Cover
Cover - shares | 6 Months Ended | ||
Jun. 30, 2023 | Aug. 07, 2023 | Dec. 31, 2022 | |
Cover [Abstract] | |||
Entity Central Index Key | 0001495231 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2023 | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 15,385,470 | ||
Document Type | 10-Q | ||
Document Fiscal Period Focus | Q1 | ||
Document Transition Report | false | ||
Entity File Number | 001-37703 | ||
Entity Registrant Name | IZEA WORLDWIDE, INC. | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Tax Identification Number | 37-1530765 | ||
Entity Address, Address Line One | 1317 Edgewater Dr. | ||
Entity Address, Address Line Two | # 1880 | ||
Entity Address, Address Line Three | |||
Entity Address, City or Town | Orlando | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 32804 | ||
City Area Code | (407) | ||
Local Phone Number | 674-6911 | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | ||
Trading Symbol | IZEA | ||
Security Exchange Name | NASDAQ | ||
Entity Shell Company | false | ||
Entity Interactive Data Current | Yes | ||
Common stock, shares outstanding (shares) | 15,489,397 | 15,603,435 | |
Entity Emerging Growth Company | false | ||
Document Period End Date | Jun. 30, 2023 | ||
Entity Small Business | true | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Document Quarterly Report | true |
Consolidated Balance Sheets
Consolidated Balance Sheets | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 USD ($) shares | Jun. 30, 2023 USD ($) shares | Dec. 31, 2022 USD ($) shares | |
Current assets: | |||
Cash and cash equivalents | $ 31,223,220 | $ 31,223,220 | $ 24,600,960 |
Accounts receivable, net | 6,317,873 | 6,317,873 | 5,664,727 |
Prepaid expenses | 1,496,599 | 1,496,599 | 3,927,453 |
Short term investments | 14,084,241 | 14,084,241 | 16,106,758 |
Other current assets | 29,581 | 29,581 | 66,441 |
Total current assets | 53,151,514 | 53,151,514 | 50,366,339 |
Property and equipment, net of accumulated depreciation | 234,517 | 234,517 | 156,774 |
Goodwill | 4,016,722 | 4,016,722 | 4,016,722 |
Intangible assets, net | 64,953 | 64,953 | 64,953 |
Software development costs, net | 1,801,162 | 1,801,162 | 1,774,033 |
Long term investments | 19,754,238 | 19,754,238 | 29,296,069 |
Total assets | 79,023,106 | 79,023,106 | 85,674,890 |
Current liabilities: | |||
Accounts Payable | 2,117,072 | 2,117,072 | 1,968,322 |
Accrued expenses | 2,200,731 | 2,200,731 | 2,130,702 |
Contract liabilities | 8,257,166 | 8,257,166 | 11,247,746 |
Liabilities, Current | 12,574,969 | 12,574,969 | 15,346,770 |
Finance obligation, less current portion | 93,112 | 93,112 | 62,173 |
Liabilities | 12,668,081 | 12,668,081 | 15,408,943 |
Commitments and Contingencies (Note 8) | 0 | 0 | 0 |
Stockholders’ equity: | |||
Preferred stock; $0.0001 par value; 2,500,000 shares authorized; no shares issued and outstanding | 0 | 0 | 0 |
Common stock; $0.0001 par value; 50,000,000 shares authorized; shares issued: 15,734,680 and 15,603,597, respectively; shares outstanding: 15,489,397 and 15,603,597, respectively | 1,574 | 1,574 | 1,560 |
Treasury stock at cost: 245,283 and 0 shares at June 30, 2023 and December 31, 2022, respectively | (705,403) | (705,403) | 0 |
Additional paid-in capital | 149,646,200 | 149,646,200 | 149,148,248 |
Accumulated deficit | (81,942,831) | (81,942,831) | (78,103,066) |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (644,515) | (644,515) | (780,795) |
Stockholders' Equity Attributable to Parent | 66,355,025 | 66,355,025 | 70,265,947 |
Liabilities and Equity | $ 79,023,106 | $ 79,023,106 | $ 85,674,890 |
Common stock, shares, issued (shares) | shares | 15,734,680 | 15,734,680 | 15,603,435 |
Unrealized gain/(loss) on securities held | $ 10,100 | $ 136,280 |
Consolidated Balance Sheets Par
Consolidated Balance Sheets Parentheticals - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Parentheticals - Balance Sheet [Abstract] | ||
Preferred stock, par value (per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (shares) | 2,500,000 | 2,500,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (shares) | 50,000,000 | 50,000,000 |
Common stock, shares, issued (shares) | 15,734,680 | 15,603,435 |
Common stock, shares outstanding (shares) | 15,489,397 | 15,603,435 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 10,689,059 | $ 12,577,011 | $ 19,426,781 | $ 21,467,347 |
Costs and expenses: | ||||
Cost of revenue | 6,254,517 | 7,211,922 | 12,214,679 | 12,391,646 |
Sales and marketing | 2,831,949 | 2,289,769 | 5,236,500 | 4,810,112 |
General and administrative | 3,167,941 | 3,378,988 | 6,571,549 | 6,881,423 |
Depreciation and amortization | 110,432 | 138,492 | 456,694 | 277,321 |
Total costs and expenses | 12,364,839 | 13,019,171 | 24,479,422 | 24,360,502 |
Loss from operations | (1,675,780) | (442,160) | (5,052,641) | (2,893,155) |
Other income (expense): | ||||
Interest expense | (3,155) | (815) | (4,719) | (1,780) |
Other income (expense), net | 645,509 | 273,085 | 1,217,595 | 248,802 |
Other income (expense), net | 642,354 | 272,270 | 1,212,876 | 247,022 |
Net loss | (1,033,426) | (169,890) | (3,839,765) | (2,646,133) |
Weighted average shares outstanding - basic and diluted | $ 15,520,700 | $ 15,551,617 | $ 15,551,785 | $ 15,539,663 |
Basic and diluted loss per common share | $ (0.07) | $ (0.01) | $ (0.25) | $ (0.17) |
Statement of Comprehensive Inco
Statement of Comprehensive Income (Statement) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (1,033,426) | $ (169,890) | $ (3,839,765) | $ (2,646,133) |
Unrealized gain/(loss) on securities held | 10,100 | (267,482) | 136,280 | (267,482) |
Total other comprehensive income | 10,100 | (267,482) | 136,280 | (267,482) |
Total comprehensive income (loss) | $ (1,023,326) | $ (437,372) | $ (3,703,485) | $ (2,913,615) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | AOCI Attributable to Parent | Treasury Stock, Common |
Balance at Jun. 30, 2022 | $ 72,228,094 | $ 1,555 | $ 148,773,722 | $ (76,279,701) | $ (267,482) | |
Balance (shares) at Jun. 30, 2022 | 15,551,729 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock purchase plan & option exercise issuances (shares) | 9,519 | |||||
Stock purchase plan & option exercise issuances | 18,727 | $ 1 | 18,726 | |||
Stock issued for payment of services, net (shares) | 13,238 | |||||
Stock issued for payment of services | 62,482 | $ 1 | 62,481 | |||
Shares-based compensation (shares) | 26,399 | |||||
Stock-based compensation | 273,898 | $ 3 | 273,895 | |||
Share withheld to cover statutory taxes (shares) | (8,759) | |||||
Shares withheld to cover statutory taxes | (38,533) | $ (1) | (38,532) | |||
Net loss | (2,646,133) | (2,646,133) | ||||
Total other comprehensive income | (267,482) | (267,482) | ||||
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | (2,646,133) | |||||
Balance at Dec. 31, 2021 | 74,825,135 | $ 1,551 | 148,457,152 | (73,633,568) | 0 | |
Balance (shares) at Dec. 31, 2021 | 15,511,332 | |||||
Balance at Jun. 30, 2022 | 72,228,094 | $ 1,555 | 148,773,722 | (76,279,701) | (267,482) | |
Balance (shares) at Jun. 30, 2022 | 15,551,729 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock purchase plan & option exercise issuances (shares) | 8,269 | |||||
Stock purchase plan & option exercise issuances | 12,027 | $ 1 | 12,026 | |||
Stock issued for payment of services, net (shares) | 6,623 | |||||
Stock issued for payment of services | 31,259 | $ 0 | 31,259 | |||
Shares-based compensation (shares) | 14,099 | |||||
Stock-based compensation | 156,706 | $ 2 | 156,704 | |||
Share withheld to cover statutory taxes (shares) | (5,387) | |||||
Shares withheld to cover statutory taxes | (21,282) | $ (1) | (21,281) | |||
Net loss | (169,890) | (169,890) | ||||
Total other comprehensive income | (267,482) | (267,482) | ||||
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | (169,890) | |||||
Balance at Mar. 31, 2022 | 72,486,756 | $ 1,553 | 148,595,014 | (76,109,811) | ||
Balance (shares) at Mar. 31, 2022 | 15,528,125 | |||||
Balance at Mar. 31, 2023 | 67,825,439 | $ 1,565 | 149,387,894 | (80,909,405) | (654,615) | |
Balance (shares) at Mar. 31, 2023 | 15,650,235 | |||||
Balance at Dec. 31, 2022 | 70,265,947 | $ 1,560 | 149,148,248 | (78,103,066) | (780,795) | |
Balance (shares) at Dec. 31, 2022 | 15,603,597 | |||||
Balance at Jun. 30, 2023 | 66,355,025 | $ 1,574 | 149,646,200 | (81,942,831) | (644,515) | $ (705,403) |
Balance (shares) at Jun. 30, 2023 | 15,734,680 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock purchase plan & option exercise issuances (shares) | 4,329 | |||||
Stock purchase plan & option exercise issuances | 7,992 | $ 1 | 7,991 | |||
Stock issued for payment of services, net (shares) | 59,797 | |||||
Stock issued for payment of services | 150,009 | $ 6 | 150,003 | |||
Shares-based compensation (shares) | 67,446 | |||||
Stock-based compensation | 403,399 | $ 7 | 403,392 | |||
Share withheld to cover statutory taxes (shares) | (24,278) | |||||
Shares withheld to cover statutory taxes | $ (63,434) | $ (2) | (63,432) | |||
Stock Issued During Period, Shares, Reverse Stock Splits | 23,789 | 23,789 | ||||
Reverse stock split share adjustment, Value | $ 2 | (2) | ||||
Treasury Stock, Value, Acquired, Cost Method | $ (705,403) | (705,403) | ||||
Net loss | (3,839,765) | (3,839,765) | ||||
Total other comprehensive income | 136,280 | 136,280 | ||||
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | (3,839,765) | |||||
Balance at Dec. 31, 2022 | 70,265,947 | $ 1,560 | 149,148,248 | (78,103,066) | (780,795) | |
Balance (shares) at Dec. 31, 2022 | 15,603,597 | |||||
Balance at Jun. 30, 2023 | 66,355,025 | $ 1,574 | 149,646,200 | (81,942,831) | (644,515) | (705,403) |
Balance (shares) at Jun. 30, 2023 | 15,734,680 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock purchase plan & option exercise issuances (shares) | 4,329 | |||||
Stock purchase plan & option exercise issuances | 7,992 | $ 1 | 7,991 | |||
Stock issued for payment of services, net (shares) | 30,990 | |||||
Stock issued for payment of services | 75,009 | $ 3 | 75,006 | |||
Shares-based compensation (shares) | 38,229 | |||||
Stock-based compensation | 207,877 | $ 4 | 207,873 | |||
Share withheld to cover statutory taxes (shares) | (12,892) | |||||
Shares withheld to cover statutory taxes | (32,563) | $ (1) | (32,562) | |||
Stock Issued During Period, Shares, Reverse Stock Splits | 23,789 | |||||
Reverse stock split share adjustment, Value | $ 2 | (2) | ||||
Treasury Stock, Value, Acquired, Cost Method | (705,403) | $ (705,403) | ||||
Net loss | (1,033,426) | (1,033,426) | ||||
Total other comprehensive income | 10,100 | 10,100 | ||||
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | (1,033,426) | |||||
Balance at Mar. 31, 2023 | $ 67,825,439 | $ 1,565 | $ 149,387,894 | $ (80,909,405) | $ (654,615) | |
Balance (shares) at Mar. 31, 2023 | 15,650,235 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net Income (Loss) Attributable to Parent | $ (3,839,765) | $ (2,646,133) |
Adjustments to reconcile net income (loss) to net cash used for operating activities: | ||
Impairment of digital assets | 0 | 140,727 |
Depreciation | 45,946 | 65,528 |
Amortization | 410,748 | 211,793 |
Stock-based compensation | 403,399 | 273,898 |
Value of stock issued for payment of services | 150,009 | 62,482 |
(Gain)/Loss on disposal of equipment | 0 | 18,555 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (653,146) | 20,121 |
Prepaid expenses and other current assets | 2,467,714 | (539,639) |
Accounts payable | 148,750 | (284,920) |
Accrued expenses | 43,082 | (82,325) |
Contract liabilities | (2,990,579) | (1,806,859) |
Net cash provided by and (used for) operating activities | (3,813,842) | (4,566,772) |
Cash flows from investing activities: | ||
Purchase of short term investments | (172,865,911) | (33,069,694) |
Proceeds from the sale of short term investments | 174,848,157 | 0 |
Proceeds from the sale of long term investments | 9,718,381 | 0 |
Purchase of property and equipment, net | (65,803) | (31,310) |
Proceeds from sale of property and equipment | 0 | 10,344 |
Payments to Acquire Productive Assets | (437,877) | (277,369) |
Net cash provided by and (used for) investing activities | 11,196,947 | (59,489,551) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options & ESPP issuances | 7,992 | 18,727 |
Payments on notes payable and capital leases | 0 | (10,096) |
Payments for Repurchase of Common Stock | (705,403) | 0 |
Payments on shares withheld for statutory taxes | (63,434) | (38,533) |
Net cash provided by financing activities | (760,845) | (29,902) |
Net increase (decrease) in cash and cash equivalents | 6,622,260 | (64,086,225) |
Cash and cash equivalents, beginning of period | 24,600,960 | 75,433,295 |
Cash and cash equivalents, end of period | 31,223,220 | 11,347,070 |
Supplemental cash flow information: | ||
Interest paid | 4,553 | 1,894 |
Non-cash financing and investing activities: | ||
Equipment acquired with financing arrangement | 83,508 | 0 |
Fair value of common stock issued for future services | 150,009 | 125,000 |
Purchase of long term investments | $ 0 | $ 26,121,522 |
Company and Summary of Signific
Company and Summary of Significant Accounting Policies (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Business IZEA Worldwide, Inc. (“IZEA,” “we,” “us,” or “our”) creates and operates online marketplaces that connect marketers, including brands, agencies, and publishers, with content creators such as bloggers and tweeters (“creators”). Our technology brings the marketers and creators together, enabling their transactions to be completed at scale by managing custom content workflow, creator search and targeting, bidding, analytics, and payment processing. We help power the creator economy, allowing everyone from college students and stay-at-home individuals to celebrities and accredited journalists the opportunity to monetize their content, creativity, and influence through our marketers. IZEA compensates these creators for producing unique content such as long and short-form text, videos, photos, status updates, and illustrations for marketers or distributing such content on behalf of marketers through their websites, blogs, and social media channels. We provide value through managing custom content workflow, creator search and targeting, bidding, analytics, and payment processing. While the majority of the marketers engage us to perform these services (the “Managed Services”) on their behalf, they may also use our marketplaces to engage creators for influencer marketing campaigns or to produce custom content on a self-service basis by licensing our technology. Our primary technology platform, The IZEA Exchange (“ IZEAx ”), is designed to provide a unified ecosystem that enables the creation and publication of multiple types of custom content through its creators’ websites, blogs, and social media channels, including, among others, Twitter, Facebook, YouTube, Twitch, and Instagram. We extensively use this platform to manage influencer marketing campaigns on behalf of the Company’s marketers. During 2022, we re-engineered our influencer marketing platform to align more closely with user requirements, announcing the initial rollout of IZEA Flex (“ Flex ”) in September 2022, and we announced the commercial launch of Flex in January 2023. Flex , which introduces end-to-end tracking of social commerce, enabling influencer impact at scale, includes eight modules allowing pricing plans that meet a range of users, will replace IZEAx as our primary platform. IZEAx was sunset in the second quarter of 2023. Flex is designed with flexibility as a core tenet, allowing marketers to use any combination of independent applications as they see fit. The result is a comprehensive suite of tools that, individually, supercharge influencer marketing efforts and become even more powerful when combined. Flex offers eight core modules: Discover, ContentMine, ShareMonitor, Integrations, Tracking Links, Contacts, Transactions, and Campaigns . Flex allows marketers to easily measure the impact of individual influencers on e-commerce revenue at scale, and integrates key functions of The Creator Marketplace on IZEA.com. Modules in Flex include Discover , which allows marketers to search through content from millions of influencer social profiles while filtering across channels, demographics, and interests; ContentMine , a content management tool that collects and measures influencer content, providing real-time insights and A.I. content analysis from BrandGraph ; ShareMonitor , a multi-platform social monitoring tool that allows marketers to monitor hashtags, keywords and brand mentions across leading social platforms; Integrations provides deep integrations such as with Google Analytics and Shopify, providing marketers the capability to track influencer campaign metrics such as time on site, engagement, and revenue; and, Tracking Links provides real-time tracking metrics for influencer marketing and can track customer conversions, spend, and purchases when used with other Flex modules. In 2020, we launched two platforms, BrandGraph and Shake . BrandGraph is a social media intelligence platform that is heavily integrated with IZEAx and now Flex, which relies largely on data from the other platforms but is also available as a stand-alone platform. The BrandGraph platform maps and classifies the complex hierarchy of corporation-to-brand relationships by category and associates social content with brands through a proprietary content analysis engine. Shake was sunset in October of 2022 in conjunction with the launch of The Creator Marketplace , which replaces and improves upon Shake’s functionality. Shake was aimed at digital creatives seeking freelance “gig” work. Creators listed available “Shakes” on their accounts in the platform and marketers could select and purchase creative packages from them through a streamlined chat experience, assisted by ShakeBot - a proprietary artificial intelligence assistant. In October 2022, we launched The Creator Marketplace (“ Marketplace ”) on IZEA.com, which provides powerful tools for creators to showcase their social handles and the brands and topics they post about, and marketers to easily search and filter creator listing that meet requirements of their influencer marketing campaigns, including creator specific predictive audience demographics. Marketplace features include Casting Calls, which give marketers and creators a two-way marketplace to connect and collaborate; marketers use Casting Calls to solicit creators for everything from influencing campaigns to full-time employment; creators respond directly to Casting Calls with video and text responses. Basis of Presentation The accompanying consolidated balance sheet as of June 30, 2023, the consolidated statements of operations for the three and six months ended June 30, 2023 and 2022, the consolidated statements of comprehensive loss for the three and six months ended June 30, 2023 and 2022, the consolidated statements of stockholders' equity for the three and six months ended June 30, 2023 and 2022, and the consolidated statements of cash flows for the six months ended June 30, 2023 and 2022 are unaudited but include all adjustments that are, in the opinion of management, necessary for a fair presentation of its financial position at such dates and its results of operations and cash flows for the periods then ended in conformity with generally accepted accounting principles in the United States (GAAP). The consolidated balance sheet as of December 31, 2022 has been derived from the audited consolidated financial statements at that date but, in accordance with the rules and regulations of the SEC, does not include all of the information and notes required by GAAP for complete financial statements. Operating results for the three and six months ended June 30, 2023 are not necessarily indicative of results that may be expected for the entire fiscal year. