Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 20, 2015 | Jun. 30, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | OptimizeRx Corp | ||
Entity Central Index Key | 1,448,431 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2014 | ||
Document Fiscal Year Focus | 2,014 | ||
Document Fiscal Period Focus | FY | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 26,134,458 | ||
Entity Common Stock, Shares Outstanding | 22,912,319 |
Consolidated Balance Sheet
Consolidated Balance Sheet - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Current Assets | ||
Cash and cash equivalents | $ 3,446,973 | $ 1,118,243 |
Accounts receivable | 2,100,381 | 1,511,709 |
Prepaid expenses | 28,093 | 11,771 |
Total Current Assets | 5,575,447 | 2,641,723 |
Property and equipment, net | 12,813 | 15,057 |
Other Assets | ||
Patent rights, net | 930,854 | 885,950 |
Web development costs, net | 504,643 | 404,986 |
Security deposit | 5,049 | 5,049 |
Total Other Assets | 1,440,546 | 1,295,985 |
TOTAL ASSETS | 7,028,806 | 3,952,765 |
Current Liabilities | ||
Accounts payable - trade | 200,372 | 188,739 |
Accounts payable - related party | 570,000 | 570,000 |
Accrued expenses | 25,459 | 12,000 |
Revenue share payable | 1,502,761 | 1,287,552 |
Deferred revenue | 120,130 | 226,272 |
Total Liabilities | 2,418,722 | 2,284,563 |
Stockholders' Equity | ||
Preferred stock, $.001 par value, 10,000,000 shares authorized, 0 and 65 shares issued and outstanding at December 31, 2014 and 2013, respectively | 0 | 0 |
Common stock, $.001 par value, 500,000,000 shares authorized, 22,867,319 and 14,817,496 shares issued and outstanding at December 31, 2014 and 2013, respectively | 22,867 | 14,817 |
Stock warrants | 2,153,295 | 18,148,049 |
Additional paid-in-capital | 27,595,609 | 8,875,155 |
Stock Payable | 963,063 | 0 |
Deferred stock compensation | 0 | (270,462) |
Accumulated deficit | (26,124,750) | (25,099,357) |
Total Stockholders' Equity | 4,610,084 | 1,668,202 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 7,028,806 | $ 3,952,765 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - $ / shares | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 65 |
Preferred stock, shares outstanding | 0 | 65 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 22,867,319 | 14,817,496 |
Common stock, shares outstanding | 22,867,319 | 14,817,496 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | ||
NET REVENUE | $ 6,502,962 | $ 4,679,741 |
REVENUE SHARE EXPENSE | 3,221,534 | 1,861,316 |
GROSS MARGIN | 3,281,428 | 2,818,425 |
Operating expenses | ||
Stock-based compensation | 1,172,242 | 523,382 |
Depreciation and amortization | 264,340 | 193,791 |
Lawsuit settlement | 400,000 | 0 |
Other operating expenses | 2,471,174 | 2,368,788 |
Total Operating expenses | 4,307,756 | 3,085,961 |
LOSS FROM OPERATIONS | (1,026,328) | (267,536) |
OTHER INCOME | ||
Interest income | 935 | 246 |
Interest expense | 0 | 0 |
TOTAL OTHER INCOME | 935 | 246 |
LOSS BEFORE PROVISION FOR INCOME TAXES | (1,025,393) | (267,290) |
PROVISION FOR INCOME TAXES | 0 | 0 |
NET LOSS | $ (1,025,393) | $ (267,290) |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC | 22,382,415 | 14,388,017 |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: FULLY DILUTED | 24,008,353 | 21,196,096 |
NET LOSS PER SHARE: BASIC AND DILUTED (no separate per share amount shown because loss is antidilutive) | $ (0.04) | $ (0.02) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) | Total | Preferred Stock Shares [Member] | Common Stock Shares [Member] | Stock Warrant [Member] | Additional Paid-in Capital [Member] | Stock Payable [Member] | Deferred Stock Compensation [Member] | Accumulated Deficit [Member] |
Beginning balance at Dec. 31, 2012 | $ 1,404,882 | $ 0 | $ 14,232 | $ 20,058,051 | $ 6,164,666 | $ 0 | $ 0 | $ (24,832,067) |
Beginning balance, shares at Dec. 31, 2012 | 65 | 14,232,496 | ||||||
Issuance of stock options: to employees | 7,720 | 7,720 | ||||||
Issuance of stock options: to consultants | 87,278 | 146,412 | (59,134) | |||||
Issuance of common stock: for services | 105,420 | $ 84 | 141,856 | (36,520) | ||||
Issuance of common stock: for services, shares | 84,000 | |||||||
Issuance of common stock: for severance | 0 | $ 500 | 504,500 | (505,000) | ||||
Issuance of common stock: for severance, shares | 500,000 | |||||||
Issuance of common stock: for correction of prior issue | 0 | $ 1 | (1) | |||||
Issuance of common stock: for correction of prior issue, shares | 1,000 | |||||||
Reclassification for expired warrants | 0 | (1,910,002) | 1,910,002 | |||||
Expense consulting services | 330,192 | 330,192 | ||||||
Net loss for the year | (267,290) | (267,290) | ||||||
Ending balance at Dec. 31, 2013 | 1,668,202 | $ 0 | $ 14,817 | 18,148,049 | 8,875,155 | 0 | (270,462) | (25,099,357) |
Ending balance, shares at Dec. 31, 2013 | 65 | 14,817,496 | ||||||
Issuance of stock options: to employees | 272,804 | 272,804 | ||||||
Issuance of stock options: to consultants | 0 | 16,935 | (16,935) | |||||
Issuance of common stock: for services | 41,667 | $ 167 | 26,812 | 14,688 | ||||
Issuance of common stock: for services, shares | 167,065 | |||||||
Issuance of common stock: for cash | 8,795,032 | $ 8,333 | 8,408,699 | 378,000 | ||||
Issuance of common stock: for cash shares | 8,333,333 | |||||||
Issuance of common stock: for warrant exercise | $ 0 | $ 446 | (694,133) | 693,687 | ||||
Issuance of common stock: for warrant exercise, shares | 0 | 445,765 | ||||||
Issue warrants for equity raise | $ 0 | 1,110,211 | (1,110,211) | |||||
Issue stock rights to officers | 570,375 | 570,375 | ||||||
Reclassify expired and redeemed warrants | 0 | (16,410,832) | 16,410,832 | |||||
Expense consulting services | 287,397 | 287,397 | ||||||
Redeem shares for cash | (6,000,000) | $ 0 | $ (896) | (5,999,104) | ||||
Redeem shares for cash, shares | (65) | (896,340) | ||||||
Net loss for the year | (1,025,393) | (1,025,393) | ||||||
Ending balance at Dec. 31, 2014 | $ 4,610,084 | $ 0 | $ 22,867 | $ 2,153,295 | $ 27,595,609 | $ 963,063 | $ 0 | $ (26,124,750) |
Ending balance, shares at Dec. 31, 2014 | 0 | 22,867,319 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss for the period | $ (1,025,393) | $ (267,290) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 264,340 | 193,791 |
Loss on disposal of assets | 3,295 | 0 |
Stock options issued for services | 272,804 | 94,998 |
Stock-based compensation | 899,438 | 435,612 |
Changes in: | ||
Accounts receivable | (588,672) | (894,911) |
Prepaid expenses | (16,322) | 56,387 |
Accounts payable | 11,633 | 134,046 |
Revenue share payable | 215,210 | 1,196,975 |
Accrued expenses | 13,459 | 6,000 |
Deferred revenue | (106,142) | 177,020 |
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | (56,350) | 1,132,628 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (6,984) | 0 |
Patent rights | (110,551) | (150,588) |
Web development costs | (292,417) | (148,060) |
NET CASH USED IN INVESTING ACTIVITIES | (409,952) | (298,648) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock | 8,795,032 | 0 |
Redemption of common and preferred stock | (6,000,000) | 0 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 2,795,032 | 0 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 2,328,730 | 833,980 |
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD | 1,118,243 | 284,263 |
CASH AND CASH EQUIVALENTS - END OF PERIOD | 3,446,973 | 1,118,243 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | 0 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES: | ||
Common stock issued for future services | $ 0 | $ 270,462 |
Nature of Business
Nature of Business | 12 Months Ended |
Dec. 31, 2014 | |
Nature of Business [Abstract] | |
NATURE OF BUSINESS | NOTE 1 – NATURE OF BUSINESS OptimizeRx Corporation, is a technology solutions company targeting the health care industry. Our objective is to bring better access to better care through connecting patients, physicians and pharmaceutical manufacturers through technology. Originally defined as a marketing and advertising company through our consumer website, we have matured into a technology solutions provider as we launched our direct to physician solution, SampleMD. SampleMD allows physicians to search, print and send available sample trial vouchers and/or co-pay coupons on behalf of their patients. The SampleMD solution is integrated into the physician’s ePrescribing or Electronic Medical Records applications, but could also be a stand-alone desktop application. OptimizeRx solutions provide pharmaceutical manufacturers a direct to physician channel for communicating and promoting their products. It provides health care providers a means to provide sampling and coupons without having to physically store samples on site, and it provides better access and affordability to patients. The company was originally formed as Optimizer Systems, LLC in the State of Michigan on January 31, 2006. It incorporated in the State of Michigan on October 22, 2007 and changed its name to OptimizeRx Corporation. On April 14, 2008, RFID, Ltd., a Colorado corporation, consummated a reverse merger by entering into a share exchange agreement with the stockholders of OptimizeRx Corporation, pursuant to which the stockholders of OptimizeRx Corporation exchanged all of the issued and outstanding capital stock of OptimizeRx Corporation for 1,256,958 shares of common stock of RFID, Ltd., representing 100% of the outstanding capital stock of RFID, Ltd. As of April 30, 2008, RFID’s officers and directors resigned their positions and RFID changed its business to OptimizeRx’s business. On April 15, 2008, RFID, Ltd.’s corporate name was changed to OptimizeRx Corporation. On September 4, 2008, a migratory merger was completed, thereby changing the state of incorporation from Colorado to Nevada, resulting in the current corporate structure, in which OptimizeRx Corporation, a Nevada corporation, is the parent corporation, and OptimizeRx Corporation, a Michigan corporation, which is a wholly-owned subsidiary (together, "OptimizeRx" and "the Company"). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. Accounting Basis The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted a December 31 fiscal year end. Principles of Consolidation The financial statements reflect the consolidated results of OptimizeRx Corporation (a Nevada corporation) and its wholly owned subsidiary OptimizeRx Corporation (a Michigan corporation). All material inter-company transactions have been eliminated in the consolidation. Cash and Cash Equivalents For purposes of the accompanying financial statements, the Company considers all highly liquid instruments with an initial maturity of three months or less to be cash equivalents. Fair Value of Financial Instruments The fair value of cash, accounts receivable, prepaid expenses, accounts payable, accounts payable – related party, accrued expenses and deferred revenue approximates the carrying amount of these financial instruments due to their short-term nature. Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk. In addition to defining fair value, the disclosure requirements around fair value establish a fair value hierarchy for valuation inputs which is expanded. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2 – inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. The Company’s stock options and warrants are valued using level 3 inputs. The carrying value of the Company’s financial assets and liabilities which consist of cash, accounts receivable, prepaid expenses, patent rights, web development costs, accounts payable, accounts payable – related party, accrued expenses and deferred revenue are valued using level 1 inputs. The Company believes that the recorded values approximate their fair value due to the short maturity of such instruments. