Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 18, 2013 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'KIWB | ' |
Entity Common Stock, Shares Outstanding | ' | 681,243,060 |
Entity Registrant Name | 'Kiwibox.Com, Inc. | ' |
Entity Central Index Key | '0000838796 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Current Assets | ' | ' |
Cash | $53,171 | $56,751 |
Accounts receivable, net of allowance for doubtful accounts of $0 | 366,600 | 230,691 |
Due from related parties | 0 | 15,468 |
Other receivables | 10,470 | 2,469 |
Prepaid expenses and other current assets | 149,399 | 129,010 |
Total Current Assets | 579,640 | 434,389 |
Property and equipment, net of accumulated depreciation of $683,370 and $621,876 | 60,283 | 120,556 |
Website development costs, net of accumulated amortization of $343,830 and $284,121 | 48,829 | 108,539 |
Goodwill | 0 | 6,169,426 |
Other assets | 49,117 | 44,213 |
Total Assets | 737,869 | 6,877,123 |
Current Liabilities | ' | ' |
Bank overdraft | 3,628 | 176,103 |
Accounts payable | 285,195 | 230,691 |
Accrued expenses | 2,104,965 | 1,442,177 |
Due to related parties | 24,389 | 30,710 |
Obligations to be settled in stock | 265,978 | 270,658 |
Dividends payable | 671,576 | 633,129 |
Current maturities of long-term debt | 33,529 | 33,529 |
Total Current Liabilities | 25,547,884 | 25,910,042 |
Commitments and Contingencies | ' | ' |
Stockholders' Equity (Impairment) | ' | ' |
Preferred Stock, $0.001 par value, non-voting, 3,000,000 shares authorized; 85,890 and 85,890 shares issued and outstanding | 86 | 86 |
Common Stock, $0.0001 par value, 1,400,000,000 shares authorized; issued and outstanding 681,243,060 and 679,393,060 shares | 68,122 | 67,937 |
Additional paid-in capital | 52,714,100 | 52,658,185 |
Accumulated deficit | -77,469,535 | -71,649,780 |
Accumulated other comprehensive loss | -122,788 | -109,347 |
Total Stockholders’ Equity (Impairment) | -24,810,015 | -19,032,919 |
Total Liabilities and Equity (Impairment) | 737,869 | 6,877,123 |
Other | ' | ' |
Current Liabilities | ' | ' |
Loans and notes payable | 100,000 | 140,000 |
Convertible notes payable | 0 | 41,667 |
Liability for derivative conversion feature | 0 | 51,874 |
Related Party Transactions | ' | ' |
Current Liabilities | ' | ' |
Loans and notes payable | 770,804 | 340,000 |
Convertible notes payable | 9,597,699 | 8,773,699 |
Liability for derivative conversion feature | $11,690,121 | $13,745,805 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Accounts receivable, allowance for doubtful accounts | $0 | $0 |
Property and equipment, accumulated depreciation | 683,370 | 621,876 |
Website development costs, accumulated amortization | $343,830 | $284,121 |
Preferred Stock, par value | $0.00 | $0.00 |
Preferred Stock, shares authorized | 3,000,000 | 3,000,000 |
Preferred Stock, shares issued | 85,890 | 85,890 |
Preferred Stock, shares outstanding | 85,890 | 85,890 |
Common Stock, par value | $0.00 | $0.00 |
Common Stock, shares authorized | 1,400,000,000 | 1,400,000,000 |
Common Stock, issued | 681,243,060 | 679,393,060 |
Common Stock, outstanding | 681,243,060 | 679,393,060 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Net Sales | ' | ' | ' | ' |
Advertising | $212,570 | $267,814 | $790,657 | $1,030,455 |
Other | -39,988 | 1,449 | 8,559 | 79,459 |
Total Revenues | 172,582 | 269,263 | 799,216 | 1,109,914 |
Cost of Sales | ' | ' | ' | ' |
Website hosting expenses | 177,176 | 180,844 | 613,241 | 741,660 |
Total Cost of Sales | 177,176 | 180,844 | 613,241 | 741,660 |
Gross Profit (Loss) | -4,594 | 88,419 | 185,975 | 368,254 |
Selling expenses | 142,714 | 131,449 | 432,537 | 631,010 |
Impairment- goodwill | 2,452,812 | 0 | 6,138,210 | 0 |
General and administrative expenses | 215,008 | 342,603 | 739,530 | 1,064,239 |
Loss from Operations | -2,815,128 | -385,633 | -7,124,302 | -1,326,995 |
Other Income (Expense) | ' | ' | ' | ' |
Miscellaneous income | -1,767 | 6,339 | 4,808 | 31,065 |
Foreign currency transaction gain (loss) | 0 | -189 | 0 | 50,586 |
Change in fair value -derivative liability | -244,399 | 15,396 | 3,831,776 | 663,239 |
Interest expense-derivative conversion | -602,819 | -583,647 | -1,724,218 | -6,917,459 |
(Loss) gain on extinguishment of debt | 0 | 0 | -36,480 | 0 |
Amortized debt discount | 0 | -12,500 | -8,333 | -29,167 |
Interest expense | -251,873 | -230,782 | -723,641 | -524,378 |
Total Other Income (Expense) | -1,100,858 | -805,383 | 1,343,912 | -6,726,114 |
Loss before Benefit (Provision) for Income Taxes | -3,915,986 | -1,191,016 | -5,780,390 | -8,053,109 |
Benefit (Provision) for income taxes | -268 | -17,998 | -918 | -56,461 |
Net Income (Loss) | -3,916,254 | -1,209,014 | -5,781,308 | -8,109,570 |
Dividends on Preferred Stock | -12,815 | -12,816 | -38,447 | -38,447 |
Net Income (Loss) applicable to Common Shareholders, basic and diluted | -3,929,069 | -1,221,830 | -5,819,755 | -8,148,017 |
Net Loss per Common Share, basic and diluted. | ($0.01) | ($0.00) | ($0.01) | ($0.01) |
Weighted Average Number of Common Shares Outstanding | 681,243,060 | 678,944,746 | 680,749,470 | 641,085,737 |
Comprehensive Income (Loss): | ' | ' | ' | ' |
Net Income (Loss) | -3,916,254 | -1,209,014 | -5,781,308 | -8,109,570 |
Foreign currency translation adjustment | 87,261 | 276,470 | -13,441 | 304,141 |
Total Comprehensive Income (Loss) | ($3,828,993) | ($932,544) | ($5,794,749) | ($7,805,429) |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Cash Flows from Operating Activities | ' | ' |
Net Loss | ($5,781,308) | ($8,109,570) |
Adjustments to Reconcile Net Loss to Net Cash Used by Operations | ' | ' |
Depreciation and amortization | 129,536 | 250,814 |
Value of stock for services | ' | 13,500 |
Change in fair value - derivative liabilities | -3,831,776 | -663,239 |
Intrinsic value of beneficial conversion rights | 1,724,218 | 6,917,460 |
Impairment of goodwill | 6,138,210 | 0 |
Loss on extinguishment of debt | 36,480 | 0 |
Foreign currency transaction gain | 0 | -50,586 |
Deferred tax expense | 0 | 54,864 |
Decreases (Increases) in Assets | ' | ' |
Accounts receivable | -135,909 | 167,158 |
Income taxes Receivable | 0 | -17,183 |
Other receivables | -8,001 | 67,370 |
Prepaid expenses | -20,389 | -50,955 |
Increases (decreases) in Liabilities | ' | ' |
Bank overdraft | -57,131 | 207,457 |
Liabilities to be settled in stock | 14,940 | 31,860 |
Accounts payable | 54,504 | 17,554 |
Accrued expenses | 686,759 | 469,504 |
Net Cash Used by Operating Activities | -1,049,867 | -693,992 |
Cash Flows from Investing Activities | ' | ' |
Cash outlay - website development costs | 0 | -58,139 |
Cash proceeds (outlay) - other assets | -4,904 | 5,783 |
Purchases of property and equipment | -1,220 | -1,953 |
Net Cash Used by Investing Activities | -6,124 | -54,309 |
Cash Flows from Financing Activities | ' | ' |
Proceeds from loans and notes | 825,000 | 745,000 |
Repayment on convertible note | -90,000 | 0 |
Net proceeds (repayments) to related parties | 322,165 | -157,723 |
Net Cash Provided by Financing Activities | 1,057,165 | 587,277 |
Net Increase (Decrease) in Cash | 1,174 | -161,024 |
Effect of exchange rates on cash | -4,754 | 1,011 |
Cash at Beginning of Period | 56,751 | 195,613 |
Cash at End of Period | 53,171 | 35,600 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ' | ' |
Interest Paid | 23,948 | 13,808 |
Income taxes paid | 918 | 19,487 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ' | ' |
Settlement of obligations with common stock | 16,100 | 16,297 |
Conversions of debt | ' | 1,413,361 |
Year to date dividend accruals | 38,447 | 38,448 |
Settlement of bank debt with short term loan | 115,344 | ' |
Reduction of derivatives from conversion of debt | ' | 1,516,384 |
Debt discount created from derivative instrument | ' | 50,000 |
Direct payment of acquisition indebtedness for issuance of convertible debentures | ' | $5,170,318 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Nature of Organization | |
Kiwibox.Com, Inc. (the “Company”) was incorporated as a Delaware corporation on April 19, 1988 under the name Fortunistics, Inc. On November 18, 1998, the Company changed its name to Magnitude Information Systems, Inc. On December 31, 2009, the Company changed its name to Kiwibox.com, Inc. | |
On August 16, 2007 the Company acquired all outstanding shares of Kiwibox Media, Inc. | |
The Company, Magnitude, Inc. and Kiwibox Media Inc. were separate legal entities until December 31, 2009, with Kiwibox Media, Inc. being a wholly owned subsidiary. On December 31, 2009, the two subsidiaries, Magnitude, Inc. and Kiwibox Media, Inc. merged into the Company. | |
On September 30, 2011, Kiwibox.com acquired the German based social network Kwick! Community GmbH & Co. KG (“Kwick”), a wholly-owned subsidiary. | |
On September 24,2013, Kwick Community GmbH & Co. KG signed an equity purchase agreement to acquire Interscholz Internet Services GmbH and Co. KG, a German limited liability company, and all the equity of its general partner, Interscholz Beteiligungs GmbH (see Note 18). | |
Cash and Cash Equivalents | |
The Company accounts for cash and other highly liquid investments with original maturities of three months or less as cash and cash equivalents. | |
Principles of Consolidation | |
The consolidated financial statements as of and for the three months and nine months ended September 30, 2013 and as of December 31, 2012 include the accounts of Kiwibox.com, Inc. and its subsidiary, KWICK! Community GmbH & Co. KG. The activities of the Company’s subsidiary KWICK! Community GmbH & Co. KG. Any significant inter-company balances and transactions have been eliminated. | |
Goodwill and Intangible Assets | |
In 2012, the Company adopted the provisions of ASU 2011-08, Intangibles—Goodwill or Other (Topic 350): Testing Goodwill for Impairment. ASU 2011-08 provides an entity the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. However, if an entity concludes otherwise, then it is required to perform the first step of the two-step impairment test by calculating the fair value of the reporting unit and comparing the fair value with the carrying amount of the reporting unit. If the carrying amount of a reporting unit exceeds its fair value, then the entity is required to perform the second step of the goodwill impairment test to measure the amount of the impairment loss, if any. Under the amendments in ASU 2011-08, an entity has the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to performing the first step of the two-step goodwill impairment test. An entity may resume performing the qualitative assessment in any subsequent period. The Company has assessed the qualitative factors in all periods since adoption (see Note 16). | |
In July 2012, the FASB issued ASU 2012-02, Intangibles- Goodwill or Other (Topic 350): Testing Indefinite-Living Tangible Assets for Impairment. ASU 2012-02 simplifies the guidance for testing the decline in the realizable value (impairment) of indefinite-lived intangible assets other than goodwill by allowing an organization the option to first assess qualitative factors to determine whether it is necessary to perform the quantitative impairment test. An organization electing to perform a qualitative assessment is no longer required to calculate the fair value of an indefinite-lived intangible asset unless the organization determines, based on a qualitative assessment, that it is "more likely than not" that the asset is impaired. The amendments in this Update are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted. The adoption of ASU 2012-02 did not have a material impact on our results of operations or our financial position. | |
Depreciation and Amortization | |
Property and equipment are recorded at cost. Depreciation on equipment, furniture and fixtures and leasehold improvements is computed on the straight-line method over the estimated useful lives of such assets between 3-10 years, or lease term for leasehold improvements, if for a shorter period. Maintenance and repairs are charged to operations as incurred. | |