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the fiscal year ended December 31, 2022, included in the Company's Annual Report on Form 10-K filed with the SEC on March 31, 2023. Principles of Consolidation The consolidated financial statements include the accounts of IZEA Worldwide, Inc. and its wholly-owned subsidiaries, subsequent to the subsidiaries’ individual acquisition, merger, or formation dates, as applicable. All significant intercompany balances and transactions have been eliminated in consolidation. Use of Estimates Preparing financial statements that conform with GAAP may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose 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. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less from the date of purchase to be cash equivalents. The FDIC insures deposits made to the Company bank accounts up to a maximum of $250,000 at each bank. The CDIC insures deposits made to the Company bank accounts in Canada up to CAD 100,000. Deposit balances exceeding these limits were approximately $30.6 million and $24.4 million as of June 30, 2023, and December 31, 2022, respectively. Investment in Debt Securities Our investments in debt securities are carried at either amortized cost or fair value. The cost basis is determined by the specific identification method. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale. Realized and unrealized gains and losses on trading debt securities as well as realized gains and losses on available-for-sale debt securities are included in net income. Unrealized gains and losses, net of tax, on available-for-sale debt securities are included in our consolidated balance sheet as a component of accumulated other comprehensive income (loss). Accounts Receivable and Concentration of Credit Risk The Company’s accounts receivable balance consists of trade receivables and a reserve for credit losses. Trade receivables are customer obligations due under normal trade terms. The Company had net trade receivables of $6.3 million at June 30, 2023. The Company had net trade receivables of $5.7 million at December 31, 2022. Management determines the collectability of accounts receivable by regularly evaluating individual customer receivables and considering a customer’s financial condition, credit history, and current economic conditions. An account is deemed delinquent when the customer has not paid an amount due by its associated due date. If a portion of the account balance is deemed uncollectible, the Company will either write off the amount owed or provide a reserve based on its best estimate of the uncollectible portion of the account. The Company had a reserve for credit losses of $155,000 as of June 30, 2023, and December 31, 2022. Management believes this estimate is reasonable, but there can be no assurance that the estimate will not change due to a change in economic conditions or business conditions within the industry, the individual customers, or the Company. Any adjustments to this account are reflected in the consolidated statements of operations as a general and administrative expense. The Company did not recognize any bad debt expense for the three and six months ended June 30, 2023 and 2022. Credit risk concentration concerning accounts receivable has been typically limited because many geographically diverse customers make up the Company’s customer base, thus spreading the trade credit risk. However, the Company’s addition of SaaS customers has increased credit exposure on certain customers who carry significant credit balances related to their marketplace spend. The Company controls credit risk through credit approvals, credit limits, and monitoring procedures. The Company performs credit evaluations of its customers but generally does not require collateral to support accounts receivable. The Company currently has two customers that each accounted for more than 10% of total accounts receivable at June 30, 2023, and three customers that each accounted for more than 10% of total accounts receivable at December 31, 2022. The Company had one customer that accounted for more than 10% of its gross billings during the three months ended June 30, 2023 and two customers that each accounted for more than 10% of its gross billings during the three months ended June 30, 2022. The Company had one customer that accounted for more than 10% of its gross billings during the six months ended June 30, 2023 and two customers that each accounted for more than 10% of its gross billings during the six months ended June 30, 2022. Property and Equipment Property and equipment are recorded at cost, or if acquired in a business combination, at the acquisition date fair value. Depreciation is computed using the straight-line method over the estimated useful lives of the assets as follows: Computer Equipment 3 years Office Equipment 3 - 10 years Furniture and Fixtures 5 - 10 years The carrying amounts of assets sold or retired and the related accumulated depreciation are eliminated in the year of disposal, with resulting gains or losses included in general and administrative expense in the consolidated statements of operations. Goodwill Goodwill represents the excess of the consideration transferred for an acquired business over the fair value of the underlying identifiable net assets. The Company has goodwill in connection with its acquisitions of Ebyline, Inc. (“Ebyline”), ZenContent, Inc. (“ZenContent”), and TapInfluence, Inc. (“TapInfluence”). Goodwill is not amortized but instead, it is tested for impairment at least annually. In the event that management determines that the value of goodwill has become impaired, the Company will record a charge in an amount equal to the excess of the reporting unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit during the fiscal quarter in which the determination is made. The Company performs its annual impairment tests of goodwill as of October 1 of each year, or more frequently, if certain indicators are present. Goodwill is required to be tested for impairment at the reporting unit level. A reporting unit is an operating segment or one level below the operating segment level, referred to as a component. Management identifies its reporting units by assessing whether components (i) have discrete financial information available, (ii) engage in business activities, and (iii) whether a segment manager regularly reviews the component’s operating results. Net assets and goodwill of acquired businesses are allocated to the reporting unit associated with the acquired business based on the anticipated organizational structure of the combined entities. If two or more components are deemed economically similar, those components are aggregated into one reporting unit when performing the annual goodwill impairment review. The Company had one reporting unit as of June 30, 2023. No indicators were present and no impairment was recorded during the three and six months ended June 30, 2023. Intangible Assets The Company acquired the most of its intangible assets through its acquisitions of Ebyline, ZenContent, and TapInfluence, and amortized the identifiable intangible assets over periods of 12 to 60 months. See Note 4 for further details. The Company accounts for its digital assets held as indefinite-lived intangible assets in accordance with ASC 350, Intangibles—Goodwill and Other . The Company maintains ownership of and control over its digital assets and may use third-party custodial services to secure them. Digital assets are initially recorded at cost and evaluated for any impairment losses incurred since acquisition. The Company did not recognize any impairment of digital assets during the three and six months ended June 30, 2023. The Company recognized an impairment of $140,727 on digital assets during the six months ended June 30, 2022. The Company reviews long-lived assets, including software development costs and other intangible assets, for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. If an evaluation is required, the estimated future undiscounted cash flows associated with the asset are compared with the asset's carrying amount to determine if there has been an impairment, which is calculated as the difference between the assets fair value and the carrying value. Estimates of future undiscounted cash flows are based on expected growth rates for the business, anticipated future economic conditions, and estimates of residual values. Fair values depend upon management estimates of risk-adjusted discount rates, which are believed to be consistent with assumptions that marketplace participants would use in their estimates of fair value. The Company did not recognize any impairment charges associated with the Company’s acquired intangible assets during the three and six months ended June 30, 2023, and 2022. Software Development Costs In accordance with Accounting Standards Codification (“ASC”) 350-40, Internal Use Software, the Company capitalizes certain internal-use software development costs associated with creating and enhancing internally developed software related to its platforms. Software development activities generally consist of three stages (i) the research and planning stage, (ii) the application and development stage, and (iii) the post-implementation stage. Costs incurred in the research and planning stage and in the post-implementation stage of software development, or other maintenance and development expenses that do not meet the qualification for capitalization, are expensed as incurred. Costs incurred in the application and development stage, including significant enhancements and upgrades, are capitalized. These costs include personnel and related employee benefits expenses for employees or consultants directly associated with and who devote time to software projects and external direct costs of materials obtained in developing the software. The Company also capitalizes certain costs associated with cloud computing arrangements (CCAs). These software developments, acquired technology, and CCA costs are amortized on a straight-line basis over the estimated useful life of five years upon initial release of the software or additional features. The Company reviews the software development costs for impairment when circumstances indicate that their carrying amounts may not be recoverable. If the carrying value of an asset group is not recoverable, the Company recognizes an impairment loss for the excess of carrying value over the fair value in its consolidated statements of operations. See Note 5 for further details. Leases Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) , established a right-of-use model that requires a lessee to record a right-of-use asset and a right-of-use liability on the balance sheet for all leases with terms longer than 12 months. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The Company does not record leases on the balance sheet with a lease term of 12 months or less at the commencement date. Revenue Recognition The Company generates revenue from four primary sources: (1) revenue from its managed services when a marketer (typically a brand, agency, or partner) pays the Company to provide custom content, influencer marketing, amplification, or other campaign management services (“Managed Services”); (2) revenue from fees charged to software customers on their marketplace spend within the Company's platforms (“Marketplace Spend Fees”); (3) revenue from license and subscription fees charged to access our platforms (“License Fees”); and, (4) revenue derived from other fees such as inactivity fees, early cash-out fees, and other miscellaneous fees charged to users of the Company's platforms (“Other Fees”). The Company recognizes revenue in accordance with Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (“ASC 606”). Under ASC 606, revenue is recognized based on a five-step model as follows: (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) performance obligations are satisfied. The core principle of ASC 606 is that revenue is recognized when the transfer of promised goods or services to customers is made in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are distinct performance obligations. The Company also determines whether it acts as agent or principal for each identified performance obligation. The determination of whether the Company acts as principal or agent is highly subjective and requires the Company to evaluate several indicators individually and as a whole in order to make its determination. For transactions in which the Company acts as a principal, revenue is reported on a gross basis as the amount paid by the marketer for the purchase of content or sponsorship, promotion, and other related services and the Company records the amounts it pays to third-party creators as cost of revenue. For transactions in which the Company acts as an agent, revenue is reported on a net basis as the amount charged to the self-service marketer using the Company’s platforms, less the amounts paid to the third-party creators providing the service. The Company maintains separate arrangements with each marketer and content creator either in the form of a master agreement or terms of service, which specify the terms of the relationship and access to its platforms or by statement of work, which specify the price and the services to be performed, along with other terms. The transaction price is determined based on the fixed fee stated in the statement of work and does not contain variable consideration. Marketers who contract with the Company to manage their advertising campaigns or custom content requests may prepay for services or request credit terms. Payment terms are typically 30 days from the invoice date. The agreement typically provides for either a non-refundable deposit or a cancellation fee if the customer cancels the agreement before the completion of services. Billings in advance of completed services are recorded as a contract liability until earned. The Company assesses collectability based on several factors, including the creditworthiness of the customer and payment and transaction history. Managed Services Revenue For Managed Services Revenue, the Company enters into agreements to provide services that may include multiple distinct performance obligations in the form of (i) an integrated marketing campaign to provide influencer marketing services, which may include the provision of blogs, tweets, photos, or videos shared through social network offerings and content promotion, such as click-through advertisements appearing in websites and social media channels, and (ii) custom content items, such as a research or news article, informational material or videos. Marketers typically purchase influencer marketing services to provide public awareness or advertising buzz regarding the marketer’s brand and purchase custom content for internal and external use. The Company views its obligation to deliver influencer marketing services, including management services, as a single performance obligation that is satisfied over time as the customer receives the benefits from the services. Revenue is recognized using an input method of costs incurred compared to total expected costs to measure the progress towards satisfying the overall performance obligation of the marketing campaign. The Company may provide one type or a combination of all types of these influencer marketing services on a statement of work for a lump sum fee. When multiple types of performance obligations exist in a contract, the Company allocates revenue to each distinct performance obligation at contract inception based on its relative standalone selling price. These performance obligations are to be provided over a period that generally ranges from one day to one year. The delivery of custom content represents a distinct performance obligation that is satisfied at a point in time when each piece of content is delivered to the customer. Based on the Company’s evaluations, revenue from Managed Services is reported on a gross basis because the Company has the primary obligation to fulfill the performance obligations, and it creates, reviews, and controls the services. The Company takes on the risk of payment to any third-party creators, and it establishes the contract price directly with its customers based on the services requested in the statement of work. Marketplace Spend Fees Revenue For Marketplace Spend Fees Revenue, the self-service customers instruct creators found through the Company’s platforms to provide and/or distribute custom content for an agreed-upon transaction price. The Company’s platforms control the contracting, description of services, acceptance of, and payment for the requested content. This service is used primarily by news agencies or marketers to control the outsourcing of their content and advertising needs. The Company charges the self-service customer the transaction price plus a fee based on the contract. Revenue is recognized when the transaction is completed by the creator and accepted by the marketer or verified as posted by the system. Based on the Company’s evaluations, this revenue is reported on a net basis since the Company is acting as an agent through its platform for the third-party creator to provide the services or content directly to the self-service customer or to post approved content through one or more social media platforms. License Fees Revenue License Fees Revenue is generated by granting customers limited, non-exclusive, non-transferable access to the Company’s technology platforms for an agreed-upon subscription period. Customers access the platforms to manage their influencer marketing campaigns. Fees for subscription or licensing services are recognized straight-line over the term of the service. Other Fees Revenue Other Fees Revenue is generated when fees are charged to the Company’s platform users primarily related to monthly plan fees, inactivity fees, and early cash-out fees. Plan fees are recognized within the month they relate to, inactivity fees are recognized at a point in time when the account is deemed inactive, and early cash-out fees are recognized when a cash-out is either below certain minimum thresholds or when accelerated payout timing is requested. The Company does not typically engage in contracts that are longer than one Advertising Costs Advertising costs are charged to expense as they are incurred. Advertising costs for the three months ended June 30, 2023 and 2022 were approximately $0.8 million and $0.5 million, respectively. Advertising costs charged to operations for the six months ended June 30, 2023, and 2022 were approximately $1.3 million and $1.0 million, respectively. Advertising costs are included in sales and marketing expense in the accompanying consolidated statements of operations. Income Taxes The Company has not recorded federal income tax expense due to its history of net operating losses. Deferred income taxes are accounted for using the balance sheet approach, which requires recognition of deferred tax assets and liabilities for the expected future consequences of temporary differences between the financial reporting basis and the tax basis of assets and liabilities. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be realized. The Company incurs state franchise tax in twelve states, which is included in general and administrative expense in the consolidated statements of operations and comprehensive loss. The Company identifies and evaluates uncertain tax positions, if any, and recognizes the impact of uncertain tax positions for which there is a less than more-likely-than-not probability of the position being upheld when reviewed by the relevant taxing authority. Such positions are deemed unrecognized tax benefits, and a corresponding liability is established on the balance sheet. The Company has not recognized a liability for uncertain tax positions. If there were an unrecognized tax benefit, the Company would recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company’s tax years subject to examination based on the statute of limitations by the IRS is generally three years; however, the IRS may examine records and other evidence from the year the net operating loss was generated when the Company utilizes net operating loss carryforwards in future periods. The tax years subject to examination by the Canadian Revenue Agency is generally four years. Fair Value of Financial Instruments The Company records investments in financial instruments at fair value, which is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect certain market assumptions. There are three levels of inputs that may be used to measure fair value: • Level 1 – Valuation based on quoted market prices in active markets for identical assets and liabilities. • Level 2 – Valuation based on quoted market prices for similar assets and liabilities in active markets. • Level 3 – Valuation based on unobservable inputs that are supported by little or no market activity, therefore requiring management’s best estimate of what market participants would use as fair value. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management. As of June 30, 2023, the Company holds Level 1 and Level 2 financial assets; this is discussed further in Note 2 - Financial Instruments. Stock-Based Compensation Stock-based compensation cost related to stock options granted under the 2011 Equity Incentive Plan, as amended, (see Note 9) is measured at the grant date, based on the fair value of the award, and is recognized as expense over the employee’s requisite service period on a straight-line basis. The Company estimates the fair value of each option award on the date of grant using a Black-Scholes option-pricing model that uses the assumptions noted in the table below. The Company uses the simplified method to estimate the expected term of employee stock options because it does not believe historical exercise data will provide a reasonable basis for estimating the expected term for the current share options granted. The simplified method assumes that employees will exercise share options evenly between the period when the share options are vested and ending on the date when the options would expire. The Company uses the closing stock price of its common stock on the date of the grant as the associated fair value of its common stock. The Company estimates the volatility of its common stock at the date of grant based on the volatility of its stock during the period. The Company uses the risk-free interest rate on the implied yield currently available on U.S. Treasury issues with an equivalent remaining term approximately equal to the expected life of the award. The Company has never paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future. The Company used the following assumptions for stock options granted under the 2011 Equity Incentive Plan during the three and six months ended June 30, 2023, and 2022: Three Months Ended June 30, Six Months Ended June 30, 2011 Equity Incentive Plan Assumptions 2023 2022 2023 2022 Expected term 5 years 6 years 5 years 6 years Weighted average volatility —% —% 75.27% 120.48% Weighted average risk-free interest rate 2.62% 2.11% 2.55% 1.70% Expected dividends — — — — Weighted average expected forfeiture rate 37.00% 37.00% 37.00% 37.00% The Company estimates forfeitures when recognizing compensation expense and adjusts the estimate over the requisite service period based on the extent to which actual forfeitures differ, or are expected to differ, from su |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Financial Instruments Disclosure | FINANCIAL INSTRUMENTS Cash, Cash Equivalents, and Marketable Securities (Available for Sale) Per a revised investment strategy policy, the Company engaged a third party registered investment advisor and appointed a leading national bank for custody services with respect to investment securities, making an initial deposit of $60 million on April 18, 2022. Investments comply with the Company’s revised investment strategy policy, designed to preserve capital, minimize investment risks, and maximize returns. The following table shows the Company’s cash, cash equivalents, and marketable securities by significant investment category as of June 30, 2023: Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities (1) Non-Current Marketable Securities (2) Cash $ 8,953,122 $ — $ — $ 8,953,122 $ 8,953,122 $ — $ — Level 1 (3) Commercial paper 22,272,325 — (2,227) 22,270,098 22,270,098 — — US Treasury securities 10,011,762 — (174,598) 9,837,164 — 4,956,517 4,880,647 Subtotal 32,284,087 — (176,825) 32,107,262 22,270,098 4,956,517 4,880,647 Level 2 (4) Asset backed securities 6,271,417 — (108,263) 6,163,154 — 2,073,351 4,089,803 Corporate debt securities 18,197,588 3,390 (362,817) 17,838,161 — 7,054,373 10,783,788 Subtotal 24,469,005 3,390 (471,080) 24,001,315 — 9,127,724 14,873,591 Total $ 65,706,214 $ 3,390 $ (647,905) $ 65,061,699 $ 31,223,220 $ 14,084,241 $ 19,754,238 (1) Current Marketable Securities have a holding period under one (2) Non-Current Marketable Securities have a holding period over one one five (3) Level 1 fair value estimates are based on quoted prices in active markets for identical assets and liabilities. (4) Level 2 fair value estimates are based on observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets and liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets and liabilities. The Company records the fair value of cash equivalents and marketable securities on the balance sheet. The adjusted cost, which includes unrealized gains and losses, reflects settlement amounts if all investments are held to maturity. The Company recognized $104 realized gains (net of losses) for the three and six months ended June 30, 2023 and did not recognize any realized gains (net of losses) for the three and six months ended June 30, 2022. Realized gains and losses are a component of other income (expense), net. Unrealized gains and losses are a component of other comprehensive income (loss) (“OCI”). The following table summarizes the estimated fair value of investments in marketable debt securities by stated contractual maturity dates: June 30, 2023 December 31, 2022 Due in 1 year or less $ 14,084,241 $ 16,106,758 Due in 1 year through 5 years 19,754,238 29,296,069 Total $ 33,838,479 $ 45,402,827 The following table presents fair values and net unrealized gains (losses) recorded to OCI, aggregated by investment category: June 30, 2023 December 31, 2022 Fair Value Net Unrealized Gain (Loss) Fair Value Net Unrealized Gain (Loss) Cash and cash equivalents $ 31,223,220 $ (2,227) $ 24,600,960 $ (2,131) Government bonds 9,837,164 (174,598) 11,765,597 (206,439) Corporate debt securities 17,838,161 (359,427) 21,618,613 (417,649) Asset backed securities 6,163,154 (108,263) 12,018,617 (154,576) Total $ 65,061,699 $ (644,515) $ 70,003,787 $ (780,795) During the three and six ended June 30, 2023 and 2022, the Company did not recognize any significant credit losses and had no ending allowance balance for credit losses. |
Property and Equipment (Notes)
Property and Equipment (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | PROPERTY AND EQUIPMENT Property and equipment consist of the following: June 30, 2023 December 31, 2022 Furniture and fixtures $ 29,848 $ — Office equipment 3,843 3,843 Computer equipment 411,683 323,700 Total 445,374 327,543 Less accumulated depreciation (210,857) (170,769) Property and equipment, net $ 234,517 $ 156,774 Depreciation expense on property and equipment recorded in depreciation and amortization expense in the consolidated statements of operations and comprehensive loss was $27,160 and $32,595 for the three months ended June 30, 2023 and 2022, respectively, and was $45,946 and $65,528 for the six months ended June 30, 2023 and 2022, respectively. |
Intangible Assets (Notes)
Intangible Assets (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Disclosure [Text Block] | INTANGIBLE ASSETS The identifiable intangible assets, other than Goodwill, consists of the following assets: June 30, 2023 December 31, 2022 Balance Accumulated Amortization Balance Accumulated Amortization Useful Life (in years) Content provider networks $ 160,000 $ 160,000 $ 160,000 $ 160,000 2 Trade names 87,000 87,000 87,000 87,000 1 Developed technology 820,000 820,000 820,000 820,000 5 Self-service content customers 2,810,000 2,810,000 2,810,000 2,810,000 3 Managed content customers 2,140,000 2,140,000 2,140,000 2,140,000 3 Domains 166,469 166,469 166,469 166,469 5 Embedded non-compete provision 28,000 28,000 28,000 28,000 2 Total definite-lived intangible assets $ 6,211,469 $ 6,211,469 $ 6,211,469 $ 6,211,469 Digital assets 64,953 — 64,953 — Indefinite Total intangible assets $ 6,276,422 $ 6,211,469 $ 6,276,422 $ 6,211,469 Total identifiable intangible assets from the Company’s acquisitions and other acquired assets net of accumulated amortization thereon consists of the following: June 30, 2023 December 31, 2022 Ebyline Intangible Assets $ 2,370,000 $ 2,370,000 ZenContent Intangible Assets 722,000 722,000 Domains 166,469 166,469 TapInfluence Intangible Assets 2,953,000 2,953,000 Digital Assets 64,953 64,953 Total $ 6,276,422 $ 6,276,422 Less accumulated amortization (6,211,469) (6,211,469) Intangible assets, net $ 64,953 $ 64,953 There were no impairment charges associated with the Company’s identifiable intangible assets, other than digital assets mentioned below, in the three and six months ended June 30, 2023 and 2022. No amortization expense related to intangibles was recorded in depreciation and amortization in the accompanying consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2023, and 2022. During the three months ended June 30, 2023 and 2022, the Company did not purchase, receive, or sell any digital assets. No impairment of the Company’s digital assets was required in the three and six months ended June 30, 2023. The Company impaired the value of its digital assets by $77,751 and $140,727 in the three and six months ended June 30, 2022 as the fair market value decreased from its carrying value. The impairment of digital assets is presented as a non-cash operating expense within general and administrative on the consolidated statements of operations and comprehensive loss. The fair market value of such digital assets held as of June 30, 2023, was $64,953. The Company determines the fair value of its digital assets on a nonrecurring basis in accordance with ASC 820, Fair Value Measurement , based on quoted prices on the active exchange(s) that has been determined to be the principal market for such assets (Level 1 inputs). The Company performs an analysis each quarter to identify whether events or changes in circumstances, principally decreases in the quoted prices on active exchanges, indicate that it is more likely than not that the digital assets are impaired. In determining if an impairment has occurred, the Company considers the lowest market price of one unit of the digital asset quoted on the active exchange since acquiring the digital asset. If the then-current carrying value of a digital asset exceeds the fair value so determined, an impairment loss has occurred with respect to those digital assets in the amount equal to the difference between their carrying value and the price determined. Impairment losses on digital assets are recognized within general and administrative expenses in the consolidated statements of operations and comprehensive loss in the period in which the impairment is identified. The impaired digital assets are written down to the lowest market price at the time of impairment and this new cost basis will not be adjusted upward for any subsequent increase in fair value. Gains are not recorded until realized upon sale, at which point they are presented net of any impairment losses for the same digital assets held. In determining the gain to be recognized upon sale, the Company calculates the difference between the sales price and carrying value of the digital assets sold immediately prior to sale. The Company’s goodwill balance has not changed for the periods presented in this Quarterly Report on Form 10-Q. The Company’s goodwill balance as of June 30, 2023 was $4,016,722. The Company performs an annual impairment assessment of goodwill in October each year, or more frequently, if certain indicators are present. As of June 30, 2023, the Company determined that no goodwill impairment existed. |
Software Development Costs (Not
Software Development Costs (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Research and Development [Abstract] | |
Research, Development, and Computer Software Disclosure [Text Block] | SOFTWARE DEVELOPMENT COSTS Software development costs consists of the following: June 30, 2023 December 31, 2022 Software development costs $ 4,947,681 $ 4,509,804 Less accumulated amortization (3,146,519) (2,735,771) Software development costs, net $ 1,801,162 $ 1,774,033 The Company developed its web-based influencer marketing platform, IZEAx, to enable influencer marketing and content creation campaigns on a greater scale. In 2022, the Company developed two new web-based influencer marketing platforms, Flex and Marketplace . These new platforms will replace IZEAx and Shake . IZEAx will be sunset in the third quarter of 2023 and Shake was sunset in the fourth quarter of 2022. The Company capitalized software development costs of $281,009 and $437,877 during the three and six months ended June 30, 2023. The Company capitalized software development costs of $177,943 and $277,369 during the three and six months ended June 30, 2022, respectively. As a result, the Company has capitalized a total of $4,947,681 in direct materials, consulting, payroll, and benefit costs to its internal-use software development costs in the consolidated balance sheet as of June 30, 2023. |
Accrued Expenses (Notes)
Accrued Expenses (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | ACCRUED EXPENSES Accrued expenses consist of the following: June 30, 2023 December 31, 2022 Accrued payroll liabilities $ 1,976,080 $ 1,967,677 Accrued taxes 36,717 39,405 Current portion of finance obligation 69,806 42,858 Accrued other 118,128 80,762 Total accrued expenses $ 2,200,731 $ 2,130,702 |
Notes Payable (Notes)
Notes Payable (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt Disclosure | NOTES PAYABLE Finance Obligation The Company pays for its laptop computer equipment through long-term payment plans, using an imputed interest rate of 12.9%, based on its incremental borrowing rate, to determine the present value of its financial obligation and to record interest expense over the term of the plan. The Company refreshed a portion of its computer inventory during the fourth quarter of 2022 and in the first quarter of 2023, entering into two new three-year payment plans with the same vendor. The total balance owed was $162,918 and $105,031 as of June 30, 2023, and December 31, 2022, respectively, with the short-term portion of $69,806 and $42,858 recorded under accrued expenses in the consolidated balance sheets as of June 30, 2023, and December 31, 2022, respectively. Summary Interest expense on financing arrangements recorded in the Company’s unaudited consolidated statements of operations was $3,103 and $1,780 during the six months ended June 30, 2023, and 2022, respectively. As of June 30, 2023, the future contractual maturities of the Company’s long-term payment obligations by year is set forth in the following schedule: 2023 $ 40,113 2024 59,386 2025 56,683 2026 6,736 Total $ 162,918 |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | COMMITMENTS AND CONTINGENCIES Lease Commitments The Company has no operating or finance leases greater than 12 months in duration, or any leasehold rent or operating lease expenses as of June 30, 2023. Retirement Plans The Company offers a 401(k) plan to all of its eligible employees. The Company matches participant contributions in an amount equal to 50% of each participant’s contribution up to 8% of the participant’s salary. The participants become vested in 20% annual increments after two Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Cost of revenue $ 19,643 $ 15,894 $ 44,276 $ 44,967 Sales and marketing 17,799 29,749 33,416 73,481 General and administrative 41,875 28,855 77,827 73,617 Total contribution expense $ 79,317 $ 74,498 $ 155,519 $ 192,065 Litigation From time to time, the Company may become involved in various other lawsuits and legal proceedings that arise in the ordinary course of its business. Litigation is, however, subject to inherent uncertainties, and an adverse result in any such litigation that may arise from time to time that may harm the Company’s business. The Company is currently not aware of any legal proceedings or claims that it believes would or could have, individually or in the aggregate, a material adverse effect on the Company. Regardless of the outcome, however, any such proceedings or claims may nonetheless impose a significant burden on management and employees and may come with costly defense costs or unfavorable preliminary interim rulings. |
Stockholders' Equity (Notes)
Stockholders' Equity (Notes) | 6 Months Ended | |
Mar. 30, 2023 | Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | ||
Shareholders' Equity and Share-based Payments | 18 | STOCKHOLDERS’ EQUITY Reverse Stock Split In June 2023, the number of authorized shares and shares of common stock held by each stockholder of the Company were consolidated automatically into the number of shares of common stock equal to the number of issued and outstanding shares of common stock held by each such stockholder immediately prior to the reverse split divided by four (4): effecting a four (4) old for one (1) new reverse stock split. Any fractional shares resulting from the reverse stock split were rounded up to the nearest whole share, resulting in 23,789 additional shares being issued. No shares of preferred stock were outstanding at the time of the reverse stock split. Additionally, all options and unvested restricted share grants of the Company outstanding immediately prior to the reverse split were adjusted by dividing the number of shares of common stock into which the options are exercisable by four (4) and multiplying the exercise price by four (4), in accordance with the terms of the plans and agreements governing such options and subject to rounding up to the nearest whole share. All shares of common stock, stock options, restricted stock and restricted stock unit grants, and their corresponding price per share amounts have been presented to reflect the reverse split in all periods presented within this Quarterly Report on Form 10-Q. Authorized Shares The Company has 50,000,000 authorized shares of common stock and 2,500,000 authorized shares of preferred stock, each with a par value of $0.0001 per share. Share Repurchase On March 30, 2023, the Company announced that its Board of Directors had authorized a $1 million share repurchase program of the company’s common stock. IZEA may repurchase shares of common stock from time to time through open market purchases, in privately negotiated transactions, or by other means including through the use of trading plans intended to qualify under Rule 10b-18 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions. The timing and total amount of stock repurchases will depend upon business, economic and market conditions, corporate and regulatory requirements, prevailing stock prices, and other considerations. The share repurchase program has a term of eighteen (18) months and may be suspended or discontinued at any time and does not obligate the company to acquire any amount of common stock. As of June 30, 2023, the Company has repurchased $705,403 of its common stock out of the $1.0 million authorization. 