Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Aug. 13, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | theMaven, Inc. | |
Entity Central Index Key | 0000894871 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 263,441,879 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 4,524,734 | $ 9,033,872 |
Restricted cash | 500,809 | 500,809 |
Accounts receivable, net | 14,089,590 | 16,497,626 |
Subscription acquisition costs, current portion | 31,171,595 | 28,146,895 |
Royalty fees, current portion | 15,000,000 | 15,000,000 |
Prepayments and other current assets | 6,422,576 | 4,667,263 |
Total current assets | 71,709,304 | 73,846,465 |
Property and equipment, net | 1,117,403 | 1,129,438 |
Operating lease right-of-use assets | 18,108,197 | 18,292,196 |
Platform development, net | 7,463,671 | 7,355,608 |
Royalty fees, net of current portion | 7,500,000 | 11,250,000 |
Subscription acquisition costs, net of current portion | 18,682,545 | 13,358,585 |
Acquired and other intangible assets, net | 66,550,845 | 71,501,835 |
Other long-term assets | 1,568,502 | 1,330,812 |
Goodwill | 16,139,377 | 16,139,377 |
Total assets | 208,839,844 | 214,204,316 |
Current liabilities: | ||
Accounts payable | 10,148,600 | 8,228,977 |
Accrued expenses and other | 16,735,761 | 14,718,193 |
Line of credit | 5,426,790 | 7,178,791 |
Unearned revenue | 65,863,189 | 61,625,676 |
Subscription refund liability | 4,772,991 | 4,035,531 |
Operating lease liabilities | 1,022,294 | 1,059,671 |
Liquidated damages payable | 9,822,725 | 9,568,091 |
Warrant derivative liabilities | 1,812,931 | 1,147,895 |
Total current liabilities | 115,605,281 | 107,562,825 |
Unearned revenue, net of current portion | 28,300,040 | 23,498,597 |
Restricted stock liabilities, net of current portion | 1,519,156 | 1,995,810 |
Operating lease liabilities, net of current portion | 19,680,225 | 19,886,083 |
Other long-term liabilities | 597,678 | 753,365 |
Deferred tax liabilities | 210,832 | 210,832 |
Long-term debt | 64,754,198 | 62,194,272 |
Total liabilities | 230,667,410 | 216,101,784 |
Commitments and contingencies (Note 12) | ||
Mezzanine equity: | ||
Total mezzanine equity | 18,415,992 | 18,415,992 |
Stockholders' deficiency: | ||
Common stock, $0.01 par value, authorized 1,000,000,000 shares; issued and outstanding: 37,474,736 and 37,119,117 shares at March 31, 2021 and December 31, 2020, respectively | 2,303,264 | 2,290,851 |
Common stock to be issued | 10,809 | 10,809 |
Additional paid-in capital | 145,178,960 | 139,658,166 |
Accumulated deficit | (187,736,591) | (162,273,286) |
Total stockholders' deficiency | (40,243,558) | (20,313,460) |
Total liabilities, mezzanine equity and stockholders' deficiency | 208,839,844 | 214,204,316 |
Series G Redeemable and Convertible Preferred Stock [Member] | ||
Mezzanine equity: | ||
Total mezzanine equity | 168,496 | 168,496 |
Series H Convertible Preferred Stock [Member] | ||
Mezzanine equity: | ||
Total mezzanine equity | $ 18,247,496 | $ 18,247,496 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 230,326,425 | 229,085,167 |
Common stock, shares outstanding | 230,326,425 | 229,085,167 |
Series G Redeemable and Convertible Preferred Stock [Member] | ||
Temporary equity, par value | $ 0.01 | $ 0.01 |
Temporary equity, liquidation preference per share value | $ 1,000 | $ 1,000 |
Temporary equity, shares authorized | 1,800 | 1,800 |
Temporary equity, liquidation preference value | $ 168,496 | $ 168,496 |
Temporary equity, shares issued | 168,496 | 168,496 |
Temporary equity, shares outstanding | 168,496 | 168,496 |
Temporary equity, common shares issuable upon conversion | $ 188,791 | $ 188,791 |
Series H Convertible Preferred Stock [Member] | ||
Temporary equity, par value | $ 0.01 | $ 0.01 |
Temporary equity, liquidation preference per share value | $ 1,000 | $ 1,000 |
Temporary equity, shares authorized | 23,000 | 23,000 |
Temporary equity, liquidation preference value | $ 19,597,000 | $ 19,597,000 |
Temporary equity, shares issued | 19,597 | 19,597 |
Temporary equity, shares outstanding | 19,597 | 19,597 |
Temporary equity, common shares issuable upon conversion | $ 59,384,849 | $ 59,384,849 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenue | $ 33,615,481 | $ 30,412,853 |
Cost of revenue (includes amortization of developed technology and platform development for 2021 and 2020 of $2,166,415 and $2,040,129, respectively) | 28,208,372 | 26,738,833 |
Gross profit | 5,407,109 | 3,674,020 |
Operating expenses | ||
Selling and marketing | 17,528,709 | 9,359,938 |
General and administrative | 5,638,830 | 10,410,205 |
Depreciation and amortization | 3,963,234 | 4,096,680 |
Total operating expenses | 27,130,773 | 23,866,823 |
Loss from operations | (21,723,664) | (20,192,803) |
Other (expense) income | ||
Change in valuation of warrant derivative liabilities | (665,036) | 139,219 |
Change in valuation of embedded derivative liabilities | 1,621,000 | |
Interest expense | (2,819,971) | (3,799,728) |
Interest income | 1,743 | |
Liquidated damages | (254,634) | (546,055) |
Other | ||
Total other expense | (3,739,641) | (2,583,821) |
Loss before income taxes | (25,463,305) | (22,776,624) |
Income taxes | ||
Net loss | $ (25,463,305) | $ (22,776,624) |
Basic and diluted net loss per common share | $ (0.11) | $ (0.59) |
Weighted average number of common shares outstanding - basic and diluted | 230,033,140 | 38,643,277 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Amortization cost of developed technology and platform development | $ 2,166,415 | $ 2,040,129 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Deficiency (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Common Stock [Member] | ||
Balance | $ 2,290,851 | $ 371,190 |
Balance, shares | 229,085,167 | 37,119,117 |
Issuance of restricted stock units in connection with the acquisition of LiftIgniter | ||
Issuance of restricted stock units in connection with the acquisition of LiftIgniter, Shares | ||
Issuance of restricted stock awards to the board of directors | $ 8,052 | $ 5,625 |
Issuance of restricted stock awards to the board of directors, shares | 805,165 | 562,500 |
Repurchase restricted stock classified as liabilities | $ (1,331) | |
Repurchase restricted stock classified as liabilities, shares | (133,068) | |
Issuance of common stock for restricted stock units in connection with the acquisition of LiftIgniter | $ 2,567 | |
Issuance of common stock for restricted stock units in connection with the acquisition of LiftIgniter, shares | 256,661 | |
Issuance of common stock in connection with professional services | $ 3,125 | |
Issuance of common stock in connection with professional services, shares | 312,500 | |
Common stock withheld for taxes | $ (2,069) | |
Common stock withheld for taxes, shares | (206,881) | |
Stock-based compensation | ||
Net loss | ||
Balance | $ 303,264 | $ 374,746 |
Balance, shares | 230,326,425 | 37,474,736 |
Common Stock to be Issued [Member] | ||
Balance | $ 10,809 | $ 39,383 |
Balance, shares | 1,080,930 | 3,938,287 |
Issuance of restricted stock units in connection with the acquisition of LiftIgniter | ||
Issuance of restricted stock units in connection with the acquisition of LiftIgniter, Shares | ||
Issuance of restricted stock awards to the board of directors | ||
Issuance of restricted stock awards to the board of directors, shares | ||
Repurchase restricted stock classified as liabilities | ||
Repurchase restricted stock classified as liabilities, shares | ||
Common stock withheld for taxes | ||
Common stock withheld for taxes, shares | ||
Stock-based compensation | ||
Net loss | ||
Balance | $ 10,809 | $ 39,383 |
Balance, shares | 1,080,930 | 3,938,287 |
Additional Paid-in Capital [Member] | ||
Balance | $ 139,658,166 | $ 35,562,766 |
Issuance of restricted stock units in connection with the acquisition of LiftIgniter | 500,000 | |
Issuance of restricted stock awards to the board of directors | (8,052) | (5,625) |
Repurchase restricted stock classified as liabilities | 1,331 | |
Issuance of common stock for restricted stock units in connection with the acquisition of LiftIgniter | (2,567) | |
Issuance of common stock in connection with professional services | 121,875 | |
Common stock withheld for taxes | (167,412) | |
Stock-based compensation | 5,408,207 | 3,930,172 |
Net loss | ||
Balance | 145,178,960 | 39,819,901 |
Accumulated Deficit [Member] | ||
Balance | (162,273,286) | (73,041,323) |
Issuance of restricted stock units in connection with the acquisition of LiftIgniter | ||
Issuance of restricted stock awards to the board of directors | ||
Repurchase restricted stock classified as liabilities | ||
Common stock withheld for taxes | ||
Stock-based compensation | ||
Net loss | (25,463,305) | (22,776,624) |
Balance | (187,736,591) | (95,817,947) |
Balance | (20,313,460) | (37,067,984) |
Issuance of restricted stock units in connection with the acquisition of LiftIgniter | 500,000 | |
Issuance of restricted stock awards to the board of directors | ||
Repurchase restricted stock classified as liabilities | ||
Issuance of common stock in connection with professional services | 125,000 | |
Common stock withheld for taxes | (169,481) | |
Stock-based compensation | 5,408,207 | 3,930,172 |
Net loss | (25,463,305) | (22,776,624) |
Balance | $ (40,243,558) | $ (55,583,917) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Cash flows from operating activities | |||
Net loss | $ (25,463,305) | $ (22,776,624) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation of property and equipment | 109,814 | 183,261 | |
Amortization of platform development and intangible assets | 6,019,835 | 5,953,548 | |
Amortization of debt discounts | 694,236 | 1,570,853 | |
Change in valuation of warrant derivative liabilities | 665,036 | (139,219) | |
Change in valuation of embedded derivative liabilities | (1,621,000) | ||
Accrued interest | 1,865,690 | 2,046,893 | |
Liquidated damages | 254,634 | 546,055 | |
Stock-based compensation | 5,099,012 | 3,560,120 | |
Other | (508,665) | (213,982) | |
Change in operating assets and liabilities net of effect of business combination: | |||
Accounts receivable | 2,916,701 | 621,643 | |
Subscription acquisition costs | (8,348,660) | (3,104,468) | |
Royalty fees | 3,750,000 | 3,750,000 | |
Prepayments and other current assets | (1,630,313) | (623,057) | |
Other long-term assets | (237,690) | (365,481) | |
Accounts payable | 1,919,623 | 2,547,552 | |
Accrued expenses and other | 1,821,317 | (3,730,191) | |
Unearned revenue | 9,038,956 | 1,337,842 | |
Subscription refund liability | 737,460 | (96,241) | |
Operating lease liabilities | (214,923) | 398,843 | |
Net cash used in operating activities | (1,511,242) | (10,153,653) | |
Cash flows from investing activities | |||
Purchases of property and equipment | (97,779) | (859,079) | |
Capitalized platform development | (867,713) | (853,926) | |
Payments for acquisition of business | (315,289) | ||
Net cash used in investing activities | (965,492) | (2,028,294) | |
Cash flows from financing activities | |||
Proceeds from delayed draw term note | 6,000,000 | ||
Borrowings (repayments) under line of credit | (1,752,001) | 5,415,914 | |
Payment for taxes related to repurchase of restricted common stock | (169,481) | ||
Payment of restricted stock liabilities | (280,403) | $ (177,425) | |
Net cash provided by (used for) financing activities | (2,032,404) | 11,246,433 | |
Net decrease in cash, cash equivalents, and restricted cash | (4,509,138) | (935,514) | |
Cash, cash equivalents, and restricted cash - beginning of period | 9,534,681 | 9,473,090 | 9,473,090 |
Cash, cash equivalents, and restricted cash - end of period | 5,025,543 | 8,537,576 | $ 9,534,681 |
Supplemental disclosure of cash flow information | |||
Cash paid for interest | 260,045 | 181,982 | |
Cash paid for income taxes | |||
Noncash investing and financing activities | |||
Reclassification of stock-based compensation to platform development | 309,195 | 370,052 | |
Issuance of common stock in connection with professional services | 125,000 | ||
Debt discount on delayed draw term note | 913,865 | ||
Restricted stock units issued in connection with acquisition of LiftIgniter | 500,000 | ||
