0001493152-21-008388 | 10-K | XBRL Viewer

Organization and Basis of Presentation

1. Organization and Basis of Presentation

Organization

TheMaven, Inc. (the “Maven” or “Company”), was incorporated as Integrated Surgical Systems, Inc. (“Integrated”), in Delaware on October 1, 1990. On July 22, 2016, Amplify Media, Inc. was incorporated in Delaware and on July 27, 2016, it changed its name to Amplify Media Network, Inc. (“Amplify Media Network”). Amplify Media Network changed its name again on October 14, 2016 to TheMaven Network, Inc. (“TheMaven Network”).

On October 11, 2016, Integrated and TheMaven Network entered into a share exchange agreement, whereby the stockholders of TheMaven Network agreed to exchange all of the then issued and outstanding shares of common stock for shares of common stock of Integrated. On November 4, 2016, the parties consummated a recapitalization pursuant to the share exchange agreement and, as a result, TheMaven Network become a wholly owned subsidiary of Integrated. Integrated changed its name to TheMaven, Inc. on December 2, 2016. On March 5, 2018, TheMaven Network changed its name to Maven Coalition, Inc. (“Maven Coalition 1”). For additional information, see Note 20.

On December 19, 2019, the Company’s wholly owned subsidiaries Maven Coalition 1, and HubPages, Inc., a Delaware corporation (“HubPages”), were merged into another of the Company’s wholly owned subsidiaries, Say Media, Inc., a Delaware corporation (“Say Media”), with Say Media as the surviving corporation. On January 6, 2020, Say Media changed its name to Maven Coalition, Inc. (“Coalition”).

Unless the context indicates otherwise, Maven, Coalition, HubPages, (as described in Note 3), Say Media (as described in Note 3), TheStreet, Inc. (“TheStreet”) (as described in Note 3), are together hereinafter referred to as the “Company.”

Business Operations

The Company operates a best-in-class technology platform empowering premium publishers who impact, inform, educate, and entertain. The Company operates a significant portion of the media businesses for Sports Illustrated (as defined below) and owns and operates TheStreet, and power more than 250 independent brands including History, Maxim, and Biography. The Maven technology platform provides digital publishing, distribution, and monetization capabilities for the Sports Illustrated and TheStreet businesses as well as a coalition of independent, professionally managed online media publishers (referred to as the “Channel Partner(s)” or the “Maven(s)”). Each Channel Partner joins the media-coalition by invitation-only and is drawn from premium media brands, professional journalists, subject matter experts, and social leaders. Mavens publish content and oversee an online community for their respective channels, leveraging a proprietary technology platform to engage the collective audiences within a single network. Generally, Mavens are independently owned, strategic partners who receive a share of revenue from the interaction with their content. When they join, the Company believes Mavens will benefit from the proprietary technology of the Company’s platform, techniques, and relationships. Advertising revenue may improve due to the scale the Company has achieved by combining all Mavens onto a single platform and the large and experienced sales organization. They may also benefit from the Company’s membership marketing and management systems, which the Company believes will enhance their revenue. Additionally, the Company believes the lead brand within each vertical creates a halo benefit for all Mavens in the vertical while each of them adds to the breadth and quality of content. While they benefit from these critical performance improvements they also save substantially in costs of technology, infrastructure, advertising sales, and member marketing and management.

The Company’s growth strategy is to continue to expand the coalition by adding new Mavens in key verticals that management believes will expand the scale of unique users interacting on the Company’s technology platform. In each vertical, the Company seeks to build around a leading brand, such as Sports Illustrated (for sports) and TheStreet (for finance), surround it with subcategory Maven specialists, and further enhance coverage with individual expert contributors. The primary means of expansion is adding independent Mavens and/or acquiring publishers that have premium branded content and can broaden the reach and impact of the Company’s technology platform.

In June 2019, the Company entered into a licensing agreement (the “Initial Licensing Agreement”) with ABG-SI LLC (“ABG”), as amended by Amendment No. 1 to Licensing Agreement, dated September 1, 2019 (the “First Amendment”), Amendment No. 2 to Licensing Agreement, dated April 1, 2020 (the “Second Amendment”), and Amendment No. 3 to Licensing Agreement, dated July 28, 2020 (the “Third Agreement” and, together with the Initial Licensing Agreement, First Amendment, and Second Amendment, the “Sports Illustrated Licensing Agreement”) to license certain Sports Illustrated (“Sports Illustrated”) brands as part of its growth strategy. In August 2019, the Company acquired TheStreet. For addition information, see Note 3.

The Company’s common stock is quoted on the OTC Markets Group Inc.’s Pink Open Market under the symbol “MVEN”.

Seasonality

The Company experiences typical media company advertising and membership sales seasonality, which is strong in the fiscal fourth quarter and slower in the fiscal first quarter.

Going Concern

The Company performed an annual reporting period going concern assessment. Management is required to assess its ability to continue as a going concern. This Annual Report has been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. These consolidated financial statements do not include any adjustments that might be necessary if it is unable to continue as a going concern.

The Company has a history of recurring losses. The Company’s recurring losses from operations and net capital deficiency have been evaluated by management to determine if the significance of those conditions or events would limit its ability to meet its obligations when due. The operating loss realized in fiscal 2019 was primarily a result of a marketing investment in customer growth, together with investments in people and technology as the Company continued to expand its operations, and operations rapidly expanding during fiscal 2019 with the acquisition of TheStreet and the Sports Illustrated Licensing Agreement for certain Sports Illustrated brands. The operating loss realized in fiscal 2018 was primarily a result of investments in people, infrastructure for the Company’s technology platform, and operations rapidly expanding during fiscal 2018 with the acquisitions of HubPages and Say Media, along with continued costs based on the strategic growth plans in other verticals.

As reflected in these consolidated financial statements, the Company had revenues of $53,343,310 for the year ended December 31, 2019, and experienced recurring net losses from operations, negative working capital, and negative operating cash flows. During the year ended December 31, 2019, the Company incurred a net loss attributable to common stockholders of $38,501,369, utilized cash in operating activities of $56,954,306, and as of December 31, 2019, had an accumulated deficit of $73,041,323. The Company has financed its working capital requirements since inception through the issuance of debt and equity securities.

In 2020 and continuing into 2021, the Company has also been impacted by the COVID-19 pandemic. Many national governments and sports authorities around the world have made the decision to postpone/cancel high attendance sports events in an effort to reduce the spread of COVID-19. In addition, many governments and businesses have limited non-essential work activity, furloughed, and/or terminated many employees and closed some operations and/or locations, all of which has had a negative impact on the economic environment. As a result of these factors, the Company experienced a decline in traffic, advertising revenue, and earnings since early March 2020, due to the cancellation of high attendance sports events and the resulting decrease in traffic to the technology platform and advertising revenue. The Company has implemented cost reduction measures in an effort to offset its revenue and earnings declines, while experiencing increased cash flows by growth in digital subscriptions. The extent of the impact on the Company’s operational and financial performance will depend on future developments, including the duration and spread of the COVID-19 pandemic, related group gathering and sports event advisories and restrictions, and the extent and effectiveness of containment actions taken, all of which remain uncertain at the time of issuance of these consolidated financial statements.

Management has evaluated whether relevant conditions or events, considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern. Substantial doubt exists when conditions and events, considered in the aggregate, indicate it is probable that a company will not be able to meet its obligations as they become due within one year after the issuance date of its financial statements. Management’s assessment is based on the relevant conditions that are known or reasonably knowable as of the date these consolidated financial statements were issued or were available to be issued.

Management’s assessment of the Company’s ability to meet its future obligations is inherently judgmental, subjective, and susceptible to change. The factors that the Company considered important in its going concern analysis, include, but are not limited to, its fiscal 2021 cash flow forecast and its fiscal 2021 operating budget. Management also considered the Company’s ability to repay its convertible debt through future equity and the implementation of cost reduction measures in effect to offset revenue and earnings declines from COVID-19. These factors consider information including, but not limited to, the Company’s financial condition, liquidity sources, obligations due within one year after the issuance date of these consolidated financial statements, the funds necessary to maintain operations and financial conditions, including negative financial trends or other indicators of possible financial difficulty.

In particular, the Company’s plan for the: (1) 2021 cash flow forecast, considered the use of its working capital line with FastPay (as described in Note 28 to fund changes in working capital, where the Company has available credit of approximately $8.7 million as of the issuance date of these consolidated financial statements for the year ended December 31, 2019, and that the Company does not anticipate the need for any further borrowings that are subject to the holders approval, from its Term Note (as described in Note 28) where the Company may be permitted to borrow up to an additional $5 million; and (2) 2021 operating budget, considered that approximately sixty-five percent of the Company’s revenue is from recurring subscriptions, generally paid in advance, and that digital subscription revenue, that accounts for approximately thirty percent of subscription revenue, grew approximately thirty percent in 2020 demonstrating the strength of its premium brand, and the plan to continue to grow its subscription revenue from its 2019 acquisition of TheStreet (as described in Note 3) and to launch premium digital subscriptions from its Sports Illustrated licensed brands (as described in Note 3), in January 2021.

The Company has considered both quantitative and qualitative factors as part of the assessment that are known or reasonably knowable as of the date these consolidated financial statements were issued or were available to be issued and concluded that conditions and events considered in the aggregate, do not raise substantial doubt about the Company’s ability to continue as a going concern for a one-year period following the financial statement issuance date.

Reclassifications

Certain comparative amounts as of and for the year ended December 31, 2018 have been reclassified to conform to the current period’s presentation. These reclassifications were immaterial, both individually and in the aggregate. These changes did not impact previously reported loss from operations or net loss.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2019

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Principles of Consolidation

The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the financial statements of Maven and its wholly owned subsidiaries, Coalition, HubPages, Say Media, and TheStreet. See Note 3 for additional information as to the acquisitions of these wholly owned subsidiaries. On December 19, 2019, the Company’s wholly owned subsidiaries, Maven Coalition, Inc. and HubPages, were merged into the Company’s wholly owned subsidiary Say Media, with Say Media as the surviving corporation. Intercompany balances and transactions have been eliminated in consolidation.

Foreign Currency

The functional currency of the Company’s foreign subsidiaries is the local currencies (U.K. pounds sterling and Canadian dollar), as it is the monetary unit of account of the principal economic environment in which the Company’s foreign subsidiaries operate. All assets and liabilities of the foreign subsidiaries are translated at the current exchange rate as of the end of the period, and revenue and expenses are translated at average exchange rates in effect during the period. The gain or loss resulting from the process of translating foreign currencies financial statements into U.S. dollars was immaterial for the year ended December 31, 2019, therefore, a foreign currency cumulative translation adjustment was not reported as a component of accumulated other comprehensive income (loss) and the unrealized foreign exchange gain or loss was omitted from the consolidated statements of cash flows. Foreign currency transaction gains and losses, if any, resulting from or expected to result from transactions denominated in a currency other than the functional currency are recognized in other income, net on the consolidated statements of operations.

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include those related to the selection of useful lives of property and equipment, intangible assets, capitalization of platform development and associated useful lives; assumptions used in accruals for potential liabilities; fair value of assets acquired and liabilities assumed in the business acquisitions, the fair value of the Company’s goodwill and the assessment of acquired goodwill, other intangible assets and long-lived assets for impairment; determination of the fair value of stock-based compensation and valuation of derivatives liabilities; and the assumptions used to calculate contingent liabilities, and realization of deferred tax assets. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. Actual results could differ from these estimates.

Risks and Uncertainties

The Company has a limited operating history and has not generated significant revenues to date to cover its operating expenses. The Company’s business and operations are sensitive to general business and economic conditions in the U.S. and worldwide. These conditions include short-term and long-term interest rates, inflation, fluctuations in debt and equity capital markets and the general condition of the U.S. and world economy. A host of factors beyond the Company’s control could cause fluctuations in these conditions. Adverse developments in these general business and economic conditions could have a material adverse effect on the Company’s financial condition and the results of its operations.

In addition, the Company will compete with many companies that currently have extensive and well-funded projects, marketing and sales operations as well as extensive human capital. The Company may be unable to compete successfully against these companies. The Company’s industry is characterized by rapid changes in technology and market demands. As a result, the Company’s products, services, and/or expertise may become obsolete and/or unmarketable. The Company’s future success will depend on its ability to adapt to technological advances, anticipate customer and market demands, and enhance its current technology under development.

With the initial onset of COVID-19, the Company faced significant change in its advertisers’ buying behavior, where previous ad placements were cancelled. The Company’s advertising revenue from Sports Illustrated was impacted as a result of sports authorities around the world making the decision to postpone/cancel high attendance sports events in an effort to reduce the spread of the COVID-19 virus. Since May 2020, there has been a steady recovery in the advertising market in both pricing and volume, which coupled with the return of professional and college sports yielded steady growth in revenues through the balance of 2020 and the start of 2021. The Company expects a continued modest growth in advertising revenue back toward pre-pandemic levels. As a result of the Company’s advertising revenue declining in early 2020, the Company is vulnerable to a risk of loss in the near term and it is at least reasonably possible that events or circumstances may occur that could cause a significant impact in the near term, that depend on future developments, including the duration of COVID-19, future sport event advisories and restrictions, and the extent and effectiveness of containment actions taken.

Since August 2018, B. Riley FBR, Inc. (“B. Riley FBR”), a registered broker-dealer owned by B. Riley Financial, Inc., a diversified publicly-traded financial services company (“B. Riley”), has been instrumental in providing investment banking services to the Company and in raising debt and equity capital for the Company. These services have included raising debt and equity capital to support the acquisitions of HubPages, Say Media, TheStreet, and the Sports Illustrated Licensing Agreement with ABG (as described in Note 3). The raising debt and equity capital for the acquisitions, refinancing and working capital purposes included the sale of 10% Convertible Debentures, 10% Original OID Convertible Debentures, 12% Convertible Debentures (as described in Note 17), 12% Senior Secured Notes, and 12% Amended Senior Secured Notes (as described in Note 17), Series H, Series I and Series J Preferred Stock (as described in Note 19), and subsequent equity offerings of Series H, Series J, and Series K Preferred Stock (as described in Note 28).

Revenue Recognition

In accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers, revenues are recognized when control of the promised goods or services are transferred to the Company’s customers, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company generates all of its revenue from contracts with customers. The Company accounts for revenue on a gross basis, as compared to a net basis, in its statement of operations. Cost of revenues is presented as a separate line item in the statement of operations. The Company has made this determination based on it taking the credit risk in its revenue-generating transactions and it also being the primary obligor responsible for providing the services to the customer.

