Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2021shares | |
Cover [Abstract] | |
Entity Registrant Name | Professional Diversity Network, Inc. |
Entity Central Index Key | 0001546296 |
Document Type | 10-Q |
Document Period End Date | Mar. 31, 2021 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business Flag | true |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 13,465,022 |
Document Fiscal Period Focus | Q1 |
Document Fiscal Year Focus | 2021 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 2,342,343 | $ 2,117,569 |
Accounts receivable, net | 1,066,101 | 1,005,482 |
Incremental direct costs | 42,848 | 36,212 |
Prepaid expense and other current assets | 353,273 | 355,260 |
Current assets from discontinued operations | 6,882 | 6,898 |
Total current assets | 3,811,447 | 3,521,421 |
Property and equipment, net | 12,240 | 10,382 |
Capitalized technology, net | 19,582 | 25,867 |
Goodwill | 339,451 | 339,451 |
Intangible assets, net | 357,126 | 376,178 |
Right-of-use assets | 472,526 | 487,677 |
Merchant reserve | 760,849 | 760,849 |
Security deposits | 66,340 | 66,340 |
Long-term assets from discontinued operations | 198,186 | 3,085,178 |
Total assets | 6,037,747 | 8,673,343 |
Current Liabilities: | ||
Accounts payable | 431,778 | 728,379 |
Accrued expenses | 1,500,009 | 1,626,164 |
Deferred revenue | 2,114,991 | 1,901,129 |
Lease liability, current portion | 61,887 | 46,526 |
Current liabilities from discontinued operations | 387,186 | 375,276 |
Total current liabilities | 4,495,851 | 4,677,474 |
Lease liability, non-current portion | 456,333 | 463,998 |
Deferred tax liability | 121,335 | 186,039 |
Total liabilities | 5,073,519 | 5,327,511 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Common stock, $0.01 par value; 45,000,000 shares authorized, 13,466,070 shares and 12,820,891 shares issued as of March 31, 2021 and December 31, 2020, and 13,465,022 and 12,819,843 shares outstanding as of March 31, 2021 and December 31, 2020. | 134,650 | 128,198 |
Additional paid in capital | 94,659,832 | 95,985,080 |
Accumulated other comprehensive income | 387 | 292,506 |
Accumulated deficit | (93,793,524) | (93,022,835) |
Treasury stock, at cost; 1,048 shares at March 31, 2021 and December 31, 2020 | (37,117) | (37,117) |
Total stockholders' equity | 964,228 | 3,345,832 |
Total liabilities and stockholders' equity | $ 6,037,747 | $ 8,673,343 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 45,000,000 | 45,000,000 |
Common stock, shares issued | 13,466,070 | 12,820,891 |
Common stock, shares outstanding | 13,465,022 | 12,819,843 |
Treasury stock, shares | 1,048 | 1,048 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues: | ||
Total revenues | $ 1,484,852 | $ 982,297 |
Costs and expenses: | ||
Cost of revenues | 261,154 | 173,477 |
Sales and marketing | 699,715 | 524,969 |
General and administrative | 1,317,853 | 1,660,854 |
Depreciation and amortization | 29,607 | 52,001 |
Total costs and expenses | 2,308,329 | 2,411,301 |
Loss from continuing operations | (823,477) | (1,429,004) |
Other income (expense) | ||
Interest expense | ||
Interest and other income | 885 | 664 |
Other income (expense), net | 885 | 664 |
Loss before income tax benefit | (822,592) | (1,428,340) |
Income tax benefit | (66,977) | (5,909) |
Loss from continuing operations | (755,615) | (1,422,431) |
Income (loss) from discontinued operations | (15,074) | (69,665) |
Net loss | (770,689) | (1,492,096) |
Other comprehensive loss: | ||
Net loss | (770,689) | (1,492,096) |
Foreign currency translation adjustment | (292,119) | 39,873 |
Comprehensive loss: | $ (1,062,808) | $ (1,452,223) |
Basic and diluted loss per share: | ||
Continuing operations | $ (0.06) | $ (0.16) |
Discontinued operations | 0 | (0.01) |
Net loss | $ (0.06) | $ (0.17) |
Weighted average outstanding shares used in computing net loss per common share: | ||
Basic and diluted | 13,263,402 | 8,969,475 |
Membership Fees and Related Services [Member] | ||
Revenues: | ||
Total revenues | $ 263,205 | $ 383,831 |
Recruitment Services [Member] | ||
Revenues: | ||
Total revenues | 1,175,080 | 566,687 |
Products Sales and Other [Member] | ||
Revenues: | ||
Total revenues | 1,431 | 1,431 |
Consumer Advertising and Marketing Solutions [Member] | ||
Revenues: | ||
Total revenues | $ 45,136 | $ 30,348 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid in Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
Beginning balance at Dec. 31, 2019 | $ 89,286 | $ 91,126,784 | $ (88,671,260) | $ (37,117) | $ 44,242 | $ 2,551,935 |
Beginning balance, shares at Dec. 31, 2019 | 8,928,611 | 1,048 | ||||
Sale of common stock | $ 19,392 | 1,480,608 | 1,500,000 | |||
Sale of common stock, shares | 1,939,237 | |||||
Issuance of common stock | $ 531 | (531) | ||||
Issuance of common stock, shares | 53,125 | |||||
Share-based compensation | 18,680 | 18,680 | ||||
Translation adjustments | 39,873 | 39,873 | ||||
Net loss | (1,492,096) | (1,492,096) | ||||
Ending balance at Mar. 31, 2020 | $ 109,209 | 92,625,541 | (90,163,356) | $ (37,117) | 84,115 | 2,618,392 |
Ending balance, shares at Mar. 31, 2020 | 10,920,973 | 1,048 | ||||
Beginning balance at Dec. 31, 2020 | $ 128,198 | 95,985,080 | (93,022,835) | $ (37,117) | 292,506 | 3,345,832 |
Beginning balance, shares at Dec. 31, 2020 | 12,819,843 | 1,048 | ||||
Sale of common stock | $ 5,000 | 995,000 | 1,000,000 | |||
Sale of common stock, shares | 500,000 | |||||
Issuance of common stock | $ 1,500 | 165,000 | 166,500 | |||
Issuance of common stock, shares | 150,000 | |||||
Cancellation of common stock | $ (48) | 48 | ||||
Cancellation of common stock, shares | (4,821) | |||||
Share-based compensation | 106,428 | 106,428 | ||||
Translation adjustments | (292,119) | (292,119) | ||||
Adjustment from discontinued operations | (2,591,724) | (2,591,724) | ||||
Net loss | (770,689) | (770,689) | ||||
Ending balance at Mar. 31, 2021 | $ 134,650 | $ 94,659,832 | $ (93,793,524) | $ (37,117) | $ 387 | $ 964,228 |
Ending balance, shares at Mar. 31, 2021 | 13,465,022 | 1,048 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Loss from continuing operations | $ (755,615) | $ (1,422,431) |
Adjustments to reconcile net loss from continuing operations to net cash used in operating activities - continuing operations: | ||
Depreciation and amortization | 29,606 | 52,001 |
Deferred tax benefit | (64,704) | (5,909) |
Amortization of right-of-use asset | 22,847 | 39,102 |
Accretion of lease liability | 1,469 | |
Stock-based compensation expense | 106,428 | 18,680 |
Write-off of property and equipment | ||
Litigation settlement reserve | 450,000 | |
Issuance of common stock related to settlement | 166,500 | |
Payment of lease obligations | (45,642) | |
Changes in operating assets and liabilities, net of effects of discontinued operations: | ||
Accounts receivable | (60,619) | 433,396 |
Prepaid expenses and other current assets | 1,987 | (66,419) |
Incremental direct costs | (6,636) | 7,139 |
Accounts payable | (296,600) | 187,576 |
Accrued expenses | (126,154) | (73,004) |
Deferred revenue | 213,862 | (149,836) |
Net cash used in operating activities - continuing operations | (769,098) | (573,878) |
Net cash provided by operating activities - discontinued operations | 35,364 | 15,573 |
Net cash used in operating activities | (733,734) | (558,305) |
Cash flows from investing activities: | ||
Costs incurred to develop technology | (3,470) | (3,700) |
Purchases of property and equipment | (2,658) | (834) |
Net cash used in investing activities - continuing operations | (6,128) | (4,534) |
Net cash used in investing activities - discontinued operations | (171) | |
Net cash provided used in investing activities | (6,128) | (4,705) |
Cash flows from financing activities: | ||
Proceeds from the sale of common stock | 1,000,000 | 1,500,000 |
Net cash provided by financing activities - continuing operations | 1,000,000 | 1,500,000 |
Net cash provided by financing activities | 1,000,000 | 1,500,000 |
Effect of exchange rate fluctuations on cash and cash equivalents | (35,364) | (15,402) |
Net increase (decrease) in cash and cash equivalents | 224,774 | 936,990 |
Cash, cash equivalents, beginning of period | 2,117,569 | 633,615 |
Cash and cash equivalents, end of period | 2,342,343 | 1,555,203 |
Supplemental disclosures of other cash flow information: | ||
Non-cash stock issuance | 166,500 | |
Cash paid for income taxes |
Basis of Presentation and Descr