Assumption of liabilities in connection with acquisition of LiftIgniter | $ 140,381 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements include the accounts of TheMaven, Inc. and its wholly owned subsidiaries (“Maven” or the “Company”), after eliminating all significant intercompany balances and transactions. The Company does not have any off-balance sheet arrangements. The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements, which are included in Maven’s Annual Report on Form 10-K (the “Form 10-K”) for the year ended December 31, 2020, filed with the SEC on August 16, 2021. The condensed consolidated financial statements as of December 31, 2020, and for the three months ended March 31, 2021 and 2020, are unaudited but, in management’s opinion, include all adjustments necessary for a fair presentation of the results of interim periods. All such adjustments are of a normal recurring nature. The year-end condensed consolidated balance sheet as of December 31, 2020, was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The results of operations for interim periods are not necessarily indicative of the results to be expected for the entire fiscal year. The Company’s impact during the first quarter of 2021 by the novel coronavirus (“COVID-19”) pandemic has been to a lesser extent than in 2020. Beginning in 2021, restrictions on non-essential work activity have begun to lift and sporting and other events have begun to be held, with attendance closer to pre-pandemic levels, which has resulted in an increase in traffic and advertising revenue. The Company expects a continued modest growth in advertising revenue back toward pre-pandemic levels, however, such growth depends on future developments, including the duration and spread of the COVID-19 pandemic, whether related group gathering and sports event advisories and restrictions will be put in place again, and the extent and effectiveness of containment and other actions taken, including the percentage of the population that receives COVID-19 vaccinations. Reclassifications Certain prior year amounts have been reclassified to conform to the fiscal 2020 presentation. Use of Estimates Preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the allowance for credit losses, fair values of financial instruments, capitalization of platform development, intangible assets and goodwill, useful lives of intangible assets and property and equipment, income taxes, fair value of assets acquired and liabilities assumed in the business acquisitions, determination of the fair value of stock-based compensation and valuation of derivatives liabilities and contingent liabilities, among others. The Company bases its estimates on assumptions, both historical and forward looking, that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Contract Modifications The Company occasionally enters into amendments to previously executed contracts that constitute contract modifications. The Company assesses each of these contract modifications to determine: ● if the additional services and goods are distinct from the services and goods in the original arrangement; and ● if the amount of consideration expected for the added services or goods reflects the stand-alone selling price of those services and goods. A contract modification meeting both criteria is accounted for as a separate contract. A contract modification not meeting both criteria is considered a change to the original contract and is accounted for on either a prospective basis as a termination of the existing contract and the creation of a new contract, or a cumulative catch-up basis (see Note 3 and Note 11). Recently Adopted Accounting Standards In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) In October 2020, the FASB issued ASU 2020-08, Codification Improvements to Subtopic 310-20 – Receivables – Nonrefundable Fees and Other Costs In October 2020, the FASB issued ASU 2020-10, Codification Improvements Loss per Common Share Basic loss per share is computed using the weighted average number of common shares outstanding during the period and excludes any dilutive effects of common stock equivalent shares, such as stock options, restricted stock, and warrants. All restricted stock awards are considered outstanding but is included in the computation of basic loss per common share only when the underlying restrictions expire, the shares are no longer forfeitable, and are thus vested. All restricted stock units are included in the computation of basic loss per common share only when the underlying restrictions expire, the shares are no longer forfeitable, and are thus vested. Contingently issuable shares are included in basic loss per common share only when there are no circumstances under which those shares would not be issued. Diluted loss per common share is computed using the weighted average number of common shares outstanding and common stock equivalent shares outstanding during the period using the treasury stock method. Common stock equivalent shares are excluded from the computation if their effect is anti-dilutive. The Company excluded the outstanding securities summarized below (capitalized terms are described herein), which entitle the holders thereof to acquire shares of the Company’s common stock, from its calculation of net income loss per common share, as their effect would have been anti-dilutive. As of March 31, 2021 2020 Series G convertible preferred stock 188,791 188,791 Series H Preferred Stock 59,384,849 58,787,879 Series I Preferred Stock - 46,200,000 Series J Preferred Stock - 28,571,428 Indemnity shares of common stock - 412,500 Restricted Stock Awards 316,667 1,991,665 Financing Warrants 2,882,055 2,882,055 ABG Warrants 21,989,844 21,989,844 AllHipHop warrants 125,000 - Publisher Partner Warrants 789,541 939,540 Restricted Stock Units - 2,399,997 Common Stock Awards 7,078,723 8,063,811 Common Equity Awards 157,945,671 77,106,507 Outside Options 3,050,000 3,730,667 Total 253,751,141 253,264,684 |
Acquisition
Acquisition | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | 2. Acquisition On March 9, 2020, the Company entered into an asset purchase agreement with Petametrics Inc., dba LiftIgniter, a Delaware corporation (“LiftIgniter”), where it purchased substantially all the assets, including the intellectual property and excluding certain accounts receivable, and assumed certain liabilities. The purchase price consisted of: (1) a cash payment of $184,087 on February 19, 2020, in connection with the repayment of all outstanding indebtedness, (2) at closing, a cash payment of $131,202, (3) collections of certain accounts receivable, (4) on the first anniversary date of the closing, the issuance of restricted stock units for an aggregate of up to 312,500 shares of the Company’s common stock (of which 256,661 shares of the Company’s common stock were issued during the three months ended March 31, 2021 and 55,839 are to be issued), and (5) on the second anniversary date of the closing, the issuance of restricted stock units for an aggregate of up to 312,500 shares of the Company’s common stock. The composition of the purchase price is as follows: Cash $ 315,289 Indemnity restricted stock units for shares of common stock 500,000 Total purchase consideration $ 815,289 The purchase price allocation resulted in the following amounts being allocated to the assets acquired and liabilities assumed at the closing date of the acquisition based upon their respective fair values as summarized below: Accounts receivable $ 37,908 Developed technology 917,762 Accounts payable (53,494 ) Unearned revenue (86,887 ) Net assets acquired $ 815,289 The useful life for the developed technology is three years (3.0 years). |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2021 | |
Balance Sheet Components | |
Balance Sheet Components | 3. Balance Sheet Components The components of certain balance sheet amounts are as follows: Accounts Receivable Subscription Acquisition Costs Certain contract amendments resulted in a modification to the subscription acquisition costs that will be recognized on a prospective basis in the same proportion as the revenue that has not yet been recognized (further details are provided under the heading Contract Balances Property and Equipment As of March 31, 2021 December 31, 2020 Office equipment and computers $ 1,439,071 $ 1,341,292 Furniture and fixtures 19,997 19,997 Leasehold improvements 345,516 345,516 1,804,584 1,706,805 Less accumulated depreciation and amortization (687,181 ) (577,367 ) Net property and equipment $ 1,117,403 $ 1,129,438 Depreciation and amortization expense for the three months ended March 31, 2021 and 2020 was $109,814 and $638,796, respectively. Depreciation and amortization expense is included in selling and marketing expenses and general and administrative expenses, as appropriate, on the consolidated statements of operations. Platform Development As of March 31, 2021 December 31, 2020 Platform development $ 17,204,336 $ 16,027,428 Less accumulated amortization (9,740,665 ) (8,671,820 ) Net platform development $ 7,463,671 $ 7,355,608 A summary of platform development activity for the three months ended March 31, 2021 and year ended December 31, 2020 is as follows: As of March 31, 2021 December 31, 2020 Platform development beginning of period $ 16,027,428 $ 10,678,692 Payroll-based costs capitalized during the period 867,713 3,750,541 Total capitalized costs 16,895,141 14,429,233 Stock-based compensation 309,195 1,608,995 Dispositions - (10,800 ) Platform development end of period $ 17,204,336 $ 16,027,428 Amortization expense for the three months ended March 31, 2021 and 2020, was $1,068,845 and $920,824, respectively. Intangible Assets As of March 31, 2021 As of December 31, 2020 Carrying Amount Accumulated Amortization Net Carrying Amount Carrying Amount Accumulated Net Carrying Amount Developed technology $ 19,070,857 $ (9,381,310 ) $ 9,689,547 $ 19,070,857 $ (8,283,740 ) $ 10,787,117 Noncompete agreement 480,000 (480,000 ) - 480,000 (480,000 ) - Trade name 3,328,000 (572,992 ) 2,755,008 3,328,000 (503,342 ) 2,824,658 Subscriber relationships 73,458,799 (21,734,342 ) 51,724,457 73,458,799 (18,105,041 ) 55,353,758 Advertiser relationships 2,240,000 (391,984 ) 1,848,016 2,240,000 (332,515 ) 1,907,485 Database 1,140,000 (626,183 ) 513,817 1,140,000 (531,183 ) 608,817 Subtotal amortizable intangible assets 99,717,656 (33,186,811 ) 66,530,845 99,717,656 (28,235,821 ) 71,481,835 Website domain name 20,000 - 20,000 20,000 - 20,000 Total intangible assets $ 99,737,656 $ (33,186,811 ) $ 66,550,845 $ 99,737,656 $ (28,235,821 ) $ 71,501,835 Amortization expense for the three months ended March 31, 2021 and 2020 was $4,950,990 and $5,032,724, respectively. No impairment charges have been recorded during for the three months ended March 31, 2021 and 2020. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | 4. Leases The Company’s leases are primarily comprised of real estate leases for the use of office space, with certain lease arrangements that contain equipment. The Company determines whether an arrangement contains a lease at inception. Lease assets and liabilities are recognized upon commencement of the lease based on the present value of the future minimum lease payments over the lease term. The lease term includes options to extend the lease when it is reasonably certain that the Company will exercise that option. Substantially all of the leases are long-term operating leases for facilities with fixed payment terms between 1.5 and 12.8 years. The table below presents supplemental information related to operating leases: Three Months Ended March 31, 2021 Operating cash flows for operating leases $ 968,473 Noncash lease liabilities arising from obtaining operating leased assets during the period $ - Weighted-average remaining lease term 11.02 Weighted-average discount rate 13.58 % The Company generally utilizes its incremental borrowing rate based on information available at the commencement of the lease in determining the present value of future payments since the implicit rate for most of the Company’s leases is not readily determinable. Variable lease expense includes rental increases that are not fixed, such as those based on amounts paid to the lessor based on cost or consumption, such as maintenance and utilities. Operating lease costs recognized for the three months ended March 31, 2021 and 2020 were $908,465 and $1,037,904, respectively. Maturities of operating lease liabilities as of March 31, 2021 are summarized as follows: Years Ending December 31, 2021 (remaining nine months of the year) $ 2,836,380 2022 3,525,158 2023 3,528,696 2024 3,526,406 2025 3,740,591 Thereafter 23,822,981 Minimum lease payments 40,980,212 Less imputed interest (20,277,693 ) Present value of operating lease liabilities $ 20,702,519 Current portion of operating lease liabilities $ 1,022,294 Long-term portion of operating lease liabilities 19,680,225 Total operating lease liabilities $ 20,702,519 |
Line of Credit
Line of Credit | 3 Months Ended |
Mar. 31, 2021 | |
Line of Credit Facility [Abstract] | |
Line of Credit | 5. Line of Credit FastPay Credit Facility |
Restricted Stock Liabilities
Restricted Stock Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Restricted Stock Liabilities | |
