Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Jan. 30, 2015 | Jun. 27, 2014 |
Document And Entity Information | |||
Entity Registrant Name | Inuvo, Inc. | ||
Entity Central Index Key | 829323 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 24,193,909 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $17.90 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Current assets | ||
Cash | $3,714,525 | $3,137,153 |
Accounts receivable, net of allowance for doubtful accounts of $86,722 and $62,845, respectively | 5,106,300 | 3,609,825 |
Unbilled revenue | 23,541 | 24,472 |
Prepaid expenses and other current assets | 299,873 | 510,968 |
Total current assets | 9,144,239 | 7,282,418 |
Property and equipment, net | 959,475 | 1,188,566 |
Other assets | ||
Goodwill | 5,760,808 | 5,760,808 |
Intangible assets, net of accumulated amortization | 9,530,322 | 10,324,326 |
Other assets | 211,833 | 379,513 |
Total other assets | 15,502,963 | 16,464,647 |
Total assets | 25,606,677 | 24,935,631 |
Current liabilities | ||
Accounts payable | 5,714,158 | 6,235,533 |
Accrued expenses and other current liabilities | 3,704,464 | 2,386,226 |
Term and credit notes payable - current portion | 959,942 | 2,548,333 |
Total current liabilities | 10,378,564 | 11,170,092 |
Long-term liabilities | ||
Deferred tax liability | 3,552,500 | 3,788,903 |
Term and credit notes payable - long term | 2,666,667 | 3,595,300 |
Other long-term liabilities | 735,211 | 1,039,470 |
Total long-term liabilities | 6,954,378 | 8,423,673 |
Stockholders’ equity | ||
Preferred stock, $.001 par value: Authorized shares - 500,000 - none issued and outstanding | 0 | 0 |
Common stock, $.001 par value: Authorized shares - 40,000,000, issued shares 23,763,307and 23,586,186, respectively Outstanding shares - 23,386,780 and 23,209,659 respectively | 24,087 | 23,763 |
Additional paid-in capital | 128,734,759 | 127,908,328 |
Accumulated deficit | -119,088,552 | -121,193,666 |
Treasury stock, at cost - 376,527 shares | -1,396,559 | -1,396,559 |
Total stockholders' equity | 8,273,735 | 5,341,866 |
Total liabilities and stockholders' equity | $25,606,677 | $24,935,631 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Assets | ||
Allowance for doubtful accounts | $86,722 | $62,845 |
Stockholders Equity | ||
Preferred stock par value (usd per share) | $0.00 | $0.00 |
Preferred stock shares authorized (in shares) | 500,000 | 500,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Preferred stock shares outstanding (in shares) | 0 | 0 |
Common stock, par value (usd per share) | $0.00 | $0.00 |
Common stock shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock shares issued (in shares) | 24,087,627 | 23,763,307 |
Common stock shares Outstanding (in shares) | 23,711,100 | 23,386,780 |
Treasury stock (in shares) | 376,527 | 376,527 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Net revenue | $49,599,486 | $54,990,340 |
Cost of revenue | 20,424,561 | 28,784,887 |
Gross profit | 29,174,925 | 26,205,453 |
Operating expenses | ||
Marketing costs | 17,450,199 | 14,389,493 |
Compensation | 4,830,505 | 6,022,526 |
Selling, general and administrative | 4,397,212 | 5,776,529 |
Total operating expenses | 26,677,916 | 26,188,548 |
Operating income | 2,497,009 | 16,905 |
Interest expense, net | -351,225 | -356,956 |
Income (loss) from continuing operations before taxes | 2,145,784 | -340,051 |
Income tax benefit | 0 | 313,645 |
Net income (loss) from continuing operations | 2,145,784 | -26,406 |
Net income (loss) from discontinued operations | -40,670 | 503,622 |
Net income | 2,105,114 | 477,216 |
Other comprehensive income | ||
Foreign currency revaluation | 0 | -418 |
Total comprehensive income | $2,105,114 | $476,798 |
Per common share data: Basic and Diluted | ||
Net loss from continuing operations (in usd per share) | $0.09 | $0 |
Net loss (income) from discontinued operations (in usd per share) | $0 | $0.02 |
Net loss (in usd per share) | $0.09 | $0.02 |
Weighted average shares | ||
Basic (in shares) | 23,527,872 | 23,281,439 |
Diluted (in shares) | 24,145,823 | 23,281,439 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (USD $) | Total | Common Stock | Additional Paid in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income | Treasury Stock |
Beginning Balance, Amount at Dec. 31, 2012 | $4,206,352 | $23,586 | $127,249,789 | ($121,670,882) | $418 | ($1,396,559) |
Beginning Balance, Shares at Dec. 31, 2012 | 23,209,659 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 477,216 | 477,216 | ||||
Stock-based compensation | 686,745 | 686,745 | ||||
Refund of stock issuance costs | 35,500 | 35,500 | ||||
Stock options exercised (in shares) | 3,750 | |||||
Stock options exercised | 2,100 | 4 | 2,096 | |||
Stock issued for vested restricted stock awards (in shares) | 173,371 | |||||
Stock issued for vested restricted stock awards | 173 | -173 | ||||
Foreign currency translation | -418 | -418 | ||||
Taxes withheld on vested restricted stock | -65,629 | -65,629 | ||||
Ending Balance, Amount at Dec. 31, 2013 | 5,341,866 | 23,763 | 127,908,328 | -121,193,666 | -1,396,559 | |
Ending Balance, Shares at Dec. 31, 2013 | 23,386,780 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 2,105,114 | 2,105,114 | ||||
Stock-based compensation | 991,948 | 991,948 | ||||
Stock options exercised (in shares) | 0 | |||||
Stock issued for vested restricted stock awards (in shares) | 324,320 | |||||
Stock issued for vested restricted stock awards | 324 | -324 | ||||
Taxes withheld on vested restricted stock | -165,193 | -165,193 | ||||
Ending Balance, Amount at Dec. 31, 2014 | $8,273,735 | $24,087 | $128,734,759 | ($119,088,552) | $0 | ($1,396,559) |
Ending Balance, Shares at Dec. 31, 2014 | 23,711,100 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Operating activities: | ||
Net income | $2,105,114 | $477,216 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 1,749,538 | 3,055,182 |
Deferred income taxes | 0 | -310,097 |
Amortization of financing fees | 28,863 | 33,333 |
Adjustment of European liabilities related to discontinued operations | -2,494 | -459,473 |
Provision (Recovery) for doubtful accounts | 23,877 | -137,362 |
Stock based compensation | 991,948 | 686,745 |
Change in operating assets and liabilities: | ||
Accounts receivable and unbilled revenue | -1,519,421 | 1,961,574 |
Prepaid expenses and other assets | 306,017 | 36,587 |
Accounts payable | -518,881 | -3,501,924 |
Accrued expenses and other liabilities | 944,425 | -22,481 |
Other | -165,193 | -9,677 |
Net cash provided by operating activities | 3,943,793 | 1,809,623 |
Investing activities: | ||
Purchases of equipment and capitalized development costs | -839,867 | -677,526 |
Net cash used in investing activities | -839,867 | -677,526 |
Financing activities: | ||
Proceeds from term note | 2,000,000 | 0 |
Return of deposit to collateralize letter of credit | 0 | 301,158 |
Proceeds from revolving line of credit | 2,550,000 | 7,225,000 |
Prepaid financing fees | 43,895 | 35,500 |
Exercise of stock options | 0 | 2,100 |
Payments on revolving line of credit | -4,011,469 | -7,570,255 |
Payments on term note payable and capital leases | -3,108,980 | -1,369,047 |
Net cash used in financing activities | -2,526,554 | -1,375,544 |
Effect of exchange rate changes | 0 | -418 |
Net change – cash | 577,372 | -243,865 |
Cash, beginning of year | 3,137,153 | 3,381,018 |
Cash, end of year | 3,714,525 | 3,137,153 |
Supplemental information: | ||
Interest paid | 290,244 | 327,379 |
Income taxes refunded | 0 | -3,548 |
Non-cash investing activities: | ||
Purchase of property and equipment under capital lease | $0 | $47,482 |
Organization_and_Business
Organization and Business | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Organization and Business |
Company Overview | |
Inuvo, Inc. and subsidiaries ("we", "us" or "our") is an Internet marketing and technology company that delivers purchase-ready customers to advertisers through a broad network of websites and applications reaching both desktop and mobile devices. | |
We deliver content and targeted advertisements over the internet and generate revenue when an end user clicks on the advertisements we delivered. We manage our business as two segments, the Partner Network and the Owned and Operated Network. In the third quarter of 2013, we reorganized our segments and retrospectively applied the current presentation to prior periods. | |
The Partner Network delivers advertisements to our partners' websites and applications on desktop, tablet and mobile devices. We generate revenue in this segment when an advertisement is clicked, and we share a portion of that revenue with our partners. Our proprietary technology platform allows for targeted distribution of advertisements at a scale that measures in the hundreds of millions of advertisements delivered monthly. | |
The Owned and Operated Network designs, builds and markets consumer websites and applications. This segment consists of our mobile-ready ALOT websites and is focused on providing engaging content to our users. The majority of revenue generated by this segment is derived from clicks on advertisements delivered through web searches and advertisements displayed on the websites. | |
We have taken several significant steps to position our business for long-term success including investments in ad serving technology, the development of adaptive, programmatic and native advertising units, the creation of proprietary content, the expansion of publishers within the partner network and the optimization of overhead and operational costs all of which we expect will improve revenue and profitability. | |
Relocation of corporate headquarters | |
During 2013, we relocated our offices from New York City and Clearwater, FL to Conway, AR and received a grant from the state of Arkansas to cover costs associated with that move. Inuvo remains in compliance with all provisions of the grant agreement. (See Note 2) | |
Liquidity | |
On September 29, 2014, we renewed our Business Financing Agreement with Bridge Bank, N.A. ("Bridge Bank") (see Note 6, "Notes Payable"). The renewal provided continued access to the revolving line of credit up to $10 million through September 2016 and a new term loan of $2 million through September 2017. As of December 31, 2014 , the revolving line of credit had approximately $3.1 million in availability. During the first quarter of 2014, we filed an S-3 registration statement with the Securities and Exchange Commission ("SEC") to replace the existing, expiring S-3 "shelf" registration statement. Though we do not expect to need additional funds in the next twelve months, we may still elect to sell stock to the public or to selected investors, or borrow under the current or any replacement line of credit or other debt instruments. We believe the revolving line of credit, cash generated by operations, and anticipated financing will provide sufficient cash for operations over the next twelve months. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies |
Basis of presentation - The consolidated financial statements include our accounts and those of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |
Cash and cash equivalents - Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. | |
Revenue recognition - We recognize revenue in accordance with Accounting Standards Codification (“ASC”) ASC 605-10 Revenue Recognition-General. We recognize revenue when the following criteria have been met: persuasive evidence of an arrangement exists, the fees are fixed and determinable, no significant obligations remain and collection of the related receivable is reasonably assured. | |
Most of our revenue is generated through clicks on advertisements presented on our properties or those of our partners. We recognize revenue from clicks in the period in which the click occurs. Payments to partners who display advertisements on our behalf are recognized as cost of revenue. Revenue from data sales and commissions is recognized in the period in which the transaction occurs and the other revenue recognition criteria are met. | |
Accounts receivable - Accounts receivable consists of trade receivables from customers. We record accounts receivable at its net realizable value, recognizing an allowance for doubtful accounts based on our best estimate of probable credit losses on our existing accounts receivable. Balances are written off against the allowance after all means of collection have been exhausted and the possibility of recovery is considered remote. | |
Marketing costs - Marketing costs include the purchase of sponsored listings from search engines and is our primary method of attracting consumers to our owned and operated applications and websites. We expense these costs as incurred and present them as a separate line item in operating expenses on the consolidated statements of comprehensive income. Advertising costs from continuing operations included in selling general and administrative expenses for the years ended December 31, 2014 and 2013 were $0 and $25,000, respectively. | |
Property and equipment - Property and equipment are stated at cost, net of accumulated depreciation and amortization. Major renewals and improvements are capitalized while maintenance and repairs which do not improve or extend the life of the respective assets are expensed as incurred. Costs of assets sold or retired and the related accumulated depreciation are eliminated from accounts and the net gain or loss is reflected as an operating expense in the statements of comprehensive income. | |
Property and equipment are depreciated on a straight-line basis over three years for equipment, five to seven years for furniture and fixtures and two to three years for software. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the remaining term of the lease. Depreciation expense was $955,534 and $1,912,513, respectively, for the years ended December 31, 2014 and 2013. | |
Capitalized Software Costs - We capitalize certain costs related to internally developed software and amortize these costs using the straight-line method over the estimated useful life of the software, generally two years. We do not sell internally developed software. Certain development costs not meeting the criteria for capitalization, in accordance with ASC 350-40 Internal-Use Software, are expensed as incurred. | |
