2.4.0.8101 - Disclosure - Description of Our Business, Liquidity and Going Concern, and Basis of Presentationtruefalsefalse1false falsefalsefrom-2013-04-01-to-2013-06-30.2069.0.0.0.0.0.0.0http://www.sec.gov/CIK0001432967duration2013-04-01T00:00:002013-06-30T00:00:001true 1us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstractus-gaap_truenadurationfalsefalsefalsefalsefalsefalsefalsefalse1falsefalsefalse00falsefalsefalsexbrli:stringItemTypestringfalse0Description of Our Business, Liquidity and Going Concern, and Basis of Presentation [Abstract]2false 2us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlockus-gaap_truenadurationfalsefalsefalsefalsefalsefalsefalsefalseterseLabel1falsefalsefalse00<div> <div> <table style="FONT-SIZE: 10pt; MARGIN-TOP: 0px" cellspacing="0" cellpadding="0" width="100%"> <tr> <td style="MARGIN-TOP: 0px" valign="top" width="66"> Note 1. </td> <td style="MARGIN-TOP: 0px" valign="top"> Description of Our Business, Liquidity and Going Concern, and Basis of Presentation </td> </tr> </table> Description of Our Business As Seen On TV, Inc. ("ASTV", "we", "our" or the "Company") is a direct response marketing company and owner of AsSeenOnTV.com and eDiets.com. We identify, develop and market consumer products for global distribution via TV, Internet and retail channels. Following our February 2013 acquisition of eDiets.com, Inc. ("eDiets"), our business is organized along two segments.  The As Seen On TV ("ASTV") segment is a direct response marketing company that identifies and advises in the development and marketing of consumer products. The eDiets segment is a subscription-based nationwide weight-loss oriented digital subscription and meal delivery service. In our fiscal quarter ended June 30, 2013, the ASTV and eDiets segments represented approximately 21% and 79%, respectively, of our net revenues. On February 28, 2013, we acquired 100% of the outstanding stock of eDiets pursuant to the terms and conditions of the Agreement and Plan of Merger by and among our Company, eDiets Acquisition Company, a Delaware corporation and wholly owned subsidiary of our Company, and eDiets, dated October 31, 2012. Following the closing, eDiets became a wholly owned subsidiary of our Company (See Note 3). Since closing the acquisition of eDiets, we have undertaken internal changes which we believe, when completed, will enable us to operate as a combined organization, utilizing common information and communication systems, operating procedures, financial controls and human resources practices. ASTV, a Florida corporation, was organized in November 2006. Our executive offices are located in Clearwater, Florida. ASTV ASTV generates revenues primarily from three channels, including direct response sales of consumer products, sale of consumer products through a "live-shop" TV venue and ownership of the url AsSeenOnTV.com which operates as a web based outlet for our Company and other direct response businesses. In addition, ASTV generates limited revenue through the production of infomercials for third parties and direct response related speaking engagements. Inventors and entrepreneurs submit products or business concepts for our review. Once we identify a suitable product or concept, we negotiate to obtain global marketing and distribution rights. These marketing and distribution agreements typically provide for revenue sharing in the form of a royalty to the inventor or product owner. As of the date of this report, we have marketed several products with limited success. eDiets eDiets develops and markets Internet-based diet and fitness programs, primarily through the url eDiets.com. eDiets offers a subscription-based nationwide weight-loss oriented meal delivery service and has been offering digital subscription-based plans in the United States since 1998, when it launched its first diet plan. Digital diet plans are personalized according to an individual's weight goals, food and cooking preferences, and include the related shopping lists and recipes. Liquidity and Going Concern At June 30, 2013, we had a cash balance of approximately $1.7 million, a working capital deficit of approximately $9.3 million and an accumulated deficit of approximately $14.1 million. We have experienced losses from operations since our inception, and we have relied on a series of private placements and convertible debentures to fund our operations. The Company cannot predict how long it will continue to incur losses or whether it will ever become profitable, developments that depend on a number of factors, including the success of new and existing products. We have undertaken, and will continue to implement, various measures to address our financial condition, including: <table style="FONT-SIZE: 10pt; MARGIN-TOP: 0px" cellspacing="0" cellpadding="0" width="100%"> <tr style="FONT-SIZE: 