Restricted Stock Liabilities | 6. Restricted Stock Liabilities On December 15, 2020, the Company entered into an amendment for certain restricted stock awards and units that were previously issued to certain employees in connection with a previous merger. Pursuant to the amendment, the Company committed to repurchase 1,064,549 vested restricted stock awards as of December 31, 2020 at a price of $4.00 per share in 24 equal monthly installments on the second business day of each calendar month beginning January 4, 2021, subject to certain conditions. The following table presents the components of the restricted stock liabilities as of March 31, 2021 and December 31, 2020: As of March 31, 2021 December 31, 2020 Restricted stock liabilities recorded upon modification of the restricted stock awards and units (1,064,549 restricted stock to be purchased at $4.00 per share) $ 4,258,196 $ 4,258,196 Less imputed interest (457,461 ) (457,462 ) Present value of restricted stock liabilities 3,800,735 3,800,734 Less payments (excluding imputed interest) (457,829 ) (177,425 ) Restricted stock liabilities $ 3,342,906 $ 3,623,309 Current portion of restricted stock liabilities $ 1,823,750 $ 1,627,499 Long-term portion of restricted stock liabilities 1,519,156 1,995,810 Total restricted stock liabilities $ 3,342,906 $ 3,623,309 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 7. Fair Value Measurements The Company estimates the fair value of financial instruments using available market information and valuation methodologies the Company believes to be appropriate for these purposes. Considerable judgment and a high degree of subjectivity are involved in developing these estimates and, accordingly, they are not necessarily indicative of amounts the Company would realize upon disposition. The fair value hierarchy consists of three broad levels of inputs that may be used to measure fair value, which are described below: ● Level 1 Quoted prices (unadjusted) in active markets for identical assets or liabilities; ● Level 2 Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and ● Level 3 Assets or liabilities for which fair value is based on valuation models with significant unobservable pricing inputs and which result in the use of management estimates. The Company accounts for certain warrants (as described under the heading Common Stock Warrants These warrants and the embedded conversion features are classified as Level 3 within the fair-value hierarchy. Inputs to the valuation model include the Company’s publicly quoted stock price, the stock volatility, the risk-free interest rate, the remaining life of the warrants, notes and debentures, the exercise price or conversion price, and the dividend rate. The Company uses the closing stock price of its common stock over an appropriate period of time to compute stock volatility. Warrant Derivative Liabilities The following table presents the assumptions used for the warrant derivative liabilities under the Black-Scholes option-pricing model: As of March 31, 2021 As of December 31, 2020 Strome Warrants B. Riley Warrants Strome Warrants B. Riley Warrants Expected life 2.21 4.55 2.45 4.79 Risk-free interest rate 0.16 % 0.92 % 0.13 % 0.36 % Volatility factor 150.37 % 151.48 % 150.55 % 140.95 % Dividend rate 0 % 0 % 0 % 0 % Transaction date closing market price $ 0.91 $ 0.91 $ 0.60 $ 0.60 Exercise price $ 0.50 $ 1.00 $ 0.50 $ 1.00 The following table represents the carrying amounts and change in valuation for the Company’s warrants accounted for as a derivative liability and classified within Level 3 of the fair-value hierarchy: As of and for the Three Months Ended March 31, 2021 As of and for the Three Months Ended March 31, 2020 Carry Amount at Beginning of Period Change in Valuation Carrying Amount at End of Period Carry Amount at Beginning of Period Change in Valuation Carrying Amount at End of Period Strome Warrants $ 704,707 $ 398,861 $ 1,103,568 $ 1,036,687 $ (110,081 ) $ 926,606 B. Riley Warrants 443,188 266,175 709,363 607,513 (29,138 ) 578,375 Total $ 1,147,895 $ 665,036 $ 1,812,931 $ 1,644,200 $ (139,219 ) $ 1,504,981 For the three months ended March 31, 2021 and 2020, the change in valuation of warrant derivative liabilities recognized as other income (expense) on the condensed consolidated statement of operations, as described in the above table, was ($665,036) and $139,219, respectively. Embedded Derivative Liabilities For the three months ended March 30, 2020, the change in valuation of embedded derivative liabilities recognized as other income on the condensed consolidated statements of operations was $1,621,000. |
Long-term Debt
Long-term Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-term Debt | 8. Long-term Debt 12% Second Amended Senior Secured Notes Below is a summary of the various amended and restated notes, as well as various amendments thereto, to the 12% senior secured note that was originally issued on June 10, 2019, for gross proceeds of $20,000,000. The transactions leading up to the 12% second amended and restated note that is outstanding as of March 31, 2021 consisted of: ● Amended and restated note issued on June 14, 2019, where the Company received gross proceeds of $48,000,000, together with the $20,000,000 gross proceeds received on June 10, 2019 for total gross proceeds of $68,000,000, due June 14, 2022; ● First amendment to the amended and restated note issued on August 27, 2019, where the Company received gross proceeds of $3,000,000; ● Second amendment to the amended and restated note issued on February 27, 2020, where the Company issued a $3,000,000 letter of credit to the Company’s landlord for leased premises; and ● Second amended and restated note issued on March 24, 2020, where the Company was permitted to enter into a 15.0% delayed draw term note, in the aggregate principal amount of $12,000,000. ● First amendment to second amended and restated note issued on March 24, 2020 was entered into on October 23, 2020 (“Amendment 1”), where the maturity date was changed to December 31, 2022, subject to certain acceleration conditions and interest payable on the notes on September 30, 2020, December 31, 2020, March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021 will be payable in-kind in arrears on the last day of such fiscal quarter. Alternatively, at the option of the holder, such interest amounts originally could have been paid in shares of Series K convertible preferred stock (the “Series K Preferred Stock”); however, after December 18, 2020, the date the Series K Preferred Stock converted into shares of the Company’s common stock, such interest amounts can be converted into shares of the Company’s common stock based upon the conversion rate specified in the Certificate of Designation for the Series K Preferred Stock, subject to certain adjustments. Collectively the amended and restated notes and amendments thereto and the second amended and restated notes and Amendment 1 thereto are referred to as the “12% Second Amended Senior Secured Notes,” with all borrowings collateralized by substantially all assets of the Company. Delayed Draw Term Note On March 24, 2020, the Company entered into a 15% delayed draw term note (the “Delayed Draw Term Note”) pursuant to the second amended and restated note purchase agreement, in the aggregate principal amount of $12,000,000. On March 24, 2020, the Company drew down $6,913,865 under the Delayed Draw Term Note, and after payment of commitment and funding fees paid of $793,109, and other of its legal fees and expenses that were incurred, the Company received net proceeds of $6,000,000. The net proceeds were used for working capital and general corporate purposes. Additional borrowings under the Delayed Draw Term Note requested by the Company may be made at the option of the purchasers, subject to certain conditions. Up to $8,000,000 in principal amount under the note was originally due on March 31, 2021. Interest on amounts outstanding under the note was payable in-kind in arrears on the last day of each fiscal quarter. On October 23, 2020, pursuant to the terms of Amendment 1, the maturity date of the Delayed Draw Term Note was changed from March 31, 2021 to March 31, 2022. Amendment 1 also provided that the holder, could originally elect, in lieu of receipt of cash for payment of all or any portion of the interest due or cash payments up to a certain conversion portion of the Delayed Draw Term Note, to receive shares of Series K Preferred Stock; however, after December 18, 2020, the date the Series K Preferred Stock converted into shares of the Company’s common stock, the holder may elect, in lieu of receipt of cash for such amounts, shares of the Company’s common stock at the price the Company last sold shares of the Company’s common stock. Paycheck Protection Program Loan On April 6, 2020, the Company entered into a note agreement with JPMorgan Chase Bank, N.A. (“JPMorgan Chase”) under the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the U.S. Small Business Administration (“SBA”) (the “Paycheck Protection Program Loan”). The Company received total proceeds of $5,702,725 under the Paycheck Protection Program Loan. In accordance with the requirements of the CARES Act, the Company used proceeds from the Paycheck Protection Program Loan primarily for payroll costs. The Paycheck Protection Program Loan was scheduled to mature on April 6, 2022, with a 0.98% interest rate and is subject to the terms and conditions applicable to loans administered by the SBA under the CARES Act. The Paycheck Protection Program Loan was fully forgiven on June 22, 2021. Further details as of the date these condensed consolidated financial statements were issued or were available to be issued are provided under the heading Long-term Debt The following table summarizes the long-term debt: As of March 31, 2021 As of December 31, 2020 Principal Balance (including accrued interest) Unamortized Discount and Debt Issuance Costs Carrying Value Principal Balance (including accrued interest) Unamortized Discount and Debt Issuance Costs Carrying Value 12% Second Amended Senior Secured Note, as amended, due on December 31, 2022 $ 57,984,974 $ (3,356,743 ) $ 54,628,231 $ 56,296,091 $ (3,739,690 ) $ 52,556,401 Delayed Draw Term Note, as amended, due on March 31, 2022 4,457,153 (47,883 ) 4,409,270 4,294,318 (359,172 ) 3,935,146 Paycheck Protection Program Loan, scheduled to mature April 6, 2022, however, fully forgiven on June 22, 2021 5,716,697 - 5,716,697 5,702,725 - 5,702,725 Total $ 68,158,824 $ (3,404,626 ) $ 64,754,198 $ 66,293,134 $ (4,098,862 ) $ 62,194,272 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity Common Stock The Company has the authority to issue 1,000,000,000 shares of common stock, $0.01 par value per share. Common Stock Warrants The Company issued warrants to purchase shares of the Company’s common stock to MDB Capital Group, LLC (the “MDB Warrants”), L2 Capital, LLC (the “L2 Warrants”), Strome Mezzanine Fund LP (the “Strome Warrants”), and B. Riley Financial, Inc. (the “B. Riley Warrants”) in connection with various financing transactions (collectively, the “Financing Warrants”). The Financing Warrants outstanding and exercisable as of March 31, 2021 are summarized as follows: Outstanding Exercise Price Expiration Date Classified as Derivative Liabilities (Shares) Classified within Stockholders’ Equity (Shares) Total Exercisable (Shares) MDB Warrants $ 0.20 November 4, 2021 - 327,490 327,490 Strome Warrants 0.50 June 15, 2023 1,500,000 - 1,500,000 B. Riley Warrants 1.00 October 18, 2025 875,000 - 875,000 MDB Warrants 1.15 October 19, 2022 - 119,565 119,565 MDB Warrants 2.50 October 19, 2022 - 60,000 60,000 Total outstanding and exercisable 2,375,000 507,055 2,882,055 The intrinsic value of exercisable but unexercised in-the-money stock warrants as of March 31, 2021 was $847,518, based on a fair market value of the Company’s common stock of $0.91 per share on March 31, 2021. |
Compensation Plans