Goodwill - Goodwill is recorded as the difference, if any, between the aggregate consideration paid for an acquisition and the fair value of the net tangible and intangible assets acquired. In accordance with ASC 350, Goodwill and Other Intangible Assets (“ASC 350”), we test goodwill for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis or more frequently if we believe indicators of impairment exist. The performance of the test involves a two-step process. The first step of the impairment test involves comparing the fair values of the applicable reporting units with their aggregate carrying value, including goodwill. | |
We generally determine the fair value of our reporting units using the income approach methodology of valuation that includes the undiscounted cash flow method as well as other generally accepted valuation methodologies. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, we perform the second step of the goodwill impairment test to determine the amount of impairment loss. The second step of the goodwill impairment test involves comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill (See Note 5). | |
During 2014 and 2013, we elected to proceed directly to the two-step testing process. We determined there was no impairment of goodwill during 2014 and 2013. | |
See Note 5, Intangible Assets and Goodwill, for more information. | |
Intangible Assets - We allocate a portion of the purchase price of acquisitions to identifiable intangible assets and we amortize definite-lived assets over their estimated useful lives. We consider our indefinite-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. | |
We amortize our identifiable intangible assets, which result from acquisitions accounted for under the purchase method of accounting, using the straight-line method over their estimated useful lives. Trade names are not amortized as they are believed to have an indefinite life. Trade names are reviewed annually for impairment under ASC 350. | |
As a result of our acquisition of Vertro, Inc. ("Vertro") in March 2012, we recognized an asset for the customer relationship with Google of $8,820,000 and assigned it a useful life of 20 years. A primary reason for acquiring Vertro was its relationship with Google. Up to the time of the acquisition, we principally had access to the Yahoo! inventory of advertisements. Among the many valuable assets acquired in the Vertro transaction was this Google relationship and the access it provided to an enormous inventory of advertisements. In addition, we acquired the ALOT brand, whose products are monetized through Google and has historically produced a better margin than monetization through Yahoo!. In determining the useful life of this asset, we considered the strategic importance of Vertro's strong relationship with Google. Vertro and its predecessor company had contracts and successful renewals with Google that date back to 2006. The most recent renewal was February 1, 2015. We expect the relationship with Google to continue through the 20 year amortization period and beyond. | |
At the time of the Vertro acquisition, we engaged a third party valuation service to determine the fair value of the acquired assets. At the close of the 2014 and 2013 fiscal years we again engaged a third party valuation service to reassess the fair value of the acquired assets. | |
From time to time, both search marketplaces, Google and Yahoo!, may implement policy or marketplace changes. In January 2013 Google requested changes to our agreement that impacted marketing programs for one of our ALOT products, the Appbar, the result of which was a decline in the number of product installs. Since acquiring the ALOT brand in the Vertro acquisition, we have materially expanded the brand into a number of additional owned and operated websites and applications. We expect products within the brand to ebb and flow as customer preferences change and Google adjusts its marketplace policies. At the close of 2013, we considered the Google change and decided to transition out of the Appbar product and replace it with web properties that we develop. At the close of 2014, we determined that the asset continued to be recoverable despite the impact to the Appbar product and our decision to transition away from it. We made this determination in part because during 2014 we completely replaced the revenue and margin from the Appbar product with other ALOT-branded and Google monetized products. Between websites and applications, we have launched more than 20 new ALOT-branded products in 2013 and 2014 and we expect to continue aggressively building out our Owned and Operated Network segment into the future. | |
We recorded no impairment of intangible assets during 2014 or 2013. | |
See Note 5, Intangible Assets and Goodwill, for more information. | |
Income taxes - We utilize the liability method of accounting for income taxes as set forth in ASC 740, Income Taxes (“ASC 740”). Under the liability method, deferred taxes are determined based on the temporary differences between the financial statement and tax bases of assets and liabilities. A valuation allowance is recorded when it is more likely than not that some of the deferred tax assets will not be realized. In assessing the need for a valuation allowance, we must project future levels of taxable income, which requires significant judgment. We examine evidence related to the history of taxable losses or income, the economic conditions in which we operate, organizational characteristics, our forecasts and projections, as well as factors affecting liquidity. We believe it is more likely than not that none of our deferred tax assets will be realized, and we have recorded a full valuation for the net deferred tax assets as of December 31, 2014 and 2013. | |
We have adopted certain provisions of ASC 740. This statement clarifies the criteria that an individual tax position must satisfy for some or all of the benefits of that position to be recognized in a company’s financial statements. ASC 740 prescribes a recognition threshold of more likely than not, and a measurement attribute for all tax positions taken or expected to be taken on a tax return, in order to be recognized in the financial statements. | |
Impairment of long-lived assets - In accordance with ASC 360, Property, Plant and Equipment, long-lived assets, such as property and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of the asset is measured by comparison of the carrying amount to future undiscounted cash flows the asset is expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset exceeds the fair value. | |
Stock-based compensation - We value stock compensation based on the fair value recognition provisions ASC 718, Compensation – Stock Compensation, which establishes accounting for stock-based awards exchanged for employee services and requires companies to expense the estimated grant date fair value of stock awards over the requisite employee service period. | |
The fair value of restricted stock awards is based on the market price of our common stock on the date of the grant. To value stock option awards, we use the Black-Scholes-Merton option pricing model. This model involves assumptions including the expected life of the option, stock price volatility, risk-free interest rate, dividend yield and exercise price. We recognize compensation expense in earnings over the requisite service period, applying a forfeiture rate to account for expected forfeitures of awards. | |
See Note 10, Stock-Based Compensation, for further details on our stock awards. | |
Government Grant- During the first quarter of 2013, we received a grant from the state of Arkansas to relocate our corporate headquarters to Conway, AR. We recognize the grant funds into income as a reduction of the related expense in the period in which those expenses are recognized. We defer grant funds related to capitalized costs and classify them as current or long-term liabilities on the balance sheet according to the classification of the associated asset. Grant funds received are presented on the consolidated statements of cash flows as operating or investing cash flows depending on the classification of the underlying spend. The grant contains certain requirements that would require us to repay a portion or all of the grant if certain requirements are not met. As of March 31, 2015, we are obligated to maintain 38 permanent, full time employees positions in Arkansas. We have accrued $120,000, as of December 31, 2014 included in accrued expenses and other current liabilities in the accompanying 2014 Balance Sheet, in the event we are unable to meet the required employment level. | |
Treasury Stock - The cost method was used in recording the purchase of the treasury stock. Treasury stock changes as a result of common stock we acquire in the market. | |
Earnings (loss) per share - During the periods presented, we had securities that could potentially dilute basic earnings per share in the future. | |
For the year ended December 31, 2014, options to purchase 356,877 shares with a weighted average exercise price of $6.06 per share and warrants to purchase 725,000 shares with a weighted average exercise price of $2.15 per share were excluded from the diluted shares calculation for 2014 because their exercise price was higher than the average stock price for the period. In addition, restricted stock units totaling 409,029 shares with a weighted average grant date price of $2.71 were also excluded because the effect of their inclusion would have been anti-dilutive. | |
Because we reported a loss from continuing operations for 2013 all shares associated with outstanding stock options, warrants and unvested restricted stock are considered anti-dilutive, and basic and diluted net loss per share is the same. For the year ended December 31, 2013, options to purchase 458,573 shares with a weighted average exercise price of $18.14 per share and warrants to purchase 816,724 shares with a weighted average exercise price of $2.37 per share were excluded from the diluted shares calculation for 2013 because their exercise price was higher than the average stock price for the period. In addition, restricted stock units totaling 667,123 shares with a weighted average grant date price of $1.31 were also excluded because the effect of their inclusion would have been anti-dilutive. | |
Operating segments - ASC 280, Segment Reporting, requires disclosures of certain information about operating segments, products and services, geographic areas in which we operate, and their major customers. We have evaluated the effect of this standard and have determined that we currently operate in two segments, the Partner Network and the Owned and Operated Network. See Note 16 for additional segment information. | |
Concentration of credit risk - We are exposed to concentrations of risk primarily in cash and cash equivalents and accounts receivable, which are generally not collateralized. Our policy is to place our cash and cash equivalents with high credit quality financial institutions in order to limit the amount of credit exposure. We do not require collateral from our customers, but our credit extension and collection policies include monitoring payments and aggressively pursuing delinquent accounts. We maintain allowances for potential credit losses. At times, deposits may exceed FDIC limits. | |
Customer concentrations - At December 31, 2014, we had two individual customers with accounts receivable balances greater than 10 percent of the gross accounts receivable from continuing operations. These customers combined owed approximately 94.8% and 88.0% of our gross accounts receivable balance as of December 31, 2014 and 2013, respectively. The same two customers accounted for 97.3% and 93.7% of our revenue for the years ended December 31, 2014 and 2013, respectively. | |
Use of estimates - The preparation of financial statements, in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"), requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, net revenues and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s regular evaluation of the relevant facts and circumstances as of the date of the consolidated financial statements. We regularly evaluate estimates and assumptions related to allowances for returns and redemptions, allowances for doubtful accounts, goodwill and purchased intangible asset valuations, lives of intangible assets, deferred income tax asset valuation allowances, contingent liabilities, including the Arkansas grant contingency, and stock compensation. Actual results may differ from the estimates and assumptions used in preparing the accompanying consolidated financial statements, and such differences could be material. | |
Litigation and settlement costs - From time to time, we are involved in disputes, litigation and other legal actions. In accordance with ASC 450, Contingencies, we record a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the consolidated financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred as of the date of the consolidated financial statements and (ii) the range of loss can be reasonably estimated. See Note 15 for additional information. | |
Recent accounting pronouncements | |
Accounting Standards Update No. 2013-11, “Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists,” for fiscal years, and interim periods within those years, beginning after December 15, 2013. In July 2013, the FASB issued new accounting guidance on the presentation of unrecognized tax benefits. The new guidance requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows: to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use the deferred tax asset for such purpose, then the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2013, with early adoption permitted. Accordingly, we adopted these presentation requirements during the first quarter of 2014. The adoption of this new guidance has not had a material impact on our consolidated financial statements or related disclosures. | |
In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the criteria for reporting discontinued operations and requires additional disclosures about discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations that have, or will have, a major effect on the organization’s operations and financial results should be presented as discontinued operations. Additionally, the guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The amendments in ASU No. 2014-08 will be applied prospectively to annual periods beginning on or after December 15, 2014, and interim periods within those years, with early adoption permitted. Accordingly, we adopted these presentation requirements during the fourth quarter of 2014. | |