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, exchange or credit risks arising from these financial instruments. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are reported at realizable value, net of allowances for doubtful accounts, which is estimated and recorded in the period the related revenue is recorded. The Company has a standardized approach to estimate and review the collectability of its receivables based on a number of factors, including the period they have been outstanding. Historical collection and payer reimbursement experience is an integral part of the estimation process related to allowances for doubtful accounts. In addition, the Company regularly assesses the state of its billing operations in order to identify issues, which may impact the collectability of these receivables or reserve estimates. Because the Company’s customers are primarily large well capitalized companies, historically there has been very little bad debt expense. Bad debt expense was $0 for each of the years ended December 31, 2014 and 2013. The allowance for doubtful accounts was $0 as of both December 31, 2014 and 2013. Property and Equipment The capital assets are being depreciated over their estimated useful lives of three to seven years using the straight-line method of depreciation for book purposes. Revenue Recognition and Revenue Share Expense Revenue is recognized when it is earned. Revenues are generated from our SampleMD activities in which we deliver eCoupons and eVouchers through a distribution network of ePrescribers and Electronic Health Record technology providers (channel partners), or from reselling services that complement our business for other of our partners. We recognize setup fees that are required for integrating client offerings and campaigns into the SampleMD content delivery system and network upon completion of the setup and launch of the client’s campaign within the SampleMD system. As the eCoupons and or eVouchers are distributed through the SampleMD platform and network of channel partners (a transaction), these transactions are recorded and revenue is recognized at the time of distribution. Revenue for transactions can be realized based on a price per distribution or a price per redemption depending on the client contract. Additionally, the company also recognizes revenue for providing program performance reporting and maintenance, either by the company directly delivering reports or by providing access to its online reporting portal that the client can utilize. These fees are charged monthly and recognized as recurring monthly revenue. The company on occasion has also resold products and or services that are available through our channel partners, and that is complementary to our core businesses and client base. In these instances net revenue is recognized based on the commission based revenue split that the company receives. Based on the volume of transactions that are delivered through our channel partner network, we provide a revenue share to compensate the partner for their promotion of the campaign. Revenue shares are a negotiated percentage of the transaction fees and can also be specific to special considerations and campaigns. In addition, we pay revenue share to PDR/LDM as a result of a 2014 legal settlement in an amount equal to the greater of 10% of eCoupon revenues generated or $0.37 per eCoupon distributed. Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions have been made in determining the depreciable lives of such assets and the allowance for doubtful accounts receivable. Actual results could differ from these estimates. Concentration of Credit Risks The Company maintains its cash and cash equivalents in bank deposit accounts, which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts; however, amounts in excess of the federally insured limit may be at risk if the bank experiences financial difficulties. Research and Development The Company expenses research and development expenses as incurred. Our research efforts are focused on understanding the market dynamics that have the potential to affect the business in both the short and long term. Our primary goal is to help patients better afford and access the medicines their doctor prescribes, as well as other healthcare products and services they need. Based on this, the Company continually seeks better ways to meet this mission through improved technology, better user experiences and new ways to engage industries to provide new support for patients needing their products, as well seeking new services and solutions to offer. Share-based Payments The Company uses the fair value method to account for stock-based compensation. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital over the period during which services are rendered. The fair value of each award is estimated on the date of each grant. For restricted stock the fair market value is based on the market value of the stock granted on the date of the grant. For options, it is estimated using the Black Scholes option pricing model that uses the assumptions noted in the following table. Estimated volatilities are based on the historical volatility of the Company’s stock over the same period as the expected term of the options. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The Company uses historical data to estimate option exercise behavior and to determine this term. The risk free rate used is based on the U.S. Treasury yield curve in effect at the time of the grant using a time period equal to the expected option term. The Company has never paid dividends and does not expect to pay any dividends in the future. 2014 2013 Expected dividend yield 0 % 0 % Risk free interest rate 0.90%-1.44% 0.79%-1.42% Expected option term 3.5 years 5.0 years Turnover/forfeiture rate 0 % 0 % Expected volatility 117% - 138% 155% - 171% The Black-Scholes option valuation model and other existing models were developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable. These option valuation models require the input of, and are highly sensitive to, subjective assumptions including the expected stock price volatility. OptimizerRx’s stock options have characteristics significantly different from those of traded options, and changes in the subjective input assumptions could materially affect the fair value estimate. Loss Per Common and Common Equivalent Share The computation of basic earnings per common share is computed using the weighted average number of common shares outstanding during the year. The computation of diluted earnings per common share is based on the weighted average number of shares outstanding during the year plus common stock equivalents which would arise from the exercise of warrants outstanding using the treasury stock method and the average market price per share during the year. Options, warrants and convertible preferred stock have not been included in the diluted earnings per share calculation for either year since their effect is anti-dilutive. Impairment of Long-Lived Assets The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. Recently Issued Accounting Guidance The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow. |
Prepaid Expenses
Prepaid Expenses | 12 Months Ended |
Dec. 31, 2014 | |
Prepaid Expenses [Abstract] | |
PREPAID EXPENSES | NOTE 3 – PREPAID EXPENSES Prepaid expenses consisted of the following as of December 31, 2014 and 2013: 2014 2013 Insurance $ 18,093 $ 6,722 Rent -0- 5,049 Legal 10,000 -0- Total prepaid expenses $ 28,093 $ 11,771 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2014 | |
Property and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 4 – PROPERTY AND EQUIPMENT The Company owned equipment recorded at cost which consisted of the following as of December 31, 2014 and 2013: 2014 2013 Computer equipment $ 19,519 $ 22,360 Furniture and fixtures 11,088 11,088 Subtotal 30,607 33,448 Accumulated depreciation (17,794 ) (18,391 ) Property and equipment, net $ 12,813 $ 15,057 Depreciation expense was $5,933 and $5,628 for the years ended December 31, 2014 and 2013, respectively. |
Web Based Technology
Web Based Technology | 12 Months Ended |
Dec. 31, 2014 | |
Web Based Technology [Abstract] | |
WEB-BASED TECHNOLOGY | NOTE 5 – WEB-BASED TECHNOLOGY The Company has capitalized costs in developing their web-based technology, which consisted of the following as of December 31, 2014 and 2013: 2014 2013 OptimizeRx web-based technology $ 154,133 $ 154,133 SampleMD web-based technology 602,517 602,517 SampleMD 2.0 web-based technology 440,477 148,060 Subtotal, web-based technology 1,197,127 904,710 Accumulated amortization (633,401 ) (440,641 ) Impairment (59,083 ) (59,083 ) Web-based technology, net $ 504,643 $ 404,986 Amortization is recorded using the straight-line method over a period of up to five years. During 2014, the Company launched its SampleMD 2.0 web-based technology. The OptimizeRx web-based technology was fully impaired in 2010 and has no remaining carrying value. Amortization expense for the web-based technology costs was $192,760 and $130,289 for the years ended December 31, 2014 and 2013, respectively. |
Patent and Trademarks
Patent and Trademarks | 12 Months Ended |
Dec. 31, 2014 | |
Patent and Trademarks [Abstract] | |
PATENT AND TRADEMARKS | NOTE 6 – PATENT AND TRADEMARKS On April 26, 2010, the Company acquired the technical contributions and assignment of all exclusive rights to and for the SampleMD patent from an officer and shareholder in exchange for 300,000 shares of common stock to be granted at the discretion of the seller in addition to 200,000 stock options, which expire in April 2015, that were valued at $360,000. The shares were valued on the grant date at $570,000 and have been recorded as a payable to the related party. The Company has capitalized costs in purchasing and defending the SampleMD patent, which consisted of the following as of December 31, 2014 and 2013: 2014 2013 Patent rights and intangible assets $ 930,000 $ 930,000 Patent defense costs 170,937 87,993 New patents and trademarks 90,202 62,595 Accumulated amortization (260,285 ) (194,638 ) Patent rights and intangible assets, net $ 930,854 $ 885,950 The Company began amortizing the patent, using the straight-line method over the estimated useful life of 17 years, once it was put into service in July 2010. In 2013, the Company began incurring costs related to defense of the patent. These costs have been capitalized and will be amortized using the straight-line method over the remaining useful life of the original patent. Amortization expense was $65,647 and $57,874 for the years ended December 31, 2014 and 2013, respectively. |
Deferred Revenue
Deferred Revenue | 12 Months Ended |
Dec. 31, 2014 | |
Revenue Recognition [Abstract] | |
DEFERRED REVENUE | NOTE 7 – DEFERRED REVENUE The Company has several signed contracts with customers for the distribution or redemption of coupons, or other services, which include payment in advance. The payments are not recorded as revenue until the revenue is earned under its revenue recognition policy discussed in Note 1. Deferred revenue was $120,130 and $226,272 as of December 31, 2014 and 2013, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 8 – RELATED PARTY TRANSACTIONS During the year ended December 31, 2010, the Company acquired the technical contributions and assignment of all exclusive rights to and for the SampleMD patent in process at the time from an officer and shareholder in exchange for 300,000 shares of common stock to be granted at the discretion of the seller in addition to 200,000 stock options, which expire in April 2015, that were valued at $360,000. The shares were valued on the grant date at $570,000 and have been recorded as a payable to the related party. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2014 | |