Compensation Plans | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Compensation Plans | 10. Compensation Plans The Company provides stock-based compensation in the form of (a) stock awards to employees and directors, comprised of restricted stock awards and restricted stock units (collectively referred to as the “Restricted Stock Awards”), (b) stock option grants to employees, directors and consultants (referred to as the “Common Stock Awards”) (c) stock option awards, restricted stock awards, unrestricted stock awards, and stock appreciation rights to employees, directors and consultants (collectively the “Common Equity Awards”), (d) stock option awards outside of the 2016 Stock Incentive Plan and 2019 Equity Incentive Plan to certain officers, directors and employees (referred to as the “Outside Options”), (e) common stock warrants to the Company’s publisher partners (referred to as the “Publisher Partner Warrants”), and (f) common stock warrants to ABG-SI, LLC (referred to as the “ABG Warrants”). Stock-based compensation and equity-based expense charged to operations or capitalized during the three months ended March 31, 2021 and 2020 are summarized as follows: Restricted Common Common Publisher Stock Stock Equity Outside Partner ABG Awards Awards Awards Options Warrants Warrants Totals During the Three Months Ended March 31, 2021 Cost of revenue $ 24,460 $ 127,063 $ 1,290,374 $ 2,041 $ - $ - $ 1,443,938 Selling and marketing - 5,038 971,513 74,806 - - 1,051,357 General and administrative 3,445 117,327 2,126,615 - - 356,330 2,603,717 Total costs charged to operations 27,905 249,428 4,388,502 76,847 - 356,330 5,099,012 Capitalized platform development 4,823 2,720 300,034 1,618 - - 309,195 Total stock-based compensation $ 32,728 $ 252,148 $ 4,688,536 $ 78,465 $ - $ 356,330 $ 5,408,207 During the Three Months Ended March 31, 2020 Cost of revenue $ 37,576 $ 69,796 $ 1,009,592 $ 1,206 $ 8,039 $ - $ 1,126,209 Selling and marketing 299,215 35,728 678,279 55,378 - - 1,068,600 General and administrative 22,920 171,672 755,247 55,183 - 360,289 1,365,311 Total costs charged to operations 359,711 277,196 2,443,118 111,767 8,039 360,289 3,560,120 Capitalized platform development 70,283 41,157 256,001 2,611 - - 370,052 Total stock-based compensation $ 429,994 318,353 $ 2,699,119 $ 114,378 $ 8,039 $ 360,289 $ 3,930,172 Unrecognized compensation expense and expected weighted-average period to be recognized related to the stock-based compensation awards and equity-based awards as of March 31, 2021 was as follows: Restricted Common Common Publisher Stock Stock Equity Outside Partner ABG Awards Awards Awards Options Warrants Warrants Totals Unrecognized compensation expense $ 48,891 $ 226,834 $ 67,977,275 $ 292,584 $ - $ 2,857,773 $ 71,403,357 Expected weighted-average period expected to be recognized (in years) 0.70 0.44 2.46 0.94 - 2.13 2.43 Further details as of the date these condensed consolidated financial statements were issued or were available to be issued are provided under the heading Compensation Plans |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 11. Revenue Recognition Disaggregation of Revenue The following table provides information about disaggregated revenue by product line, geographical market and timing of revenue recognition: As of March 31, 2021 2020 Revenue by product line: Advertising $ 11,074,425 $ 11,837,984 Digital subscriptions 7,084,481 5,537,247 Magazine circulation 14,710,023 12,537,532 Other 746,552 500,090 Total $ 33,615,481 $ 30,412,853 Revenue by geographical market: United States $ 32,528,417 $ 29,282,130 Other 1,087,064 1,130,723 Total $ 33,615,481 $ 30,412,853 Revenue by timing of recognition: At point in time $ 26,531,000 $ 24,875,606 Over time 7,084,481 5,537,247 Total $ 33,615,481 $ 30,412,853 Contract Balances The timing of the Company’s performance under its various contracts often differs from the timing of the customer’s payment, which results in the recognition of a contract asset or a contract liability. A contract asset is recognized when a good or service is transferred to a customer and the Company does not have the contractual right to bill for the related performance obligations. A contract liability is recognized when consideration is received from the customer prior to the transfer of goods or services. The following table provides information about contract balances: As of March 31, 2021 December 31, 2020 Unearned revenue (short-term contract liabilities): Digital subscriptions $ 16,815,476 $ 15,039,331 Magazine circulation 49,047,713 46,586,345 $ 65,863,189 $ 61,625,676 Unearned revenue (long-term contract liabilities): Digital subscriptions $ 802,124 $ 593,136 Magazine circulation 27,297,916 22,712,961 Other 200,000 192,500 $ 28,300,040 $ 23,498,597 Unearned Revenue During January and February of 2020, the Company modified certain digital and magazine subscription contracts that prospectively changed the frequency of the related issues required to be delivered on a yearly basis. The Company determined that the remaining digital content and magazines to be delivered are distinct from the digital content or magazines already provided under the original contract. As a result, the Company in effect established a new contract that included only the remaining digital content or magazines. Accordingly, the Company allocated the remaining performance obligations in the contracts as consideration from the original contract that has not yet been recognized as revenue. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Revenue Guarantees On a select basis, the Company has provided revenue share guarantees to certain independent publishers that transition their publishing operations from another platform to theMaven.net or maven.io. These arrangements generally guarantee the publisher a monthly amount of income for a period of 12 to 24 months from inception of the publisher contract that is the greater of (a) a fixed monthly minimum, or (b) the calculated earned revenue share. For the three months ended March 31, 2021 and 2020, the Company recognized publisher partner guarantees of $1,763,357 and $2,374,087, respectively. Claims and Litigation From time to time, the Company may be subject to claims and litigation arising in the ordinary course of business. The Company is not currently a party to any pending or threatened legal proceedings that it believes would reasonably be expected to have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows. Liquidated Damages The following table summarizes the contingent obligations with respect to the liquidated damages as of the date these condensed consolidated financial statements were issued or were available to be issued: Registration Rights Damages Public Information Failure Damages Accrued Interest Balance Series H Preferred Stock $ - $ 5,236 $ 93,575 $ 98,811 12% Convertible Debentures - - 36,320 36,320 Series I Preferred Stock - - 111,184 111,184 Series J Preferred Stock 240,000 240,000 108,059 588,059 Series K Preferred Stock - 661,680 11,221 672,901 Total $ 240,000 $ 906,916 $ 360,359 $ 1,507,275 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events The Company performed an evaluation of subsequent events through the date of filing of these condensed consolidated financial statements with the SEC. Other than the below described subsequent events, there were no material subsequent events which affected, or could affect, the amounts or disclosures on the condensed consolidated financial statements . Compensation Plans From April 2021 through the date these condensed consolidated financial statements were issued or were available to be issued, the Company granted common stock options, restricted stock units and restricted stock awards totaling 6,153,053, all of which remain outstanding. Long-term Debt 12% Second Amended Senior Secured Notes Common Stock The balance outstanding under the 12% Second Amended Senior Secured Notes as of was approximately $60.1 million, which included outstanding principal of approximately $48 Delayed Draw Term Note The balance outstanding under the Delayed Draw Term Note as of the date these condensed consolidated financial statements were issued or were available to be issued was approximately $4.6 million, which included outstanding principal of approximately $3.5 million, and payment of in-kind interest of approximately $1.1 million that the Company was permitted to add to the aggregate outstanding principal balance. Paycheck Protection Program Loan Preferred Stock On May 4, 2021, a special committee of the Board declared a dividend of one preferred stock purchase right to be paid to the stockholders of record at the close of business on May 14, 2021 for (i) each outstanding share of the Company’s common stock and (ii) each share of the Company’s common stock issuable upon conversion of each share of the Company’s Series H convertible preferred stock (the “Series H Preferred Stock”). Each preferred stock purchase right entitles the registered holder to purchase, subject to a rights agreement, from the Company one one-thousandth of a share of the Company’s newly created Series L Junior Participating Preferred Stock, par value $0.01 per share (the “Series L Preferred Stock”), at a price of $4.00, subject to certain adjustments. The Series L Preferred Stock will be entitled, when, as and if declared, to a preferential per share quarterly dividend payment equal to the greater of (i) $1.00 per share or (ii) 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions paid to the holders of the Company’s common stock. The Series L Preferred Stock will be entitled to 1,000 votes on all matters submitted to a vote of the stockholders of the Company. In the event of any merger, consolidation or other transaction in which shares of the Company’s common stock are converted or exchanged, the Series L Preferred Stock will be entitled to receive 1,000 times the amount received per one share of the Company’s common stock. Common Stock On May 20, 2021 and May 25, 2021, the Company entered into securities purchase agreements with several accredited investors, pursuant to which the Company sold an aggregate of 21,435,718 shares of its common stock, at a per share price of $0.70 for aggregate gross proceeds of approximately $15.0 million in a private placement. On June 2, 2021, the Company entered into a securities purchase agreement with an accredited investor, pursuant to which the Company sold an aggregate of 7,142,857 shares of its common stock, at a per share price of $0.70 for gross proceeds of approximately $5.0 million in a private placement that was in addition to the closings that occurred on May 20, 2021 and May 25, 2021 as referenced above. The Company intends to use the proceeds for general corporate purposes. Pursuant to the registration rights agreements entered into in connection with the securities purchase agreements, the Company agreed to register the shares of the Company’s common stock issued in the private placements. The Company committed to file the registration statement on the earlier of: (i) in the event the Company does not obtain a waiver from the holders of the shares of the Company’s common stock that were issued upon the conversion of the Series K Preferred Stock (the “Waiver”), within ten (10) calendar days following the date the Company’s registration statement(s) on Form S-1, registering for resale shares of the Company’s common stock that were issued in connection with offerings prior to the date of the registration rights agreement (the “Prior Registration Statements”), is declared effective by the SEC; and (ii) in the event the Company does obtain the Waiver, the earliest practicable date on which the Company is permitted by the SEC guidance to file the initial registration statement following the filing of the Prior Registration Statements (the “Filing Date”). The Company also committed to cause the registration statement to become effective by no later than 90 days after the Filing Date (or, in the event of a full review by the staff of the SEC, 120 days following the Filing Date). The registration rights agreement provides for Registration Rights Damages upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested pursuant to the securities purchase agreements. The securities purchase agreements included a provision that requires the Company to maintain its periodic filings with the SEC in order to satisfy the public information requirements under Rule 144(c) of the Securities Act. If the Company fails for any reason to satisfy the current public information requirement at any time during the period commencing from the twelve (12) month anniversary of the date the Company becomes current in its filing obligations and ending at such time that all of the common stock may be sold without the requirement for the Company to be in compliance with Rule 144(c)(1) and otherwise without restriction or limitation pursuant to Rule 144, if the Company (i) shall fail for any reason to satisfy the current public information requirement under Rule 144(c) or (ii) has ever been an issuer described in Rule 144(i)(1)(i) or becomes an issuer in the future, and the Company shall fail to satisfy any condition set forth in Rule 144(i)(2) (a “Public Information Failure”) then, in addition to such purchaser’s other available remedies, the Company shall pay to a purchaser, in cash, as partial liquidated damages and not as a penalty, an amount in cash equal to one percent (1.0%) of the aggregate subscription amount of the purchaser’s shares then held by the purchaser on the day of a Public Information Failure and on every thirtieth (30th) day (pro-rated for periods totaling less than thirty days) thereafter until the earlier of (a) the date such Public Information Failure is cured up to a maximum of five (5) 30-day periods and (b) such time that such public information is no longer required for the purchasers to transfer the shares pursuant to Rule 144. Public Information Failure Damages shall be paid on the earlier of (i) the last day of the calendar month