Basis of Presentation and Description of Business | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Description of Business | 1. Basis of Presentation and Description of Business The accompanying condensed consolidated financial statements have been prepared in conformity with U.S. GAAP pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. The accompanying condensed consolidated financial statements include all adjustments, which consist of normal recurring adjustments and transactions or events discretely impacting the interim periods, considered necessary by management to fairly state our results of operations, financial position and cash flows. The operating results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our 2020 Form 10-K. Professional Diversity Network, Inc. is both the operator of the Professional Diversity Network (the “Company,” “we,” “our,” “us,” “PDN Network,” “PDN” or the “Professional Diversity Network”) and a holding company for NAPW, Inc., a wholly-owned subsidiary of the Company and the operator of the National Association of Professional Women (the “NAPW Network” or “NAPW”). The PDN Network operates online professional networking communities with career resources specifically tailored to the needs of different diverse cultural groups including: Women, Hispanic-Americans, African-Americans, Asian-Americans, Disabled, Military Professionals, Lesbians, Gay, Bisexual, Transgender and Queer (LGBTQ), and Students and Graduates seeking to transition from education to career. The networks’ purposes, among others, are to assist its registered users in their efforts to connect with like-minded individuals, identify career opportunities within the network and connect with prospective employers. The Company’s technology platform is integral to the operation of its business. The NAPW Network is networking organization for professional women, whereby its members can develop their professional networks, further their education and skills, and promote their business and career accomplishments. NAPW provides its members with opportunities to network and develop valuable business relationships with other professionals through its website, as well as at events hosted at its local chapters across the country. In March 2020, our Board of Directors decided to suspend all China operations generated by the former CEO, Michael Wang. The results of China operations are presented in the consolidated statements of operations and comprehensive loss as net loss from discontinued operations. On March 19, 2020, Jiangxi PDN Culture Media Co., Ltd. (“Jiangxi PDN”), a company established under the laws of the People’s Republic of China and a variable interest entity (VIE) controlled by Professional Diversity Network, Inc. (“PDN”), issued a Notice of Termination of the Agreement of Acquisition and Equity Transfer (the “Termination”). This Notice was exercised under Jiangxi PDN’s unilateral right and was delivered on March 19, 2020. Under the terms of the Termination, no additional due diligence shall be completed, any materials shall be returned to the respective owners, and there shall be no breakup fee or penalty associated with this Termination. We expect no further involvement in this matter. |
Going Concern and Management's
Going Concern and Management's Plans | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern and Management's Plans | 2. Going Concern and Management’s Plans At March 31, 2021, the Company’s principal sources of liquidity were its cash and cash equivalents and the net proceeds from the sale of common stock during the first quarter of 2021. The Company had an accumulated deficit of ($93,793,524) at March 31, 2021. During the three months ended March 31, 2021, the Company generated a net loss from continuing operations of ($755,615) and used cash in continuing operations of $935,598. At March 31, 2021, the Company had a cash balance of $2,324,343. Total revenues were approximately $1,485,000 and $982,000 for the three months ended March 31, 2021 and 2020, respectively. The Company had a working capital deficiency from continuing operations of approximately ($684,000) and ($1,156,000) at March 31, 2021 and December 31, 2020, respectively. These conditions raise substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to further implement its business plan, raise capital, and generate revenues. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Management believes that its available cash on hand and cash flow from operations may not be sufficient to meet our working capital requirements for the twelve month period subsequent to the issuance of our financial statements. In order to accomplish our business plan objectives, the Company will need to continue its cost reduction efforts, increase revenues, raising capital through the issuance of common stock, or through a strategic merger or acquisition. However, there can be no assurances that our business plans and actions will be successful, that we will generate anticipated revenues, or that unforeseen circumstances will not require additional funding sources in the future or effectuate plans to conserve liquidity. Future efforts to improve liquidity through the issuance of our common stock may not be successful or they may not be available on acceptable terms, if at all. On February 1, 2021, the Company entered into a private placement with Ms. Yiran Gu, in which the Company sold 500,000 shares of its common stock at a price per share of $2.00 for gross proceeds of $1,000,000. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies Principles of Consolidation - Use of Estimates – Significant estimates underlying the financial statements include the fair value of acquired assets and liabilities associated with acquisitions; the assessment of goodwill for impairment, intangible assets and long-lived assets for impairment; allowances for doubtful accounts and assumptions related to the valuation allowances on deferred taxes, impact of applying the revised federal tax rates on deferred taxes, the valuation of stock-based compensation and the valuation of stock warrants. Principles of Consolidation - Cash Equivalents - Accounts Receivable - Incremental Direct Costs Property and Equipment - Lease Obligations - On September 23, 2020, the Company entered into a new office lease agreement for its corporate headquarters. The office lease is for 4,902 square feet of office space and the lease term is for 84 months, commencing on October 1, 2020. Additionally, the office lease required a security deposit of $66,340 and the lease agreement provided for a rent abatement of twelve months beginning in October 2020. Capitalized Technology Costs - Business Combinations - Goodwill and Intangible Assets - Goodwill is tested for impairment at the reporting unit level on an annual basis (December 31 for the Company) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. The Company considers its market capitalization and the carrying value of its assets and liabilities, including goodwill, when performing its goodwill impairment test. When conducting its annual goodwill impairment assessment, the Company initially performs a qualitative evaluation of whether it is more likely than not that goodwill is impaired. If it is determined by a qualitative evaluation that it is more likely than not that goodwill is impaired, the Company then compares the fair value of the Company’s reporting unit to its carrying or book value. If the fair value of the reporting unit exceeds its carrying value, goodwill is not impaired and the Company is not required to perform further testing. If the carrying value of a reporting unit exceeds its fair value, the Company will measure any goodwill impairment losses as the amount by which the carrying amount of a reporting unit exceeds its fair value, not to exceed the total amount of goodwill allocated to that reporting unit. Treasury Stock Discontinued Operations China Operations The Company previously disclosed in its Form 10-K for the year ending December 31, 2019 (the “2019 10-K”) and subsequently that the assets of PDN China were frozen by Chinese local authorities in November 2019 in connection with the criminal investigation of alleged illegal public fund raising by Gatewang Group (the “Gatewang Case”), a separate company organized under the laws of the People’s Republic of China (“Gatewang”), with which Mr. Maoji (Michael) Wang, the former Chairman and CEO of the Company was affiliated. A subsequent investigation led by a special committee of the Board concluded that it did not find any evidence that the Company or PDN China has engaged in the criminal activity of illegal fund-raising as alleged against Gatewang. The Company subsequently discontinued all of its operations in China. The Company also previously disclosed in the 2019 Form 10-K that although the seizure of PDN China’s assets had been lifted in March 2020, PDN China’s bank account (the “PDN China Account”) with a balance of RMB 20,080,467 (approximately $3.1 million) continued to be frozen by the Chinese local authorities pending the outcome of the Gatewang Case. The Company had classified this entire cash balance as a long-term asset (the “Frozen Cash Asset”) of discontinued operations in its financial statements. On April 22, 2021, the Company learned that RMB 18,841,064.15 (approximately $2.9 million) had been seized from the PDN China Account by Longxu District Court of Wuzhou City in Guangxi Province to satisfy a judgment in favor of the plaintiffs in the Gatewang Case. On April 26, 2021, the Company concluded that the seizure of such cash assets is a material reduction of Company assets and filed a Form 8-K to report that reduction. The cash value at time of seizure is approximately $2.9 million. The Company has reflected the seizure of these cash funds in its Consolidated Balance Sheets as of March 31, 2021. The seizure of these cash funds reduces the Company’s shareholders’ equity by an equal amount, which results in its stockholders’ equity being less than the $2.5 million required by The Nasdaq Stock Market LLC (“Nasdaq”) under its Listing Rule 5550(b)(1) for continued listing of the Company’s common shares on the Nasdaq Capital Market. The Company plans to explore alternatives for