Foreign Currency Translation | |
Assets and liabilities of foreign operations are translated into U.S. dollars at the rates of exchange in effect at the balance sheet date. Income and expense items are translated at the weighted average exchange rates prevailing during each period presented. Gains and losses resulting from foreign currency transactions are included in the results of operations. Gains and losses resulting from translation of financial statements of our foreign subsidiary operating in a non-hyperinflationary economy are recorded as a component of accumulated other comprehensive loss until either sale or upon complete or substantially complete liquidation by the Company of its investment in the foreign entity. Foreign currency transaction gain (loss) was $87,261 and $(13,441) for the three and nine months ended September 30, 2013. Accumulated gain or (loss) on foreign currency translation adjustment was $(122,788) through September 30, 2013. | |
Advertising Costs | |
Advertising costs are charged to operations when incurred. Advertising expense was $946 and $54,621 for the three and nine months ended September 30, 2013 and $2,173 and $10,847 for 2012, respectively. | |
Fair Value Measurements | |
The Company adopted the provisions of ASC 820, Fair Value Measurements and Disclosures, which is effective for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. Under ASC 820, a framework was established for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. The Company accounted for certain convertible debentures issued in the year ended December 31, 2011 and the nine months ended September 30, 2012 as derivative liabilities required to be bifurcated from the host contract in accordance with ASC 815-40, Contracts in Entity’s Own Equity, as the conversion feature embedded in the convertible debentures could result in the note principal and related accrued interest being converted to a variable number of the Company’s common shares (see Note 12). | |
Evaluation of Long Lived Assets | |
Long-lived assets are assessed for recoverability on an ongoing basis. In evaluating the fair value and future benefits of long-lived assets, their carrying value would be reduced by the excess, if any, of the long-lived asset over management’s estimate of the anticipated undiscounted future net cash flows of the related long-lived asset. | |
Securities Issued for Services | |
The Company accounts for stock, stock options and stock warrants issued for services and compensation by employees under the fair value method. For non-employees, the fair market value of the Company’s stock on the date of stock issuance or option/grant is used. The Company has determined the fair market value of the warrants/options issued under the Black-Scholes Pricing Model. The Company has adopted the provisions of ASC 718, “Compensation – Stock Compensation”, which establishes accounting for equity instruments exchanged for employee services. Under the provisions of ASC 718, share-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the employee's requisite service period (generally the vesting period of the equity grant). | |
Reclassification of certain securities under ASC 815-15 | |
Pursuant to ASC 815-15, “Contracts in Entity’s own Equity”, if a company has more than one contract subject to this Issue, and partial reclassification is required, there may be different methods that could be used to determine which contracts, or portions of contracts, should be reclassified. The Company's method for reclassification of such contracts is reclassification of contracts with the latest maturity date first. | |
Capitalization of Software /Website development costs | |
The Company capitalizes outside-contracted development work in accordance with the guidelines published under ASC 350-50, “Website Development Costs”. Under ASC 350-50, costs incurred during the planning stage are expensed, while costs relating to software used to operate a web site or for developing initial graphics should be accounted for under ASC 350-50, Accounting for the Costs of Computer Software Developed or Obtained for Internal Use, unless a plan exists or is being developed to market the software externally. Under ASC 350-50, internal and external costs incurred to develop internal-use computer software during the application development stage should be capitalized. Costs to develop or obtain software that allows for access or conversion of old data by new systems should also be capitalized, excluding training costs. | |
Fees incurred for web site hosting, which involve the payment of a specified, periodic fee to an Internet service provider in return for hosting the web site on its server(s) connected to the Internet, are expensed over the period of benefit, and included in cost of sales in the accompanying financial statements. | |
A total of $0 and $58,139 was capitalized for web-site development work during the nine months ended September 30, 2013 and 2012, respectively. | |
Income Taxes | |
The Company provides for income taxes based on enacted tax law and statutory tax rates at which items of income and expenses are expected to be settled in the Company’s income tax return. Certain items of revenue and expense are reported for Federal income tax purposes in different periods than for financial reporting purposes, thereby resulting in deferred income taxes. Deferred taxes are also recognized for operating losses that are available to offset future taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company has incurred net operating losses for financial-reporting and tax-reporting purposes. Accordingly, for Federal and state income tax purposes, the benefit for income taxes has been offset entirely by a valuation allowance against the related federal and state deferred tax asset. | |
Revenue Recognition | |
The Company’s revenue is derived from advertising on the Kiwibox.Com website. Most contracts require the Company to deliver the customer impressions, click-throughs or new customers, or some combination thereof. Accordingly, advertising revenue is estimated and recognized for the period in which customer impressions, click through or new customers are delivered. Licensing or hosting revenue consists of an annual contract with clients to provide web-site hosting and assistance. | |
Net Loss Per Share | |
Net loss per share, in accordance with the provisions of ASC 260, “Earnings Per Share” is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding during the period. Common Stock equivalents have not been included in this computation since the effect would be anti-dilutive. Such common stock equivalents totaled 195,560,992 common shares at September 30, 2013, comprised of 39,500,000 shares issuable upon exercise of stock purchase warrants, 5,200,000 shares issuable upon exercise of stock options, 729,537 shares exercisable upon conversion of convertible preferred shares, and 150,131,455 shares potentially issuable upon conversion of convertible debt. Such debt and the related accrued interest, convertible at the option of four debt holders at a price of 50% of the average closing price for the preceding 10 days, totals $11,339,842 which would yield approximately 6.4 billion shares if fully converted at September 30, 2013, however, the respective notes, all of which were issued to these investors, carry a stipulation whereby the number of all shares issued pursuant to a conversion, may in the aggregate not exceed a number that would increase the total share holdings beneficially owned by such investor to a level above 9.99%. At the end of the year, this clause limits any conversion to the aforementioned number of shares. All of the aforementioned conversions or exercises, as the case may be, are at the option of the holders. | |
Use of Estimates | |
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
GOING_CONCERN
GOING CONCERN | 9 Months Ended |
Sep. 30, 2013 | |
Going Concern [Abstract] | ' |
GOING CONCERN | ' |
2. GOING CONCERN | |
The ability of the Company to continue its operations is dependent on increasing sales and obtaining additional capital and financing. Our revenues during the foreseeable future are insufficient to finance our business and we are entirely dependent on the willingness of existing investors to continue supporting the Company with working capital loans and equity investments, and our ability to find new investors should the financial support from existing investors prove to be insufficient. If we were unable to obtain a steady flow of new debt or equity-based working capital we would be forced to cease operations. In their report for the fiscal year ended December 31, 2012, our auditors had expressed an opinion that, as a result of the losses incurred, there was substantial doubt regarding our ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might be necessary if the Company were unable to continue as a going concern. Management’s plans are to continue seeking equity and debt capital until cash flow from operations cover funding needs. | |
CONCENTRATIONS_OF_BUSINESS_AND
CONCENTRATIONS OF BUSINESS AND CREDIT RISK | 9 Months Ended |
Sep. 30, 2013 | |
Concentrations Of Business and Credit Risk [Abstract] | ' |
CONCENTRATIONS OF BUSINESS AND CREDIT RISK | ' |
3. CONCENTRATIONS OF BUSINESS AND CREDIT RISK | |
The Company maintains cash balances in a financial institution which is insured by the Federal Deposit Insurance Corporation up to $250,000. The Company’s German subsidiary maintains cash balances in a financial institution which is insured by the German Einlagensicherungsfonds up to EUR 100,000. Balances in these accounts may, at times, exceed the respective insured limits. At September 30, 2013 and December 31, 2012, cash balances in bank accounts did not exceed this limit. The Company provides credit in the normal course of business to customers located throughout the U.S. and overseas. The Company performs ongoing credit evaluations of its customers and maintains allowances for doubtful accounts based on factors surrounding the credit risk of specific customers, historical trends, and other information. | |
PREPAID_EXPENSES
PREPAID EXPENSES | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Prepaid Expenses [Abstract] | ' | |||||||
PREPAID EXPENSES | ' | |||||||
4. PREPAID EXPENSES | ||||||||
Prepaid expenses consist of the following at: | September 30, 2013 | December 31, 2012 | ||||||
Consulting Fees | $ | 50,000 | $ | 100,000 | ||||
Rent | 1,938 | 11,427 | ||||||
Server costs | 75,221 | - | ||||||
Promotional supplies inventory | 6,732 | 6,866 | ||||||
Business insurance | 10,136 | 5,250 | ||||||
Other | 5,372 | 5,467 | ||||||
$ | 149,399 | $ | 129,010 | |||||
PROPERTY_AND_EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Property and Equipment [Abstract] | ' | |||||||
PROPERTY AND EQUIPMENT | ' | |||||||
5. PROPERTY AND EQUIPMENT | ||||||||
Property and equipment consist of the following at: | September 30, 2013 | December 31, 2012 | ||||||
Furniture | $ | 14,322 | $ | 14,322 | ||||
Leasehold Improvements | 24,130 | 24,130 | ||||||
Computer equipment | 632,062 | 630,842 | ||||||
Equipment | 73,138 | 73,138 | ||||||
743,652 | 742,432 | |||||||
Less accumulated depreciation | 683,369 | 621,876 | ||||||
Total | 60,283 | $ | 120,556 | |||||
Depreciation expense charged to operations was $61,493 and $125,872 in the first nine months of 2013 and 2012, respectively. | ||||||||
INTANGIBLE_ASSETS
INTANGIBLE ASSETS | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||
INTANGIBLE ASSETS | ' | |||||||
6. INTANGIBLE ASSETS | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Website development costs | $ | 392,659 | $ | 392,659 | ||||
Less accumulated amortization | 343,830 | 284,120 | ||||||