during which such Public Information Failure Damages are incurred and (ii) the third (3rd) business day after the event or failure giving rise to the Public Information Failure Damages is cured. In the event the Company fails to make Public Information Failure Damages in a timely manner, such Public Information Failure Damages shall bear interest at the rate of 1.0% per month (prorated for partial months) until paid in full. Heckman Stock Option Modifications On June 3, 2021, the Company and Mr. Heckman, the Company’s former Chief Executive Officer, entered into an amendment to certain option grants under the Company’s 2016 Plan and 2019 Plan. The amendment to the 2016 Plan options, clarifies that the option qualifies as a non-statutory stock option and that it remains exercisable for the remainder of the term of the option. The amendment to the 2019 Plan options, clarifies that the option qualifies as a non-statutory stock option and that it remains exercisable for the remainder of the term of the option. The 2019 Plan amendment also changed the vesting schedule of the option to provide for immediate vesting of 2,000,000 shares of options, with the remainder of the options being subject to performance-based vesting that is tied to the price of the Company’s common stock. Acquisition of College Spun Media Incorporated On June 4, 2021, the Company acquired all of the issued and outstanding shares of capital stock of College Spun Media Incorporated for an aggregate of $11.0 million in cash and the issuance of an aggregate of 4,285,714 restricted shares of the Company’s common stock, with one-half of the shares vesting on the first anniversary of the closing date and the remaining one-half of the shares vesting on the second anniversary of the closing date. The cash payment consists of: (i) $10.8 million paid at closing (additional cash paid at closing of $0.8 million represents adjusted cash pursuant to the agreement), and (ii) $0.5 million to be paid on the first anniversary of the closing and $0.5 million to be paid on the second anniversary date of the closing, subject to a customary working capital adjustment based on cash and accounts receivable as of the closing date. The vesting of shares of the Company’s common stock is subject to the continued employment of certain selling employees. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The condensed consolidated financial statements include the accounts of TheMaven, Inc. and its wholly owned subsidiaries (“Maven” or the “Company”), after eliminating all significant intercompany balances and transactions. The Company does not have any off-balance sheet arrangements. The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements, which are included in Maven’s Annual Report on Form 10-K (the “Form 10-K”) for the year ended December 31, 2020, filed with the SEC on August 13, 2021. The condensed consolidated financial statements as of December 31, 2020, and for the three months ended March 31, 2021 and 2020, are unaudited but, in management’s opinion, include all adjustments necessary for a fair presentation of the results of interim periods. All such adjustments are of a normal recurring nature. The year-end condensed consolidated balance sheet as of December 31, 2020, was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The results of operations for interim periods are not necessarily indicative of the results to be expected for the entire fiscal year. The Company’s impact during the first quarter of 2021 by the novel coronavirus (“COVID-19”) pandemic has been to a lesser extent than in 2020. Beginning in 2021, restrictions on non-essential work activity have begun to lift and sporting and other events have begun to be held, with attendance closer to pre-pandemic levels, which has resulted in an increase in traffic and advertising revenue. The Company expects a continued modest growth in advertising revenue back toward pre-pandemic levels, however, such growth depends on future developments, including the duration and spread of the COVID-19 pandemic, whether related group gathering and sports event advisories and restrictions will be put in place again, and the extent and effectiveness of containment and other actions taken, including the percentage of the population that receives COVID-19 vaccinations. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the fiscal 2020 presentation. |
Use of Estimates | Use of Estimates Preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the allowance for credit losses, fair values of financial instruments, capitalization of platform development, intangible assets and goodwill, useful lives of intangible assets and property and equipment, income taxes, fair value of assets acquired and liabilities assumed in the business acquisitions, determination of the fair value of stock-based compensation and valuation of derivatives liabilities and contingent liabilities, among others. The Company bases its estimates on assumptions, both historical and forward looking, that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. |
Contract Modifications | Contract Modifications The Company occasionally enters into amendments to previously executed contracts that constitute contract modifications. The Company assesses each of these contract modifications to determine: ● if the additional services and goods are distinct from the services and goods in the original arrangement; and ● if the amount of consideration expected for the added services or goods reflects the stand-alone selling price of those services and goods. A contract modification meeting both criteria is accounted for as a separate contract. A contract modification not meeting both criteria is considered a change to the original contract and is accounted for on either a prospective basis as a termination of the existing contract and the creation of a new contract, or a cumulative catch-up basis (see Note 3 and Note 11). |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In August 2020, the FASB issued ASU 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40) In October 2020, the FASB issued ASU 2020-08, Codification Improvements to Subtopic 310-20 – Receivables – Nonrefundable Fees and Other Costs In October 2020, the FASB issued ASU 2020-10, Codification Improvements |
Loss Per Common Share | Loss per Common Share Basic loss per share is computed using the weighted average number of common shares outstanding during the period and excludes any dilutive effects of common stock equivalent shares, such as stock options, restricted stock, and warrants. All restricted stock awards are considered outstanding but is included in the computation of basic loss per common share only when the underlying restrictions expire, the shares are no longer forfeitable, and are thus vested. All restricted stock units are included in the computation of basic loss per common share only when the underlying restrictions expire, the shares are no longer forfeitable, and are thus vested. Contingently issuable shares are included in basic loss per common share only when there are no circumstances under which those shares would not be issued. Diluted loss per common share is computed using the weighted average number of common shares outstanding and common stock equivalent shares outstanding during the period using the treasury stock method. Common stock equivalent shares are excluded from the computation if their effect is anti-dilutive. The Company excluded the outstanding securities summarized below (capitalized terms are described herein), which entitle the holders thereof to acquire shares of the Company’s common stock, from its calculation of net income loss per common share, as their effect would have been anti-dilutive. As of March 31, 2021 2020 Series G convertible preferred stock 188,791 188,791 Series H Preferred Stock 59,384,849 58,787,879 Series I Preferred Stock - 46,200,000 Series J Preferred Stock - 28,571,428 Indemnity shares of common stock - 412,500 Restricted Stock Awards 316,667 1,991,665 Financing Warrants 2,882,055 2,882,055 ABG Warrants 21,989,844 21,989,844 AllHipHop warrants 125,000 - Publisher Partner Warrants 789,541 939,540 Restricted Stock Units - 2,399,997 Common Stock Awards 7,078,723 8,063,811 Common Equity Awards 157,945,671 77,106,507 Outside Options 3,050,000 3,730,667 Total 253,751,141 253,264,684 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Net Income (Loss) Per Common Share | The Company excluded the outstanding securities summarized below (capitalized terms are described herein), which entitle the holders thereof to acquire shares of the Company’s common stock, from its calculation of net income loss per common share, as their effect would have been anti-dilutive. As of March 31, 2021 2020 Series G convertible preferred stock 188,791 188,791 Series H Preferred Stock 59,384,849 58,787,879 Series I Preferred Stock - 46,200,000 Series J Preferred Stock - 28,571,428 Indemnity shares of common stock - 412,500 Restricted Stock Awards 316,667 1,991,665 Financing Warrants 2,882,055 2,882,055 ABG Warrants 21,989,844 21,989,844 AllHipHop warrants 125,000 - Publisher Partner Warrants 789,541 939,540 Restricted Stock Units - 2,399,997 Common Stock Awards 7,078,723 8,063,811 Common Equity Awards 157,945,671 77,106,507 Outside Options 3,050,000 3,730,667 Total 253,751,141 253,264,684 |
Acquisition (Tables)
Acquisition (Tables) - Petametrics Inc [Member] | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Purchase Price | The composition of the purchase price is as follows: Cash $ 315,289 Indemnity restricted stock units for shares of common stock 500,000 Total purchase consideration $ 815,289 |
Summary of Price Allocation for Acquisition | The purchase price allocation resulted in the following amounts being allocated to the assets acquired and liabilities assumed at the closing date of the acquisition based upon their respective fair values as summarized below: Accounts receivable $ 37,908 Developed technology 917,762 Accounts payable (53,494 ) Unearned revenue (86,887 ) Net assets acquired $ 815,289 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Balance Sheet Components Tables Abstract | |
Schedule of Property and Equipment | Property and equipment are summarized as follows: As of March 31, 2021 December 31, 2020 Office equipment and computers $ 1,439,071 $ 1,341,292 Furniture and fixtures 19,997 19,997 Leasehold improvements 345,516 345,516 1,804,584 1,706,805 Less accumulated depreciation and amortization (687,181 ) (577,367 ) Net property and equipment $ 1,117,403 $ 1,129,438 |
Summary of Platform Development Costs | Platform development costs are summarized as follows: As of March 31, 2021 December 31, 2020 Platform development $ 17,204,336 $ 16,027,428 Less accumulated amortization (9,740,665 ) (8,671,820 ) Net platform development $ 7,463,671 $ 7,355,608 |
Summary of Platform Development Cost Activity | A summary of platform development activity for the three months ended March 31, 2021 and year ended December 31, 2020 is as follows: As of March 31, 2021 December 31, 2020 Platform development beginning of period $ 16,027,428 $ 10,678,692 Payroll-based costs capitalized during the period 867,713 3,750,541 Total capitalized costs 16,895,141 14,429,233 Stock-based compensation 309,195 1,608,995 Dispositions - (10,800 ) Platform development end of period $ 17,204,336 $ 16,027,428 |
Schedule of Intangible Assets Subjects to Amortization | Intangible assets subject to amortization consisted of the following: As of March 31, 2021 As of December 31, 2020 Carrying Amount Accumulated Amortization Net Carrying Amount Carrying Amount Accumulated Net Carrying Amount Developed technology $ 19,070,857 $ (9,381,310 ) $ 9,689,547 $ 19,070,857 $ (8,283,740 ) $ 10,787,117 Noncompete agreement 480,000 (480,000 ) - 480,000 (480,000 ) - Trade name 3,328,000 (572,992 ) 2,755,008 3,328,000 (503,342 ) 2,824,658 Subscriber relationships 73,458,799 (21,734,342 ) 51,724,457 73,458,799 (18,105,041 ) 55,353,758 Advertiser relationships 2,240,000 (391,984 ) 1,848,016 2,240,000 (332,515 ) 1,907,485 Database 1,140,000 (626,183 ) 513,817 1,140,000 (531,183 ) 608,817 Subtotal amortizable intangible assets 99,717,656 (33,186,811 ) 66,530,845 99,717,656 (28,235,821 ) 71,481,835 Website domain name 20,000 - 20,000 20,000 - 20,000 Total intangible assets $ 99,737,656 $ (33,186,811 ) $ 66,550,845 $ 99,737,656 $ (28,235,821 ) $ 71,501,835 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Schedule of Supplemental Information Related to Operating Leases | The table below presents supplemental information related to operating leases: Three Months Ended March 31, 2021 Operating cash flows for operating leases $ 968,473 Noncash lease liabilities arising from obtaining operating leased assets during the period $ - Weighted-average remaining lease term 11.02 Weighted-average discount rate 13.58 % |