increasing its stockholders’ equity in order to meet NASDAQ’s listing requirements, including the possibility of issuing additional equity. The Company has asserted its claim to these funds as the genuine owner to the Chinese officials and asked for their return. The Company plans to pursue all possible legal alternatives to have these funds returned to the Company but such return is uncertain at this time. All historical operating results for the Company’s China operations are included in a loss from discontinued operations, net of tax, in the accompanying statement of operations. For the three months ended March 31, 2021, loss from discontinued operations was approximately $15,000 compared to a loss from discontinued operations of approximately $70,000 for the three months ended March 31, 2020. Assets and liabilities of China operations are now included in current assets and long-term assets from discontinued operations, and current liabilities and long-term liabilities from discontinued operations. Current assets from discontinued operations were approximately $7,000, as of March 31, 2021 and December 31, 2020, respectively, and long-term assets from discontinued operations were approximately $198,000 at March 31, 2021, compared to approximately $3,085,000 as of December 31, 2020. As of March 31, 2021, current liabilities from discontinued operations were approximately $387,000, compared to approximately $375,000 as of December 31, 2020. Operating Results of Discontinued Operations The following table represents the components of gross operating results from discontinued operations, which are included in the statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 Revenues $ - $ - Cost of Sales 2,315 7,356 Depreciation and amortization - - Sales and marketing - 1,695 General and administrative 9,470 60,614 Non-operating income (expense) 3,289 - Loss from discontinued operations before income tax (15,074 ) (69,665 ) Income tax expense (benefit) - - Net loss from discontinued operations $ (15,074 ) $ (69,665 ) Advertising and Marketing Expenses – Concentrations of Credit Risk - Income Taxes - ASC 740 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with ASC 740-20 and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company may be subject to potential income tax examinations by federal or state authorities. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. Management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Tax years that remain open for assessment for federal and state tax purposes include the years ended December 31, 2017 through 2020. The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest as of March 31, 2021. Fair Value of Financial Assets and Liabilities - Net Loss per Share - Three Months Ended March 31, 2021 2020 Warrants to purchase common stock 125,000 125,000 Stock options 66,126 39,126 Unvested restricted stock 206,775 - Total dilutive securities 397,901 164,126 Recent Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (ASU 2019-12) which simplifies the accounting for income taxes by removing certain exceptions for investments, intraperiod allocations, and interim calculations, and adds guidance to reduce the complexity of applying Topic 740. This ASU was effective for the Company on January 1, 2021. The adoption of ASU 2019-12 did not have a material impact to the Company’s consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reportin |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2021 | |
Revenues: | |
Revenue Recognition | 4. Revenue Recognition The Company recognizes revenue under the core principle of the Financial Accounting Standards Board’s Accounting Standards Codification Topic 606 (“ASC 606”) – Revenues From Contracts with Customers, to depict the transfer of control to its customers in an amount reflecting the consideration to which it expects to be entitled. In order to achieve that core principle, the Company has applied the following five-step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when a performance obligation is satisfied. The Company’s principal sources of revenue are recruitment revenue, consumer marketing and consumer advertising revenue, membership subscription fees, and product sales. Recruitment revenue includes revenue recognized from direct sales to customers for recruitment services and events, as well as revenue from its direct ecommerce sales. Revenues from recruitment services are recognized when the services are performed, evidence of an arrangement exists, the fee is fixed or determinable and collectability is probable. The Company’s recruitment revenue is derived from agreements through single and multiple job postings, recruitment media, talent recruitment communities, basic and premier corporate memberships, hiring campaign marketing and advertising, e-newsletter marketing and research and outreach services. Consumer marketing and consumer advertising revenue is recognized either based upon a fixed fee for revenue sharing agreements in which payment is required at the time of posting, or billed based upon the number of impressions (the number of times an advertisement is displayed) recorded on the websites as specified in the customer agreement. Revenue generated from NAPW Network membership subscriptions is recognized ratably over the 12-month membership period, although members pay their annual fees at the commencement of the membership period. Starting January 2, 2018, we began offering a monthly membership for which we collect fees on a monthly basis and we recognize revenue in the same month as the fees are collected. Revenue from related membership services are derived from fees for development and set-up of a member’s personal on-line profile and/or press release announcements. Fees related to these services are recognized as revenue at the time the on-line profile is complete and press release is distributed. The Company may have contracts where there is an extended timing difference between payment and the time when control of the goods or services is transferred to the customer. The Company has adopted the practical expedient and does not adjust for the promised amount of consideration for the effects of a significant financing component if it expects, at contract inception, that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Nature of Goods and Services The following is a description of principal activities from which the Company generates its revenue: Membership Fees and Related Services Membership fees of longer than one month are collected up-front and member benefits become available immediately; however those benefits must remain available over the 12-month membership period. At the time of enrollment, membership fees are recorded as deferred revenue and are recognized as revenue ratably over the 12-month membership period. Members who are enrolled in this plan may cancel their membership in the program at any time and receive a partial refund (amount remaining in deferred revenue) or due to consumer protection legislation, a full refund based on the policies of the member’s credit card company. The Company also offers monthly memberships for which it collects fees on a monthly basis and recognizes revenue in the same month as the fees are collected. Revenue from related membership services are derived from fees for development and set-up of a member’s personal on-line profile and/or press release announcements. Fees related to these services are recognized as revenue at the time the on-line profile is complete and press release is distributed. Recruitment Services The Company’s recruitment services revenue is derived from the Company’s agreements through single and multiple job postings, recruitment media, talent recruitment communities, basic and premier corporate memberships, hiring campaign marketing and advertising, e-newsletter marketing and research and outreach services. Direct sales to customers are most typically a twelve-month contract for services and as such the revenue for each contract is recognized ratably over its twelve-month term. Event revenue is recognized in the period that the event takes place and e-commerce sales are for sixty to ninety day job postings and the revenue from those sales are recognized when the service is provided. The Company’s recruitment services mainly consist of the following products: ● On-line job postings to our diversity sites and to our broader network of websites including the National Association for the Advancement of Colored People, National Urban League, Kappa Alpha Psi, Phi Beta Sigma and many other partner organizations; ● OFCCP job promotion and recordation services; ● Diversity job fairs, both in person and virtual fairs; ● Diversity recruitment job advertising services; ● Cost per application, a service that employers can purchase whereby PDN sources qualified candidates and charges only for those applicants who meet the employers’ minimum qualifications; and ● Diversity executive staffing services. Product Sales and Other Revenue Products offered to members relate to custom made plaques. Product sales are recognized as deferred revenue at the time the initial order is placed. Revenue is then recognized at the time these products are shipped. The Company’s shipping and handling costs are included in cost of sales in the accompanying