Common Stock and Preferred Stock [Abstract] | |
COMMON STOCK | NOTE 9 – COMMON STOCK OptimizeRx Corporation has 500,000,000 shares of $.001 par value common stock authorized as of December 31, 2014. There were 22,867,319 and 14,817,496 common shares issued and outstanding at December 31, 2014 and 2013, respectively. On June 1, 2013, the Company entered into a consulting agreement with North Coast Advisors, Inc. for various services. The Company agreed to issue 20,000 shares of common stock as of the date of the contract. The Company also agreed to issue an additional 20,000 shares every six months in alignment with the agreement renewal up to the two years of the agreement. The first 20,000 shares were valued at the Company’s common stock closing price as of the date of the contract, which was $1.945/share; and the second 20,000 shares were valued at the Company’s common stock closing price of $1.50/share on the date of issuance, and have been expensed. An additional 10,000 shares were issued in 2014 before the agreement was terminated by the Company. The 2014 shares were valued at $1.85, the closing price of the Company’s common stock on the date of issuance. On June 10, 2013, the Company entered into a capital markets advisory agreement with Taglich Brothers, Inc. for various services. The agreement covered a one year period and the Company agreed to issue 44,000 shares of common stock to Taglich over the term of the agreement. The shares were valued at $1.66, the closing price of the stock on the date of the agreement and were written off over the term of the agreement. The shares were issued in June 2014 upon expiration of the contract. On September 20, 2013, the Company entered into a separation agreement that included post-employment consulting services with the former CEO of the Company. The Company agreed to issue 500,000 shares of common stock, 250,000 shares immediately and 250,000 by January 1, 2014. The shares have been issued and the Company recognized the entire issuance in the December 31, 2013 shares outstanding. The shares were valued at $505,000 and $174,808 of that amount remained as deferred stock compensation as of December 31, 2013, but has been fully amortized to expenses as of December 31, 2014. In March 2014, the Company entered into a securities purchase agreement, pursuant to which the Company sold 8,333,333 shares of the Company’s common stock for $1.20 per share, or gross proceeds of $10,000,000. Placement agents in the offering received commissions equal to approximately 9.7% of gross proceeds, for an aggregate commission of approximately $970,000, including reimbursements for their reasonable out of pocket expenses. Placement agents also received warrants to purchase up to 804,139 shares of the Company's common stock with an exercise price of $1.20 per share and a term of 5 years. The warrants were valued at $1,110,211, have been recorded as equity issuance costs, and were registered on a registration statement dated May 28, 2014. In addition to the warrants to placement agents, the Company also paid cash bonuses of $240,000 to three executive officers, agreed to issue 200,000 shares to three executive officers, and issued 150,000 shares to a consultant, in connection with the equity raise. The stock was valued based on the fair market value on the grant date, which was $630,000 in total. These amounts have been recorded as equity issuance costs, resulting in total equity issuance costs of $2.95 million. The 200,000 shares for the three executive officers have not been issued, but are recorded as stock payable and can be requested by the respective officers at any time. The Company used the net proceeds of the offering to exercise the securities redemption option agreement, as amended, with Vicis Capital Master Fund that provided the Company with an option to purchase all of the outstanding shares and derivative securities held by Vicis for total payment of $6,000,000. The shares and derivative securities included the Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Common Stock, and warrants to purchase shares of common stock held by Vicis in the Company. The balance of the net proceeds was used for working capital purposes. In January 2014, an executive officer exercised 500,000 stock warrants using the cashless exercise feature included in the warrants. In exchange for the 500,000 warrants, 410,348 shares of common stock were issued. In October 2014, a consultant exercised 50,000 stock warrants using the cashless exercise feature included in the warrants. In exchange for the 50,000 warrants, 35,417 shares of common stock were issued. In February 2014, the Company agreed to grant 337,500 shares of common stock, half of which vested immediately and half of which vested in August 2014, to two executive officers as bonuses based on their efforts to recapitalize the company to secure approximately $3 million in working capital while reducing potential fully diluted shares by approximately 7 million shares. Stock-based compensation related to these bonuses was $570,375 during the year ended December 31, 2014. These shares have not yet been issued and are recorded as stock payable, but can be requested by the officers at any time. In 2014, the Company adopted a Director Compensation plan for outside Directors. In connection with this plan, 19,565 shares were granted with a total value of $23,166. A total of 7,065 shares were issued in 2014 and 12,500 shares were included in stock payable at December 31, 2014 and issued in January 2015. |
Preferred Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2014 | |
Common Stock and Preferred Stock [Abstract] | |
PREFERRED STOCK | NOTE 10 – PREFERRED STOCK Series A Preferred During the year ended December 31, 2008, 35 preferred shares were issued for $3,500,000. Issuance costs totaled $515,000 resulting in net proceeds of $2,985,000. The 35 shares are convertible to 3,500,000 shares of common stock and bear a 10% cumulative dividend. In addition, there was a warrant issued to purchase 6,000,000 shares of common stock at an exercise price of $2 for a period of seven years. The holders of the preferred stock are entitled to semi-annual dividends payable on the stated value of the Series A preferred stock at a rate of 10% per annum, which shall be cumulative, and accrue daily from the issuance date. The dividends may be paid in cash or shares of the Company's common stock at management’s discretion. If after the conversion eligibility date, the market price for the common stock for any ten consecutive trading days in which the stock trades for over $2 per share and trading exceeds 100,000 shares per day, the preferred shareholders can be required to convert their shares to common stock. Each share of Series A preferred stock shall also be convertible at the option of the holder into that number of shares of common stock of the Company at the stated value of such share at a $1 conversion price. The holder could cause this conversion at the time the shares are eligible for resale by the holder. The conversion price is subject to adjustment as hereinafter provided, at any time, or from time to time upon the terms and in the manner hereinafter set forth in the shareholder agreement. There is no conversion expiration date, however, the holder must provide 30 days notice for the registration of the conversion. On May 12, 2010, the Company’s Board declared and issued 236,598 common shares as payment for all cumulative and current semi-annual dividends. On November 16, 2010, the Company’s Board declared and issued 173,922 common shares for its semi-annual dividend payment. On March 25, 2011, the Company’s Board declared and issued 176,768 common shares for its semi-annual dividend payment. On September 21, 2011, the Company's Board declared and issued 156,306 common shares for its semi-annual dividend payment. The Company has undeclared dividends that were due in February and September 2012 totaling $350,000 and undeclared dividends of $350,000 that were due in February and September 2013 for a total undeclared amount of $700,000 as of December 31, 2013. As described in greater detail in Note 10, all of the Series A Preferred shares were redeemed in 2014. Series B Preferred During the year ended December 31, 2010, 15 preferred shares were issued for $1,500,000. The 15 shares are convertible to 1,000,000 shares of common stock and bear a 10% cumulative dividend. In addition, there was a warrant issued to purchase 3,000,000 shares of common stock at an exercise price of $3 for a period of seven years. The preferred stock was issued for $1,500,000 less associated issuance costs of $350,000 for net proceeds of $1,150,000. Additionally, 3,000,000 common stock warrants were issued with the preferred stock. Based on the fair values of the preferred stock and common stock warrants on the issue date, $341,100 was allocated to preferred stock and $1,158,900 was allocated to the common stock warrants. Equity issuance costs of $350,000 were allocated to the preferred stock. During the quarter ended September 30, 2011, 15 preferred shares were issued to an investor for $1,500,000. The 15 shares are convertible to 1,000,000 shares of common stock and bear a 10% cumulative dividend. In addition, there was a warrant issued to purchase 1,000,000 shares of common stock at an exercise price of $3 for a period of seven years. Based on the fair values of the preferred stock and common stock warrants on the issue date, $855,460 was allocated to preferred stock and $644,540 was allocated to the common stock warrants. See Note 12. The holders of the preferred stock are entitled to semi-annual dividends payable on the stated value of the Series B preferred stock at a rate of 10% per annum, which shall be cumulative, and accrue daily from the issuance date. The dividends may be paid in cash or shares of the Company's common stock at management’s discretion. If after the conversion eligibility date, the market price for the common stock for any ten consecutive trading days in which the stock trades for over $2 per share and trading exceeds 100,000 shares per day, the preferred shareholders can be required to convert their shares to common stock. Each share of Series B preferred stock shall also be convertible at the option of the holder into that number of shares of common stock of the Company at the stated value of such share at a $1.50 conversion price. The holder could cause this conversion at the time the shares are eligible for resale by the holder. The conversion price is subject to adjustment as hereinafter provided, at any time, or from time to time upon the terms and in the manner hereinafter set forth in the shareholder agreement. On March 25, 2011, the Company’s Board declared and issued 75,758 common shares for its semi-annual dividend payment. On September 21, 2011, the Company's Board declared and issued 66,988 common shares for its semi-annual dividend payment. The Company has undeclared dividends that were due in February and September 2012 totaling $150,000 and undeclared dividends of $150,000 that were due in February and September 2013 for a total undeclared amount of $300,000 as of December 31, 2013. As described in greater detail in Note 9, all of the Series B Preferred shares were redeemed in 2014. |
Stock Options and Warrants
Stock Options and Warrants | 12 Months Ended |
Dec. 31, 2014 | |
Stock Options and Warrants [Abstract] | |
