			11,980,100
				$	9,848,087		$	28,525,745
Future expected amortization expense	'
	2014		$	219,520
	2015			878,078
	2016			878,078
	2017			811,411
			$	2,787,087

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES (Tables)	9 Months Ended
	Sep. 28, 2014
Commitments And Contingencies Tables	'
Future minimum lease payments	'
		Rental Payments		Sublease Receipts		Net Rental Payments
	2014	$	138,360	$	93,913	$	44,447
	2015		560,751		394,099		166,652
	2016		475,250		413,721		61,529
	2017		496,854		445,343		51,511
	2018		528,476		476,965		51,511
	Thereafter		875,686		-		875,686
		$	3,075,377	$	1,824,041	$	1,251,336

RESTRUCTURING_CHARGE_Tables

RESTRUCTURING CHARGE (Tables)	9 Months Ended
	Sep. 28, 2014
Restructuring and Related Activities [Abstract]	'
Accrued Restructuring Balance	'
		Liability		Cash Payments			Non-Cash Expenses			Liability
		as of								as of
		December 31,								September 28,
		2013								2014
	Workforce reduction	$	44,963	$	(39,263	)	$	(5,700	)	$	-
	Lease cease-use		140,962		(96,070	)		(5,305	)		39,587
			185,925	$	(135,333	)	$	(11,005	)		39,587
	Less non-current portion		36,986								-
	Current portion	$	148,939							$	39,587

NONCASH_STOCKBASED_COMPENSATIO2

NON-CASH STOCK-BASED COMPENSATION (Tables)	9 Months Ended
	Sep. 28, 2014
Non-Cash Stock-Based Compensation Tables	'
Stock-based compensation expense	'
		Stock Option Plan			Restricted Stock Plan			Other		Total
								Stock-Based Compensation
	Three month period ended September 28, 2014:
	Sales and marketing expenses	$	2,706		$	9,170		$	-	$	11,876
	General and administrative expenses		9,630			7,135			-		16,765
	Development expenses		(16,963	)		(16,708	)		-		(33,671	)
		$	(4,627	)	$	(403	)	$	-	$	(5,030	)
	Three month period ended September 30, 2013:
	Sales and marketing expenses	$	282,925		$	-		$	-	$	282,925
	General and administrative expenses		67,680			-			-		67,680
	Development expenses		270,556			-			-		270,556
		$	621,161		$	-		$	-	$	621,161
	Nine month period ended September 28, 2014:
	Sales and marketing expenses	$	(18,965	)	$	95,095		$	-	$	76,130
	General and administrative expenses		73,028			151,254			51,181		275,463
	Development expenses		(111,657	)		(7,453	)		-		(119,110	)
		$	(57,594	)	$	238,896		$	51,181	$	232,483
	Nine month period ended September 30, 2013:
	Sales and marketing expenses	$	555,420		$	-		$	-	$	555,420
	General and administrative expenses		94,500			-			1,600,000		1,694,500
	Development expenses		377,838			-			-		377,838
		$	1,027,758		$	-		$	1,600,000	$	2,627,758
Fair value of grants stock options	'
	Expected term	5.75 years
	Expected stock price volatility		62.55	%
	Dividends	None
	Risk free interest rate		1.3	%
Stock option activity	'
		Number of			Average
		Options			Exercise
					Price
	Stock options outstanding at December 31, 2013		842,500		$	4.02
	Granted		-
	Exercised		-
	Forfeited		(787,500	)	$	4.02
	Stock options outstanding at September 28, 2014		55,000		$	4.02
Restricted stock option plan activity	'
		Number of			Average
		Shares			Grant Date
					Fair Value
	Restricted shares outstanding at December 31, 2013		1,521,753		$	1.98
	Granted		144,584		$	1.24
	Exercised		-
	Forfeited		(782,382	)		1.88
	Restricted shares outstanding at September 28, 2014		883,955			1.95