245,283 shares of the Company’s common stock have been repurchased on the open market with an average price per share of $2.88. The number of shares purchased prior to June 16, 2023, have been adjusted for the reverse stock split. Repurchased shares have the status of treasury shares and may be used, if and when needed, for general corporate purposes. Equity Incentive Plan In May 2011, the Company’s Board of Directors (the “Board”) adopted the 2011 Equity Incentive Plan of IZEA Worldwide, Inc. (as amended, the “2011 Equity Incentive Plan”). The Company’s stockholders approved an amendment and restatement of the 2011 Equity Incentive Plan at the Company’s 2020 Annual Meeting of Stockholders held on December 18, 2020, to allow the Company to award restricted stock, restricted stock units, and stock options covering up to 1,875,000 shares of common stock as incentive compensation for its employees and consultants. As of June 30, 2023, the Company had 381,966 remaining shares of common stock available for issuance pursuant to future grants under the 2011 Equity Incentive Plan. Restricted Stock Under the 2011 Plan, the Board determines the terms and conditions of each restricted stock issuance, including any future vesting restrictions. In 2022, the Company issued its five independent directors a total of 26,483 shares of restricted common stock initially valued at $125,000 for their annual service as directors of the Company. The stock vested in equal monthly installments from January through December 2022. In the three and six months ended June 30, 2023, the Company issued its five independent directors a total of 30,990 and 59,800 shares of restricted common stock valued at $150,009 for their service as directors of the Company. Approximately $75,000 worth of shares are granted on the last day of each quarter and vest immediately. The following table contains summarized information about restricted stock issued during the year ended December 31, 2022 and six months ended June 30, 2023: Restricted Stock Common Shares Weighted Average Weighted Average Nonvested at December 31, 2021 888 $ 7.31 0.7 Granted 26,483 4.72 Vested (27,299) 4.80 Nonvested at December 31, 2022 72 $ 5.36 0.3 Granted 59,800 2.51 Vested (59,872) 2.51 Nonvested at June 30, 2023 — $ — 0 Although restricted stock is issued upon the grant of an award, the Company excludes restricted stock from the computations within the financial statements of total shares outstanding and basic earnings per share until such time as the restricted stock vests. Expense recognized on restricted stock issued to directors for services was $75,009 and $31,259 during the three months ended June 30, 2023, and 2022, respectively, and $150,009 and $62,482 for the six months ended June 30, 2023, and 2022, respectively. Expense recognized on restricted stock issued to employees was $0 and $1,526 during the three months ended June 30, 2023, and 2022, respectively, and $376 and $5,355 for the six months ended June 30, 2023, and 2022, respectively. On June 30, 2023, the fair value of the Company’s common stock was approximately $2.42 per share and the intrinsic value on the non-vested restricted stock was $0. Future compensation expense related to issued, but non-vested, restricted stock awards as of June 30, 2023, is $0. Restricted Stock Units The Company’s Board of Directors determine the terms and conditions of each restricted stock unit award issued under the 2011 Equity Incentive Plan. During the six months ended June 30, 2023, the Company issued a total of 256,649 restricted stock units initially valued at $689,698 to non-executive employees as additional incentive compensation. The restricted stock units vest between 12 and 36 months from issuance. During the six months ended June 30, 2023, the Company issued a total of 46,254 restricted stock units initially valued at $114,197 to executive employees as additional incentive compensation. The restricted stock units have varying vesting schedules ranging from one four one The following table contains summarized information about restricted stock units during the year ended December 31, 2022 and the three months ended June 30, 2023: Restricted Stock Units Common Shares Weighted Average Weighted Average Nonvested at December 31, 2021 93,994 $ 3.83 1.8 Granted 344,108 3.87 Vested (63,269) 3.52 Forfeited (45,763) 4.87 Nonvested at December 31, 2022 329,070 $ 3.79 2.5 Granted 302,903 2.65 Vested (67,657) 3.86 Forfeited (43,871) 3.42 Nonvested at June 30, 2023 520,445 $ 3.15 2.4 Expense recognized on restricted stock units issued to employees was $151,733 and $81,450 during the three months ended June 30, 2023, and 2022, respectively. Expense recognized on restricted stock units issued to employees was $281,299 and $124,074 during the six months ended June 30, 2023, and 2022, respectively. On June 30, 2023, the fair value of the Company’s common stock was approximately $2.42 per share and the intrinsic value on the non-vested restricted units was $1,259,477. Future compensation related to the non-vested restricted stock units as of June 30, 2023, is $1,467,566 and it is estimated to be recognized over the weighted-average vesting period of approximately 2.4 years. Stock Options Under the 2011 Equity Incentive Plan, the Board determines the exercise price to be paid for the stock option shares, the period within which each stock option may be exercised, and the terms and conditions of each stock option. The exercise price of incentive and non-qualified stock options may not be less than 100% of the fair market value per share of the Company’s common stock on the grant date. If an individual owns stock representing more than 10% of the outstanding shares, the exercise price of each share of an incentive stock option must be equal to or exceed 110% of fair market value. Unless otherwise determined by the Board at the time of grant, the exercise price is set at the fair market value of the Company’s common stock on the grant date (or the last trading day prior to the grant date, if it is awarded on a non-trading day). Additionally, the term is set at ten one three On January 28, 2022, in connection with a shift in employee compensation strategy toward restricted stock units, the Compensation Committee of the Board of Directors amended the employment agreement for each of Edward Murphy, Ryan Schram, and Peter Biere to provide for grants of restricted stock units instead of stock options. The Company intends to issue restricted stock units rather than stock options for equity compensation purposes going forward. A summary of option activity under the 2011 Equity Incentive Plan during the years ended December 31, 2022, and June 30, 2023, is presented below: Options Outstanding Common Shares Weighted Average Weighted Average Outstanding at December 31, 2021 448,204 $ 11.13 6.4 Granted 32 4.60 Exercised (17,772) 1.01 Expired (9,349) 21.49 Forfeited (5,553) 13.12 Outstanding at December 31, 2022 415,562 $ 11.31 5.3 Granted — — Exercised — — Expired (15,277) 20.10 Forfeited (129) 9.11 Outstanding at June 30, 2023 400,156 $ 10.97 5.0 Exercisable at June 30, 2023 357,205 $ 11.31 4.6 During the six months ended June 30, 2023, no options were exercised. During the six months ended June 30, 2022, 6,834 options were exercised for gross proceeds of $10,528. The intrinsic value of the exercised options was $28,335. The fair value of the Company's common stock on June 30, 2023, was approximately $2.42 per share, and the intrinsic value on outstanding options as of June 30, 2023, was $79,688. The intrinsic value of the exercisable options as of June 30, 2023, was $77,406. There were outstanding options to purchase 400,156 shares with a weighted average exercise price of $10.97 per share, of which options to purchase 357,205 shares were exercisable with a weighted average exercise price of $11.31 per share as of June 30, 2023. Expense recognized on stock options issued to employees during the six months ended June 30, 2023, and 2022 was $119,124 and $139,959, respectively, and $54,780 and $71,302 for the three months ended June 30, 2023, and 2022, respectively. Future compensation related to non-vested awards as of June 30, 2023, is $280,120, and it is estimated to be recognized over the weighted-average vesting period of approximately 1.7 years. The following table shows the number of stock options granted under the Company’s 2011 Equity Incentive Plan and the assumptions used to determine the fair value of those options using a Black-Scholes option-pricing model during the six months ended June 30, 2022; no stock options have been granted in 2023: Period Ended Total Options Granted Weighted Average Exercise Price Weighted Average Expected Term Weighted Average Volatility Weighted Average Risk-Free Interest Rate Expected Dividends Weighted Average Weighted Average Expected Forfeiture Rate June 30, 2022 32 $ 4.60 6.0 years —% 2.11% — $ 1.00 37.00% Employee Stock Purchase Plan The amended and restated IZEA Worldwide, Inc. 2014 Employee Stock Purchase Plan (the “ESPP”) provides for the issuance of up to 125,000 shares of common stock to employees regularly employed by the Company for 90 days or more on a full-time or part-time basis (20 hours or more per week on a regular schedule). The ESPP operates in successive six The stock compensation expense on ESPP Options was $1,361 and $2,429 for the three months ended June 30, 2023, and 2022, respectively, and $2,599 and $4,511 for the six months ended June 30, 2023, and 2022, respectively. As of June 30, 2023, there was 86,439 remaining shares of common stock available for future issuances under the ESPP. Summary of Stock-Based Compensation The stock-based compensation cost related to all awards granted to employees 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 utilizing the weighted-average forfeiture rates as disclosed in Note 1. Total stock-based compensation expense recognized on restricted stock, restricted stock units, stock options, and employee stock purchase plan issuances during the three and six months ended June 30, 2023, and 2022 was recorded in the Company’s unaudited consolidated statements of operations as follows: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Cost of revenue $ 18,085 $ 10,544 $ 35,255 $ 17,649 Sales and marketing 29,743 14,853 47,591 24,712 General and administrative 160,049 131,309 320,553 231,537 Total stock-based compensation $ 207,877 $ 156,706 $ 403,399 $ 273,898 |
Loss Per Common Share (Notes)
Loss Per Common Share (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | LOSS PER COMMON SHARE Basic earnings (loss) per common share is computed by dividing the net income or loss by the basic weighted-average number of shares of common stock outstanding during each period presented. Although restricted stock is issued upon the grant of an award, the Company excludes unvested restricted stock from the computations of the weighted-average number of shares of common stock outstanding. Diluted loss per share is computed by dividing the net income or loss by the sum of the total of the basic weighted-average number of shares of common stock outstanding plus the additional dilutive securities that could be exercised or converted into common shares during each period presented less the amount of shares that could be repurchased using the proceeds from the exercises. Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Net loss $ (1,033,426) $ (169,890) $ (3,839,765) $ (2,646,133) Weighted average shares outstanding - basic and diluted 15,520,700 15,551,617 15,551,785 15,539,663 Basic and diluted loss per common share $ (0.07) $ (0.01) $ (0.25) $ (0.17) The Company excluded the following weighted average items from the above computation of diluted loss per common share, as their effect would be anti-dilutive: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Stock options 400,188 433,001 416,195 439,594 Restricted stock units 426,467 157,055 397,303 135,431 Restricted stock — 17,966 24 17,075 Total excluded shares 826,655 608,022 813,522 592,100 |
Revenue (Notes)
Revenue (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Text Block] | REVENUEThe Company has consistently applied its accounting policies with respect to revenue to all periods presented in the consolidated financial statements contained herein. The following table illustrates the Company’s revenue by product service type: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Managed Services Revenue $ 10,618,381 $ 12,176,616 $ 19,121,135 $ 20,549,072 Marketplace Spend Fees 1,314 52,124 37,788 106,224 License Fees 59,225 335,928 249,607 710,369 Other Fees 10,139 12,343 18,251 101,682 SaaS Services Revenue 70,678 400,395 305,646 918,275 Total Revenue $ 10,689,059 $ 12,577,011 $ 19,426,781 $ 21,467,347 Managed Services revenue is comprised of two types of revenue, Sponsored Social and Content. Sponsored Social revenue, which totaled $10.0 million and $18.2 million for the three and six months ended June 30, 2023, is recognized over time. Content revenue, which totaled $0.6 and $0.9 million during the three and six months ended June 30, 2023, is recognized at a point in time. The following table illustrates revenues as determined by the country of domicile: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 United States $ 10,035,693 $ 12,384,786 $ 18,171,826 $ 21,254,424 Canada 653,366 192,225 1,254,955 212,923 Total $ 10,689,059 $ 12,577,011 $ 19,426,781 $ 21,467,347 Contract Balances The following table provides information about receivables, contract assets, and contract liabilities from contracts with customers reported in the Company’s consolidated balance sheet: June 30, 2023 December 31, 2022 Accounts receivable, net $ 6,317,873 $ 5,664,727 Contract liabilities (unearned revenue) 8,257,166 11,247,746 The Company does not typically engage in contracts that are longer than one Accounts receivable are recognized when the receipt of consideration is unconditional. Contract liabilities relate to the consideration received from customers before the completion of performance obligations under the terms of the contracts, which will be earned in future periods. Contract liabilities increase due to receiving new advance payments from customers and decrease as revenue is recognized upon the Company completing the performance obligations. As a practical expedient, the Company expenses the costs of sales commissions that are paid to its sales force associated with obtaining contracts less than one year in length in the period incurred. |
Subsequent Events (Notes)
Subsequent Events (Notes) | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENTSTo ensure that the consolidated financial statements include all necessary disclosures, the Company evaluated all subsequent events up to August 14, 2023. The Company determined that no subsequent events occurred that require disclosure, both for events that have been recognized in the consolidated financial statements and for those that have not. |
Company and Summary of Signif_2
Company and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Nature of Business [Policy Text Block] | Nature of Business IZEA Worldwide, Inc. (“IZEA,” “we,” “us,” or “our”) creates and operates online marketplaces that connect marketers, including brands, agencies, and publishers, with content creators such as bloggers and tweeters (“creators”). Our technology brings the marketers and creators together, enabling their transactions to be completed at scale by managing custom content workflow, creator search and targeting, bidding, analytics, and payment processing. We help power the creator economy, allowing everyone from college students and stay-at-home individuals to celebrities and accredited journalists the opportunity to monetize their content, creativity, and influence through our marketers. IZEA compensates these creators for producing unique content such as long and short-form text, videos, photos, status updates, and illustrations for marketers or distributing such content on behalf of marketers through their websites, blogs, and social media channels. We provide value through managing custom content workflow, creator search and targeting, bidding, analytics, and payment processing. While the majority of the marketers engage us to perform these services (the “Managed Services”) on their behalf, they may also use our marketplaces to engage creators for influencer marketing campaigns or to produce custom content on a self-service basis by licensing our technology. Our primary technology platform, The IZEA Exchange (“ IZEAx ”), is designed to provide a unified ecosystem that enables the creation and publication of multiple types of custom content through its creators’ websites, blogs, and social media channels, including, among others, Twitter, Facebook, YouTube, Twitch, and Instagram. We extensively use this platform to manage influencer marketing campaigns on behalf of the Company’s marketers. During 2022, we re-engineered our influencer marketing platform to align more closely with user requirements, announcing the initial rollout of IZEA Flex (“ Flex ”) in September 2022, and we announced the commercial launch of Flex in January 2023. Flex , which introduces end-to-end tracking of social commerce, enabling influencer impact at scale, includes eight modules allowing pricing plans that meet a range of users, will replace IZEAx as our primary platform. IZEAx was sunset in the second quarter of 2023. Flex is designed with flexibility as a core tenet, allowing marketers to use any combination of independent applications as they see fit. The result is a comprehensive suite of tools that, individually, supercharge influencer marketing efforts and become even more powerful when combined. Flex offers eight core modules: Discover, ContentMine, ShareMonitor, Integrations, Tracking Links, Contacts, Transactions, and Campaigns . Flex allows marketers to easily measure the impact of individual influencers on e-commerce revenue at scale, and integrates key functions of The Creator Marketplace on IZEA.com. Modules in Flex include Discover , which allows marketers to search through content from millions of influencer social profiles while filtering across channels, demographics, and interests; ContentMine , a content management tool that collects and measures influencer content, providing real-time insights and A.I. content analysis from BrandGraph ; ShareMonitor , a multi-platform social monitoring tool that allows marketers to monitor hashtags, keywords and brand mentions across leading social platforms; Integrations provides deep integrations such as with Google Analytics and Shopify, providing marketers the capability to track influencer campaign metrics such as time on site, engagement, and revenue; and, Tracking Links provides real-time tracking metrics for influencer marketing and can track customer conversions, spend, and purchases when used with other Flex modules. In 2020, we launched two platforms, BrandGraph and Shake . BrandGraph is a social media intelligence platform that is heavily integrated with IZEAx and now Flex, which relies largely on data from the other platforms but is also available as a stand-alone platform. The BrandGraph platform maps and classifies the complex hierarchy of corporation-to-brand relationships by category and associates social content with brands through a proprietary content analysis engine. Shake was sunset in October of 2022 in conjunction with the launch of The Creator Marketplace , which replaces and improves upon Shake’s functionality. Shake was aimed at digital creatives seeking freelance “gig” work. Creators listed available “Shakes” on their accounts in the platform and marketers could select and purchase creative packages from them through a streamlined chat experience, assisted by ShakeBot - a proprietary artificial intelligence assistant. In October 2022, we launched The Creator Marketplace (“ Marketplace ”) on IZEA.com, which provides powerful tools for creators to showcase their social handles and the brands and topics they post about, and marketers to easily search and filter creator listing that meet requirements of their influencer marketing campaigns, including creator specific predictive audience demographics. Marketplace features include Casting Calls, which give marketers and creators a two-way marketplace to connect and collaborate; marketers use Casting Calls to solicit creators for everything from influencing campaigns to full-time employment; creators respond directly to Casting Calls with video and text responses. |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying consolidated balance sheet as of June 30, 2023, the consolidated statements of operations for the three and six months ended June 30, 2023 and 2022, the consolidated statements of comprehensive loss for the three and six months ended June 30, 2023 and 2022, the consolidated statements of stockholders' equity for the three and six months ended June 30, 2023 and 2022, and the consolidated statements of cash flows for the six months ended June 30, 2023 and 2022 are unaudited but include all adjustments that are, in the opinion of management, necessary for a fair presentation of its financial position at such dates and its results of operations and cash flows for the periods then ended in conformity with generally accepted accounting principles in the United States (GAAP). The consolidated balance sheet as of December 31, 2022 has been derived from the audited consolidated financial statements at that date but, in accordance with the rules and regulations of the SEC, does not include all of the information and notes required by GAAP for complete financial statements. Operating results for the three and six months ended June 30, 2023 are not necessarily indicative of results that may be expected for the entire fiscal year. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the fiscal year ended December 31, 2022, included in the Company's Annual Report on Form 10-K filed with the SEC on March 31, 2023. |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The consolidated financial statements include the accounts of IZEA Worldwide, Inc. and its wholly-owned subsidiaries, subsequent to the subsidiaries’ individual acquisition, merger, or formation dates, as applicable. All significant intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of EstimatesPreparing financial statements that conform with GAAP may require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose 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. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash EquivalentsThe Company considers all highly liquid investments purchased with an original maturity of three months or less from the date of purchase to be cash equivalents. The FDIC insures deposits made to the Company bank accounts up to a maximum of $250,000 at each bank. The CDIC insures deposits made to the Company bank accounts in Canada up to CAD 100,000. Deposit balances exceeding these limits were approximately $30.6 million and $24.4 million as of June 30, 2023, and December 31, 2022, respectively. |