STOCK OPTIONS AND WARRANTS | NOTE 11 – STOCK OPTIONS AND WARRANTS The Company sponsors a stock-based incentive compensation plan known as the 2013 Equity Compensation Plan (the “Plan”), which was established by the Board of Directors of the Company and approved by the shareholders of the Company in June 2013. A total of 1,500,000 shares were initially reserved for issuance under the plan, of which 552,500 options have been granted, 537,500 shares have been granted, and 410,000 remain available for grant. The plan allows the Company to grant incentive stock options, non-qualified stock options, stock appreciation right, or restricted stock. The incentive stock options are exercisable for up to ten years, at an option price per share not less than the fair market value on the date the option is granted. The incentive stock options are limited to persons who are regular full-time employees of the Company at the date of the grant of the option. Non-qualified options may be granted to any person, including, but not limited to, employees, independent agents, consultants and attorneys, who the Company’s Board or Compensation Committee believes have contributed, or will contribute, to the success of the Company. Non-qualified options may be issued at option prices of less than fair market value on the date of grant and are exercisable for up to ten years from date of grant. The option vesting schedule for options granted is determined by the Compensation Committee of the Board of Directors at the time of the grant. The Plan provides for accelerated vesting of unvested options if there is a change in control, as defined in the plan. Prior to establishment of the plan, the Board granted options under terms similar to those described in the preceding paragraphs. The compensation cost that has been charged against income related to options for the years ended December 31, 2014 and 2013, was $272,804 and $94,998, respectively. No income tax benefit was recognized in the income statement and no compensation was capitalized in any of the years presented. The Company had the following option activity during the years ended December 31, 2014 and 2013: Number of Options Weighted average exercise price Outstanding, January 1, 2013 1,484,100 $ 0.98 Granted - 2013 2,175,000 1.00 Exercised - 2013 0 0 Expired – 2013 (2,479,100 ) (1.00 ) Balance, December 31, 2013 1,180,000 .97 Granted – 2014 387,500 1.73 Exercised – 2014 0 0 Expired – 2014 (260,000 ) (0.39 ) Balance, December 31, 2014 1,307,500 $ 1.31 |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2014 | |
Warrants [Abstract] | |
WARRANTS | NOTE 12 –WARRANTS The Company has issued warrants, primarily in connection with capital raising activities. As also discussed in Note 9, in 2014 we issued 804,139 warrants, with an exercise price of $1.20 per share, in connection with a $10 million equity raise, the proceeds of which were used to retire common stock, preferred, stock, and previously existing warrants. The Company had the following warrants outstanding as of December 31, 2014: Number of Warrants Exercise Price Expiration Date 1,000,000 $ 2.25 10/5/2017 50,000 $ 0.89 2/17/2016 804,139 $ 1.20 3/17/2019 The Company had the following warrant activity during the years ended December 31, 2014 and 2013: Number of Warrants Weighted average exercise price Outstanding, January 1, 2013 12,277,000 $ 2.25 Granted - 2013 0 0 Exercised - 2013 0 0 Expired – 2013 (527,000 ) (1.73 ) Balance, December 31, 2013 11,750,000 2.27 Granted – 2014 804,139 1.20 Exercised – 2014 (550,000 ) (0.35 ) Cancelled - 2014 (10,000,000 ) (2.40 ) Expired – 2014 (150,000 ) (1.45 ) Balance, December 31, 2014 1,854,139 $ 1.69 |
Operating Leases
Operating Leases | 12 Months Ended |
Dec. 31, 2014 | |
Operating Leases [Abstract] | |
OPERATING LEASES | NOTE 13 – OPERATING LEASES The Company signed the lease for its current office space located in Rochester Michigan on December 1, 2011 at an approximate rent of $5,000 per month. The initial lease term was for three years with an option to renew for an additional two years at approximately $5,200 per month. The lease was renewed and now expires on November 30, 2016. Minimum annual rent payments are as follows for the remainder term of the lease: Year ended December 31, 2015 $ 62,418 Year ended December 31, 2016 57,217 Total lease commitment $ 119,635 |
Major Customers
Major Customers | 12 Months Ended |
Dec. 31, 2014 | |
Major Customer [Abstract] | |
MAJOR CUSTOMERS | NOTE 14 – MAJOR CUSTOMERS The Company had the following major customers that individually accounted for 10% or more of revenue in any one of the years presented 2014 Percentage 2013 Percentage Company A $ 1,270,064 20 % $ 1,776,824 36 % Company B 797,972 12 % 1,053,321 22 % Company C 772,320 12 % 305,980 7 % Company D 644,702 10 % 278,499 6 % Company E 628,741 10 % 71,030 2 % All other customers 2,389,163 36 % 1,193,587 25 % Total $ 6,502,962 100 % 4,679,741 100 % |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2014 | |
Income Taxes [Abstract] | |
INCOME TAXES | NOTE 15 – INCOME TAXES As of December 31, 2014, the Company had net operating loss carry forwards of approximately $8.8 million that expire from 2027 through 2034 that are available to offset future taxable income. The Company was formed in 2006 as a limited liability company and incorporated in 2007. Activity prior to incorporation is not reflected in the Company’s corporate tax returns. In the future, the cumulative net operating loss carry-forward for income tax purposes may differ from the cumulative financial statement loss due to timing differences between book and tax reporting. The provision for Federal income tax consists of the following for the years ended December 31, 2014 and 2012: 2014 2013 Federal income tax benefit attributable to: Current operations $ 349,000 $ 91,000 Permanent and Timing Differences (net) (160,000 ) (294,000 ) Valuation allowance (189,000 ) 203,000 Net provision for federal income tax $ 0 $ 0 The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows as of December 31, 2013 and 2012: 2014 2013 Deferred tax asset attributable to: Net operating loss carryover $ 2,982,000 $ 2,793,000 Valuation allowance (2,982,000 ) (2,793,000 ) Net deferred tax asset $ 0 $ 0 Under certain circumstances issuance of common shares can result in an ownership change under Internal Revenue Code Section 382 which limits the Company’s ability to utilize carry forwards from prior to the ownership change. Any such ownership change resulting from stock issuances and redemptions could limit the Company’s ability to utilize any net operating loss carry forwards or credits generated before this change in ownership. These limitations can limit both the timing of usage of these laws, as well as the loss of the ability to use these net operating losses. |
Contingent Liabilities
Contingent Liabilities | 12 Months Ended |
Dec. 31, 2014 | |
Contingent Liabilities [Abstract] | |
CONTINGENT LIABILITIES | NOTE 16 – CONTINGENT LIABILITIES Legal The company is currently involved in the following legal proceedings. In September 2014, we initial litigation against Shadron Stastney, the Company’s previous CEO, in the U.S. District Court in the Eastern District of Michigan as a result of a dispute related to his separation agreement. Mr. Stastney alleged damages related to the non-registration of shares that he was granted as part of his separation agreement signed in September 2013. Under the terms of the contract we are not obligated to register the shares and we deny any obligation to do so. We have requested declarative relief from the court and also requested an injunction from the court preventing Mr. Stastney from continuing to pursue his claims. Mr. Stastney has filed a counterclaim requesting damages of $450,000 related to the nonregistration of his shares. In March 2015, we initiated litigation against LDM Group, LLC and PDR Network, LLC in the United States District Court in the Eastern District of Missouri related to the breach by LDM, and PDR as successor, of the settlement agreement signed February 28, 2014 related to previous litigation with LDM. LDM has failed to live up to its obligations under the settlement agreement including, but not limited to, not allowing the Company to distribute its eCoupon programs in the LDM network, not allowing the Company to distribute the LDM patient education programs, and not providing other information required under the settlement agreement. The Company is seeking enforcement of the settlement agreement and is seeking damages in an amount at least equal to the amounts paid to date to LDM under the settlement agreement, which approximates $900,000, as well as damages for lost income and business value as a result of LDM’s breach of the agreement. In March 2015, we also initiated litigation against PDR Network, LLC in the United States District Court in the District of New Jersey as a result of PDR’s breach of the Master Services Agreement between the parties requiring PDR to exclusively use the Company’s eCoupon solution. The Company asserts that PDR’s acquisition of LDM and the use of the LDM network to distribute coupons by PDR violates the agreement between the parties and is seeking damages in an amount at least equal the amounts paid to date by the Company to LDM under the settlement agreement, which approximates $900,000, as well as damages for lost income and business value as a result of PDR’s actions. In early 2014 the Company learned that Mr. Milton Wilpon (“Mr. Wilpon”) of New Jersey claimed to have obtained a default judgment for approximately $929,000 in the New Jersey Superior Court, Essex County (the “Judgment”) against a predecessor of the Company and was seeking to amend the Judgment to add the Company as a judgment debtor. The Judgment was entered in 2006 when the predecessor of the Company was a dormant shell company and the Judgment allegedly related to a settlement agreement that was breached in 2001 (the “Settlement Agreement”). The Company appeared in the action and filed a motion to vacate the Judgment on several grounds, including that it appeared that the Summons and Complaint were never properly served and that plaintiff had never filed an arbitration as was required by the Settlement Agreement. In September 2014, the Court granted the Company’s motion and vacated the Judgment in its entirety and dismissed the action. In December 2014, the Company was served with a copy of a Demand for Arbitration filed by Mr. Wilpon relating to his claims under the Settlement Agreement. On February 24, 2015, the Company filed an appearance with the AAA objecting to the arbitration on several grounds, including (1) that claims arose in 2001 and are barred by the applicable statute of limitations; (2) plaintiff did not properly serve and file the demand for arbitration and (3) plaintiff has not followed the proper procedure for the appointment of an arbitrator as provided by the Settlement Agreement. The Company intends vigorously to oppose Mr. Wilpon’s claims. Revenue-share contracts The Company has contacts with various Electronic Health Records systems and ePrescribe platforms, whereby we agree to share a portion of the revenue we generate for eCoupons distributed through their networks. These contracts grant audit rights related to the payments to our partners, and in some cases would require us to pay for the audit if the audit determined there was an underpayment and the underpayment meets certain thresholds, such as 10%. |
Restatement
Restatement | 12 Months Ended |
Dec. 31, 2014 | |
Restatement [Abstract] | |