The following is a description of the principal activities from which the Company generates revenue:

Advertising Revenue

Digital Advertising – The Company recognizes revenue from digital advertisements at the point when each ad is viewed. The quantity of advertisements, the impression bid prices and revenue are reported on a real-time basis. The Company enters into contracts with advertising networks to serve display or video advertisements on the digital media pages associated with its various channels. Although reported advertising transactions are subject to adjustment by the advertising network partners, any such adjustments are known within a few days of month end. The Company owes its independent publisher Channel Partners a revenue share of the advertising revenue earned, which is recorded as service costs in the same period in which the associated advertising revenue is recognized.

Advertising revenue that is comprised of fees charged for the placement of advertising, on the Company’s flagship website, TheStreet.com, is recognized as the advertising or sponsorship is displayed, provided that collection of the resulting receivable is reasonably assured.

Print Advertising – Advertising related revenues for print advertisements are recognized when advertisements are published (defined as an issue’s on-sale date), net of provisions for estimated rebates, rate adjustments, and discounts.

Subscription Revenue

Digital Subscriptions – The Company enters into contracts with internet users that subscribe to premium content on the digital media channels. These contracts provide internet users with a membership subscription to access the premium content. The Company owes its independent publisher Channel Partners a revenue share of the membership subscription revenue earned, which is initially deferred and recorded as deferred contract costs. The Company recognizes deferred contract costs over the membership subscription term in the same pattern that the associated membership subscription revenue is recognized.

Subscription revenue generated from the Company’s flagship website TheStreet.com from institutional and retail customers is comprised of subscriptions and license fees for access to securities investment information, stock market commentary, director and officer profiles, relationship capital management services, and transactional information pertaining to mergers and acquisitions and other changes in the corporate control environment. Subscriptions are charged to customers’ credit cards or are directly billed to corporate subscribers, and are generally billed in advance on a monthly, quarterly or annual basis. The Company calculates net subscription revenue by deducting from gross revenue an estimate of potential refunds from cancelled subscriptions as well as chargebacks of disputed credit card charges. Net subscription revenue is recognized ratably over the subscription periods. Deferred revenue relates to payments for subscription fees for which revenue has not been recognized because services have not yet been provided.

Circulation Revenue

Circulation revenues include magazine subscriptions and single copy sales at newsstands.

Print Subscriptions – Revenues from magazine subscriptions are deferred and recognized proportionately as products are distributed to subscribers.

Newsstand – Single copy revenue is recognized on the publication’s on-sale date, net of provisions for estimated returns. The Company bases its estimates for returns on historical experience and current marketplace conditions.

Licensing Revenue

Content licensing-based revenues are accrued generally monthly or quarterly based on the specific mechanisms of each contract. Generally, revenues are accrued based on estimated sales and adjusted as actual sales are reported by partners. These adjustments are typically recorded within three months of the initial estimates and have not been material. Any minimum guarantees are typically earned evenly over the fiscal year.

Nature of Performance Obligations

At contract inception, the Company assesses the obligations promised in its contracts with customers and identifies a performance obligation for each promise to transfer a good or service or bundle that is distinct. To identify the performance obligations, the Company considers all the promises in the contract, whether explicitly stated or implied based on customary business practices. For a contract that has more than one performance obligation, the Company allocates the total contract consideration to each distinct performance obligation on a relative standalone selling price basis. Revenue is recognized when, or as, the performance obligations are satisfied and control is transferred to the customer.

Digital Advertising – The Company sells digital advertising inventory on its websites directly to advertisers or through advertising agencies. The Company’s performance obligations related to digital advertising are generally satisfied when the advertisement is run on the Company’s platform. The price for direct digital advertising is determined in contracts with the advertisers. Revenue from the sale of direct digital advertising is recognized when the advertisements are delivered based on the contract. The customer is invoiced the agreed-upon price in the month following the month that the advertisements are delivered with normal trade terms. The agreed upon price is adjusted for estimated provisions for rebates, rate adjustments, and discounts. As part of the Company’s customary business practices, digital advertising contracts may include a guaranteed number of impressions and sales incentives to its customers including volume discounts, rebates, value added impressions, etc. For all such contracts that include these types of variable consideration, the Company estimates the variable consideration and factors in such an estimate when determining the transaction price.

Print Advertising – The Company provides advertisement placements in print media directly to advertisers or through advertising agencies. The Company’s performance obligations related to print advertising are satisfied when the magazine in which an advertisement appears is published, which is defined as an issue’s on-sale date. The customer is invoiced the agreed-upon price when the advertisements are published under normal industry trade terms. The agreed upon price is adjusted for estimated provisions for rebates, rate adjustments, and discounts. As part of the Company’s customary business practices, print advertising contracts include guaranteed circulation levels of magazines, referred to as rate base, and a number of sales incentives to its customers including volume discounts, rebates, bonus pages, etc. For all such contracts that include these types of variable consideration, the Company estimates such when determining the transaction price.

Digital Subscriptions – The Company recognizes revenue from each membership subscription to access the premium content over time based on a daily calculation of revenue during the reporting period, which is generally one year. Subscriber payments are initially recorded as deferred revenue on the balance sheet. As the Company provides access to the premium content over the membership subscription term, the Company recognizes revenue and proportionately reduces the deferred revenue balance.

Print Subscriptions – The Company sells magazines to consumers through subscriptions. Each copy of a magazine is determined to be a distinct performance obligation that is satisfied when the publication is sent to the customer. The majority of the Company’s subscription sales are prepaid at the time of order. Subscriptions may be canceled at any time for a refund of the price paid for remaining issues. As the contract may be canceled at any time for a full refund of the unserved copies, the contract term is determined to be on an issue-to-issue basis as these contracts do not have substantive termination penalties. Revenues from subscriptions are deferred and recognized proportionately as subscribers are served. Some magazine subscription offers contain more than one magazine title in a bundle. The Company allocates the total contract consideration to each distinct performance obligation, or magazine title, based on a standalone-selling price basis.

Newsstand – The Company sells single copy magazines, or bundles of single copy magazines, to wholesalers for ultimate resale on newsstands primarily at major retailers and grocery/drug stores, and in digital form on tablets and other electronic devices. Publications sold to magazine wholesalers are sold with the right to receive credit from the Company for magazines returned to the wholesaler by retailers. Revenue is recognized on the issue’s on-sale date as the date aligns most closely with the date that control is transferred to the customer. The Company bases its estimates for returns on historical experience and current marketplace conditions.

Licensing – The Company has entered into various licensing agreements that provide third-party partners the right to utilize the Company’s content. Functional licenses in national media consist of content licensing.

Timing of Satisfaction of Performance Obligations

Point-in-Time Performance Obligations – For performance obligations related to certain digital advertising space and sales of print advertisements, the Company determines that the customer can direct the use of and obtain substantially all the benefits from the advertising products as the digital impressions are served or on the issue’s on-sale date. For performance obligations related to sales of magazines through subscriptions, the customer obtains control when each magazine issue is mailed to the customer on or before the issue’s on-sale date. For sales of single copy magazines on newsstands, revenue is recognized on the issue’s on-sale date as the date aligns most closely with the date that control is transferred to the customer. Revenues from functional licenses are recognized at a point-in-time when access to the completed content is granted to the partner.

Over-Time Performance Obligations – For performance obligations related to sales of certain digital advertising space, the Company transfers control and recognizes revenue over time by measuring progress towards complete satisfaction using the most appropriate method.

For performance obligations related to digital advertising, the Company satisfies its performance obligations on some flat-fee digital advertising placements over time using a time-elapsed output method.

Determining a measure of progress requires management to make judgments that affect the timing of revenue recognized. The Company has determined that the above method provides a faithful depiction of the transfer of goods or services to the customer. For performance obligations recognized using a time-elapsed output method, the Company’s efforts are expended evenly throughout the period.

Performance obligations related to subscriptions to premium content on the digital media channels provides access for a given period of time, which is generally one year. The Company recognizes revenue from each membership subscription over time based on a daily calculation of revenue during the reporting period.

Transaction Price and Amounts Allocated to Performance Obligations

Determining the Transaction Price – Certain advertising contracts contain variable components of the transaction price, such as volume discounts and rebates. The Company has sufficient historical data and has established processes to reliably estimate these variable components of the transaction price.

Subscription revenue generated from the flagship website TheStreet.com is subject to estimation and variability due to the fact that, in the normal course of business, subscribers may for various reasons contact the Company or their credit card companies to request a refund or other adjustment for a previously purchased subscription. With respect to many of the Company’s annual newsletter subscription products, the Company offers the ability to receive a refund during the first 30 days but none thereafter. Accordingly, the Company maintains a provision for estimated future revenue reductions resulting from expected refunds and chargebacks related to subscriptions for which revenue was recognized in a prior period. The calculation of this provision is based upon historical trends and is reevaluated each quarter.

The Company typically does not offer any type of variable consideration in standard magazine subscription contracts. For these contracts, the transaction price is fixed upon establishment of the contract that contains the final terms of the sale including description, quantity and price of each subscription purchased. Therefore, the Company does not estimate variable consideration or perform a constraint analysis for these contracts.

A right of return exists for newsstand contracts. The Company has sufficient historical data to estimate the final amount of returns and reduces the transaction price at contract inception for the expected return reserve.

There is no variable consideration related to functional licenses.

Estimating Standalone-Selling Prices – For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation on a relative standalone-selling price basis. The standalone-selling price is the price at which the Company would sell a promised good or service separately to the customer. In situations in which an obligation is bundled with other obligations and the total amount of consideration does not reflect the sum of individual observable prices, the Company allocates the discount to (1) a single obligation if the discount is attributable to that obligation or (2) prorates across all obligations if the discount relates to the bundle. When standalone-selling price is not directly observable, the Company estimates and considers all the information that is reasonably available to the Company, including market conditions, entity specific factors, customer information, etc. The Company maximizes the use of observable inputs and applies estimation methods consistently in similar circumstances.

Measuring Obligations for Returns and Refunds – The Company accepts product returns in some cases. The Company establishes provisions for estimated returns concurrently with the recognition of revenue. The provisions are established based upon consideration of a variety of factors, including, among other things, recent and historical return rates for both specific products and distributors and the impact of any new product releases and projected economic conditions.

As of December 31, 2019, a subscription refund liability of $3,144,172 was recorded for the provision for the estimated returns and refunds on the consolidated balance sheet.

Disaggregation of Revenue

The following table provides information about disaggregated revenue by product line, geographical market and timing of revenue recognition:

	Years Ended December 31,
	2019		2018
Revenue by product line:
Advertising	$	35,918,370	$	5,614,953
Digital subscriptions		6,855,038		85,246
Magazine circulation		9,046,473		-
Other		1,523,429		-
Total	$	53,343,310	$	5,700,199
Revenue by geographical market:
United States	$	52,611,255	$	5,700,199
Other		732,055		-
Total	$	53,343,310	$	5,700,199
Revenue by timing of recognition:
At point in time	$	47,557,652	$	5,614,953
Over time		5,785,658		85,246
Total	$	53,343,310	$	5,700,199

Cost of Revenue

Cost of revenue represents the cost of providing the Company’s digital media network channels and advertising and membership services. The cost of revenue that the Company has incurred in the periods presented primarily include: Channel Partner guarantees and revenue share payments; amortization of developed technology and platform development; royalty fees; hosting and bandwidth and software license fees; printing and distribution costs; payroll and related expenses for customer support, technology maintenance, and occupancy costs of related personnel; fees paid for data analytics and to other outside service providers; and stock-based compensation of related personnel and stock-based compensation related to Channel Partner Warrants (as described in Note 20).

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. An asset is recognized when certain costs incurred to obtain a contract meet the capitalization criteria. 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 December 31, 2019										As of December 31, 2018
	Advertising		Digital Subscriptions		Magazine Circulation		Other		Total		Advertising		Digital Subscriptions		Total
Accounts receivable, net	$	13,636,240	$	-	$	185,936	$	2,411,779	$	16,233,955	$	-	$	-	$	-
Factor receivables		-		-		-		-		-		6,130,674		-		6,130,674
Subscription acquisition costs (short-term)		-		-		3,142,580		-		3,142,580		-		17,056		17,056
Subscription acquisition costs (long-term)		-		-		3,417,478		-		3,417,478		-		-		-
Unearned revenues (short-term contract liabilities)		-		8,634,939		23,528,148		-		32,163,087		325,863		70,544		396,407
Unearned revenues (long-term contract liabilities)		-		478,557		30,478,154		222,500		31,179,211		252,500		-		252,500

Accounts Receivable – The Company receives payments from advertising customers based upon contractual payment terms; accounts receivable are recorded when the right to consideration becomes unconditional and are generally collected within 90 days. The Company generally receives payments from digital and print subscription customers at the time of sign up for each subscription; accounts receivable from merchant credit card processors are recorded when the right to consideration becomes unconditional and are generally collected weekly. As of December 31, 2019, accounts receivable was reflected net of the allowance for doubtful accounts of $304,129.

Factor Receivables – The Company’s accounts receivable were subject to a factoring note agreement with a finance company as of December 31, 2018 (as described in Note 13). As of December 31, 2018, accounts receivable was reflected net of allowance for doubtful accounts of $57,913.

Subscription Acquisition Costs – Subscription acquisition costs include the incremental costs of obtaining a contract with a customer, paid to external parties, if it expects to recover those costs. The Company has determined that sales commissions paid on all third-party agent sales of subscriptions are direct and incremental and, therefore, meet the capitalization criteria. Direct mail costs also meet the requirements to be capitalized as assets if they are proven to be recoverable. The incremental costs of obtaining a contract are amortized as revenue is recognized or over the term of the agreement. As of December 31, 2018, incremental costs of obtaining a contract also included contract fulfillment costs related to the revenue share to the Channel Partners. The contract fulfillment costs were amortized over the same period as the associated revenue. The Company records incremental costs of obtaining a contract as subscription acquisition costs on the consolidated balance sheets. The Company had no asset impairment charges related to the subscription acquisition costs during the years ended December 31, 2019 and 2018.

Subscription acquisition cost amortization of $315,661 was recognized during the year ended December 31, 2019 related to the Sports Illustrated Licensing Agreement, in addition to amortization from the subscription acquisition costs at the beginning of the year of $17,056. Subscription acquisition cost amortization of $14,147 was recognized during the year ended December 31, 2018 from the subscription acquisition costs at the beginning of the year.