Debt Securities, Available-for-sale, Premium on Purchased Options | Investment in Debt Securities Our investments in debt securities are carried at either amortized cost or fair value. The cost basis is determined by the specific identification method. Investments in debt securities that the Company has the positive intent and ability to hold to maturity are carried at amortized cost and classified as held-to-maturity. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale. Realized and unrealized gains and losses on trading debt securities as well as realized gains and losses on available-for-sale debt securities are included in net income. Unrealized gains and losses, net of tax, on available-for-sale debt securities are included in our consolidated balance sheet as a component of accumulated other comprehensive income (loss). |
Receivable [Policy Text Block] | Accounts Receivable and Concentration of Credit Risk The Company’s accounts receivable balance consists of trade receivables and a reserve for credit losses. Trade receivables are customer obligations due under normal trade terms. The Company had net trade receivables of $6.3 million at June 30, 2023. The Company had net trade receivables of $5.7 million at December 31, 2022. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Credit risk concentration concerning accounts receivable has been typically limited because many geographically diverse customers make up the Company’s customer base, thus spreading the trade credit risk. However, the Company’s addition of SaaS customers has increased credit exposure on certain customers who carry significant credit balances related to their marketplace spend. The Company controls credit risk through credit approvals, credit limits, and monitoring procedures. The Company performs credit evaluations of its customers but generally does not require collateral to support accounts receivable. The Company currently has two customers that each accounted for more than 10% of total accounts receivable at June 30, 2023, and three customers that each accounted for more than 10% of total accounts receivable at December 31, 2022. The Company had one customer that accounted for more than 10% of its gross billings during the three months ended June 30, 2023 and two customers that each accounted for more than 10% of its gross billings during the three months ended June 30, 2022. The Company had one customer that accounted for more than 10% of its gross billings during the six months ended June 30, 2023 and two customers that each accounted for more than 10% of its gross billings during the six months ended June 30, 2022. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are recorded at cost, or if acquired in a business combination, at the acquisition date fair value. Depreciation is computed using the straight-line method over the estimated useful lives of the assets as follows: Computer Equipment 3 years Office Equipment 3 - 10 years Furniture and Fixtures 5 - 10 years |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill Goodwill represents the excess of the consideration transferred for an acquired business over the fair value of the underlying identifiable net assets. The Company has goodwill in connection with its acquisitions of Ebyline, Inc. (“Ebyline”), ZenContent, Inc. (“ZenContent”), and TapInfluence, Inc. (“TapInfluence”). Goodwill is not amortized but instead, it is tested for impairment at least annually. In the event that management determines that the value of goodwill has become impaired, the Company will record a charge in an amount equal to the excess of the reporting unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit during the fiscal quarter in which the determination is made. The Company performs its annual impairment tests of goodwill as of October 1 of each year, or more frequently, if certain indicators are present. Goodwill is required to be tested for impairment at the reporting unit level. A reporting unit is an operating segment or one level below the operating segment level, referred to as a component. Management identifies its reporting units by assessing whether components (i) have discrete financial information available, (ii) engage in business activities, and (iii) whether a segment manager regularly reviews the component’s operating results. Net assets and goodwill of acquired businesses are allocated to the reporting unit associated with the acquired business based on the anticipated organizational structure of the combined entities. If two or more components are deemed economically similar, those components are aggregated into one reporting unit when performing the annual goodwill impairment review. The Company had one reporting unit as of June 30, 2023. No indicators were present and no impairment was recorded during the three and six months ended June 30, 2023. |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Intangible Assets The Company acquired the most of its intangible assets through its acquisitions of Ebyline, ZenContent, and TapInfluence, and amortized the identifiable intangible assets over periods of 12 to 60 months. See Note 4 for further details. The Company accounts for its digital assets held as indefinite-lived intangible assets in accordance with ASC 350, Intangibles—Goodwill and Other . The Company maintains ownership of and control over its digital assets and may use third-party custodial services to secure them. Digital assets are initially recorded at cost and evaluated for any impairment losses incurred since acquisition. The Company did not recognize any impairment of digital assets during the three and six months ended June 30, 2023. The Company recognized an impairment of $140,727 on digital assets during the six months ended June 30, 2022. The Company reviews long-lived assets, including software development costs and other intangible assets, for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. If an evaluation is required, the estimated future undiscounted cash flows associated with the asset are compared with the asset's carrying amount to determine if there has been an impairment, which is calculated as the difference between the assets fair value and the carrying value. Estimates of future undiscounted cash flows are based on expected growth rates for the business, |
Software Development Costs, Policy [Policy Text Block] | Software Development Costs In accordance with Accounting Standards Codification (“ASC”) 350-40, Internal Use Software, the Company capitalizes certain internal-use software development costs associated with creating and enhancing internally developed software related to its platforms. Software development activities generally consist of three stages (i) the research and planning stage, (ii) the application and development stage, and (iii) the post-implementation stage. Costs incurred in the research and planning stage and in the post-implementation stage of software development, or other maintenance and development expenses that do not meet the qualification for capitalization, are expensed as incurred. Costs incurred in the application and development stage, including significant enhancements and upgrades, are capitalized. These costs include personnel and related employee benefits expenses for employees or consultants directly associated with and who devote time to software projects and external direct costs of materials obtained in developing the software. The Company also capitalizes certain costs associated with cloud computing arrangements (CCAs). These software developments, acquired technology, and CCA costs are amortized on a straight-line basis over the estimated useful life of five years upon initial release of the software or additional features. The Company reviews the software development costs for impairment when circumstances indicate that their carrying amounts may not be recoverable. If the carrying value of an asset group is not recoverable, the Company recognizes an impairment loss for the excess of carrying value over the fair value in its consolidated statements of operations. See Note 5 for further details. |
Lessee, Leases [Policy Text Block] | Leases Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) , established a right-of-use model that requires a lessee to record a right-of-use asset and a right-of-use liability on the balance sheet for all leases with terms longer than 12 months. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The Company does not record leases on the balance sheet with a lease term of 12 months or less at the commencement date. |
Revenue [Policy Text Block] | Revenue Recognition The Company generates revenue from four primary sources: (1) revenue from its managed services when a marketer (typically a brand, agency, or partner) pays the Company to provide custom content, influencer marketing, amplification, or other campaign management services (“Managed Services”); (2) revenue from fees charged to software customers on their marketplace spend within the Company's platforms (“Marketplace Spend Fees”); (3) revenue from license and subscription fees charged to access our platforms (“License Fees”); and, (4) revenue derived from other fees such as inactivity fees, early cash-out fees, and other miscellaneous fees charged to users of the Company's platforms (“Other Fees”). The Company recognizes revenue in accordance with Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (“ASC 606”). Under ASC 606, revenue is recognized based on a five-step model as follows: (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) performance obligations are satisfied. The core principle of ASC 606 is that revenue is recognized when the transfer of promised goods or services to customers is made in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are distinct performance obligations. The Company also determines whether it acts as agent or principal for each identified performance obligation. The determination of whether the Company acts as principal or agent is highly subjective and requires the Company to evaluate several indicators individually and as a whole in order to make its determination. For transactions in which the Company acts as a principal, revenue is reported on a gross basis as the amount paid by the marketer for the purchase of content or sponsorship, promotion, and other related services and the Company records the amounts it pays to third-party creators as cost of revenue. For transactions in which the Company acts as an agent, revenue is reported on a net basis as the amount charged to the self-service marketer using the Company’s platforms, less the amounts paid to the third-party creators providing the service. The Company maintains separate arrangements with each marketer and content creator either in the form of a master agreement or terms of service, which specify the terms of the relationship and access to its platforms or by statement of work, which specify the price and the services to be performed, along with other terms. The transaction price is determined based on the fixed fee stated in the statement of work and does not contain variable consideration. Marketers who contract with the Company to manage their advertising campaigns or custom content requests may prepay for services or request credit terms. Payment terms are typically 30 days from the invoice date. The agreement typically provides for either a non-refundable deposit or a cancellation fee if the customer cancels the agreement before the completion of services. Billings in advance of completed services are recorded as a contract liability until earned. The Company assesses collectability based on several factors, including the creditworthiness of the customer and payment and transaction history. Managed Services Revenue For Managed Services Revenue, the Company enters into agreements to provide services that may include multiple distinct performance obligations in the form of (i) an integrated marketing campaign to provide influencer marketing services, which may include the provision of blogs, tweets, photos, or videos shared through social network offerings and content promotion, such as click-through advertisements appearing in websites and social media channels, and (ii) custom content items, such as a research or news article, informational material or videos. Marketers typically purchase influencer marketing services to provide public awareness or advertising buzz regarding the marketer’s brand and purchase custom content for internal and external use. The Company views its obligation to deliver influencer marketing services, including management services, as a single performance obligation that is satisfied over time as the customer receives the benefits from the services. Revenue is recognized using an input method of costs incurred compared to total expected costs to measure the progress towards satisfying the overall performance obligation of the marketing campaign. The Company may provide one type or a combination of all types of these influencer marketing services on a statement of work for a lump sum fee. When multiple types of performance obligations exist in a contract, the Company allocates revenue to each distinct performance obligation at contract inception based on its relative standalone selling price. These performance obligations are to be provided over a period that generally ranges from one day to one year. The delivery of custom content represents a distinct performance obligation that is satisfied at a point in time when each piece of content is delivered to the customer. Based on the Company’s evaluations, revenue from Managed Services is reported on a gross basis because the Company has the primary obligation to fulfill the performance obligations, and it creates, reviews, and controls the services. The Company takes on the risk of payment to any third-party creators, and it establishes the contract price directly with its customers based on the services requested in the statement of work. Marketplace Spend Fees Revenue For Marketplace Spend Fees Revenue, the self-service customers instruct creators found through the Company’s platforms to provide and/or distribute custom content for an agreed-upon transaction price. The Company’s platforms control the contracting, description of services, acceptance of, and payment for the requested content. This service is used primarily by news agencies or marketers to control the outsourcing of their content and advertising needs. The Company charges the self-service customer the transaction price plus a fee based on the contract. Revenue is recognized when the transaction is completed by the creator and accepted by the marketer or verified as posted by the system. Based on the Company’s evaluations, this revenue is reported on a net basis since the Company is acting as an agent through its platform for the third-party creator to provide the services or content directly to the self-service customer or to post approved content through one or more social media platforms. License Fees Revenue License Fees Revenue is generated by granting customers limited, non-exclusive, non-transferable access to the Company’s technology platforms for an agreed-upon subscription period. Customers access the platforms to manage their influencer marketing campaigns. Fees for subscription or licensing services are recognized straight-line over the term of the service. Other Fees Revenue Other Fees Revenue is generated when fees are charged to the Company’s platform users primarily related to monthly plan fees, inactivity fees, and early cash-out fees. Plan fees are recognized within the month they relate to, inactivity fees are recognized at a point in time when the account is deemed inactive, and early cash-out fees are recognized when a cash-out is either below certain minimum thresholds or when accelerated payout timing is requested. one |
Advertising Cost [Policy Text Block] | Advertising CostsAdvertising costs are charged to expense as they are incurred. Advertising costs for the three months ended June 30, 2023 and 2022 were approximately $0.8 million and $0.5 million, respectively. Advertising costs charged to operations for the six months ended June 30, 2023, and 2022 were approximately $1.3 million and $1.0 million, respectively. Advertising costs are included in sales and marketing expense in the accompanying consolidated statements of operations. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company has not recorded federal income tax expense due to its history of net operating losses. Deferred income taxes are accounted for using the balance sheet approach, which requires recognition of deferred tax assets and liabilities for the expected future consequences of temporary differences between the financial reporting basis and the tax basis of assets and liabilities. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be realized. The Company incurs state franchise tax in twelve states, which is included in general and administrative expense in the consolidated statements of operations and comprehensive loss. The Company identifies and evaluates uncertain tax positions, if any, and recognizes the impact of uncertain tax positions for which there is a less than more-likely-than-not probability of the position being upheld when reviewed by the relevant taxing authority. Such positions are deemed unrecognized tax benefits, and a corresponding liability is established on the balance sheet. The Company has not recognized a liability for uncertain tax positions. If there were an unrecognized tax benefit, the Company would recognize interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. The Company’s tax years subject to examination based on the statute of limitations by the IRS is generally three years; however, the IRS may examine records and other evidence from the year the net operating loss was generated when the Company utilizes net operating loss carryforwards in future periods. The tax years subject to examination by the Canadian Revenue Agency is generally four years. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The Company records investments in financial instruments at fair value, which is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect certain market assumptions. There are three levels of inputs that may be used to measure fair value: • Level 1 – Valuation based on quoted market prices in active markets for identical assets and liabilities. • Level 2 – Valuation based on quoted market prices for similar assets and liabilities in active markets. • Level 3 – Valuation based on unobservable inputs that are supported by little or no market activity, therefore requiring management’s best estimate of what market participants would use as fair value. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management. As of June 30, 2023, the Company holds Level 1 and Level 2 financial assets; this is discussed further in Note 2 - Financial Instruments. |