Total | $ | 48,829 | $ | 108,539 | ||||
Amortization expense of intangible assets for the nine months ended September 30, 2013 and 2012 was $59,710 and $95,775, respectively. Additional amortization over the next 5 years is estimated to be as follows: | ||||||||
Amortization expense | ||||||||
31-Dec-13 | 5,282 | |||||||
31-Dec-14 | 4,285 | |||||||
31-Dec-15 | 1,953 | |||||||
31-Dec-16 | 1,173 | |||||||
31-Dec-17 | 1,111 | |||||||
Thereafter | 1,755 | |||||||
ACCRUED_EXPENSES
ACCRUED EXPENSES | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Payables and Accruals [Abstract] | ' | |||||||
ACCRUED EXPENSES | ' | |||||||
7. ACCRUED EXPENSES | ||||||||
Accrued expenses consisted of the following at: | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Accrued interest | $ | 1,903,616 | $ | 1,203,923 | ||||
Accrued payroll, payroll taxes and commissions | 17,623 | 51,944 | ||||||
Accrued professional fees | 132,275 | 150,598 | ||||||
Accrued rent | 12,158 | |||||||
Accrued VAT | 38,287 | 0 | ||||||
Miscellaneous accruals | 13,164 | 23,554 | ||||||
Total | $ | 2,104,965 | $ | 1,442,177 | ||||
OBLIGATIONS_TO_BE_SETTLED_IN_S
OBLIGATIONS TO BE SETTLED IN STOCK | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Other Liabilities Disclosure [Abstract] | ' | |||||||
OBLIGATIONS TO BE SETTLED IN STOCK | ' | |||||||
8. OBLIGATIONS TO BE SETTLED IN STOCK | ||||||||
Obligations to be settled in stock consisted of the following at | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
Obligation for warrants granted for compensation | $ | 100,000 | $ | 100,000 | ||||
600,000 common shares issuable to a consultant who formerly was a director of the company, for services rendered. | 36,000 | 36,000 | ||||||
600,000 (2013) and 500,000 shares (2012) common Shares, and 2,900,000 (2013) and 2,900,000 (2012) stock options issuable to two officers of the company pursuant to their respective employment agreement | 66,518 | 69,608 | ||||||
5,100,000 (2013) and 4,200,000 (2012) stock options issuable to one director who also serves as the Company’s general counsel | 53,460 | 44,550 | ||||||
1,000,000 warrants granted on the Pixunity.de asset Purchase (see Note 13) | 10,000 | 10,000 | ||||||
1,050,000 shares issuable under stock grants | - | 10,500 | ||||||
$ | 265,978 | $ | 270,658 | |||||
LOANS_PAYABLE
LOANS PAYABLE | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Debt Disclosure [Abstract] | ' | |||
LOANS PAYABLE | ' | |||
9. LOANS PAYABLE | ||||
The Company (Formerly Magnitude, Inc.) had borrowings under short term loan agreements with the following terms and conditions at September 30, 2013 and December 31, 2012: | ||||
On December 4, 1996, The company (Formerly Magnitude, Inc.) repurchased 500,000 shares of its common stock and retired same against issuance of a promissory note maturing twelve months thereafter accruing interest at 5% per annum and due December 4, 1998. This note is overdue as of September 30, 2005 and no demand for payment has been made. | $ | 75,000 | ||
Total | $ | 75,000 | ||
NOTES_PAYABLE
NOTES PAYABLE | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Notes Payable [Abstract] | ' | |||||||
NOTES PAYABLE | ' | |||||||
10. NOTES PAYABLE | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
Balance of non-converted notes outstanding. Attempts to locate the holder of this note, to settle this liability, have been unsuccessful. | $ | 25,000 | $ | 25,000 | ||||
In January 2008 a shareholder loaned the Company $40,000 pursuant to which the Company issued a demand note bearing interest at the rate of 5% per year. | - | 40,000 | ||||||
From September 2008 through September 2013 five creditors loaned the Company funds under the terms of the convertible notes issued, as modified in March 2009 and July 2010 and April 2011 and August 2012 (see Note 12). | 9,597,699 | 8,773,699 | ||||||
During the three months ended March 2012, an individual loaned the Company funds under the terms of a convertible promissory note at interest of 5% per year (see Note 12) | - | 50,000 | ||||||
Less: debt discount on above note | - | -8,333 | ||||||
In January and again in February 2011, a shareholder loaned the Company $50,000 under a demand note at 10%. In 2011, this shareholder loaned the Company $240,000 under a demand note at 10%. | 340,000 | 340,000 | ||||||
In the nine months ended September 2013,a shareholder loaned the Company $391,908 plus accrued interest of $11,386 under a demand note at 6%. | 403,294 | - | ||||||
An affiliate loaned funds under a non-interest bearing note (see Note 14) | 27,510 | - | ||||||
Total | $ | 10,393,503 | $ | 9,220,366 | ||||
LONGTERM_DEBT
LONG-TERM DEBT | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Long-Term Debt [Abstract] | ' | ||||
LONG-TERM DEBT | ' | ||||
11. LONG-TERM DEBT | |||||
Long-term debt as of September 30, 2013 and December 31, 2012 is comprised of the following: | |||||
Discounted present value of a non-interest bearing $70,000 settlement with a former investor of Magnitude, Inc. to be paid in 24 equal monthly payments commencing July 1, 1997. The imputed interest rate used to discount the note is 8% per annum. This obligation is in default. | 33,529 | ||||
Total | 33,529 | ||||
Less current maturities | 33,529 | ||||
Long-term debt, net of current maturities | $ | - | |||
DERIVATIVE_CONVERSION_FEATURES
DERIVATIVE CONVERSION FEATURES | 9 Months Ended |
Sep. 30, 2013 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' |
DERIVATIVE CONVERSION FEATURES | ' |
12. DERIVATIVE CONVERSION FEATURES | |
On July 27, 2010, the Company issued two Class A Senior Convertible Revolving Promissory Notes (“Class A Notes”), one to Cambridge Services, Inc., in the principal amount of $683,996, consolidating the series of loans (and related accrued interest) made to the Company since June 26, 2009, and one to Discover Advisory Company, in the principal amount of $1,160,984, consolidating the series of loans (and related accrued interest) made to the Company since September 19, 2008 and including advances through September 30, 2010. Each of these promissory notes are due on demand, accrue interest at the rate of 10%, per annum, are convertible (including accrued interest) at the option of each lender into Common Stock of the Company at 50% of the averaged ten closing prices for the Company's Common Stock for the ten (10) trading days immediately preceding the Conversion Date but in no event less than $0.001 (the "Conversion Price"). Both promissory notes contain conversion caps, limiting conversions under these notes to a maximum beneficial ownership position of Company common stock to 9.99% for each lender. Each of these notes contains Company covenants, requiring the lenders’ prior written consent in order for the Company to merge, issue any common or preferred stock or any convertible debt instruments, declare a stock split or dividends, increase any compensation to its officers or directors by more than five (5%) during any calendar year. During the three and nine months ended September 30, 2013 no debt was converted. For the three and nine months ended September 30, 2013 Cambridge Services advanced $330,000 and $745,000, respectively. During the nine months ended September 30, 2013 Kreuzfeld LTD advanced $60,000. | |
The Company renegotiated certain outstanding promissory notes with its four major creditors, Discover Advisory Company of the Bahamas *(“DAC”), Kreuzfeld Ltd. of Switzerland (“Kreuzfeld”), Cambridge Services, Inc. of Panama (“CSI”) and Vermoegensverwaltungs-Gesellschaft Zurich LTD of Switzerland (“VGZ”). As of August 1, 2012, the Company authorized the issue of a new series of corporate note, the Class AA Senior Secured Convertible Revolving Promissory Notes, dated as of August 1, 2012 (the New Note(s)”) and issued New Notes: (1) to DAC, with a maximum credit facility of $5,000,000 which replaced the Company’s outstanding Class A Senior Convertible Revolving Promissory Note, dated July 27, 2010, in the original principal amount of $1,080,984, now cancelled, which has an outstanding balance due (including accrued interest) of $3,629,836 as of December 31,2012 and $3,870,803 as of September 30, 2013; (2) to Kreuzfeld, with a maximum credit facility of $5,000,000 which replaced the Company’s outstanding Class A Senior Convertible Revolving Promissory Note, dated September 16, 2011, in the original principal amount of $2,000,000, now cancelled, which has an outstanding balance due (including accrued interest) of $3,911,338 at December 31,2012 and $4,240,361 as of September 30, 2013; (3) to CSI, with a maximum credit facility of $2,000,000 which replaced the Company’s outstanding Class A Senior Convertible Revolving Promissory Note, dated August 1, 2011, in the original principal amount of $1,303,996, now cancelled, with an outstanding balance due (including accrued interest) of $1,412,142 as of December 31,2012 and $2,292,860 as of September 30, 2013, and; (4) to VGZ, with a maximum credit facility of $2,000,000 which replaced the Company’s outstanding Class A Senior Convertible Revolving Promissory Note, dated September 30, 2010, in the original principal amount of $2,000,000, now cancelled, with an outstanding balance due (including accrued interest) of $877,963 as of December 31,2013 and $935,702 as of September 30, 2013. All of the New Notes accrue interest at the rate of 10%, are convertible into common shares at the conversion rate equal to 50% of the averaged ten closing prices for the Company's Common Stock for the ten (10) trading days immediately preceding the Conversion Date but in no event less than $0.001, and are due on demand.. Pursuant to an Equity and Stock Pledge Agreement, also negotiated and executed as of August 1, 2012, the repayment of the outstanding indebtedness of the New Notes is secured by all of the limited partnership interests of the Pledgor’s wholly-owned German subsidiary, KWICK! Community GmbH & Co. KG, a private German limited partnership (“KG”), and all of its shares of the sole general partner of KG, KWICK! Community Beteiligungs GmbH. | |
On February 28, 2012 the Company signed a convertible note with Michael Pisani. This is a 1 year note that is convertible at $0.025 per share in the amount of $50,000. In the event that any portion of any outstanding Company promissory note, preferred share, warrant or stock option held of record by a non-affiliate of the Company is converted, exercised or exchanged for common shares of the Company at a conversion price or conversion rate less than $0.025 per one (1) common share anytime any part of the outstanding principal amount of this note is outstanding, the conversion rate of this note shall automatically be adjusted to such lower conversion rate. The Company evaluated this conversion contingency under the guidance at ASC 815-40-15 and determined that this conversion feature should be bifurcated from the host contract and measured at fair value. The Company valued this conversion feature utilizing a Black-Scholes valuation model and a probability analysis with regard to the reset provision of the conversion price. The Company determined the initial value to be $55,241, with $50,000 recorded as a debt discount and the remainder as interest expense-derivative conversion features. The discount was being amortized over the life of the note. A total of $8,333 in amortization expense was recorded during the nine months ended September 30, 2013. At September 30, 2013, $-0- of this debt plus accrued interest was still outstanding. | |