consolidated statements of operations. Consumer Advertising and Marketing Solutions The Company provides career opportunity services to its various partner organizations through advertising and job postings on their websites. The Company works with its partners to develop customized websites and job boards where the partners can generate advertising, job postings and career services to their members, students and alumni. Consumer advertising and marketing solutions revenue is recognized as jobs are posted to their hosted sites. Disaggregation of revenue Revenue is disaggregated by product line and timing of transfer of products and services and is in line with our reportable segments as described in Note 12 - Segment Reporting. Contract Balances The Company’s rights to consideration for work completed, but not billed at the reporting date, is classified as a receivable, as it has an unconditional right to payment or only conditional for the passage of time. The Company has no recorded contract assets as of March 31, 2021. Consideration received in advance from customers is recorded as a contract liability, if a contract exists under ASC 606, until services are delivered or obligations are met and revenue is earned. Contract liability represents the excess of amounts invoiced over amounts recognized as revenues. Contract liabilities to be recognized in the succeeding twelve-month period are classified as current contract liabilities and the remaining amounts, if any, are classified as non-current contract liabilities. Contract liabilities of approximately $2,115,000 are included in current deferred revenues, on the Consolidated Balance Sheets as of March 31, 2021. For the period ended March 31, 2021, we recognized revenue associated with contract liabilities of approximately $756,000 that were included in the contract liabilities balance at the beginning of the period. Transaction price allocated to the remaining performance obligations The Company applies the optional exemptions and does not disclose: a) information about remaining performance obligations that have an original expected duration of one year or less or b) transaction price allocated to unsatisfied performance obligations for which variable consideration is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation in accordance with the series guidance. The typical duration of all event related and other contracts is one year or less and, as a result, the Company applies the optional exemptions and does not disclose information about remaining performance obligations that have an original expected duration of one year or less. The Company has also elected to not disclose transaction price allocated to unsatisfied performance obligations for which variable consideration is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service for event related promises for those contracts that contain percentage of the sales. The fees are variable for this type of contract, and the uncertainty related to the final fee, is resolved within the current year. |
Capitalized Technology
Capitalized Technology | 3 Months Ended |
Mar. 31, 2021 | |
Research and Development [Abstract] | |
Capitalized Technology | 5. Capitalized Technology Capitalized Technology, net is as follows: March 31, 2021 December 31, 2020 Capitalized cost: Balance, beginning of period $ 2,169,245 $ 2,169,245 Additional capitalized cost 3,470 - Balance, end of period 2,172,715 2,169,245 Accumulated amortization: Balance, beginning of period $ 2,143,378 $ 2,130,037 Provision for amortization 9,755 13,341 Balance, end of period 2,153,132 2,143,378 Capitalized Technology, net 19,582 25,867 For the three months ended March 31, 2021 and 2020, amortization expense was approximately $10,000 and $13,000, respectively, and is recorded in depreciation and amortization expense in the accompanying statements of operations. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 6. Intangible Assets Intangible assets, net was as follows: Useful Lives Gross Carrying Accumulated Net Carrying March 31, 2021 (Years) Amount Amortization Amount Long-lived intangible assets: Sales Process 10 $ 2,130,956 $ (1,864,230 ) $ 266,726 Paid Member Relationships 5 803,472 (803,472 ) - Member Lists 5 8,086,181 (8,086,181 ) - Developed Technology 3 648,000 (648,000 ) - Trade Name/Trademarks 4 440,000 (440,000 ) - 12,108,609 (11,765,676 ) 266,726 Indefinite-lived intangible assets: Trade name 90,400 Intangible assets, net $ 357,126 Useful Lives Gross Carrying Accumulated Net Carrying December 31, 2020 (Years) Amount Amortization Amount Long-lived intangible assets: Sales Process 10 $ 2,130,956 $ (1,845,178 ) $ 285,778 Paid Member Relationships 5 803,472 (803,472 ) - Member Lists 5 8,086,181 (8,086,181 ) - Developed Technology 3 648,000 (648,000 ) - Trade Name/Trademarks 4 440,000 (440,000 ) - 12,108,609 (11,822,831 ) 285,778 Indefinite-lived intangible assets: Trade name 90,400 Intangible assets, net $ 376,178 As of March 31, 2021, estimated amortization expense in future fiscal years is summarized as follows: Year ended December 31, Remaining of 2021 $ 57,156 2022 76,207 2023 76,207 2024 57,156 $ 266,726 For the three months ended March 31, 2021 and 2020, amortization expense was approximately $19,000, respectively, and is recorded in depreciation and amortization expense in the accompanying statements of operations. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies Lease Obligations - As of March 31, 2021, right of use assets and current lease obligations were approximately $473,000 and $62,000, respectively. Other - Legal Proceedings In a letter dated October 12, 2017, White Winston Select Asset Funds (“White Winston”) threatened to assert claims against the Company in excess of $2 million based on White Winston’s contention that the Company’s conduct delayed White Winston’s ability to sell shares in the Company during a period when the Company’s stock price was generally falling. On October 28, 2020, the Company and White Winston reached a settlement agreement, in which the Company made a cash payment of $250,000 on October 29, 2020 and a second cash payment of $350,000 was paid on February 16, 2021. In addition, the Company issued 150,000 shares of the Company’s common stock in January 2021 and recorded a non-cash stock issuance of $166,500. The total amount of the settlement was $766,500. NAPW is a defendant in a Nassau County (NY) Supreme Court case, whereby TL Franklin Avenue Plaza LLC has sued NAPW Case index No. LT-000421/2018, with respect to NAPW’s former Garden City NY Premises. NAPW had surrendered the Premises to the Landlord, and the Landlord has obtained a judgment against NAPW in the amount of $746,142.41. As a result of the judgement order, the Company recorded a $780,000 litigation settlement reserve in the second quarter of 2020, which reflected the judgement order in addition to imputed interest costs and legal fees. NAPW is currently negotiating a settlement with the Landlord. The Company and its wholly-owned subsidiary, NAPW, Inc., are parties to a proceeding captioned Deborah Bayne, et al. vs. NAPW, Inc. and Professional Diversity Network, Inc., No. 18-cv-3591 (E.D.N.Y.), filed on June 20, 2018 and alleging violations of the Fair Labor Standards Act and certain provisions of the New York Labor Law. The Company disputes that it or its subsidiary violated the applicable laws or that either entity has any liability and intends to vigorously defend against these claims. The matter is in the final stages of discovery and we have completed depositions of relevant witnesses. During the first quarter of 2020, the Company recorded a $450,000 litigation settlement reserve in the event of an unfavorable outcome in this proceeding. In November 2020, both parties entered into mediation proceedings but a settlement was not reached. This matter is scheduled to go to trial in 2021. General Legal Matters From time to time, the Company is involved in legal matters arising in the ordinary course of business. While the Company believes that such matters are currently not material, there can be no assurance that matters arising in the ordinary course of business for which the Company is, or could be, involved in litigation, will not have a material adverse effect on its business, financial condition or results of operations. |
CFL Transaction
CFL Transaction | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
