| Statement of Financial Position (Consolidated) (USD $) | ||
| Sep. 30, 2009
| Dec. 31, 2008
| |
| Assets | ||
| Cash and cash equivalents | $215,697 | $50,367 |
| Accounts receivable, (net of allowance for doubtful accounts of $43,722 and $43,764, respectively) | 159,371 | 165,681 |
| Security deposits | 6,242 | 6,242 |
| Other current assets | 19,411 | 2,855 |
| Total current assets | 400,721 | 225,145 |
| Furniture, equipment and improvements, (net of accumulated depreciation of $15,470 and $43,201, respectively) | 21,061 | 15,987 |
| Other long-term assets | 0 | 2,000 |
| Intangible assets, (net of accumulated amortization and impairment of $191,000 and $170,500, respectively) | 127,195 | 147,695 |
| Total assets | 548,977 | 390,827 |
| Liabilities | ||
| Accounts payable | 50,964 | 143,560 |
| Accrued expenses | 65,138 | 128,050 |
| Notes payable- related party | 73,525 | 73,525 |
| Notes payable- other | 0 | 64,828 |
| Total liabilities | 189,627 | 409,963 |
| Stockholders equity (deficit) | ||
| Preferred stock, $1.00 par value, 10,000,000 shares authorized Series A, 60 shares designated, 5 and 7 shares issued and outstanding as September 30, 2009 and December 31, 2009, respectively. | 5 | 7 |
| Common stock $.001 par value, 100,000,000 shares authorized, 16,854,717 and 18,834,717 shares issued and outstanding as of September 30, 2009 and December 31, 2008, respectively. | 16,854 | 18,834 |
| Additional paid-in capital | 1,471,238 | 1,441,006 |
| Treasury stock at cost 4,495 shares | 4,236 | 4,236 |
| Accumulated deficit | (1,124,511) | (1,474,747) |
| Total stockholders equity (deficit) | 359,350 | (19,136) |
| Liabilities and Stockholders Equity | ||
| Total liabilities and stockholders equity | $548,977 | $390,827 |
| Statement of Income (USD $) | ||||
| 3 Months Ended
Sep. 30, 2009 | 3 Months Ended
Sep. 30, 2008 | 9 Months Ended
Sep. 30, 2009 | 9 Months Ended
Sep. 30, 2008 | |
| Revenues | ||||
| Compliance and reporting services | $168,943 | $151,147 | $562,962 | $518,221 |
| Printing and financial communication | 48,545 | 88,717 | 343,152 | 328,378 |
| Fulfillment and distribution | 80,168 | 54,034 | 365,208 | 168,648 |
| Software licensing | 6,784 | 18,479 | 87,703 | 41,279 |
| Transfer agent services | 21,993 | 0 | 205,752 | 0 |
| Total revenue | 326,433 | 312,377 | 1,564,777 | 1,056,526 |
| Cost of Services | ||||
| Total cost of services | 145,491 | 162,039 | 630,532 | 583,956 |
| Gross Profit | ||||
| Total gross profit | 180,942 | 150,338 | 934,245 | 472,570 |
| Operating Expenses | ||||
| Gereral and administrative | 130,069 | 217,941 | 370,198 | 1,082,697 |
| Sales and marketing expenses | 52,609 | 61,201 | 184,990 | 224,744 |
| Impairment charges | 0 | 130,000 | 0 | 130,000 |
| Depreciation and amortization | 9,304 | 4,226 | 28,568 | 13,900 |
| Total operating costs and expenses | 191,982 | 413,368 | 583,756 | 1,451,341 |
| Net Operating Income (loss) | ||||
| Total net operating income (loss) | (11,040) | (263,030) | 350,489 | (978,771) |
| Interest expense (income) | ||||
| Total interest expense (income) | (1,082) | 4,580 | 253 | 10,204 |
| Net Income (loss) | ||||
| Total net income (loss) | ($9,958) | ($267,610) | $350,236 | ($988,975) |
| Earnings Per Share | ||||
| Income (loss) per share - basic | 0 | -0.01 | 0.02 | -0.06 |
| Income (loss) per share - fully diluted | 0 | -0.01 | 0.02 | -0.06 |
| Weighted Average Number of Shares Outstanding | ||||
| Weighted average number of common shares outstanding - basic | 16,854,717 | 18,834,643 | 17,075,999 | 17,478,325 |
| Weighted average number of common shares outstanding - fully diluted | 16,854,717 | 18,834,643 | 17,079,260 | 17,478,325 |
| Statement of Cash Flows (USD $) | ||
| 9 Months Ended
Sep. 30, 2009 | 9 Months Ended
Sep. 30, 2008 | |
| Net Income (loss) | ||
| Total net income (loss) | $350,236 | ($988,975) |
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities | ||
| Depreciation and amortization | 28,568 | 13,900 |
| Impairment charges | 0 | 130,000 |
| Bad debt expense | 29,680 | 21,800 |
| Stock-based expenses | 10,000 | 668,150 |
| Changes in operating assets and liabilities | ||
| Increase (decrease) in accounts receivable | 23,371 | 43,293 |
| Increase (decrease) in deposits and prepaids | 14,557 | 1,359 |
| Increase (decrease) in accounts payable | (92,596) | 91,546 |
