Acquisitions and Divestures

12 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

(3) Acquisitions

The Deal, LLC

On September 11, 2012, the Company acquired 100% of the equity of The Deal, LLC (“The Deal”). The Deal is a digital platform that delivers sophisticated coverage of the mergers and acquisitions environment, primarily through The Deal Pipeline, a leading provider of transactional information services. The purchase price of the acquisition was approximately $5.8 million, of which $600 thousand was placed in escrow pursuant to the terms of an escrow agreement which will be used to secure indemnity obligations for a period of 18 months. Additionally, the Company assumed net liabilities approximating $5.0 million. The results of operations of The Deal are included in the consolidated financial statements for the year ended December 31, 2013, and for the year ended December 31, 2012 from September 11, 2012, the date of the acquisition.

The following table summarizes the consideration paid and the amounts of the assets acquired and liabilities assumed recognized at the acquisition date.

	Amortization Life
	(in years)		Amount
Accounts receivable, net		$	765,357
Other receivables			315,322
Prepaid expenses and other current assets			168,492
Property and equipment, net			729,400
Identifiable intangible assets:
- Subscriber relationships	10		2,960,000
- Client data base	10		3,170,000
- Software	5		685,000
- Trade name	10		480,000
- Advertiser relationships	6		70,000
Restricted cash			301,000
Accounts payable			(391,992)
Accrued expenses			(1,368,270)
Deferred revenue			(3,761,210)
Other current liabilities			(361,659)
Total identifiable net assets			3,761,440
Goodwill			1,668,623
Total consideration		$	5,430,063

Acquisition related costs totaling $0.4 million are included in general and administrative expenses in the Company’s condensed consolidated statement of operations for the year ended December 31, 2012.

Unaudited pro forma consolidated financial information is presented below as if the acquisition of The Deal had occurred on January 1, 2011. The results have been adjusted to account for the amortization of acquired intangible assets and to eliminate interest expense related to short term notes payable to related parties of The Deal, which liabilities were not assumed by the Company, and deal acquisition costs. The pro forma information presented below does not purport to present what actual results would have been if the acquisitions had occurred at the beginning of such periods, nor does the information project results for any future period. The unaudited pro forma consolidated financial information should be read in conjunction with the historical financial information of the Company included in this report, as well as the historical financial information included in other reports and documents filed with the Securities and Exchange Commission. The unaudited pro forma consolidated financial information for the years ended December 31, 2012 and 2011 is as follows:

	2012		2011
Total revenue	$	58,191,117	$	69,254,368
Net loss	$	16,140,048	$	13,543,809
Basic and diluted net loss per share	$	0.50	$	0.42

The DealFlow Report, The Life Settlements Report and the PrivateRaise database

On April 19, 2013, the Company acquired The DealFlow Report, The Life Settlements Report and the PrivateRaise database (the “DealFlow” acquisition) from DealFlow Media, Inc. These newsletters and database, and the employees providing their content, have been incorporated into The Deal, TheStreet’s institutional platform. The Company paid cash consideration of approximately $2.0 million, of which $195 thousand was held back to be used to secure indemnity obligations for a period of one year, and issued 408,829 unregistered shares of the Company’s common stock, having a value on the closing date of approximately $781 thousand. Additionally, the Company assumed net liabilities of approximately $726 thousand. The acquisition was not significant and pro forma financial information was not required. The results of operations of DealFlow were included in the consolidated financial statements for the year ended December 31, 2013, from April 19, 2013, the date of the acquisition.