The Company accounted for the conversion features underlying these convertible debentures in accordance with ASC 815-40, Contract in Entity’s Own Equity, as the conversion feature embedded in the convertible debentures could result in the note principal and related accrued interest being converted to a variable number of the Company’s common shares. The Company determined the value of the derivate conversion features of these debentures issued to these holders during the nine months ended September 30, 2013 under these terms at the relevant commitment dates to be $1,724,218 utilizing a Black-Scholes valuation model. The change in fair value of the liability for the conversion feature resulted in income of $3,831,776 for the nine months ended September 30,2013, which is included in other income (expense) in the accompanying financial statements. The fair value of these derivative conversion features was determined to be $11,690,121 at September 30, 2013. | |
In addition, another demand note issued in 2008 and held by Michael Pisani in the amount of $40,000 was restructured to provide for a conversion option. The note was modified to be convertible into stock and five year warrants (exercisable at $0.05) at a conversion rate of $0.025 per share and per warrant. This debt modification resulted in a loss on debt extinguishment of $40,000 and a corresponding recognition of a beneficial conversion feature underlying the new note. In March 2013, the two notes due to Pisani were further restructured to provide for a structured repayment schedule, beginning with a payment of $35,000 in April 2013 and $14,000 per month thereafter until all principal, accrued interest and certain legal costs are fully paid. If the Company defaults on any of the required payments, the terms of the notes would revert back to the terms prior to the agreement. At September 30, 2013 this $40,000 note had been paid in full. | |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended | ||
Sep. 30, 2013 | |||
Commitments and Contingencies Disclosure [Abstract] | ' | ||
COMMITMENTS AND CONTINGENCIES | ' | ||
13. COMMITMENTS AND CONTINGENCIES | |||
We maintain offices for our operations at 330 W. 42th Street, New York, New York 10036, for approximately 990 square feet. This lease requires minimum monthly rentals of $3,833 plus tenants’ share of utility/cam/property tax charges which average approximately $291 per month. During the 13rd quarter of 2013 the Company successfully negotiated a 5 year lease. Operating lease commitments as of September 2013 are: | |||
2013 | $ | 38,033 | |
2014 | $ | 45,996 | |
2015 | $ | 47,376 | |
2016 | $ | 48,792 | |
2017 | $ | 50,256 | |
In May 2010 the Company negotiated a lease of an apartment in New York City for the CEO in order to reduce travel costs. The lease was for 12 months at $2,775 per month through May 31, 2011. In May 2011 the lease was extended through August 31, 2011 at the rate of $2,837. In August 2011 the lease was extended through December 31, 2011 at the rate of $2,837 per month. In December 2011 the lease was again extended through May 31, 2012 with no change in the base rent. In May 2012 the lease was extended through December 31, 2012 at a monthly rate of $2,943, this lease was then extended through December 31, 2013 at the same terms. | |||
Kwick! has operating leases related to office space in Weinstadt, Germany along with vehicle leases. The office lease is renewable quarterly at a rate of $2,000 per month plus utilities. Kwick also has a vehicle lease which will be terminated January 31, 2014 at a rate of $1,077 per month. All operating lease contracts over 5 years contain clauses for yearly market rental reviews. Kwick has a sublease arrangement with Jaumo GmBh a related party (see note 14). Kwick’s operating leases relate to leases of land and vehicles with lease terms of between 3 and 5 years. All operating lease contracts over 5 years contain clauses for yearly market rental reviews. The Company does not have an option to purchase the leased office at the expiration of the lease period. Operating lease commitments as of September 30, 2013 are: | |||
2013 | $ | 6,000 | |
2014 | $ | 31,698 | |
2015 | $ | 23,672 | |
2016 | $ | 23,672 | |
Our total rent expenses were $92,070 and $99,592 during the nine months ended September 30, 2013 and 2012, respectively. | |||
During the third quarter of 2010 the Chief Technology Officer took over the position of Chief Executive Officer with no changes to the above terms, running through July 30, 2011. On October 6, 2010, the terms of the consulting agreement were modified. The new terms called for a reduced monthly consulting fee of $16,667, and for $100,000 to be prepaid on January 1, 2011 thru June 30,2011. During the fourth quarter of 2011 this agreement was extended through December 31,2012. During the fourth quarter of 2012 this agreement was again extended through December 31,2013 with the same prepayment provision. There were no changes to the stock compensation portion of any earlier agreement. | |||
In the nine months ended September 30,2013 and September 30, 2012 this officer was granted 900,000 shares. | |||
On March 7, 2011 the Company announced its acquisition of the assets of Pixunity.DE a German photo book community. We purchased the internet domain name, the software codes for capturing, uploading and sharing images and the list of its approximate 15,000 members. The principal reason for this purchase was to acquire the source code and technology for image sharing which could have cost us up to $100,000 to develop this technology in house. We are currently integrating the image sharing software into our Kiwibox website and do not intend to market or rely upon the pixunity brand for our business. | |||
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
14. RELATED PARTY TRANSACTIONS | |
During the nine months ended September 30, 2013 and 2012 one outside director of the Company who also serves as The Company’s general and securities counsel, was paid an aggregate $45,000 and $45,000, respectively, for legal services. The director also received 100,000 common stock options per month during the three and nine month periods ended September 30, 2013 and 2012, valued at $2,970 and $2,790, respectively in each year. | |
During the three and nine months ended September 30, 2013 we incurred aggregate expenses of $155,256 and $311,579, and $66,338 and $163,751 for 2012 respectively, to companies controlled by the Chief Executive Officer, for website hosting, website development, server farm installations and technical advisory services. During the nine months ended September 30,2013 we prepaid, to companies controlled by the Chief Executive Officer, for server costs totaling $75,221,and owed $16,837 in accounts payable at September 30, 2013.The Chief Executive Officer is also party to a consulting agreement with the Company, which calls for a monthly consulting fee of $16,667 in cash plus 100,000 restricted shares. This agreement has been verbally extended through December 2013. In the nine months ended September 30, 2013 and September 30, 2012 this officer was granted 900,000 shares. The consulting fees due for the three months ended December 31, 2013 of $50,000 were prepaid prior to September 30, 2013 and are included in prepaid expenses. | |
Through September 30, 2013, the beneficial ownership in the Company’s securities held respectively, by Tell Capital AG of Switzerland and its principal, Ulrich Schuerch on a consolidated basis, was approximately 11.4% and approximately 9.9% of the voting stock was beneficially held by Discovery Advisory Company, located in the Bahamas, and Cambridge Services Inc., Kreuzfeld, LTD and Vermoegensverwaltungs-Gesellschaft Zurich LTD. (VGZ) of Switzerland. Discovery Advisory Company, Cambridge Services Inc., Kreuzfeld, LTD and VGZ are major creditors, having advanced operating capital against issuance by the Company of convertible promissory notes during 2013, 2012 and 2011. During the three and nine months ended September 30, 2013 Cambridge Services, Inc advanced an additional $330,000 and $765,000, respectively. During the three and nine months ended September 30, 2013 Kreuzfeld, LTD advanced $-0- and $60,000. At September 30, 2013, principal of $3,221,722 and $1,980,060 of such notes were outstanding and owed to Discovery Advisory Company and Cambridge Services Inc, respectively and $3,624,959 and $771,958 principal owed to Kreuzfeld, Ltd. and VGZ, respectively. | |
In the nine months ended September 30, 2013, a shareholder loaned Kwick $391,908 plus accrued interest of $11,386. This loan carries an interest rate of 6% and is payable on demand. A portion of this loan was used to pay off a bank line of credit. Also, during the nine months ended September 2013 companies controlled by our Chief Executive officer loaned Kwick $11,706 and loaned Kiwibox $27,510. There are no terms on these loans and the loan to Kwick was paid back in July 2013. | |
FAIR_VALUE
FAIR VALUE | 9 Months Ended | ||
Sep. 30, 2013 | |||
Fair Value Disclosures [Abstract] | ' | ||
FAIR VALUE | ' | ||
15. FAIR VALUE | |||
Some of the Company’s financial instruments are not measured at fair value on a recurring basis but are recorded at amounts that approximate fair value due to their liquid or short-term nature, such as cash and cash equivalents, receivables and payables. | |||
Effective July 1 2009, the Company adopted ASC 820, Fair Value Measurements and Disclosures. This topic defines fair value for certain financial and nonfinancial assets and liabilities that are recorded at fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. This guidance supersedes all other accounting pronouncements that require or permit fair value measurements. The Company accounted for the conversion features underlying certain convertible debentures in accordance with ASC 815-40, Contracts in Entity’s Own Equity, as the conversion feature embedded in the convertible debentures could result in the note principal and related accrued interest being converted to a variable number of the Company’s common shares. | |||
Effective July 1 2009, the Company adopted ASC 820-10-55-23A, Scope Application to Certain Non-Financial Assets and Certain Non-Financial Liabilities, delaying application for non-financial assets and non-financial liabilities as permitted. ASC 820 establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels as follows: | |||
Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of the measurement date. Financial assets and liabilities utilizing Level 1 inputs include active exchange- traded securities and exchange-based derivatives. | |||
Level 2 — inputs other than quoted prices included within Level 1 that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. Financial assets and liabilities utilizing Level 2 inputs include fixed income securities, non-exchange-based derivatives, mutual funds, and fair-value hedges. | |||
Level 3 — unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. Financial assets and liabilities utilizing Level 3 inputs include infrequently- traded, non-exchange-based derivatives and commingled investment funds, and are measured using present value pricing models. | |||
The following table reconciles, for the nine months ended September 30, 2013, the beginning and ending balances for financial instruments that are recognized at fair value in the consolidated financial statements: | |||
Conversion Liability at January 1, 2013 | $ | 13,797,679 | |
Value of beneficial conversion features of new debentures | 1,724,218 | ||
Change in value of beneficial conversion features during period | -3,831,776 | ||
Reductions in fair value due to principal conversions | - | ||
Conversion Liability at September 30, 2013 | $ | 11,690,121 | |
The fair value of the conversion features are calculated at the time of issuance and the Company records a conversion liability for the calculated value. The Company recognizes interest expense for the recognition of the conversion liability. | |||
GOODWILL_FROM_THE_ACQUISITION_
GOODWILL FROM THE ACQUISITION OF KWICK! | 9 Months Ended |
Sep. 30, 2013 | |
Business Combinations [Abstract] | ' |
GOODWILL FROM THE ACQUISITION OF KWICK! | ' |
16. GOODWILL FROM THE ACQUISITION OF KWICK! | |
