XML 91 R16.htm IDEA: XBRL DOCUMENT v3.20.1
Stockholders' Equity
12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
STOCKHOLDERS' EQUITY

NOTE 10 – STOCKHOLDERS' EQUITY

 

Preferred Stock

The Company has 10,000,000 shares of preferred stock, $.001 par value per share, authorized as of December 31, 2019. No shares were issued or outstanding in either 2018 or 2019.

 

Common Stock

The Company had 166,666,667 shares of common stock, $.001 par value per share, authorized as of December 31, 2019. There were 14,600,579 and 12,038,618 shares of common stock issued and outstanding at December 31, 2019 and 2018, respectively. 

 

Effective May 14, 2018, in connection with our listing on the Nasdaq Capital Market, we implemented a reverse split of our common stock by exchanging each three shares of our common stock for one share. Our financial statements and all equity transactions have been retroactively adjusted to account for the reverse stock split. We elected to round fractional shares up to the nearest whole number rather than redeem them for cash, and as a result we issued 908 additional shares as a result of this rounding. In connection with this reverse split, our authorized shares were reduced from 500,000,000 to 166,666,667. 

 

In 2018, we issued 100,000 shares of common stock to a subsidiary of WPP, one of the world's largest media companies, and a shareholder at the time, in full payment of all amounts due under a co-marketing agreement that covered certain WPP agencies, whereby we shared a portion of our revenue with those agencies related to new programs through those agencies. The shares were valued at $447,000, the market value of the stock on the date of issuance. The amount due was recorded as a liability in revenue share payable at December 31, 2017.

 

During 2019, in an underwritten public offering, we issued 1,769,275 shares of our common stock for gross proceeds of $23,000,575. In connection with this transaction, we incurred equity issuance costs of $1,696,749 related to payments to the underwriter, advisors and legal fees associated with the transaction, resulting in net proceeds to the Company of $21,303,826. 

 

During 2018, in a private transaction, we issued 1,666,669 shares of our common stock for gross proceeds of $9,000,000. In connection with this transaction, we incurred equity issuance costs of $835,526 related to payments to advisors and legal fees associated with the transaction, resulting in net proceeds to the Company of $8,164,474.

 

The Company has a Director Compensation plan covering its independent non-employee Directors. A total of 33,344 and 36,494 shares were granted and issued in the years ended December 31, 2019 and 2018, respectively, in connection with this compensation plan. These shares were valued at $447,393 and $428,884, respectively. The Company also awarded 130,001 restricted stock awards, valued at $546,007, to executive officers in 2018. These awards would vest only if the Company achieved certain stretch revenue goals in 2018 or 2019. It was determined that the goal was achieved as of December 31, 2018, so the entire expense was recognized in 2018, but the shares related to these awards were issued in 2019.

 

During 2019, we issued 382,893 shares of common stock, valued at $5,107,793, to the former shareholders of RMDY Health, Inc. in connection with the acquisition of RMDY in 2019. We also issued 30,638 shares of common stock, valued at $500,000, to the former shareholders of CareSpeak Communications, Inc., in connection with the acquisition of the CareSpeak in 2018.

 

We issued 246,448 shares of common stock and received proceeds of $877,702 in 2019 in connection with the exercise of options. We also issued 165,169 shares of common stock and received proceeds of $521,270 in 2018 in connection with the exercise of options. 

 

During 2018, we issued 15,000 shares of our common stock, valued at $228,050, for investor relations services.

 

During, 2018, we issued 251,046 shares of common stock in connection with the cashless exercise of a warrant to purchase 348,194 shares.

 

We adopted the new accounting standard ASC 606, Revenue from Contracts with Customers, as of January 1, 2018, which resulted in a charge of $142,027 to Retained Earnings on that date. We adopted the new lease accounting standard ASC 842 as of January 1, 2019, which resulted in a charge of $3,229 to Retained Earnings on that date.