Unearned Revenues – Unearned revenues, also referred to as contract liabilities, include payments received in advance of performance under the contracts and are recognized as revenue over time. The Company records contract liabilities as unearned revenues on the consolidated balance sheets.

Subscription and circulation revenue of $17,817,947 was recognized during the year ended December 31, 2019 related to the acquisitions of TheStreet and the Sports Illustrated Licensing Agreement, in addition to subscription revenue of $426,407 recognized from the unearned revenues at the beginning of the year. Subscription revenue of $31,437 was recognized during the year ended December 31, 2018 from unearned revenues at the beginning of the year.

Cash, Cash Equivalents, and Restricted Cash

The Company maintains cash, cash equivalents, and restricted cash at banks where amounts on deposit may exceed the Federal Deposit Insurance Corporation limit during the year. Cash and cash equivalents represent cash and highly liquid investments with an original contractual maturity at the date of purchase of three months. As of December 31, 2019 and 2018, cash and cash equivalents consist primarily of checking, savings deposits and money market accounts. These deposits exceeded federally insured limits. The Company has not experienced any losses in such accounts and believes it is not exposed to significant credit risk regarding its cash and cash equivalents. The following table reconciles total cash, cash equivalents, and restricted cash:

	As of December 31,
	2019		2018
Cash and cash equivalents	$	8,852,281	$	2,406,596
Restricted cash		620,809		120,693
Total cash, cash equivalents, and restricted cash	$	9,473,090	$	2,527,289

As of December 31, 2019, the Company had restricted cash of $620,809 of which: (1) $500,000 serves as collateral for an outstanding letter of credit for a security deposit for office space leased at 14 Wall Street, 15th Floor, New York, New York, which expired on December 31, 2020; and (2) $120,809 serves as collateral for certain credit card merchant accounts with a bank.

As of December 31, 2018, the Company had restricted cash of $120,693 that served as collateral for certain credit card merchant accounts with a bank.

Concentrations

Significant Customers – Concentration of credit risk with respect to accounts receivable is limited to customers to whom the Company makes significant sales. While a reserve for the potential write-off of accounts receivable is maintained, the Company has not written off any significant accounts to date. To control credit risk, the Company performs regular credit evaluations of its customers’ financial condition.

Revenue from significant customers as a percentage of the Company’s total revenue are as follows:

	Years Ended December 31,
	2019			2018
Customer 1		22.4	%		35.5	%
Customer 2		-			14.8	%

Significant accounts receivable balances as a percentage of the Company’s total accounts receivable are as follows:

	As of December 31,
	2019		2018
Customer 1		-		16.8	%

Significant Vendors – Concentrations of risk with respect to third party vendors who provide products and services to the Company are limited. If not limited, such concentrations could impact profitability if a vendor failed to fulfill their obligations or if a significant vendor was unable to renew an existing contract and the Company was not able to replace the related product or service at the same cost.

Significant accounts payable balances as a percentage of the Company’s total accounts payable are as follows:

	As of December 31,
	2019			2018
Vendor 1 *		61.7	%		-
Vendor 2		-			29.4	%
Vendor 3		-			11.5	%

* The significant accounts payable balance as of December 31, 2019 related to the service agreements with Meredith Corporation (“Meredith”) (as described in Note 3).

Leases

The Company has various lease arrangements for certain equipment and its offices. Leases are recorded as an operating lease right-of-use assets and operating lease liabilities on the consolidated balance sheets. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets. At inception, the Company determines whether an arrangement that provides control over the use of an asset is a lease. When it is reasonably certain that the Company will exercise the renewal period, the Company includes the impact of the renewal in the lease term for purposes of determining total future lease payments. Rent expense is recognized on a straight-line basis over the lease term.

In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU 2016-02, Leases (Topic 842), in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under prior GAAP. ASU 2016-02 requires that a lessee should recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet, initially measured at the present value of the lease payments, for all leases with terms longer than 12 months. The Company adopted ASU 2016-02 as of January 1, 2019 utilizing the modified retrospective transition method through a cumulative-effect adjustment. The Company has elected the package of practical expedients, which allows the Company not to reassess (1) whether any expired or existing contracts as of the adoption date are or contain a lease, (2) lease classification for any expired or existing leases as of the adoption date and (3) initial direct costs for any existing leases as of the adoption date. The Company did not elect to apply the hindsight practical expedient when determining lease term and assessing impairment of right-of-use assets. The adoption of ASU 2016-02 on January 1, 2019 resulted in the recognition of right-of-use assets of $1,003,221, lease liabilities for operating leases of $1,069,745, with no cumulative effect adjustment on retained earnings on its consolidated balance sheets, with no material impact to its consolidated statements of operations (as further described under the heading Recently Adopted Accounting Standards and in Note 7).

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation and amortization. Major improvements are capitalized, while maintenance and repairs are charged to expense as incurred. Gains and losses from disposition of property and equipment are included in the statement of operations when realized. Depreciation and amortization are provided using the straight-line method over the following estimated useful lives:

Office equipment and computers		1 – 3 years
Furniture and fixtures		1 – 5 years
Leasehold improvements		Shorter of remaining lease term or estimated useful life

Platform Development

In accordance with authoritative guidance, the Company capitalizes platform development costs for internal use when planning and design efforts are successfully completed, and development is ready to commence. The Company places capitalized platform development assets into service and commences amortization when the applicable project or asset is substantially complete and ready for its intended use. Once placed into service, the Company capitalizes qualifying costs of specified upgrades or enhancements to capitalized platform development assets when the upgrade or enhancement will result in new or additional functionality.

The Company capitalizes internal labor costs, including payroll-based and stock-based compensation, benefits and payroll taxes, that are incurred for certain capitalized platform development projects related to the Company’s technology platform. The Company’s policy with respect to capitalized internal labor stipulates that labor costs for employees working on eligible internal use capital projects are capitalized as part of the historical cost of the project when the impact, as compared to expensing such labor costs, is material.

Platform development costs are amortized on a straight-line basis over three years, which is the estimated useful life of the related asset and is recorded in cost of revenues on the consolidated statements of operations.

Business Combinations

The Company accounts for business combinations using the acquisition method of accounting. The acquisition method of accounting requires that the purchase price, including the fair value of contingent consideration, of the acquisition be allocated to the assets acquired and liabilities assumed using the estimated fair values determined by management as of the acquisition date. Goodwill is measured as the excess of consideration transferred and the net fair values of the assets acquired and the liabilities assumed at the date of acquisition. While the Company uses its best estimates and assumptions as part of the purchase price allocation process to accurately value assets acquired and liabilities assumed at the acquisition date, the Company’s estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, the Company records adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill to the extent the Company identifies adjustments to the preliminary purchase price allocation. Upon the conclusion of the measurement period, which may be up to one year from the acquisition date, or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statements of operations. Additionally, the Company identifies acquisition-related contingent payments and determines their respective fair values as of the acquisition date, which are recorded as accrued liabilities on the consolidated balance sheets. Subsequent changes in fair value of contingent payments are recorded on the consolidated statements of operations. The Company expenses transaction costs related to the acquisition as incurred.

Intangible Assets

Intangibles with finite lives, consisting of developed technology and trade names, are amortized using the straight-line method over the estimated economic lives of the assets, which is five years. A finite lived intangible asset is tested for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Trade name consists of trade names in affiliation with HubPages, Say Media and TheStreet. Intangibles with an indefinite useful life are not being amortized.

Long-Lived Assets

The Company periodically evaluates the carrying value of long-lived assets to be held and used when events or circumstances warrant such a review. The carrying value of a long-lived asset to be held and used is considered impaired when the anticipated separately identifiable undiscounted cash flows from such an asset are less than the carrying value of the asset. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. Fair value is determined primarily by reference to the anticipated cash flows discounted at a rate commensurate with the risk involved. No impairment charges have been recorded in the periods presented.

Goodwill

Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets of businesses acquired in a business combination. Goodwill is not amortized but rather is tested for impairment at least annually on December 31, or more frequently if events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. The Company has elected to first assess the qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis of determining whether it is necessary to perform the quantitative goodwill impairment test. If the Company determines that it is more likely than not that its fair value is less than its carrying amount, then the quantitative goodwill impairment test will be performed. The quantitative goodwill impairment test identifies goodwill impairment and measures the amount of goodwill impairment loss to be recognized by comparing the fair value of a reporting unit with its carrying amount. If the fair value exceeds the carrying amount, no further analysis is required; otherwise, any excess of the goodwill carrying amount over the implied fair value is recognized as an impairment loss, and the carrying value of goodwill is written down to fair value.

Deferred Financing Costs and Discounts on Debt Obligations

Deferred financing costs consist of cash and noncash consideration paid to lenders and third parties with respect to convertible debt financing transactions, including legal fees and placement agent fees. Such costs are deferred and amortized over the term of the related debt. Upon the settlement or conversion of convertible debt into common stock, the pro rata portion of any related unamortized deferred financing costs are charged to operations.

Additional consideration in the form of warrants and other derivative financial instruments issued to lenders is accounted for at fair value utilizing information determined by consultants with the Company’s independent valuation firm. The fair value of warrants and derivatives is recorded as a reduction to the carrying amount of the related debt, and is being amortized to interest expense over the term of such debt, with the initial offsetting entries recorded as a liability on the balance sheet. Upon the settlement or conversion of convertible debt into common stock, the pro rata portion of any related unamortized discount on debt is charged to operations.

Amortization of debt discount during the years ended December 31, 2019 and 2018, was $4,545,675 and $601,840, respectively.

Liquidated Damages

Liquidated damages are provided as a result of the following: (i) certain registration rights agreements provide for damages if the Company does not register certain shares of the Company’s common stock within the requisite time frame (the “Registration Rights Damages”); and (ii) certain securities purchase agreements provide for damages if the Company does not maintain its periodic filings with the Securities and Exchange Commission (“SEC”) within the requisite time frame (the “Public Information Failure Damages”). Obligations with respect to the Registration Rights Damages and the Public Information Failure Damages (collectively, the “Liquidated Damages”) are accounted for as contingent obligations when it is deemed probable the obligations would not be satisfied at the time a financing is completed, and are subsequently reviewed at each quarter-end reporting date thereafter. When such quarterly review indicates that it is probable that the Liquidated Damages will be incurred, the Company records an estimate of each such obligation at the balance sheet date based on the amount due of such obligation. The Company reviews and revises such estimates at each quarter-end date based on updated information.

Selling and Marketing

Selling and marketing expenses consist of compensation, employee benefits and stock-based compensation of selling and marketing, account management support teams, as well as commissions, travel, trade show sponsorships and events, conferences and advertising costs. The Company’s advertising expenses relate to direct-mail costs for magazine subscription acquisition efforts, print, and digital advertising. Advertising costs that are not capitalized are expensed the first time the advertising takes place. During the years ended December 31, 2019 and 2018, the Company incurred advertising expenses of $859,802 and $25,285, respectively, which are included within selling and marketing on the consolidated statements of operations.

General and Administrative

General and administrative expenses consist primarily of payroll for executive personnel, technology personnel incurred in developing conceptual formulation and determination of existence of needed technology, and administrative personnel along with any related payroll costs; professional services, including accounting, legal and insurance; facilities costs; conferences; other general corporate expenses; and stock-based compensation of related personnel.

Derivative Financial Instruments

The Company accounts for freestanding contracts that are settled in the Company’s equity securities, including common stock warrants, to be designated as an equity instrument, and generally as a liability. A contract so designated is carried at fair value on a company’s balance sheet, with any changes in fair value recorded as a gain or loss in a company’s results of operations.

The Company records all derivatives on the balance sheet at fair value, adjusted at the end of each reporting period to reflect any material changes in fair value, with any such changes classified as changes in derivatives valuation in the statement of operations. The calculation of the fair value of derivatives utilizes highly subjective and theoretical assumptions that can materially affect fair values from period to period. The recognition of these derivative amounts does not have any impact on cash flows.

At the date of exercise of any of the warrants, or the conversion of any convertible debt or preferred stock into common stock, the pro rata fair value of the related warrant liability and any embedded derivative liability is transferred to additional paid-in capital.

Fair Value of Financial Instruments

The authoritative guidance with respect to fair value established a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels and requires that assets and liabilities carried at fair value be classified and disclosed in one of three categories, as presented below. Disclosure as to transfers in and out of Levels 1 and 2, and activity in Level 3 fair value measurements, is also required.

Level 1. Observable inputs such as quoted prices in active markets for an identical asset or liability that the Company has the ability to access as of the measurement date. Financial assets and liabilities utilizing Level 1 inputs include active-exchange traded securities and exchange-based derivatives.

Level 2. Inputs, other than quoted prices included within Level 1, which are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. Financial assets and liabilities utilizing Level 2 inputs include fixed income securities, non-exchange-based derivatives, mutual funds, and fair-value hedges.

Level 3. Unobservable inputs in which there is little or no market data for the asset or liability which requires the reporting entity to develop its own assumptions. Financial assets and liabilities utilizing Level 3 inputs include infrequently traded non-exchange-based derivatives and commingled investment funds and are measured using present value pricing models.

The Company determines the level in the fair value hierarchy within which each fair value measurement falls in its entirety, based on the lowest level input that is significant to the fair value measurement in its entirety. In determining the appropriate levels, the Company performs an analysis of the assets and liabilities at each reporting period end.

The carrying amount of the Company’s financial instruments comprising of cash, restricted cash, accounts receivable, accounts payable and accrued expenses approximate fair value because of the short-term maturity of these instruments.

Preferred Stock

Preferred stock (the “Preferred Stock”) (as described in Note 19) is reported as a mezzanine obligation between liabilities and stockholders’ equity. If it becomes probable that the Preferred Stock will become redeemable, the Company will re-measure the Preferred Stock by adjusting the carrying value to the redemption value of the Preferred Stock assuming each balance sheet date is a redemption date.

Stock-Based Compensation

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, (b) stock option grants to employees, directors and consultants, (c) common stock warrants to Channel Partners (further details are provided under the heading Channel Partner Warrants in Note 20), and (d) common stock warrants to ABG (further details are provided under the heading ABG Warrants in Note 20).

The Company accounts for stock awards and stock option grants to employees, directors and consultants by measuring the cost of services received in exchange for the stock-based payments as compensation expense in the Company’s consolidated financial statements. Stock awards and stock option grants to employees which are time-vested, are measured at fair value on the grant date, and charged to operations ratably over the vesting period. Stock awards and stock option grants to employees which are performance-vested, are measured at fair value on the grant date and charged to operations when the performance condition is satisfied.