The excess of purchase price over tangible net assets acquired at September 30, 2011 was initially allocated to goodwill in the amount of $6,138,210. At September 30, 2013 management determined based on qualitative and quantitative factors that there was an impairment to goodwill. | |
The goodwill has been tested by the management of the Company in qualitative assessments throughout the nine months ended September 30, 2013. These assessments lead management to identify impairment indicators related to goodwill. Management therefore performed the two-step impairment test for goodwill, utilizing a market approach to the valuation. In estimating the fair value of the reporting unit, Kwick, management considered comparable per user values from recent acquisitions in the industry, as well as the effect of the economic recession and continuing deterioration of the use of social networks in Germany. After applying the estimated fair value of the reporting unit of $2,660,000 to the net assets of Kwick at June 30, 2013, an implied fair value of goodwill of $2,452,812 was calculated. Based on the impairment test, during the three months ended June 30, 2013, goodwill of $3,685,398 was determined to be impaired and was written off. Management considered additional qualitative factors during the three months ended September 30, 2013, and after consideration of failures by comparable social networks, continuing operational losses and negative cash flow, the estimated value of the reporting unit created an implied fair value of goodwill of $-0-. Based on the impairment test, during the three months ended September 30, 2013, goodwill of $2,452,812 was determined to be impaired and was written off. | |
RECENT_ACCOUNTING_PRONOUNCEMEN
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 30, 2013 | |
New Accounting Pronouncements and Changes In Accounting Principles [Abstract] | ' |
RECENT ACCOUNTING PRONOUNCEMENTS | ' |
17. RECENT ACCOUNTING PRONOUNCEMENTS | |
In March 2013, the FASB issued ASU 2013-05, Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity , which provides guidance on releasing cumulative translation adjustments out of accumulated comprehensive income into net income when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. This guidance is effective prospectively for interim and annual periods beginning on January 1, 2014. Early adoption is permitted. As the Company has not ceased to have a controlling financial interest in a subsidiary or group of assets that is a business within a foreign entity, the adoption of this guidance is not expected to have a significant impact on the Company's consolidated financial position, results of operations, or cash flows. | |
Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements. | |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
18. SUBSEQUENT EVENTS | |
Following the announcement, reported on Form 8-K on September 24,2013, of the signing, on September 30,2013 Kwick closed the Equity Purchase Agreement and acquired Interscholtz Internet Services GmbH and Co. KG, a German Liability company, and all of the equity of its general partner, interscholz Beteiligungs GmbH (collectively “Interscholtz:)from Andre Scholz, The president and chief executive of Kwick. Kwick issued a promissory note to Interscholtz GmbH for $1,352,000 for the Equity purchase agreement. On October 8, 2013, the German register court recognized the transfer of ownership of Interscholz GmbH and on October 10, 2013 the same court recognized the transfer of ownership of Interscholz GmbH and Co. KG. (“Interscholz”) to Kwick! Interscholz provides website hosting, website development, server farm installations and technical advisory services. All other required disclosures cannot be made at this time due to the fact that there has not yet been a US GAAP conversion done on the books of Interscholz and therefore the accounting for the business combination has not yet been completed. | |
Since September 30, 2013 we have received $90,000 of working capital from accredited investors, which are covered by convertible promissory notes. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Nature of Organization | ' |
Nature of Organization | |
Kiwibox.Com, Inc. (the “Company”) was incorporated as a Delaware corporation on April 19, 1988 under the name Fortunistics, Inc. On November 18, 1998, the Company changed its name to Magnitude Information Systems, Inc. On December 31, 2009, the Company changed its name to Kiwibox.com, Inc. | |
On August 16, 2007 the Company acquired all outstanding shares of Kiwibox Media, Inc. | |
The Company, Magnitude, Inc. and Kiwibox Media Inc. were separate legal entities until December 31, 2009, with Kiwibox Media, Inc. being a wholly owned subsidiary. On December 31, 2009, the two subsidiaries, Magnitude, Inc. and Kiwibox Media, Inc. merged into the Company. | |
On September 30, 2011, Kiwibox.com acquired the German based social network Kwick! Community GmbH & Co. KG (“Kwick”), a wholly-owned subsidiary. | |
On September 24,2013, Kwick Community GmbH & Co. KG signed an equity purchase agreement to acquire Interscholz Internet Services GmbH and Co. KG, a German limited liability company, and all the equity of its general partner, Interscholz Beteiligungs GmbH (see Note 18). | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents | |
The Company accounts for cash and other highly liquid investments with original maturities of three months or less as cash and cash equivalents. | |
Principles of Consolidation | ' |
Principles of Consolidation | |
The consolidated financial statements as of and for the three months and nine months ended September 30, 2013 and as of December 31, 2012 include the accounts of Kiwibox.com, Inc. and its subsidiary, KWICK! Community GmbH & Co. KG. The activities of the Company’s subsidiary KWICK! Community GmbH & Co. KG. Any significant inter-company balances and transactions have been eliminated. | |
Goodwill and Intangible Assets | ' |
Goodwill and Intangible Assets | |
In 2012, the Company adopted the provisions of ASU 2011-08, Intangibles—Goodwill or Other (Topic 350): Testing Goodwill for Impairment. ASU 2011-08 provides an entity the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. However, if an entity concludes otherwise, then it is required to perform the first step of the two-step impairment test by calculating the fair value of the reporting unit and comparing the fair value with the carrying amount of the reporting unit. If the carrying amount of a reporting unit exceeds its fair value, then the entity is required to perform the second step of the goodwill impairment test to measure the amount of the impairment loss, if any. Under the amendments in ASU 2011-08, an entity has the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to performing the first step of the two-step goodwill impairment test. An entity may resume performing the qualitative assessment in any subsequent period. The Company has assessed the qualitative factors in all periods since adoption (see Note 16). | |
In July 2012, the FASB issued ASU 2012-02, Intangibles- Goodwill or Other (Topic 350): Testing Indefinite-Living Tangible Assets for Impairment. ASU 2012-02 simplifies the guidance for testing the decline in the realizable value (impairment) of indefinite-lived intangible assets other than goodwill by allowing an organization the option to first assess qualitative factors to determine whether it is necessary to perform the quantitative impairment test. An organization electing to perform a qualitative assessment is no longer required to calculate the fair value of an indefinite-lived intangible asset unless the organization determines, based on a qualitative assessment, that it is "more likely than not" that the asset is impaired. The amendments in this Update are effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. Early adoption is permitted. The adoption of ASU 2012-02 did not have a material impact on our results of operations or our financial position. | |
Depreciation and Amortization | ' |
Depreciation and Amortization | |
Property and equipment are recorded at cost. Depreciation on equipment, furniture and fixtures and leasehold improvements is computed on the straight-line method over the estimated useful lives of such assets between 3-10 years, or lease term for leasehold improvements, if for a shorter period. Maintenance and repairs are charged to operations as incurred. | |
Foreign Currency Translation | ' |
Foreign Currency Translation | |
Assets and liabilities of foreign operations are translated into U.S. dollars at the rates of exchange in effect at the balance sheet date. Income and expense items are translated at the weighted average exchange rates prevailing during each period presented. Gains and losses resulting from foreign currency transactions are included in the results of operations. Gains and losses resulting from translation of financial statements of our foreign subsidiary operating in a non-hyperinflationary economy are recorded as a component of accumulated other comprehensive loss until either sale or upon complete or substantially complete liquidation by the Company of its investment in the foreign entity. Foreign currency transaction gain (loss) was $87,261 and $(13,441) for the three and nine months ended September 30, 2013. Accumulated gain or (loss) on foreign currency translation adjustment was $(122,788) through September 30, 2013. | |
Advertising Costs | ' |
Advertising Costs | |
Advertising costs are charged to operations when incurred. Advertising expense was $946 and $54,621 for the three and nine months ended September 30, 2013 and $2,173 and $10,847 for 2012, respectively. | |
Fair Value Measurements | ' |
Fair Value Measurements | |
The Company adopted the provisions of ASC 820, Fair Value Measurements and Disclosures, which is effective for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. Under ASC 820, a framework was established for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. The Company accounted for certain convertible debentures issued in the year ended December 31, 2011 and the nine months ended September 30, 2012 as derivative liabilities required to be bifurcated from the host contract in accordance with ASC 815-40, Contracts in Entity’s Own Equity, as the conversion feature embedded in the convertible debentures could result in the note principal and related accrued interest being converted to a variable number of the Company’s common shares (see Note 12). | |
Evaluation of Long Lived Assets | ' |
Evaluation of Long Lived Assets | |
Long-lived assets are assessed for recoverability on an ongoing basis. In evaluating the fair value and future benefits of long-lived assets, their carrying value would be reduced by the excess, if any, of the long-lived asset over management’s estimate of the anticipated undiscounted future net cash flows of the related long-lived asset. | |
Securities Issued for Services | ' |
Securities Issued for Services | |
The Company accounts for stock, stock options and stock warrants issued for services and compensation by employees under the fair value method. For non-employees, the fair market value of the Company’s stock on the date of stock issuance or option/grant is used. The Company has determined the fair market value of the warrants/options issued under the Black-Scholes Pricing Model. The Company has adopted the provisions of ASC 718, “Compensation – Stock Compensation”, which establishes accounting for equity instruments exchanged for employee services. Under the provisions of ASC 718, share-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the employee's requisite service period (generally the vesting period of the equity grant). | |
Reclassification of certain securities under ASC 815-15 | ' |
Reclassification of certain securities under ASC 815-15 | |