CFL Transaction | 8. CFL Transaction On August 12, 2016, the Company entered into a stock purchase agreement (the “Purchase Agreement”), with CFL, a Republic of Seychelles company wholly-owned by a group of Chinese investors. Pursuant to the Purchase Agreement, the Company agreed to issue and sell to CFL, and CFL agreed to purchase, upon the terms and subject to the conditions set forth in the Purchase Agreement, a number of shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), such that CFL will hold shares of Common Stock equal to approximately 51% of the outstanding shares of Common Stock, determined on a fully-diluted basis, after giving effect to the consummation of the transactions contemplated by the Purchase Agreement. At the closing of the CFL Transaction, the Company entered into a Stockholders’ Agreement, dated November 7, 2016 (the “Stockholders’ Agreement”) with CFL and each of its shareholders: Maoji (Michael) Wang, Jingbo Song, Yong Xiong Zheng and Nan Kou (the “CFL Shareholders”). The Stockholders’ Agreement sets forth the agreement of the Company, CFL and the CFL Shareholders relating to board representation rights, transfer restrictions, standstill provisions, voting, registration rights and other matters following the closing of the Share Issuance and Sale. As of March 31, 2021, CFL beneficially holds shares of Common Stock equal to approximately 25.5% of the outstanding shares of Common Stock of the Company. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity Preferred Stock Common Stock In January 2021, the Company issued 150,000 shares of the Company’s common stock to White Winston as a result of a settlement agreement and recorded a non-cash stock issuance of $166,500. (see note 7. Commitments and Contingencies). On February 1, 2021, the Company entered into a private placement with Ms. Yiran Gu, in which the Company sold 500,000 shares of its common stock at a price per share of $2.00 for gross proceeds of $1,000,000. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 10. Stock-Based Compensation Equity Incentive Plans Stock Options The fair value of options is estimated on the date of grant using the Black-Scholes option pricing model. The valuation determined by the Black-Scholes pricing model is affected by the Company’s stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The risk free rate is based on the U.S. Treasury rate for the expected life at the time of grant, volatility is based on the average long-term implied volatilities of peer companies, the expected life is based on the estimated average of the life of options using the simplified method, and forfeitures are estimated on the date of grant based on certain historical data. The Company utilizes the simplified method to determine the expected life of its options due to insufficient exercise activity during recent years as a basis from which to estimate future exercise patterns. The expected dividend assumption is based on the Company’s history and expectation of dividend payouts. Forfeitures are required to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The following table summarizes the Company’s stock option activity for the three months ended March 31, 2021 and 2020: Weighted Average Weighted Remaining Average Contractual Aggregate Number of Exercise Life Intrinsic Options Price (in Years) Value Outstanding - January 1, 2021 66,126 $ 5.24 8.3 $ - Granted - - - Exercised - - - Forfeited - - - Outstanding - March 31, 2021 66,126 $ 5.24 8.1 $ - Exercisable at March 31, 2021 26,126 $ 8.18 6.8 $ - Weighted Average Weighted Remaining Average Contractual Aggregate Number of Exercise Life Intrinsic Options Price (in Years) Value Outstanding - January 1, 2020 295,793 $ 8.88 $ 7.5 $ - Granted - - - Exercised - - - Forfeited (256,667 ) 9.28 - Outstanding - March 31, 2020 39,126 $ 6.27 8.1 $ - Exercisable at March 31, 2020 29,126 $ 7.65 7.8 $ - Total unrecognized pre-tax stock-based compensation expense related to unvested stock options at March 31, 2021 was approximately $0. Warrants As of March 31, 2021 and December 31, 2020, 125,000 warrants were outstanding and exercisable with an exercise price of $20.00 per share. The aggregate intrinsic value was $0 and the warrants are scheduled to expire on December 30, 2021. Restricted Stock As of March 31, 2021 and 2020, the following is a summary of restricted stock activity: Number of Shares Outstanding - January 1, 2021 206,775 Granted - Forfeited - Vested - Outstanding - March 31, 2021 206,775 Number of Shares Outstanding - January 1, 2020 27,319 Granted - Forfeited - Vested (27,319 ) Outstanding - March 31, 2020 - Additionally, the Company had no non-cash pre-tax stock-based compensation expense recorded for the three months ended March 31, 2021 and March 31, 2020, respectively, as a component of general and administrative expenses in the accompanying statements of operations, pertaining to restricted stock. Total unrecognized pre-tax stock-based compensation expense related to unvested restricted stock at March 31, 2021 was $0. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company’s quarterly income tax provision is based upon an estimated annual income tax rate. The Company’s quarterly provision for income taxes also includes the tax impact of discrete items, if any, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, in the interim period in which they occur. During the three months ended March 31, 2021 and 2020, the Company recorded a benefit for income tax of approximately $67,000 and $5,900, respectively. The increase in income tax benefit during the current period was primarily due to an increases in discrete tax items associated with litigation settlement reserves and stock-based compensation expense. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred income tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based on consideration of these items, management has determined that enough uncertainty exists relative to the realization of the deferred income tax asset balances to warrant the application of a valuation allowance as of March 31, 2021. The valuation allowance at March 31, 2021 was approximately $8,847,000. The net change in the valuation allowance during the three months ended March 31, 2021 was an increase of approximately $210,000. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | 12. Segment Information The Company operates in the following segments: (i) PDN Network, (ii) NAPW Network and (iii) Corporate Overhead. The financial results of China Operations have been reclassified from the Company’s reportable segments to discontinued operations for all periods presented. The following tables present key financial information related of the Company’s reportable segments related to financial position as of March 31, 2021 and December 31, 2020 and results of operations for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 PDN NAPW Corporate Network Network Overhead Consolidated Membership fees and related services $ - $ 263,205 $ - $ 263,205 Recruitment services 1,175,080 - - 1,175,080 Products sales and other - 1,431 - 1,431 Consumer advertising and marketing solutions 45,137 - - 45,137 Total revenues 1,220,217 264,636 - 1,484,853 Income (loss) from continuing operations 312,823 (246,419 ) (889,880 ) (823,476 ) Depreciation and amortization 1,178 28,429 - 29,607 Income tax benefit (46,357 ) (20,620 ) - (66,977 ) Net loss from continuing operations 360,065 (225,799 ) (889,880 ) (755,614 ) As of March 31, 2021 Goodwill $ 339,451 $ - $ - $ 339,451 Intangibles assets, net 90,400 266,726 - 357,126 Assets from continuing operations 4,643,168 1,189,511 - 5,832,679 Three Months Ended March 31, 2020 PDN NAPW Corporate Network Network Overhead Consolidated Membership fees and related services $ - $ 383,831 $ - $ 383,831 Recruitment services 566,687 - - 566,687 Products sales and other - 1,431 - 1,431 Consumer advertising and marketing solutions 30,348 - - 30,348 Total revenues 597,035 385,262 - 982,297 Loss from continuing operations (150,024 ) (68,110 ) (1,210,870 ) (1,429,004 ) Depreciation and amortization 14,675 37,326 - 52,001 Income tax benefit (951 ) (407 ) (4,551 ) (5,909 ) Net loss from continuing operations (148,409 ) (67,703 ) (1,206,319 ) (1,422,431 ) As of December 31, 2020 Goodwill $ 339,451 $ - $ - $ 339,451 Intangibles assets, net 90,400 285,778 - 376,178 Assets from continuing operations 4,455,262 1,126,005 - 5,581,267 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events On or about March 24, 2021, IPDN entered into a stock purchase agreement to purchase a significant equity stake in RemoteMore (USA) Inc. (“RemoteMore”). According to an arrangement between the parties, IPDN made a deposit of $60,000 to RemoteMore to facilitate the closing of the transaction. RemoteMore may use the deposit towards closing costs. If the transaction is closed as planned, this deposit will be treated as a part of the purchase price. If the transaction for whatever reasons is not closed, RemoteMore shall refund this deposit to IPDN. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation - |
Use of Estimates | Use of Estimates – Significant estimates underlying the financial statements include the fair value of acquired assets and liabilities associated with acquisitions; the assessment of goodwill for impairment, intangible assets and long-lived assets for impairment; allowances for doubtful accounts and assumptions related to the valuation allowances on deferred taxes, impact of applying the revised federal tax rates on deferred taxes, the valuation of stock-based compensation and the valuation of stock warrants. |
Principles of Consolidation | Principles of Consolidation - |
Cash Equivalents | Cash Equivalents - |
Accounts Receivable | Accounts Receivable - |
Incremental Direct Costs | Incremental Direct Costs |
Property and Equipment | Property and Equipment - |
Lease Obligations | Lease Obligations - On September 23, 2020, the Company entered into a new office lease agreement for its corporate headquarters. The office lease is for 4,902 square feet of office space and the lease term is for 84 months, commencing on October 1, 2020. Additionally, the office lease required a security deposit of $66,340 and the lease agreement provided for a rent abatement of twelve months beginning in October 2020. |