The Channel Partner Warrants granted are subject to a performance condition, which is generally based on the average number of unique visitors on the channel operated by the Channel Partner generated during the six-month period from the launch of the Channel Partner’s operations on Maven’s platform or the revenue generated during the period from issuance date through a specified end date. The Company recognizes expense for these Channel Partner Warrants as the services are received. The Company has specific objective criteria for determination of the period over which services are received and expense is recognized.

Prior to the adoption of ASU 2018-07 (as further described under the heading Recently Adopted Accounting Standards), the Company accounted for stock-based payments to certain directors and consultants, and Channel Partners (collectively the “non-employee awards”) by determining the value of the stock compensation based upon the measurement date at either (a) the date at which a performance commitment is reached or (b) at the date at which the necessary performance to earn the equity instruments is complete, resulting in financial reporting period adjustments to stock-based compensation during the vesting terms for changes in the fair value of the awards. After adoption of ASU 2018-07, the measurement date for non-employee awards is the later of the adoption date of ASU 2018-07, or the date of grant, without change in the fair value of the award. There was no cumulative effect of adoption of ASU 2018-07 on January 1, 2019. For stock-based awards granted to non-employees subject to graded vesting that only contain service conditions, the Company has elected to recognize stock-based compensation using the straight-line recognition method.

The fair value measurement of equity awards and grants used for stock-based compensation is as follows: (1) restricted stock awards which are time-vested, are determined using the quoted market price of the Company’s common stock at the grant date; (2) restricted stock units and stock option grants which are time-vested and performance-vested, are determined utilizing the Black-Scholes option-pricing model at the grant date; (3) restricted stock awards which provide for performance-vesting and a true-up provision, are determined through consultants with the Company’s independent valuation firm using the binomial pricing model at the grant date; (4) stock option grants which provide for market-based vesting with a time-vesting overlay, are determined through consultants with the Company’s independent valuation firm using the Monte Carlo model at the grant date; (5) Channel Partner Warrants are determined utilizing the Black-Scholes option-pricing model; and (6) AGB warrants are determined utilizing the Monte Carlo model (further details are provided in Note 21).

Fair value determined under the Black-Scholes option-pricing model and Monte Carlo model is affected by several variables, the most significant of which are the life of the equity award, the exercise price of the stock option or warrants, as compared to the fair market value of the common stock on the grant date, and the estimated volatility of the common stock over the term of the equity award. Estimated volatility is based on the historical volatility of the Company’s common stock and is evaluated based upon market comparisons. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant. The fair market value of common stock is determined by reference to the quoted market price of the Company’s common stock.

The fair value of the restricted stock units and stock options granted were probability weighted during the year ended December 31, 2019 under the Black-Scholes option-pricing model or Monte Carlo model as determined through consultants with the Company’s independent valuation firm since the value of the restricted stock units or stock options, among other things, depend on the volatility of the underlying shares of the Company’s common stock, under the following two scenarios: (1) scenario one assumes that the Company’s common stock will be up-listed on a national stock exchange (the “Exchange”) on a certain listing date (the “Up-list”); and (2) scenario two assumes that the Company’s common stock is not up-listed on the Exchange prior to units final vesting date (the “No Up-list”), collectively referred to as the “Probability Weighted Scenarios”.

The Company classifies stock-based compensation in its consolidated statements of operations in the same manner in which the award recipient’s cash compensation cost is classified.

Income Taxes

The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to operating loss carryforwards and temporary differences between financial statement bases of existing assets and liabilities and their respective income tax bases. Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of a change in the income tax rates on deferred tax asset and liability balances is recognized in income in the period that includes the enactment date of such rate change. A valuation allowance is recorded for loss carryforwards and other deferred tax assets when it is determined that it is more likely than not that such loss carryforwards and deferred tax assets will not be realized.

The Company follows accounting guidance that sets forth a threshold for financial statement recognition, measurement, and disclosure of a tax position taken or expected to be taken on a tax return. Such guidance requires the Company to determine whether a tax position of the Company is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on technical merits of the position.

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, thus, are 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, thus, are vested. Contingently issuable shares are included in basic loss per common share only when there is no circumstance 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 December 31,
	2019		2018
Series G Preferred Stock		188,791		188,791
Series H Preferred Stock		58,787,879		58,787,879
Series I Preferred Stock		46,200,000		-
Series J Preferred Stock		28,571,429		-
Indemnity shares of common stock		412,500		825,000
Restricted Stock Awards		2,391,665		6,309,874
Financing Warrants		2,882,055		3,949,018
Channel Partner Warrants		939,540		1,017,141
ABG Warrants		21,989,844		-
Restricted Stock Units		2,399,997		-
Common Stock Awards		8,064,561		9,405,541
Common Equity Awards		65,013,645		-
Outside Options		3,724,667		2,414,000
Total		241,566,573		82,897,244

Adoption of Sequencing Policy

Under authoritative guidance, the Company adopted a sequencing policy whereby, in the event that reclassification of contracts from equity to assets or liabilities is necessary pursuant to ASC 815, Derivatives and Hedging, due to the Company’s inability to demonstrate it has sufficient authorized shares, shares will be allocated on the basis of the earliest issuance date of potentially dilutive instruments, with the earliest grants receiving the first allocation of shares. Pursuant to ASC 815, issuance of securities to the Company’s employees or directors are not subject to the sequencing policy. Information with respect to the issuance of dilutive and potentially dilutive instruments and authorized share increase subsequent to the date of these consolidated financial statements are provided under the heading Sequencing Policy in Note 28.

Recent Accounting Pronouncements

Recently Adopted Accounting Standards

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), in order to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under prior GAAP. ASU 2016-02 requires that a lessee should recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term on the balance sheet, initially measured at the present value of the lease payments, for all leases with terms longer than 12 months. The Company adopted ASU 2016-02 as of January 1, 2019 utilizing the modified retrospective transition method through a cumulative-effect adjustment. The Company has elected the package of practical expedients, which allows the Company not to reassess (1) whether any expired or existing contracts as of the adoption date are or contain a lease, (2) lease classification for any expired or existing leases as of the adoption date and (3) initial direct costs for any existing leases as of the adoption date. The adoption of ASU 2016-02 on January 1, 2019 resulted in no cumulative effect adjustment (as further described in Note 7).

In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features; (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception, which allows companies to exclude a down round feature when determining whether a financial instrument (or embedded conversion feature) is considered indexed to the entity’s own stock. As a result, financial instruments (or embedded conversion features) with down round features are no longer required to be accounted for as derivative liabilities. A company will recognize the value of a down round feature only when it is triggered, and the strike price has been adjusted downward. For equity-classified freestanding financial instruments, an entity will treat the value of the effect of the down round as a dividend and a reduction of income available to common shareholders in computing basic earnings per share. For convertible instruments with embedded conversion features containing down round provisions, entities will recognize the value of the down round as a beneficial conversion discount to be amortized to earnings. The adoption of ASU 2017-11 on January 1, 2019 resulted in no cumulative effect adjustment.

In June 2018, the FASB issued ASU 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which simplifies several aspects of the accounting for nonemployee share-based payment transactions by expanding the scope of the stock-based compensation guidance in Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees. The adoption of ASU 2018-07 on January 1, 2019 resulted in no cumulative effect adjustment (as further described in Note 21).

Recently Issued Accounting Standards

In June 2016, the FASB ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), which introduces a new model for recognizing credit losses for certain financial instruments, including loans, accounts receivable and debt securities. The new model requires an estimate of expected credit losses over the life of exposure to be recorded through the establishment of an allowance account, which is presented as an offset to the related financial asset. The expected credit loss is recorded upon the initial recognition of the financial asset. The Company will adopt ASU 2016-13 as of the reporting period beginning January 1, 2020. The Company is currently evaluating the impact this update will have on its consolidated financial statements.

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, that simplifies the subsequent measurement of goodwill by eliminating Step 2 of the goodwill impairment test. The Step 2 test requires an entity to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, an entity will record an impairment charge based on the excess of a reporting unit’s carrying value over its fair value determined in Step 1. This update also eliminates the qualitative assessment requirements for a reporting unit with zero or negative carrying value. Prospective adoption is required and the Company will adopt ASU 2017-04 as of the reporting period beginning January 1, 2020. The Company is currently evaluating the impact this update will have on its consolidated financial statements.

In August 2018, the FASB issued ASU 2018-13, Technical Corrections and Improvements to Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which changes the fair value measurement disclosure requirements. The update removes, modifies, and adds certain additional disclosures. The effective date is the first quarter of fiscal 2021, with early adoption permitted for any eliminated or modified disclosures. The adoption of this update requires a change in disclosures only and is not expected to have an impact on the Company’s consolidated financial statements.

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), which updates various codification topics to simplify the accounting guidance for certain financial instruments with characteristics of liabilities and equity, with a specific focus on convertible instruments and the derivative scope exception for contracts in an entity’s own equity and amends the diluted EPS computation for these instruments. ASU 2020-06 is effective for annual and interim reporting periods beginning after December 15, 2021, with early adoption permitted for annual and interim reporting periods beginning after December 15, 2020. The Company will adopt ASU 2020-06 as of the reporting period beginning January 1, 2021. The Company is currently evaluating the impact this update will have on its consolidated financial statements.

In October 2020, the FASB issued ASU 2020-08, Codification Improvements to Subtopic 310-20 – Receivables – Nonrefundable Fees and Other Costs, which clarifies that a reporting entity should assess whether a callable debt security purchased at a premium is within the scope of ASC 310-20-35-33 each reporting period, which impacts the amortization period for nonrefundable fees and other costs. The Company will adopt ASU 2020-08 as of the reporting period beginning January 1, 2021. The Company is currently evaluating the impact this update will have on its consolidated financial statements.

In October 2020, the FASB issued ASU 2020-10, Codification Improvements, which updates various codification topics by clarifying or improving disclosure requirements to align with the SEC’s regulations. The Company will adopt ASU 2020-10 as of the reporting period beginning January 1, 2021. The adoption of this update is not expected to have a material effect on the Company’s consolidated financial statements.

Management does not believe that any other recently issued, but not yet effective, authoritative guidance, if currently adopted, would have a material impact on the Company’s financial statement presentation or disclosures.

Acquisitions

12 Months Ended

Dec. 31, 2019

Business Combinations [Abstract]

Acquisitions

3. Acquisitions

The Company uses the acquisition method of accounting, which is based on ASC, Business Combinations (Topic 805), and uses the fair value concepts which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date.

2019 Acquisitions

TheStreet, Inc. – On June 11, 2019, the Company, TST Acquisition Co., Inc., a Delaware corporation (“TSTAC”), a newly-formed indirect wholly owned subsidiary of the Company, and TheStreet, entered into an agreement and plan of merger, as amended (the “TheStreet Merger Agreement”), pursuant to which TSTAC merged with and into TheStreet, with TheStreet continuing as the surviving corporation in the merger and as a wholly owned subsidiary of the Company (“TheStreet Merger”). TheStreet Merger Agreement provided that all issued and outstanding shares of common stock of TheStreet would be exchanged for an aggregate of $16,500,000 in cash. Pursuant to the terms of TheStreet Merger Agreement, on June 10, 2019, the Company deposited $16,500,000 into an escrow account pursuant to an escrow agreement.

On August 7, 2019, the Company acquired all of the outstanding shares of TheStreet for total cash consideration of $16,500,000, pursuant to TheStreet Merger Agreement. The results of operation of the acquired business and the estimated fair market values of the assets acquired and liabilities assumed have been included in the consolidated financial statements as of the acquisition date. TheStreet’s addition to the Company’s premium media coalition highlights its strategic growth and adds a flagship to the portfolio of major media brands. The Company acquired TheStreet to enhance the user’s experience by increasing content through the Company’s industry-leading technology, distribution and monetization platform. TheStreet is a digital financial media company that provides reporting on investment trends and analysis and operates a network of 27 premium content channels that act as an open community for writers, explorers, knowledge seekers and conversation starters to connect in an interactive and informative online space. In connection with TheStreet Merger, the Company entered into an arrangement with a co-founder to continue certain services (further details are provided under the heading Cramer Digital, Inc. Agreement in Note 25). TheStreet operates primarily in the United States.

The Company funded the cash consideration pursuant to TheStreet Merger from the net proceeds from the 12% Senior Secured Note financing (as described in Note 18).

The Company incurred $199,630 in transaction costs related to the acquisition, which primarily consisted of banking, legal, accounting and valuation-related expenses. The acquisition related expenses were recorded within general and administrative expense on the consolidated statements of operations.

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	$	1,586,031
Prepaid expenses		1,697,347
Restricted cash		500,000
Other current assets		53,001
Other long-term assets		689,512
Property and equipment		718,475
Operating right-of-use assets		1,395,474
Developed technology		4,388,104
Trade name		2,580,000
Subscriber relationships		2,150,000
Advertiser relationships		2,240,000
Database		1,140,000
Goodwill		8,815,090
Accounts payable		(1,313,223	)
Accrued expenses		(1,129,009	)
Other current liabilities		(373,836	)
Unearned revenues		(6,242,335	)
Operating lease liabilities		(2,394,631	)
Net assets acquired	$	16,500,000

The Company utilized an independent appraisal, as well as other available market data, to assist in the determination of the fair values of the assets acquired and liabilities assumed, which required certain significant management assumptions and estimates. The fair value of the intangible assets were determined as follows: developed technology was determined under the cost approach with a useful life of three years (3.0 years); trade name was determined using the relief from royalty method of the income approach with a useful life of twenty years (20.0 years); subscriber relationships and advertising relationships were determined using the multi-period excess earnings method of the income approach with a useful life of eight and four tenths years (8.4 years) and nine and four tenths years (9.4 years), respectively; and data base was determined using the replacement cost method of the cost approach with a useful life of fifteen years (15.0 years). The weighted-average useful life for the intangible assets is eight and six tenths years (8.6 years). The fair value of the unearned revenues was determined with the following inputs: (1) projection of when deferred revenue will be earned; (2) expense necessary to fulfill the subscriptions; (3) gross up of the fulfillment costs to include a market participant level of profitability; (4) slight premium to the fulfillment-costs plus a reasonable profit metric; and (5) reduce projected future cash flows to present value using an appropriate discount rate.