Pursuant to ASC 815-15, “Contracts in Entity’s own Equity”, if a company has more than one contract subject to this Issue, and partial reclassification is required, there may be different methods that could be used to determine which contracts, or portions of contracts, should be reclassified. The Company's method for reclassification of such contracts is reclassification of contracts with the latest maturity date first. | |
Capitalization of Software /Website development costs | ' |
Capitalization of Software /Website development costs | |
The Company capitalizes outside-contracted development work in accordance with the guidelines published under ASC 350-50, “Website Development Costs”. Under ASC 350-50, costs incurred during the planning stage are expensed, while costs relating to software used to operate a web site or for developing initial graphics should be accounted for under ASC 350-50, Accounting for the Costs of Computer Software Developed or Obtained for Internal Use, unless a plan exists or is being developed to market the software externally. Under ASC 350-50, internal and external costs incurred to develop internal-use computer software during the application development stage should be capitalized. Costs to develop or obtain software that allows for access or conversion of old data by new systems should also be capitalized, excluding training costs. | |
Fees incurred for web site hosting, which involve the payment of a specified, periodic fee to an Internet service provider in return for hosting the web site on its server(s) connected to the Internet, are expensed over the period of benefit, and included in cost of sales in the accompanying financial statements. | |
A total of $0 and $58,139 was capitalized for web-site development work during the nine months ended September 30, 2013 and 2012, respectively. | |
Income Taxes | ' |
Income Taxes | |
The Company provides for income taxes based on enacted tax law and statutory tax rates at which items of income and expenses are expected to be settled in the Company’s income tax return. Certain items of revenue and expense are reported for Federal income tax purposes in different periods than for financial reporting purposes, thereby resulting in deferred income taxes. Deferred taxes are also recognized for operating losses that are available to offset future taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The Company has incurred net operating losses for financial-reporting and tax-reporting purposes. Accordingly, for Federal and state income tax purposes, the benefit for income taxes has been offset entirely by a valuation allowance against the related federal and state deferred tax asset. | |
Revenue Recognition | ' |
Revenue Recognition | |
The Company’s revenue is derived from advertising on the Kiwibox.Com website. Most contracts require the Company to deliver the customer impressions, click-throughs or new customers, or some combination thereof. Accordingly, advertising revenue is estimated and recognized for the period in which customer impressions, click through or new customers are delivered. Licensing or hosting revenue consists of an annual contract with clients to provide web-site hosting and assistance. | |
Net Loss Per Share | ' |
Net Loss Per Share | |
Net loss per share, in accordance with the provisions of ASC 260, “Earnings Per Share” is computed by dividing net loss by the weighted average number of shares of Common Stock outstanding during the period. Common Stock equivalents have not been included in this computation since the effect would be anti-dilutive. Such common stock equivalents totaled 195,560,992 common shares at September 30, 2013, comprised of 39,500,000 shares issuable upon exercise of stock purchase warrants, 5,200,000 shares issuable upon exercise of stock options, 729,537 shares exercisable upon conversion of convertible preferred shares, and 150,131,455 shares potentially issuable upon conversion of convertible debt. Such debt and the related accrued interest, convertible at the option of four debt holders at a price of 50% of the average closing price for the preceding 10 days, totals $11,339,842 which would yield approximately 6.4 billion shares if fully converted at September 30, 2013, however, the respective notes, all of which were issued to these investors, carry a stipulation whereby the number of all shares issued pursuant to a conversion, may in the aggregate not exceed a number that would increase the total share holdings beneficially owned by such investor to a level above 9.99%. At the end of the year, this clause limits any conversion to the aforementioned number of shares. All of the aforementioned conversions or exercises, as the case may be, are at the option of the holders. | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
PREPAID_EXPENSES_Tables
PREPAID EXPENSES (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Prepaid Expenses [Abstract] | ' | |||||||
Prepaid Expenses | ' | |||||||
Prepaid expenses consist of the following at: | September 30, 2013 | December 31, 2012 | ||||||
Consulting Fees | $ | 50,000 | $ | 100,000 | ||||
Rent | 1,938 | 11,427 | ||||||
Server costs | 75,221 | - | ||||||
Promotional supplies inventory | 6,732 | 6,866 | ||||||
Business insurance | 10,136 | 5,250 | ||||||
Other | 5,372 | 5,467 | ||||||
$ | 149,399 | $ | 129,010 | |||||
PROPERTY_AND_EQUIPMENT_Tables
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Property and Equipment [Abstract] | ' | |||||||
Property and Equipment | ' | |||||||
Property and equipment consist of the following at: | September 30, 2013 | December 31, 2012 | ||||||
Furniture | $ | 14,322 | $ | 14,322 | ||||
Leasehold Improvements | 24,130 | 24,130 | ||||||
Computer equipment | 632,062 | 630,842 | ||||||
Equipment | 73,138 | 73,138 | ||||||
743,652 | 742,432 | |||||||
Less accumulated depreciation | 683,369 | 621,876 | ||||||
Total | 60,283 | $ | 120,556 | |||||
INTANGIBLE_ASSETS_Tables
INTANGIBLE ASSETS (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||
Intangible Assets Consisted of Software for Website Development Costs | ' | |||||||
September 30, 2013 | December 31, 2012 | |||||||
Website development costs | $ | 392,659 | $ | 392,659 | ||||
Less accumulated amortization | 343,830 | 284,120 | ||||||
Total | $ | 48,829 | $ | 108,539 | ||||
Estimated Amortization over Next Five Years | ' | |||||||
Additional amortization over the next 5 years is estimated to be as follows: | ||||||||
Amortization expense | ||||||||
31-Dec-13 | 5,282 | |||||||
31-Dec-14 | 4,285 | |||||||
31-Dec-15 | 1,953 | |||||||
31-Dec-16 | 1,173 | |||||||
31-Dec-17 | 1,111 | |||||||
Thereafter | 1,755 | |||||||
ACCRUED_EXPENSES_Tables
ACCRUED EXPENSES (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Payables and Accruals [Abstract] | ' | |||||||
Accrued Expenses | ' | |||||||
Accrued expenses consisted of the following at: | ||||||||
September 30, 2013 | December 31, 2012 | |||||||
Accrued interest | $ | 1,903,616 | $ | 1,203,923 | ||||
Accrued payroll, payroll taxes and commissions | 17,623 | 51,944 | ||||||
Accrued professional fees | 132,275 | 150,598 | ||||||
Accrued rent | 12,158 | |||||||
Accrued VAT | 38,287 | 0 | ||||||
Miscellaneous accruals | 13,164 | 23,554 | ||||||
Total | $ | 2,104,965 | $ | 1,442,177 | ||||
OBLIGATIONS_TO_BE_SETTLED_IN_S1
OBLIGATIONS TO BE SETTLED IN STOCK (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Other Liabilities Disclosure [Abstract] | ' | |||||||
Obligations to be Settled in Stock | ' | |||||||
Obligations to be settled in stock consisted of the following at | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
Obligation for warrants granted for compensation | $ | 100,000 | $ | 100,000 | ||||
600,000 common shares issuable to a consultant who formerly was a director of the company, for services rendered. | 36,000 | 36,000 | ||||||
600,000 (2013) and 500,000 shares (2012) common Shares, and 2,900,000 (2013) and 2,900,000 (2012) stock options issuable to two officers of the company pursuant to their respective employment agreement | 66,518 | 69,608 | ||||||
5,100,000 (2013) and 4,200,000 (2012) stock options issuable to one director who also serves as the Company’s general counsel | 53,460 | 44,550 | ||||||
1,000,000 warrants granted on the Pixunity.de asset Purchase (see Note 13) | 10,000 | 10,000 | ||||||
1,050,000 shares issuable under stock grants | - | 10,500 | ||||||
$ | 265,978 | $ | 270,658 | |||||
LOANS_PAYABLE_Tables
LOANS PAYABLE (Tables) | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Debt Disclosure [Abstract] | ' | |||
Borrowings under Short Term Loan Agreements | ' | |||
The Company (Formerly Magnitude, Inc.) had borrowings under short term loan agreements with the following terms and conditions at September 30, 2013 and December 31, 2012: | ||||
On December 4, 1996, The company (Formerly Magnitude, Inc.) repurchased 500,000 shares of its common stock and retired same against issuance of a promissory note maturing twelve months thereafter accruing interest at 5% per annum and due December 4, 1998. This note is overdue as of September 30, 2005 and no demand for payment has been made. | $ | 75,000 | ||
Total | $ | 75,000 | ||
NOTES_PAYABLE_Tables
NOTES PAYABLE (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Notes Payable [Abstract] | ' | |||||||
Notes Payable | ' | |||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
Balance of non-converted notes outstanding. Attempts to locate the holder of this note, to settle this liability, have been unsuccessful. | $ | 25,000 | $ | 25,000 | ||||
In January 2008 a shareholder loaned the Company $40,000 pursuant to which the Company issued a demand note bearing interest at the rate of 5% per year. | - | 40,000 | ||||||
From September 2008 through September 2013 five creditors loaned the Company funds under the terms of the convertible notes issued, as modified in March 2009 and July 2010 and April 2011 and August 2012 (see Note 12). | 9,597,699 | 8,773,699 | ||||||
During the three months ended March 2012, an individual loaned the Company funds under the terms of a convertible promissory note at interest of 5% per year (see Note 12) | - | 50,000 | ||||||
Less: debt discount on above note | - | -8,333 | ||||||
In January and again in February 2011, a shareholder loaned the Company $50,000 under a demand note at 10%. In 2011, this shareholder loaned the Company $240,000 under a demand note at 10%. | 340,000 | 340,000 | ||||||
In the nine months ended September 2013,a shareholder loaned the Company $391,908 plus accrued interest of $11,386 under a demand note at 6%. | 403,294 | - | ||||||
An affiliate loaned funds under a non-interest bearing note (see Note 14) | 27,510 | - | ||||||
Total | $ | 10,393,503 | $ | 9,220,366 | ||||
LONGTERM_DEBT_Tables
LONG-TERM DEBT (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Long-Term Debt [Abstract] | ' | ||||
Components Of Long-term debt | ' | ||||
Long-term debt as of September 30, 2013 and December 31, 2012 is comprised of the following: | |||||
Discounted present value of a non-interest bearing $70,000 settlement with a former investor of Magnitude, Inc. to be paid in 24 equal monthly payments commencing July 1, 1997. The imputed interest rate used to discount the note is 8% per annum. This obligation is in default. | 33,529 | ||||
Total | 33,529 | ||||
Less current maturities | 33,529 | ||||
Long-term debt, net of current maturities | $ | - | |||
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended | ||
Sep. 30, 2013 | |||
New York Operations | ' | ||
Commitments and Contingencies Disclosure [Line Items] | ' | ||
Operating Lease Commitments | ' | ||
Operating lease commitments as of September 2013 are: | |||
2013 | $ | 38,033 | |
2014 | $ | 45,996 | |
2015 | $ | 47,376 | |
2016 | $ | 48,792 | |
2017 | $ | 50,256 | |
Weinstadt Operations | ' | ||
Commitments and Contingencies Disclosure [Line Items] | ' | ||
Operating Lease Commitments | ' | ||