Share-based Payment Arrangement [Policy Text Block] | Stock-Based Compensation Stock-based compensation cost related to stock options granted under the 2011 Equity Incentive Plan, as amended, (see Note 9) is measured at the grant date, based on the fair value of the award, and is recognized as expense over the employee’s requisite service period on a straight-line basis. The Company estimates the fair value of each option award on the date of grant using a Black-Scholes option-pricing model that uses the assumptions noted in the table below. The Company uses the simplified method to estimate the expected term of employee stock options because it does not believe historical exercise data will provide a reasonable basis for estimating the expected term for the current share options granted. The simplified method assumes that employees will exercise share options evenly between the period when the share options are vested and ending on the date when the options would expire. The Company uses the closing stock price of its common stock on the date of the grant as the associated fair value of its common stock. The Company estimates the volatility of its common stock at the date of grant based on the volatility of its stock during the period. The Company uses the risk-free interest rate on the implied yield currently available on U.S. Treasury issues with an equivalent remaining term approximately equal to the expected life of the award. The Company has never paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future. The Company used the following assumptions for stock options granted under the 2011 Equity Incentive Plan during the three and six months ended June 30, 2023, and 2022: Three Months Ended June 30, Six Months Ended June 30, 2011 Equity Incentive Plan Assumptions 2023 2022 2023 2022 Expected term 5 years 6 years 5 years 6 years Weighted average volatility —% —% 75.27% 120.48% Weighted average risk-free interest rate 2.62% 2.11% 2.55% 1.70% Expected dividends — — — — Weighted average expected forfeiture rate 37.00% 37.00% 37.00% 37.00% The Company estimates forfeitures when recognizing compensation expense and adjusts the estimate over the requisite service period based on the extent to which actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures are recognized through a cumulative catch-up adjustment, which is recognized in the period of change and a revised amount of unamortized compensation expense to be recognized in future periods. The Company may issue shares of restricted stock or restricted stock units that vest over future periods. The value of shares is recorded as the fair value of the stock or units upon the issuance date and is expensed on a straight-line basis over the vesting period. See Note 9 for additional information related to these shares. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements Reference Rate Reform: In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”) , and further issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”), in January 2021 to provide optional guidance for a limited time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. ASU 2020-04 and ASU 2021-01 also provide optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions impacted by reference rate reform if certain criteria are met. Additionally, they only apply to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. ASU 2020-04 is effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. As of June 30, 2023, the Company does not have any contracts that reference LIBOR rates and this guidance has not had a material impact on its financial statements. Credit Losses : In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 replaces the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 requires the use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. In May 2019, the FASB issued ASU 2019-05, which provides transition relief for entities adopting ASU 2016-13. For entities that have adopted ASU 2016-13, the amendments in ASU 2019-05 are effective for fiscal years beginning after December 15, 2019, including interim periods therein. An entity may early adopt ASU No. 2019-05 in any interim period after its issuance if the entity has adopted ASU 2016-13. For all other entities, the effective date will be the same as the effective date of ASU 2016-13. ASU 2016-13 is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. As of June 30, 2023, the Company does not have any significant amounts of loans, receivables, and debt securities with expected credit losses and this guidance has not had a material impact on its financial statements. The Company will recognize any future expected credit losses as a provision for credit losses on the income statement, as needed. |
Intangible Assets, Goodwill and
Intangible Assets, Goodwill and Other (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Impairment loss on digital assets | The Company determines the fair value of its digital assets on a nonrecurring basis in accordance with ASC 820, Fair Value Measurement , based on quoted prices on the active exchange(s) that has been determined to be the principal market for such assets (Level 1 inputs). The Company performs an analysis each quarter to identify whether events or changes in circumstances, principally decreases in the quoted prices on active exchanges, indicate that it is more likely than not that the digital assets are impaired. In determining if an impairment has occurred, the Company considers the lowest market price of one unit of the digital asset quoted on the active exchange since acquiring the digital asset. If the then-current carrying value of a digital asset exceeds the fair value so determined, an impairment loss has occurred with respect to those digital assets in the amount equal to the difference between their carrying value and the price determined. |
Company and Summary of Signif_3
Company and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule Of Estimated Useful Lives Of Property Plant And Equipment [Table Text Block] | Depreciation is computed using the straight-line method over the estimated useful lives of the assets as follows: Computer Equipment 3 years Office Equipment 3 - 10 years Furniture and Fixtures 5 - 10 years |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The Company used the following assumptions for stock options granted under the 2011 Equity Incentive Plan during the three and six months ended June 30, 2023, and 2022: Three Months Ended June 30, Six Months Ended June 30, 2011 Equity Incentive Plan Assumptions 2023 2022 2023 2022 Expected term 5 years 6 years 5 years 6 years Weighted average volatility —% —% 75.27% 120.48% Weighted average risk-free interest rate 2.62% 2.11% 2.55% 1.70% Expected dividends — — — — Weighted average expected forfeiture rate 37.00% 37.00% 37.00% 37.00% |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | The following table shows the Company’s cash, cash equivalents, and marketable securities by significant investment category as of June 30, 2023: Adjusted Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities (1) Non-Current Marketable Securities (2) Cash $ 8,953,122 $ — $ — $ 8,953,122 $ 8,953,122 $ — $ — Level 1 (3) Commercial paper 22,272,325 — (2,227) 22,270,098 22,270,098 — — US Treasury securities 10,011,762 — (174,598) 9,837,164 — 4,956,517 4,880,647 Subtotal 32,284,087 — (176,825) 32,107,262 22,270,098 4,956,517 4,880,647 Level 2 (4) Asset backed securities 6,271,417 — (108,263) 6,163,154 — 2,073,351 4,089,803 Corporate debt securities 18,197,588 3,390 (362,817) 17,838,161 — 7,054,373 10,783,788 Subtotal 24,469,005 3,390 (471,080) 24,001,315 — 9,127,724 14,873,591 Total $ 65,706,214 $ 3,390 $ (647,905) $ 65,061,699 $ 31,223,220 $ 14,084,241 $ 19,754,238 (1) Current Marketable Securities have a holding period under one (2) Non-Current Marketable Securities have a holding period over one one five (3) Level 1 fair value estimates are based on quoted prices in active markets for identical assets and liabilities. (4) Level 2 fair value estimates are based on observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets and liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets and liabilities. |
Fair Value of Investments in Marketable Debt Securities | The following table summarizes the estimated fair value of investments in marketable debt securities by stated contractual maturity dates: June 30, 2023 December 31, 2022 Due in 1 year or less $ 14,084,241 $ 16,106,758 Due in 1 year through 5 years 19,754,238 29,296,069 Total $ 33,838,479 $ 45,402,827 |
Schedule of Unrealized Loss on Investments | The following table presents fair values and net unrealized gains (losses) recorded to OCI, aggregated by investment category: June 30, 2023 December 31, 2022 Fair Value Net Unrealized Gain (Loss) Fair Value Net Unrealized Gain (Loss) Cash and cash equivalents $ 31,223,220 $ (2,227) $ 24,600,960 $ (2,131) Government bonds 9,837,164 (174,598) 11,765,597 (206,439) Corporate debt securities 17,838,161 (359,427) 21,618,613 (417,649) Asset backed securities 6,163,154 (108,263) 12,018,617 (154,576) Total $ 65,061,699 $ (644,515) $ 70,003,787 $ (780,795) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property and equipment consist of the following: June 30, 2023 December 31, 2022 Furniture and fixtures $ 29,848 $ — Office equipment 3,843 3,843 Computer equipment 411,683 323,700 Total 445,374 327,543 Less accumulated depreciation (210,857) (170,769) Property and equipment, net $ 234,517 $ 156,774 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | The identifiable intangible assets, other than Goodwill, consists of the following assets: June 30, 2023 December 31, 2022 Balance Accumulated Amortization Balance Accumulated Amortization Useful Life (in years) Content provider networks $ 160,000 $ 160,000 $ 160,000 $ 160,000 2 Trade names 87,000 87,000 87,000 87,000 1 Developed technology 820,000 820,000 820,000 820,000 5 Self-service content customers 2,810,000 2,810,000 2,810,000 2,810,000 3 Managed content customers 2,140,000 2,140,000 2,140,000 2,140,000 3 Domains 166,469 166,469 166,469 166,469 5 Embedded non-compete provision 28,000 28,000 28,000 28,000 2 Total definite-lived intangible assets $ 6,211,469 $ 6,211,469 $ 6,211,469 $ 6,211,469 Digital assets 64,953 — 64,953 — Indefinite Total intangible assets $ 6,276,422 $ 6,211,469 $ 6,276,422 $ 6,211,469 Total identifiable intangible assets from the Company’s acquisitions and other acquired assets net of accumulated amortization thereon consists of the following: June 30, 2023 December 31, 2022 Ebyline Intangible Assets $ 2,370,000 $ 2,370,000 ZenContent Intangible Assets 722,000 722,000 Domains 166,469 166,469 TapInfluence Intangible Assets 2,953,000 2,953,000 Digital Assets 64,953 64,953 Total $ 6,276,422 $ 6,276,422 Less accumulated amortization (6,211,469) (6,211,469) Intangible assets, net $ 64,953 $ 64,953 |
Software Development Costs (Tab
Software Development Costs (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Finite-Lived Intangible Assets [Line Items] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | The identifiable intangible assets, other than Goodwill, consists of the following assets: June 30, 2023 December 31, 2022 Balance Accumulated Amortization Balance Accumulated Amortization Useful Life (in years) Content provider networks $ 160,000 $ 160,000 $ 160,000 $ 160,000 2 Trade names 87,000 87,000 87,000 87,000 1 Developed technology 820,000 820,000 820,000 820,000 5 Self-service content customers 2,810,000 2,810,000 2,810,000 2,810,000 3 Managed content customers 2,140,000 2,140,000 2,140,000 2,140,000 3 Domains 166,469 166,469 166,469 166,469 5 Embedded non-compete provision 28,000 28,000 28,000 28,000 2 Total definite-lived intangible assets $ 6,211,469 $ 6,211,469 $ 6,211,469 $ 6,211,469 Digital assets 64,953 — 64,953 — Indefinite Total intangible assets $ 6,276,422 $ 6,211,469 $ 6,276,422 $ 6,211,469 Total identifiable intangible assets from the Company’s acquisitions and other acquired assets net of accumulated amortization thereon consists of the following: June 30, 2023 December 31, 2022 Ebyline Intangible Assets $ 2,370,000 $ 2,370,000 ZenContent Intangible Assets 722,000 722,000 Domains 166,469 166,469 TapInfluence Intangible Assets 2,953,000 2,953,000 Digital Assets 64,953 64,953 Total $ 6,276,422 $ 6,276,422 Less accumulated amortization (6,211,469) (6,211,469) Intangible assets, net $ 64,953 $ 64,953 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | As of June 30, 2023, future estimated amortization expense related to software development costs is set forth in the following schedule: Software Development Amortization Expense 2023 $ 179,000 2024 405,899 2025 390,704 2026 384,955 2027 350,920 2028 89,684 Total $ 1,801,162 |
Software Development [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Software development costs consists of the following: June 30, 2023 December 31, 2022 Software development costs $ 4,947,681 $ 4,509,804 Less accumulated amortization (3,146,519) (2,735,771) Software development costs, net $ 1,801,162 $ 1,774,033 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities [Table Text Block] | Accrued expenses consist of the following: June 30, 2023 December 31, 2022 Accrued payroll liabilities $ 1,976,080 $ 1,967,677 Accrued taxes 36,717 39,405 Current portion of finance obligation 69,806 42,858 Accrued other 118,128 80,762 Total accrued expenses $ 2,200,731 $ 2,130,702 |
Notes Payable (Tables)
Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt | As of June 30, 2023, the future contractual maturities of the Company’s long-term payment obligations by year is set forth in the following schedule: 2023 $ 40,113 2024 59,386 2025 56,683 2026 6,736 Total $ 162,918 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Defined Contribution Plan Disclosures | Total expense for employer matching contributions during the three and six months ended June 30, 2023, and 2022 was recorded in the Company’s consolidated statements of operations as follows: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Cost of revenue $ 19,643 $ 15,894 $ 44,276 $ 44,967 Sales and marketing 17,799 29,749 33,416 73,481 General and administrative 41,875 28,855 77,827 73,617 Total contribution expense $ 79,317 $ 74,498 $ 155,519 $ 192,065 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested Restricted Stock Shares Activity [Table Text Block] | The following table contains summarized information about restricted stock issued during the year ended December 31, 2022 and six months ended June 30, 2023: Restricted Stock Common Shares Weighted Average Weighted Average Nonvested at December 31, 2021 888 $ 7.31 0.7 Granted 26,483 4.72 Vested (27,299) 4.80 Nonvested at December 31, 2022 72 $ 5.36 0.3 Granted 59,800 2.51 Vested (59,872) 2.51 Nonvested at June 30, 2023 — $ — 0 |
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | The following table contains summarized information about restricted stock units during the year ended December 31, 2022 and the three months ended June 30, 2023: Restricted Stock Units Common Shares Weighted Average Weighted Average Nonvested at December 31, 2021 93,994 $ 3.83 1.8 Granted 344,108 3.87 Vested (63,269) 3.52 Forfeited (45,763) 4.87 Nonvested at December 31, 2022 329,070 $ 3.79 2.5 Granted 302,903 2.65 Vested (67,657) 3.86 Forfeited (43,871) 3.42 Nonvested at June 30, 2023 520,445 $ 3.15 2.4 |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | A summary of option activity under the 2011 Equity Incentive Plan during the years ended December 31, 2022, and June 30, 2023, is presented below: Options Outstanding Common Shares Weighted Average Weighted Average Outstanding at December 31, 2021 448,204 $ 11.13 6.4 Granted 32 4.60 Exercised (17,772) 1.01 Expired (9,349) 21.49 Forfeited (5,553) 13.12 Outstanding at December 31, 2022 415,562 $ 11.31 5.3 Granted — — Exercised — — Expired (15,277) 20.10 Forfeited (129) 9.11 Outstanding at June 30, 2023 400,156 $ 10.97 5.0 Exercisable at June 30, 2023 357,205 $ 11.31 4.6 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The Company used the following assumptions for stock options granted under the 2011 Equity Incentive Plan during the three and six months ended June 30, 2023, and 2022: Three Months Ended June 30, Six Months Ended June 30, 2011 Equity Incentive Plan Assumptions 2023 2022 2023 2022 Expected term 5 years 6 years 5 years 6 years Weighted average volatility —% —% 75.27% 120.48% Weighted average risk-free interest rate 2.62% 2.11% 2.55% 1.70% Expected dividends — — — — Weighted average expected forfeiture rate 37.00% 37.00% 37.00% 37.00% |
Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity [Table Text Block] | Total stock-based compensation expense recognized on restricted stock, restricted stock units, stock options, and employee stock purchase plan issuances during the three and six months ended June 30, 2023, and 2022 was recorded in the Company’s unaudited consolidated statements of operations as follows: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Cost of revenue $ 18,085 $ 10,544 $ 35,255 $ 17,649 Sales and marketing 29,743 14,853 47,591 24,712 General and administrative 160,049 131,309 320,553 231,537 Total stock-based compensation $ 207,877 $ 156,706 $ 403,399 $ 273,898 |
Equity Incentive 2011 Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The following table shows the number of stock options granted under the Company’s 2011 Equity Incentive Plan and the assumptions used to determine the fair value of those options using a Black-Scholes option-pricing model during the six months ended June 30, 2022; no stock options have been granted in 2023: Period Ended Total Options Granted Weighted Average Exercise Price Weighted Average Expected Term Weighted Average Volatility Weighted Average Risk-Free Interest Rate Expected Dividends Weighted Average Weighted Average Expected Forfeiture Rate June 30, 2022 32 $ 4.60 6.0 years —% 2.11% — $ 1.00 37.00% |
Loss Per Common Share (Tables)