| Increase (decrease) in accrued liabilities | (37,910) | 62,280 |
| Net cash provided by (used in) operating activities | ||
| Total net cash provided by (used in) operating activities | 250,050 | (45,951) |
| Cash flows from investing activities | ||
| Purchase of property and equipment | 13,142 | 9,221 |
| Net cash provided by (used in) investing activities | (13,142) | (9,221) |
| Cash flows from financing activities | ||
| Repurchase of common stock | 6,750 | 0 |
| Proceeds from sale of common stock | 0 | 50,000 |
| Repayments of notes payable | 64,828 | 11,897 |
| Net cash provided by (used in) financing activities | (71,578) | 38,103 |
| Net change in cash | ||
| Total net change in cash | 165,330 | (17,069) |
| Cash - beginning | 50,367 | 39,318 |
| Cash - ending | $215,697 | $22,249 |
| Notes to Financial Statements | |
| 3 Months Ended
Sep. 30, 2009 | |
| Notes to Financial Statements | |
| Note 1. Accounting Policies | Basis of Presentation The unaudited interim balance sheet as of September 30, 2009 and statement of operations and cash flows for the periods ended September 30, 2009 and 2008 included herein, have been prepared in accordance with the instructions for Form 10-Q under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and Article 10 of Regulation S-X under the Exchange Act. In the opinion of the management, they include all normal recurring adjustments necessary for a fair presentation of the financial statements. Results of operations reported for the interim periods are not necessarily indicative of results for the entire year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations relating to interim financial statements. The interim financial information should be read in conjunction with Issuer Direct Corporation's (the Company's) 2008 audited financial statements filed on Form 10-K. Certain reclassifications have been made to prior period amounts to conform to the current period presentation. All reclassifications have been applied consistently for the periods presented. Going Concern Since inception and through December 31, 2008, we have incurred losses and at September 30, 2009, we have an accumulated deficit of $1,124,511, which raises substantial doubt about our ability to continue as a going concern. We have funded our operations and marketing efforts since inception through the issuance of debt and equity securities. Should we require additional funds and if we are unable to acquire such funds, our ability to continue as a going concern will be severely impacted. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
| Note 2. Summary of Significant Accounting Policies | Earnings per Share Basic EPS excludes dilution and is computed by dividing income (loss) available to common stockholders by the weighted-average common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. Diluted income per share for the nine months ending September 30, 2009, gives effect to the weighted average of 3,261 common shares issuable during the period assuming conversion of the Company's shares of preferred stock (556 common shares for each of the preferred shares that were outstanding during the period). In April 2009, two of the Company's shares of preferred stock were retired in return for the issuance of 20,000 common shares and as result, the dilutive effect of these preferred shares in included for only a portion of the nine month period. As the fully diluted loss per share for the quarter ending September 30, 2009 and for each of the 2008 periods was anti-dilutive, no effect was given to the preferred shares for the respective periods. Allowance for Doubtful Accounts We provide an allowance for doubtful accounts, which is based upon a review of outstanding receivables as well as historical collection information. Credit is granted to most customers on an unsecured basis. In determining the amount of the allowance, management is required to make certain estimates and assumptions. During the three months and nine months ended September 30, 2009, we recorded bad debt expense totaling $2,717 and $29,680, and permanently wrote off or collected $29,722 of amounts previously reserved. Accordingly, our allowance for doubtful accounts increased slightly from $43,764 at December 31, 2008 to $43,722 at September 30, 2009. During the quarter ended September 30, 2008, we recorded bad debt expense totaling $21,800, and recovered $250 of amounts previously written off. Accordingly, our allowance for doubtful accounts increased from $11,950 at December 31, 2007, to $34,009 at September 30, 2008. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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. Significant estimates include the allowance for doubtful accounts and the valuation of goodwill and intangible assets. Actual results could differ from those estimates. Income Taxes We follow an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxa |
| Note 3. Notes payable- other | As of September 30, 2009 and December 31, 2008, we had unsecured notes payable outstanding totaling $0 and $64,828, respectively, as follows: September 30, 2009 December 31, 2008 Unsecured Note Payable in connection with the asset purchase agreement in March 2007, with interest of 8%, which was fully paid on January 28, 2009. $ -- $ 35,000 Unsecured Note Payable in connection with the July 2, 2007 acquisition of Bassett Press, with interest of 8%, due and payable monthly, due on July 17, 2009 and which was fully repaid in August 2009. -- 29,828 Less current portion -- 64,828 Total long-term notes payable- other $ - $ - On January 28, 2009, we entered into a settlement and release agreement ("Agreement") with the holder of the note payable that we issued in March 2007. Pursuant to the terms of the agreement, the holder agreed to accept $35,000 in full payment of principal and interest, which was paid in full on January 28, 2009. We recognized a gain on settlement of debt of approximately $16,900 as of December 31, 2008, when we reduced the carrying value of the debt pursuant to the settlement agreement. |
| Note 4. Notes payable- related party | As of September 30, 2009 and December 31, 2008, we had three unsecured related party notes payable outstanding, totaling $73,525 as follows: September 30, 2009 December 31, 2008 Note Payable to our Chief Executive Officer in the amount of $25,000 for various obligations the former company was party to, including former legal counsel, former transfer agent and tax obligations with the state of Delaware. The unsecured note carries interest in the amount of 8% per annum and was due on December 31, 2008 or upon completion of a financing agreement totaling $250,000. The note is in default at September 30, 2009, and the holder has the right to demand payment at any time. There are no penalties associated with the default. $ 23,525 $ 23,525 Unsecured Note Payable to a Director of the Company in the amount of $25,000, with interest of 8%, due on receipt by the Company or its designated escrow agent of an aggregate of $1,000,000 in gross proceeds of the Private Placement. 25,000 25,000 Unsecured Note Payable to a Director of the Company in the amount of $25,000, with interest of 8%, due on receipt by the Company or its designated escrow agent of an aggregate of $1,000,000 in gross proceeds of the Private Placement. 25,000 25,000 Total notes payable - related party $ 73,525 $ 73,525 |
| Note 5. Preferred stock and common stock | During the nine months ended September 30, 2009, we issued 150,000 shares of our common stock to an employee under the terms of an employment agreement, paid $6,750 to repurchase 2,250,000 shares of our common stock from our former President shortly after his resignation, issued 20,000 shares of common stock to redeem all obligations pursuant to two shares of preferred stock, and issued 100,000 shares as payment for services rendered, as follows: Nine months ended September 30, 2009 Outstanding at January 1, 2009 18,834,717 Shares issued in settlement of obligation for services rendered in fiscal 2008 150,000 Repurchase of shares, subsequently retired (2,250,000 ) Shares issued to redeem preferred stock 20,000 Shares issued for services 100,000 Outstanding at September 30, 2009 16,854,717 In February 2009, we issued 150,000 shares of our common stock in connection with an employment agreement with a former officer of Bassett Press. The fair market value of the shares totaled $25,000, or $0.17 per share, which represents the closing price on the date of the agreement. These shares were issued pursuant