Operating lease commitments as of September 30, 2013 are: | |||
2013 | $ | 6,000 | |
2014 | $ | 31,698 | |
2015 | $ | 23,672 | |
2016 | $ | 23,672 | |
FAIR_VALUE_Tables
FAIR VALUE (Tables) | 9 Months Ended | ||
Sep. 30, 2013 | |||
Fair Value Disclosures [Abstract] | ' | ||
Reconciliation of Financial Instruments that are Recognized at Fair Value in Consolidated Financial Statements | ' | ||
The following table reconciles, for the nine months ended September 30, 2013, the beginning and ending balances for financial instruments that are recognized at fair value in the consolidated financial statements: | |||
Conversion Liability at January 1, 2013 | $ | 13,797,679 | |
Value of beneficial conversion features of new debentures | 1,724,218 | ||
Change in value of beneficial conversion features during period | -3,831,776 | ||
Reductions in fair value due to principal conversions | - | ||
Conversion Liability at September 30, 2013 | $ | 11,690,121 | |
Recovered_Sheet1
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Entity Incorporation, Date of Incorporation | ' | ' | 19-Apr-88 | ' | ' |
Entity Information, Date To Change Former Legal Or Registered Name | ' | ' | 31-Dec-09 | ' | ' |
Advertising expense | $946 | $2,173 | $54,621 | $10,847 | ' |
Accumulated other comprehensive loss | -122,788 | ' | -122,788 | ' | -109,347 |
Common equivalents, dilutive potential common shares | ' | ' | 195,560,992 | ' | ' |
Shares issuable upon exercise of stock purchase warrants | ' | ' | 39,500,000 | ' | ' |
Shares issuable upon exercise of stock options | ' | ' | 5,200,000 | ' | ' |
Shares issuable upon conversion of convertible debt | ' | ' | 150,131,455 | ' | ' |
Debt instrument, convertible, terms of conversion feature | ' | ' | 'Such debt and the related accrued interest, convertible at the option of four debt holders at a price of 50% of the average closing price for the preceding 10 days, totals $11,339,842 which would yield approximately 6.4 billion shares if fully converted at September 30, 2013, however, the respective notes, all of which were issued to these investors, carry a stipulation whereby the number of all shares issued pursuant to a conversion, may in the aggregate not exceed a number that would increase the total share holdings beneficially owned by such investor to a level above 9.99%. At the end of the year, this clause limits any conversion to the aforementioned number of shares. All of the aforementioned conversions or exercises, as the case may be, are at the option of the holders. | ' | ' |
Shares issuable upon conversion of convertible debt conversion price, as percentage of the average closing price preceding 10 days | 50.00% | ' | 50.00% | ' | ' |
Common stock issuable on fully exercise of options by investors | 6,400,000,000 | ' | 6,400,000,000 | ' | ' |
Shares exercisable upon conversion of convertible preferred shares | ' | ' | 729,537 | ' | ' |
Foreign currency transaction gain (loss) | 0 | -189 | 0 | 50,586 | ' |
Foreign currency translation adjustment | 87,261 | 276,470 | -13,441 | 304,141 | ' |
Debt conversion converted instrument amount1 | ' | ' | 11,339,842 | ' | ' |
Leasehold Improvements | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Estimated useful lives, leasehold improvements | ' | ' | 'computed on the straight-line method over the estimated useful lives of such assets between 3-10 years, or lease term for leasehold improvements, if for a shorter period. | ' | ' |
Web-Site Development | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Web-site development capitalized | ' | ' | $0 | $58,139 | ' |
Minimum | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Estimated useful lives of assets | ' | ' | '3 years | ' | ' |
Maximum | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Estimated useful lives of assets | ' | ' | '10 years | ' | ' |
Percentage of ownership interest of investors | 9.99% | ' | 9.99% | ' | ' |
Recovered_Sheet2
Concentrations of Business and Credit Risk - Additional Information (Detail) | Sep. 30, 2013 | Sep. 30, 2013 |
Maximum | German Einlagensicherungsfonds | |
USD ($) | EUR (€) | |
Concentration Risk [Line Items] | ' | ' |
Cash, FDIC insurance limit | $250,000 | € 100,000 |
Prepaid_Expenses_Detail
Prepaid Expenses (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Prepaid expenses consist of the following at: | ' | ' |
Consulting Fees | $50,000 | $100,000 |
Rent | 1,938 | 11,427 |
Server costs | 75,221 | 0 |
Promotional supplies inventory | 6,732 | 6,866 |
Business insurance | 10,136 | 5,250 |
Other | 5,372 | 5,467 |
Total Prepaid Expenses | $149,399 | $129,010 |
Component_of_Property_and_Equi
Component of Property and Equipment (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Line Items] | ' | ' |
Property Plant And Equipment | $743,652 | $742,432 |
Less accumulated depreciation | 683,370 | 621,876 |
Total | 60,283 | 120,556 |
Furniture | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property Plant And Equipment | 14,322 | 14,322 |
Leasehold Improvements | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property Plant And Equipment | 24,130 | 24,130 |
Computer equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property Plant And Equipment | 632,062 | 630,842 |
Equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property Plant And Equipment | $73,138 | $73,138 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Property, Plant and Equipment [Line Items] | ' | ' |
Depreciation expense | $61,493 | $125,872 |
Intangible_Assets_Consisted_of
Intangible Assets Consisted of Software for Website Development Costs (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Less accumulated amortization | $343,830 | $284,121 |
Total | 48,829 | 108,539 |
Web-Site Development | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Website development costs | 392,659 | 392,659 |
Less accumulated amortization | 343,830 | 284,120 |
Total | $48,829 | $108,539 |
Estimated_Amortization_over_Ne
Estimated Amortization over Next Five Years (Detail) (USD $) | Sep. 30, 2013 |
Finite-Lived Intangible Assets [Line Items] | ' |
31-Dec-13 | $5,282 |
31-Dec-14 | 4,285 |
31-Dec-15 | 1,953 |
31-Dec-16 | 1,173 |
31-Dec-17 | 1,111 |
Thereafter | $1,755 |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Detail) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Amortization expense | $59,710 | $95,775 |
Accrued_Expenses_Detail
Accrued Expenses (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Accounts Payable and Accrued Liabilities [Line Items] | ' | ' |
Accrued interest | $1,903,616 | $1,203,923 |
Accrued payroll, payroll taxes and commissions | 17,623 | 51,944 |
Accrued professional fees | 132,275 | 150,598 |
Accrued rent | ' | 12,158 |
Accrued VAT | 38,287 | 0 |
Miscellaneous accruals | 13,164 | 23,554 |
Total | $2,104,965 | $1,442,177 |
Recovered_Sheet3
Obligations to be Settled in Stock (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Short-term Debt [Line Items] | ' | ' |
Obligations to be settled in stock | $265,978 | $270,658 |
Employee Stock | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Obligations to be settled in stock | 0 | 10,500 |
Employment Agreement | Former Director | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Obligations to be settled in stock | 66,518 | 69,608 |
Services | Former Director | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Obligations to be settled in stock | 36,000 | 36,000 |
Consulting Agreement | Chief Executive Officer | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Obligations to be settled in stock | 53,460 | 44,550 |
Warrant | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Obligations to be settled in stock | 100,000 | 100,000 |
Warrant | Pixunity.DE | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Obligations to be settled in stock | $10,000 | $10,000 |
Recovered_Sheet4
Obligations to be Settled in Stock (Parenthetical) (Detail) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Employee Stock | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Common shares issuable, for services rendered | 1,050,000 | 1,050,000 |
Former Director | Services | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Common shares issuable, for services rendered | 600,000 | 600,000 |
Former Director | Employment Agreements | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Stock options issuable | 2,900,000 | 2,900,000 |
Chief Executive Officer | Consulting Agreement | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Common shares issuable, for services rendered | 600,000 | 500,000 |
Director | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Stock options issuable | 5,100,000 | 4,200,000 |
Pixunity.DE | Warrant | ' | ' |
Short-term Debt [Line Items] | ' | ' |
Warrants granted on Pixunity.de asset Purchase | 1,000,000 | 1,000,000 |
Borrowings_under_Short_Term_Lo
Borrowings under Short Term Loan Agreements (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Short-term Debt [Line Items] | ' |
On December 4, 1996, The company (Formerly Magnitude, Inc.) repurchased 500,000 shares of its common stock and retired same against issuance of a promissory note maturing twelve months thereafter accruing interest at 5% per annum and due December 4, 1998. This note is overdue as of September 30, 2005 and no demand for payment has been made. | $75,000 |
Total | $75,000 |
Borrowings_under_Short_Term_Lo1
Borrowings under Short Term Loan Agreements (Parenthetical) (Detail) | 1 Months Ended |
Dec. 04, 1996 | |
Short-term Debt [Line Items] | ' |
Common stock repurchased and retired against issuance of promissory note | 500,000 |
Debt maturity date | 4-Dec-96 |
Accruing interest per annum | 5.00% |
Component_of_Note_Payable_Deta
Component of Note Payable (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Debt Instrument [Line Items] | ' | ' |
Less: debt discount on above note | $0 | ($8,333) |
Total | 10,393,503 | 9,220,366 |
Other | During March 2012 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible note payable-other | 0 | 50,000 |
Other | Demand Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes and loans payable | 25,000 | 25,000 |
Other | Affiliate Loaned Funds | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, face amount | 27,510 | 0 |
Related Party Transactions | September 2008 through March 2013 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible note payable-other | 9,597,699 | 8,773,699 |
Related Party Transactions | Demand Notes | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes and loans payable | 340,000 | 340,000 |
Related Party Transactions | Demand Notes | In January 2008 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes and loans payable | 0 | 40,000 |
Related Party Transactions | Demand Notes | In September 2013 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes and loans payable | $403,294 | $0 |
Component_of_Note_Payable_Pare
Component of Note Payable (Parenthetical) (Detail) (USD $) | Dec. 04, 1996 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 |
Demand Notes | Demand Notes | Demand Notes | Demand Notes | Demand Notes | Demand Notes | Demand Notes | Demand Notes | Demand Notes | Convertible Promissory Notes | ||
Loans from Shareholders | Loans from Shareholders | Loans from Shareholders | Loans from Shareholders | Loans from Shareholders | Loans from Shareholders | Loans from Shareholders | Loans from Shareholders | Loans from Shareholders | During March 2012 | ||
In January 2008 | In January 2008 | In January 2011 | In January 2011 | In February 2011 | In February 2011 | In September 2013 | |||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes and loans payable | ' | $340,000 | $340,000 | $0 | $40,000 | $50,000 | $50,000 | $240,000 | $240,000 | $391,908 | ' |
Debt instrument interest rate | 5.00% | ' | ' | ' | 5.00% | 10.00% | 10.00% | 10.00% | 10.00% | 6.00% | 5.00% |
Interest Payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | $11,386 | ' |