Summary of Maturity of Lease Liabilities | Maturities of operating lease liabilities as of March 31, 2021 are summarized as follows: Years Ending December 31, 2021 (remaining nine months of the year) $ 2,836,380 2022 3,525,158 2023 3,528,696 2024 3,526,406 2025 3,740,591 Thereafter 23,822,981 Minimum lease payments 40,980,212 Less imputed interest (20,277,693 ) Present value of operating lease liabilities $ 20,702,519 Current portion of operating lease liabilities $ 1,022,294 Long-term portion of operating lease liabilities 19,680,225 Total operating lease liabilities $ 20,702,519 |
Restricted Stock Liabilities (T
Restricted Stock Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Restricted Stock Liabilities | |
Schedule of Components of Restricted Stock Liabilities | The following table presents the components of the restricted stock liabilities as of March 31, 2021 and December 31, 2020: As of March 31, 2021 December 31, 2020 Restricted stock liabilities recorded upon modification of the restricted stock awards and units (1,064,549 restricted stock to be purchased at $4.00 per share) $ 4,258,196 $ 4,258,196 Less imputed interest (457,461 ) (457,462 ) Present value of restricted stock liabilities 3,800,735 3,800,734 Less payments (excluding imputed interest) (457,829 ) (177,425 ) Restricted stock liabilities $ 3,342,906 $ 3,623,309 Current portion of restricted stock liabilities $ 1,823,750 $ 1,627,499 Long-term portion of restricted stock liabilities 1,519,156 1,995,810 Total restricted stock liabilities $ 3,342,906 $ 3,623,309 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Warrant Derivative Liabilities | The following table presents the assumptions used for the warrant derivative liabilities under the Black-Scholes option-pricing model: As of March 31, 2021 As of December 31, 2020 Strome Warrants B. Riley Warrants Strome Warrants B. Riley Warrants Expected life 2.21 4.55 2.45 4.79 Risk-free interest rate 0.16 % 0.92 % 0.13 % 0.36 % Volatility factor 150.37 % 151.48 % 150.55 % 140.95 % Dividend rate 0 % 0 % 0 % 0 % Transaction date closing market price $ 0.91 $ 0.91 $ 0.60 $ 0.60 Exercise price $ 0.50 $ 1.00 $ 0.50 $ 1.00 |
Schedule of Valuation Activity for Warrants Accounted for Derivative Liability | The following table represents the carrying amounts and change in valuation for the Company’s warrants accounted for as a derivative liability and classified within Level 3 of the fair-value hierarchy: As of and for the Three Months Ended March 31, 2021 As of and for the Three Months Ended March 31, 2020 Carry Amount at Beginning of Period Change in Valuation Carrying Amount at End of Period Carry Amount at Beginning of Period Change in Valuation Carrying Amount at End of Period Strome Warrants $ 704,707 $ 398,861 $ 1,103,568 $ 1,036,687 $ (110,081 ) $ 926,606 B. Riley Warrants 443,188 266,175 709,363 607,513 (29,138 ) 578,375 Total $ 1,147,895 $ 665,036 $ 1,812,931 $ 1,644,200 $ (139,219 ) $ 1,504,981 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long Term Debt | The following table summarizes the long-term debt: As of March 31, 2021 As of December 31, 2020 Principal Balance (including accrued interest) Unamortized Discount and Debt Issuance Costs Carrying Value Principal Balance (including accrued interest) Unamortized Discount and Debt Issuance Costs Carrying Value 12% Second Amended Senior Secured Note, as amended, due on December 31, 2022 $ 57,984,974 $ (3,356,743 ) $ 54,628,231 $ 56,296,091 $ (3,739,690 ) $ 52,556,401 Delayed Draw Term Note, as amended, due on March 31, 2022 4,457,153 (47,883 ) 4,409,270 4,294,318 (359,172 ) 3,935,146 Paycheck Protection Program Loan, scheduled to mature April 6, 2022, however, fully forgiven on June 22, 2021 5,716,697 - 5,716,697 5,702,725 - 5,702,725 Total $ 68,158,824 $ (3,404,626 ) $ 64,754,198 $ 66,293,134 $ (4,098,862 ) $ 62,194,272 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule of Common Stock Financing Warrants Outstanding and Exercisable | The Financing Warrants outstanding and exercisable as of March 31, 2021 are summarized as follows: Outstanding Exercise Price Expiration Date Classified as Derivative Liabilities (Shares) Classified within Stockholders’ Equity (Shares) Total Exercisable (Shares) MDB Warrants $ 0.20 November 4, 2021 - 327,490 327,490 Strome Warrants 0.50 June 15, 2023 1,500,000 - 1,500,000 B. Riley Warrants 1.00 October 18, 2025 875,000 - 875,000 MDB Warrants 1.15 October 19, 2022 - 119,565 119,565 MDB Warrants 2.50 October 19, 2022 - 60,000 60,000 Total outstanding and exercisable 2,375,000 507,055 2,882,055 |
Compensation Plans (Tables)
Compensation Plans (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock-based Compensation | Stock-based compensation and equity-based expense charged to operations or capitalized during the three months ended March 31, 2021 and 2020 are summarized as follows: Restricted Common Common Publisher Stock Stock Equity Outside Partner ABG Awards Awards Awards Options Warrants Warrants Totals During the Three Months Ended March 31, 2021 Cost of revenue $ 24,460 $ 127,063 $ 1,290,374 $ 2,041 $ - $ - $ 1,443,938 Selling and marketing - 5,038 971,513 74,806 - - 1,051,357 General and administrative 3,445 117,327 2,126,615 - - 356,330 2,603,717 Total costs charged to operations 27,905 249,428 4,388,502 76,847 - 356,330 5,099,012 Capitalized platform development 4,823 2,720 300,034 1,618 - - 309,195 Total stock-based compensation $ 32,728 $ 252,148 $ 4,688,536 $ 78,465 $ - $ 356,330 $ 5,408,207 During the Three Months Ended March 31, 2020 Cost of revenue $ 37,576 $ 69,796 $ 1,009,592 $ 1,206 $ 8,039 $ - $ 1,126,209 Selling and marketing 299,215 35,728 678,279 55,378 - - 1,068,600 General and administrative 22,920 171,672 755,247 55,183 - 360,289 1,365,311 Total costs charged to operations 359,711 277,196 2,443,118 111,767 8,039 360,289 3,560,120 Capitalized platform development 70,283 41,157 256,001 2,611 - - 370,052 Total stock-based compensation $ 429,994 318,353 $ 2,699,119 $ 114,378 $ 8,039 $ 360,289 $ 3,930,172 |
Schedule of Unrecognized Compensation Expense | Unrecognized compensation expense and expected weighted-average period to be recognized related to the stock-based compensation awards and equity-based awards as of March 31, 2021 was as follows: Restricted Common Common Publisher Stock Stock Equity Outside Partner ABG Awards Awards Awards Options Warrants Warrants Totals Unrecognized compensation expense $ 48,891 $ 226,834 $ 67,977,275 $ 292,584 $ - $ 2,857,773 $ 71,403,357 Expected weighted-average period expected to be recognized (in years) 0.70 0.44 2.46 0.94 - 2.13 2.43 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table provides information about disaggregated revenue by product line, geographical market and timing of revenue recognition: As of March 31, 2021 2020 Revenue by product line: Advertising $ 11,074,425 $ 11,837,984 Digital subscriptions 7,084,481 5,537,247 Magazine circulation 14,710,023 12,537,532 Other 746,552 500,090 Total $ 33,615,481 $ 30,412,853 Revenue by geographical market: United States $ 32,528,417 $ 29,282,130 Other 1,087,064 1,130,723 Total $ 33,615,481 $ 30,412,853 Revenue by timing of recognition: At point in time $ 26,531,000 $ 24,875,606 Over time 7,084,481 5,537,247 Total $ 33,615,481 $ 30,412,853 |
Schedule of Contract with Customer, Asset and Liability | The following table provides information about contract balances: As of March 31, 2021 December 31, 2020 Unearned revenue (short-term contract liabilities): Digital subscriptions $ 16,815,476 $ 15,039,331 Magazine circulation 49,047,713 46,586,345 $ 65,863,189 $ 61,625,676 Unearned revenue (long-term contract liabilities): Digital subscriptions $ 802,124 $ 593,136 Magazine circulation 27,297,916 22,712,961 Other 200,000 192,500 $ 28,300,040 $ 23,498,597 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Liquidating Damages | The following table summarizes the contingent obligations with respect to the liquidated damages as of the date these condensed consolidated financial statements were issued or were available to be issued: Registration Rights Damages Public Information Failure Damages Accrued Interest Balance Series H Preferred Stock $ - $ 5,236 $ 93,575 $ 98,811 12% Convertible Debentures - - 36,320 36,320 Series I Preferred Stock - - 111,184 111,184 Series J Preferred Stock 240,000 240,000 108,059 588,059 Series K Preferred Stock - 661,680 11,221 672,901 Total $ 240,000 $ 906,916 $ 360,359 $ 1,507,275 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Schedule of Net Income (Loss) Per Common Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive securities excluded from computation of earnings per share amount | 253,751,141 | 253,264,684 |
Series G Convertible Preferred Stock [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 188,791 | 188,791 |
Series H Preferred Stock [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 59,384,849 | 58,787,879 |
Series I Preferred Stock [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 46,200,000 | |
Series J Preferred Stock [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 28,571,428 | |
Indemnity Shares of Common Stock [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 412,500 | |
Restricted Stock Awards [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 316,667 | 1,991,665 |
Financing Warrants [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 2,882,055 | 2,882,055 |
ABG Warrants [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 21,989,844 | 21,989,844 |
AllHipHop warrants [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 125,000 | |
Publisher Partner Warrants [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 789,541 | 939,540 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 2,399,997 | |
Common Stock Awards [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 7,078,723 | 8,063,811 |
Common Equity Awards [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 157,945,671 | 77,106,507 |
Outside Options [Member] | ||
Antidilutive securities excluded from computation of earnings per share amount | 3,050,000 | 3,730,667 |
Acquisition (Details Narrative)
Acquisition (Details Narrative) - USD ($) | Mar. 09, 2020 | Feb. 19, 2020 | Mar. 31, 2021 |
Developed Technology [Member] | |||
Developed technology useful life | 3 years | ||
Petametrics Inc. [Member] | |||
Cash payment | $ 184,087 | ||
Petametrics Inc. [Member] | Closing [Member] | |||
Cash payment | $ 131,202 | ||
Petametrics Inc. [Member] | First Anniversary Date [Member] | |||
Number of restricted common stock issued | 312,500 | ||
Petametrics Inc. [Member] | Second Anniversary Date [Member] | |||
Number of restricted common stock issued | 312,500 | 256,661 | |
Common stock to be issued | 55,839 |
Acquisition - Schedule of Preli
Acquisition - Schedule of Preliminary Purchase Price (Details) - USD ($) | Mar. 09, 2020 | Mar. 31, 2021 | Mar. 31, 2020 |
Cash | $ 315,289 | ||
Petametrics Inc. [Member] | |||
Cash | $ 315,289 | ||
Indemnity restricted stock units for shares of common stock | 500,000 | ||
Total purchase consideration | $ 815,289 |
Acquisition - Summary of Price
Acquisition - Summary of Price Allocation for Acquisition (Details) - Petametrics Inc. [Member] | Mar. 31, 2021USD ($) |
Accounts receivable | $ 37,908 |
Developed technology | 917,762 |
Accounts payable | (53,494) |
Unearned revenues | (86,887) |
Net assets acquired | $ 815,289 |
Balance Sheet Components (Detai
Balance Sheet Components (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Allowance for doubtful accounts | $ 718,912 | $ 892,352 | |
Subscription acquisition costs | 31,171,595 | 28,146,895 | |
Subscription acquisition costs, net of current portion | 18,682,545 | $ 13,358,585 | |
Amortization expense | 109,814 | $ 638,796 | |
Amortization expense of intangible asset | 4,950,990 | 5,032,724 | |
Impairment charges | |||
Platform Development [Member] | |||
Amortization expense | $ 1,068,845 | $ 920,824 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Property and Equipment (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Gross property and equipment costs | $ 1,804,584 | $ 1,706,805 |
Less accumulated depreciation and amortization | (687,181) | (577,367) |
Net property and equipment | 1,117,403 | 1,129,438 |
Office Equipment and Computers [Member] | ||
Gross property and equipment costs | 1,439,071 | 1,341,292 |
Furniture and Fixtures [Member] | ||
Gross property and equipment costs | 19,997 | 19,997 |
Leasehold Improvements [Member] | ||
Gross property and equipment costs | $ 345,516 | $ 345,516 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Platform Development Costs (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Platform development | $ 1,804,584 | $ 1,706,805 | |
Less accumulated amortization | (687,181) | (577,367) | |
Net platform development | 1,117,403 | 1,129,438 | |
Platform Development [Member] | |||