Loss Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Diluted loss per share is computed by dividing the net income or loss by the sum of the total of the basic weighted-average number of shares of common stock outstanding plus the additional dilutive securities that could be exercised or converted into common shares during each period presented less the amount of shares that could be repurchased using the proceeds from the exercises. Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Net loss $ (1,033,426) $ (169,890) $ (3,839,765) $ (2,646,133) Weighted average shares outstanding - basic and diluted 15,520,700 15,551,617 15,551,785 15,539,663 Basic and diluted loss per common share $ (0.07) $ (0.01) $ (0.25) $ (0.17) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The Company excluded the following weighted average items from the above computation of diluted loss per common share, as their effect would be anti-dilutive: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Stock options 400,188 433,001 416,195 439,594 Restricted stock units 426,467 157,055 397,303 135,431 Restricted stock — 17,966 24 17,075 Total excluded shares 826,655 608,022 813,522 592,100 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue [Table Text Block] | The following table illustrates the Company’s revenue by product service type: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Managed Services Revenue $ 10,618,381 $ 12,176,616 $ 19,121,135 $ 20,549,072 Marketplace Spend Fees 1,314 52,124 37,788 106,224 License Fees 59,225 335,928 249,607 710,369 Other Fees 10,139 12,343 18,251 101,682 SaaS Services Revenue 70,678 400,395 305,646 918,275 Total Revenue $ 10,689,059 $ 12,577,011 $ 19,426,781 $ 21,467,347 Managed Services revenue is comprised of two types of revenue, Sponsored Social and Content. Sponsored Social revenue, which totaled $10.0 million and $18.2 million for the three and six months ended June 30, 2023, is recognized over time. Content revenue, which totaled $0.6 and $0.9 million during the three and six months ended June 30, 2023, is recognized at a point in time. The following table illustrates revenues as determined by the country of domicile: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 United States $ 10,035,693 $ 12,384,786 $ 18,171,826 $ 21,254,424 Canada 653,366 192,225 1,254,955 212,923 Total $ 10,689,059 $ 12,577,011 $ 19,426,781 $ 21,467,347 |
Contract with Customer, Asset and Liability [Table Text Block] | The following table provides information about receivables, contract assets, and contract liabilities from contracts with customers reported in the Company’s consolidated balance sheet: June 30, 2023 December 31, 2022 Accounts receivable, net $ 6,317,873 $ 5,664,727 Contract liabilities (unearned revenue) 8,257,166 11,247,746 |
Company and Summary of Signif_4
Company and Summary of Significant Accounting Policies - Cash and Cash Equivalents (Details) | Jun. 30, 2023 USD ($) | Jun. 30, 2023 CAD ($) | Dec. 31, 2022 USD ($) |
Accounting Policies [Abstract] | |||
Cash, FDIC Insured Amount | $ 250,000 | $ 100,000 | |
Cash, Uninsured Amount | $ 30,600,000 | $ 24,400,000 |
Company and Summary of Signif_5
Company and Summary of Significant Accounting Policies - Accounts Receivable and Concentration of Credit Risk (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 | Jun. 30, 2023 USD ($) | Jun. 30, 2022 | Dec. 31, 2022 USD ($) | |
Concentration Risk [Line Items] | |||||
Accounts receivable, before allowance for credit loss | $ 6,300,000 | $ 6,300,000 | $ 5,700,000 | ||
Allowance for doubtful accounts receivable | $ 155,000 | $ 155,000 | $ 155,000 | ||
Accounts Receivable [Member] | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Customer, Concentration Risk | 2 | 3 | |||
Concentration risk, percentage | 10% | ||||
Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk | |||||
Concentration Risk [Line Items] | |||||
Customer, Concentration Risk | 1 | 2 | 1 | 2 | |
Concentration risk, percentage | 10% | 10% |
Company and Summary of Signif_6
Company and Summary of Significant Accounting Policies - Property and Equipment (Details) | Jun. 30, 2023 |
Computer Equipment [Member] | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life (in years) | 3 years |
Minimum [Member] | Office Equipment [Member] | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life (in years) | 3 years |
Minimum [Member] | Furniture and Fixtures [Member] | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life (in years) | 5 years |
Maximum [Member] | Office Equipment [Member] | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life (in years) | 10 years |
Maximum [Member] | Furniture and Fixtures [Member] | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life (in years) | 10 years |
Company and Summary of Signif_7
Company and Summary of Significant Accounting Policies - Goodwill (Details) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) Reportable_Operating_Segment | |
Accounting Policies [Abstract] | ||
Number of reporting units | Reportable_Operating_Segment | 1 | |
Goodwill, Impairment Loss | $ | $ 0 | $ 0 |
Company and Summary of Signif_8
Company and Summary of Significant Accounting Policies - Intangible Assets (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of digital assets | $ 77,751 | $ 0 | $ 140,727 |
Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful life (in years) | 12 years | ||
Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful life (in years) | 60 years |
Company and Summary of Signif_9
Company and Summary of Significant Accounting Policies - Software Development Costs (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Amortization period of software development costs (in years) | 5 years |
Company and Summary of Signi_10
Company and Summary of Significant Accounting Policies - Leases (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Lease term | 12 months |
Company and Summary of Signi_11
Company and Summary of Significant Accounting Policies - Revenue Recognition (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Contract assets and contract liabilities length of agreement with customers | 1 year |
Invoice payment terms | 30 days |
Company and Summary of Signi_12
Company and Summary of Significant Accounting Policies - Advertising Costs (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Selling and Marketing Expense [Member] | ||||
Significant Accounting Policies [Line Items] | ||||
Advertising costs | $ 800,000 | $ 500,000 | $ 1,300,000 | $ 1,000,000 |
Company and Summary of Signi_13
Company and Summary of Significant Accounting Policies - Stock-Based Compensation (Details) - Equity Incentive 2011 Plan [Member] | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Significant Accounting Policies [Line Items] | ||||
Expected term (in years) | 5 years | 6 years | 5 years | 6 years |
Weighted average volatility (percentage) | 0% | 0% | 75.27% | 120.48% |
Weighted average risk free interest rate (percentage) | 2.62% | 2.11% | 2.55% | 1.70% |
Expected dividends | 0% | 0% | 0% | 0% |
Weighted-average expected forfeiture rate (percentage) | 37% | 37% | 37% | 37% |
Financial Instruments (Details)
Financial Instruments (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 | Jun. 30, 2023 | |
Marketable Securities [Line Items] | ||
Realized Investment Gains (Losses) | $ 104 | $ 104 |
Maximum [Member] | ||
Marketable Securities [Line Items] | ||
Holding Period for Marketable Securities | 1 year | |
Useful life of Marketable Securities | 5 years | |
Minimum [Member] | ||
Marketable Securities [Line Items] | ||
Holding Period for Marketable Securities | 1 year | |
Useful life of Marketable Securities | 1 year |
Financial Instruments - Marketa
Financial Instruments - Marketable Securities by Significant Investment Category (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2022 | Apr. 18, 2022 | ||
Investments, Debt and Equity Securities [Abstract] | ||||
Investment Owned, at Cost | $ 65,706,214 | |||
Unrealized Gain (Loss) on Investments | (644,515) | $ (780,795) | ||
Marketable Securities [Line Items] | ||||
Investment Owned, at Cost | 65,706,214 | |||
Unrealized gains on investments | 3,390 | |||
Unrealized loss on investments | (647,905) | |||
Investment Owned, at Fair Value | 65,061,699 | 70,003,787 | ||
Cash and cash equivalents | 31,223,220 | 24,600,960 | ||
Marketable Securities, Current | 14,084,241 | 16,106,758 | ||
Marketable Securities, Noncurrent | 19,754,238 | 29,296,069 | ||
Marketable Securities | 33,838,479 | 45,402,827 | $ 60 | |
Fair Value, Inputs, Level 1 | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Investment Owned, at Cost | [1] | 32,284,087 | ||
Marketable Securities [Line Items] | ||||
Investment Owned, at Cost | [1] | 32,284,087 | ||
Unrealized gains on investments | 0 | |||
Unrealized loss on investments | [1] | (176,825) | ||
Investment Owned, at Fair Value | [1] | 32,107,262 | ||
Cash and cash equivalents | [1] | 22,270,098 | ||
Marketable Securities, Current | [1] | 4,956,517 | ||
Marketable Securities, Noncurrent | [1] | 4,880,647 | ||
Fair Value, Inputs, Level 2 | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Investment Owned, at Cost | [2] | 24,469,005 | ||
Marketable Securities [Line Items] | ||||
Investment Owned, at Cost | [2] | 24,469,005 | ||
Unrealized gains on investments | 3,390 | |||
Unrealized loss on investments | [2] | (471,080) | ||
Investment Owned, at Fair Value | [2] | 24,001,315 | ||
Marketable Securities, Current | [2] | 9,127,724 | ||
Marketable Securities, Noncurrent | [2] | 14,873,591 | ||
Cash | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Investment Owned, at Cost | 8,953,122 | |||
Marketable Securities [Line Items] | ||||
Investment Owned, at Cost | 8,953,122 | |||
Investment Owned, at Fair Value | 8,953,122 | |||
Cash and cash equivalents | 8,953,122 | |||
Commercial Paper | Fair Value, Inputs, Level 1 | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Investment Owned, at Cost | 22,272,325 | |||
Marketable Securities [Line Items] | ||||
Investment Owned, at Cost | 22,272,325 | |||
Unrealized gains on investments | 0 | |||
Unrealized loss on investments | (2,227) | |||
Investment Owned, at Fair Value | 22,270,098 | |||
Cash and cash equivalents | 22,270,098 | |||
US Treasury Securities | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Unrealized Gain (Loss) on Investments | (174,598) | (206,439) | ||
Marketable Securities [Line Items] | ||||
Investment Owned, at Fair Value | 9,837,164 | 11,765,597 | ||
US Treasury Securities | Fair Value, Inputs, Level 1 | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Investment Owned, at Cost | 10,011,762 | |||
Marketable Securities [Line Items] | ||||
Investment Owned, at Cost | 10,011,762 | |||
Unrealized gains on investments | 0 | |||
Unrealized loss on investments | (174,598) | |||
Investment Owned, at Fair Value | 9,837,164 | |||
Cash and cash equivalents | 0 | |||
Marketable Securities, Current | 4,956,517 | |||
Marketable Securities, Noncurrent | 4,880,647 | |||
Asset-backed Securities | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Unrealized Gain (Loss) on Investments | (108,263) | (154,576) | ||
Marketable Securities [Line Items] | ||||
Investment Owned, at Fair Value | 6,163,154 | 12,018,617 | ||
Asset-backed Securities | Fair Value, Inputs, Level 2 | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Investment Owned, at Cost | 6,271,417 | |||
Marketable Securities [Line Items] | ||||
Investment Owned, at Cost | 6,271,417 | |||
Unrealized gains on investments | 0 | |||
Unrealized loss on investments | (108,263) | |||
Investment Owned, at Fair Value | 6,163,154 | |||
Marketable Securities, Current | 2,073,351 | |||
Marketable Securities, Noncurrent | 4,089,803 | |||
Corporate Debt Securities | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Unrealized Gain (Loss) on Investments | (359,427) | (417,649) | ||
Marketable Securities [Line Items] | ||||
Investment Owned, at Fair Value | 17,838,161 | $ 21,618,613 | ||
Corporate Debt Securities | Fair Value, Inputs, Level 2 | ||||
Investments, Debt and Equity Securities [Abstract] | ||||
Investment Owned, at Cost | 18,197,588 | |||
Marketable Securities [Line Items] | ||||
Investment Owned, at Cost | 18,197,588 | |||
Unrealized gains on investments | 3,390 | |||
Unrealized loss on investments | (362,817) | |||
Investment Owned, at Fair Value | 17,838,161 | |||
Marketable Securities, Current | 7,054,373 | |||
Marketable Securities, Noncurrent | $ 10,783,788 | |||
[1]3) Level 1 fair value estimates are based on quoted prices in active markets for identical assets and liabilities.[2] (4) Level 2 fair value estimates are based on observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets and liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets and liabilities. |
Financial Instruments - Fair Va
Financial Instruments - Fair Value of Marketable Debt Securities (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | Apr. 18, 2022 |
Investments, Debt and Equity Securities [Abstract] | |||
Marketable Securities, Current | $ 14,084,241 | $ 16,106,758 | |
Marketable Securities, Noncurrent | 19,754,238 | 29,296,069 | |
Marketable Securities | $ 33,838,479 | $ 45,402,827 | $ 60 |
Financial Instruments - Fair _2
Financial Instruments - Fair Value and Net Unrealized Gains (Losses) By Investment in OCI (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | ||
Investment Owned, at Fair Value | $ 65,061,699 | $ 70,003,787 |
Unrealized Gain (Loss) on Investments | (644,515) | (780,795) |
Marketable Securities [Line Items] | ||
Investment Owned, at Fair Value | 65,061,699 | 70,003,787 |
Unrealized Gain (Loss) on Investments | (644,515) | (780,795) |
Cash and Cash Equivalents | ||
Investments, Debt and Equity Securities [Abstract] | ||
Investment Owned, at Fair Value | 31,223,220 | 24,600,960 |
Unrealized Gain (Loss) on Investments | (2,227) | (2,131) |
Marketable Securities [Line Items] | ||
Investment Owned, at Fair Value | 31,223,220 | 24,600,960 |
Unrealized Gain (Loss) on Investments | (2,227) | (2,131) |
US Treasury Securities | ||
Investments, Debt and Equity Securities [Abstract] | ||
Investment Owned, at Fair Value | 9,837,164 | 11,765,597 |
Unrealized Gain (Loss) on Investments | (174,598) | (206,439) |
Marketable Securities [Line Items] | ||
Investment Owned, at Fair Value | 9,837,164 | 11,765,597 |
Unrealized Gain (Loss) on Investments | (174,598) | (206,439) |
Corporate Debt Securities | ||
Investments, Debt and Equity Securities [Abstract] | ||
Investment Owned, at Fair Value | 17,838,161 | 21,618,613 |
Unrealized Gain (Loss) on Investments | (359,427) | (417,649) |
Marketable Securities [Line Items] | ||
Investment Owned, at Fair Value | 17,838,161 | 21,618,613 |
Unrealized Gain (Loss) on Investments | (359,427) | (417,649) |
Asset-backed Securities | ||
Investments, Debt and Equity Securities [Abstract] | ||
Investment Owned, at Fair Value | 6,163,154 | 12,018,617 |
Unrealized Gain (Loss) on Investments | (108,263) | (154,576) |
Marketable Securities [Line Items] | ||
Investment Owned, at Fair Value | 6,163,154 | 12,018,617 |
Unrealized Gain (Loss) on Investments | $ (108,263) | $ (154,576) |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment gross | $ 445,374 | $ 445,374 | $ 327,543 | ||
Less accumulated depreciation | (210,857) | (210,857) | (170,769) | ||
Property and equipment, net of accumulated depreciation | 234,517 | 234,517 | 156,774 | ||
Depreciation | 45,946 | $ 65,528 | |||
Furniture and Fixtures [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment gross | 29,848 | 29,848 | 0 | ||
Office Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment gross | 3,843 | 3,843 | 3,843 | ||
Computer Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment gross | 411,683 | 411,683 | $ 323,700 | ||
Depreciation and Amortization Expense [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Depreciation | $ 27,160 | $ 32,595 | $ 45,946 | $ 65,528 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Identifiable Intangible Assets (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 6,211,469 | $ 6,211,469 |
Less accumulated amortization | (6,211,469) | (6,211,469) |
Indefinite-lived Intangible Assets (Excluding Goodwill) | 64,953 | 64,953 |
Intangible Assets, Gross (Excluding Goodwill) | 6,276,422 | 6,276,422 |
Content provider networks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | 160,000 | 160,000 |
Less accumulated amortization | $ (160,000) | (160,000) |
Useful life (in years) | 2 years | |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 87,000 | 87,000 |
Less accumulated amortization | $ (87,000) | (87,000) |
Useful life (in years) | 1 year | |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 820,000 | 820,000 |
Less accumulated amortization | $ (820,000) | (820,000) |
Useful life (in years) | 5 years | |
Self-service content customers | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 2,810,000 | 2,810,000 |
Less accumulated amortization | $ (2,810,000) | (2,810,000) |
Useful life (in years) | 3 years | |
Managed content customers | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 2,140,000 | 2,140,000 |
Less accumulated amortization | $ (2,140,000) | (2,140,000) |
Useful life (in years) | 3 years | |
Domains | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 166,469 | 166,469 |
Less accumulated amortization | $ (166,469) | (166,469) |
Useful life (in years) | 5 years | |
Embedded non-compete provision | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross | $ 28,000 | 28,000 |
Less accumulated amortization | $ (28,000) | $ (28,000) |
Useful life (in years) | 2 years |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Other Acquired Assets (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 6,211,469 | $ 6,211,469 |
Intangible Assets, Gross (Excluding Goodwill) | 6,276,422 | 6,276,422 |
Less accumulated amortization | (6,211,469) | (6,211,469) |
Intangible assets, net | 64,953 | 64,953 |
Indefinite-lived Intangible Assets (Excluding Goodwill) | 64,953 | 64,953 |
Ebyline Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 2,370,000 | 2,370,000 |
ZenContent Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 722,000 | 722,000 |
Domains | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 166,469 | 166,469 |
TapInfluence Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 2,953,000 | $ 2,953,000 |
Intangible Assets - (Detail Tex
Intangible Assets - (Detail Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 0 | $ 0 | ||
Impairment of Intangible Assets, Finite-lived | $ 0 | $ 0 | ||
Indefinite-lived Intangible Assets (Excluding Goodwill) | 64,953 | 64,953 | $ 64,953 | |
Goodwill, Impairment Loss | 0 | 0 | ||
Goodwill | 4,016,722 | $ 4,016,722 | $ 4,016,722 | |
Digital assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 0 |
Software Development Costs - Sc
Software Development Costs - Schedule of Software Development Cost (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Research and Development [Abstract] | ||
Software development costs | $ 4,947,681 | $ 4,509,804 |
Less accumulated amortization | (3,146,519) | (2,735,771) |
Software development costs, net | $ 1,801,162 | $ 1,774,033 |
Software Development Costs - _2
Software Development Costs - Schedule of Future Estimated Amortization Expense (Details) | Jun. 30, 2023 USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Software Amortization Expense, Total | $ 1,801,162 |
Software and Software Development Costs [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Software Amortization Expense, 2023 | 179,000 |
Software Amortization Expense, 2024 | 405,899 |
Software Amortization Expense, 2025 | 390,704 |
Software Amortization Expense, 2026 | 384,955 |
Software Amortization Expense, 2027 | 350,920 |
Software Amortization Expense, 2028 | $ 89,684 |
Software Development Costs (Det
Software Development Costs (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Capitalized computer software, additions | $ 281,009 | $ 177,943 | $ 437,877 | $ 277,369 | |
Capitalized computer software, gross | 4,947,681 | 4,947,681 | $ 4,509,804 | ||
Capitalized computer software, amortization | $ (83,272) | $ (105,897) | $ (410,748) | $ (211,793) | |
Maximum [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful life (in years) | 60 years | 60 years |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Current portion of finance obligation | $ 69,806 | $ 42,858 |
Accrued payroll liabilities | 1,976,080 | 1,967,677 |
Accrued taxes | 36,717 | 39,405 |
Accrued other | 118,128 | 80,762 |
Accrued expenses | $ 2,200,731 | $ 2,130,702 |
Notes Payable - Finance Obligat
Notes Payable - Finance Obligation (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 12.90% | |
Long-term Debt | $ 162,918 | |
Finance Obligation | ||
Debt Instrument [Line Items] | ||
Short-term Debt | 69,806 | $ 42,858 |
Long-term Debt | $ 162,918 | $ 105,031 |
Notes Payable - (Details)