Components_of_LongTerm_Debt_De
Components of Long-Term Debt (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Debt Instrument [Line Items] | ' | ' |
Discounted present value of a non-interest bearing $70,000 settlement with a former investor of Magnitude, Inc. to be paid in 24 equal monthly payments commencing July 1, 1997. The imputed interest rate used to discount the note is 8% per annum. This obligation is in default. | $33,529 | $33,529 |
Total | 33,529 | 33,529 |
Less current maturities | 33,529 | 33,529 |
Long-term debt, net of current maturities | $0 | $0 |
Components_of_LongTerm_Debt_Pa
Components of Long-Term Debt (Parenthetical) (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Debt Instrument [Line Items] | ' | ' |
Non-interest bearing obligation | $70,000 | $70,000 |
Debt instrument, number of periodic payment | 24 | 24 |
Debt instrument, frequency of periodic payment | 'monthly | 'monthly |
Debt instrument, date of first required payment | 1-Jul-97 | 1-Jul-97 |
Imputed interest rate used to discount the note | 8.00% | 8.00% |
Recovered_Sheet5
Derivative Conversion Features - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||||||||||||||||||
Apr. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 04, 1996 | Sep. 30, 2013 | Jul. 27, 2010 | Sep. 30, 2013 | Jul. 27, 2010 | Feb. 28, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Aug. 01, 2011 | Jul. 27, 2010 | Aug. 01, 2011 | Aug. 01, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 27, 2010 | Jul. 27, 2010 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 16, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 16, 2011 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2010 | Sep. 30, 2010 | |
Advanced Additional | Maximum | Minimum | Minimum | Michael Pisani | Michael Pisani | Cambridge Service Inc | Cambridge Service Inc | Cambridge Service Inc | Cambridge Service Inc | Cambridge Service Inc | Cambridge Service Inc | Cambridge Service Inc | Discovery Advisory Company | Discovery Advisory Company | Discovery Advisory Company | Discovery Advisory Company | Discovery Advisory Company | Kreuzfeld Ltd | Kreuzfeld Ltd | Kreuzfeld Ltd | Kreuzfeld Ltd | Kreuzfeld Ltd | Kreuzfeld Ltd | Kreuzfeld Ltd | Vermoegensverwaltungs Gesellschaft Zurich Ltd | Vermoegensverwaltungs Gesellschaft Zurich Ltd | Vermoegensverwaltungs Gesellschaft Zurich Ltd | Vermoegensverwaltungs Gesellschaft Zurich Ltd | |||||||||
Advanced Additional | Advanced Additional | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Advanced Additional | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | Senior Class A Notes | |||||||||||||||||||
Canceled | Canceled | Canceled | Canceled | ||||||||||||||||||||||||||||||||||
Derivative [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, interest rate, stated percentage | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' |
Value of derivative conversion feature | ' | ' | ' | ' | $1,724,218 | ' | ' | ' | ' | ' | ' | ' | $55,241 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of derivative conversion feature | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible note, term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issuable upon conversion of convertible debt, price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.03 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense recorded | ' | ' | 0 | 12,500 | 8,333 | 29,167 | ' | ' | ' | ' | ' | ' | ' | 8,333 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible revolving promissory notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 683,996 | 1,303,996 | ' | ' | ' | 1,160,984 | 1,080,984 | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | 2,000,000 |
Convertible revolving promissory notes, outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.025 | ' | ' | ' | 2,292,860 | 1,412,142 | ' | ' | ' | ' | 3,870,803 | 3,629,836 | ' | ' | ' | ' | ' | ' | 4,240,361 | 3,911,338 | ' | 935,702 | 877,963 | ' | ' |
Shares issuable upon conversion of convertible debt conversion price, as percentage of the average closing price preceding 10 days | ' | ' | 50.00% | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issuable upon conversion of convertible debt, price per share | ' | ' | $0.03 | ' | $0.03 | ' | ' | ' | ' | $9.99 | $0.00 | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversions of debt and related derivative liabilities | ' | ' | ' | ' | ' | 1,413,361 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60,000 | ' | ' | ' | ' | ' | ' | ' |
Proceeds from related party debt | ' | ' | ' | ' | ' | ' | ' | ' | 745,000 | ' | ' | ' | ' | ' | 330,000 | 765,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 60,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value measurement with unobservable inputs reconciliation recurring basis liabilities value | ' | ' | 11,690,121 | ' | 11,690,121 | ' | 13,797,679 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | 2,000,000 | ' |
Change in value of beneficial conversion features during period | ' | ' | ' | ' | -3,831,776 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
warrants exercisable | ' | ' | ' | ' | 0.05 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued interest and certain legal costs | 35,000 | 14,000 | ' | ' | 40,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss on extinguishment of debt | ' | ' | 0 | 0 | -36,480 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument dividend compensation percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt and accrued interest outstanding | ' | ' | $0 | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating_Lease_Commitments_De
Operating Lease Commitments (Detail) (USD $) | Sep. 30, 2013 |
New York Operations | ' |
Operating Leased Assets [Line Items] | ' |
2013 | $38,033 |
2014 | 45,996 |
2015 | 47,376 |
2016 | 48,792 |
2017 | 50,256 |
Weinstadt Operations | ' |
Operating Leased Assets [Line Items] | ' |
2013 | 6,000 |
2014 | 31,698 |
2015 | 23,672 |
2016 | $23,672 |
Commitments_and_ContingenciesA
Commitments and Contingencies-Additional Information (Detail) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2011 | Oct. 06, 2010 | Mar. 07, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 07, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
acre | Pixunity.DE | Chief Executive Officer | August 2011 Through December 31, 2011 | December 2011 Through May 31, 2012 | Maximum | Maximum | Minimum | Monthly Payment | Monthly Payment | Monthly Payment | Monthly Payment | Monthly Payment | ||||
Pixunity.DE | Office | May 2010 Through May 31, 2011 | May 31, 2012 Through December 31, 2012 | Average | ||||||||||||
Commitments and Contingencies Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Office area rented | 990 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum monthly rentals | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,833 | ' | ' | ' | ' |
Tenants share of utility/cam/property tax charges | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 291 |
Lease and rent expenses | 92,070 | 99,592 | ' | ' | ' | ' | 2,837 | 2,837 | ' | ' | ' | ' | 2,000 | 2,775 | 2,943 | ' |
Operating lease term | '5 years | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | '3 years | ' | ' | ' | ' | ' |
Prepaid consulting fees | ' | ' | 100,000 | 16,667 | ' | 50,000 | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' |
Number of members | ' | ' | ' | ' | 15,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares granted | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease rate per month | $1,077 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term Of Lease | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Jun. 30, 2011 | Oct. 06, 2010 | Dec. 04, 1996 | |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Legal fees | ' | ' | $45,000 | $45,000 | ' | ' | ' | ' |
Share-based compensation arrangement by share-based payment award, options, grants in period, gross | 100,000 | 100,000 | 100,000 | 100,000 | ' | ' | ' | ' |
Common stock options issued value | 2,970 | 2,790 | 2,970 | 2,790 | ' | ' | ' | ' |
Website development related services | 155,256 | 66,338 | 311,579 | 163,751 | ' | ' | ' | ' |
Prepaid sever cost | 75,221 | ' | 75,221 | ' | ' | ' | ' | ' |
Accounts payable | 285,195 | ' | 285,195 | ' | 230,691 | ' | ' | ' |
Debt instrument interest rate | ' | ' | ' | ' | ' | ' | ' | 5.00% |
Prepaid Consulting Fee | ' | ' | ' | ' | ' | 100,000 | 16,667 | ' |
Consulting fee | ' | ' | 16,667 | ' | ' | ' | ' | ' |
Demand Note | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Long term debt | 391,908 | ' | 391,908 | ' | ' | ' | ' | ' |
Interest payable | 11,386 | ' | 11,386 | ' | ' | ' | ' | ' |
Debt instrument interest rate | 6.00% | ' | 6.00% | ' | ' | ' | ' | ' |
Chief Executive Officer | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation arrangement by share-based payment award, options, grants in period, gross | ' | ' | 900,000 | 900,000 | ' | ' | ' | ' |
Accounts payable | 16,837 | ' | 16,837 | ' | ' | ' | ' | ' |
Convertible revolving promissory notes | 27,510 | ' | 27,510 | ' | ' | ' | ' | ' |
Prepaid Consulting Fee | 50,000 | ' | 50,000 | ' | ' | ' | ' | ' |
Chief Executive Officer | Restricted Stock | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period shares new issues | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Chief Executive Officer | Kwick | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible revolving promissory notes | 11,706 | ' | 11,706 | ' | ' | ' | ' | ' |
Advanced Additional | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from related party debt | ' | ' | 745,000 | ' | ' | ' | ' | ' |
Cambridge Service Inc | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Notes payable, related parties | 1,980,060 | ' | 1,980,060 | ' | ' | ' | ' | ' |
Cambridge Service Inc | Advanced Additional | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from related party debt | 330,000 | ' | 765,000 | ' | ' | ' | ' | ' |
Kreuzfeld Ltd | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from related party debt | 0 | ' | 60,000 | ' | ' | ' | ' | ' |
Notes payable, related parties | 3,624,959 | ' | 3,624,959 | ' | ' | ' | ' | ' |
Discovery Advisory Company | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Notes payable, related parties | 3,221,722 | ' | 3,221,722 | ' | ' | ' | ' | ' |
Minority interest ownership percentage by noncontrolling owners | 9.90% | ' | 9.90% | ' | ' | ' | ' | ' |
VGZ | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Notes payable, related parties | $771,958 | ' | $771,958 | ' | ' | ' | ' | ' |
Tell Capital AG | Ulrich Schuerch | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Minority interest ownership percentage by noncontrolling owners | 11.40% | ' | 11.40% | ' | ' | ' | ' | ' |
Reconciliation_of_Financial_In
Reconciliation of Financial Instruments that are Recognized at Fair Value in Consolidated Financial Statements (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' |
Conversion Liability at January 1, 2013 | $13,797,679 |
Value of beneficial conversion features of new debentures | 1,724,218 |
Change in value of beneficial conversion features during period | -3,831,776 |
Reductions in fair value due to principal conversions | 0 |
Conversion Liability at September 30, 2013 | $11,690,121 |
Recovered_Sheet6
Goodwill from the Acquisition Of Kwick! - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2011 | |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Excess of purchase price over net assets acquired | $0 | ' | ' | $0 | ' | $6,169,426 | $6,138,210 |
Fair value of net assets | ' | 2,660,000 | ' | ' | ' | ' | ' |
Goodwill, Fair value disclosure | 2,452,812 | 2,452,812 | ' | 2,452,812 | ' | ' | ' |
Impairment-goodwill | $2,452,812 | $3,685,398 | $0 | $6,138,210 | $0 | ' | ' |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Other loans payable, current | $90,000 |
Interscholtz | ' |
Issuance Of Promissory notes | $1,352,000 |