|
Acquisitions (Tables)
|
12 Months Ended |
|
Dec. 31, 2014
|
| Business Acquisition [Line Items] |
|
| Schedule of Pro Forma Information |
The following unaudited consolidated pro forma information gives effect to the acquisitions of Noble Voice and NAPW as if these transactions had occurred on January 1, 2013. The following pro forma information is presented for illustration purposes only and is not necessarily indicative of the results that would have been attained had the acquisitions been completed on January 1, 2013, nor are they indicative of results that may occur in any future periods.
|
|
Year Ended December 31,
|
|
|
|
|
|
2014
|
|
|
2013
|
|
|
|
|
Revenues
|
|
$ |
42,793,803 |
|
|
$ |
29,396,415 |
|
|
|
|
Net loss
|
|
$ |
(4,628,737 |
) |
|
$ |
(5,837,145 |
) |
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
Net loss per share:
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted
|
|
$ |
(0.36 |
) |
|
$ |
(0.46 |
) |
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted
|
|
|
12,788,663 |
|
|
|
12,727,929 |
|
|
|
|
| Noble Voice [Member] |
|
| Business Acquisition [Line Items] |
|
| Schedule of Purchase Price Allocation |
The allocation of the purchase price is summarized as follows:
|
Promissory note issued
|
|
$ |
1,389,386 |
|
| |
|
|
|
|
|
Allocated to:
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
439,156 |
|
|
Accounts receivable
|
|
|
2,248,537 |
|
|
Prepaid expenses and other current assets
|
|
|
23,026 |
|
|
Property and equipment
|
|
|
13,040 |
|
|
Security deposits
|
|
|
16,476 |
|
|
Accounts payable
|
|
|
(1,111,669 |
) |
|
Accrued expenses
|
|
|
(186,638 |
) |
|
Deferred tax liability
|
|
|
(272,586 |
) |
|
Net assets acquired
|
|
|
1,169,342 |
|
| |
|
|
|
|
|
Excess of purchase price over net assets acquired before allocation to identifiable intangible assets and gain on bargain purchase of business
|
|
$ |
220,044 |
|
|
| Schedule of Acquired Intangible Assets and Goodwill |
|
|
Amount
|
|
|
Estimated Useful Life (Years)
|
|
|
Developed Technology
|
|
$ |
330,000 |
|
|
|
3 |
|
|
Customer Relationships
|
|
|
280,000 |
|
|
|
5 |
|
|
Trade Name/Trademarks
|
|
|
40,000 |
|
|
|
4 |
|
|
Amortizable Intangible Assets
|
|
|
650,000 |
|
|
|
|
|
|
Gain on Bargain Purchase of Business
|
|
|
(429,956 |
) |
|
|
|
|
| |
|
$ |
220,044 |
|
|
|
|
|
|
| NAPW [Member] |
|
| Business Acquisition [Line Items] |
|
| Schedule of Purchase Price Allocation |
The preliminary allocation of the purchase price is summarized as follows:
|
Fair value of common stock issued (6,309,845 shares)
|
|
$ |
35,272,033 |
|
|
Cash paid
|
|
|
3,555,000 |
|
|
Promissory note issued
|
|
|
434,582 |
|
|
Stock options issued (183,000 options)
|
|
|
556,496 |
|
|
Common stock purchase warrants issued (181,250 warrants)
|
|
|
294,342 |
|
|
Total consideration
|
|
|
40,112,453 |
|
| |
|
|
|
|
|
Allocated to:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$ |
5,198 |
|
|
Accounts receivable
|
|
|
353,377 |
|
|
Incremental direct costs
|
|
|
931,126 |
|
|
Prepaid expenses and other current assets
|
|
|
297,904 |
|
|
Property and equipment
|
|
|
795,618 |
|
|
Security deposits
|
|
|
342,190 |
|
|
Merchant reserve
|
|
|
1,528,558 |
|
|
Other assets
|
|
|
159,412 |
|
|
Accounts payable
|
|
|
(6,153,564 |
) |
|
Accrued expenses
|
|
|
(1,954,036 |
) |
|
Deferred revenue
|
|
|
(8,880,000 |
) |
|
Deferred tax liability
|
|
|
(6,193,765 |
) |
|
Merchant cash advances
|
|
|
(447,371 |
) |
|
Capital lease obligations
|
|
|
(22,397 |
) |
|
Net liabilities assumed
|
|
|
(19,237,750 |
) |
| |
|
|
|
|
|
Excess of purchase price over net liabilities assumed before allocation to identifiable intangible assets and goodwill
|
|
$ |
59,350,203 |
|
|
| Schedule of Acquired Intangible Assets and Goodwill |
|
|
Amount
|
|
|
Estimated Useful Life (Years)
|
|
|
Sales Process
|
|
$ |
3,970,000 |
|
|
|
10 |
|
|
Paid Member Relationships
|
|
|
890,000 |
|
|
|
5 |
|
|
Member Lists
|
|
|
8,957,000 |
|
|
|
5 |
|
|
Developed Technology
|
|
|
648,000 |
|
|
|
3 |
|
|
Trade Name/Trademarks
|
|
|
440,000 |
|
|
|
4 |
|
|
Amortizable Intangible Assets
|
|
|
14,905,000 |
|
|
|
|
|
|
Goodwill
|
|
|
44,445,203 |
|
|
|
|
|
| |
|
$ |
59,350,203 |
|
|
|
|
|
|