DISCONTINUED_OPERATIONS_Tables

DISCONTINUED OPERATIONS (Tables)	9 Months Ended
	Sep. 28, 2014
Discontinued Operations Tables	'
Operating results of Nutraceuticals business, discontinued operations	'
		Three Months Ended			Three Months Ended
		September 28,			September 30,
		2014			2013
	Revenues:
	SkyMall Ventures	$	8,608,509		$	11,625,353
	Nutraceutical business		-			233,200
	Total	$	8,608,509		$	11,858,553
	Income (loss) before income taxes:
	SkyMall Ventures	$	1,009,734		$	553,255
	Nutraceutical business		(1,084	)		23,863
	Total		1,008,650			577,118
	Income taxes		-			-
	Income (loss) from discontinued operations, net of taxes	$	1,008,650		$	577,118
		Nine Months Ended			Nine Months Ended
		September 28,			September 30,
		2014			2013
	Revenues:
	SkyMall Ventures	$	31,209,867		$	17,742,844
	Nutraceutical business		-			7,094,136
	Total	$	31,209,867		$	24,836,980
	Income (loss) before income taxes:
	SkyMall Ventures	$	3,219,549		$	998,884
	Nutraceutical business		26,825			(453,148	)
	Total		3,246,374			545,736
	Income taxes		-			-
	Income (loss) from discontinued operations, net of taxes	$	3,246,374		$	545,736
Gain on the sale of SkyMall Ventures	'
	Purchase price	$	24,000,000
	Less working capital holdback		(1,400,000	)
	Less indemnity escrow holdback		(1,800,875	)
	Cash received from Connexions at closing		20,799,125
	Estimated proceeds from working capital adjustment		350,000
	Estimated proceeds from indemnity holdback		1,500,000
	Net assets of SkyMall Ventures at closing		(2,675,624	)
	Estimated closing costs		(433,051	)
		$	19,540,450
Assets and liabilities of SkyMall Ventures at closing	'
	Cash	$	4,076,427
	Accounts receivable		3,848,792
	Inventories		37,455,328
	Prepaid expenses		253,985
	Property and equipment, net		243,095
	Intangible assets, net		5,489,286
	Accounts payable		(5,549,360	)
	Accrued expenses		(452,888	)
	Accrued payroll and related expenses		(86,609	)
	Customer deposits		(42,518,306	)
	Deferred revenue		(84,126	)
		$	2,675,624

SUPPLEMENTAL_CASH_FLOW_INFORMA1

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	9 Months Ended
	Sep. 28, 2014
Supplemental Cash Flow Information Tables	'
Non-cash financing activities	'
		Nine Months Ended		Nine Months Ended
		September 28,		September 30,
		2014		2013
	Common stock issued for related party note conversion	$	-	$	450,000
	Common stock issued for SkyMall Merger	$	-	$	151,096,000
	Common stock cancelation	$	-	$	444
	Common stock issued for conversion of related party debt	$	500,000	$	-
Cash payments	'
		Nine Months Ended		Nine Months Ended
		September 28,		September 30,
		2014		2013
	Interest	$	221,339	$	96,555
	Income taxes	$	-	$	20,330

SEGMENT_INFORMATION_Tables

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 28, 2014
Segment Information Tables	'
Reporting information by segment	'
	The following table presents information by reporting segment for the three month periods ended September 28, 2014 and September 30, 2013:
		Three Month Period Ended September 28, 2014
		Internet			SkyMall			Corporate			Consolidated
		Marketing
	Revenues	$	13,825		$	5,258,288		$	-		$	5,272,113
	Cost of revenues		10,227			2,312,923			-			2,323,150
	Gross profit		3,598			2,945,365			-			2,948,963
	Operating expenses		85,794			18,662,251			932,989			19,681,034
	Segment operating income (loss)		(82,196	)		(15,716,886	)		(932,989	)		(16,732,071	)
	Non-operating income (expenses)		-			-			(288,633	)		(288,633	)
	Income taxes		-			-			-			-
	Income (loss) from continuing operations	$	(82,196	)	$	(15,716,886	)	$	(1,221,622	)	$	(17,020,704	)
	Depreciation and amortization	$	14,143		$	450,466		$	-		$	464,609
	Purchases of property and equipment	$	-		$	61,427		$	-		$	61,427
	Gross assets at September 28, 2014	$	-		$	22,189,538		$	-		$	22,189,538
		Three Month Period Ended September 30, 2013
		Internet			SkyMall			Corporate			Consolidated
		Marketing
	Revenues	$	2,084,876		$	6,423,244		$	-		$	8,508,120
	Cost of revenues		970,102			2,085,631			-			3,055,733
	Gross profit		1,114,774			4,337,613			-			5,452,387
	Operating expenses		1,753,919			7,091,906			31,202,197			40,048,022
	Segment operating income (loss)		(639,145	)		(2,754,293	)		(31,202,197	)		(34,595,635	)
	Non-operating income (expenses)		(2,882	)		(40,761	)		(24,052	)		(67,695	)
	Income taxes								(13,556	)		(13,556	)
	Income (loss) from continuing operations	$	(642,027	)	$	(2,795,054	)	$	(31,239,805	)	$	(34,676,886	)
	Depreciation and amortization	$	231,398		$	529,337		$	-		$	760,735
	Purchases of property and equipment	$	-		$	540,408		$	-		$	540,408
	Gross assets at September 30, 2013	$	6,294,520		$	187,756,797		$	-		$	194,051,317
	The following table presents information by reporting segment for the nine month periods ended September 28, 2014 and September 30, 2013:
		Nine Month Period Ended September 28, 2014
		Internet			SkyMall			Corporate			Consolidated
		Marketing
	Revenues	$	1,557,647		$	15,806,808		$	-		$	17,364,455
	Cost of revenues		310,443			6,316,016			-			6,626,459
	Gross profit		1,247,204			9,490,792			-			10,737,996
	Operating expenses		1,155,971			33,425,584			1,373,109			35,954,664
	Segment operating income (loss)		91,233			(23,934,792	)		(1,373,109	)		(25,216,668	)
	Non-operating income (expenses)		-			(40	)		(683,696	)		(683,736	)
	Income taxes		-			-			-			-
	Income (loss) from continuing operations	$	91,233		$	(23,934,832	)	$	(2,056,805	)	$	(25,900,404	)
	Depreciation and amortization	$	47,490		$	1,301,144		$	-		$	1,348,634
	Purchases of property and equipment	$	-			623,807		$	-		$	623,807
		Nine Month Period Ended September 30, 2013
		Internet			SkyMall			Corporate			Consolidated
		Marketing
	Revenues	$	5,168,138		$	9,898,351		$	-		$	15,066,489
	Cost of revenues		2,077,428			3,095,889			-			5,173,317
	Gross profit		3,090,710			6,802,462			-			9,893,172
	Operating expenses		3,706,109			11,932,694			34,116,724			49,755,527
	Segment operating income (loss)		(615,399	)		(5,130,232	)		(34,116,724	)		(39,862,355	)
	Non-operating income (expenses)		(5,511	)		(56,130	)		(108,800	)		(170,441	)
	Income taxes		-			-			(20,330	)		(20,330	)
	Income (loss) from continuing operations	$	(620,910	)	$	(5,186,362	)	$	(34,245,854	)	$	(40,053,126	)
	Depreciation and amortization	$	692,974		$	737,197		$	-		$	1,430,171
	Purchases of property and equipment	$	24,576		$	850,655		$	155,666		$	1,030,897