In May 2014, FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. Under ASU 2014-09, a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. The standard is effective for public entities for annual and interim periods beginning after December 15, 2016. Early adoption is not allowed. The adoption of ASU 2014-09 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. | |
In August 2014, FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which will require management to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The adoption of ASU 2014-15 is not expected to have an impact on the Company’s consolidated financial position or results of operations. | |
Reclassifications - Certain reclassifications have been made to historical periods to conform to current classification. These reclassifications had no effect on total stockholders' equity or net income. |
Allowance_for_Doubtful_Account
Allowance for Doubtful Accounts | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Allowance for Doubtful Accounts [Abstract] | ||||||||
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts | |||||||
The activity in the allowance for doubtful accounts was as follows during the years ended December 31, 2014 and 2013: | ||||||||
2014 | 2013 | |||||||
Balance at the beginning of the year | $ | 62,845 | $ | 231,542 | ||||
Provision for bad debts | 34,000 | — | ||||||
Charge-offs | (10,123 | ) | (31,335 | ) | ||||
Recoveries | — | (137,362 | ) | |||||
Balance at the end of the year | $ | 86,722 | $ | 62,845 | ||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property and Equipment | Property and Equipment | |||||||
The net carrying value of property and equipment at December 31, 2014 and 2013 was as follows: | ||||||||
2014 | 2013 | |||||||
Furniture and fixtures | $ | 67,341 | $ | 67,341 | ||||
Equipment | 2,585,659 | 2,547,686 | ||||||
Software | 8,822,310 | 8,020,982 | ||||||
Leasehold improvements | 66,903 | 66,903 | ||||||
Subtotal | $ | 11,542,213 | $ | 10,702,912 | ||||
Less: accumulated depreciation and amortization | (10,582,738 | ) | (9,514,346 | ) | ||||
Total | $ | 959,475 | $ | 1,188,566 | ||||
Other_Intangible_Assets_and_Go
Other Intangible Assets and Goodwill | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||
Other Intangible Assets and Goodwill | Intangible Assets and Goodwill | |||||||||||||||||
During 2014 and 2013, we evaluated our intangible assets and goodwill for impairment at the reporting unit level. We elected to omit the qualitative assessment of impairment factors and proceed directly to impairment testing with the assistance of a third-party valuation firm. No indication of impairment was noted. | ||||||||||||||||||
The following is a schedule of intangible assets and goodwill from continuing operations as of December 31, 2014: | ||||||||||||||||||
Term | Carrying | Accumulated Amortization and Impairment | Net Carrying Value | 2014 | ||||||||||||||
Value | Amortization | |||||||||||||||||
Names database | 9 months | $ | 17,417,397 | $ | (17,417,397 | ) | $ | — | $ | — | ||||||||
Bundled downloads | 4.5 months | 2,447,075 | (2,447,075 | ) | — | — | ||||||||||||
Intangible assets classified as current | $ | 19,864,472 | $ | (19,864,472 | ) | $ | — | $ | — | |||||||||
Customer list, Google | 20 years | $ | 8,820,000 | $ | (1,249,500 | ) | $ | 7,570,500 | $ | 441,000 | ||||||||
Customer list, all other | 10 years | 1,610,000 | (456,178 | ) | 1,153,822 | 161,004 | ||||||||||||
Exclusivity agreement | 1 year | 120,000 | (120,000 | ) | — | — | ||||||||||||
Trade names, ALOT (2) | 5 years | 960,000 | (544,000 | ) | 416,000 | 192,000 | ||||||||||||
Trade names, web properties (2) | - | 390,000 | — | 390,000 | — | |||||||||||||
Intangible assets classified as long-term | $ | 11,900,000 | $ | (2,369,678 | ) | $ | 9,530,322 | $ | 794,004 | |||||||||
Goodwill, Partner Network | $ | 1,776,544 | $ | — | $ | 1,776,544 | ||||||||||||
Goodwill, Owned and Operated Network | 3,984,264 | — | 3,984,264 | |||||||||||||||
Goodwill, total | $ | 5,760,808 | $ | — | $ | 5,760,808 | ||||||||||||
The following is a schedule of intangible assets and goodwill from continuing operations as of December 31, 2013: | ||||||||||||||||||
Term | Carrying | Accumulated Amortization and Impairment | Net Carrying Value | 2013 | ||||||||||||||
Value | Amortization | |||||||||||||||||
Names database (1) | 9 months | $ | 17,417,397 | $ | (17,417,397 | ) | $ | — | $ | 322,771 | ||||||||
Bundled downloads (1) | 4.5 months | 2,447,075 | (2,447,075 | ) | — | 5,894 | ||||||||||||
Intangible assets classified as current | 19,864,472 | (19,864,472 | ) | — | 328,665 | |||||||||||||
Customer list, Google | 20 years | $ | 8,820,000 | $ | (808,500 | ) | $ | 8,011,500 | $ | 441,000 | ||||||||
Customer list, all other | 10 years | 1,610,000 | (295,174 | ) | 1,314,826 | 161,004 | ||||||||||||
Exclusivity agreement | 1 year | 120,000 | (120,000 | ) | — | 20,000 | ||||||||||||
Trade names, ALOT (2) | 5 years | 960,000 | (352,000 | ) | 608,000 | 192,000 | ||||||||||||
Tradenames, web properties (2) | - | 390,000 | — | 390,000 | — | |||||||||||||
Intangible assets classified as long-term | $ | 11,900,000 | $ | (1,575,674 | ) | $ | 10,324,326 | $ | 814,004 | |||||||||
Goodwill, Partner Network | $ | 1,776,544 | $ | — | $ | 1,776,544 | ||||||||||||
Goodwill, Owned and Operated Network | 3,984,264 | — | 3,984,264 | |||||||||||||||
Goodwill, total | $ | 5,760,808 | $ | — | $ | 5,760,808 | ||||||||||||
___________ | ||||||||||||||||||
-1 | The amortization of the names database and bundled downloads assets are included in cost of revenue. | |||||||||||||||||
-2 | We have determined ALOT trade name should be amortized over five years and the trade names related to our web properties have an indefinite life and as such are not amortized. | |||||||||||||||||
Our amortization expense over the next five years and thereafter is as follows: | ||||||||||||||||||
2015 | $ | 794,004 | ||||||||||||||||
2016 | 794,004 | |||||||||||||||||
2017 | 634,004 | |||||||||||||||||
2018 | 602,004 | |||||||||||||||||
2019 | 602,004 | |||||||||||||||||
Thereafter | $ | 5,714,302 | ||||||||||||||||
Total | $ | 9,140,322 | ||||||||||||||||
Notes_Payable
Notes Payable | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Notes Payable | Notes Payable | ||||||||
The following table summarizes our notes payable balances as of December 31, 2014 and 2013: | |||||||||
2014 | 2013 | ||||||||
Term note payable - 4.25 percent at December 31, 2014 (prime plus 1 percent), due September 10, 2017 | $ | 1,833,334 | $ | 2,888,888 | |||||
Revolving credit line - 3.75 percent at December 31, 2014 (prime plus 0.5 percent), due September 29, 2016 | 1,793,275 | 3,254,745 | |||||||
Total | $ | 3,626,609 | $ | 6,143,633 | |||||
Less: current portion | (959,942 | ) | (2,548,333 | ) | |||||
Term and revolving credit line - long term portion | $ | 2,666,667 | $ | 3,595,300 | |||||
Principal Payments: | |||||||||
Principal payments under the term note payable are due as follows as of December 31, 2014: | |||||||||
2015 | $ | 666,667 | |||||||
2016 | 666,667 | ||||||||
2017 | 500,000 | ||||||||
Total | $ | 1,833,334 | |||||||
On March 1, 2012 we entered into a Business Financing Agreement with Bridge Bank. The agreement provided us with a $5 million term loan and access to a revolving credit line of up to $10 million which we use to help satisfy our working capital needs. We have provided Bridge Bank with a first priority perfected security interest in all of our accounts and personal property as collateral for the credit facility. At December 31, 2013 and July 2014, the Company was not in compliance with certain financial covenants. Bridge Bank provided a waiver of those covenants. | |||||||||
In September 2014, the Company entered into the Fifth Business Financing Modification Agreement with Bridge Bank that renewed the existing Agreement and modified some terms. The renewed agreement extended the revolving line of credit to September 2016 and provided for a new term loan of $2 million through September 2017. On October 9, 2014, the Agreement was amended to clarify the definition of the financial covenants. The financial covenants are Debt Service Coverage Ratio, measured monthly on a trailing three months basis, of not less than 1.75 to 1.0 for the August 2014 measuring period, and each monthly measuring period thereafter and an Asset Coverage Ratio, measured monthly, of not less than 1.25 to 1.0 for the month ended August 31, 2014 and September 30, 2014; 1.15 to 1.0 for the month ended October 31, 2014, November 30, 2014 and December 31, 2014, and 1.25 to 1.0 for the month ending January 31, 2015 and each month thereafter. We were in compliance with all bank covenants as of December 31, 2014. | |||||||||
Revolving Credit Line | |||||||||
Available funds under the revolving credit line are 80% of eligible accounts receivable balances plus $1 million up to a limit of $10 million. Eligible accounts receivable is generally defined as those from United States based customers that are not more than 90 days from the date of invoice. We had approximately $3.1 million available under the revolving credit line as of December 31, 2014. | |||||||||
Term loan | |||||||||
The term loan was drawn down on October 1, 2014 and is being repaid at $55,555 per month through its term. The balance outstanding at December 31, 2014 was $1.8 million. |
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Payables and Accruals [Abstract] | ||||||||
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities | |||||||
The accrued expenses and other current liabilities consist of the following at December 31, 2014 and 2013: | ||||||||
2014 | 2013 | |||||||
Accrued marketing costs | $ | 1,744,143 | $ | 1,198,152 | ||||
Accrued sales reserve | 567,517 | — | ||||||
Accrued expenses and other | 552,288 | 519,859 | ||||||
Loss contingency | 308,000 | 263,238 | ||||||
Accrued taxes | 267,905 | 25,765 | ||||||
Deferred Arkansas grant, current portion and accrued reserve | 224,994 | 242,225 | ||||||
Capital leases, current portion | 34,381 | 51,205 | ||||||
Accrued payroll and commission liabilities | 5,236 | 85,782 | ||||||
Total | $ | 3,704,464 | $ | 2,386,226 | ||||
Other_LongTerm_Liabilities
Other Long-Term Liabilities | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Other Liabilities Disclosure [Abstract] | ||||||||
Other Long-Term Liabilities | Other Long-Term Liabilities | |||||||
Other long-term liabilities consist of the following at December 31, 2014 and 2013: | ||||||||
2014 | 2013 | |||||||
Taxes payable | $ | 506,453 | $ | 506,453 | ||||
Deferred Arkansas grant, less current portion | 142,276 | 360,576 | ||||||
Deferred rent | 70,861 | 120,218 | ||||||
Capital leases, less current portion | 15,621 | 52,223 | ||||||
Total | $ | 735,211 | $ | 1,039,470 | ||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Income Tax Disclosure [Abstract] | ||||||||
Income Taxes | Income Taxes | |||||||
Provision (Benefit) for Income Taxes | ||||||||
The provision for income taxes consists of the following: | ||||||||
2014 | 2013 | |||||||
Current tax provision | $ | 236,403 | $ | — | ||||
Deferred tax (benefit) provision | (236,403 | ) | (310,097 | ) | ||||
Total tax (benefit) provision | $ | — | $ | (310,097 | ) | |||
A reconciliation of the expected Federal statutory rate to our actual rate as reported for each of the periods presented is as follows: | ||||||||
2014 | 2013 | |||||||
Expected statutory rate | 34 | % | (35 | %) | ||||
State income tax rate, net of federal benefit | 8 | % | (4 | %) | ||||
Permanent differences | — | % | (4 | %) | ||||
Valuation allowance | (12 | %) | (2,708 | %) | ||||
Net operating loss adjustment | (30 | %) | 2,657 | % | ||||
Other | — | % | 26 | % | ||||
— | % | (68 | %) | |||||
Deferred Income Taxes | ||||||||
Deferred income taxes are the result of temporary differences between book and tax basis of certain assets and liabilities, timing of income and expense recognition of certain items and net operating loss carry-forwards. | ||||||||
We assess temporary differences resulting from different treatments of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are recorded in the consolidated balance sheets. We evaluate the realizability of our deferred tax assets on a regular basis, an exercise that requires significant judgment. In the course of this evaluation we considered our recent history of tax losses, the economic conditions in which we operate, recent organizational changes and our forecasts and projections. We believe it is more likely than not that none of our deferred tax assets will be realized, and we have recorded a full valuation for the net deferred tax assets as of December 31, 2014 and 2013. | ||||||||
The following is a schedule of the deferred tax assets and liabilities as of December 31, 2014 and 2013: | ||||||||
2014 | 2013 | |||||||
Deferred tax assets: | ||||||||
Net operating loss carry forward | $ | 34,176,741 | $ | 22,757,000 | ||||
Intangible assets | 4,435,700 | 6,425,000 | ||||||
Deferred rent | 46,300 | 33,000 | ||||||
Depreciation | 164,100 | 779,000 | ||||||
Allowance for doubtful accounts | 48,800 | 57,000 | ||||||
Accrued expense | 746,700 | — | ||||||
Stock based expenses | 1,493,100 | 1,239,000 | ||||||
Other | 24,200 | 540,000 | ||||||
Subtotal | 41,135,641 | 31,830,000 | ||||||
Less valuation allowance | (41,135,641 | ) | (31,830,000 | ) | ||||
Total | — | — | ||||||
Deferred tax liabilities: | ||||||||
Intangibles | 3,523,000 | 3,788,903 | ||||||
Other | 29,500 | — | ||||||
Total | 3,552,500 | 3,788,903 | ||||||
Total deferred tax assets (liabilities) | $ | (3,552,500 | ) | $ | (3,788,903 | ) | ||
The net operating losses amounted to approximately $78,605,000 and expire beginning 2022 through 2033. | ||||||||
We have accrued $506,453 for an uncertain tax position. | ||||||||
We are currently open to audit under the statute of limitations by the Internal Revenue Service for the years ending December 31, 2010 through 2014. Our state income tax returns are open to audit under the statute of limitations for the same periods. | ||||||||
We recognize interest and penalties related to income taxes in income tax expense. We have incurred no penalties and interest for the years ended December 31, 2014 and 2013. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||||