Capitalized Technology Costs | Capitalized Technology Costs - |
Business Combinations | Business Combinations - |
Goodwill and Intangible Assets | Goodwill and Intangible Assets - Goodwill is tested for impairment at the reporting unit level on an annual basis (December 31 for the Company) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. The Company considers its market capitalization and the carrying value of its assets and liabilities, including goodwill, when performing its goodwill impairment test. When conducting its annual goodwill impairment assessment, the Company initially performs a qualitative evaluation of whether it is more likely than not that goodwill is impaired. If it is determined by a qualitative evaluation that it is more likely than not that goodwill is impaired, the Company then compares the fair value of the Company’s reporting unit to its carrying or book value. If the fair value of the reporting unit exceeds its carrying value, goodwill is not impaired and the Company is not required to perform further testing. If the carrying value of a reporting unit exceeds its fair value, the Company will measure any goodwill impairment losses as the amount by which the carrying amount of a reporting unit exceeds its fair value, not to exceed the total amount of goodwill allocated to that reporting unit. |
Treasury Stock | Treasury Stock |
Discontinued Operations | Discontinued Operations China Operations The Company previously disclosed in its Form 10-K for the year ending December 31, 2019 (the “2019 10-K”) and subsequently that the assets of PDN China were frozen by Chinese local authorities in November 2019 in connection with the criminal investigation of alleged illegal public fund raising by Gatewang Group (the “Gatewang Case”), a separate company organized under the laws of the People’s Republic of China (“Gatewang”), with which Mr. Maoji (Michael) Wang, the former Chairman and CEO of the Company was affiliated. A subsequent investigation led by a special committee of the Board concluded that it did not find any evidence that the Company or PDN China has engaged in the criminal activity of illegal fund-raising as alleged against Gatewang. The Company subsequently discontinued all of its operations in China. The Company also previously disclosed in the 2019 Form 10-K that although the seizure of PDN China’s assets had been lifted in March 2020, PDN China’s bank account (the “PDN China Account”) with a balance of RMB 20,080,467 (approximately $3.1 million) continued to be frozen by the Chinese local authorities pending the outcome of the Gatewang Case. The Company had classified this entire cash balance as a long-term asset (the “Frozen Cash Asset”) of discontinued operations in its financial statements. On April 22, 2021, the Company learned that RMB 18,841,064.15 (approximately $2.9 million) had been seized from the PDN China Account by Longxu District Court of Wuzhou City in Guangxi Province to satisfy a judgment in favor of the plaintiffs in the Gatewang Case. On April 26, 2021, the Company concluded that the seizure of such cash assets is a material reduction of Company assets and filed a Form 8-K to report that reduction. The cash value at time of seizure is approximately $2.9 million. The Company has reflected the seizure of these cash funds in its Consolidated Balance Sheets as of March 31, 2021. The seizure of these cash funds reduces the Company’s shareholders’ equity by an equal amount, which results in its stockholders’ equity being less than the $2.5 million required by The Nasdaq Stock Market LLC (“Nasdaq”) under its Listing Rule 5550(b)(1) for continued listing of the Company’s common shares on the Nasdaq Capital Market. The Company plans to explore alternatives for increasing its stockholders’ equity in order to meet NASDAQ’s listing requirements, including the possibility of issuing additional equity. The Company has asserted its claim to these funds as the genuine owner to the Chinese officials and asked for their return. The Company plans to pursue all possible legal alternatives to have these funds returned to the Company but such return is uncertain at this time. All historical operating results for the Company’s China operations are included in a loss from discontinued operations, net of tax, in the accompanying statement of operations. For the three months ended March 31, 2021, loss from discontinued operations was approximately $15,000 compared to a loss from discontinued operations of approximately $70,000 for the three months ended March 31, 2020. Assets and liabilities of China operations are now included in current assets and long-term assets from discontinued operations, and current liabilities and long-term liabilities from discontinued operations. Current assets from discontinued operations were approximately $7,000, as of March 31, 2021 and December 31, 2020, respectively, and long-term assets from discontinued operations were approximately $198,000 at March 31, 2021, compared to approximately $3,085,000 as of December 31, 2020. As of March 31, 2021, current liabilities from discontinued operations were approximately $387,000, compared to approximately $375,000 as of December 31, 2020. Operating Results of Discontinued Operations The following table represents the components of gross operating results from discontinued operations, which are included in the statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 Revenues $ - $ - Cost of Sales 2,315 7,356 Depreciation and amortization - - Sales and marketing - 1,695 General and administrative 9,470 60,614 Non-operating income (expense) 3,289 - Loss from discontinued operations before income tax (15,074 ) (69,665 ) Income tax expense (benefit) - - Net loss from discontinued operations $ (15,074 ) $ (69,665 ) |
Advertising and Marketing Expenses | Advertising and Marketing Expenses – |
Concentrations of Credit Risk | Concentrations of Credit Risk - |
Income Taxes | Income Taxes - ASC 740 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with ASC 740-20 and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company may be subject to potential income tax examinations by federal or state authorities. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. Management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Tax years that remain open for assessment for federal and state tax purposes include the years ended December 31, 2017 through 2020. The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest as of March 31, 2021. |
Fair Value of Financial Assets and Liabilities | Fair Value of Financial Assets and Liabilities - |
Net Loss Per Share | Net Loss per Share - Three Months Ended March 31, 2021 2020 Warrants to purchase common stock 125,000 125,000 Stock options 66,126 39,126 Unvested restricted stock 206,775 - Total dilutive securities 397,901 164,126 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (ASU 2019-12) which simplifies the accounting for income taxes by removing certain exceptions for investments, intraperiod allocations, and interim calculations, and adds guidance to reduce the complexity of applying Topic 740. This ASU was effective for the Company on January 1, 2021. The adoption of ASU 2019-12 did not have a material impact to the Company’s consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reportin |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Operating Results of Discontinued Operations | The following table represents the components of gross operating results from discontinued operations, which are included in the statements of operations and comprehensive loss for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 Revenues $ - $ - Cost of Sales 2,315 7,356 Depreciation and amortization - - Sales and marketing - 1,695 General and administrative 9,470 60,614 Non-operating income (expense) 3,289 - Loss from discontinued operations before income tax (15,074 ) (69,665 ) Income tax expense (benefit) - - Net loss from discontinued operations $ (15,074 ) $ (69,665 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The computation of basic net loss per share for the three months ended March 31, 2021 and 2020 excludes the potentially dilutive securities summarized in the table below because their inclusion would be anti-dilutive. Three Months Ended March 31, 2021 2020 Warrants to purchase common stock 125,000 125,000 Stock options 66,126 39,126 Unvested restricted stock 206,775 - Total dilutive securities 397,901 164,126 |
Capitalized Technology (Tables)
Capitalized Technology (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Research and Development [Abstract] | |
