Quarterly report [Sections 13 or 15(d)]

Note 7 - Intangible Assets

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Note 7 - Intangible Assets
9 Months Ended
Sep. 30, 2025
Notes to Financial Statements  
Intangible Assets Disclosure [Text Block]

7. Intangible Assets

 

Intangible assets, net was as follows:

 

           

Gross

           

Net

 
   

Useful Lives

   

Carrying

   

Accumulated

   

Carrying

 

September 30, 2025

 

(Years)

   

Amount

   

Amortization

   

Amount

 

Long-lived intangible assets:

                               

Sales Process

    10     $ 2,130,956     $ (2,130,956 )   $ -  

Paid Member Relationships

    5       803,472       (803,472 )     -  

Member Lists

    5       8,186,181       (8,177,848 )     8,333  

Developed Technology

    3       648,000       (648,000 )     -  

Trade Name/Trademarks

    4       442,500       (442,500 )     -  

Contracts acquired in RemoteMore acquisition

    3 - 12 (months)       1,377,083       (1,377,083 )     -  
              13,588,192       (13,579,859 )     8,333  

Indefinite-lived intangible assets:

                               

Trade name

                            101,400  

Copyrights

                            4,700,000  

Intangible assets, net

                          $ 4,809,733  

 

           

Gross

           

Net

 
   

Useful Lives

   

Carrying

   

Accumulated

   

Carrying

 

December 31, 2024

 

(Years)

   

Amount

   

Amortization

   

Amount

 

Long-lived intangible assets:

                               

Sales Process

    10     $ 2,130,956     $ (2,130,956 )   $ -  

Paid Member Relationships

    5       803,472       (803,472 )     -  

Member Lists

    5       8,186,181       (8,152,848 )     33,333  

Developed Technology

    3       648,000       (648,000 )     -  

Trade Name/Trademarks

    4       442,500       (442,500 )     -  

Contracts acquired in RemoteMore acquisition

    3 - 12 (months)       1,377,083       (1,377,083 )     -  
              13,588,192       (13,554,859 )     33,333  

Indefinite-lived intangible assets:

                               

Trade name

                            101,400  

Intangible assets, net

                          $ 134,733  

 

As of September 30, 2025, estimated amortization expense in future fiscal years is summarized as follows:

 

Year ended December 31,

       

Remaining of 2025

  $ 8,333  

Net Carrying Amount

  $ 8,333  

 

On September 3, 2025, the Company entered into a copyright transfer agreement (the “High Wave Copyright Transfer Agreement”) with High Wave Corp (“High Wave”), under which High Wave agreed to assign to the Company the copyrights and related rights of forty (40) original musical works, including all copyrights and related rights such as reproduction, performance, broadcasting, and adaptation. The total purchase consideration is $10,000,000, payable in four installments between October 15 and November 30, 2025, with ownership of each batch of works transferring upon payment. High Wave warranted full ownership and non-infringement of the works, waived all moral rights, and agreed not to resell or license them. As of September 30, 2025, the Company had paid $2,900,000 under the High Wave Agreement.

 

On September 12, 2025, the Company entered into a copyright transfer agreement (the “Copyright Agreement”) with Streams Ohio, a non-affiliated accredited investor. Pursuant to the Copyright Agreement, the Company agreed to acquire eight (8) original musical works from the Streams Ohio for $1,800,000. Under the terms of the Copyright Agreement, consideration could be paid in cash, shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), or a combination thereof. The board of directors of the Company (the “Board”) approved payment of the consideration through the issuance of 556,000 shares of Common Stock (the “Copyright Shares”), subject to the limitations of Listing Rule 5635 of The Nasdaq Stock Market LLC (“Nasdaq”). The Copyright Shares were issued in reliance on the exemptions from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder. The Copyright Agreement contains customary representations, warranties and covenants.

 

For the three months ended September 30, 2025 and 2024, amortization expense related to intangible assets was approximately $8,333 and $27,593, and is recorded in depreciation and amortization expense in the accompanying consolidated statements of operations

 

For the nine months ended September 30, 2025 and 2024, amortization expense related to intangible assets was approximately $25,000 and $82,781, and is recorded in depreciation and amortization expense in the accompanying consolidated statements of operations.