We maintain a stock-based compensation program intended to attract, retain and provide incentives for talented employees and directors and align stockholder and employee interests. Currently, we grant options and restricted stock units ("RSUs") from the 2005 Long-Term Incentive Plan ("2005 LTIP") and the 2010 Equity Compensation Plan (“2010 ECP”). Option and restricted stock unit vesting periods are generally up to three years. | |||||||||||||||
Compensation Expense | |||||||||||||||
We recorded stock-based compensation expense for all equity incentive plans of approximately $991,948 and $686,745 for the years ended December 31, 2014 and 2013, respectively. Total compensation cost not yet recognized at December 31, 2014 was $456,733 to be recognized over a weighted-average recognition period of 1.0 year. | |||||||||||||||
Significant Grants and Cancellations | |||||||||||||||
2014 | |||||||||||||||
On April 1, 2014, we granted certain employees a total of 82,000 RSUs with a weighted average fair value of $0.80 per share which vest annually over three years. In the same month, we granted members of our board of directors a total of 102,560 RSUs with a weighted average fair value of $0.78 a share which vest quarterly until March 31, 2015. On April 22, 2014, we also granted employees a performance RSU that is dependent upon 2014 profitability. At December 31, 2014, the number of performance RSUs accrued were 735,972 shares with a weighted average fair value of $0.78 per share. The shares vest upon achieving performance conditions. In September 2014, 20,073 RSUs were granted to a new director with a weighted average fair value of $1.53 per share, vesting ratably to March 31, 2015. | |||||||||||||||
2013 | |||||||||||||||
During the first quarter of 2013, we granted to certain employees a total of 100,000 RSUs with a weighted average fair value of $0.72 per share. These shares vested ratably over three years. During the second quarter of 2013, we granted members of our board of directors a total of 80,000 RSUs with a weighted average fair value of $0.77 per share vesting on December 31, 2013. During the fourth quarter, we granted a total of 428,500 RSU's with a weighted average fair value of $1.44 per share which vest over three years. | |||||||||||||||
During the third quarter of 2013 we granted RSUs to certain executives and management employees as part of an equity compensation program. The program includes service-based and performance-based components. The service-based component of the plan granted up to 172,500 shares to certain executives and management employees effective July 31, 2013, which vest completely on February 1, 2014. The performance-based component of this plan granted 335,000 shares. The performance conditions were not met and therefore, the shares terminated in 2013. The share price at the date of the grant was $0.87. | |||||||||||||||
On March 31, 2013, some of our employees voluntarily canceled certain outstanding stock options for no consideration. As a result, 805,134 shares were canceled and returned to 2005 LTIP and 2010 ECP plans. The cancellation of these options resulted in the recognition of $49,577 in additional stock-based compensation expense in 2013, which represented the fair value of the canceled options that had not yet been recognized as of the date of cancellation. | |||||||||||||||
Award Information and Activity | |||||||||||||||
The following table summarizes the stock grants outstanding under our 2005 LTIP and 2010 ECP plans as of December 31, 2014: | |||||||||||||||
Options Outstanding | RSUs Outstanding | Options and RSUs Exercised | Available Shares | Total | |||||||||||
2010 ECP | 250,498 | 890,948 | 1,184,179 | 1,510,320 | 3,835,945 | ||||||||||
2005 LTIP | 33,748 | 286,350 | 663,735 | 16,167 | 1,000,000 | ||||||||||
Total | 284,246 | 1,177,298 | 1,847,914 | 1,526,487 | 4,835,945 | ||||||||||
The fair value of restricted stock units is determined using market value of the common stock on the date of the grant. The fair value of stock options is determined using the Black-Scholes-Merton valuation model. The use of this valuation model involves assumptions that are judgmental and highly sensitive in the determination of compensation expense and include the expected life of the option, stock price volatility, risk-free interest rate, dividend yield, exercise price, and forfeiture rate. Forfeitures are estimated at the time of valuation and reduce expense ratably over the vesting period. The forfeiture rate, which is estimated at a weighted average of 0% of unvested options outstanding, is adjusted periodically based on the extent to which actual forfeitures differ, or are expected to differ, from the previous estimate. | |||||||||||||||
At December 31, 2014, the 2005 LTIP and 2010 ECP plans had outstanding options of 284,246 options and all were exercisable with an aggregate intrinsic value of $0, a weighted average exercise price of $2.78 and a weighted average remaining contractual term of 5.8 years. | |||||||||||||||
The total fair value of options vested during 2014 and 2013 was approximately $66,000 and $240,000, respectively. | |||||||||||||||
The following table summarizes our stock option activity under the 2005 LTIP and 2010 ECP plans during 2014: | |||||||||||||||
Options | Weighted Average Exercise Price | ||||||||||||||
Outstanding, beginning of year | 292,746 | $ | 2.72 | ||||||||||||
Granted | — | $ | — | ||||||||||||
Forfeited, expired or cancelled | (8,500 | ) | $ | 0.56 | |||||||||||
Exercised | — | $ | — | ||||||||||||
Outstanding, end of year | 284,246 | $ | 2.78 | ||||||||||||
Exercisable, end of year | 284,246 | $ | 2.78 | ||||||||||||
We also have a separate plan which we acquired from Vertro. This plan is not authorized to issue any additional shares. During 2014, options in the amount of 82,502 shares with a weighted average exercise price of $73.67 expired. At December 31, 2014 we had 82,131 options outstanding and exercisable under this plan with a weighted average exercise price of $16.76. The weighted average fair value of these options is $0, and their aggregate intrinsic value is also $0. The weighted average remaining contractual life of the outstanding and exercisable options is 1.0 year. The exercise price of these options ranges from $16.01 to $35.68. | |||||||||||||||
The following table summarizes information about stock options outstanding as of December 31, 2014: | |||||||||||||||
Range of | Shares | Weighted Average Remaining | Weighted Average | ||||||||||||
Exercise Price | Contractual Life ( Years) | Exercise Price | |||||||||||||
$0.00 – $3.00 | 280,496 | 5.8 | $ | 2.77 | |||||||||||
$3.01 - $9.99 | 3,750 | 5.1 | 3.7 | ||||||||||||
Total | 284,246 | 6 | 2.78 | ||||||||||||
No options were granted during 2014 or 2013. | |||||||||||||||
Expected volatility is based on the historical volatility of our common stock over the period commensurate with or longer than the expected life of the options. The expected life of the options is based on the vesting schedule of the option in relation to the overall term of the option. The risk free interest rate is based on the market yield of the U.S. Treasury Bill with a term equal to the expected term of the option awarded. We do not anticipate paying any dividends so the dividend yield in the model is zero. | |||||||||||||||
The following table summarizes our restricted stock activity for 2014: | |||||||||||||||
Restricted Stock | Weighted Average Fair Value | ||||||||||||||
Outstanding, beginning of year | 709,780 | $ | 1.45 | ||||||||||||
Granted | 940,605 | $ | 0.8 | ||||||||||||
Exercised | (450,995 | ) | $ | 1.06 | |||||||||||
Forfeited | (22,092 | ) | $ | 0.81 | |||||||||||
Outstanding, end of year | 1,177,298 | $ | 1.02 | ||||||||||||
Stockholders_Equity
Stockholders Equity | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders' Equity Attributable to Parent [Abstract] | |
Stockholders Equity | Stockholders Equity |
As of December 31, 2014, we have outstanding warrants for the potential issuance of 776,724 shares of common stock. Exercise price for these warrants ranges from $0.87 to $2.20. These warrants were primarily issued in connection with acquisitions, private placements and debt issuances. The weighted average remaining contractual life of the warrants outstanding at December 31, 2014 was 1.6 years and the weighted average exercise price was $2.07. | |
Authorized Preferred Stock and Authorized Common Stock | |
On March 1, 2012, the Secretary of State of the State of Nevada approved an amendment to the Company's Certificate of Incorporation allowing the Company to increase the number of shares of common stock outstanding from 20,000,000 shares to 40,000,000. | |
Treasury Stock | |
During 2011, we retired 164,869 shares of our common stock held in treasury valued at approximately $627,000. During 2012, we retired 21,270 shares of our common stock valued at approximately $81,000. |
Discontinued_Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations |
Certain of our subsidiaries previously operated in the European Union ("EU"). Though operations ceased in 2009, statutory requirements require a continued presence in the EU for varying terms until April 2015. Profits and losses generated from the remaining assets and liabilities are accounted for as discontinued operations. | |
Income (loss) from discontinued operations includes activity related to the remaining assets and liabilities of discontinued operations in the European Union. For the twelve months ended December 31, 2014, we recognized a net loss from discontinued operations of $40,670, due primarily to an audit adjustment to accrue a liability in the event that the UK Inland Revenue does not accept our method of transfer pricing within the affiliated companies partially offset by an adjustment of certain accrued liabilities originating in 2009 and earlier. For the twelve months ended December 31, 2013, we recognized income of $503,622, generated primarily by an adjustment of certain accrued liabilities originating in 2009 and earlier and by a favorable resolution of a German tax audit. |
Retirement_Plan_Costs
Retirement Plan Costs | 12 Months Ended |
Dec. 31, 2014 | |
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract] | |
Retirement Plan Costs | Retirement Plan Costs |
We provide a 401(k) plan to help our employees prepare for retirement. We match each employee's contributions to the plan up to the first four percent of the employee's annual salary. The matching contribution for the years ended December 31, 2014 and 2013 was $67,401 and $26,456, respectively. |
Leases
Leases | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Leases [Abstract] | ||||||||
Leases | Leases | |||||||
We lease certain office space and equipment. As leases expire, it can be expected that they will be renewed or replaced in the normal course of business. Rent (income) expense from continuing operations was approximately $(51,605) and $223,000 for the years ended December 31, 2014 and 2013, respectively. | ||||||||
Minimum lease payments under non-cancelable operating leases as of December 31, 2014 are: | ||||||||
Lease Payments | Sublease income | |||||||
2015 | $ | 552,451 | $ | 604,569 | ||||
2016 | 46,788 | 50,753 | ||||||
Total | $ | 599,239 | $ | 655,322 | ||||
During 2013 we signed an amendment allowing us to terminate our Clearwater office lease for $615,000, and the lease was terminated on March 31, 2013. We also entered into an agreement to lease office space in Conway, Arkansas, which was prepaid during the first quarter of 2013. This agreement is for two years in the total amount of $193,200 and continues on a month-to-month basis. First Orion Corp., the lessor of this space, is partially owned by a director and shareholder of Inuvo. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
From time to time we may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. In addition, we are currently involved in the following litigation which is not incidental to its business: | |
Corporate Square, LLC v. Think Partnership, Inc., Scott Mitchell, and Kristine Mitchell; Case No. 08-019230-CI-11, in the Circuit Court for the Sixth Judicial Circuit of Florida. This complaint, filed on December 17, 2008, involves a claim by a former commercial landlord for alleged improper removal of an electric generator and for unpaid electricity expenses, amounting to approximately $60,000. In January 2015, the litigation was dismissed by the court for lack of prosecution by the plaintiff. | |
Oltean, et al. v. Think Partnership, Inc.; Edmonton, Alberta CA. On March 6, 2008, Kelly Oltean, Mike Baldock and Terry Schultz, former employees, filed a breach of employment claim against Inuvo in The Court of Queen's Bench of Alberta, Judicial District of Edmonton, Canada, claiming damages for wrongful dismissal in the amount of $200,000 for each of Kelly Oltean and Terry Schultz and $187,500 for Mike Baldock. On March 6, 2008, the same three plaintiffs filed a similar statement of claim against Vintacom Acquisition Company, ULC, a subsidiary of Inuvo, again for wrongful dismissal and claiming the same damages. In October 2009, the two actions were consolidated. The case is in the discovery stage and Inuvo is vigorously defending the matter. | |
Admanage Litigation. In May 2014 Inuvo and its wholly owned subsidiary ValidClick, Inc. filed a complaint in the Circuit Court of Faulkner County Arkansas against certain former distribution partners of our Publisher Network, i.e., Admanage S.A., ClickFind Media Corp., Neo Clicks, Inc. and Neoclicks Internet Services Corp., demanding return of an aggregate of approximately $134,000 paid to such distribution partners during time periods when Inuvo and ValidClick allege that the activities of the distribution partners violated the ValidClick terms of service. In July 2014, Admanage S.A., Neoclicks Internet Services and ClickFind Media Corp. filed a suit against Inuvo and ValidClick in United States District Court Eastern District of Arkansas Western Division, alleging, among other things breach of contract for non payment of approximately $696,000 allegedly earned by the distribution partners. Admanage S.A., Neoclicks Internet Services and ClickFind Media Corp. subsequently removed the Faulkner County Circuit Court lawsuit to United States District Court Eastern District of Arkansas Western Division, and the two cases have now been consolidated into the removed case. Inuvo is vigorously defending the matter. |