RESTATEMENT | NOTE 17 – RESTATEMENT The Company discovered and recorded items requiring it to restate its 2013 financial results, as well as its 2014 quarterly results, to correct the accounting for certain transactions contained therein. The restatement relates to unrecorded stock compensation related to investor relations and consulting services, unrecorded revenue share payables, and changes in revenue recognition, all occurring during the year ended December 31, 2013. The revenue recognition relates to promotional programs started in 2013 that were expected to be completed in 2013, but actually carried over into 2014. The following items were restated in the 2013 Annual Financial Statements Balance Sheet Previously stated Adjustments Restated Accounts receivable $ 1,566,964 $ (55,255 ) $ 1,511,709 Revenue share payable $ 1,193,661 $ 93,891 $ 1,287,552 Deferred revenue $ 4,252 $ 222,020 $ 226,272 Additional paid in capital $ 8,726,708 $ 148,477 $ 8,875,155 Deferred stock compensation $ (233,942 ) $ (36,520 ) $ (270,462 ) Accumulated deficit $ (24,616,220 ) $ (483,137 ) $ (25,099,357 ) Statement of Operations Revenue $ 4,957,016 $ (277,275 ) $ 4,679,741 Revenue share expense $ 1,767,425 $ 93,891 $ 1,861,316 Operating expenses $ 2,973,990 $ 111,701 $ 3,085,691 Net income (loss) $ 215,847 $ (483,137 ) $ (267,290 ) Statement of Cash Flows Net income (loss) $ 215,847 $ (483,137 ) $ (267,290 ) Stock options issued for services $ 19,547 $ 75,451 $ 94,998 Stock-based compensation $ 399,092 $ 36,520 $ 435,612 Changes in accounts receivable $ (950,166 ) $ 55,255 $ (894,911 ) Changes in revenue share payable $ 1,103,084 $ 93,891 $ 1,196,975 Changes in deferred revenue $ (45,000 ) $ 222,020 $ 177,020 The following tables show the effect of the restatement on the unaudited quarterly information previously filed. Period Ended September 30, 2013 (unaudited): Balance Sheet Previously stated Adjustments Restated Revenue share payable $ 782,902 $ 28,376 $ 811,278 Deferred revenue $ 13,272 $ 147,860 $ 161,132 Additional paid in capital $ 8,449,271 $ 148,477 $ 8,597,748 Deferred stock compensation $ (233,077 ) $ (54,780 ) $ (287,857 ) Accumulated deficit $ (24,870,854 ) $ (270,207 ) $ (25,141,061 ) Statement of Operations Three Months ended September 30, 2013 Revenue $ 1,373,029 $ (147,860 ) $ 1,225,169 Revenue share expense $ 529,134 $ 28,376 $ 557,510 Operating expenses $ 982,504 $ 93,971 $ 1,076,475 Net income (loss) $ (141,527 ) $ (270,207 ) $ (411,734 ) Nine Months ended September 30, 2013 Revenue $ 3,146,406 $ (147,860 ) $ 2,998,546 Revenue share expense $ 1,264,059 $ 28,376 $ 1,292,435 Operating expenses $ 2,272,239 $ 93,971 $ 2,366,210 Net income (loss) $ (389,716 ) $ (270,207 ) $ (659,923 ) Statement of Cash Flows Net income (loss) $ (389,716 ) $ (270,207 ) $ (659,923 ) Stock-based compensation $ 310,823 $ 93,971 $ 404,794 Changes in revenue share payable $ 649,825 $ 28,376 $ 678,201 Changes in deferred revenue $ (35,980 ) $ 147,860 $ 111,880 Period Ended March 31, 2014 (unaudited): Balance Sheet Previously stated Adjustments Restated Revenue share payable $ 797,725 $ 167,880 $ 965,605 Deferred revenue $ 168,714 $ 268,807 $ 437,521 Additional paid in capital $ 27,155,730 $ 148,477 $ 27,304,207 Deferred stock compensation $ (454,409 ) $ (18,260 ) $ (472,669 ) Accumulated deficit $ (25,269,535 ) $ (591,917 ) $ (25,861,452 ) Statement of Operations Three Months ended March 31, 2014 Revenue $ 1,317,347 $ (27,919) $ 1,289,428 Revenue share expense $ 498,810 $ 62,601 $ 561,411 Operating expenses $ 1,471,598 $ 18,260 $ 1,489,858 Net income (loss) $ (653,315 ) $ (108,780 ) $ (762,095 ) Statement of Cash Flows Net income (loss) $ (653,315 ) $ (108,780 ) $ (762,095 ) Stock-based compensation $ 361,957 $ 18,260 $ 380,217 Changes in revenue share payable $ (395,935 ) $ 62,601 $ (333,334 ) Changes in deferred revenue $ 164,462 $ 27,919 $ 192,381 P eriod Ended June 30, 2014 (unaudited): Balance Sheet Previously stated Adjustments Restated Revenue share payable $ 506,901 $ 366,088 $ 872,989 Deferred revenue $ 42,908 $ 258,270 $ 301,178 Additional paid in capital $ 27,304,112 $ 84,677 $ 27,388,789 Accumulated deficit $ (25,322,216 ) $ (738,674 ) $ 26,060,890 ) Statement of Operations Three Months ended June 30, 2014 Revenue $ 1,454,214 $ (27,206 ) $ 1,427,008 Revenue share expense $ 540,048 $ 190,092 $ 730,140 Operating expenses $ 967,070 $ (70,541 ) $ 896,529 Net income (loss) $ (52,681 ) $ (146,757 ) $ (199,438 ) Six Months ended June 30, 2014 Revenue $ 2,771,560 $ (55,124 ) $ 2,716,436 Revenue share expense $ 1,038,858 $ 252,693 $ 1,291,551 Operating expenses $ 2,439,028 $ (52,281 ) $ 2,386,747 Net income (loss) $ (705,996 ) $ (255,537 ) $ (961,533 ) Statement of Cash Flows Net income (loss) $ (705,996 ) $ (255,537 ) $ (961,533 ) Stock-based compensation $ 654,634 $ (52,281 ) $ 602,353 Changes in revenue share payable $ (686,760 ) $ 252,693 $ (434,067 ) Changes in deferred revenue $ 38,656 $ 55,124 $ 93,780 Period Ended September 30, 2014(unaudited): Balance Sheet Previously stated Adjustments Restated Revenue share payable $ 853,410 $ 421,019 $ 1,274,429 Deferred revenue $ -0- $ 118,949 $ 118,949 Additional paid in capital $ 28,398,825 $ 84,677 $ 28,483,502 Accumulated deficit $ (25,716,530 ) $ (638,903 ) $ (26,355,433 ) Statement of Operations Three Months ended September 30, 2014 Revenue $ 1,620,215 $ 199,206 $ 1,819,421 Revenue share expense $ 858,898 $ 99,435 $ 958,,333 Operating expenses $ 1,155,933 $ -0- $ 1,155,933 Net income (loss) $ (394,314 ) $ 99,771 $ (294,543 ) Nine Months ended September 30, 2014 Revenue $ 4,391,775 $ 144,082 $ 4,535,857 Revenue share expense $ 1,897,757 $ 352,127 $ 2,249,884 Operating expenses $ 3,594,961 $ (52,280 ) $ 3,542,681 Net income (loss) $ (1,100,310 ) $ (155,766 ) $ (1,256,076 ) Statement of Cash Flows Net income (loss) $ (1,100,310 ) $ (155,766 ) $ (1,256,076 ) Stock-based compensation $ 1,118,952 $ (52,280 ) $ (1,066,672 ) Changes in revenue share payable $ (340,251 ) $ 352,127 $ 11,876 Changes in deferred revenue $ (4,252 ) $ (144,082 ) $ (148,334 ) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 18 – SUBSEQUENT EVENTS In January 2015, we issued 12,500 shares of common stock to two outside directors as payment of their quarterly Director Fees. In March 2015, we signed a capital markets advisory agreement whereby we agreed to issue 90,000 shares of common stock in two increments as payment for the advisory services. The first 45,000 shares were issued in March 2015. In accordance with ASC 855-10, the Company has analyzed its operations subsequent to December 31, 2014 through the date these financial statements were issued and has determined that it does not have any material subsequent events to disclose in these financial statements other than the events described above. |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. |
Accounting Basis | Accounting Basis The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted a December 31 fiscal year end. |
Principles of Consolidation | Principles of Consolidation The financial statements reflect the consolidated results of OptimizeRx Corporation (a Nevada corporation) and its wholly owned subsidiary OptimizeRx Corporation (a Michigan corporation). All material inter-company transactions have been eliminated in the consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents For purposes of the accompanying financial statements, the Company considers all highly liquid instruments with an initial maturity of three months or less to be cash equivalents. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of cash, accounts receivable, prepaid expenses, accounts payable, accounts payable – related party, accrued expenses and deferred revenue approximates the carrying amount of these financial instruments due to their short-term nature. Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk. In addition to defining fair value, the disclosure requirements around fair value establish a fair value hierarchy for valuation inputs which is expanded. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2 – inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. The Company’s stock options and warrants are valued using level 3 inputs. The carrying value of the Company’s financial assets and liabilities which consist of cash, accounts receivable, prepaid expenses, patent rights, web development costs, accounts payable, accounts payable – related party, accrued expenses and deferred revenue are valued using level 1 inputs. The Company believes that the recorded values approximate their fair value due to the short maturity of such instruments. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, exchange or credit risks arising from these financial instruments. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are reported at realizable value, net of allowances for doubtful accounts, which is estimated and recorded in the period the related revenue is recorded. The Company has a standardized approach to estimate and review the collectability of its receivables based on a number of factors, including the period they have been outstanding. Historical collection and payer reimbursement experience is an integral part of the estimation process related to allowances for doubtful accounts. In addition, the Company regularly assesses the state of its billing operations in order to identify issues, which may impact the collectability of these receivables or reserve estimates. Because the Company’s customers are primarily large well capitalized companies, historically there has been very little bad debt expense. Bad debt expense was $0 for each of the years ended December 31, 2014 and 2013. The allowance for doubtful accounts was $0 as of both December 31, 2014 and 2013. |
Property and Equipment | Property and Equipment The capital assets are being depreciated over their estimated useful lives of three to seven years using the straight-line method of depreciation for book purposes. |
Revenue Recognition and Revenue Share Expense | Revenue Recognition and Revenue Share Expense Revenue is recognized when it is earned. Revenues are generated from our SampleMD activities in which we deliver eCoupons and eVouchers through a distribution network of ePrescribers and Electronic Health Record technology providers (channel partners), or from reselling services that complement our business for other of our partners. We recognize setup fees that are required for integrating client offerings and campaigns into the SampleMD content delivery system and network upon completion of the setup and launch of the client’s campaign within the SampleMD system. As the eCoupons and or eVouchers are distributed through the SampleMD platform and network of channel partners (a transaction), these transactions are recorded and revenue is recognized at the time of distribution. Revenue for transactions can be realized based on a price per distribution or a price per redemption depending on the client contract. Additionally, the company also recognizes revenue for providing program performance reporting and maintenance, either by the company directly delivering reports or by providing access to its online reporting portal that the client can utilize. These fees are charged monthly and recognized as recurring monthly revenue. The company on occasion has also resold products and or services that are available through our channel partners, and that is complementary to our core businesses and client base. In these instances net revenue is recognized based on the commission based revenue split that the company receives. Based on the volume of transactions that are delivered through our channel partner network, we provide a revenue share to compensate the partner for their promotion of the campaign. Revenue shares are a negotiated percentage of the transaction fees and can also be specific to special considerations and campaigns. In addition, we pay revenue share to PDR/LDM as a result of a 2014 legal settlement in an amount equal to the greater of 10% of eCoupon revenues generated or $0.37 per eCoupon distributed. |
Income Taxes | Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions have been made in determining the depreciable lives of such assets and the allowance for doubtful accounts receivable. Actual results could differ from these estimates. |