The excess of purchase price over the fair value amounts assigned to the assets acquired and liabilities assumed represents goodwill from the acquisition. Goodwill is recorded as a non-current asset that is not amortized but is subject to an annual review for impairment. The Company believes the factors that contributed to goodwill include the acquisition of a talented workforce that expands the Company’s expertise and synergies that are specific to the Company’s consolidated business and not available to market participants.

Licensing Agreement with ABG-SI LLC – On June 14, 2019, the Company and ABG, a Delaware limited liability company and indirect wholly owned subsidiary of Authentic Brands Group, entered into the Sports Illustrated Licensing Agreement, pursuant to which the Company has the exclusive right and license in the United States, Canada, Mexico, United Kingdom, Republic of Ireland, Australia, and New Zealand to operate the Sports Illustrated media business (in the English and Spanish languages), including to (i) operate the digital and print editions of Sports Illustrated (including all special interest issues and the swimsuit issue) and Sports Illustrated for Kids, (ii) develop new digital media channels under the Sports Illustrated brands, and (iii) operate certain related businesses, including without limitation, special interest publications, video channels, bookazines and the licensing and/or syndication of certain products and content under the Sports Illustrated brand (collectively, the “Sports Illustrated Licensed Brands”).

The initial term of the Sports Illustrated Licensing Agreement commenced on October 4, 2019 upon the termination of the Meredith License Agreement (as defined below) and continues through December 31, 2029. We have the option, subject to certain conditions, to renew the term of the Sports Illustrated Licensing Agreement for nine consecutive renewal terms of 10 years each (collectively with the initial term, the “Term”), for a total of 100 years. The Sports Illustrated Licensing Agreement provides that we will pay to ABG annual royalties in respect of each year of the Term based on gross revenues (“Royalties”) with guaranteed minimum annual amounts. On the execution of the Sports Illustrated Licensing Agreement, the Company prepaid ABG $45,000,000 against future Royalties upon (see Note 5). In addition, ABG will pay to the Company a share of revenues relating to certain Sports Illustrated business lines not licensed to the Company, such as all gambling-related advertising and monetization, events, and commerce. The Company funded the prepaid Royalties from the net proceeds from the 12% Senior Secured Notes financing (as described in Note 18). The Company entered into the Licensing Agreement as part of its growth strategy to serve as a cornerstone of vertical content.

Pursuant to a publicly announced agreement, dated May 24, 2019, between ABG and Meredith, Meredith previously operated the Sports Illustrated Licensed Brands under license from ABG (the “Meredith License Agreement”). On October 3, 2019, Maven and Meredith entered into a Transition Services Agreement and an Outsourcing Agreement (collectively, the “Transition Agreement”), whereby the parties agreed to the terms and conditions under which Meredith continued to operate certain aspects of the business, and provide certain services during the fourth quarter of 2019 as all activities were transitioned over to Maven. Through these agreements, Maven took over operating control of the Sports Illustrated Licensed Brands, and the Transition Agreement was terminated.

In connection with the Sports Illustrated Licensing Agreement, the Company issued ABG warrants to acquire common stock of the Company (the “ABG Warrants”) for performance of future services (see Note 21).

As consideration for entering into the Licensing Agreement, the Company agreed to retain the responsibility and lead the negotiations with Meredith to provide for the transfer of the Sports Illustrated Licensed Brands from Meredith, including an arrangement where Meredith retains responsibility for producing and distributing the physical publications Sports Illustrated and Sports Illustrated for Kids (the “Magazines”) and subscriber marketing, as well as to retain responsibility for paying the deferred subscription revenue, described in the Sports Illustrated Licensing Agreement, as the total liability to subscribers to fulfill unfulfilled subscriptions to the print and electronic editions of the Magazines, accrued as of October 4, 2019, and the obligation to issue to each subscriber requesting a refund in connection therewith the amount of such liability owing to that subscriber. No cash was paid to ABG in connection with the Sports Illustrated Licensing Agreement.

The Company concluded that the Sports Illustrated Licensing Agreement entered into to conduct the licensed brands was an asset acquisition in accordance with ASC 805, Business Combinations, Subtopic 50, Related Issues (ASC 805-50), as substantially all of the fair value of the gross assets acquired by the Company is concentrated in a group of similar identifiable assets. All direct acquisition related costs of $331,026 are assigned to the assets in relation to the relative fair value of the acquired assets and recorded as part of the consideration transferred.

In accordance with the above guidance, the fair value of the assets acquired and liabilities assumed at the effective date of the acquisition based upon their respective fair values are summarized below:

Accounts receivable	$	337,481
Prepaid expenses		1,534,922
Subscriber relationships		71,308,799
Other current liabilities		(632,056	)
Unearned revenues		(47,249,470	)
Subscription refund liability		(5,427,523	)
Deferred tax liabilities		(19,541,127	)
Net assets acquired	$	331,026

The Company utilized an independent appraisal, as well as other available market data, to assist in the determination of the fair values of the assets acquired and liabilities assumed, which required certain significant management assumptions and estimates. The fair value of the intangible asset was determined by an independent appraisal in accordance with ASC 805-50 by allocating the fair value of an assumed liability to the individual assets acquired based on their relative fair values, with the fair value of the assumed liabilities (or unearned revenues and subscription refund liability) assigned to the subscriber relationships asset as the subscribers are sufficiently similar and can be valued together as a single identifiable asset acquired. The fair value of the unearned revenues was determined with the following inputs: (1) projection of when deferred revenue will be earned; (2) expense necessary to fulfill the subscriptions; (3) gross up of the fulfillment costs to include a market participant level of profitability; (4) slight premium to the fulfillment-costs plus a reasonable profit metric; and (5) reduce projected future cash flows to present value using an appropriate discount rate. The fair value of the subscription refund liability was established based upon the historical return rates for specific products. The subscriber relationships (the customer-based intangible assets) useful life was determined by establishing the average term of the issues served taking into account expected subscription renewals, which is five years (5 years).

The Company concluded and recognized deferred tax liabilities, consistent with the guidance for an asset acquisition, at the Licensing Agreement effective date in accordance with ASC 740, Income Taxes, based on the difference between the book and tax basis of the assets acquired calculated under the simultaneous equation model using the initial measurement guidance in accordance with ASC 805.

Supplemental Pro Forma Information

The following table summarizes the results of operations of TheStreet from the date of TheStreet Merger included in the consolidated results of operations and the unaudited pro forma results of operations of the combined entity had the date of the acquisition been January 1, 2018:

	Revenue			Net Income (Loss)
From TheStreet Merger date until December 31, 2019	$	7,857,587		$	538,339
Combined entity supplemental pro forma from January 1, 2019 to December 31, 2019 (unaudited):
TheStreet	$	16,218,388		$	(14,498,524	)
Maven		45,485,723			(39,039,708	)
Adjustments		2,494,667			6,409,464
Total supplemental pro forma from January 1, 2019 to December 31, 2019	$	64,198,778		$	(47,128,768	)
Combined entity supplemental pro forma from January 1, 2018 to December 31, 2018 (unaudited):
TheStreet	$	27,511,107		$	(3,131,639	)
Maven		5,700,199			(26,067,883	)
Adjustments		(4,858,046	)		(8,847,598	)
Total supplemental pro forma from January 1, 2018 to December 31, 2018	$	28,353,260		$	(38,047,120	)

The following summarizes earnings per common share of the combined entity had the date of TheStreet Merger been January 1, 2018:

	Supplemental Pro Forma from January 1, 2019 to December 31, 2019 (unaudited)			Supplemental Pro Forma from January 1, 2018 to December 31, 2018 (unaudited)
Net income (loss)	$	(47,128,768	)	$	(38,047,120	)
Net income (loss) per common share – basic and diluted	$	(1.27	)	$	(1.46	)
Weighted average number of common shares outstanding – basic and diluted		37,080,784			26,128,796

The information presented above is for illustrative purposes only and is not necessarily indicative of results that would have been achieved if the acquisition had occurred as of the beginning of the Company’s 2018 reporting period.

The adjustments to the supplemental pro forma revenue for the years ended December 31, 2019 and 2018 represent the estimated adjustment to decrease the assumed deferred revenue obligation to a fair value at the acquisition date of approximately $6.24 million, representing a reduction from the carrying value of approximately $5.30 million. The fair value was determined based on the cost to fulfill the remaining subscription obligations plus a reasonable profit margin. For the year ended December 31, 2019, the adjustment of $2,494,667 reflects an increase in revenue representing the pro forma revenue as if the fair value adjustment would have occurred in the 2018 reporting period. For the year ended December 31, 2018, the adjustment of $4,858,046 reflects a decrease in revenue representing the pro forma revenue that would have been recognized to record the revenue based on the fair value of the assumed deferred revenue obligation during the reporting period.

For the year ended December 31, 2019, supplemental pro forma net income adjustment of $6,409,464 related to the following: (1) elimination of the acquisition related costs and nonrecurring transaction costs of $5,579,762; (2) recording of interest expense and related debt issuance cost amortization of $1,245,534; (3) recording of depreciation and amortization expense of the acquired fixed assets and intangible assets of $419,431; and (4) adjustment of $2,494,667 for an increase in revenue representing the pro forma revenue as if the fair value adjustment would have occurred in the 2018. For the year ended December 31, 2018, supplemental pro forma net loss adjustment of $8,847,598 related to the following: (1) recording of interest expense and related debt issuance cost amortization of $2,811,321; (2) recording of depreciation and amortization expense of the acquired fixed assets and intangible assets of $1,178,231; and (3) adjustment of $4,858,046 for a decrease in revenue representing the pro forma revenue that would have been recognized to record the revenue based on the fair value of the assumed deferred revenue obligation during the reporting period.

2018 Acquisitions

For the 2018 acquisitions, the Maven was considered the accounting acquirer and HubPages and Say Media merged with Maven’s wholly owned subsidiary HPAC and SMAC (both a further described below), respectively. The consolidated financial statements of Maven for the period prior to the mergers are considered to be the historical financial statements of the Company.

HubPages, Inc. – On March 13, 2018, the Company and HubPages, together with HP Acquisition Co, Inc. (“HPAC”), a wholly owned subsidiary of the Company incorporated in Delaware on March 13, 2018 in order to facilitate the acquisition of HubPages by the Company, entered into an Agreement and Plan of Merger (the “Agreement and Plan of Merger”), and as amended by the Amendment to Agreement and Plan of Merger, dated April 25, 2018 (the “First Amendment”), the Second Amendment to Agreement and Plan of Merger, dated June 1, 2018 (the “Second Amendment”), the Third Amendment to Agreement and Plan of Merger, dated May 31, 2019 (the “Third Amendment”), and the Fourth Amendment to Agreement and Plan of Merger, dated December 15, 2020 (the “Fourth Amendment” and, collectively with the Agreement and Plan of Merger, the First Amount, the Second Amendment, and the Third Amendment, the “HubPages Merger Agreement”), pursuant to which HPAC merged with and into HubPages, with HubPages continuing as the surviving corporation in the merger and as a wholly owned subsidiary of the Company (the “HubPages Merger”). The parties also agreed, among other things, that on or before June 15, 2018, the Company would (i) pay directly to counsel for HubPages the legal fees and expenses incurred by HubPages in connection with the transactions contemplated by the HubPages Merger Agreement as of the date of such payment (the “Counsel Payment”); and (ii) deposit into escrow the sum of (x) $5,000,000 minus (y) the amount of the Counsel Payment. On June 15, 2018, the Company made the requisite payment of $5,000,000 under the HubPages Merger Agreement.

On August 23, 2018, the Company acquired all the outstanding shares of HubPages for total cash consideration of $10,569,904, pursuant to the HubPages Merger. The results of operation of the acquired business and the estimated fair market values of the assets acquired and liabilities assumed have been included in the consolidated financial statements as of the acquisition date. The Company acquired HubPages to enhance the user’s experience by increasing content. HubPages is a digital media company that operates a network of 27 premium content channels that act as an open community for writers, explorers, knowledge seekers and conversation starters to connect in an interactive and informative online space. HubPages operates in the United States.

The Company paid cash consideration of $10,000,000 to the stockholders and holders of vested options of HubPages, including a $5,000,000 deposit paid on June 15, 2018, as well as additional cash consideration of $569,904, which consists of legal fees and costs incurred by HubPages, for total cash consideration of $10,569,904. The Company also issued a total of 2,399,997 shares of the Company’s common stock, subject to vesting and a true-up provision (as described in Note 20), to certain key personnel of HubPages who agreed to continue their employment with HubPages subsequent to the closing of the transaction. The shares issued are for post combination services (see Note 20).

The Company incurred $218,981 in transaction costs related to the acquisition, which primarily consisted of banking, legal, accounting and valuation-related expenses. The acquisition related expenses were recorded in general and administrative expenses on the consolidated statements of operations.

Cash	$	1,537,308
Current assets		50,788
Accounts receivable and unbilled receivables		1,033,080
Other assets		25,812
Developed technology		6,740,000
Trade name		268,000
Goodwill		1,857,663
Current liabilities		(851,114	)
Deferred tax liability		(91,633	)
Net assets acquired	$	10,569,904

The Company funded the closing of the HubPages Merger from the net proceeds from the Series H Preferred Stock financing (as described in Note 19).

The fair value of the intangible assets was determined as follows: developed technology was determined under the income approach; and trade name was determined by employing the relief from royalty approach. The useful life for the intangible assets is five years.

Say Media, Inc. – On October 12, 2018, the Company, Say Media, SM Acquisition Co., Inc. (“SMAC”), a Delaware corporation, which is a wholly owned subsidiary of the Company incorporated on September 6, 2018 to facilitate a merger, and Matt Sanchez, solely in his capacity as a representative of the Say Media security holders, entered into an Agreement and Plan of Merger, which was amended October 17, 2018, (collectively, the “Say Media Merger Agreements”), pursuant to which SMAC merged with and into Say Media, with Say Media continuing as the surviving corporation in the merger as a wholly owned subsidiary of the Company (the “Say Media Merger”).

On December 12, 2018, the Company acquired all the outstanding shares of Say Media, for total consideration of $12,257,022, pursuant to the Say Media Merger Agreements. The results of operation of the acquired business and the estimated fair market values of the assets acquired and liabilities assumed have been included in the consolidated financial statements as of the acquisition date. The Company acquired Say Media to enhance the user’s experience by increasing content. Say Media is a digital media company that enables brand advertisers to engage today’s social media consumer through rich advertising experiences across its network of web properties. Its corporate headquarters is located in San Francisco, California. Say Media operates in the United States and has subsidiaries located in the United Kingdom, Canada, and Australia.