Platform development | 17,204,336 | 16,027,428 | $ 10,678,692 |
Less accumulated amortization | (9,740,665) | (8,671,820) | |
Net platform development | $ 7,463,671 | $ 7,355,608 |
Balance Sheet Components - Su_2
Balance Sheet Components - Summary of Platform Development Cost Activity (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Platform development beginning of period | $ 1,706,805 | ||
Stock-based compensation | 5,099,012 | $ 3,560,120 | |
Platform development end of period | 1,804,584 | $ 1,706,805 | |
Platform Development [Member] | |||
Platform development beginning of period | 16,027,428 | $ 10,678,692 | 10,678,692 |
Payroll-based costs capitalized during the period | 867,713 | 3,750,541 | |
Total capitalized costs | 16,895,141 | 14,429,233 | |
Stock-based compensation | 309,195 | 1,608,995 | |
Dispositions | (10,800) | ||
Platform development end of period | $ 17,204,336 | $ 16,027,428 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Intangible Assets Subjects to Amortization (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Intangible assets, gross | $ 99,737,656 | $ 99,737,656 |
Intangible assets, accumulated amortization | (33,186,811) | (28,235,821) |
Intangible assets, net | 66,550,845 | 71,501,835 |
Developed Technology [Member] | ||
Intangible assets, gross | 19,070,857 | 19,070,857 |
Intangible assets, accumulated amortization | (9,381,310) | (8,283,740) |
Intangible assets, net | 9,689,547 | 10,787,117 |
Noncompete Agreement [Member] | ||
Intangible assets, gross | 480,000 | 480,000 |
Intangible assets, accumulated amortization | (480,000) | (480,000) |
Intangible assets, net | ||
Trade Name [Member] | ||
Intangible assets, gross | 3,328,000 | 3,328,000 |
Intangible assets, accumulated amortization | (572,992) | (503,342) |
Intangible assets, net | 2,755,008 | 2,824,658 |
Subscriber Relationships [Member] | ||
Intangible assets, gross | 73,458,799 | 73,458,799 |
Intangible assets, accumulated amortization | (21,734,342) | (18,105,041) |
Intangible assets, net | 51,724,457 | 55,353,758 |
Advertiser Relationships [Member] | ||
Intangible assets, gross | 2,240,000 | 2,240,000 |
Intangible assets, accumulated amortization | (391,984) | (332,515) |
Intangible assets, net | 1,848,016 | 1,907,485 |
Database [Member] | ||
Intangible assets, gross | 1,140,000 | 1,140,000 |
Intangible assets, accumulated amortization | (626,183) | (531,183) |
Intangible assets, net | 513,817 | 608,817 |
Subtotal Amortizable Intangible Assets [Member] | ||
Intangible assets, gross | 99,717,656 | 99,717,656 |
Intangible assets, accumulated amortization | (33,186,811) | (28,235,821) |
Intangible assets, net | 66,530,845 | 71,481,835 |
Website Domain Name [Member] | ||
Intangible assets, gross | 20,000 | 20,000 |
Intangible assets, accumulated amortization | ||
Intangible assets, net | $ 20,000 | $ 20,000 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating lease, cost | $ 908,465 | $ 1,037,904 |
Minimum [Member] | ||
Lease term | 1 year 6 months | |
Maximum [Member] | ||
Lease term | 12 years 9 months 18 days |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Information Related to Operating Leases (Details) | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Lessee Disclosure [Abstract] | |
Operating cash flows for operating leases | $ 968,473 |
Noncash lease liabilities arising from obtaining operating leased assets | |
Weighted-average remaining lease term | 11 years 7 days |
Weighted-average discount rate | 13.58% |
Leases - Summary of Maturity of
Leases - Summary of Maturity of Lease Liabilities (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Lessee Disclosure [Abstract] | ||
2021 (remaining nine months of the year) | $ 2,836,380 | |
2022 | 3,525,158 | |
2023 | 3,528,696 | |
2024 | 3,526,406 | |
2025 | 3,740,591 | |
Thereafter | 23,822,981 | |
Minimum lease payments | 40,980,212 | |
Less imputed interest | (20,277,693) | |
Present value of operating lease liabilities | 20,702,519 | |
Current portion of operating lease liabilities | 1,022,294 | $ 1,059,671 |
Long-term portion of operating lease liabilities | 19,680,225 | $ 19,886,083 |
Total operating lease liabilities | $ 20,702,519 |
Line of Credit (Details Narrati
Line of Credit (Details Narrative) - USD ($) | Feb. 27, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Line of credit, outstanding amount | $ 6,500,000 | ||
Financing and Security Agreement [Member] | |||
Line of credit maturity date | Feb. 6, 2022 | ||
Line of credit, outstanding amount | $ 5,426,790 | $ 7,178,791 | |
Financing and Security Agreement [Member] | LIBOR Rate Plus [Member] | |||
Line of credit interest rate | 8.50% | ||
Financing and Security Agreement [Member] | FastPay Credit Facility [Member] | |||
Line of credit | $ 15,000,000 |
Restricted Stock Liabilities (D
Restricted Stock Liabilities (Details Narrative) - $ / shares | Dec. 15, 2020 | Mar. 31, 2021 |
Share-based Payment Arrangement, Noncash Expense [Abstract] | ||
Number of shares vested | 1,064,549 | 1,064,549 |
Purchase price per share | $ 4 | $ 4 |
Restricted Stock Liabilities -
Restricted Stock Liabilities - Schedule of Components of Restricted Stock Liabilities (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |||
Restricted stock liabilities recorded upon modification of the restricted stock awards and units (1,064,549 restricted stock to be purchased at $4.00 per share) | $ 4,258,196 | $ 4,258,196 | |
Less imputed interest | (457,462) | (457,461) | |
Present value of restricted stock liabilities | (3,800,734) | (3,800,734) | |
Less payments (excluding imputed interest) | (280,403) | (177,425) | |
Restricted stock liabilities | 3,342,906 | 3,623,309 | |
Current portion of restricted stock liabilities | 1,823,750 | 1,627,499 | |
Long-term portion of restricted stock liabilities | 1,519,156 | 1,995,810 | |
Total restricted stock liabilities | $ 3,342,906 | $ 3,623,309 |
Restricted Stock Liabilities _2
Restricted Stock Liabilities - Schedule of Components of Restricted Stock Liabilities (Details) (Parenthetical) - $ / shares | Dec. 15, 2020 | Mar. 31, 2021 |
Share-based Payment Arrangement, Noncash Expense [Abstract] | ||
Number of shares vested | 1,064,549 | 1,064,549 |
Purchase price per share | $ 4 | $ 4 |
Fair Value Measurements (Detail
Fair Value Measurements (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | ||
Change in valuation of warrant derivative liabilities | $ (665,036) | $ 139,219 |
Change in valuation of embedded derivative liabilities | $ 1,621,000 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of warrant derivative liabilities (Details) | Mar. 31, 2021 | Dec. 31, 2020 |
Expected Life [Member] | Strome Warrants [Member] | ||
Warrants term | 2 years 2 months 16 days | 2 years 5 months 12 days |
Expected Life [Member] | B. Riley Warrants [Member] | ||
Warrants term | 4 years 6 months 18 days | 4 years 9 months 14 days |
Measurement Input, Risk Free Interest Rate [Member] | Strome Warrants [Member] | ||
Warrants measurement input | 0.0016 | 0.0013 |
Measurement Input, Risk Free Interest Rate [Member] | B. Riley Warrants [Member] | ||
Warrants measurement input | 0.0092 | 0.0036 |
Volatility Factor [Member] | Strome Warrants [Member] | ||
Warrants measurement input | 1.5037 | 1.5055 |
Volatility Factor [Member] | B. Riley Warrants [Member] | ||
Warrants measurement input | 1.5148 | 1.4095 |
Dividend Rate [Member] | Strome Warrants [Member] | ||
Warrants measurement input | 0 | 0 |
Dividend Rate [Member] | B. Riley Warrants [Member] | ||
Warrants measurement input | 0 | 0 |
Transaction Date Closing Market [Member] | Strome Warrants [Member] | ||
Warrants measurement input | 0.0091 | 0.0060 |
Transaction Date Closing Market [Member] | B. Riley Warrants [Member] | ||
Warrants measurement input | 0.0091 | 0.0060 |
Exercise Price [Member] | Strome Warrants [Member] | ||
Warrants measurement input | 0.50 | 0.50 |
Exercise Price [Member] | B. Riley Warrants [Member] | ||
Warrants measurement input | 1 | 1 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Valuation Activity for Warrants Accounted for Derivative Liability (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Strome Warrants [Member] | ||
Carrying value beginning period | $ 704,707 | $ 1,036,687 |
Change in valuation of warrant derivative liabilities | 398,861 | (110,081) |
Carrying value at end of the period | 1,103,568 | 926,606 |
B. Riley Warrants [Member] | ||
Carrying value beginning period | 443,188 | 607,513 |
Change in valuation of warrant derivative liabilities | 266,175 | (29,138) |
Carrying value at end of the period | 709,363 | 578,375 |
Warrants [Member] | ||
Carrying value beginning period | 1,147,895 | 1,644,200 |
Change in valuation of warrant derivative liabilities | 665,036 | (139,219) |
Carrying value at end of the period | $ 1,812,931 | $ 1,504,981 |
Long-term Debt (Details Narrati
Long-term Debt (Details Narrative) - USD ($) | Apr. 06, 2020 | Mar. 24, 2020 | Feb. 27, 2020 | Aug. 27, 2019 | Jun. 14, 2019 | Jun. 10, 2019 | Mar. 31, 2021 |
Delayed Draw Term Note [Member] | |||||||
Debt maturity date | Mar. 31, 2022 | ||||||
12% Senior Secured Note [Member] | |||||||
Proceeds from issuance of debt | $ 20,000,000 | ||||||
12% Senior Secured Note [Member] | Amended and Restated Note Purchase Agreement [Member] | |||||||
Debt maturity date | Oct. 14, 2022 | ||||||
Proceeds from issuance of debt | $ 48,000,000 | $ 68,000,000 | |||||
12% Amended Senior Secured Note [Member] | |||||||
Debt maturity date | Dec. 31, 2022 | ||||||
Proceeds from issuance of debt | $ 3,000,000 | $ 3,000,000 | |||||
12% Amended Senior Secured Note [Member] | Delayed Draw Term Note [Member] | |||||||
Debt maturity date | Mar. 31, 2021 | ||||||
Proceeds from issuance of debt | $ 6,913,865 | ||||||
Principal amount of debt | $ 12,000,000 | ||||||
Debt instrument interest rate | 15.00% | ||||||
Legal fees | $ 793,109 | ||||||
Net proceeds from issuance of debt | 6,000,000 | ||||||
12% Amended Senior Secured Note [Member] | Delayed Draw Term Note [Member] | Maximum [Member] | |||||||
Principal amount of debt | $ 8,000,000 | ||||||
Payroll Protection Program Loan [Member] | |||||||
Debt maturity date | Apr. 6, 2022 | Apr. 6, 2022 | |||||
Debt instrument interest rate | 0.98% | ||||||
Proceeds from loan | $ 5,702,725 |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long Term Debt (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Principal Balance (including accrued interest) | $ 68,158,824 | $ 66,293,134 |
Unamortized discount and debt issuance cost | (3,404,626) | (4,098,862) |
Carrying value | 64,754,198 | 62,194,272 |
Delayed Draw Term Note [Member] | ||
Principal Balance (including accrued interest) | 4,457,153 | 4,294,318 |
Unamortized discount and debt issuance cost | (47,883) | (359,172) |
Carrying value | 4,409,270 | 3,935,146 |
12% Amended Senior Secured Note [Member] | ||
Principal Balance (including accrued interest) | 57,984,974 | 56,296,091 |
Unamortized discount and debt issuance cost | (3,356,743) | (3,739,690) |
Carrying value | 54,628,231 | 52,556,401 |
Payroll Protection Program Loan [Member] | ||
Principal Balance (including accrued interest) | 5,716,697 | 5,702,725 |
Unamortized discount and debt issuance cost | ||
Carrying value | $ 5,716,697 | $ 5,702,725 |
Long-term Debt - Schedule of _2
Long-term Debt - Schedule of Long Term Debt (Details) (Parenthetical) | Apr. 06, 2020 | Mar. 24, 2020 | Mar. 31, 2021 |
Delayed Draw Term Note [Member] | |||
Debt maturity date | Mar. 31, 2022 | ||
12% Amended Senior Secured Note [Member] | |||
Debt maturity date | Dec. 31, 2022 | ||
12% Amended Senior Secured Note [Member] | Delayed Draw Term Note [Member] | |||
Debt maturity date | Mar. 31, 2021 | ||
Payroll Protection Program Loan [Member] | |||
Debt maturity date | Apr. 6, 2022 | Apr. 6, 2022 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Common stock authorized | 1,000,000,000 | 1,000,000,000 |
Common stock par value | $ 0.01 | $ 0.01 |
Shares issued price per share | $ 0.91 | |
Money Stock Warrants [Member] | ||
Fair value of warrants | $ 847,518 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock Financing Warrants Outstanding and Exercisable (Details) | Mar. 31, 2021$ / sharesshares |
Financing Warrants Classified as Derivative Liabilities (Shares) | 2,375,000 |
Financing Warrants Classified within Stockholders' Equity (Shares) | 507,055 |
Total Exercisable Financing Warrants (Shares) | 2,882,055 |
MDB Warrants [Member] | |
Financing Warrants Exercise Price | $ / shares | $ 0.20 |
Financing Warrants Expiration Date | Nov. 4, 2021 |
Financing Warrants Classified as Derivative Liabilities (Shares) | |
Financing Warrants Classified within Stockholders' Equity (Shares) | 327,490 |
Total Exercisable Financing Warrants (Shares) | 327,490 |
Strome Warrants [Member] | |
Financing Warrants Exercise Price | $ / shares | $ 0.50 |
Financing Warrants Expiration Date | Jun. 15, 2023 |