Concentration of Credit Risks | Concentration of Credit Risks The Company maintains its cash and cash equivalents in bank deposit accounts, which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts; however, amounts in excess of the federally insured limit may be at risk if the bank experiences financial difficulties. |
Research and Development | Research and Development The Company expenses research and development expenses as incurred. Our research efforts are focused on understanding the market dynamics that have the potential to affect the business in both the short and long term. Our primary goal is to help patients better afford and access the medicines their doctor prescribes, as well as other healthcare products and services they need. Based on this, the Company continually seeks better ways to meet this mission through improved technology, better user experiences and new ways to engage industries to provide new support for patients needing their products, as well seeking new services and solutions to offer. |
Share-based Payments | Share-based Payments The Company uses the fair value method to account for stock-based compensation. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital over the period during which services are rendered. The fair value of each award is estimated on the date of each grant. For restricted stock the fair market value is based on the market value of the stock granted on the date of the grant. For options, it is estimated using the Black Scholes option pricing model that uses the assumptions noted in the following table. Estimated volatilities are based on the historical volatility of the Company’s stock over the same period as the expected term of the options. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The Company uses historical data to estimate option exercise behavior and to determine this term. The risk free rate used is based on the U.S. Treasury yield curve in effect at the time of the grant using a time period equal to the expected option term. The Company has never paid dividends and does not expect to pay any dividends in the future. 2014 2013 Expected dividend yield 0 % 0 % Risk free interest rate 0.90%-1.44% 0.79%-1.42% Expected option term 3.5 years 5.0 years Turnover/forfeiture rate 0 % 0 % Expected volatility 117% - 138% 155% - 171% The Black-Scholes option valuation model and other existing models were developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable. These option valuation models require the input of, and are highly sensitive to, subjective assumptions including the expected stock price volatility. OptimizerRx’s stock options have characteristics significantly different from those of traded options, and changes in the subjective input assumptions could materially affect the fair value estimate. |
Loss Per Common and Common Equivalent Share | Loss Per Common and Common Equivalent Share The computation of basic earnings per common share is computed using the weighted average number of common shares outstanding during the year. The computation of diluted earnings per common share is based on the weighted average number of shares outstanding during the year plus common stock equivalents which would arise from the exercise of warrants outstanding using the treasury stock method and the average market price per share during the year. Options, warrants and convertible preferred stock have not been included in the diluted earnings per share calculation for either year since their effect is anti-dilutive. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company continually monitors events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances are present, the Company assesses the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. |
Recently Issued Accounting Guidance | Recently Issued Accounting Guidance The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of hare based compensation fair value assumption methodology | 2014 2013 Expected dividend yield 0 % 0 % Risk free interest rate 0.90%-1.44% 0.79%-1.42% Expected option term 3.5 years 5.0 years Turnover/forfeiture rate 0 % 0 % Expected volatility 117% - 138% 155% - 171% |
Prepaid Expenses (Tables)
Prepaid Expenses (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Prepaid Expenses [Abstract] | |
Schedule of prepaid expenses | 2014 2013 Insurance $ 18,093 $ 6,722 Rent -0- 5,049 Legal 10,000 -0- Total prepaid expenses $ 28,093 $ 11,771 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Property and Equipment [Abstract] | |
Schedule of property and equipment | 2014 2013 Computer equipment $ 19,519 $ 22,360 Furniture and fixtures 11,088 11,088 Subtotal 30,607 33,448 Accumulated depreciation (17,794 ) (18,391 ) Property and equipment, net $ 12,813 $ 15,057 |
Web Based Technology (Tables)
Web Based Technology (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Web Based Technology [Abstract] | |
Schedule of capitalized costs in developing web-based technology | 2014 2013 OptimizeRx web-based technology $ 154,133 $ 154,133 SampleMD web-based technology 602,517 602,517 SampleMD 2.0 web-based technology 440,477 148,060 Subtotal, web-based technology 1,197,127 904,710 Accumulated amortization (633,401 ) (440,641 ) Impairment (59,083 ) (59,083 ) Web-based technology, net $ 504,643 $ 404,986 |
Patent and Trademarks (Tables)
Patent and Trademarks (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Patent and Trademarks [Abstract] | |
Schedule of Patent and Trademarks | 2014 2013 Patent rights and intangible assets $ 930,000 $ 930,000 Patent defense costs 170,937 87,993 New patents and trademarks 90,202 62,595 Accumulated amortization (260,285 ) (194,638 ) Patent rights and intangible assets, net $ 930,854 $ 885,950 |
Stock Options and Warrants (Tab
Stock Options and Warrants (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Stock Options and Warrants [Abstract] | |
Schedule of share based option activity | Number of Options Weighted average exercise price Outstanding, January 1, 2013 1,484,100 $ 0.98 Granted - 2013 2,175,000 1.00 Exercised - 2013 0 0 Expired – 2013 (2,479,100 ) (1.00 ) Balance, December 31, 2013 1,180,000 .97 Granted – 2014 387,500 1.73 Exercised – 2014 0 0 Expired – 2014 (260,000 ) (0.39 ) Balance, December 31, 2014 1,307,500 $ 1.31 |
Warrants (Tables)
Warrants (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Warrants [Abstract] | |
Schedule of warrants outstanding | Number of Warrants Exercise Price Expiration Date 1,000,000 $ 2.25 10/5/2017 50,000 $ 0.89 2/17/2016 804,139 $ 1.20 3/17/2019 |
Schedule of warrant activity | Number of Warrants Weighted average exercise price Outstanding, January 1, 2013 12,277,000 $ 2.25 Granted - 2013 0 0 Exercised - 2013 0 0 Expired – 2013 (527,000 ) (1.73 ) Balance, December 31, 2013 11,750,000 2.27 Granted – 2014 804,139 1.20 Exercised – 2014 (550,000 ) (0.35 ) Cancelled - 2014 (10,000,000 ) (2.40 ) Expired – 2014 (150,000 ) (1.45 ) Balance, December 31, 2014 1,854,139 $ 1.69 |
Operating Leases (Tables)
Operating Leases (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Operating Leases [Abstract] | |
Schedule of Rent Expense | Year ended December 31, 2015 $ 62,418 Year ended December 31, 2016 57,217 Total lease commitment $ 119,635 |
Major Customers (Tables)
Major Customers (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Major Customer [Abstract] | |
Schedule of major customers individual revenue | 2014 Percentage 2013 Percentage Company A $ 1,270,064 20 % $ 1,776,824 36 % Company B 797,972 12 % 1,053,321 22 % Company C 772,320 12 % 305,980 7 % Company D 644,702 10 % 278,499 6 % Company E 628,741 10 % 71,030 2 % All other customers 2,389,163 36 % 1,193,587 25 % Total $ 6,502,962 100 % 4,679,741 100 % |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Income Taxes [Abstract] | |
Federal income tax benifit | 2014 2013 Federal income tax benefit attributable to: Current operations $ 349,000 $ 91,000 Permanent and Timing Differences (net) (160,000 ) (294,000 ) Valuation allowance (189,000 ) 203,000 Net provision for federal income tax $ 0 $ 0 |
Deferred tax assets | 2014 2013 Deferred tax asset attributable to: Net operating loss carryover $ 2,982,000 $ 2,793,000 Valuation allowance (2,982,000 ) (2,793,000 ) Net deferred tax asset $ 0 $ 0 |
Restatement (Tables)
Restatement (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Restatement [Abstract] | |
Schedule of restatement pertaining to previous year financial statements | The following items were restated in the 2013 Annual Financial Statements Balance Sheet Previously stated Adjustments Restated Accounts receivable $ 1,566,964 $ (55,255 ) $ 1,511,709 Revenue share payable $ 1,193,661 $ 93,891 $ 1,287,552 Deferred revenue $ 4,252 $ 222,020 $ 226,272 Additional paid in capital $ 8,726,708 $ 148,477 $ 8,875,155 Deferred stock compensation $ (233,942 ) $ (36,520 ) $ (270,462 ) Accumulated deficit $ (24,616,220 ) $ (483,137 ) $ (25,099,357 ) Statement of Operations Revenue $ 4,957,016 $ (277,275 ) $ 4,679,741 Revenue share expense $ 1,767,425 $ 93,891 $ 1,861,316 Operating expenses $ 2,973,990 $ 111,701 $ 3,085,691 Net income (loss) $ 215,847 $ (483,137 ) $ (267,290 ) Statement of Cash Flows Net income (loss) $ 215,847 $ (483,137 ) $ (267,290 ) Stock options issued for services $ 19,547 $ 75,451 $ 94,998 Stock-based compensation $ 399,092 $ 36,520 $ 435,612 Changes in accounts receivable $ (950,166 ) $ 55,255 $ (894,911 ) Changes in revenue share payable $ 1,103,084 $ 93,891 $ 1,196,975 Changes in deferred revenue $ (45,000 ) $ 222,020 $ 177,020 Period Ended September 30, 2013 (unaudited): Balance Sheet Previously stated Adjustments Restated Revenue share payable $ 782,902 $ 28,376 $ 811,278 Deferred revenue $ 13,272 $ 147,860 $ 161,132 Additional paid in capital $ 8,449,271 $ 148,477 $ 8,597,748 Deferred stock compensation $ (233,077 ) $ (54,780 ) $ (287,857 ) Accumulated deficit $ (24,870,854 ) $ (270,207 ) $ (25,141,061 ) Statement of Operations Three Months ended September 30, 2013 Revenue $ 1,373,029 $ (147,860 ) $ 1,225,169 Revenue share expense $ 529,134 $ 28,376 $ 557,510 Operating expenses $ 982,504 $ 93,971 $ 1,076,475 Net income (loss) $ (141,527 ) $ (270,207 ) $ (411,734 ) Nine Months ended September 30, 2013 Revenue $ 3,146,406 $ (147,860 ) $ 2,998,546 Revenue share expense $ 1,264,059 $ 28,376 $ 1,292,435 Operating expenses $ 2,272,239 $ 93,971 $ 2,366,210 Net income (loss) $ (389,716 ) $ (270,207 ) $ (659,923 ) Statement of Cash Flows Net income (loss) $ (389,716 ) $ (270,207 ) $ (659,923 ) Stock-based compensation $ 310,823 $ 93,971 $ 404,794 Changes in revenue share payable $ 649,825 $ 28,376 $ 678,201 Changes in deferred revenue $ (35,980 ) $ 147,860 $ 111,880 Period Ended March 31, 2014 (unaudited): Three Months ended March 31, 2014 Balance Sheet Previously stated Adjustments Restated Revenue share payable $ 797,725 $ 167,880 $ 965,605 Deferred revenue $ 168,714 $ 268,807 $ 437,521 Additional paid in capital $ 27,155,730 $ 148,477 $ 27,304,207 Deferred stock compensation $ (454,409 ) $ (18,260 ) $ (472,669 ) Accumulated deficit $ (25,269,535 ) $ (591,917 ) $ (25,861,452 ) Statement of Operations Revenue $ 1,317,347 $ (27,919) $ 1,289,428 Revenue share expense $ 498,810 $ 62,601 $ 561,411 Operating expenses $ 1,471,598 $ 18,260 $ 1,489,858 Net income (loss) $ (653,315 ) $ (108,780 ) $ (762,095 ) Statement of Cash Flows Net income (loss) $ (653,315 ) $ (108,780 ) $ (762,095 ) Stock-based compensation $ 361,957 $ 18,260 $ 380,217 Changes in revenue share payable $ (395,935 ) $ 62,601 $ (333,334 ) Changes in deferred revenue $ 164,462 $ 27,919 $ 192,381 P eriod Ended June 30, 2014 (unaudited): Balance Sheet Previously stated Adjustments Restated Revenue share payable $ 506,901 $ 366,088 $ 872,989 Deferred revenue $ 42,908 $ 258,270 $ 301,178 Additional paid in capital $ 