ORGANIZATION_NATURE_OF_OPERATI1

ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details Narrative) (USD $)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Dec. 31, 2013
Organization Nature Of Operations And Basis Of Presentation Details Narrative	'	'	'	'	'
Market valuation, in shares	'	'	44,440,000	'	'
Shares sold to shareholder by Richarde, per Release Agreement	'	'	5,000,000	'	'
Shares sold to X Shares by Richarde, per Release Agreement	'	'	15,000,000	'	'
Shares cancelled by Richarde, per Release Agreement	'	'	4,440,064	'	'
Shares retained by Richarde after Release Agreement	'	'	20,000,000	'	'
Pro forma revenue generated from SkyMall	'	'	$15,806,808	'	$32,808,115
Loss from operations	-17,020,704	-34,676,886	-25,900,404	-40,053,126	172,201,965
SkyMall Ventures purchase price	'	'	24,000,000	'	'
Escrow to fund potential indemnity claims	'	'	1,800,000	'	'
Future payment based on operating profit of SkyMall Ventures	'	'	3,900,000	'	'
Monthly payment from Connexions under TSA	'	'	350,000	'	'
Working capital deficit	($8,106,321)	'	($8,106,321)	'	'

CHANGES_IN_SIGNIFICANT_ACCOUNT2

CHANGES IN SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $)	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Dec. 31, 2013
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'	'	'	'	'
Shipping and handling costs	$775,302	$804,939	$2,150,239	$1,282,871	'
Advertising costs	$44,239	$97,489	$254,855	$192,674	'
Stock options outstanding	55,000	'	55,000	'	842,500
Restrcited stock awards outstanding	883,955	'	883,955	'	1,521,753

BUSINESS_COMBINATION_Details_N

BUSINESS COMBINATION (Details Narrative) (USD $)	9 Months Ended
	Sep. 28, 2014
Business Combination Details Narrative	'
Market valuation, in shares	44,440,000
Total purchase price, acquisition	$200,954,670

ACCOUNTS_RECEIVABLE_Details

ACCOUNTS RECEIVABLE (Details) (USD $)	Sep. 28, 2014	Dec. 31, 2013
Accounts Receivable, Net [Abstract]	'	'
Trade receivables	$5,326,303	$17,501,367
Merchant bank receivables	11,062	175,199
Placement fees billed in advance of distribution	-2,898,369	-2,528,911
Allowance for doubtful accounts	-872,086	-1,770,208
Accounts receivable, net	$1,566,910	$13,377,447

INVENTORIES_Details

INVENTORIES (Details) (USD $)	Sep. 28, 2014	Dec. 31, 2013
Inventory Disclosure [Abstract]	'	'
Merchandise	$124,349	'
Gift cards	'	18,417,078
Gift cards in transit	'	1,359,875
Paper and other	370,283	230,157
Inventories	$494,632	$20,007,110