Segments
Segments | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Segments | Segments | |||||||||||
We operate our business as two segments, Partner Network and Owned and Operated Network, which are described in Note 1. | ||||||||||||
Listed below is a presentation of net revenue and gross profit for all reportable segments for the years ended December 31, 2014 and 2013. We currently only track certain assets at the segment level and therefore assets by segment are not presented below. | ||||||||||||
Revenue by Segment | ||||||||||||
2014 | 2013 | |||||||||||
$ | % of Revenue | $ | % of Revenue | |||||||||
Partner Network | 25,686,241 | 51.8 | % | 35,859,352 | 65.2 | % | ||||||
Owned and Operated Network | 23,913,245 | 48.2 | % | 19,130,988 | 34.8 | % | ||||||
Total net revenue | 49,599,486 | 100 | % | 54,990,340 | 100 | % | ||||||
Gross Profit by Segment | ||||||||||||
2014 | 2013 | |||||||||||
$ | Gross Profit % | $ | Gross Profit % | |||||||||
Partner Network | 5,454,901 | 21.2 | % | 8,042,677 | 22.4 | % | ||||||
Owned and Operated Network | 23,720,024 | 99.2 | % | 18,162,776 | 94.9 | % | ||||||
Total gross profit | 29,174,925 | 58.8 | % | 26,205,453 | 47.7 | % | ||||||
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events |
Inuvo, Inc., through its wholly owned subsidiary Vertro, Inc., and Google Inc. entered into a Google Services Agreement (the “Agreement”) effective as of February 1, 2015. Under the Agreement, Vertro has agreed to utilize Google’s WebSearch, AdSense For Search, and AdSense for Content. The term of the Agreement is from February 1, 2015 to January 31, 2017. The Agreement contains customary termination provisions and either party has the right to terminate the Agreement on January 31, 2016. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation - The consolidated financial statements include our accounts and those of our wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Cash and restricted cash | Cash and cash equivalents - Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. |
Revenue recognition | Revenue recognition - We recognize revenue in accordance with Accounting Standards Codification (“ASC”) ASC 605-10 Revenue Recognition-General. We recognize revenue when the following criteria have been met: persuasive evidence of an arrangement exists, the fees are fixed and determinable, no significant obligations remain and collection of the related receivable is reasonably assured. |
Most of our revenue is generated through clicks on advertisements presented on our properties or those of our partners. We recognize revenue from clicks in the period in which the click occurs. Payments to partners who display advertisements on our behalf are recognized as cost of revenue. Revenue from data sales and commissions is recognized in the period in which the transaction occurs and the other revenue recognition criteria are met. | |
Accounts receivable | Accounts receivable - Accounts receivable consists of trade receivables from customers. We record accounts receivable at its net realizable value, recognizing an allowance for doubtful accounts based on our best estimate of probable credit losses on our existing accounts receivable. Balances are written off against the allowance after all means of collection have been exhausted and the possibility of recovery is considered remote. |
Marketing costs | Marketing costs - Marketing costs include the purchase of sponsored listings from search engines and is our primary method of attracting consumers to our owned and operated applications and websites. We expense these costs as incurred and present them as a separate line item in operating expenses on the consolidated statements of comprehensive income. |
Property and equipment | Property and equipment - Property and equipment are stated at cost, net of accumulated depreciation and amortization. Major renewals and improvements are capitalized while maintenance and repairs which do not improve or extend the life of the respective assets are expensed as incurred. Costs of assets sold or retired and the related accumulated depreciation are eliminated from accounts and the net gain or loss is reflected as an operating expense in the statements of comprehensive income. |
Property and equipment are depreciated on a straight-line basis over three years for equipment, five to seven years for furniture and fixtures and two to three years for software. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the remaining term of the lease. | |
Capitalized Software Costs | Capitalized Software Costs - We capitalize certain costs related to internally developed software and amortize these costs using the straight-line method over the estimated useful life of the software, generally two years. We do not sell internally developed software. Certain development costs not meeting the criteria for capitalization, in accordance with ASC 350-40 Internal-Use Software, are expensed as incurred. |
Goodwill | Goodwill - Goodwill is recorded as the difference, if any, between the aggregate consideration paid for an acquisition and the fair value of the net tangible and intangible assets acquired. In accordance with ASC 350, Goodwill and Other Intangible Assets (“ASC 350”), we test goodwill for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis or more frequently if we believe indicators of impairment exist. The performance of the test involves a two-step process. The first step of the impairment test involves comparing the fair values of the applicable reporting units with their aggregate carrying value, including goodwill. |
We generally determine the fair value of our reporting units using the income approach methodology of valuation that includes the undiscounted cash flow method as well as other generally accepted valuation methodologies. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, we perform the second step of the goodwill impairment test to determine the amount of impairment loss. The second step of the goodwill impairment test involves comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill (See Note 5). | |
During 2014 and 2013, we elected to proceed directly to the two-step testing process. | |
Intangible assets | Intangible Assets - We allocate a portion of the purchase price of acquisitions to identifiable intangible assets and we amortize definite-lived assets over their estimated useful lives. We consider our indefinite-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. |
We amortize our identifiable intangible assets, which result from acquisitions accounted for under the purchase method of accounting, using the straight-line method over their estimated useful lives. Trade names are not amortized as they are believed to have an indefinite life. Trade names are reviewed annually for impairment under ASC 350. | |
As a result of our acquisition of Vertro, Inc. ("Vertro") in March 2012, we recognized an asset for the customer relationship with Google of $8,820,000 and assigned it a useful life of 20 years. A primary reason for acquiring Vertro was its relationship with Google. Up to the time of the acquisition, we principally had access to the Yahoo! inventory of advertisements. Among the many valuable assets acquired in the Vertro transaction was this Google relationship and the access it provided to an enormous inventory of advertisements. In addition, we acquired the ALOT brand, whose products are monetized through Google and has historically produced a better margin than monetization through Yahoo!. In determining the useful life of this asset, we considered the strategic importance of Vertro's strong relationship with Google. Vertro and its predecessor company had contracts and successful renewals with Google that date back to 2006. The most recent renewal was February 1, 2015. We expect the relationship with Google to continue through the 20 year amortization period and beyond. | |
At the time of the Vertro acquisition, we engaged a third party valuation service to determine the fair value of the acquired assets. At the close of the 2014 and 2013 fiscal years we again engaged a third party valuation service to reassess the fair value of the acquired assets. | |
From time to time, both search marketplaces, Google and Yahoo!, may implement policy or marketplace changes. In January 2013 Google requested changes to our agreement that impacted marketing programs for one of our ALOT products, the Appbar, the result of which was a decline in the number of product installs. Since acquiring the ALOT brand in the Vertro acquisition, we have materially expanded the brand into a number of additional owned and operated websites and applications. We expect products within the brand to ebb and flow as customer preferences change and Google adjusts its marketplace policies. At the close of 2013, we considered the Google change and decided to transition out of the Appbar product and replace it with web properties that we develop. At the close of 2014, we determined that the asset continued to be recoverable despite the impact to the Appbar product and our decision to transition away from it. We made this determination in part because during 2014 we completely replaced the revenue and margin from the Appbar product with other ALOT-branded and Google monetized products. Between websites and applications, we have launched more than 20 new ALOT-branded products in 2013 and 2014 and we expect to continue aggressively building out our Owned and Operated Network segment into the future. | |
Income taxes | Income taxes - We utilize the liability method of accounting for income taxes as set forth in ASC 740, Income Taxes (“ASC 740”). Under the liability method, deferred taxes are determined based on the temporary differences between the financial statement and tax bases of assets and liabilities. A valuation allowance is recorded when it is more likely than not that some of the deferred tax assets will not be realized. In assessing the need for a valuation allowance, we must project future levels of taxable income, which requires significant judgment. We examine evidence related to the history of taxable losses or income, the economic conditions in which we operate, organizational characteristics, our forecasts and projections, as well as factors affecting liquidity. We believe it is more likely than not that none of our deferred tax assets will be realized, and we have recorded a full valuation for the net deferred tax assets as of December 31, 2014 and 2013. |
We have adopted certain provisions of ASC 740. This statement clarifies the criteria that an individual tax position must satisfy for some or all of the benefits of that position to be recognized in a company’s financial statements. ASC 740 prescribes a recognition threshold of more likely than not, and a measurement attribute for all tax positions taken or expected to be taken on a tax return, in order to be recognized in the financial statements. | |
Impairment of long-lived assets | Impairment of long-lived assets - In accordance with ASC 360, Property, Plant and Equipment, long-lived assets, such as property and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of the asset is measured by comparison of the carrying amount to future undiscounted cash flows the asset is expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the asset exceeds the fair value. |
Share-based compensation | Stock-based compensation - We value stock compensation based on the fair value recognition provisions ASC 718, Compensation – Stock Compensation, which establishes accounting for stock-based awards exchanged for employee services and requires companies to expense the estimated grant date fair value of stock awards over the requisite employee service period. |
The fair value of restricted stock awards is based on the market price of our common stock on the date of the grant. To value stock option awards, we use the Black-Scholes-Merton option pricing model. This model involves assumptions including the expected life of the option, stock price volatility, risk-free interest rate, dividend yield and exercise price. We recognize compensation expense in earnings over the requisite service period, applying a forfeiture rate to account for expected forfeitures of awards. | |
Treasury Stock | Treasury Stock - The cost method was used in recording the purchase of the treasury stock. Treasury stock changes as a result of common stock we acquire in the market. |
Earnings per share | Earnings (loss) per share - During the periods presented, we had securities that could potentially dilute basic earnings per share in the future. |
Operating segments | Operating segments - ASC 280, Segment Reporting, requires disclosures of certain information about operating segments, products and services, geographic areas in which we operate, and their major customers. We have evaluated the effect of this standard and have determined that we currently operate in two segments, the Partner Network and the Owned and Operated Network. |
Concentration of credit risk | Concentration of credit risk - We are exposed to concentrations of risk primarily in cash and cash equivalents and accounts receivable, which are generally not collateralized. Our policy is to place our cash and cash equivalents with high credit quality financial institutions in order to limit the amount of credit exposure. We do not require collateral from our customers, but our credit extension and collection policies include monitoring payments and aggressively pursuing delinquent accounts. We maintain allowances for potential credit losses. At times, deposits may exceed FDIC limits. |
Use of estimates | Use of estimates - The preparation of financial statements, in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"), requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, net revenues and expenses and disclosure of contingent assets and liabilities. The estimates and assumptions used in the accompanying consolidated financial statements are based upon management’s regular evaluation of the relevant facts and circumstances as of the date of the consolidated financial statements. We regularly evaluate estimates and assumptions related to allowances for returns and redemptions, allowances for doubtful accounts, goodwill and purchased intangible asset valuations, lives of intangible assets, deferred income tax asset valuation allowances, contingent liabilities, including the Arkansas grant contingency, and stock compensation. Actual results may differ from the estimates and assumptions used in preparing the accompanying consolidated financial statements, and such differences could be material. |