In connection with the consummation of the Say Media Merger, total cash consideration of $9,537,397 was paid, including the following: (1) $6,703,653 to a creditor of Say Media; (2) $250,000 transaction bonus to a designated employee of Say Media; (3) $2,078,498 advanced prior to the closing for the execution payments in connection with the acquisition (certain promissory notes treated as advance against purchase price, see Note 22); and (4) $505,246 for legal fees ($450,000 was advanced for acquisition related legal fees of Say Media paid on August 27, 2018 (certain amount of the promissory notes treated as advance against purchase price, see Note 22) and additional cash consideration of $55,246 was paid at the closing for acquisition related legal fees incurred). Pursuant to the Say Media Merger Agreements, the Company agreed to issue 5,500,002 (825,000 held in escrow to be released in two equal tranches over next two years) shares of its common stock at the common stock trading price at the acquisition date of $0.35 (total common shares to be issued of 3,878,287, refer to Note 20 for additional information) to the former holders of Say Media’s preferred stock. Subsequent to the consummation of the Say Media Merger, the Company also issued a total of 2,000,000 restricted stock awards to acquire shares of the Company’s common stock to key personnel for continuing services with Say Media, subject to vesting, and repurchase rights under certain circumstances (see Note 20). The shares issued are for post combination services (see Note 20). The composition of the purchase price is as follows:

Cash	$	9,537,397
Issued shares of common stock		1,636,251
Indemnity shares of common stock		288,750
Net settlement of preexisting relationship		552,314
Noncompete agreement		242,310
Total purchase consideration	$	12,257,022

In connection with the Say Media Merger Agreements, the Company entered into a noncompete agreement with a certain former executive, whereby the Company will be obligated to pay such executive $416,378 at the end on the restrictive non-competition period of two year (2 years). The Company recorded the fair value of the noncompete agreement of $242,310 at the date of the Say Media Merger classified as other long-term liability on the consolidated balance sheets. The noncompete agreement is collateralized by a note receivable from the certain former executive (as further described below).

The Company incurred $479,289 in transaction costs related to the acquisition, which primarily consisted of banking, legal, accounting and valuation-related expenses. The acquisition related expenses were recorded in general and administrative expense on the consolidated statement of operations.

The Company funded the closing of the Say Media Merger from the net proceeds from the 10% OID Convertible Debenture and 12% Convertible Debenture financings (as described in Note 17).

Cash	$	534,637
Accounts receivable and unbilled receivables		4,624,455
Prepaid expenses		172,648
Note receivable		41,638
Fixed assets		11,392
Other assets		65,333
Developed technology		8,010,000
Trade name		480,000
Noncompete agreement		480,000
Goodwill		5,466,624
Accounts payable		(3,618,112	)
Accrued expenses		(1,470,749	)
Contract liabilities		(513,336	)
Other liabilities		(2,027,508	)
Net assets acquired	$	12,257,022

In connection with the Say Media Merger, the Company acquired a note receivable dated May 29, 2015 of $416,378 from a certain former executive, bearing interest of 1.53% compounded annually and due May 29, 2024, whereby the Company agreed to deem all amounts due under the note following the restrictive non-competition period of two years as paid providing the certain former executive does not violate the noncompete agreement. The Company recorded the fair value of the note receivable of $41,638 at the date of the Say Media Merger within other long-term assets on the consolidated balance sheets.

The fair value of the intangible assets was determined as follows: developed technology was determined under the income approach; tradename was determined by employing the relief from royalty approach; and noncompete was determined under the with and without approach. The weighted-average useful life for the intangible assets is four-and-three-quarter years (4.75 years).

Prepayments and Other Current Assets

12 Months Ended

Dec. 31, 2019

Prepayments And Other Current Assets

Prepayments and Other Current Assets

4. Prepayments and Other Current Assets

Prepayments and other current assets are summarized as follows:

	As of December 31,
	2019		2018
Prepaid expenses	$	3,370,757	$	637,281
Prepaid software license		89,822		85,936
Refundable income and franchise taxes		733,553		-
Security deposits		96,135		25,812
Other receivables		20,468		109,294
	$	4,310,735	$	858,323

Royalty Fees

12 Months Ended

Dec. 31, 2019

Other Income and Expenses [Abstract]

Royalty Fees

5. Royalty Fees

The Company’s prepayment of the guaranteed minimum annual Royalties of $45,000,000 to ABG, in connection with the Sports Illustrated Licensing Agreement, will be recognized over a period of three years starting October 4, 2019. As of December 31, 2019, $41,250,000 was unamortized from the prepayment and will be expensed over the remaining term, of which $15,000,000 represents the current portion to be expensed as reflected within royalty fees, current portion on the consolidated balance sheets, and $26,250,000 represents the long-term portion to be expensed as reflected within royalty fees, net of current portion on the consolidated balance sheets.

Property and Equipment

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Property and Equipment

6. Property and Equipment

Property and equipment are summarized as follows:

	As of December 31,
	2019			2018
Office equipment and computers	$	476,233		$	86,040
Furniture and fixtures		193,914			22,419
Leasehold improvements		307,550			-
		977,697			108,459
Less accumulated depreciation and amortization		(316,420	)		(39,629	)
Net property and equipment	$	661,277		$	68,830

Depreciation and amortization expense for the years ended December 31, 2019 and 2018 was $276,791 and $28,857, 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.

Leases

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Leases

7. Leases

The Company adopted a comprehensive new lease accounting standard effective January 1, 2019 using the modified retrospective transition method; accordingly, the comparative information for the year ended December 31, 2018 has not been adjusted and continues to be reported under the previous lease standard. The Company elected the package of practical expedients under the new lease standards, which includes (i) not reassessing whether any expired or existing contracts are or contain a lease, (ii) not reassessing lease classification for any expired or existing leases, (iii) not reassessing initial direct costs for any existing leases, and (iv) account for a lease and non-lease component as a single component for certain classes of assets. The Company will not adopt the practical expedient to use hindsight in determining the lease term. Adoption of the new standard resulted in recording operating lease right-of-use assets and operating lease liabilities of $3,980,649 and $4,819,606, respectively, on the consolidated balance sheets as of December 31, 2019. The adoption of the standard was immaterial and did not result in an impact as of January 1, 2019. The standard did not have a material impact on the consolidated statements of operations or consolidated statements of cash flows.

The Company’s lease arrangements for its offices expire at various dates through 2027. Security deposits under letters of credit or cash deposited with banks were $160,910 as of December 31, 2019.

Substantially all of the leases are long-term operating leases for facilities with fixed payment terms between 1.4 and 7.9 years. The current portion of operating lease liabilities are presented within accrued and other current liabilities, and the non-current portion of operating lease liabilities are presented under operating lease liabilities on the consolidated balance sheets.

Lease Cost

The operating lease costs were $1,112,362 for the year ended December 31, 2019. For the year ended December 31, 2018, total operating lease expense under the previous lease standard was $253,651.

Lease Term and Discount Rate

The weighted-average remaining lease term (in years) and discount rate related to the operating leases consisted of the following as of December 31, 2019:

Weighted-average remaining lease term			5.03 years
Weighted-average discount rate			9.85	%

As most of the Company’s leases do not provide an implicit rate, the Company is required to use its incremental borrowing rate. The Company uses an incremental borrowing rate based on the information available at the lease commencement date to determine present value of lease payments. The incremental borrowing rate used is the rate the Company would have to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment.

Maturity of Lease Liabilities

The present value of the Company’s operating leases consisted of the following as of December 31, 2019:

Year Ending December 31,
2020	$	2,579,924
2021		685,111
2022		472,084
2023		486,247
2024		500,834
Thereafter		1,408,052
Minimum lease payments		6,132,252
Less imputed interest		(1,312,646	)
Present value of operating lease liabilities	$	4,819,606
Current portion included in accrued expenses and other (lease liabilities)	$	2,203,474
Long-term portion of operating lease liabilities		2,616,132
Total operating lease liabilities	$	4,819,606

Other Information

Cash payments included in the measurement of the Company operating lease liabilities were approximately $1,212,800 for the year ended December 31, 2019. Lease liabilities arising from obtaining lease right-of-use assets were approximately $3,853,500 for the year ended December 31, 2019.

Prior to January 1, 2019, the Company accounted for its operating leases under the provisions of ASC 840, Accounting for Leases (“ASC 840”). The following table summarizes future minimum operating lease payments as of December 31, 2018 (prior to the adoption of ASC 842):

Year ending December 31,
2019	$	505,621
2020		347,845
2021		226,817
	$	1,080,283

Platform Development

12 Months Ended

Dec. 31, 2019

Platform Development

Platform Development

8. Platform Development

Platform development costs are summarized as follows:

	As of December 31,
	2019			2018
Platform development	$	10,678,692		$	6,833,900
Less accumulated amortization		(4,785,973	)		(2,125,944	)
Net platform development	$	5,892,719		$	4,707,956

A summary of platform development activity for the years ended December 31, 2019 and 2018 is as follows:

	As of December 31,
	2019		2018
Platform development beginning of year	$	6,833,900	$	3,145,308
Costs capitalized during the period:
Additions related HubPages acquisition		-		69,052
Payroll-based costs		2,537,402		2,086,963
Total capitalized payroll-based costs		9,371,302		5,301,323
Stock-based compensation		1,307,390		1,850,384
Dispositions		-		(317,807	)
Platform development end of year	$	10,678,692	$	6,833,900

Amortization expense for platform development for the years ended December 31, 2019 and 2018, was $2,660,029 and $1,836,625, respectively, is included within cost of revenues on the consolidated statements of operations.

Intangible Assets

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

9. Intangible Assets

Intangible assets subject to amortization consisted of the following:

	As of December 31, 2019							As of December 31, 2018
	Carrying Amount		Accumulated Amortization			Net Carrying Amount		Carrying Amount		Accumulated Amortization			Net Carrying Amount
Developed technology	$	19,138,104	$	(4,090,359	)	$	15,047,745	$	14,750,000	$	(558,423	)	$	14,191,577
Noncompete agreement		480,000		(252,000	)		228,000		480,000		(12,000	)		468,000
Trade name		3,328,000		(224,745	)		3,103,255		748,000		(23,819	)		724,181
Subscriber relationships		73,458,799		(3,587,837	)		69,870,962		-		-			-
Advertiser relationships		2,240,000		(94,635	)		2,145,365		-		-			-
Database		1,140,000		(151,183	)		988,817		-		-			-
Subtotal amortizable intangible assets		99,784,903		(8,400,759	)		91,384,144		15,978,000		(594,242	)		15,383,758
Website domain name		20,000		-			20,000		20,000		-			20,000
Total intangible assets	$	99,804,903	$	(8,400,759	)	$	91,404,144	$	15,998,000	$	(594,242	)	$	15,403,758

Intangible assets subject to amortization were recorded as part of the Company’s business acquisition of HubPages, Say Media, and TheStreet for the developed technology, noncompete agreement, trade name, subscriber relationships, advertiser relationships, and database. Intangible assets subject to amortization were recorded as part of the Company’s licensed brands for the subscriber relationships. The website domain name has an infinite life and is not being amortized. Amortization expense for the years ended December 31, 2019 and 2018 was $7,806,517 and $594,242, respectively. Amortization expense for developed technology of $3,531,936 and $558,423 for the years ended December 31, 2019 and 2018, respectively, is included within cost of revenues on the consolidated statements of operations. No impairment charges have been recorded during the years ended December 31, 2019 and 2018.

Estimated total amortization expense for the next five years and thereafter related to the Company’s intangible assets subject to amortization as of December 31, 2019 is as follows:

Year Ending December 31,
2020	$	20,054,383
2021		19,826,383
2022		19,093,265
2023		17,401,440
2024		11,397,874
Thereafter		3,610,799
	$	91,384,144

Other Assets

12 Months Ended

Dec. 31, 2019

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Other Assets

10. Other Assets

Other assets are summarized as follows:

	As of December 31,
	2019		2018
Security deposit	$	110,418	$	-
Other deposits		65,764		77,992
Prepaid expenses		867,467		-
Note receivable		41,638		41,638
	$	1,085,287	$	119,630

Goodwill

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

11. Goodwill

The changes in carrying value of goodwill for the years ended December 31, 2019 and 2018 are as follows:

	As of December 31,
	2019		2018
Carrying value at beginning of year	$	7,324,287	$	-
Goodwill acquired in acquisition of HubPages		-		1,857,663
Goodwill acquired in acquisition of Say Media		-		5,466,624
Goodwill acquired in acquisition of TheStreet		8,815,090		-
Carrying value at end of year	$	16,139,377	$	7,324,287

The Company performs its annual impairment test at the reporting unit level, which is the operating segment or one level below the operating segment. Management determined that the Company would be aggregated into a single reporting unit for purposes of performing the impairment test for goodwill.

For the years ended December 31, 2019 and 2018, the Company as part of its annual evaluations utilized the option to first assess qualitative factors to determine whether it was necessary to perform the quantitative goodwill impairment assessment. As part of this assessment, the Company reviews qualitative factors which include, but are not limited to, economic, market and industry conditions, as well as the financial performance of its reporting unit. In accordance with applicable guidance, an entity is not required to calculate the fair value of its reporting unit if, after assessing these qualitative factors, the Company determines that it is more likely than not that the fair value of its reporting unit is greater than its respective carrying amount. As of December 31, 2019 and 2018, the Company determined that it was more likely than not that the fair value of its reporting unit exceeded its respective carrying amounts and therefore, a quantitative assessment was not required. There has been no goodwill impairment for the years ended December 31, 2019 and 2018 in connection with the Company’s impairment tests.