0px"> <td width="66"> </td> <td> </td> </tr> <tr> <td style="MARGIN-TOP: 0px" valign="top" width="66"> · </td> <td style="MARGIN-TOP: 0px" valign="top"> Significantly curtailing costs and consolidating operations, where feasible. </td> </tr> <tr> <td style="MARGIN-TOP: 0px" valign="top" width="66"> · </td> <td style="MARGIN-TOP: 0px" valign="top"> Seeking debt, equity and other forms of financing, including funding through strategic partnerships. </td> </tr> <tr> <td style="MARGIN-TOP: 0px" valign="top" width="66"> · </td> <td style="MARGIN-TOP: 0px" valign="top"> Reducing operations to conserve cash. </td> </tr> <tr> <td style="MARGIN-TOP: 0px" valign="top" width="66">   </td> <td style="MARGIN-TOP: 0px" valign="top"> Deferring certain marketing activities. </td> </tr> <tr> <td style="MARGIN-TOP: 0px" valign="top" width="66"> · </td> <td style="MARGIN-TOP: 0px" valign="top"> Investigating and pursuing transactions with third parties, including strategic transactions and relationships. </td> </tr> </table> There can be no assurance that we will be able to secure the additional funding we need. If our efforts to do so are unsuccessful, we will be required to further reduce or eliminate our operations. These factors, among others, raise substantial doubt about our ability to continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result from the outcome of these uncertainties. Basis of Presentation The condensed consolidated financial statements as of June 30, 2013 and for the three months ended June 30, 2013 and 2012 are unaudited and, in the opinion of management, include all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position as of June 30, 2013, and the results of operations for the three months ended June 30, 2013 and 2012, the statement of shareholders' equity for the three months ended June 30, 2013 and the statement of cash flows for the three months ended June 30, 2013 and 2012. The results for the three months ended June 30, 2013 are not necessarily indicative of the results to be expected for the entire year. The condensed consolidated balance sheet as of June 30, 2013 has been derived from audited financial statements for the fiscal year ended March 31, 2013. While management of the Company believes that the disclosures presented are adequate to make the information not misleading, these condensed consolidated financial statements should be read in conjunction with audited consolidated financial statements and the footnotes thereto for the fiscal year ended March 31, 2013 as filed with the Securities and Exchange Commission with our Form 10-K on June 28, 2013 (the "Audited 2013 Financial Statements"). The audit report of EisnerAmper LLP, the Company's independent registered public accounting firm, dated June 28, 2013, included an explanatory paragraph about the existence of substantial doubt concerning the Company's ability to continue as a going concern. </div> </div>falsefalsefalsenonnum:textBlockItemTypenaThe entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 810 -SubTopic 10 -Section 50 -Paragraph 8 -URI http://asc.fasb.org/extlink&oid=28200181&loc=SL6228881-111685 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 720 -SubTopic 15 -URI http://asc.fasb.org/subtopic&trid=2122524 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6359566&loc=d3e326-107755 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6367646&loc=d3e18780-107790 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 10 -Section 45 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=7668296&loc=d3e288-107754 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 810 -SubTopic 10 -URI http://asc.fasb.org/subtopic&trid=2197480 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 810 -SubTopic 10 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=18733093&loc=d3e5614-111684 Reference 8: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 915 -SubTopic 235 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6472506&loc=d3e38932-110933 Reference 9: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 852 -SubTopic 10 -URI http://asc.fasb.org/subtopic&trid=2209116 Reference 10: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 272 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6373374&loc=d3e70478-108055 Reference 11: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -URI http://asc.fasb.org/subtopic&trid=2134480 Reference 12: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 10 -URI http://asc.fasb.org/subtopic&trid=2122150 false0Description of Our Business, Liquidity and Going Concern, and Basis of PresentationfalseDescription of Our Business, Liquidity and Going Concern, and Basis of PresentationUnKnownUnKnownUnKnownUnKnowntruefalsefalseSheethttp://www.asseenontv.com/role/DescriptionOfOurBusinessLiquidityAndGoingConcernAndBasisOfPresentation12