Schedule of Capitalized Technology | Capitalized Technology, net is as follows: March 31, 2021 December 31, 2020 Capitalized cost: Balance, beginning of period $ 2,169,245 $ 2,169,245 Additional capitalized cost 3,470 - Balance, end of period 2,172,715 2,169,245 Accumulated amortization: Balance, beginning of period $ 2,143,378 $ 2,130,037 Provision for amortization 9,755 13,341 Balance, end of period 2,153,132 2,143,378 Capitalized Technology, net 19,582 25,867 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Intangible Assets | Intangible assets, net was as follows: Useful Lives Gross Carrying Accumulated Net Carrying March 31, 2021 (Years) Amount Amortization Amount Long-lived intangible assets: Sales Process 10 $ 2,130,956 $ (1,864,230 ) $ 266,726 Paid Member Relationships 5 803,472 (803,472 ) - Member Lists 5 8,086,181 (8,086,181 ) - Developed Technology 3 648,000 (648,000 ) - Trade Name/Trademarks 4 440,000 (440,000 ) - 12,108,609 (11,765,676 ) 266,726 Indefinite-lived intangible assets: Trade name 90,400 Intangible assets, net $ 357,126 Useful Lives Gross Carrying Accumulated Net Carrying December 31, 2020 (Years) Amount Amortization Amount Long-lived intangible assets: Sales Process 10 $ 2,130,956 $ (1,845,178 ) $ 285,778 Paid Member Relationships 5 803,472 (803,472 ) - Member Lists 5 8,086,181 (8,086,181 ) - Developed Technology 3 648,000 (648,000 ) - Trade Name/Trademarks 4 440,000 (440,000 ) - 12,108,609 (11,822,831 ) 285,778 Indefinite-lived intangible assets: Trade name 90,400 Intangible assets, net $ 376,178 |
Schedule of Future Annual Estimated Amortization Expense | As of March 31, 2021, estimated amortization expense in future fiscal years is summarized as follows: Year ended December 31, Remaining of 2021 $ 57,156 2022 76,207 2023 76,207 2024 57,156 $ 266,726 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity | The following table summarizes the Company’s stock option activity for the three months ended March 31, 2021 and 2020: Weighted Average Weighted Remaining Average Contractual Aggregate Number of Exercise Life Intrinsic Options Price (in Years) Value Outstanding - January 1, 2021 66,126 $ 5.24 8.3 $ - Granted - - - Exercised - - - Forfeited - - - Outstanding - March 31, 2021 66,126 $ 5.24 8.1 $ - Exercisable at March 31, 2021 26,126 $ 8.18 6.8 $ - Weighted Average Weighted Remaining Average Contractual Aggregate Number of Exercise Life Intrinsic Options Price (in Years) Value Outstanding - January 1, 2020 295,793 $ 8.88 $ 7.5 $ - Granted - - - Exercised - - - Forfeited (256,667 ) 9.28 - Outstanding - March 31, 2020 39,126 $ 6.27 8.1 $ - Exercisable at March 31, 2020 29,126 $ 7.65 7.8 $ - |
Schedule of Restricted Stock Award Activity | As of March 31, 2021 and 2020, the following is a summary of restricted stock activity: Number of Shares Outstanding - January 1, 2021 206,775 Granted - Forfeited - Vested - Outstanding - March 31, 2021 206,775 Number of Shares Outstanding - January 1, 2020 27,319 Granted - Forfeited - Vested (27,319 ) Outstanding - March 31, 2020 - |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | The following tables present key financial information related of the Company’s reportable segments related to financial position as of March 31, 2021 and December 31, 2020 and results of operations for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 PDN NAPW Corporate Network Network Overhead Consolidated Membership fees and related services $ - $ 263,205 $ - $ 263,205 Recruitment services 1,175,080 - - 1,175,080 Products sales and other - 1,431 - 1,431 Consumer advertising and marketing solutions 45,137 - - 45,137 Total revenues 1,220,217 264,636 - 1,484,853 Income (loss) from continuing operations 312,823 (246,419 ) (889,880 ) (823,476 ) Depreciation and amortization 1,178 28,429 - 29,607 Income tax benefit (46,357 ) (20,620 ) - (66,977 ) Net loss from continuing operations 360,065 (225,799 ) (889,880 ) (755,614 ) As of March 31, 2021 Goodwill $ 339,451 $ - $ - $ 339,451 Intangibles assets, net 90,400 266,726 - 357,126 Assets from continuing operations 4,643,168 1,189,511 - 5,832,679 Three Months Ended March 31, 2020 PDN NAPW Corporate Network Network Overhead Consolidated Membership fees and related services $ - $ 383,831 $ - $ 383,831 Recruitment services 566,687 - - 566,687 Products sales and other - 1,431 - 1,431 Consumer advertising and marketing solutions 30,348 - - 30,348 Total revenues 597,035 385,262 - 982,297 Loss from continuing operations (150,024 ) (68,110 ) (1,210,870 ) (1,429,004 ) Depreciation and amortization 14,675 37,326 - 52,001 Income tax benefit (951 ) (407 ) (4,551 ) (5,909 ) Net loss from continuing operations (148,409 ) (67,703 ) (1,206,319 ) (1,422,431 ) As of December 31, 2020 Goodwill $ 339,451 $ - $ - $ 339,451 Intangibles assets, net 90,400 285,778 - 376,178 Assets from continuing operations 4,455,262 1,126,005 - 5,581,267 |
Going Concern and Management'_2
Going Concern and Management's Plans (Details Narrative) - USD ($) | Feb. 01, 2021 | Feb. 28, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Accumulated deficit | $ (93,793,524) | $ (93,022,835) | |||
Loss from continuing operations | (755,615) | $ (1,422,431) | |||
Net cash used in operating activities- continuing operations | 769,098 | 573,878 | |||
Cash balance | 2,342,343 | 2,117,569 | |||
Revenue | 1,484,852 | $ 982,297 | |||
Working capital deficiency | $ (684,000) | $ (1,156,000) | |||
Ms. Yiran Gu [Member] | |||||
Sale of common stock, shares | 500,000 | 500,000 | |||
Sale of common stock, price per share | $ 2 | ||||
Proceeds from sale of common stock | $ 1,000,000 | $ 1,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) | Apr. 22, 2021USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Sep. 23, 2020USD ($)ft² | Dec. 31, 2019USD ($) |
Allowance for doubtful accounts receivable | $ 191,000 | $ 157,000 | ||||
Incremental direct costs | 34,000 | $ 29,000 | ||||
Depreciation expense | 10,000 | 26,000 | ||||
Area of land | ft² | 4,902 | |||||
Lease term | 84 months | |||||
Security deposit | 66,340 | 66,340 | $ 66,340 | |||
Cash | 2,900,000 | |||||
Stockholder's Equity | 964,228 | $ 2,618,392 | $ 3,345,832 | $ 2,551,935 | ||
Minimum [Member] | ||||||
Stockholder's Equity | 2,500,000 | |||||
RMB [Member] | ||||||
Sale of common stock, value | $ 18,841,064 | 20,080,467 | ||||
PDN China Account [Member] | ||||||
Sale of common stock, value | $ 2,900,000 | $ 3,100,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Operating Results of Discontinued Operations (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Accounting Policies [Abstract] | ||
Revenues | ||
Cost of Sales | 2,315 | 7,356 |
Depreciation and amortization | ||
Sales and marketing | 1,695 | |
General and administrative | 9,470 | 60,614 |
Non-operating (expense) income | 3,289 | |
Loss from discontinued operations before income tax | (15,074) | (69,665) |
Income tax expense | ||
Net loss from discontinued operations | $ (15,074) | $ (69,665) |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Total dilutive securities | 397,901 | 164,126 |
Warrants to Purchase Common Stock [Member] | ||
Total dilutive securities | 125,000 | 125,000 |
Stock Options [Member] | ||
Total dilutive securities | 66,126 | 39,126 |
Unvested Restricted Stock [Member] | ||
Total dilutive securities | 206,775 |
Revenue Recognition (Details Na
Revenue Recognition (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Revenues: | ||
Deferred revenues | $ 2,114,991 | $ 1,901,129 |
Recognized revenue | $ 756,000 |
Capitalized Technology (Details
Capitalized Technology (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Research and Development [Abstract] | ||
Amortization expense | $ 10,000 | $ 13,000 |
Capitalized Technology - Schedu
Capitalized Technology - Schedule of Capitalized Technology (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Research and Development [Abstract] | ||
Capitalized cost: Balance, beginning of period | $ 2,169,245 | $ 2,169,245 |
Capitalized cost: Additional capitalized cost | 3,470 | |
Capitalized cost: Balance, end of period | 2,172,715 | 2,169,245 |
Accumulated amortization: Balance, beginning of period | 2,143,378 | 2,130,037 |
Accumulated amortization: Provision for amortization | 9,755 | 13,341 |
Accumulated amortization: Balance, end of period | 2,153,132 | 2,143,378 |
Capitalized Technology, net | $ 19,582 | $ 25,867 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Amortization expense | $ 19,000 | $ 19,000 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 12,108,609 | $ 12,108,609 | |
Accumulated Amortization | (11,765,676) | (11,822,831) | |
Net Carrying Amount | 266,726 | 266,726 | |
Indefinite-lived intangible assets: Trade name | 90,400 | 90,400 | |
Intangible assets, net | $ 357,126 | $ 376,178 | $ 376,178 |
Sales Process [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (Years) | 10 years | 10 years | |
Gross Carrying Amount | $ 2,130,956 | $ 2,130,956 | |
Accumulated Amortization | (1,864,230) | (1,845,178) | |
Net Carrying Amount | $ 266,726 | $ 285,778 | |
Paid Member Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (Years) | 5 years | 5 years | |
Gross Carrying Amount | $ 803,472 | $ 803,472 | |
Accumulated Amortization | (803,472) | (803,472) | |
Net Carrying Amount | |||
Member Lists [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (Years) | 5 years | 5 years | |
Gross Carrying Amount | $ 8,086,181 | $ 8,086,181 | |
Accumulated Amortization | (8,086,181) | (8,086,181) | |
Net Carrying Amount | |||
Developed Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (Years) | 3 years | 3 years | |
Gross Carrying Amount | $ 648,000 | $ 648,000 | |
Accumulated Amortization | (648,000) | (648,000) | |
Net Carrying Amount | |||
Trade Name/Trademarks [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Lives (Years) | 4 years | 4 years | |
Gross Carrying Amount | $ 440,000 | $ 440,000 | |
Accumulated Amortization | (440,000) | (440,000) | |