Litigation and settlement costs | Litigation and settlement costs - From time to time, we are involved in disputes, litigation and other legal actions. In accordance with ASC 450, Contingencies, we record a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the consolidated financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred as of the date of the consolidated financial statements and (ii) the range of loss can be reasonably estimated. |
Recent accounting pronouncements | Recent accounting pronouncements |
Accounting Standards Update No. 2013-11, “Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists,” for fiscal years, and interim periods within those years, beginning after December 15, 2013. In July 2013, the FASB issued new accounting guidance on the presentation of unrecognized tax benefits. The new guidance requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except as follows: to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use the deferred tax asset for such purpose, then the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2013, with early adoption permitted. Accordingly, we adopted these presentation requirements during the first quarter of 2014. The adoption of this new guidance has not had a material impact on our consolidated financial statements or related disclosures. | |
In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which changes the criteria for reporting discontinued operations and requires additional disclosures about discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations that have, or will have, a major effect on the organization’s operations and financial results should be presented as discontinued operations. Additionally, the guidance requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations. The amendments in ASU No. 2014-08 will be applied prospectively to annual periods beginning on or after December 15, 2014, and interim periods within those years, with early adoption permitted. Accordingly, we adopted these presentation requirements during the fourth quarter of 2014. | |
In May 2014, FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. Under ASU 2014-09, a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. The standard is effective for public entities for annual and interim periods beginning after December 15, 2016. Early adoption is not allowed. The adoption of ASU 2014-09 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. | |
In August 2014, FASB issued Accounting Standards Update No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which will require management to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The adoption of ASU 2014-15 is not expected to have an impact on the Company’s consolidated financial position or results of operations. | |
Reclassifications | |
Reclassifications - Certain reclassifications have been made to historical periods to conform to current classification. These reclassifications had no effect on total stockholders' equity or net income. |
Allowance_for_Doubtful_Account1
Allowance for Doubtful Accounts (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Allowance for Doubtful Accounts [Abstract] | ||||||||
Schedule of Accounts, Notes, Loans and Financing Receivable | The activity in the allowance for doubtful accounts was as follows during the years ended December 31, 2014 and 2013: | |||||||
2014 | 2013 | |||||||
Balance at the beginning of the year | $ | 62,845 | $ | 231,542 | ||||
Provision for bad debts | 34,000 | — | ||||||
Charge-offs | (10,123 | ) | (31,335 | ) | ||||
Recoveries | — | (137,362 | ) | |||||
Balance at the end of the year | $ | 86,722 | $ | 62,845 | ||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Net Carrying value of Property and Equipment | The net carrying value of property and equipment at December 31, 2014 and 2013 was as follows: | |||||||
2014 | 2013 | |||||||
Furniture and fixtures | $ | 67,341 | $ | 67,341 | ||||
Equipment | 2,585,659 | 2,547,686 | ||||||
Software | 8,822,310 | 8,020,982 | ||||||
Leasehold improvements | 66,903 | 66,903 | ||||||
Subtotal | $ | 11,542,213 | $ | 10,702,912 | ||||
Less: accumulated depreciation and amortization | (10,582,738 | ) | (9,514,346 | ) | ||||
Total | $ | 959,475 | $ | 1,188,566 | ||||
Other_Intangible_Assets_and_Go1
Other Intangible Assets and Goodwill (Tables) | 12 Months Ended | |||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||
Schedule of Intangible Assets from Continuing Operations | The following is a schedule of intangible assets and goodwill from continuing operations as of December 31, 2014: | |||||||||||||||||
Term | Carrying | Accumulated Amortization and Impairment | Net Carrying Value | 2014 | ||||||||||||||
Value | Amortization | |||||||||||||||||
Names database | 9 months | $ | 17,417,397 | $ | (17,417,397 | ) | $ | — | $ | — | ||||||||
Bundled downloads | 4.5 months | 2,447,075 | (2,447,075 | ) | — | — | ||||||||||||
Intangible assets classified as current | $ | 19,864,472 | $ | (19,864,472 | ) | $ | — | $ | — | |||||||||
Customer list, Google | 20 years | $ | 8,820,000 | $ | (1,249,500 | ) | $ | 7,570,500 | $ | 441,000 | ||||||||
Customer list, all other | 10 years | 1,610,000 | (456,178 | ) | 1,153,822 | 161,004 | ||||||||||||
Exclusivity agreement | 1 year | 120,000 | (120,000 | ) | — | — | ||||||||||||
Trade names, ALOT (2) | 5 years | 960,000 | (544,000 | ) | 416,000 | 192,000 | ||||||||||||
Trade names, web properties (2) | - | 390,000 | — | 390,000 | — | |||||||||||||
Intangible assets classified as long-term | $ | 11,900,000 | $ | (2,369,678 | ) | $ | 9,530,322 | $ | 794,004 | |||||||||
Goodwill, Partner Network | $ | 1,776,544 | $ | — | $ | 1,776,544 | ||||||||||||
Goodwill, Owned and Operated Network | 3,984,264 | — | 3,984,264 | |||||||||||||||
Goodwill, total | $ | 5,760,808 | $ | — | $ | 5,760,808 | ||||||||||||
The following is a schedule of intangible assets and goodwill from continuing operations as of December 31, 2013: | ||||||||||||||||||
Term | Carrying | Accumulated Amortization and Impairment | Net Carrying Value | 2013 | ||||||||||||||
Value | Amortization | |||||||||||||||||
Names database (1) | 9 months | $ | 17,417,397 | $ | (17,417,397 | ) | $ | — | $ | 322,771 | ||||||||
Bundled downloads (1) | 4.5 months | 2,447,075 | (2,447,075 | ) | — | 5,894 | ||||||||||||
Intangible assets classified as current | 19,864,472 | (19,864,472 | ) | — | 328,665 | |||||||||||||
Customer list, Google | 20 years | $ | 8,820,000 | $ | (808,500 | ) | $ | 8,011,500 | $ | 441,000 | ||||||||
Customer list, all other | 10 years | 1,610,000 | (295,174 | ) | 1,314,826 | 161,004 | ||||||||||||
Exclusivity agreement | 1 year | 120,000 | (120,000 | ) | — | 20,000 | ||||||||||||
Trade names, ALOT (2) | 5 years | 960,000 | (352,000 | ) | 608,000 | 192,000 | ||||||||||||
Tradenames, web properties (2) | - | 390,000 | — | 390,000 | — | |||||||||||||
Intangible assets classified as long-term | $ | 11,900,000 | $ | (1,575,674 | ) | $ | 10,324,326 | $ | 814,004 | |||||||||
Goodwill, Partner Network | $ | 1,776,544 | $ | — | $ | 1,776,544 | ||||||||||||
Goodwill, Owned and Operated Network | 3,984,264 | — | 3,984,264 | |||||||||||||||
Goodwill, total | $ | 5,760,808 | $ | — | $ | 5,760,808 | ||||||||||||
___________ | ||||||||||||||||||
-1 | The amortization of the names database and bundled downloads assets are included in cost of revenue. | |||||||||||||||||
-2 | We have determined ALOT trade name should be amortized over five years and the trade names related to our web properties have an indefinite life and as such are not amortized. | |||||||||||||||||
Schedule of Amortization Expense | Our amortization expense over the next five years and thereafter is as follows: | |||||||||||||||||
2015 | $ | 794,004 | ||||||||||||||||
2016 | 794,004 | |||||||||||||||||
2017 | 634,004 | |||||||||||||||||
2018 | 602,004 | |||||||||||||||||
2019 | 602,004 | |||||||||||||||||
Thereafter | $ | 5,714,302 | ||||||||||||||||
Total | $ | 9,140,322 | ||||||||||||||||
Notes_Payable_Tables
Notes Payable (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule of Long-term Debt Instruments | The following table summarizes our notes payable balances as of December 31, 2014 and 2013: | ||||||||
2014 | 2013 | ||||||||
Term note payable - 4.25 percent at December 31, 2014 (prime plus 1 percent), due September 10, 2017 | $ | 1,833,334 | $ | 2,888,888 | |||||
Revolving credit line - 3.75 percent at December 31, 2014 (prime plus 0.5 percent), due September 29, 2016 | 1,793,275 | 3,254,745 | |||||||
Total | $ | 3,626,609 | $ | 6,143,633 | |||||
Less: current portion | (959,942 | ) | (2,548,333 | ) | |||||
Term and revolving credit line - long term portion | $ | 2,666,667 | $ | 3,595,300 | |||||
Schedule of Maturities of Long-term Debt | Principal payments under the term note payable are due as follows as of December 31, 2014: | ||||||||
2015 | $ | 666,667 | |||||||
2016 | 666,667 | ||||||||
2017 | 500,000 | ||||||||
Total | $ | 1,833,334 | |||||||
Accrued_Expenses_and_Other_Cur1
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Payables and Accruals [Abstract] | ||||||||
Schedule of Accrued Expenses and other Current Liabilities | The accrued expenses and other current liabilities consist of the following at December 31, 2014 and 2013: | |||||||
2014 | 2013 | |||||||
Accrued marketing costs | $ | 1,744,143 | $ | 1,198,152 | ||||
Accrued sales reserve | 567,517 | — | ||||||
Accrued expenses and other | 552,288 | 519,859 | ||||||
Loss contingency | 308,000 | 263,238 | ||||||
Accrued taxes | 267,905 | 25,765 | ||||||
Deferred Arkansas grant, current portion and accrued reserve | 224,994 | 242,225 | ||||||
Capital leases, current portion | 34,381 | 51,205 | ||||||
Accrued payroll and commission liabilities | 5,236 | 85,782 | ||||||
Total | $ | 3,704,464 | $ | 2,386,226 | ||||
Other_LongTerm_Liabilities_Tab
Other Long-Term Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Other Liabilities Disclosure [Abstract] | ||||||||
Schedule of Other Long-Term Liabilities | Other long-term liabilities consist of the following at December 31, 2014 and 2013: | |||||||
2014 | 2013 | |||||||
Taxes payable | $ | 506,453 | $ | 506,453 | ||||
Deferred Arkansas grant, less current portion | 142,276 | 360,576 | ||||||
Deferred rent | 70,861 | 120,218 | ||||||
Capital leases, less current portion | 15,621 | 52,223 | ||||||
Total | $ | 735,211 | $ | 1,039,470 | ||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Income Tax Disclosure [Abstract] | ||||||||
Schedule of Components of Income Tax Expense (Benefit) | The provision for income taxes consists of the following: | |||||||
2014 | 2013 | |||||||
Current tax provision | $ | 236,403 | $ | — | ||||
Deferred tax (benefit) provision | (236,403 | ) | (310,097 | ) | ||||
Total tax (benefit) provision | $ | — | $ | (310,097 | ) | |||
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the expected Federal statutory rate to our actual rate as reported for each of the periods presented is as follows: | |||||||
2014 | 2013 | |||||||
Expected statutory rate | 34 | % | (35 | %) | ||||
State income tax rate, net of federal benefit | 8 | % | (4 | %) | ||||
Permanent differences | — | % | (4 | %) | ||||
Valuation allowance | (12 | %) | (2,708 | %) | ||||
Net operating loss adjustment | (30 | %) | 2,657 | % | ||||
Other | — | % | 26 | % | ||||
— | % | (68 | %) | |||||
Schedule of Deferred Tax Assets and Liabilities | The following is a schedule of the deferred tax assets and liabilities as of December 31, 2014 and 2013: | |||||||
2014 | 2013 | |||||||
Deferred tax assets: | ||||||||
Net operating loss carry forward | $ | 34,176,741 | $ | 22,757,000 | ||||
Intangible assets | 4,435,700 | 6,425,000 | ||||||
Deferred rent | 46,300 | 33,000 | ||||||
Depreciation | 164,100 | 779,000 | ||||||
Allowance for doubtful accounts | 48,800 | 57,000 | ||||||
Accrued expense | 746,700 | — | ||||||
Stock based expenses | 1,493,100 | 1,239,000 | ||||||
Other | 24,200 | 540,000 | ||||||
Subtotal | 41,135,641 | 31,830,000 | ||||||
Less valuation allowance | (41,135,641 | ) | (31,830,000 | ) | ||||
Total | — | — | ||||||
Deferred tax liabilities: | ||||||||
Intangibles | 3,523,000 | 3,788,903 | ||||||
Other | 29,500 | — | ||||||
Total | 3,552,500 | 3,788,903 | ||||||
Total deferred tax assets (liabilities) | $ | (3,552,500 | ) | $ | (3,788,903 | ) |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||
Schedule of Stock Based Compensation Grants | The following table summarizes the stock grants outstanding under our 2005 LTIP and 2010 ECP plans as of December 31, 2014: | ||||||||||||||
Options Outstanding | RSUs Outstanding | Options and RSUs Exercised | Available Shares | Total | |||||||||||
2010 ECP | 250,498 | 890,948 | 1,184,179 | 1,510,320 | 3,835,945 | ||||||||||
2005 LTIP | 33,748 | 286,350 | 663,735 | 16,167 | 1,000,000 | ||||||||||
Total | 284,246 | 1,177,298 | 1,847,914 | 1,526,487 | 4,835,945 | ||||||||||
Schedule of Stock Options | The following table summarizes our stock option activity under the 2005 LTIP and 2010 ECP plans during 2014: | ||||||||||||||
Options | Weighted Average Exercise Price | ||||||||||||||
Outstanding, beginning of year | 292,746 | $ | 2.72 | ||||||||||||
Granted | — | $ | — | ||||||||||||
Forfeited, expired or cancelled | (8,500 | ) | $ | 0.56 | |||||||||||
Exercised | — | $ | — | ||||||||||||
Outstanding, end of year | 284,246 | $ | 2.78 | ||||||||||||
Exercisable, end of year | 284,246 | $ | 2.78 | ||||||||||||
Schedule of Stock Option Plans, by Exercise Price Range | The following table summarizes information about stock options outstanding as of December 31, 2014: | ||||||||||||||
Range of | Shares | Weighted Average Remaining | Weighted Average | ||||||||||||
Exercise Price | Contractual Life ( Years) | Exercise Price | |||||||||||||
$0.00 – $3.00 | 280,496 | 5.8 | $ | 2.77 | |||||||||||
$3.01 - $9.99 | 3,750 | 5.1 | 3.7 | ||||||||||||
Total | 284,246 | 6 | 2.78 | ||||||||||||
Schedule of RSA Activity | The following table summarizes our restricted stock activity for 2014: | ||||||||||||||
Restricted Stock | Weighted Average Fair Value | ||||||||||||||
Outstanding, beginning of year | 709,780 | $ | 1.45 | ||||||||||||