PROPERTY_AND_EQUIPMENT_Details

PROPERTY AND EQUIPMENT (Details) (USD $)	Sep. 28, 2014	Dec. 31, 2013
Property And Equipment Details	'	'
Computers, office equipment and software	$2,224,645	$2,223,196
Furniture, fixtures and other	188,477	188,478
Buildings and improvements	3,971,878	3,971,878
Property and equipment, gross	6,385,000	6,383,552
Less accumulated depreciation	-1,332,362	-662,425
Construction in progress	602,221	116,679
Total	$5,654,859	$5,837,806

PROPERTY_AND_EQUIPMENT_Details1

PROPERTY AND EQUIPMENT (Details Narrative) (USD $)	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013
Property And Equipment Details Narrative	'	'	'	'
Depreciation expense	$232,590	$294,052	$690,076	$505,386
Leasehold improvements	1,426,219	'	1,426,219	'
Related accumulated amortization	$256,864	'	$256,864	'

INTANGIBLE_ASSETS_Details

INTANGIBLE ASSETS (Details) (USD $)	Sep. 28, 2014	Dec. 31, 2013
Cost	$4,166,258	$11,413,785
Accumulated amortization	-1,379,171	-1,878,140
Amortization intangible assets	2,787,087	9,535,645
Domain names	51,000	'
Goodwill	'	11,980,100
Net	9,848,087	28,525,745
Merchant Relationships [Member]	'	'
Cost	3,396,258	3,396,258
Loyalty Relationships [Member]	'	'
Cost	'	7,193,871
Non compete [Member]	'	'
Cost	'	53,656
InternallyDevelopedSoftware [Member]	'	'
Cost	550,000	550,000
Customer database [Member]	'	'
Cost	220,000	220,000
SkyMall Tradename [Member]	'	'
Cost	$7,010,000	$7,010,000

INTANGIBLE_ASSETS_Details_1

INTANGIBLE ASSETS (Details 1) (USD $)	Sep. 28, 2014
Goodwill and Intangible Assets Disclosure [Abstract]	'
2014	$219,520
2015	878,078
2016	878,078
2017	811,411
Future expected amortization expense	$2,787,087

INTANGIBLE_ASSETS_Details_Narr

INTANGIBLE ASSETS (Details Narrative) (USD $)	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended	9 Months Ended	25 Months Ended
	Sep. 24, 2012	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Dec. 31, 2013	Sep. 28, 2014	Sep. 24, 2014	Sep. 24, 2014
							Sky Mall [Member]	Technology [Member]	Noncompete Agreements [Member]
Amortization expense	'	$227,853	$466,683	$658,558	$924,785	'	'	'	'
Shares issued for acquisition of intellectual property	727,050	'	'	'	'	'	'	'	'
Shares issued for acquisition of intellectual property, share price	$4	'	'	'	'	'	'	'	'
Shares issued for acquisition of intellectual property, value	2,908,200	'	'	'	'	'	'	1,666,399	1,241,801
Impairment charge	2,287,300	11,980,100	2,287,300	11,980,100	2,287,300	'	'	1,666,399	620,901
Revenue risk percentage	'	'	'	'	'	'	66.00%	'	'
Loss from operations	'	$3,528,396	($34,099,768)	($3,113,580)	($39,507,390)	'	'	'	'
Mark to market decrease	'	'	'	-64.00%	'	'	'	'	'
Market share price	'	'	'	$0.54	'	$1.50	'	'	'

REVOLVING_BANK_LINE_OF_CREDIT_

REVOLVING BANK LINE OF CREDIT (Details Narrative) (USD $)	Sep. 28, 2014	Dec. 31, 2013
Revolving Bank Line Of Credit Details Narrative	'	'
Revolving line of credit note	$7,650,000	'
payable monthly at a rate of LIBOR plus	0.50%	'
Revolving line of credit, amount outstanding	'	$3,669,095

RELATED_PARTY_DEBT_Details_Nar

RELATED PARTY DEBT (Details Narrative) (USD $)	9 Months Ended
	Sep. 28, 2014	Dec. 31, 2013
Related Party Debt Details Narrative	'	'
Term Debt amount borrowed	$5,000,000	'
Term debt interest rate	4.50%	'
Principal repaid on term debt	500,000	'
Common stock shares issued to repay term debt	393,701	'
Borrowing capacity amount	4,500,000	'
Loss on stock issuance	51,181	'
Paid points to lender related to refinancing	96,975	'
Increase in facility limit amount	17,150,000	'
Amended term debt interest rate	0.50%	'
Payment on related party debt	5,153,826	'
Amount borrowed under Related Party Debt	4,493,324	'
Increase above the aggregate face amount of Related Party Debt facility	2,000,000	'
Related party debt	'	5,000,000
Related party debt payoff amount	$15,206,112	'