Net Carrying Amount |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Future Annual Estimated Amortization Expense (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Remaining of 2021 | $ 57,156 | |
2022 | 76,207 | |
2023 | 76,207 | |
2024 | 57,156 | |
Net Carrying Amount | $ 266,726 | $ 266,726 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Oct. 29, 2020 | Oct. 28, 2020 | Oct. 12, 2017 | Jan. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2020 |
Right-of-use assets | $ 472,526 | $ 487,677 | ||||||
Lease liability, current portion | 61,887 | $ 46,526 | ||||||
Non-cash stock issuance | 166,500 | |||||||
Litigation settlement accrual | $ 450,000 | $ 780,000 | ||||||
PDN China's Bank [Member] | ||||||||
Bank balance | $ 195,000 | |||||||
White Winston [Member] | ||||||||
Loss contingency damages sought value | $ 2,000,000 | |||||||
Number of shares purchased during period | 150,000 | |||||||
Non-cash stock issuance | $ 166,500 | |||||||
Settlement amount | $ 766,500 | |||||||
Payment for legal settlement | $ 746,142 | |||||||
White Winston [Member] | Settlement Agreement [Member] | ||||||||
Cash payments | $ 350,000 | $ 250,000 | ||||||
Number of shares purchased during period | 150,000 | |||||||
Non-cash stock issuance | $ 166,500 |
CFL Transaction (Details Narrat
CFL Transaction (Details Narrative) - $ / shares | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Aug. 12, 2016 | |
Subsequent Event [Line Items] | |||
Common stock, par value per share | $ 0.01 | $ 0.01 | |
Common Stock [Member] | |||
Subsequent Event [Line Items] | |||
Common stock percentage | 25.50% | ||
Stock Purchase Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Common stock, par value per share | $ 0.01 | ||
Percentage of common stock held by investors | 51.00% |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Feb. 01, 2021 | Feb. 28, 2021 | Jan. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Preferred stock, shares undesignated | 1,000,000 | |||||
Common stock, shares authorized | 45,000,000 | 45,000,000 | ||||
Common stock, shares outstanding | 13,465,022 | 12,819,843 | ||||
Non-cash stock issuance | $ 166,500 | |||||
Ms. Yiran Gu [Member] | ||||||
Sale of common stock, shares | 500,000 | 500,000 | ||||
Sale of common stock, price per share | $ 2 | |||||
Proceeds from sale of common stock | $ 1,000,000 | $ 1,000,000 | ||||
White Winston [Member] | ||||||
Number of shares purchased during period | 150,000 | |||||
Non-cash stock issuance | $ 166,500 | |||||
White Winston [Member] | Settlement Agreement [Member] | ||||||
Number of shares purchased during period | 150,000 | |||||
Non-cash stock issuance | $ 166,500 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Narrative) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Nov. 08, 2018 | Jun. 26, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-cash compensation expense | $ 106,428 | $ 18,680 | |||
Unrecognized compensation expense | 0 | ||||
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non-cash compensation expense | |||||
Unrecognized compensation expense | $ 0 | ||||
Warrant [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Warrants outstanding | 125,000 | 125,000 | |||
Weighted average exercise price of warrants | $ 20 | $ 20 | |||
Warrants intrinsic value | $ 0 | $ 0 | |||
Warrants expiration date | Dec. 30, 2021 | Dec. 30, 2021 | |||
2013 Equity Compensation Plan [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized for issuance under equity incentive plan | 225,000 | ||||
2013 Equity Compensation Plan [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized for issuance under equity incentive plan | 615,000 | ||||
Amended 2013 Equity Compensation Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized for issuance under equity incentive plan | 915,000 | 300,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Number of Options, Outstanding, Beginning balance | 66,126 | 295,793 |
Number of Options, Granted | ||
Number of Options, Exercised | ||
Number of Options, Forfeited | (256,667) | |
Number of Options, Outstanding, Ending balance | 66,126 | 39,126 |
Number of Options, Exercisable, Ending balance | 26,126 | 29,126 |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 5.24 | $ 8.88 |
Weighted Average Exercise Price, Granted | ||
Weighted Average Exercise Price, Exercised | ||
Weighted Average Exercise Price, Forfeited | 9.28 | |
Weighted Average Exercise Price, Outstanding, Ending balance | 5.24 | 6.27 |
Weighted Average Exercise Price, Exercisable, Ending balance | $ 8.18 | $ 7.65 |
Weighted Average Remaining Contractual Life (in Years), Outstanding, Beginning balance | 8 years 3 months 19 days | 7 years 6 months |
Weighted Average Remaining Contractual Life (in Years), Outstanding, Ending balance | 8 years 1 month 6 days | 8 years 1 month 6 days |
Weighted Average Remaining Contractual Life (in Years), Exercisable, Ending balance | 6 years 9 months 18 days | 7 years 9 months 18 days |
Aggregrate Intrinsic Value, Outstanding balance | ||
Aggregrate Intrinsic Value, Outstanding balance | ||
Aggregrate Intrinsic Value, Exercisable balance |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Restricted Stock Award Activity (Details) - Restricted Stock Units (RSUs) [Member] - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares Unvested, Outstanding, Beginning balance | 206,775 | 27,319 |
Number of Shares Unvested, Granted | ||
Number of Shares Unvested, Forfeited | ||
Number of Shares Unvested, Vested | (27,319) | |
Number of Shares Unvested, Outstanding, Ending balance | 206,775 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit | $ (66,977) | $ (5,909) |
Valuation allowance | 8,847,000 | |
Change in valuation allowance | $ 210,000 |
Segment Information - Schedule
Segment Information - Schedule of Segment Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Total revenues | $ 1,484,852 | $ 982,297 | |
Income (loss) from continuing operations | (823,477) | (1,429,004) | |
Depreciation and amortization | 29,606 | 52,001 | |
Income tax expense | (66,977) | (5,909) | |
Net loss from continuing operations | (755,615) | (1,422,431) | |
Goodwill | 339,451 | 339,451 | $ 339,451 |
Intangible assets, net | 357,126 | 376,178 | $ 376,178 |
Assets from continuing operations | 5,832,679 | 5,581,267 | |
Membership Fees and Related Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 263,205 | 383,831 | |
Recruitment Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 1,175,080 | 566,687 | |
Products Sales and Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 1,431 | 1,431 | |
Consumer Advertising and Marketing Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 45,136 | 30,348 | |
PDN Network [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 1,220,217 | 597,035 | |
Income (loss) from continuing operations | 312,823 | (150,024) | |
Depreciation and amortization | 1,178 | 14,675 | |
Income tax expense | (46,357) | (951) | |
Net loss from continuing operations | 360,065 | (148,409) | |
Goodwill | 339,451 | 339,451 | |
Intangible assets, net | 90,400 | 90,400 | |
Assets from continuing operations | 4,643,168 | 4,455,262 | |
PDN Network [Member] | Membership Fees and Related Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | |||
PDN Network [Member] | Recruitment Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 1,175,080 | 566,687 | |
PDN Network [Member] | Product Sales and Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | |||
PDN Network [Member] | Consumer Advertising and Marketing Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 45,137 | 30,348 | |
NAPW Network [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 264,636 | 385,262 | |
Income (loss) from continuing operations | 312,823 | (68,110) | |
Depreciation and amortization | 28,429 | 37,326 | |
Income tax expense | (20,620) | (407) | |
Net loss from continuing operations | (225,799) | (67,703) | |
Goodwill | |||
Intangible assets, net | 266,726 | 285,778 | |
Assets from continuing operations | 1,189,511 | 1,126,005 | |
NAPW Network [Member] | Membership Fees and Related Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 263,205 | 383,831 | |
NAPW Network [Member] | Recruitment Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | |||
NAPW Network [Member] | Product Sales and Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | 1,431 | 1,431 | |
NAPW Network [Member] | Consumer Advertising and Marketing Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | |||
Corporate Overhead [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | |||
Income (loss) from continuing operations | (889,880) | (1,210,870) | |
Depreciation and amortization | |||
Income tax expense | (4,551) | ||
Net loss from continuing operations | (889,880) | (1,206,319) | |
Goodwill | |||
Intangible assets, net | |||
Assets from continuing operations | |||
Corporate Overhead [Member] | Membership Fees and Related Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | |||
Corporate Overhead [Member] | Recruitment Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | |||
Corporate Overhead [Member] | Product Sales and Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues | |||
Corporate Overhead [Member] | Consumer Advertising and Marketing Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Total revenues |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | Mar. 24, 2021USD ($) |
RemoteMore USA, Inc [Member] | Stock Purchase Agreement [Member] | |
Deposits | $ 60,000 |