Granted | 940,605 | $ | 0.8 | ||||||||||||
Exercised | (450,995 | ) | $ | 1.06 | |||||||||||
Forfeited | (22,092 | ) | $ | 0.81 | |||||||||||
Outstanding, end of year | 1,177,298 | $ | 1.02 | ||||||||||||
Leases_Tables
Leases (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Leases [Abstract] | ||||||||
Schedule of Future Minimum Rental Payments for Operating Leases | Minimum lease payments under non-cancelable operating leases as of December 31, 2014 are: | |||||||
Lease Payments | Sublease income | |||||||
2015 | $ | 552,451 | $ | 604,569 | ||||
2016 | 46,788 | 50,753 | ||||||
Total | $ | 599,239 | $ | 655,322 | ||||
Segments_Tables
Segments (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Schedule of all reportable segments | Listed below is a presentation of net revenue and gross profit for all reportable segments for the years ended December 31, 2014 and 2013. We currently only track certain assets at the segment level and therefore assets by segment are not presented below. | |||||||||||
Revenue by Segment | ||||||||||||
2014 | 2013 | |||||||||||
$ | % of Revenue | $ | % of Revenue | |||||||||
Partner Network | 25,686,241 | 51.8 | % | 35,859,352 | 65.2 | % | ||||||
Owned and Operated Network | 23,913,245 | 48.2 | % | 19,130,988 | 34.8 | % | ||||||
Total net revenue | 49,599,486 | 100 | % | 54,990,340 | 100 | % | ||||||
Gross Profit by Segment | ||||||||||||
2014 | 2013 | |||||||||||
$ | Gross Profit % | $ | Gross Profit % | |||||||||
Partner Network | 5,454,901 | 21.2 | % | 8,042,677 | 22.4 | % | ||||||
Owned and Operated Network | 23,720,024 | 99.2 | % | 18,162,776 | 94.9 | % | ||||||
Total gross profit | 29,174,925 | 58.8 | % | 26,205,453 | 47.7 | % | ||||||
Organization_and_Business_Deta
Organization and Business (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 29, 2014 | Mar. 01, 2012 | |
operating_segment | |||||
Debt Instrument [Line Items] | |||||
Number of operating segments | 2 | ||||
Long-term Debt | $3,626,609 | $6,143,633 | |||
Period of sufficient liquidity | 12 months | ||||
Term Note Payable | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 1,833,334 | ||||
Term Note Payable | Bridge Bank b Term Note Payable - September 10, 2017 | |||||
Debt Instrument [Line Items] | |||||
Long-term Debt | 1,833,334 | 2,888,888 | 2,000,000 | 2,000,000 | |
Bridge Bank, N.A. | Line of Credit | Bridge Bank b Revolving Credit Line - March 1, 2012 | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | 10,000,000 | ||||
Remaining borrowing capacity | $3,100,000 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
product | product | |
operating_segment | ||
position | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Depreciation and amortization | $955,534 | $1,912,513 |
Goodwill, impairment loss | 0 | 0 |
Carrying Value | 11,900,000 | |
Number of ALOT-branded products | 20 | 20 |
Impairment of intangible assets, finite-lived | 0 | 0 |
Number of permanent full time positions for state grant | 38 | |
Arkansas AR grant reserve | 120,000 | |
Number of operating segments | 2 | |
Accounts Receivable | Customer Concentration Risk | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Concentration risk, number of customers | 2 | |
Accounts Receivable | Customer Concentration Risk | Yahoo and Google | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Concentration risk, percentage | 94.80% | 88.00% |
Net Revenue | Customer Concentration Risk | Yahoo and Google | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Concentration risk, percentage | 97.30% | 93.70% |
Customer list | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Carrying Value | 8,820,000 | 8,820,000 |
Finite-lived intangible asset, useful life | 20 years | 20 years |
Equipment | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Furniture and fixtures | Minimum | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Property, plant and equipment, useful life | 5 years | |
Furniture and fixtures | Maximum | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Property, plant and equipment, useful life | 7 years | |
Software | Minimum | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Property, plant and equipment, useful life | 2 years | |
Software | Maximum | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Software Development | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Property, plant and equipment, useful life | 2 years | |
Selling, General and Administrative Expenses | ||
Schedule of Significant Accounting Policies [Line Items] | ||
Advertising expense | $0 | $25,000 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies Earnings (Loss) Per Share (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options, weighted average exercise price | $2.78 | $2.72 | |
Warrants outstanding (shares) | 725,000 | 816,724 | |
Class of warrant or right, exercise price of warrants or rights | 2.15 | 2.37 | |
Weighted average grant date price | $0.87 | ||
Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Antidilutive securities (shares) | 356,877 | 458,573 | |
Options, weighted average exercise price | $6.06 | $18.14 | |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Antidilutive securities (shares) | 409,029 | 667,123 | |
Weighted average grant date price | $2.71 | $1.31 |
Allowance_for_Doubtful_Account2
Allowance for Doubtful Accounts (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||
Balance at the beginning of the year | $62,845 | $231,542 |
Provision for bad debts | 34,000 | 0 |
Charge-offs | -10,123 | -31,335 |
Recoveries | 0 | -137,362 |
Balance at the end of the year | $86,722 | $62,845 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $11,542,213 | $10,702,912 |
Less: accumulated depreciation and amortization | -10,582,738 | -9,514,346 |
Total | 959,475 | 1,188,566 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 67,341 | 67,341 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,585,659 | 2,547,686 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 8,822,310 | 8,020,982 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $66,903 | $66,903 |
Other_Intangible_Assets_and_Go2
Other Intangible Assets and Goodwill Schedule of Goodwill and Intangible Assets (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | |||
Schedule of Finite-Lived Intangible Assets and Goodwill [Line Items] | ||||
Carrying Value | $11,900,000 | |||
Accumulated Amortization and Impairment | -1,575,674 | |||
Net Carrying Value | 9,140,322 | 10,324,326 | ||
2014 Amortization | 814,004 | |||
Intangible assets classified as current | ||||
Carrying Value | 19,864,472 | 19,864,472 | ||
Accumulated Amortization and Impairment | -19,864,472 | -19,864,472 | ||
Net Carrying Value | 0 | 0 | ||
2014 Amortization | 0 | 328,665 | ||
Intangible assets classified as long-term | ||||
Carrying Value | 11,900,000 | |||
Accumulated Amortization and Impairment | -2,369,678 | |||
Net Carrying Value | 9,530,322 | |||
2014 Amortization | 794,004 | |||
Goodwill, Impaired, Accumulated Impairment Loss [Abstract] | ||||
Carrying Value | 5,760,808 | 5,760,808 | ||
Accumulated Amortization and Impairment | 0 | 0 | ||
Net Carrying Value | 5,760,808 | 5,760,808 | ||
Goodwill, Partner Network | ||||
Goodwill, Impaired, Accumulated Impairment Loss [Abstract] | ||||
Carrying Value | 1,776,544 | 1,776,544 | ||
Accumulated Amortization and Impairment | 0 | 0 | ||
Net Carrying Value | 1,776,544 | 1,776,544 | ||
Goodwill, Owned and Operated Network | ||||
Goodwill, Impaired, Accumulated Impairment Loss [Abstract] | ||||
Carrying Value | 3,984,264 | 3,984,264 | ||
Accumulated Amortization and Impairment | 0 | 0 | ||
Net Carrying Value | 3,984,264 | 3,984,264 | ||
Tradenames, web properties | ||||
Schedule of Finite-Lived Intangible Assets and Goodwill [Line Items] | ||||
Carrying Value | 390,000 | [1] | 390,000 | [1] |
Accumulated Amortization and Impairment | 0 | [1] | 0 | [1] |
Net Carrying Value | 390,000 | [1] | 390,000 | [1] |
2014 Amortization | 0 | [1] | 0 | [1] |
Names database | ||||
Schedule of Finite-Lived Intangible Assets and Goodwill [Line Items] | ||||
Term | 9 months | 9 months | [2] | |
Carrying Value | 17,417,397 | 17,417,397 | [2] | |
Accumulated Amortization and Impairment | -17,417,397 | -17,417,397 | [2] | |
Net Carrying Value | 0 | 0 | [2] | |
2014 Amortization | 0 | 322,771 | [2] | |
Bundled downloads | ||||
Schedule of Finite-Lived Intangible Assets and Goodwill [Line Items] | ||||
Term | 4 months 15 days | [2] | 4 months 15 days | [2] |
Carrying Value | 2,447,075 | 2,447,075 | [2] | |
Accumulated Amortization and Impairment | -2,447,075 | -2,447,075 | [2] | |
Net Carrying Value | 0 | 0 | [2] | |
2014 Amortization | 0 | 5,894 | [2] | |
Customer list, Google | ||||
Schedule of Finite-Lived Intangible Assets and Goodwill [Line Items] | ||||
Term | 20 years | 20 years | ||
Carrying Value | 8,820,000 | 8,820,000 | ||
Accumulated Amortization and Impairment | -1,249,500 | -808,500 | ||
Net Carrying Value | 7,570,500 | 8,011,500 | ||
2014 Amortization | 441,000 | 441,000 | ||
Customer list, all other | ||||
Schedule of Finite-Lived Intangible Assets and Goodwill [Line Items] | ||||
Term | 10 years | 10 years | ||
Carrying Value | 1,610,000 | 1,610,000 | ||
Accumulated Amortization and Impairment | -456,178 | -295,174 | ||
Net Carrying Value | 1,153,822 | 1,314,826 | ||
2014 Amortization | 161,004 | 161,004 | ||
Exclusivity agreement | ||||
Schedule of Finite-Lived Intangible Assets and Goodwill [Line Items] | ||||
Term | 1 year | 1 year | ||
Carrying Value | 120,000 | 120,000 | ||
Accumulated Amortization and Impairment | -120,000 | -120,000 | ||
Net Carrying Value | 0 | 0 | ||
2014 Amortization | 0 | 20,000 | ||
Trade names, ALOT | ||||
Schedule of Finite-Lived Intangible Assets and Goodwill [Line Items] | ||||
Term | 5 years | [1] | 5 years | [1] |
Carrying Value | 960,000 | [1] | 960,000 | [1] |
Accumulated Amortization and Impairment | -544,000 | [1] | -352,000 | [1] |
Net Carrying Value | 416,000 | [1] | 608,000 | [1] |
2014 Amortization | $192,000 | [1] | $192,000 | [1] |
[1] | We have determined ALOT trade name should be amortized over five years and the trade names related to our web properties have an indefinite life and as such are not amortized. | |||
[2] | The amortization of the names database and bundled downloads assets are included in cost of revenue. |
Other_Intangible_Assets_and_Go3
Other Intangible Assets and Goodwill Amortization Expense (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2015 | $794,004 | |
2016 | 794,004 | |
2017 | 634,004 | |
2018 | 602,004 | |
2019 | 602,004 | |
Thereafter | 5,714,302 | |
Net Carrying Value | $9,140,322 | $10,324,326 |
Notes_Payable_Schedule_of_Long
Notes Payable Schedule of Long Term Debt (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Sep. 30, 2014 | Sep. 29, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | ||||
Total | $3,626,609 | $6,143,633 | ||
Less: current portion | -959,942 | -2,548,333 | ||
Term and revolving credit line - long term portion | 2,666,667 | 3,595,300 | ||
Term Note Payable | ||||
Debt Instrument [Line Items] | ||||
Total | 1,833,334 | |||
Term Note Payable | Bridge Bank b Term Note Payable - September 10, 2017 | ||||
Debt Instrument [Line Items] | ||||
Total | 1,833,334 | 2,000,000 | 2,000,000 | 2,888,888 |
Debt instrument, interest rate, effective percentage | 4.25% | |||
Debt instrument, description of variable rate basis | prime | |||
Debt instrument, basis spread on variable rate | 1.00% | |||
Line of Credit | Revolving Credit Facility | Bridge Bank b Revolving Credit Line - September 29, 2016 | ||||
Debt Instrument [Line Items] | ||||
Total | $1,793,275 | $3,254,745 | ||
Debt instrument, interest rate, effective percentage | 3.75% | |||
Debt instrument, description of variable rate basis | prime | |||
Debt instrument, basis spread on variable rate | 0.50% |
Notes_Payable_Long_Term_Debt_M
Notes Payable Long Term Debt Maturities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||
Total | $3,626,609 | $6,143,633 |
Term Note Payable | ||
Debt Instrument [Line Items] | ||
2015 | 666,667 | |
2016 | 666,667 | |
2017 | 500,000 | |
Total | $1,833,334 |
Notes_Payable_Narrative_Detail
Notes Payable Narrative (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Dec. 31, 2014 | Mar. 01, 2012 | Oct. 09, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 29, 2014 | |
Debt Instrument [Line Items] | ||||||
Long-term Debt | $3,626,609 | $6,143,633 | ||||
Debt instrument, periodic payment | 55,555 | |||||
Term Note Payable | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt | 1,833,334 | |||||
Bridge Bank b Term Note Payable - March 1, 2012 | Term Note Payable | Bridge Bank, N.A. | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | 5,000,000 | |||||
Bridge Bank b Revolving Credit Line - March 1, 2012 | Line of Credit | Bridge Bank, N.A. | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 10,000,000 | |||||
Debt instrument, allowable borrowings, percentage of eligible accounts receivable | 80.00% | |||||
Debt instrument, additional borrowing maximum, over eligible accounts receivable limit | 1,000,000 | |||||
Period for eligible accounts receivable | 90 days | |||||
Remaining borrowing capacity | 3,100,000 | |||||
Bridge Bank b Term Note Payable - September 10, 2017 | Term Note Payable | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt | 1,833,334 | 2,888,888 | 2,000,000 | 2,000,000 | ||
Bridge Bank b Revolving Credit Line - September 29, 2016 | Bridge Bank, N.A. | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, ratio trailing month basis, duration | 3 months | |||||
Bridge Bank b Revolving Credit Line - September 29, 2016 | Bridge Bank, N.A. | August 2014 and Period Thereafter | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt service coverage ratio, minimum | 1.75 | |||||
Bridge Bank b Revolving Credit Line - September 29, 2016 | Line of Credit | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt | $1,793,275 | $3,254,745 | ||||
Fifth Business Financing Modification Agreement with Bridge Bank | Bridge Bank, N.A. | August 2014 Through September 2014 Period | ||||||
Debt Instrument [Line Items] | ||||||
Asset coverage ratio at February 2014 | 1.25 | |||||
Fifth Business Financing Modification Agreement with Bridge Bank | Bridge Bank, N.A. | October 2014 Through December 2014 Period | ||||||
Debt Instrument [Line Items] | ||||||
Asset coverage ratio at February 2014 | 1.15 | |||||
Fifth Business Financing Modification Agreement with Bridge Bank | Bridge Bank, N.A. | January 2015 and Period Thereafter | ||||||