to the employment agreement. In February 2009, our former President, who remains on our Board of Directors, sold 2,250,000 shares from his beneficial holdings in a private transaction for $6,750 to the Company. The shares were retired, and we reduced paid-in capital by $4,500. We issued 100,000 shares of our common stock in July 2009 to a consultant in exchange for certain consulting services, with an estimated fair market value of $10,000, which is equal to the closing price of our common stock on the date of the issuance. At September 30, 2009, we had five outstanding shares of Series A Preferred Stock. Although the Certificate of Designation of the rights, preferences and limitations of the Preferred Stock provides for dividends equal to eleven percent (11.0%) per year on the liquidation preference of $25,000 per share, we have not declared or accrued such dividends. These shares were issued by our predecessor company and the original documentation which would validate claims thereto is not available, and we are taking steps to retire the series. In April 2009, we issued 20,000 common shares to the holder of two preferred shares, for a value of $100 each, in settlement of the stated value and any potential claims to accumulated dividends thereon. Additionally, under Delaware law, dividends are an obligation only when declared, and the Board has not declared any dividends payable on the Series A Preferred Stock. |
| Note 6. Intangible Assets | Included in intangible assets is $50,000 of proprietary software of intellectual property acquired in July 2007, as part of the Basset Press acquisition. At the date of the acquisition and through the year ended December 31, 2008, we assigned an indefinite life to the proprietary software and included such software in our annual evaluation of impairment. During the first quarter of 2009, we reevaluated the useful life of the propriety software and have assigned a remaining estimated useful life of 6 years to such asset. |
| Note 7. Concentrations | For the three- and nine-month periods ended September 30, 2009 and 2008, we earned revenues (as a percentage of total revenues) in the following categories: Three months ended September 30, Nine months ended September 30, Revenue Streams 2009 2008 2009 2008 Compliance and reporting services 51.8% 48.4% 36.0% 49.0% Printing and financial communication 14.9% 28.4% 21.9% 31.1% Fulfillment and distribution 24.5% 17.3% 23.3% 16.0% Software licensing 2.1% 5.9% 5.6% 3.9% Transfer agent services 6.7% -- 13.2% -- Total 100.0% 100.0% 100.0% 100.0% No one customer accounted for greater than 10% of our operating revenues during the three month period ended September 30, 2009. One customer accounted for 15% of our operating revenues during the three month period ended September 30, 2008. One customer accounted for 33% of our operating revenues during the nine month period ended September 30, 2009. No one customer accounted for greater than 10% of our operating revenues during the nine month period ended September 30, 2008. At September 30, 2009, one customer accounted for 22.5% of our total accounts receivable. As of December 31, 2008, two customers comprised 55.3% (41.0% and 14.3%) of our total accounts receivable. We do not believe we had any financial instruments that could have potentially subjected us to significant concentrations of credit risk. A portion of our revenues are paid at the beginning of the month via credit card or in advance by check, the remaining accounts receivable amounts are generally due within 30 days, none of which is collateralized. |
| Document Information | |
| 9 Months Ended
Sep. 30, 2009 | |
| Document Information | |
| Document Type | 10-Q |
| Amendment Flag | false |
| Document Period End Date | 2009-09-30 |
| Entity Information (USD $) | |
| 9 Months Ended
Sep. 30, 2009 | |
| Entity Information | |
| Entity Trading Symbol | ISDR |
| Entity Registrant Name | Issuer Direct Corporation |
| Entity Central Index Key | 0000843006 |
| Current Fiscal Year End Date | --12-31 |
| Entity Well Known Seasoned Issuer | No |
| Entity Voluntary Filer | Yes |
| Entity Current Reporting Status | Yes |
| Entity Filer Category | Smaller Reporting Company |
| Entity Common Stock, Shares Outstanding | 16,854,717 |
| Entity Public Float | $779,574 |