NOTES_PAYABLE_RELATED_PARTIES_

NOTES PAYABLE - RELATED PARTIES (Details Narrative) (USD $)	9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Dec. 31, 2013
Promissory note amount	'	$1,035,000	'
Principal payments of debt	50,000	'	'
Outstanding balance of debt	200,000	'	1,235,000
RelatedParty1 [Member]	'	'	'
Promissory note amount	500,000	'	'
Interest rate	10.00%	'	'
Due and payable on	31-Dec-12	'	'
Shares issued in exchange for cancellation	71,429	'	'
Loss on conversion	32,145	'	'
RelatedParty2 [Member]	'	'	'
Promissory note amount	250,000	'	'
Interest rate	10.00%	'	'
Due and payable on	31-Dec-13	'	'
RelatedParty [3Member]	'	'	'
Promissory note amount	200,000	'	'
Interest rate	10.00%	'	'
Due and payable on	30-Nov-12	'	'
Shares issued in exchange for cancellation	57,143	'	'
Loss on conversion	34,286	'	'
Related Party 4 [Member]	'	'	'
Promissory note amount	100,000	'	'
Interest rate	10.00%	'	'
Due and payable on	28-Mar-14	'	'
Related Party 5 [Member]	'	'	'
Promissory note amount	585,000	'	'
Interest rate	10.00%	'	'
Due and payable on	31-Mar-14	'	'
Related Party 6 [Member]	'	'	'
Promissory note amount	$350,000	'	'
Interest rate	10.00%	'	'
Due and payable on	31-May-14	'	'

COMMITMENTS_AND_CONTINGENCIES_1

COMMITMENTS AND CONTINGENCIES (Details) (USD $)	Sep. 28, 2014
Rental Payments [Member]	'
2014	$138,360
2015	560,751
2016	475,250
2017	496,854
2018	528,476
Thereafter	875,686
Total	3,075,377
Sublease Receipts [Member]	'
2014	93,913
2015	394,099
2016	413,721
2017	445,343
2018	476,965
Thereafter	'
Total	1,824,041
Net Rental Payments [Member]	'
2014	44,447
2015	166,652
2016	61,529
2017	51,511
2018	51,511
Thereafter	875,686
Total	$1,251,336

COMMITMENTS_AND_CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES (Details Narrative) (USD $)	3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Dec. 31, 2013
Commitments And Contingencies Details Narrative	'	'	'	'	'
Automobile lease monthly payment	'	'	$1,063	'	'
Prepaid rent	250,000	'	250,000	'	'
Tenant improvement allowance	790,550	'	790,550	'	'
Rental expense	226,049	176,130	404,824	425,246	'
Sales of FTC identified products	'	'	823,000	'	'
Sales tax contingency accruals	$12,569	'	$12,569	'	$338,591

SHAREHOLDERS_EQUITY_Details_Na

SHAREHOLDERS' EQUITY (Details Narrative) (USD $)	9 Months Ended
	Sep. 28, 2014	Dec. 31, 2013
Shareholders Equity Details Narrative	'	'
Authorized shares of Common Stock	480,000,000	480,000,000
Preferred Stock	80,000,000	80,000,000
Principal repaid on term debt	$500,000	'
Common stock shares issued to repay term debt	393,701	'

RESTRUCTURING_CHARGE_Details

RESTRUCTURING CHARGE (Details) (USD $)	9 Months Ended	12 Months Ended
	Sep. 28, 2014	Dec. 31, 2013
Liability [Member]	'	'
Workforce reduction	'	$44,963
Lease cease-use	39,587	140,962
Total lease	39,587	185,925
Less non-current portion	'	36,986
Current portion	39,587	148,939
Cash Payments [Member]	'	'
Workforce reduction	-39,263	'
Lease cease-use	-96,070	'
Total lease	-135,333	'
Non-Cash Expenses [Member]	'	'
Workforce reduction	-5,700	'
Lease cease-use	-5,305	'
Total lease	($11,005)	'

RESTRUCTURING_CHARGE_Details_N

RESTRUCTURING CHARGE (Details Narrative) (USD $)	3 Months Ended
	Sep. 30, 2013
Restructuring and Related Activities [Abstract]	'
Restructuring charge	$852,859
Expense as a result of lease abandonment	$606,464