Debt Instrument [Line Items] | ||||||
Asset coverage ratio at February 2014 | 1.25 |
Accrued_Expenses_and_Other_Cur2
Accrued Expenses and Other Current Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Payables and Accruals [Abstract] | ||
Accrued marketing costs | $1,744,143 | $1,198,152 |
Accrued sales reserve | 567,517 | 0 |
Accrued expenses and other | 552,288 | 519,859 |
Loss contingency | 308,000 | 263,238 |
Accrued taxes | 267,905 | 25,765 |
Deferred Arkansas grant, current portion and accrued reserve | 224,994 | 242,225 |
Capital leases, current portion | 34,381 | 51,205 |
Accrued payroll and commission liabilities | 5,236 | 85,782 |
Total | $3,704,464 | $2,386,226 |
Other_LongTerm_Liabilities_Det
Other Long-Term Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Other Liabilities Disclosure [Abstract] | ||
Taxes payable | $506,453 | $506,453 |
Deferred Arkansas grant, less current portion | 142,276 | 360,576 |
Deferred rent | 70,861 | 120,218 |
Capital leases, less current portion | 15,621 | 52,223 |
Total | $735,211 | $1,039,470 |
Income_Taxes_Narrative_Details
Income Taxes Narrative (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Operating loss carryforwards | $78,605,000 | |
Accrual for uncertain tax position added due to acquisition | 506,453 | |
Income tax penalties and interest expense | $0 | $0 |
Income_Taxes_Provision_for_Inc
Income Taxes Provision for Income Tax (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Current tax provision | $236,403 | $0 |
Deferred tax (benefit) provision | -236,403 | -310,097 |
Total tax (benefit) provision | $0 | ($310,097) |
Income_Taxes_Income_Tax_Rate_R
Income Taxes Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Expected statutory rate | 34.00% | -35.00% |
State income tax rate, net of federal benefit | 8.00% | -4.00% |
Permanent differences | 0.00% | -4.00% |
Valuation allowance | -12.00% | -2708.00% |
Net operating loss adjustment | -30.00% | 2657.00% |
Other | 0.00% | 26.00% |
Effective income tax rate | 0.00% | -68.00% |
Income_Taxes_Schedule_of_the_D
Income Taxes Schedule of the Deferred Tax Assets and Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets: | ||
Net operating loss carry forward | $34,176,741 | $22,757,000 |
Intangible assets | 4,435,700 | 6,425,000 |
Deferred rent | 46,300 | 33,000 |
Depreciation | 164,100 | 779,000 |
Allowance for doubtful accounts | 48,800 | 57,000 |
Accrued expense | 746,700 | 0 |
Stock based expenses | 1,493,100 | 1,239,000 |
Other | 24,200 | 540,000 |
Subtotal | 41,135,641 | 31,830,000 |
Less valuation allowance | -41,135,641 | -31,830,000 |
Total | 0 | 0 |
Deferred tax liabilities: | ||
Intangibles | 3,523,000 | 3,788,903 |
Other | 29,500 | 0 |
Total | 3,552,500 | 3,788,903 |
Total deferred tax assets (liabilities) | ($3,552,500) | ($3,788,903) |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 12 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Apr. 01, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2014 | Sep. 30, 2013 | |
Compensation Expense | |||||||||
Stock based compensation | $991,948 | $686,745 | |||||||
Compensation cost related to non vested awards not yet recognized | 456,733 | 456,733 | |||||||
Average remaining expense recognition period | 1 year | ||||||||
Significant Grants and Cancellations | |||||||||
Weighted average grant date price | 0.87 | ||||||||
Award Information and Activity | |||||||||
Number of options exercisable (in shares) | 284,246 | 284,246 | |||||||
Intrinsic value of options exercisable | 0 | 0 | |||||||
Weighted average exercise price | $2.78 | $2.78 | |||||||
Weighted average remaining contractual term | 5 years 10 months 1 day | ||||||||
Fair value of options vested | 66,000 | 240,000 | |||||||
Options forfeited and expired in period | 8,500 | ||||||||
Forfeited or expired, weighted average exercise price | $0.56 | ||||||||
Options Outstanding | 284,246 | 292,746 | 292,746 | 284,246 | |||||
Options, weighted average exercise price | $2.78 | $2.72 | $2.72 | $2.78 | |||||
Range of exercise price, lower limit (usd per share) | $16.01 | ||||||||
Range of exercise price, upper limit (usd per share) | $35.68 | ||||||||
Granted in period | 0 | 0 | |||||||
Vertro | |||||||||
Award Information and Activity | |||||||||
Options forfeited and expired in period | 82,502 | ||||||||
Forfeited or expired, weighted average exercise price | $73.67 | ||||||||
Options Outstanding | 82,131 | 82,131 | |||||||
Options, weighted average exercise price | $16.76 | $16.76 | |||||||
Weighted average fair value of options | 0 | ||||||||
Aggregate intrinsic value of outstanding options | 0 | 0 | |||||||
Weighted average remaining contractual term | 1 year | ||||||||
2005 LTIP and 2010 ECP Plan | |||||||||
Compensation Expense | |||||||||
Stock based compensation | $49,577 | ||||||||
Significant Grants and Cancellations | |||||||||
Options cancelled | 805,134 | ||||||||
Options | |||||||||
Award Information and Activity | |||||||||
Expected forfeiture rate | 0.00% | ||||||||
Options, weighted average exercise price | $6.06 | $18.14 | $18.14 | $6.06 | |||||
Restricted stock units | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Option and restricted stock unit vesting period | 3 years | 3 years | |||||||
Significant Grants and Cancellations | |||||||||
Equity instruments other than options, grants in period (in shares) | 100,000 | 82,000 | 428,500 | 80,000 | |||||
Grants in period, weighted average grant date fair value | $0.72 | $0.80 | $1.44 | $0.77 | |||||
Weighted average grant date price | $2.71 | $1.31 | $1.31 | $2.71 | |||||
Restricted stock units | Director | |||||||||
Significant Grants and Cancellations | |||||||||
Equity instruments other than options, grants in period (in shares) | 102,560 | 20,073 | |||||||
Grants in period, weighted average grant date fair value | $0.78 | $1.53 | |||||||
Performance Shares | |||||||||
Significant Grants and Cancellations | |||||||||
Equity instruments other than options, grants in period (in shares) | 735,972 | ||||||||
Grants in period, weighted average grant date fair value | $0.78 | ||||||||
Restricted Stock Units- Service Based | |||||||||
Significant Grants and Cancellations | |||||||||
Equity instruments other than options, grants in period (in shares) | 172,500 | ||||||||
Restricted Stock Units- Performance Based | |||||||||
Significant Grants and Cancellations | |||||||||
Equity instruments other than options, grants in period (in shares) | 335,000 | ||||||||
Maximum | Options | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Option and restricted stock unit vesting period | 3 years |
StockBased_Compensation_Schedu
Stock-Based Compensation Schedule of Grants (Details) | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options Outstanding | 284,246 | 292,746 |
RSUs Outstanding | 1,177,298 | |
Options and RSUs Exercised | 1,847,914 | |
Available Shares | 1,526,487 | |
Total (in shares) | 4,835,945 | |
2010 ECP | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options Outstanding | 250,498 | |
RSUs Outstanding | 890,948 | |
Options and RSUs Exercised | 1,184,179 | |
Available Shares | 1,510,320 | |
Total (in shares) | 3,835,945 | |
2005 LTIP | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options Outstanding | 33,748 | |
RSUs Outstanding | 286,350 | |
Options and RSUs Exercised | 663,735 | |
Available Shares | 16,167 | |
Total (in shares) | 1,000,000 |
StockBased_Compensation_Stock_
Stock-Based Compensation Stock Option Activity (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding, beginning of year (in shares) | 292,746 | |
Granted (in shares) | 0 | 0 |
Forfeited, expired or cancelled (in shares) | -8,500 | |
Exercised (in shares) | 0 | |
Outstanding, end of year (in shares) | 284,246 | 292,746 |
Exercisable, end of year (in shares) | 284,246 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||
Outstanding, beginning of year, Weighted Average Exercise Price (usd per share) | $2.72 | |
Granted, Weighted Average Exercise Price (usd per share) | $0 | |
Forfeited, expired or cancelled, Weighted Average Exercise Price (usd per share) | $0.56 | |
Exercised, Weighted Average Exercise Price (usd per share) | $0 | |
Outstanding, end of year, Weighted Average Exercise Price (usd per share) | $2.78 | $2.72 |
Exercisable, end of year, Weighted Average Exercise Price (usd per share) | $2.78 |
StockBased_Compensation_Schedu1
Stock-Based Compensation Schedule by Exercise Price Range (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Shares | 284,246 | |
Weighted Average Remaining Contractual Life ( Years) | 6 years | |
Weighted Average Exercise Price (usd per share) | $2.78 | |
Range of Exercise Price, Lower Limit (usd per share) | $16.01 | |
Range of Exercise Price, Upper Limit (usd per share) | $35.68 | |
Granted (in shares) | 0 | 0 |
$0.00 b $3.00 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Shares | 280,496 | |
Weighted Average Remaining Contractual Life ( Years) | 5 years 9 months 1 day | |
Weighted Average Exercise Price (usd per share) | $2.77 | |
Range of Exercise Price, Lower Limit (usd per share) | $0 | |
Range of Exercise Price, Upper Limit (usd per share) | $3 | |
$3.01 - $9.99 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Shares | 3,750 | |
Weighted Average Remaining Contractual Life ( Years) | 5 years 1 month 6 days | |
Weighted Average Exercise Price (usd per share) | $3.70 | |
Range of Exercise Price, Lower Limit (usd per share) | $3.01 | |
Range of Exercise Price, Upper Limit (usd per share) | $9.99 |
StockBased_Compensation_Restri
Stock-Based Compensation Restricted Stock Award Activity (Details) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
RSAs [Roll Forward] | |
Outstanding, end of year (in shares) | 1,177,298 |
Restricted Stock | |
RSAs [Roll Forward] | |
Outstanding, beginning of year (in shares) | 709,780 |
Granted (in shares) | 940,605 |
Settled (in shares) | -450,995 |
Terminated (in shares) | -22,092 |
Outstanding, end of year (in shares) | 1,177,298 |
Weighted Average Fair Value [Roll Forward] | |
Outstanding, beginning of year (in shares) | $1.45 |
Granted (in shares) | $0.80 |
Settled (in shares) | $1.06 |
Terminated (in shares) | $0.81 |
Outstanding, end of year (in shares) | $1.02 |
Stockholders_Equity_Details
Stockholders Equity (Details) (USD $) | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Mar. 01, 2012 |
Equity and Long Term Debt [Line Items] | |||||
Warrants outstanding (shares) | 725,000 | 816,724 | |||
Class of warrant or right, exercise price of warrants or rights (usd per unit) | 2.15 | 2.37 | |||
Warrant, weighted average contractual term | 1 year 7 months 6 days | ||||
Warrant, weighted average exercise price (usd per share) | $2.07 | ||||
Common stock shares Outstanding (in shares) | 23,711,100 | 23,386,780 | 20,000,000 | ||
Common stock shares authorized (in shares) | 40,000,000 | 40,000,000 | 40,000,000 | ||
Shares retired | 21,270 | 164,869 | |||
Treasury stock value | $81 | $627 | |||
Minimum | |||||
Equity and Long Term Debt [Line Items] | |||||
Class of warrant or right, exercise price of warrants or rights (usd per unit) | 0.87 | ||||
Maximum | |||||
Equity and Long Term Debt [Line Items] | |||||
Class of warrant or right, exercise price of warrants or rights (usd per unit) | 2.2 | ||||
Common Stock | |||||
Equity and Long Term Debt [Line Items] | |||||
Warrants outstanding (shares) | 776,724 |
Discontinued_Operations_Detail
Discontinued Operations (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Net income (loss) from discontinued operations | ($40,670) | $503,622 |
Retirement_Plan_Costs_Details
Retirement Plan Costs (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract] | ||
Maximum annual contribution per employee, percent | 4.00% | |
Employer matching contribution amount | $67,401 | $26,000 |
Leases_Details
Leases (Details) (USD $) | 12 Months Ended | 3 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | |
Related Party Transaction [Line Items] | |||
Rent expense, operating leases (credits) | ($51,605) | $223,000 | |
Lease Payments | |||
2015 | 552,451 | ||
2016 | 46,788 | ||
Total | 599,239 | ||
Sublease income | |||
2015 | 604,569 | ||
2016 | 50,753 | ||
Total | 655,322 | ||
Contract termination fee | 615,000 | ||
Director | |||
Sublease income | |||
Term of operating sublease | 2 years | ||
Future minimum sublease due | $193,200 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (Pending Litigation, USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | |
Mar. 06, 2008 | Oct. 31, 2009 | Dec. 17, 2008 | Jul. 30, 2014 | 31-May-14 | Sep. 30, 2014 | |
plaintiff | legal_action | legal_action | ||||
Loss Contingencies [Line Items] | ||||||
Number of Plaintiffs | 3 | |||||
Number of actions consolidated | 2 | |||||
Corporate Square, LLC v. Think Partnership, Inc., Scott Mitchell, and Kristine Mitchell | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | $60,000 | |||||
Oltean, et al. (Kelly Oltean) v. Think Partnership, Inc. | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | 200,000 | |||||
Oltean, et al. (Terry Schultz) v. Think Partnership, Inc. | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | 200,000 | |||||
Oltean, et al. (Mike Baldock) v. Think Partnership, Inc. | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | 187,500 | |||||
Admanage Litigation | ||||||
Loss Contingencies [Line Items] | ||||||
Damages sought | $696,000 | $134,000 | ||||
Number of actions consolidated | 2 |
Segments_Schedule_of_Revenue_b
Segments Schedule of Revenue by Segment (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
segment | ||
Segment Reporting Information [Line Items] | ||
Net Revenue | $49,599,486 | $54,990,340 |
Percent of Revenue | 100.00% | 100.00% |
Number of Reportable Segments | 2 | |
Partner Network | ||
Segment Reporting Information [Line Items] | ||
Net Revenue | 25,686,241 | 35,859,352 |
Percent of Revenue | 51.80% | 65.20% |
Owned and Operated Network | ||
Segment Reporting Information [Line Items] | ||
Net Revenue | $23,913,245 | $19,130,988 |
Percent of Revenue | 48.20% | 34.80% |
Segments_Schedule_of_Gross_Pro
Segments Schedule of Gross Profit by Segment (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Gross Profit | $29,174,925 | $26,205,453 |
Percent of Gross Profit | 58.80% | 47.70% |
Partner Network | ||
Gross Profit | 5,454,901 | 8,042,677 |
Percent of Gross Profit | 21.20% | 22.40% |
Owned and Operated Network | ||
Gross Profit | $23,720,024 | $18,162,776 |
Percent of Gross Profit | 99.20% | 94.90% |