27,304,112 $ 84,677 $ 27,388,789 Accumulated deficit $ (25,322,216 ) $ (738,674 ) $ 26,060,890 ) Statement of Operations Three Months ended June 30, 2014 Revenue $ 1,454,214 $ (27,206 ) $ 1,427,008 Revenue share expense $ 540,048 $ 190,092 $ 730,140 Operating expenses $ 967,070 $ (70,541 ) $ 896,529 Net income (loss) $ (52,681 ) $ (146,757 ) $ (199,438 ) Six Months ended June 30, 2014 Revenue $ 2,771,560 $ (55,124 ) $ 2,716,436 Revenue share expense $ 1,038,858 $ 252,693 $ 1,291,551 Operating expenses $ 2,439,028 $ (52,281 ) $ 2,386,747 Net income (loss) $ (705,996 ) $ (255,537 ) $ (961,533 ) Statement of Cash Flows Net income (loss) $ (705,996 ) $ (255,537 ) $ (961,533 ) Stock-based compensation $ 654,634 $ (52,281 ) $ 602,353 Changes in revenue share payable $ (686,760 ) $ 252,693 $ (434,067 ) Changes in deferred revenue $ 38,656 $ 55,124 $ 93,780 Period Ended September 30, 2014(unaudited): Balance Sheet Previously stated Adjustments Restated Revenue share payable $ 853,410 $ 421,019 $ 1,274,429 Deferred revenue $ -0- $ 118,949 $ 118,949 Additional paid in capital $ 28,398,825 $ 84,677 $ 28,483,502 Accumulated deficit $ (25,716,530 ) $ (638,903 ) $ (26,355,433 ) Statement of Operations Three Months ended September 30, 2014 Revenue $ 1,620,215 $ 199,206 $ 1,819,421 Revenue share expense $ 858,898 $ 99,435 $ 958,,333 Operating expenses $ 1,155,933 $ -0- $ 1,155,933 Net income (loss) $ (394,314 ) $ 99,771 $ (294,543 ) Nine Months ended September 30, 2014 Revenue $ 4,391,775 $ 144,082 $ 4,535,857 Revenue share expense $ 1,897,757 $ 352,127 $ 2,249,884 Operating expenses $ 3,594,961 $ (52,280 ) $ 3,542,681 Net income (loss) $ (1,100,310 ) $ (155,766 ) $ (1,256,076 ) Statement of Cash Flows Net income (loss) $ (1,100,310 ) $ (155,766 ) $ (1,256,076 ) Stock-based compensation $ 1,118,952 $ (52,280 ) $ (1,066,672 ) Changes in revenue share payable $ (340,251 ) $ 352,127 $ 11,876 Changes in deferred revenue $ (4,252 ) $ (144,082 ) $ (148,334 ) |
Nature of Business (Details)
Nature of Business (Details) - Apr. 14, 2008 - shares | Total |
Nature of Business Details (Textual) | |
Shares issued by RFID, Ltd. pursuant to a share exchange agreement | 1,256,958 |
Percentage of stock of owned by RFID | 100.00% |
Summary of Significant Accoun38
Summary of Significant Accounting Policies (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology | ||
Expected dividend yield | 0.00% | 0.00% |
Risk free interest rate minimum | 0.90% | 0.79% |
Risk free interest rate maximum | 1.44% | 1.42% |
Expected option term | 3 years 6 months | 5 years |
Turnover/forfeiture rate | 0.00% | 0.00% |
Expected volatility minimum | 117.00% | 155.00% |
Expected volatility maximum | 138.00% | 171.00% |
Summary of Significant Accoun39
Summary of Significant Accounting Policies (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Summary of Significant Accounting Policies Details (Textual) | ||
Bad debt expense | $ 0 | $ 0 |
Allowance for doubtful accounts | $ 0 | $ 0 |
Revenue recognition and revenue shares, Description | Legal settlement in an amount equal to the greater of 10% of eCoupon revenues generated or $0.37 per eCoupon distributed. | |
Maximum [Member] | ||
Summary of Significant Accounting Policies Details (Textual) | ||
Property and Equipment, Estimated useful lives | 7 years | |
Minimum [Member] | ||
Summary of Significant Accounting Policies Details (Textual) | ||
Property and Equipment, Estimated useful lives | 3 years |
Prepaid Expenses (Details)
Prepaid Expenses (Details) - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Prepaid Expenses [Abstract] | ||
Insurance | $ 18,093 | $ 6,722 |
Rent | 0 | 5,049 |
Legal | 10,000 | 0 |
Total prepaid expenses | $ 28,093 | $ 11,771 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Subtotal | $ 30,607 | $ 33,448 |
Accumulated depreciation | (17,794) | (18,391) |
Property and equipment, net | 12,813 | 15,057 |
Computer equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Subtotal | 19,519 | 22,360 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Subtotal | $ 11,088 | $ 11,088 |
Property and Equipment (Detai42
Property and Equipment (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Property and Equipment (Textual) | ||
Depreciation expense | $ 5,933 | $ 5,628 |
Web Based Technology (Details)
Web Based Technology (Details) - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||
Web-based technology, Subtotal | $ 1,197,127 | $ 904,710 |
Accumulated amortization | (633,401) | (440,641) |
Impairment | (59,083) | (59,083) |
Web-based technology,, net | 504,643 | 404,986 |
OptimizeRx web-based technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Web-based technology, Subtotal | 154,133 | 154,133 |
SampleMD web-based technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Web-based technology, Subtotal | 602,517 | 602,517 |
SampleMD 2.0 web-based technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Web-based technology, Subtotal | $ 440,477 | $ 148,060 |
Web Based Technology (Details T
Web Based Technology (Details Textuals) - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Web-Based Technology [Abstract] | ||
Web-based technology amortization period, Description | Over a period of up to five years. | |
Web-based technology, amortization expense | $ 192,760 | $ 130,289 |
Patent and Trademarks (Details)
Patent and Trademarks (Details) - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Patent and Trademarks [Abstract] | ||
Patent rights and intangible assets | $ 930,000 | $ 930,000 |
Patent defense costs | 170,937 | 87,993 |
New patents and trademarks | 90,202 | 62,595 |
Accumulated amortization | (260,285) | (194,638) |
Patent rights and intangible assets, net | $ 930,854 | $ 885,950 |
Patent and Trademarks (Details
Patent and Trademarks (Details Textuals) - USD ($) | 1 Months Ended | 12 Months Ended | |
Apr. 26, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | |
Finite-Lived Intangible Assets [Line Items] | |||
Accounts payable - related party | $ 570,000 | $ 570,000 | |
Amortizing patent | Straight-line method. | ||
Useful life | 17 years | ||
Amortization expense | $ 65,647 | $ 57,874 | |
SampleMD Patent Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Issuance of common stock: for cash shares | 300,000 | ||
Stock options | 200,000 | ||
Shares values | $ 360,000 | ||
Expire date | Apr. 30, 2015 |
Deferred Revenue (Details)
Deferred Revenue (Details) - USD ($) | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 |
Revenue Recognition [Abstract] | ||||||
Deferred revenue | $ 120,130 | $ 118,949 | $ 301,178 | $ 437,521 | $ 226,272 | $ 161,132 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 1 Months Ended | ||
Apr. 26, 2010 | Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | |||
Accounts Payable, Related Parties, Current | $ 570,000 | $ 570,000 | |
Patents [Member] | |||
Related Party Transaction [Line Items] | |||
Stock Issued During Period, Shares, New Issues | 300,000 | ||
Stock options | 200,000 | ||
Expire date | Apr. 30, 2015 | ||
Shares values | $ 360,000 |
Common Stock (Details)
Common Stock (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||||
Oct. 31, 2014 | Mar. 31, 2014 | Jan. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 02, 2014 | Sep. 30, 2013 | Sep. 20, 2013 | Jun. 10, 2013 | Jun. 01, 2013 | |
Class of Stock [Line Items] | ||||||||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | ||||||||
Common stock par value | $ 0.001 | $ 0.001 | ||||||||
Common stock, shares issued | 35,417 | 22,867,319 | 14,817,496 | |||||||
Common stock, shares outstanding | 22,867,319 | 14,817,496 | ||||||||
Common stock value, Issued | $ 22,867 | $ 14,817 | ||||||||
Deferred stock compensation | $ (472,669) | 0 | 270,462 | $ (287,857) | ||||||
Gross proceeds | 41,667 | $ 105,420 | ||||||||
Common stock issued for equity issuance costs | 630,000 | |||||||||
Employee bonus, Share | $ 337,500 | |||||||||
Employee bonus, Value | 570,375 | |||||||||
Additional working capital | $ 3,000,000 | |||||||||
Fully diluted shares | 7,000,000 | |||||||||
Equity issuance cost | $ 2,950,000 | |||||||||
Shares granted | 387,500 | 2,175,000 | ||||||||
Warrants exercised, number of shares | 50,000 | 500,000 | ||||||||
Consulting Agreement [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock par value | $ 1.945 | |||||||||
Common stock, shares issued | 20,000 | |||||||||
Additional shares issued | 10,000 | 20,000 | ||||||||
Shares Issued, per share value | $ 1.85 | $ 1.50 | ||||||||
Capital Markets Advisory Agreement [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock par value | $ 1.66 | |||||||||
Common stock, shares issued | 44,000 | |||||||||
Separation Agreement [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock, shares issued | 250,000 | 250,000 | ||||||||
Common stock value, Issued | $ 505,000 | |||||||||
Deferred stock compensation | $ 174,808 | |||||||||
Securities Purchase Agreement [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Sales of common stock | 8,333,333 | |||||||||
Warrant exercise price period | 5 years | |||||||||
Sale of stock price per share | $ 1.20 | |||||||||
Gross proceeds | $ 10,000,000 | |||||||||
Placement agents [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Commissions percentage | 9.70% | |||||||||
Commissions | $ 970,000 | |||||||||
Purchase of warrants | 804,139 | |||||||||
Warrants, Value | $ 1,110,211 | |||||||||
Three executive officers [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Additional shares issued | 200,000 | |||||||||
Employee Bonus | $ 240,000 | |||||||||
Consultant [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Additional shares issued | 150,000 | |||||||||
Vicis Capital Master Fund [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Debt redemption, amount | $ 6,000,000 | |||||||||
Officer [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Additional shares issued | 410,348 | |||||||||
Warrants exercised, number of shares | 500,000 | |||||||||
Director [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock, shares issued | 12,500 | |||||||||
Additional shares issued | 7,065 | |||||||||
Common stock value, Issued | $ 23,166 | |||||||||
Shares granted | 19,565 |
Preferred Stock (Details)
Preferred Stock (Details) - USD ($) | May. 12, 2010 | Sep. 30, 2011 | Sep. 21, 2011 | Mar. 25, 2011 | Dec. 31, 2010 | Nov. 16, 2010 | Dec. 31, 2008 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2014 | Dec. 31, 2013 |
Class of Stock [Line Items] | |||||||||||
Stock issued, Values | $ 8,795,032 | ||||||||||
Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock issued, Shares | 8,333,333 | ||||||||||
Stock issued, Values | $ 8,333 | ||||||||||
Series A Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock issued, Shares | 236,598 | 156,306 | 176,768 | 173,922 | 35 | ||||||
Stock issued, Values | $ 3,500,000 | $ 350,000 | $ 350,000 | ||||||||
Issuance costs | 515,000 | ||||||||||
Net proceeds of shares | $ 2,985,000 | ||||||||||
Preferred Shares issued, shares | 3,500,000 | ||||||||||
Percentage of cumulative dividend | 10.00% | 10.00% | |||||||||
Warrants issued | 6,000,000 | ||||||||||
Exercise price | $ 2 | $ 2 | |||||||||
Treasury stock | 100,000 | ||||||||||
Conversion price | $ 1 | ||||||||||
Undeclared dividends | $ 350,000 | ||||||||||
Total Undeclared dividends | $ 350,000 | $ 350,000 | $ 700,000 | ||||||||
Series B Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock issued, Shares | 15 | 15 | |||||||||
Stock issued, Values | $ 1,500,000 | $ 1,500,000 | |||||||||
Issuance costs | 350,000 | ||||||||||
Net proceeds of shares | $ 1,150,000 | ||||||||||
Preferred Shares issued, shares | 1,000,000 | 1,000,000 | |||||||||
Percentage of cumulative dividend | 10.00% | 10.00% | 10.00% | ||||||||
Warrants issued | 1,000,000 | 3,000,000 | |||||||||
Exercise price | $ 3 | $ 3 | $ 2 | ||||||||