NONCASH_STOCKBASED_COMPENSATIO3

NON-CASH STOCK-BASED COMPENSATION (Details) (USD $)	3 Months Ended		9 Months Ended		3 Months Ended		9 Months Ended		3 Months Ended		9 Months Ended		3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013
					Stock Option Plan [Member]	Stock Option Plan [Member]	Stock Option Plan [Member]	Stock Option Plan [Member]	Restricted Stock Plan [Member]	Restricted Stock Plan [Member]	Restricted Stock Plan [Member]	Restricted Stock Plan [Member]	Other Stock Compensation Plan [Member]	Other Stock Compensation Plan [Member]	Other Stock Compensation Plan [Member]	Other Stock Compensation Plan [Member]
Sales and marketing expenses	$11,876	$282,925	$76,130	$555,420	$2,706	$282,925	($18,965)	$555,420	$9,170	'	$95,095	'	'	'	'	'
General and administrative expenses	16,765	67,680	275,463	1,694,500	9,630	67,680	73,028	94,500	7,135	'	151,254	'	'	'	51,181	1,600,000
Development expenses	-33,671	270,556	-119,110	377,838	-16,963	270,556	-111,657	377,838	-16,708	'	-7,453	'	'	'	'	'
Stock-based compensation expense	($5,030)	$621,161	$232,483	$2,627,758	($4,627)	$621,161	($57,594)	$1,027,758	($403)	'	$238,896	'	'	'	$51,181	$1,600,000

NONCASH_STOCKBASED_COMPENSATIO4

NON-CASH STOCK-BASED COMPENSATION (Details 1)	9 Months Ended
	Sep. 28, 2014
Non-Cash Stock-Based Compensation Details 1	'
Expected term	'5 years 9 months
Expected stock price volatility	62.55%
Dividends	'
Risk free interest rate	1.30%

NONCASH_STOCKBASED_COMPENSATIO5

NON-CASH STOCK-BASED COMPENSATION (Details 2) (USD $)	9 Months Ended
	Sep. 28, 2014
Non-Cash Stock-Based Compensation Details 2	'
Outstanding at beginning of period	842,500
Granted	'
Exercised	'
Forfeited	-787,500
Outstanding at end of period	55,000
Outstanding at beginning of period	$4.02
Granted	'
Exercised	'
Forfeited	$4.02
Outstanding at end of period	$4.02

NONCASH_STOCKBASED_COMPENSATIO6

NON-CASH STOCK-BASED COMPENSATION (Details 3) (USD $)	9 Months Ended
	Sep. 28, 2014
Restricted stock plan award activity	'
Outstanding at beginning of period	1,521,753
Granted	144,584
Exercised	'
Forfeited	-782,382
Outstanding at end of period	883,955
Average grant date fair value	'
Outstanding at beginning of period	$1.98
Granted	$1.24
Exercised	'
Forfeited	$1.88
Outstanding at end of period	$1.95

NONCASH_STOCKBASED_COMPENSATIO7

NON-CASH STOCK-BASED COMPENSATION (Details Narrative) (USD $)	9 Months Ended
	Sep. 28, 2014
Non-Cash Stock-Based Compensation	'
Shares issuable under the Option Plan	13,000,000
Future grants under the Option Plan	12,945,000
Employee stock options exercisable	27,500
Shares to ultimately vest under Option Plan	54,175
Shares issuable under the RS Plan	10,000,000
Future grants under the RS Plan	9,116,045
Shares to ultimately vest under RS Plan	716,004
Shares issued to debt holder	393,701
Non-cash stock-based compensation in connection with repayment of Term Debt	$51,181
Shares issued in connection with SkyMall merger	400,000
Non-cash stock-based compensation expense	1,600,000
Future payment receivable	$3,900,000

NONCASH_STOCKBASED_COMPENSATIO8

NON-CASH STOCK-BASED COMPENSATION RESULTING FROM SALE OF STOCK BETWEEN AFFILIATE SHAREHOLDERS (Details Narrative) (USD $)	9 Months Ended
	Sep. 30, 2013
Non-Cash Stock-Based Compensation Resulting From Sale Of Stock Between Affiliate Shareholders Details Narrative	'
Shares sold by Richarde to X Shares	15,000,000
Non-cash stock-based compensation to Mr. Najafi	$27,037,500
Actual price per share paid	$0.03

DISCONTINUED_OPERATIONS_Detail

DISCONTINUED OPERATIONS (Details) (USD $)	9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013
Discontinued Operations Details	'	'
Purchase price	$24,000,000	'
Less working capital holdback	-1,400,000	'
Less indemnity escrow holdback	-1,800,875	'
Cash received from Connexions at closing	20,799,125	'
Estimated proceeds from working capital adjustment	350,000	'
Estimated proceeds from indemnity holdback	1,500,000	'
Net assets of SkyMall Ventures at closing	-2,675,624	'
Estimated closing costs	-433,051	'
Total	($19,540,450)	'