Accrued Expenses

12 Months Ended

Dec. 31, 2019

Payables and Accruals [Abstract]

Accrued Expenses

12. Accrued Expenses

Accrued expenses are summarized as follows:

	As of December 31,
	2019		2018
General accrued expenses	$	7,665,518	$	451,530
Accrued payroll and related taxes		968,782		584,550
Accrued publisher expenses		1,550,669		644,299
Sales tax liability		801,930		-
Customer rebate		489,466		489,466
Due to Meredith		701,734		-
Due to ABG		4,000,000		-
Operating lease liabilities		2,203,474		-
Other		305,102		212,202
	$	18,686,675	$	2,382,047

Line of Credit

12 Months Ended

Dec. 31, 2019

Line of Credit Facility [Abstract]

Line of Credit

13. Line of Credit

During November 2018, the Company entered a factoring note agreement with a finance company to increase working capital through accounts receivable factoring for twelve months, with renewal options for an additional twelve months, with a $3,500,000 maximum facility limit. As of December 31, 2019, the finance company collected accounts receivable in excess of the balance outstanding under the note, therefore, the Company was due $626,532 from the factor, which has been reflected within accounts receivable on the consolidated balance sheets (further details are provided under the heading SallyPort Credit Facility in Note 28). As of December 31, 2018, the balance outstanding under the note was $1,048,194. The note provided for maximum borrowing up to 85% of the eligible accounts receivable (the “Advance Rate”) and the Company was permitted to adjust the amount advanced up or down at any time. The note was subject to a minimum monthly sales shortfall fee in the event the monthly sales volume is below $1,000,000. The note bore interest at the prime rate plus 4.00% (the “Interest Rate”) (8.75% as of December 31, 2019) and provided for a floor rate of 5.00% with a default rate of 3.00% plus the Interest Rate. In addition, the note provided for an initial factoring fee of 0.415% with an annual per day fee of $950.

Liquidated Damages Payable

12 Months Ended

Dec. 31, 2019

Liquidated Damages Payable

14. Liquidated Damages Payable

Liquidated Damages payable are summarized as follows:

	As of December 31, 2019
	MDB Common Stock to be Issued (1)		Series H Preferred Stock		12% Convertible Debentures		Series I Preferred Stock		Series J Preferred Stock		Total
Registration Rights damages	$	15,001	$	1,163,955	$	-	$	1,108,800	$	840,000	$	3,127,756
Public Information Failure Damages		-		1,163,955		893,190		1,039,500		840,000		3,936,645
Accrued interest		-		481,017		132,888		262,193		140,015		1,016,113
	$	15,001	$	2,808,927	$	1,026,078	$	2,410,493	$	1,820,015	$	8,080,514

	As of December 31, 2018
	MDB Common Stock to be Issued (1)		Series H Preferred Stock		12% Convertible Debentures		Total
Registration Rights Damages	$	15,001	$	1,163,955	$	-	$	1,178,956
Public Information Failure Damages		-		1,163,955		706,944		1,870,899
Accrued interest		-		481,017		116,726		597,743
	$	15,001	$	2,808,927	$	823,670	$	3,647,598

(1)	Consists of shares of common stock issuable to MDB Capital Group, LLC (“MDB”).

The components of the Liquidated Damages consist of the following:

Registration Rights Damages – On September 28, 2018, the Company determined that the registration statement registering the shares of common stock issuable upon conversion of the Series H Preferred Stock would not be probable of being filed and declared effective within the requisite time frame because of the Company’s failure to file all periodic reports required to satisfy public information requirements; therefore, the Company would be liable for the maximum Liquidated Damages in connection with the Series H Preferred Stock issuance, with any related interest provisions (as further described in Note 19).

Public Information Failure Damages – On September 28, 2018, the Company determined that the public information requirements in connection with the Series H Preferred Stock would not be probable of being satisfied within the requisite time frame, therefore, the Company would be liable for the maximum Liquidated Damages in connection with the Series H Preferred Stock issuance, with any related interest provisions (as further described in Note 19).

On December 12, 2018, the Company determined that the public information requirements in connection with the 12% Convertible Debentures would not be probable of being satisfied within the requisite time frame, therefore, the Company would be liable for a portion of the Liquidated Damages in connection with the 12% Convertible Debentures, with any related interest provisions (as further described in Note 17).

Information with respect to the Liquidated Damages recognized on the consolidated statements of operations is provided in Note 23, and for amounts contingently liable in Note 26.

Fair Value Measurements

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value Measurements

15. Fair Value Measurements

The Company’s financial instruments consist of Level 1, Level 2 and Level 3 assets as of December 31, 2019. As of December 31, 2019, the Company’s cash and cash equivalents of $8,852,281, were Level 1 assets and included savings deposits, overnight investments, and other liquid funds with financial institutions.

The carrying value of the Company’s 12% Amended Senior Secured Notes (as defined below) approximates fair value based on current market interest rates for debt instruments of similar credit standing and, consequently, their fair values are based on Level 2 inputs.

The quantitative information utilized in the fair value calculation of the Level 3 liabilities are as follows:

Unearned Revenues – The fair value of unearned revenues as of December 31, 2019 of $41,101,381 was determined with the following inputs: (1) projection of when deferred revenue will be earned; (2) expense necessary to fulfill the subscriptions; (3) gross up of the fulfillment costs to include a market participant level of profitability; (4) slight premium to the fulfillment-costs plus a reasonable profit metric; and (5) reduce projected future cash flows to present value using an appropriate discount rate. The current portion of the unearned revenues is classified within current liabilities based on the expected portion that will be earned (delivery of the subscription) within twelve months, with the remaining portion classified within long-term liabilities on the consolidated balance sheets.

The changes in unearned revenues with inputs classified as Level 3 of the fair value hierarchy are reflected within revenues on the consolidated statements of operations.

The Company accounted for the embedded conversion features of the 8% Promissory Notes and 10% Convertible Debentures (both as described in Note 16) as derivative liabilities, which required that the Company carry such amounts on its consolidated balance sheets as a liability at fair value, as adjusted at each reporting period-end.

The Company accounts for certain warrants and the embedded conversion features of the 12% Convertible Debentures (as described in Note 17) as derivative liabilities, which required the Company carry such amounts on its consolidated balance sheets as a liability at fair value, as adjusted at each reporting period-end.

The Company determined, due to their greater complexity, prior to the reset provision (as described in Note 16), the fair value of the L2 Warrants (as described in Note 20) and the embedded conversion feature with respect to the 8% Promissory Notes, as of the date of repayment, and 10% Convertible Debentures, as of the date of conversion, using appropriate valuation models derived through consultations with the Company’s independent valuation firm. The Company determined the fair value of the Strome Warrants (as described in Note 20) utilizing the Black-Scholes valuation model as further described below. After the reset provision, the Company determined the fair value of the L2 Warrants utilizing the Black-Scholes valuation model as further described below since such valuation model meets the fair value measurement objective based on the substantive characteristics of the instrument. 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. These assumptions are summarized as follows:

L2 Warrants – 2019 assumptions: Black-Scholes option-pricing; expected life: 3.75 years; risk-free interest rate: 1.56%; volatility factor: 130.46%; dividend rate: 0.0%; transaction date closing market price: $0.89; exercise price: $0.50; and 2018 assumptions: Black-Scholes option-pricing; expected life: 4.44 years; risk-free interest rate: 2.49%; volatility factor: 124.40%; dividend rate: 0.0%; transaction date closing market price: $0.48; exercise price: $0.50.

Strome Warrants – 2019 assumptions: Black-Scholes option-pricing; expected life: 3.45; risk-free interest rate: 1.62%; volatility factor: 144.56%; dividend rate: 0.0%; transaction date closing market price: $0.80; exercise price: $4.50; and 2018 assumptions: Black-Scholes option-pricing; expected life: 4.45 years; risk-free interest rate: 2.49%; volatility factor: 124.22%; dividend rate: 0.0%; transaction date closing market price: $0.48; exercise price: $0.50.

B. Riley Warrants – 2019 assumptions: Black-Scholes option-pricing; expected life: 5.80 years; risk-free interest rate: 1.76%; volatility factor: 127.63%; dividend rate: 0.0%; transaction date closing market price:$0.80; exercise price: $1.00; and 2018 assumptions: Black-Scholes option-pricing; expected life: 6.80 years; risk-free interest rate: 2.59%; volatility factor: 121.65%; dividend rate: 0.0%; transaction date closing market price: $0.48; exercise price: $1.00.

The following table represents the carrying amount, valuation and roll-forward of activity for the Company’s warrants accounted for as a derivative liability and classified within Level 3 of the fair-value hierarchy for the years ended December 31, 2019 and 2018:

	L2 Warrants			Strome Warrants			B. Riley Warrants			Total Warrant Derivative Liabilities
Carrying value at January 1, 2018	$	-		$	-		$	-		$	-
Issuance of warrants on June 11, 2018		312,837			-			-			312,837
Issuance of warrants on June 15, 2018		288,149			1,344,648			-			1,632,797
Issuance of warrants on October 18, 2018		-			-			382,725			382,725
Change in valuation of warrant derivative liabilities		(182,772	)		(756,677	)		(24,675	)		(964,124	)
Carrying value at December 31, 2018		418,214			587,971			358,050			1,364,235
Change in valuation of warrant derivative liabilities		316,972			448,716			249,463			1,015,151
Exercise of warrants		(735,186	)		-			-			(735,186	)
Carrying value at December 31, 2019	$	-		$	1,036,687		$	607,513		$	1,644,200

For the years ended December 31, 2019 and 2018, the change in valuation of warrant derivative liabilities recognized within other (expense) income on the consolidated statement of operations, as described in the above table of $(1,015,151) and $964,124, respectively. The L2 Warrants were fully exercised on a cashless basis during the year ended December 31, 2019, resulting in an offset within additional paid-in capital of $735,186 on the consolidated statements of stockholders’ deficiency.

The following table represents the carrying amount, valuation and a roll-forward of activity for the conversion option features, buy-in features, and default remedy features, as deemed appropriate for each instrument (collectively the embedded derivative liabilities), with respect to the 8% Promissory Notes, 10% Convertible Debentures, 10% OID Convertible Debentures, 12% Convertible Debentures (refer to Note 17 for each instrument), and Series G Preferred Stock (as described in Note 19) accounted for as embedded derivative liabilities and classified within Level 3 of the fair-value hierarchy for the years ended December 31, 2019 and 2018:

	8% Promissory Notes			10% Convertible Debentures			10% OID Convertible Debentures			12% Convertible Debentures		Series G Preferred Stock			Total Embedded Derivative Liabilities
Carrying value at January 1, 2018	$	-		$	-		$	-		$	-	$	72,563		$	72,563
Recognition of embedded derivative liabilities (conversion feature) on June 11, 2018		78,432			-			-			-		-			78,432
Recognition of embedded derivative liabilities (conversion feature) on June 15, 2018		81,169			471,002			-			-		-			552,171
Recognition of embedded derivative liabilities (buy-in feature and default remedy feature) on October 18, 2018		-			-			49,000			-		-			49,000
Recognition of embedded derivative liabilities (conversion feature, buy-in feature, and default remedy feature) on December 12, 2018		-			-			-			4,760,000		-			4,760,000
Gain on extinguishment of embedded derivatives liabilities upon extinguishment of host instrument		(29,860	)		(1,042,000	)		(25,000	)		-		-			(1,096,860	)
Change in valuation of embedded derivative liabilities		(129,741	)		570,998			(24,000	)		2,627,000		(72,563	)		2,971,694
Carrying value at December 31, 2018		-			-			-			7,387,000		-			7,387,000
Recognition of embedded derivative liabilities (conversion feature, buy-in feature and default remedy feature) on March 18, 2018		-			-			-			822,000		-			822,000
Recognition of embedded derivative liabilities (conversion feature, buy-in feature and default remedy feature) on March 27, 2018		-			-			-			188,000		-			188,000
Recognition of embedded derivative liabilities (conversion feature, buy-in feature and default remedy feature) on April 8, 2018		-			-			-			64,000		-			64,000
Change in valuation of embedded derivative liabilities		-			-			-			5,040,000		-			5,040,000
Carrying value at December 31, 2019	$	-		$	-		$	-		$	13,501,000	$	-		$	13,501,000

For the year ended December 31, 2019, the change in valuation of embedded derivative liabilities as described in the above table of $5,040,000 was recognized as other expense on the consolidated statements of operations. For the year ended December 31, 2018, the change in valuation of embedded derivative liabilities as described in the above table of $2,971,694 was recognized as other income on the consolidated statements of operations.

In addition, the fair value requirement at each period-end for the Series G Preferred Stock embedded conversion feature was no longer required for the year ended December 31, 2018 since it is not considered a derivative liability, therefore, the carrying amount of $72,563 as of January 1, 2018 was recognized as other income of $72,563 during the year ended December 31, 2018 on the consolidated statements of operations.

Share-based Payment Arrangement [Abstract]

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Officer Promissory Notes

12 Months Ended

Dec. 31, 2019

Officer Promissory Notes

Officer Promissory Notes

16. Officer Promissory Notes

In May 2018, the Company’s then Chief Executive Officer began advancing funds to the Company in order to meet minimum operating needs. Such advances were made pursuant to promissory notes that were due on demand, with interest at the minimum applicable federal rate, which ranged from 2.18% to 2.38%. As of December 31, 2019 and 2018, the total principal amount of advances outstanding were $319,351 (including accrued interest of $5,794) and $680,399 (including accrued interest of $12,574), respectively (see Note 17). Subsequent to December 31, 2019, the note was repaid (further details are provided under the heading Issuance of Preferred Stock in Note 28).

Convertible Debt

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Convertible Debt

17. Convertible Debt

12% Convertible Debentures

The Company issued various financings under the 12% senior secured subordinated convertible debentures during 2018 and 2019 which are due and payable on December 31, 2020 (collectively the “12% Convertible Debentures”). Interest accrues at the rate of 12% per annum, payable on the earlier of conversion or December 31, 2020. The Company’s obligations under the 12% Convertible Debentures are secured by a security agreement, dated as of October 18, 2018, by and among the Company and each investor thereto. The holders’ ability to convert the 12% Convertible Debentures are subject to the Company receiving stockholder approval to increase its authorized shares of common stock. The outstanding principal amounts of the 12% Convertible Debentures are convertible into shares of common stock, at the option of the holder at any time prior to December 31, 2020, at a per-share conversion price of either $0.33, in the case of the 12% Convertible Debentures issued in 2018, or $0.40, in the case of the 12% Convertible Debentures issued in 2019, subject to adjustment for stock splits, stock dividends and similar transactions, and beneficial ownership blocker provisions. Further, if the Company does not perform certain of its obligations in a timely manner, it must pay Liquidated Damages to the investors (see Note 23 and Note 26).