Financing Warrants Classified as Derivative Liabilities (Shares) | 1,500,000 |
Financing Warrants Classified within Stockholders' Equity (Shares) | |
Total Exercisable Financing Warrants (Shares) | 1,500,000 |
B. Riley Warrants [Member] | |
Financing Warrants Exercise Price | $ / shares | $ 1 |
Financing Warrants Expiration Date | Oct. 18, 2025 |
Financing Warrants Classified as Derivative Liabilities (Shares) | 875,000 |
Financing Warrants Classified within Stockholders' Equity (Shares) | |
Total Exercisable Financing Warrants (Shares) | 875,000 |
MDB Warrants One [Member] | |
Financing Warrants Exercise Price | $ / shares | $ 1.15 |
Financing Warrants Expiration Date | Oct. 19, 2022 |
Financing Warrants Classified as Derivative Liabilities (Shares) | |
Financing Warrants Classified within Stockholders' Equity (Shares) | 119,565 |
Total Exercisable Financing Warrants (Shares) | 119,565 |
MDB Warrants Two [Member] | |
Financing Warrants Exercise Price | $ / shares | $ 2.50 |
Financing Warrants Expiration Date | Oct. 19, 2022 |
Financing Warrants Classified as Derivative Liabilities (Shares) | |
Financing Warrants Classified within Stockholders' Equity (Shares) | 60,000 |
Total Exercisable Financing Warrants (Shares) | 60,000 |
Compensation Plans - Summary of
Compensation Plans - Summary of Stock-based Compensation (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cost of revenue | $ 28,208,372 | $ 26,738,833 |
Selling and marketing | 17,528,709 | 9,359,938 |
General and administrative | 5,638,830 | 10,410,205 |
Total stock-based compensation | 5,099,012 | 3,560,120 |
Stock-based Compensation [Member] | ||
Cost of revenue | 1,443,938 | 1,126,209 |
Selling and marketing | 1,051,357 | 1,068,600 |
General and administrative | 2,603,717 | 1,365,311 |
Total costs charged to operations | 5,099,012 | 3,560,120 |
Capitalized platform development | 309,195 | 370,052 |
Total stock-based compensation | 5,408,207 | 3,930,172 |
Stock-based Compensation [Member] | Publisher Partner Warrant [Member] | ||
Cost of revenue | 8,039 | |
Selling and marketing | ||
General and administrative | ||
Total costs charged to operations | 8,039 | |
Capitalized platform development | ||
Total stock-based compensation | 8,039 | |
Stock-based Compensation [Member] | ABG Warrants [Member] | ||
Cost of revenue | ||
Selling and marketing | ||
General and administrative | 356,330 | 360,289 |
Total costs charged to operations | 356,330 | 360,289 |
Capitalized platform development | ||
Total stock-based compensation | 356,330 | 360,289 |
Restricted Stock Awards [Member] | Stock-based Compensation [Member] | ||
Cost of revenue | 24,460 | 37,576 |
Selling and marketing | 299,215 | |
General and administrative | 3,445 | 22,920 |
Total costs charged to operations | 27,905 | 359,711 |
Capitalized platform development | 4,823 | 70,283 |
Total stock-based compensation | 32,728 | 429,994 |
Common Stock Awards [Member] | Stock-based Compensation [Member] | ||
Cost of revenue | 127,063 | 69,796 |
Selling and marketing | 5,038 | 35,728 |
General and administrative | 117,327 | 171,672 |
Total costs charged to operations | 249,428 | 277,196 |
Capitalized platform development | 2,720 | 41,157 |
Total stock-based compensation | 252,148 | 318,353 |
Common Equity Awards [Member] | Stock-based Compensation [Member] | ||
Cost of revenue | 1,290,374 | 1,009,592 |
Selling and marketing | 971,513 | 678,279 |
General and administrative | 2,126,615 | 755,247 |
Total costs charged to operations | 4,388,502 | 2,443,118 |
Capitalized platform development | 300,034 | 256,001 |
Total stock-based compensation | 4,688,536 | 2,699,119 |
Outside Options [Member] | Stock-based Compensation [Member] | ||
Cost of revenue | 2,041 | 1,206 |
Selling and marketing | 74,806 | 55,378 |
General and administrative | 55,183 | |
Total costs charged to operations | 76,847 | 111,767 |
Capitalized platform development | 1,618 | 2,611 |
Total stock-based compensation | $ 78,465 | $ 114,378 |
Compensation Plans - Schedule o
Compensation Plans - Schedule of Unrecognized Compensation Expense (Details) - Stock-based Compensation [Member] | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Unrecognized compensation expense | $ 71,403,357 |
Weighted average period expected to be recognized (in years) | 2 years 5 months 5 days |
Publisher Partner Warrant [Member] | |
Unrecognized compensation expense | |
Weighted average period expected to be recognized (in years) | 0 years |
ABG Warrants [Member] | |
Unrecognized compensation expense | $ 2,857,773 |
Weighted average period expected to be recognized (in years) | 2 years 1 month 16 days |
Restricted Stock Awards [Member] | |
Unrecognized compensation expense | $ 48,891 |
Weighted average period expected to be recognized (in years) | 8 months 12 days |
Common Stock Awards [Member] | |
Unrecognized compensation expense | $ 226,834 |
Weighted average period expected to be recognized (in years) | 5 months 9 days |
Common Equity Awards [Member] | |
Unrecognized compensation expense | $ 67,977,275 |
Weighted average period expected to be recognized (in years) | 2 years 5 months 16 days |
Outside Options [Member] | |
Unrecognized compensation expense | $ 292,584 |
Weighted average period expected to be recognized (in years) | 11 months 8 days |
Revenue Recognition (Details Na
Revenue Recognition (Details Narrative) | Mar. 31, 2021USD ($) |
Revenue from Contract with Customer [Abstract] | |
Unearned revenue | $ 22,071,978 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Disaggregation of Revenue (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Total revenue | $ 33,615,481 | $ 30,412,853 |
At Point In Time [Member] | ||
Total revenue | 26,531,000 | 24,875,606 |
Over Time [Member] | ||
Total revenue | 7,084,481 | 5,537,247 |
United States [Member] | ||
Total revenue | 32,528,417 | 29,282,130 |
Other [Member] | ||
Total revenue | 1,087,064 | 1,130,723 |
Advertising [Member] | ||
Total revenue | 11,074,425 | 11,837,984 |
Digital Subscriptions [Member] | ||
Total revenue | 7,084,481 | 5,537,247 |
Magazine Circulation [Member] | ||
Total revenue | 14,710,023 | 12,537,532 |
Other [Member] | ||
Total revenue | $ 746,552 | $ 500,090 |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Contract with Customer, Asset and Liability (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Unearned revenue | $ 65,863,189 | $ 61,625,676 |
Unearned revenue, net of current portion | 28,300,040 | 23,498,597 |
Digital Subscriptions [Member] | ||
Unearned revenue | 16,815,476 | 15,039,331 |
Unearned revenue, net of current portion | 802,124 | 593,136 |
Magazine Circulation [Member] | ||
Unearned revenue | 49,047,713 | 46,586,345 |
Unearned revenue, net of current portion | 27,297,916 | 22,712,961 |
Other [Member] | ||
Unearned revenue, net of current portion | $ 200,000 | $ 192,500 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue guarantee description | These arrangements generally guarantee the publisher a monthly amount of income for a period of 12 to 24 months from inception of the publisher contract that is the greater of (a) a fixed monthly minimum, or (b) the calculated earned revenue share. | |
Revenue | $ 33,615,481 | $ 30,412,853 |
Publisher Partner Guarantees [Member] | ||
Revenue | $ 1,763,357 | $ 2,374,087 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Liquidating Damages (Details) - Contingent Obligations [Member] | Mar. 31, 2021USD ($) |
Registration Rights Damages | $ 240,000 |
Public Information Failure Damages | 906,916 |
Accrued interest | 360,359 |
Totals | 1,507,275 |
Series H Preferred Stock [Member] | |
Registration Rights Damages | |
Public Information Failure Damages | 5,236 |
Accrued interest | 93,575 |
Totals | 98,811 |
12% Convertible Debentures [Member] | |
Registration Rights Damages | |
Public Information Failure Damages | |
Accrued interest | 36,320 |
Totals | 36,320 |
Series I Convertible Preferred Stock [Member] | |
Registration Rights Damages | |
Public Information Failure Damages | |
Accrued interest | 111,184 |
Totals | 111,184 |
Series J Preferred Stock [Member] | |
Registration Rights Damages | 240,000 |
Public Information Failure Damages | 240,000 |
Accrued interest | 108,059 |
Totals | 588,059 |
Series K Preferred Stock [Member] | |
Registration Rights Damages | |
Public Information Failure Damages | 661,680 |
Accrued interest | 11,221 |
Totals | $ 672,901 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Jun. 22, 2021 | Jun. 04, 2021 | Jun. 03, 2021 | Jun. 02, 2021 | May 25, 2021 | May 20, 2021 | May 19, 2021 | May 04, 2021 | Apr. 30, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 24, 2020 |
Share issued price per share | $ 0.91 | |||||||||||
Cash payment | $ 315,289 | |||||||||||
12% Amended Senior Secured Note [Member] | Delayed Draw Term Note [Member] | ||||||||||||
Principal amount of debt | $ 12,000,000 | |||||||||||
Debt interest rate | 15.00% | |||||||||||
Subsequent Event [Member] | College Spun Media Incorporated [Member] | ||||||||||||
Aggregate cash | $ 11,000,000 | |||||||||||
Restricted shares of common stock | 4,285,714 | |||||||||||
Cash payment | $ 10,800,000 | |||||||||||
Additional cash payment | 800,000 | |||||||||||
Subsequent Event [Member] | Several Accredited Investors [Member] | Private Placement [Member] | ||||||||||||
Sale of stock, shares | 7,142,857 | 21,445,718 | 21,435,718 | |||||||||
Sale of stock price per share | $ 0.70 | $ 0.70 | $ 0.70 | |||||||||
Proceeds from sale of stock | $ 5,000,000 | $ 15,000,000 | $ 15,000,000 | |||||||||
Subsequent Event [Member] | Mr. Heckman [Member] | 2016 Plan [Member] | ||||||||||||
Number of vesting options | 2,000,000 | |||||||||||
Subsequent Event [Member] | Series L Preferred Stock [Member] | ||||||||||||
Share issued price per share | $ 0.01 | |||||||||||
Preferred stock voting rights | 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions paid to the holders of the Company's common stock. The Series L Preferred Stock will be entitled to 1,000 votes on all matters submitted to a vote of the stockholders of the Company. In the event of any merger, consolidation or other transaction in which shares of the Company's common stock are converted or exchanged, the Series L Preferred Stock will be entitled to receive 1,000 times the amount received per one share of the Company's common stock. | |||||||||||
Subsequent Event [Member] | Series L Preferred Stock [Member] | Purchase Agreements [Member] | ||||||||||||
Share issued price per share | $ 4 | |||||||||||
Subsequent Event [Member] | Delayed Draw Term Note [Member] | ||||||||||||
Principal amount of debt | $ 4,300,000 | |||||||||||
Subsequent Event [Member] | 12% Amended Senior Secured Note [Member] | ||||||||||||
Licensing agreement description | The Company entered into an amendment to the 12% Second Amended Senior Secured Notes ("Amendment 1"), pursuant to which the maturity date of the 12% Second Amended Senior Secured Notes was changed to December 31, 2022, subject to certain acceleration conditions. Pursuant to Amendment 1, interest payable on the 12% Second Amended Senior Secured Notes on September 30, 2020, December 31, 2020, March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021 will be payable in-kind in arrears on the last day of such fiscal quarter. Alternatively, at the option of the holder, such interest amounts originally could have been paid in shares of Series K Preferred Stock; however, after December 18, 2020, the date the Series K Preferred Stock converted into shares of the Company's common stock, all such interest amounts can be paid in shares of the Company's common stock based upon the conversion rate specified for the Series K Preferred Stock (or $0.40). | |||||||||||
Number of shares issued during period, shares | 60,100,000 | |||||||||||
Principal amount of debt | $ 48,800,000 | |||||||||||
Payment of in-kind interest | 108,000,000 | |||||||||||
Accrued interest | $ 500,000 | |||||||||||
Subsequent Event [Member] | 12% Amended Senior Secured Note [Member] | Delayed Draw Term Note [Member] | ||||||||||||
Licensing agreement description | The interest rate on the Delayed Draw Term Note decreased from a rate of 15% per annum to a rate of 10% per annum. | |||||||||||
Repayments of debt | $ 1,100,000 | |||||||||||
Subsequent Event [Member] | 12% Amended Senior Secured Notes [Member] | ||||||||||||
Debt interest rate | 10.00% | |||||||||||
Subsequent Event [Member] | PPP Loan [Member] | ||||||||||||
Debt forgiveness | $ 5,702,725 | |||||||||||
Subsequent Event [Member] | Common Stock Options and Restricted Stock Units [Member] | ||||||||||||
Number of Shares Common stock options, Granted | 6,153,053 | |||||||||||
Subsequent Event [Member] | First Anniversary [Member] | College Spun Media Incorporated [Member] | ||||||||||||
Cash payment | 500,000 | |||||||||||
Subsequent Event [Member] | Second Anniversary [Member] | College Spun Media Incorporated [Member] | ||||||||||||
Cash payment | $ 500,000 |