DISCONTINUED_OPERATIONS_Detail1

DISCONTINUED OPERATIONS (Details 1) (USD $)	Sep. 28, 2014
Net assets of SkyMall Ventures at closing	'
Cash	$4,076,427
Accounts receivable	3,848,792
Inventories	37,455,328
Prepaid expenses	253,985
Property and equipment, net	243,095
Intangible assets, net	5,489,286
Accounts payable	-5,549,360
Accrued expenses	-452,888
Accrued payroll and related expenses	-86,609
Customer deposits	-42,518,306
Deferred revenue	-84,126
Total	$2,675,624

DISCONTINUED_OPERATIONS_Detail2

DISCONTINUED OPERATIONS (Details 2) (USD $)

3 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

Sep. 28, 2014

Sep. 30, 2013

Sep. 28, 2014

Sep. 30, 2013

Sep. 28, 2014

Sep. 28, 2013

Sep. 28, 2014

Sep. 30, 2013

Sep. 28, 2014

Sep. 28, 2013

Sep. 28, 2014

Sep. 30, 2013

Sky Mall [Member]

Sky Mall [Member]

Sky Mall [Member]

Sky Mall [Member]

Neutraceutical [Member]

Neutraceutical [Member]

Nutraceutical [Member]

Nutraceutical [Member]

Revenues

$8,608,509

$11,858,553

$31,209,867

$2,483,680

$8,608,509

$11,625,353

$31,209,867

$17,742,844

'

$233,200

'

$7,094,136

Income (loss) before income taxes

1,008,650

577,118

3,246,374

545,736

1,009,734

553,255

3,246,374

998,885

-1,084

23,863

26,825

-453,148

Income taxes

'

'

'

'

'

'

'

'

'

'

'

'

Income (loss) from discontinued operations, net of taxes

$1,008,650

$577,118

($3,246,374)

($545,736)

'

'

'

'

'

'

'

'

DISCONTINUED_OPERATIONS_Detail3

DISCONTINUED OPERATIONS (Details Narrative) (USD $)	9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013
Discontinued Operations Details Narrative	'	'
Gain on sale of SkyMall Ventures	($19,540,450)	'

RELATED_PARTY_TRANSACTIONS_Det

RELATED PARTY TRANSACTIONS (Details Narrative) (USD $)	3 Months Ended		9 Months Ended			3 Months Ended		9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Dec. 31, 2013	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Sep. 30, 2013
						ABC Internet Media [Member]	ABC Internet Media [Member]	ABC Internet Media [Member]	ABC Internet Media [Member]	WAT Works LLC [Member]
Interest payable to related parties	'	'	'	'	$70,940	'	'	'	'	'
Accounts receivable from related parties	'	'	'	'	14,000	'	'	'	'	'
Lease payments, office space	226,049	176,130	404,824	425,246	'	0	27,000	54,000	81,000	'
Expense reimbursement	'	'	'	'	'	'	'	'	'	108,704
Promissory note amount	'	'	'	$1,035,000	'	'	'	'	'	'

SUPPLEMENTAL_CASH_FLOW_INFORMA2

SUPPLEMENTAL CASH FLOW INFORMATION (Details) (USD $)	9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013
Supplemental Cash Flow Information Details	'	'
Common stock issued for related party note conversion	'	$450,000
Common stock issued for SkyMall Merger	'	151,096,000
Common stock cancelation	'	444
Common stock issued for conversion of related party debt	$500,000	'

SUPPLEMENTAL_CASH_FLOW_INFORMA3

SUPPLEMENTAL CASH FLOW INFORMATION (Details 1) (USD $)	9 Months Ended
	Sep. 28, 2014	Sep. 30, 2013
Supplemental Cash Flow Information Details 1	'	'
Interest	$221,339	$96,555
Income taxes	'	$20,330