Treasury stock | 100,000 | ||||||||||
Conversion price | $ 1.50 | ||||||||||
Series B Preferred Stock [Member] | Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Stock issued, Shares | 66,988 | 75,758 | |||||||||
Stock issued, Values | $ 644,540 | $ 300,000 | |||||||||
Issuance costs | $ 350,000 | ||||||||||
Preferred shares issued, values | $ 1,158,900 | ||||||||||
Warrants issued | 3,000,000 | ||||||||||
Warrants, Value | $ 855,460 | $ 341,100 |
Stock Options and Warrants (Det
Stock Options and Warrants (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Number of shares | ||
Begining balnce , shares | 1,180,000 | 1,484,100 |
Granted | 387,500 | 2,175,000 |
Exercised | 0 | |
Expired | (260,000) | (2,479,100) |
Ending balance, shares | 1,307,500 | 1,180,000 |
Weighted average exercise price | ||
Begining balance, weighted average exercise price | $ 0.97 | $ 0.98 |
Granted, weighted average exercise price | 1.73 | 1 |
Exercised, weighted average exercise price | 0 | 0 |
Expired, weighted average exercise price | (0.39) | (1) |
Ending balance, weighted average exercise price | $ 1.31 | $ 0.97 |
Stock Options and Warrants (D52
Stock Options and Warrants (Detail Textuals) - USD ($) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 387,500 | 2,175,000 | |
Available for grant, shares | 1,307,500 | 1,180,000 | 1,484,100 |
2013 Equity Compensation Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares initially reserved for issuance | 1,500,000 | ||
Options granted | 552,500 | ||
Shares granted | 537,500 | ||
Available for grant, shares | 410,000 | ||
Compensation cost | $ 272,804 | $ 94,998 |
Warrants (Details)
Warrants (Details) - Dec. 31, 2014 - $ / shares | Total |
Warrant one [Member] | |
Number of Warrants | 1,000,000 |
Exercise price | $ 2.25 |
Expiration Date | May 10, 2017 |
Warrant two [Member] | |
Number of Warrants | 50,000 |
Exercise price | $ 0.89 |
Expiration Date | Feb. 17, 2016 |
Warrant three [Member] | |
Number of Warrants | 50,000 |
Exercise price | $ 1.20 |
Expiration Date | Mar. 17, 2017 |
Warrants (Details 1)
Warrants (Details 1) - Warrant [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||
Begining balance | 11,750,000 | 12,277,000 |
Granted | 804,139 | 0 |
Exercised | (550,000) | 0 |
Cancellation | (10,000,000) | |
Expired | (150,000) | (527,000) |
Ending balance | 1,854,139 | 11,750,000 |
Share Based Compensation Arrangement By Share Based Payment Award Non Option Equity Instrument Weighted Average Outstanding Roll Forward [Abstract] | ||
Begining balance, weighted average | $ 2.27 | $ 2.25 |
Granted, weighted average | 1.20 | 0 |
Exercise, weighted average | 0.35 | 0 |
Expired, weighted average | (2.40) | $ (1.73) |
Cancellation, weighted average | (1.45) | |
Ending balance, weighted average | $ 1.69 | $ 2.27 |
Warrants (Details Textuals)
Warrants (Details Textuals) - Warrant [Member] - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Class of Stock [Line Items] | ||
Granted | 804,139 | 0 |
Granted, weighted average | $ 1.20 | $ 0 |
Proceed from warrant issued | $ 10 |
Operating Leases (Details)
Operating Leases (Details) | Dec. 31, 2014USD ($) |
Operating Leases [Abstract] | |
Year ended December 31, 2015 | $ 62,418 |
Year ended December 31, 2016 | 57,217 |
Total lease commitment | $ 119,635 |
Major Customers (Details)
Major Customers (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Product Information [Line Items] | |||||||||
Total | $ 1,819,421 | $ 1,427,008 | $ 1,289,428 | $ 1,225,169 | $ 2,716,436 | $ 4,535,857 | $ 2,998,546 | $ 6,502,962 | $ 4,679,741 |
Revenues Percentage | 100.00% | 100.00% | |||||||
Company A [Member] | |||||||||
Product Information [Line Items] | |||||||||
Total | $ 1,270,064 | $ 1,776,824 | |||||||
Revenues Percentage | 20.00% | 36.00% | |||||||
Company B [Member] | |||||||||
Product Information [Line Items] | |||||||||
Total | $ 797,972 | $ 1,053,321 | |||||||
Revenues Percentage | 12.00% | 22.00% | |||||||
Company C [Member] | |||||||||
Product Information [Line Items] | |||||||||
Total | $ 772,320 | $ 305,980 | |||||||
Revenues Percentage | 12.00% | 7.00% | |||||||
Company D [Member] | |||||||||
Product Information [Line Items] | |||||||||
Total | $ 644,702 | $ 278,499 | |||||||
Revenues Percentage | 10.00% | 6.00% | |||||||
Company E [Member] | |||||||||
Product Information [Line Items] | |||||||||
Total | $ 628,741 | $ 71,030 | |||||||
Revenues Percentage | 10.00% | 2.00% | |||||||
All other customers [Member] | |||||||||
Product Information [Line Items] | |||||||||
Total | $ 2,389,163 | $ 1,193,587 | |||||||
Revenues Percentage | 36.00% | 25.00% |
Major Customers (Detail Textual
Major Customers (Detail Textuals) | 12 Months Ended |
Dec. 31, 2014 | |
Major Customer [Abstract] | |
Total revenue percentage | 10.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Federal income tax benefit attributable to: | ||
Current operations | $ 349,000 | $ 91,000 |
Permanent and Timing Differences (net) | (160,000) | (294,000) |
Valuation allowance | (189,000) | 203,000 |
Net provision for federal income tax | $ 0 | $ 0 |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax asset attributable to: | ||
Net operating loss carryover | $ 2,982,000 | $ 2,793,000 |
Valuation allowance | (2,982,000) | (2,793,000) |
Net deferred tax asset | $ 0 | $ 0 |
Income Taxes (Detail Textuals)
Income Taxes (Detail Textuals) - Dec. 31, 2014 - USD ($) $ in Millions | Total |
Income Taxes [Abstract] | |
Operating loss carryforwards | $ 8.8 |
Operating loss expire description | Expire from 2027 through 2034 that are available to offset future taxable income. |
Effective rate of tax expected | 34.00% |
Contingent Liabilities (Details
Contingent Liabilities (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 31, 2015 | Sep. 30, 2014 | |
Loss Contingencies [Line Items] | |||
Claims pertaining to damages to nonregistration of shares | $ 450,000 | ||
Loss pertaining to Mr. Milton Wilpon for Litigation settlement | $ 929,000 | ||
Contingent Liabilities related to audit fees in percentage | 10.00% | ||
Subsequent Event [Member] | |||
Loss Contingencies [Line Items] | |||
Damage related to PDR's actions | $ 900,000 |
Restatement (Details)
Restatement (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Financial Position [Abstract] | |||||||||
Accounts receivable | $ 965,605 | $ 811,278 | $ 811,278 | $ 2,100,381 | $ 1,511,709 | ||||
Revenue share payable | $ 1,274,429 | $ 872,989 | $ 872,989 | $ 1,274,429 | 1,502,761 | 1,287,552 | |||
Deferred revenue | 118,949 | 301,178 | 437,521 | 161,132 | 301,178 | 118,949 | 161,132 | 120,130 | 226,272 |
Additional paid-in-capital | 28,483,502 | 27,388,789 | 27,304,207 | 8,597,748 | 27,388,789 | 28,483,502 | 8,597,748 | 27,595,609 | 8,875,155 |
Deferred stock compensation | (472,669) | (287,857) | (287,857) | 0 | 270,462 | ||||
Accumulated deficit | (26,355,433) | (26,060,890) | (25,861,452) | (25,141,061) | (26,060,890) | (26,355,433) | (25,141,061) | (26,124,750) | (25,099,357) |
Income Statement [Abstract] | |||||||||
Revenues | 1,819,421 | 1,427,008 | 1,289,428 | 1,225,169 | 2,716,436 | 4,535,857 | 2,998,546 | 6,502,962 | 4,679,741 |
Revenue share expense | 958,333 | 730,140 | 561,411 | 557,510 | 1,291,551 | 2,249,884 | 1,292,435 | 3,221,534 | 1,861,316 |
Operating expenses | 1,155,933 | 896,529 | 1,489,858 | 1,076,475 | 2,386,747 | 3,542,681 | 2,366,210 | 4,307,756 | 3,085,961 |
Net income (loss) | (294,543) | (199,438) | (762,095) | (411,734) | (961,533) | (1,256,076) | (659,923) | (1,025,393) | (267,290) |
Statement of Cash Flows [Abstract] | |||||||||
Net income (loss) | (294,543) | (199,438) | (762,095) | (411,734) | (961,533) | (1,256,076) | (659,923) | (1,025,393) | (267,290) |
Stock options issued for services | 272,804 | 94,998 | |||||||
Share-based Compensation | 380,217 | 602,353 | (1,066,672) | 404,794 | 899,438 | 435,612 | |||
Change in accounts receivable | 588,672 | 894,911 | |||||||
Revenue share payable | (333,334) | (434,067) | 11,876 | 678,201 | 215,210 | 1,196,975 | |||
Changes in deferred revenue | 192,381 | 93,780 | (148,334) | 111,880 | $ (106,142) | 177,020 | |||
Previously stated [Member] | |||||||||
Statement of Financial Position [Abstract] | |||||||||
Accounts receivable | 797,725 | 782,902 | 782,902 | 1,566,964 | |||||
Revenue share payable | $ 853,410 | 506,901 | 506,901 | $ 853,410 | 1,193,661 | ||||
Deferred revenue | 42,908 | 168,714 | 13,272 | 42,908 | 13,272 | 4,252 | |||
Additional paid-in-capital | $ 28,398,825 | 27,304,112 | 27,155,730 | 8,449,271 | 27,304,112 | $ 28,398,825 | 8,449,271 | 8,726,708 | |
Deferred stock compensation | (454,409) | (233,077) | (233,077) | (233,942) | |||||
Accumulated deficit | (25,716,530) | (25,322,216) | (25,269,535) | (24,870,854) | (25,322,216) | (25,716,530) | (24,870,854) | (24,616,220) | |
Income Statement [Abstract] | |||||||||
Revenues | 1,620,215 | 1,454,214 | 1,317,347 | 1,373,029 | 2,771,560 | 4,391,775 | 3,146,406 | 4,957,016 | |
Revenue share expense | 858,898 | 540,048 | 498,810 | 529,134 | 1,038,858 | 1,897,757 | 1,264,059 | 1,767,425 | |
Operating expenses | 1,155,933 | 967,070 | 1,471,598 | 982,504 | 2,439,028 | 3,594,961 | 2,272,239 | 2,973,990 | |
Net income (loss) | (394,314) | (52,681) | (653,315) | (141,527) | (705,996) | (1,100,310) | (389,716) | 215,847 | |
Statement of Cash Flows [Abstract] | |||||||||
Net income (loss) | (394,314) | (52,681) | (653,315) | (141,527) | (705,996) | (1,100,310) | (389,716) | 215,847 | |
Stock options issued for services | 19,547 | ||||||||
Share-based Compensation | 361,957 | 654,634 | 1,118,952 | 310,823 | 399,092 | ||||
Change in accounts receivable | (950,166) | ||||||||
Revenue share payable | (395,935) | (686,760) | (340,251) | 649,825 | 1,103,084 | ||||
Changes in deferred revenue | 164,462 | 38,656 | (4,252) | (35,980) | (45,000) | ||||
Adjustments [Member] | |||||||||
Statement of Financial Position [Abstract] | |||||||||
Accounts receivable | 167,880 | 28,376 | 28,376 | (55,255) | |||||
Revenue share payable | 421,019 | 366,088 | 366,088 | 421,019 | 93,891 | ||||
Deferred revenue | 118,949 | 258,270 | 268,807 | 147,860 | 258,270 | 118,949 | 147,860 | 222,020 | |
Additional paid-in-capital | 84,677 | 84,677 | 148,477 | 148,477 | 84,677 | 84,677 | 148,477 | 148,477 | |
Deferred stock compensation | (18,260) | (54,780) | (54,780) | (36,520) | |||||
Accumulated deficit | (638,903) | (738,674) | (591,917) | (270,207) | (738,674) | (638,903) | (270,207) | (483,137) | |
Income Statement [Abstract] | |||||||||
Revenues | 199,206 | (27,206) | (27,919) | (147,860) | (55,124) | 144,082 | (147,860) | (277,275) | |
Revenue share expense | $ 99,435 | 190,092 | 62,601 | 28,376 | 252,693 | 352,127 | 28,376 | 93,891 | |
Operating expenses | (70,541) | 18,260 | 93,971 | (52,281) | (52,280) | 93,971 | 111,701 | ||
Net income (loss) | $ 99,771 | (146,757) | (108,780) | (270,207) | (255,537) | (155,766) | (270,207) | (483,137) | |
Statement of Cash Flows [Abstract] | |||||||||
Net income (loss) | $ 99,771 | $ (146,757) | (108,780) | $ (270,207) | (255,537) | (155,766) | (270,207) | (483,137) | |
Stock options issued for services | 75,451 | ||||||||
Share-based Compensation | 18,260 | (52,281) | (52,280) | 93,971 | 36,520 | ||||
Change in accounts receivable | 55,255 | ||||||||
Revenue share payable | 62,601 | 252,693 | 352,127 | 28,376 | 93,891 | ||||
Changes in deferred revenue | $ 27,919 | $ 55,124 | $ (144,082) | $ 147,860 | $ 222,020 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - shares | 1 Months Ended | |
Mar. 31, 2015 | Jan. 31, 2015 | |
Subsequent Event [Line Items] | ||
Stock issued for advisory services | 90,000 | |
Increment One [Member] | ||
Subsequent Event [Line Items] | ||
Stock issued for advisory services | 45,000 | |
Outside director [Member] | ||
Subsequent Event [Line Items] | ||
Common stock Issued shares as director fees | 12,500 |