Notes Payable - (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Debt Instrument [Line Items] | ||||
Interest expense | $ 3,155 | $ 815 | $ 4,719 | $ 1,780 |
Secured Line of Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest expense | $ 3,103 | $ 1,780 |
Notes Payable - Schedule of Fut
Notes Payable - Schedule of Future Maturities (Details) | Jun. 30, 2023 USD ($) |
Debt Disclosure [Abstract] | |
Long-term debt, future contractual maturities 2023 | $ 40,113 |
Long-term debt, future contractual maturities 2024 | 59,386 |
Long-term debt, future contractual maturities 2025 | 56,683 |
Long-term debt, future contractual maturities 2026 | 6,736 |
Long-term Debt | $ 162,918 |
Commitments and Contingencies -
Commitments and Contingencies - Lease Commitments (Details) | Jun. 30, 2023 |
Commitments and Contingencies Disclosure [Abstract] | |
Number of operating or finance leases that exceed one year | 0 |
Commitments and Contingencies_2
Commitments and Contingencies - Retirement Plans (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | |
Other Commitments [Line Items] | ||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 50% | |||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 8% | |||
Defined Contribution Plan, Employers Matching Contribution, Annual Vesting Percentage | 20% | |||
Defined Contribution Plan, Employers Matching Contribution, Years of Service | 2 years | |||
Defined Contribution Plan, Cost | $ 79,317 | $ 74,498 | $ 155,519 | $ 192,065 |
Age of Retirment | 60 | 60 | ||
Cost of revenue [Member] | ||||
Other Commitments [Line Items] | ||||
Defined Contribution Plan, Cost | $ 19,643 | 15,894 | $ 44,276 | 44,967 |
Sales and marketing | ||||
Other Commitments [Line Items] | ||||
Defined Contribution Plan, Cost | 17,799 | 29,749 | 33,416 | 73,481 |
General and Administrative Expense [Member] | ||||
Other Commitments [Line Items] | ||||
Defined Contribution Plan, Cost | $ 41,875 | $ 28,855 | $ 77,827 | $ 73,617 |
Stockholders' Equity - Reverse
Stockholders' Equity - Reverse Stock Split (Details) | 6 Months Ended |
Jun. 30, 2023 shares | |
Share-Based Payment Arrangement [Abstract] | |
Stock Issued During Period, Shares, Reverse Stock Splits | 23,789 |
Preferred shares outstanding at reverse stock split | 0 |
Stockholders' Equity, Reverse Stock Split | all options and unvested restricted share grants of the Company outstanding immediately prior to the reverse split were adjusted by dividing the number of shares of common stock into which the options are exercisable by four (4) and multiplying the exercise price by four (4), in accordance with the terms of the plans and agreements governing such options and subject to rounding up to the nearest whole share |
Stockholders' Equity - Authoriz
Stockholders' Equity - Authorized Shares (Detail) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Stockholders' Equity [Abstract] | ||
Common stock, shares authorized (shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares authorized (shares) | 2,500,000 | 2,500,000 |
Preferred stock, par value (per share) | $ 0.0001 | $ 0.0001 |
Stockholders' Equity - Shares R
Stockholders' Equity - Shares Repurchase (Details) - USD ($) | 3 Months Ended | ||
Jun. 30, 2023 | Mar. 30, 2023 | Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |||
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 1,000,000 | ||
Treasury Stock, Value | $ 705,403 | $ 0 | |
Stock Repurchased During Period, Shares | 245,283 | ||
Treasury Stock Acquired, Average Cost Per Share | $ 2.88 |
Stockholders' Equity - Equity I
Stockholders' Equity - Equity Incentive Plan (Details) - Incentive compensation for employees and consultants [Member] - The Amended and Restated May 2011 Plan [Member] | Jun. 30, 2023 shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock, capital shares reserved for future issuance (shares) | 381,966 |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock, capital shares reserved for future issuance (shares) | 1,875,000 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2023 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) directors $ / shares shares | Jun. 30, 2022 USD ($) | Dec. 31, 2022 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock issued for payment of services | $ 75,009 | $ 31,259 | $ 150,009 | $ 62,482 | ||
Number of independent directors | directors | 5 | |||||
Value of Shares Issued on Last Day of Quarter | $ 75,000 | |||||
Five Independent Directors | Restricted stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock issued for payment of services | $ 75,009 | $ 125,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | shares | 30,990 | 59,800 | 26,483 | |||
Director [Member] | Restricted stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock or unit expense | 31,259 | $ 150,009 | 62,482 | |||
Employees [Member] | Restricted stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock or unit expense | $ 0 | $ 1,526 | 376 | $ 5,355 | ||
Equity Incentive 2011 Plan [Member] | Restricted stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fair value of common stock issued for future services | 0 | |||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, aggregate intrinsic value, nonvested | $ 0 | $ 0 | ||||
Common Stock, Fair Value | $ / shares | $ 2.42 | $ 2.42 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Non-Vested Restricted Stock (Details) - Restricted Stock [Member] - $ / shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Restricted stock units, nonvested beginning of period | 72 | 888 | ||
Restricted stock units, nonvested vested in period | (59,872) | (27,299) | ||
Restricted stock units, nonvested ending of period | 0 | 0 | 72 | 888 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Restricted stock units, nonvested weighted average grant date fair value | $ 5.36 | $ 7.31 | ||
Restricted stock units, nonvested grants in period, weighted average grant date fair value | 2.51 | 4.72 | ||
Restricted stock units , nonvested vested in period, weighted average grant date fair value | 2.51 | 4.80 | ||
Restricted stock units, nonvested weighted average grant date fair value | $ 0 | $ 0 | $ 5.36 | $ 7.31 |
Restricted stock units, nonvested weighted average remaining contractual terms | 0 years | 3 months 18 days | 8 months 12 days | |
Five Independent Directors | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Restricted stock units, nonvested grants in period | 30,990 | 59,800 | 26,483 |
Stockholders' Equity - Restri_2
Stockholders' Equity - Restricted Stock Units (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock issued for payment of services | $ 75,009 | $ 31,259 | $ 150,009 | $ 62,482 | ||
Common stock, par value (per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 100% | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fair value of common stock issued for future services | $ 1,467,566 | |||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, aggregate intrinsic value, nonvested | $ 1,259,477 | $ 1,259,477 | ||||
Restricted stock units, nonvested weighted average remaining contractual terms | 2 years 4 months 24 days | 2 years 6 months | 1 year 9 months 18 days | |||
Common stock, par value (per share) | $ 2.42 | $ 2.42 | ||||
Non Executive Employees [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock issued for payment of services, net (shares) | 256,649 | |||||
Stock issued for payment of services | $ 689,698 | |||||
Non Executive Employees [Member] | Restricted Stock Units (RSUs) [Member] | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, award vesting period (in years) | 12 months | |||||
Non Executive Employees [Member] | Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, award vesting period (in years) | 36 months | |||||
Employees [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock or unit expense | $ 151,733 | $ 81,450 | $ 281,299 | $ 124,074 | ||
Executive Employees | Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock issued for payment of services, net (shares) | 46,254 | |||||
Stock issued for payment of services | $ 114,197 | |||||
Executive Employees | Restricted Stock Units (RSUs) [Member] | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, award vesting period (in years) | 1 year | |||||
Executive Employees | Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, award vesting period (in years) | 4 years |
Stockholders' Equity - Restri_3
Stockholders' Equity - Restricted Stock Units Schedule (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted stock units, nonvested beginning of period | 329,070 | 93,994 | |
Restricted stock units, nonvested grants in period | 302,903 | 344,108 | |
Restricted stock units, nonvested vested in period | (67,657) | (63,269) | |
Restricted stock units, nonvested forfeited in period | (43,871) | (45,763) | |
Restricted stock units, nonvested ending of period | 520,445 | 329,070 | 93,994 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Restricted stock units, nonvested weighted average grant date fair value | $ 3.79 | $ 3.83 | |
Restricted stock units, nonvested grants in period, weighted average grant date fair value | 2.65 | 3.87 | |
Restricted stock units , nonvested vested in period, weighted average grant date fair value | 3.86 | 3.52 | |
Restricted stock units, nonvested forfeited in period, weighted average grant date fair value | 3.42 | 4.87 | |
Restricted stock units, nonvested weighted average grant date fair value | $ 3.15 | $ 3.79 | $ 3.83 |
Restricted stock units, nonvested weighted average remaining contractual terms | 2 years 4 months 24 days | 2 years 6 months | 1 year 9 months 18 days |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Options (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock, par value (per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Stock option plan expense | $ 54,780 | $ 71,302 | $ 119,124 | $ 139,959 | ||
Percentage of individual ownership of common stock (percentage) | 10% | |||||
Common shares, exercised | 6,834 | |||||
Share-based compensation arrangement by share-based payment award, options, outstanding, intrinsic value | $ 79,688 | $ 79,688 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value | $ 28,335 | |||||
Equity Incentive 2011 Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common shares outstanding | 400,156 | 400,156 | 415,562 | 448,204 | ||
Common shares expected to vest | 357,205 | 357,205 | ||||
Common shares expected to vest weighted average | $ 11.31 | $ 11.31 | ||||
Common shares, exercised | 0 | 17,772 | ||||
Share-based compensation arrangement by share-based payment award, options, exercisable, intrinsic value | $ 77,406 | $ 77,406 | ||||
Weighted average remaining years to vest (in years) | 1 year 8 months 12 days | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 10.97 | $ 10.97 | $ 11.31 | $ 11.13 | ||
May 2011 and August 2011 Equity Incentive Plans [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fair market value of incentive stock options | 100% | |||||
Share-based Payment Arrangement, Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized | $ 280,120 | $ 280,120 | ||||
Proceeds from issuance or sale of equity | $ 10,528 | |||||
Individual Stock Ownership in Excess of 10 Percent [Member] | May 2011 and August 2011 Equity Incentive Plans [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fair market value of incentive stock options | 110% | |||||
Total vesting period [Member] | Share-based Payment Arrangement, Option [Member] | May 2011 and August 2011 Equity Incentive Plans [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, award vesting period (in years) | 10 years | |||||
Twelve Months After Grant Date [Member] | May 2011 and August 2011 Equity Incentive Plans [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of individual ownership of common stock (percentage) | 25% | |||||
Stock option vesting period from grant date (in years) | 1 year | |||||
Monthly in equal installments [Member] | Share-based Payment Arrangement, Option [Member] | May 2011 and August 2011 Equity Incentive Plans [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, award vesting period (in years) | 3 years |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Options Outstanding (Details) - $ / shares | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Options, exercised | (6,834) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Weighted average exercise price, expired | $ 20.10 | $ 21.49 | ||
Equity Incentive 2011 Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Options outstanding, beginning of period | 415,562 | 448,204 | 448,204 | |
Options, granted | 0 | 32 | 32 | |
Options, exercised | 0 | (17,772) | ||
Options, expired | (15,277) | (9,349) | ||
Options, forfeited | (129) | (5,553) | ||
Options outstanding, end of period | 400,156 | 415,562 | 448,204 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Weighted average exercise price, beginning of period | $ 11.31 | $ 11.13 | $ 11.13 | |
Weighted average exercise price, granted | 0 | 4.60 | ||
Weighted average exercise price, exercised | 0 | 1.01 | ||
Weighted average exercise price, forfeited | 9.11 | 13.12 | ||
Weighted average exercise price, end of period | $ 10.97 | $ 11.31 | $ 11.13 | |
Weighted average remaining life (years), outstanding | 5 years | 5 years 3 months 18 days | 6 years 4 months 24 days | |
Common shares expected to vest | 357,205 | |||
Common shares expected to vest weighted average | $ 11.31 | |||
Weighted average remaining useful life exercisable | 4 years 7 months 6 days |
Stockholders' Equity - Schedu_3
Stockholders' Equity - Schedule of Stock Option Assumptions (Details) - Equity Incentive 2011 Plan [Member] - $ / shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Options, granted | 0 | 32 | 32 | ||
Weighted average exercise price, granted | $ 0 | $ 4.60 | |||
Expected term (in years) | 5 years | 6 years | 5 years | 6 years | |
Weighted average volatility (percentage) | 0% | 0% | 75.27% | 120.48% | |
Weighted average risk free interest rate (percentage) | 2.62% | 2.11% | 2.55% | 1.70% | |
Weighted average grant date fair value, granted | $ 1 | ||||
Weighted-average expected forfeiture rate (percentage) | 37% | 37% | 37% | 37% |
Stockholders' Equity - Employee
Stockholders' Equity - Employee Stock Purchase Plan (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) shares | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) hours shares | Jun. 30, 2022 USD ($) | |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Adjustments to additional paid in capital, share-based compensation, requisite service period recognition (in dollars) | $ | $ 207,877 | $ 156,706 | $ 403,399 | $ 273,898 |
2014 Employee Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock, capital shares reserved for future issuance (shares) | shares | 125,000 | 125,000 | ||
Share-based compensation arrangement by share-based payment award, award vesting period (in days) | 90 days | |||
Minimum hour requirement for employees participation in the ESSP (hours) | hours | 20 | |||
Employee stock ownership plan (ESOP), successive offering period | 6 months | |||
Annual compensation limit percentage, employee stock purchase plan (percentage) | 10% | |||
Annual compensation limit, employee stock purchase plan (dollars) | $ | $ 21,250 | |||
Shares issuance limit per offering period, employee stock purchase plan | shares | 2,000 | |||
Fair market value of shares available for issuance (percentage) | 85% | |||
Remaining Common Stock, Capital Shares Reserved for Future Issuance | shares | 86,439 | 86,439 | ||
2014 Employee Stock Purchase Plan [Member] | Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Adjustments to additional paid in capital, share-based compensation, requisite service period recognition (in dollars) | $ | $ 1,361 | $ 2,429 | $ 2,599 | $ 4,511 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary Stock-Based Compensation (Details) - Stock options - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Adjustments to additional paid in capital, share-based compensation, requisite service period recognition (in dollars) | $ 207,877 | $ 156,706 | $ 403,399 | $ 273,898 |
Cost of revenue [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Adjustments to additional paid in capital, share-based compensation, requisite service period recognition (in dollars) | 18,085 | 10,544 | 35,255 | 17,649 |
Selling and Marketing Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Adjustments to additional paid in capital, share-based compensation, requisite service period recognition (in dollars) | 29,743 | 14,853 | 47,591 | 24,712 |
General and Administrative Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Adjustments to additional paid in capital, share-based compensation, requisite service period recognition (in dollars) | $ 160,049 | $ 131,309 | $ 320,553 | $ 231,537 |
Loss Per Common Share - Schedul
Loss Per Common Share - Schedule of Dilutive Shares (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (1,033,426) | $ (169,890) | $ (3,839,765) | $ (2,646,133) |
Weighted average shares outstanding - basic and diluted | $ 15,520,700 | $ 15,551,617 | $ 15,551,785 | $ 15,539,663 |
Basic and diluted loss per common share | $ (0.07) | $ (0.01) | $ (0.25) | $ (0.17) |
Loss Per Common Share - Sched_2
Loss Per Common Share - Schedule of Anti-Dilutive Shares (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 826,655 | 608,022 | 813,522 | 592,100 |
Stock options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 400,188 | 433,001 | 416,195 | 439,594 |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 426,467 | 157,055 | 397,303 | 135,431 |
Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 0 | 17,966 | 24 | 17,075 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | $ 10,689,059 | $ 12,577,011 | $ 19,426,781 | $ 21,467,347 |
Managed Services Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 10,618,381 | 12,176,616 | 19,121,135 | 20,549,072 |
Marketplace Spend Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 1,314 | 52,124 | 37,788 | 106,224 |
License Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 59,225 | 335,928 | 249,607 | 710,369 |
Other Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 10,139 | 12,343 | 18,251 | 101,682 |
SaaS Services Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 70,678 | 400,395 | 305,646 | 918,275 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | 10,035,693 | 12,384,786 | 18,171,826 | 21,254,424 |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer, excluding assessed tax | $ 653,366 | $ 192,225 | $ 1,254,955 | $ 212,923 |
Revenue - Contract Balances (De
Revenue - Contract Balances (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Contract liabilities (unearned revenue) | $ 8,257,166 | $ 11,247,746 |
Accounts receivable, net | $ 6,317,873 | $ 5,664,727 |
Revenue (Details Textuals)
Revenue (Details Textuals) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Revenue from Contract with Customer [Abstract] | |||||
Length of contract with customers | 1 year | ||||
Contract liabilities | $ 8,257,166 | $ 8,257,166 | $ 11,247,746 | ||
Contract with Customer, Liability, Revenue Recognized | 8,500,000 | ||||
Accounts receivable, net | 6,317,873 | $ 6,317,873 | 5,664,727 | ||
Accounts Receivable Outstanding Balance From Prior Year | 100,000 | ||||
Contract length for sales commissions payment | 1 | ||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer, excluding assessed tax | 10,689,059 | $ 12,577,011 | $ 19,426,781 | $ 21,467,347 | |
Contract with Customer, Liability, Revenue Recognized | $ 8,500,000 | ||||
Number of Revenue Types | 2 | ||||
Sponsored Social Revenue | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer, excluding assessed tax | 10 | $ 18.2 | |||
Content Revenue | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer, excluding assessed tax | $ 0.6 | $ 0.9 |
Subsequent Events (Details)
Subsequent Events (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event, Description | The Company determined that no subsequent events occurred that require disclosure, both for events that have been recognized in the consolidated financial statements and for those that have not |