SEGMENT_INFORMATION_Details

SEGMENT INFORMATION (Details) (USD $)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 28, 2014	Sep. 30, 2013	Sep. 28, 2014	Sep. 30, 2013	Dec. 31, 2013
Revenues	$5,272,113	$8,508,120	$17,364,455	$15,066,489	'
Cost of revenues	2,323,150	3,055,733	6,626,459	5,173,317	'
Gross profit	2,948,963	5,452,387	10,737,996	9,893,172	'
Operating expenses	'	482,299	212,429	1,127,780	'
Income (loss) from continuing operations	-17,020,704	-34,676,886	-25,900,404	-40,053,126	172,201,965
Depreciation and amortization	232,590	294,052	690,076	505,386	'
Sky Mall [Member]	'	'	'	'	'
Revenues	'	'	15,806,808	9,898,351	'
Cost of revenues	'	'	6,316,016	3,095,889	'
Gross profit	'	'	9,490,792	6,802,462	'
Operating expenses	'	'	33,495,442	11,932,694	'
Segment operating income (loss)	'	'	-23,934,792	-5,130,232	'
Non-operating income (expenses)	'	'	-40	-56,130	'
Income taxes	'	'	'	'	'
Income (loss) from continuing operations	'	'	-23,934,832	-5,186,362	'
Depreciation and amortization	'	'	1,301,144	737,197	'
Purchases of property and equipment	'	'	623,807	850,655	'
Internet Marketing [Member]	'	'	'	'	'
Revenues	13,825	2,084,876	'	5,168,138	'
Cost of revenues	10,227	970,102	'	2,077,428	'
Gross profit	3,598	1,114,774	'	3,090,710	'
Operating expenses	85,794	1,753,919	'	3,706,109	'
Segment operating income (loss)	-82,196	-639,145	'	-615,399	'
Non-operating income (expenses)	'	-2,882	'	-5,511	'
Income taxes	'	-642,027	'	'	'
Income (loss) from continuing operations	-82,196	231,398	'	-620,910	'
Depreciation and amortization	14,143	'	'	692,974	'
Purchases of property and equipment	'	6,294,520	'	24,576	'
Gross assets	'	'	'	'	'
Sky Mall [Member]	'	'	'	'	'
Revenues	5,258,288	6,423,244	'	'	'
Cost of revenues	2,312,923	2,085,631	'	'	'
Gross profit	2,945,365	4,337,613	'	'	'
Operating expenses	18,714,645	7,091,906	'	'	'
Segment operating income (loss)	-15,769,280	-2,754,293	'	'	'
Non-operating income (expenses)	'	-40,761	'	'	'
Income taxes	'	-2,795,054	'	'	'
Income (loss) from continuing operations	-15,769,280	529,337	'	'	'
Depreciation and amortization	274,287	540,408	'	'	'
Purchases of property and equipment	61,427	187,756,797	'	'	'
Gross assets	22,189,538	'	'	'	'
Corporate Segment [Member]	'	'	'	'	'
Revenues	'	'	'	'	'
Cost of revenues	'	'	'	'	'
Gross profit	'	'	'	'	'
Operating expenses	932,989	31,202,197	1,373,109	'	'
Segment operating income (loss)	-932,989	-31,202,197	-1,373,109	'	'
Non-operating income (expenses)	-288,633	-24,052	-683,736	'	'
Income taxes	'	-31,239,805	'	'	'
Income (loss) from continuing operations	-1,221,622	'	-2,056,845	'	'
Depreciation and amortization	'	'	'	'	'
Purchases of property and equipment	'	'	'	'	'
Gross assets	'	'	'	'	'
Consolidated [Member]	'	'	'	'	'
Revenues	5,272,113	8,508,120	'	'	'
Cost of revenues	2,323,150	3,055,733	'	'	'
Gross profit	2,948,963	5,452,387	'	'	'
Operating expenses	19,681,034	40,048,022	'	34,116,724	'
Segment operating income (loss)	-16,732,071	-34,595,635	'	-34,116,724	'
Non-operating income (expenses)	-288,633	-67,695	'	-108,800	'
Income taxes	'	-34,676,886	'	-20,330	'
Income (loss) from continuing operations	-17,073,098	760,735	'	-34,245,854	'
Depreciation and amortization	288,430	540,408	'	'	'
Purchases of property and equipment	61,427	194,051,317	'	155,666	'
Gross assets	22,189,538	'	'	'	'
Internet Marketing [Member]	'	'	'	'	'
Revenues	'	'	1,557,647	'	'
Cost of revenues	'	'	310,443	'	'
Gross profit	'	'	1,247,204	'	'
Operating expenses	'	'	1,155,971	'	'
Segment operating income (loss)	'	'	91,233	'	'
Non-operating income (expenses)	'	'	'	'	'
Income taxes	'	'	'	'	'
Income (loss) from continuing operations	'	'	91,233	'	'
Depreciation and amortization	'	'	47,490	'	'
Purchases of property and equipment	'	'	'	'	'
Consolidated [Member]	'	'	'	'	'
Revenues	'	'	17,364,455	15,066,489	'
Cost of revenues	'	'	6,626,459	5,173,317	'
Gross profit	'	'	10,737,996	9,893,172	'
Operating expenses	'	'	36,024,522	49,755,527	'
Segment operating income (loss)	'	'	-25,286,526	-39,862,355	'
Non-operating income (expenses)	'	'	-683,736	-170,441	'
Income taxes	'	'	'	-20,330	'
Income (loss) from continuing operations	'	'	-25,970,262	-40,053,126	'
Depreciation and amortization	'	'	1,348,634	1,430,171	'
Purchases of property and equipment	'	'	$623,807	$1,030,897	'

SUBSEQUENT_EVENTS_Details_Narr

SUBSEQUENT EVENTS (Details Narrative)	1 Months Ended
	Nov. 13, 2014
Subsequent Events Details Narrative	'
Restricted stock granted to directors	150,000
Restricted stock granted to employees	2,466,957