The 12% Convertible Debentures were issued as follows:

On December 12, 2018, the Company entered into a securities purchase agreement with three accredited investors, pursuant to which the Company issued to the investors 12% Convertible Debentures in the aggregate principal amount of $13,091,528, which included (i) the roll-over of an aggregate of $3,551,528 in principal and interest of the 10% OID Convertible Debentures issued to two of the investors on October 18, 2018, and (ii) a placement fee, payable in cash, of $540,000 to the Company’s placement agent, B. Riley FBR, in the offering. After taking into account legal fees and expenses of the investors, the Company received net proceeds of $8,950,000. This financing of the 12% Convertible Debentures was subject to an issuance limitation (further details subsequent to the date of these consolidated financial statements are provided under the heading 12% Convertible Debentures in Note 28), which limited the conversion of the 12% Convertible Debentures into shares of the Company’s common stock by the holders in excess of 566,398, proportional to the holders convertible shares to the total convertible shares under such debentures (outside of the issuance limitation these 12% Convertible Debentures were convertible into 39,671,297 shares of the Company’s common stock), subject to certain conditions as described below.

On March 18, 2019, the Company entered into a securities purchase agreement with two accredited investors, including John Fichthorn, the Company’s Executive Chairman of the Board of Directors (the “Board”), pursuant to which the Company issued 12% Convertible Debentures in the aggregate principal amount of $1,696,000, which included a placement fee of $96,000 paid to B. Riley FBR in the form of a 12% Convertible Debenture, for acting as the Company’s placement agent in the offering. The Company received net proceeds of $1,600,000 and paid legal fees and expenses of $10,000 in cash. This financing of the 12% Convertible Debentures was subject to an issuance limitation (further details subsequent to the date of these consolidated financial statements are provided under the heading 12% Convertible Debentures in Note 28), which fully limited the conversion of the 12% Convertible Debentures into shares of common stock by the holders (outside of the issuance limitation these 12% Convertible Debentures were convertible into 4,240,000 shares of the Company’s common stock), subject to certain conditions as described below.

On March 27, 2019, the Company entered into a securities purchase agreement with an accredited investor pursuant to which the Company issued 12% Convertible Debentures in the aggregate principal amount of $318,000, which included a placement fee of $18,000 paid to B. Riley FBR in the form of a 12% Convertible Debenture for acting as the Company’s placement agent in the offering. The Company received net proceeds of $300,000. This financing of the 12% Convertible Debentures was subject to an issuance limitation (further details subsequent to the date of these consolidated financial statements are provided under the heading 12% Convertible Debentures in Note 28), which fully limited the conversion of the 12% Convertible Debentures into shares of common stock by the holder (outside of the issuance limitation these 12% Convertible Debentures were convertible into 795,000 shares of the Company’s common stock), subject to certain conditions as described below.

On April 8, 2019, the Company entered into a securities purchase agreement with an accredited investor, Todd D. Sims, a member of the Board, pursuant to which the Company issued a 12% Convertible Debenture in the aggregate principal amount of $100,000 and received $100,000 from the proceeds. This financing of the 12% Convertible Debenture was subject to an issuance limitation (further details subsequent to the date of these consolidated financial statements are provided under the heading 12% Convertible Debentures in Note 28), which fully limited the conversion of the 12% Convertible Debentures into shares of common stock by the holder (outside of the issuance limitation this 12% Convertible Debenture was convertible into 250,000 shares of the Company’s common stock), subject to certain conditions as described below.

Upon issuance of the various financings of the 12% Convertible Debentures, the Company recognized the following embedded derivative liabilities that were bifurcated from the note instruments:

	●	Conversion option – (1) At any time after the original issue date until the 12% Convertible Debenture is no longer outstanding, the 12% Convertible Debenture is convertible, in whole or in part, into shares of common stock at the option of the holder at the aforementioned conversion price, and (2) at any time and from time to time subject to: (i) an issuance limitation until the Company has an authorized share increase, and (ii) a beneficial ownership limitations, which prevents conversion if the common stock shares held by the holder exceeds 4.99% of the common stock outstanding (subject to increase by the holder to 9.99%).

	●	Buy-in feature – (1) The 12% Convertible Debenture is puttable for a certain buy-in amount where it gives the holder the right, if the Company fails for any reason to deliver to the holder the conversion shares, to a cash settlement for the difference between the cost of the Company’s common stock in the open market and the conversion price; and (2) the put is contingent if the Company fails to deliver conversion shares pursuant to a buy-in event.

	●	Default remedy feature – (1) The 12% Convertible Debenture is puttable in the event of default where it gives the holder the right to repayment, in cash, the greater of (i) the outstanding principal amount due divided by the then conversion price times the daily volume weighted average price of the common stock; or (ii) the outstanding principal debt amount, plus unpaid but accrued interest and other amounts owing in the notes; and (2) the put is contingent upon a Change of Control (as described below) or Fundamental Transaction (as described below).

Change in Control – Change in Control, in general, means: (a) an acquisition in excess of 50% of the voting securities of the Company; (b) the Company merges into or consolidates whereby the Company stockholders own less than 50% of the aggregate voting power after the transaction; (c) the Company sells or transfers all or substantially all of its assets to whereby the Company stockholders own less than 50% of the aggregate voting power after the transaction; (d) a replacement at one time or within a three year period of more than one-half of the Board, which is not approved by a majority of those individuals who are members of the Board on the original issue date, subject to certain conditions; or (e) the execution by the Company of an agreement for any of the events set forth in clauses (a) through (d) above.

Fundamental Transaction – Fundamental Transaction, in general, means: (a) the Company, directly or indirectly, in one or more related transactions effects any merger or consolidation; (b) the Company, directly or indirectly, effects any sale, lease, license, assignment, transfer, conveyance or other disposition of all or substantially all of its assets in one or a series of related transactions; (c) any, direct or indirect, purchase offer, tender offer or exchange offer is completed pursuant to which the Company common stock holders are permitted to sell, tender or exchange their shares for other securities, cash or property and has been accepted by the holders of 50% or more of the Company’s outstanding common stock; (d) the Company, directly or indirectly, in one or more related transactions effects any reclassification, reorganization or recapitalization of the Company’s common stock or any compulsory share exchange pursuant to which the common stock is effectively converted into or exchanged for other securities, cash or property, or (e) the Company, directly or indirectly, in one or more related transactions consummates a stock or share purchase agreement or other business combination whereby such transaction results in an acquisition of more than 50% of the outstanding shares of the Company’s common stock, subject to certain other conditions. Further, if a Fundamental Transaction occurs, the holders have the right to their conversion shares as if the beneficial ownership limitation or the issuance limitation was not in place, subject to certain terms as additional consideration.

As long as any portion of the 12% Convertible Debentures remain outstanding, unless investors holding at least 51% in principal amount of the then-outstanding 12% Convertible Debentures otherwise agree, the Company cannot, among other things enter into, incur, assume or guarantee any indebtedness, except for certain permitted indebtedness.

Pursuant to the registration rights agreements entered into in connection with the securities purchase agreements, the Company agreed to register the shares issuable upon conversion of the 12% Convertible Debentures for resale by the holders. The Company committed to file the registration statement the later of (i) the 30th calendar day following the date the Company files its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 with the SEC, but in no event later than May 15, 2019, and (ii) the 30th calendar day after all the common stock issuable on the conversion of the Series H Preferred Stock have been registered pursuant to a registration statement under a certain registration rights agreement, dated as of August 9, 2018. The registration rights agreements provide for Registration Rights Damages (presented as liquidated damages payable on the consolidated balance sheets) upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested.

The securities purchase agreements also 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, then the Company will be obligated to pay Public Information Failure Damages (presented as liquidated damages payable on the consolidated balance sheets) to each holder, consisting of a cash payment equal to 1% of the amount invested as partial liquidated damages, up to a maximum of six months, subject to interest at the rate of 1% per month until paid in full.

The Company recognized a portion of the Public Information Failure Damages pursuant to the securities purchase agreements in connection with the 12% Convertible Debentures at the time of issuance as it was deemed probable the obligations would not be satisfied when the financings were completed (see Note 14 and Note 23).

Upon issuance of the various financings, the Company accounted for the embedded conversion option feature, buy-in feature, and default remedy feature as embedded derivative liabilities, which requires the Company carry such amount on its consolidated balance sheets as a liability at fair value, as adjusted at each period-end (see Note 15). The Company also incurred additional debt issuance cost. The embedded derivative liabilities and debt issuance cost were treated as a debt discount and amortized over the term of the debt.

The following table represents the various financings of the 12% Convertible Debentures recognized during the year ended December 31, 2019 and carrying value as of December 31, 2019:

	Issuance Date												Total 12%
	December 12, 2018			March 18, 2019			March 27, 2019			April 8, 2019			Convertible Debentures
Principal amount of debt	$	9,540,000		$	1,696,000		$	318,000		$	100,000		$	11,654,000
Less issuance costs		(590,000	)		(96,000	)		(18,000	)		-			(704,000	)
Net cash proceeds received	$	8,950,000		$	1,600,000		$	300,000		$	100,000		$	10,950,000
Principal amount of debt (excluding original issue discount)	$	9,540,000		$	1,696,000		$	318,000		$	100,000		$	11,654,000
Add conversion of debt from 10% OID Convertible Debentures		3,551,528			-			-			-			3,551,528
Add: accrued interest		1,711,273			164,083			29,754			8,933			1,914,043
Principal amount of debt including accrued interest		14,802,801			1,860,083			347,754			108,933			17,119,571
Debt discount:
Allocated embedded derivative liabilities		(4,760,000	)		(822,000	)		(188,000	)		(64,000	)		(5,834,000	)
Liquidated Damages recognized upon issuance		(706,944	)		(67,200	)		(12,600	)		(4,200	)		(790,944	)
Issuance costs		(590,000	)		(106,000	)		(18,000	)		-			(714,000	)
Subtotal debt discount		(6,056,944	)		(995,200	)		(218,600	)		(68,200	)		(7,338,944	)
Less amortization of debt discount		2,927,248			414,465			89,422			27,200			3,458,335
Unamortized debt discount		(3,129,696	)		(580,735	)		(129,178	)		(41,000	)		(3,880,609	)
Carrying value at December 31, 2019		11,673,105			1,279,348			218,576			67,933			13,238,962
Less current portion		(534,993	)		-			(206,204	)		-			(741,197	)
Carry value at December 31, 2019, net of current portion	$	11,138,112		$	1,279,348		$	12,372		$	67,933		$	12,497,765

As of December 31, 2020, there was no longer any principal or accrued but unpaid interest outstanding under the 12% Convertible Debentures (further details are provided under the heading 12% Convertible Debentures in Note 28).

For additional information for the year ended December 31, 2018 with respect to debt components and interest expense related to the 12% Convertible Debentures is provided below under the heading of Convertible Debt and Debt Components and Interest Expense in Note 18.

8% Promissory Notes

On June 6, 2018, the Company entered into a securities purchase agreement with L2 Capital, LLC (“L2”), pursuant to which L2 purchased from the Company a convertible promissory note (the “8% Promissory Notes”), issuable in tranches, in the aggregate principal amount of $1,681,668 for an aggregate purchase price of $1,500,000, with interest at 8% per annum and the maturity date for each tranche funded is seven months from the date of issuance. The 8% Promissory Notes required an increasing premium for any prepayment from 20% for the first 90 days to 38% after 181 days, an increased conversion rate to a 40% discount if in default, a default rate of 18% plus a repayment premium of 40%, plus 5% for each additional default, and liquidated damages in addition to the default rates, ranging from 30% to 100% for certain breaches of the 8% Promissory Notes, subject to mandatory prepayment, including the above described premiums, equal to 50% of new funds raised by the Company in excess of $11,600,000 in the private placement of its securities.

On June 11, 2018, a first tranche of $570,556, which included $15,000 of L2’s legal expenses, was purchased for a price of $500,000, reflecting an original issue discount and debt discount of $70,556. On June 15, 2018, a second tranche of $555,556 was purchased for a price of $500,000, an original issue discount of $55,556. In connection with the first and second tranche, the Company issued warrants to L2, exercisable for 216,120 and 210,438 shares of the Company’s common stock at an exercise price of $1.30 and $1.20 per share, respectively (the “L2 Warrants”).

L2 had the sole discretion to purchase additional 8% Promissory Notes, in certain circumstances, which expired. The 8% Promissory Notes and any accrued but unpaid interest were convertible into common stock, at any time, at a conversion price equal to the lowest volume weighted average price (“VWAP”) during the ten-trading-day period ending on the issue date of the note. As a result of the closing of the 10% Convertible Debenture offering on June 15, 2018 (refer to 10% Convertible Debentures below), L2 no longer has the right to invest in the Company under the securities purchase agreement.

The L2 Warrants included a reset provision, which provided that the number of shares issuable under the L2 Warrants would increase by the quotient of 50% of the face value of the respective tranche and 110% multiplied by the VWAP of the Company’s common stock on the trading day immediately prior to the funding date of the respective tranche (see Note 20).

The Company accounted for the L2 Warrants and embedded conversion features of the 8% Promissory Notes as derivative liabilities, as the Company was required to adjust downward (a reset provision) the exercise price of the L2 Warrants (floor price of $0.50 per share) and the conversion price of the 8% Promissory Note under certain circumstances, which required the Company to carry such amounts on its consolidated balance sheets as liabilities at fair value, as adjusted at each period-end. Upon issuance, the Company recognized derivative liabilities of $760,587 ($600,986 for the L2 Warrants and $159,601 for the embedded conversion feature). The Company also incurred an additional debt issuance cost of $15,000.The embedded derivative liabilities and debt issuance costs were treated as a debt discount and amortized over the term of the debt. During the year ended December 31, 2019, the Company recognized a gain of $29,860 upon extinguishment of debt for the embedded conversion feature derivative liabilities and a change in fair value of $129,741 immediately before the extinguishment (see Note 15).

On September 6, 2018, the Company repaid the 8% Promissory Notes. The total amount borrowed was $1,015,000, and under the terms of the loan agreement the Company repaid $1,372,320 to satisfy the debt obligation resulting in a loss on extinguishment of debt which is presented in interest expense on the consolidated statements of operations.

Information for the year ended December 31, 2018 with respect to debt components and interest expense related to the 8% Promissory Notes is provided below under the heading of Convertible Debt and Debt Components and Interest Expense in Note 18.

10% Convertible Debentures

On June 15, 2018, the Company entered into a securities purchase agreement with four accredited investors to purchase an aggregate of $4,775,000 in principal amount of the Company’s 10% Convertible Debenture, due on June 30, 2019 (the “10% Convertible Debentures”). Included in the aggregate total of $4,775,000 was $1,025,000 from two of the Company’s executive officers. The 10% Convertible Debentures were convertible into an aggregate of 3,698,110 shares of the Company’s common stock-based on a conversion price of $1.2912 per share. The 10% Convertible Debentures were interest bearing at the rate of 10% per annum, that was payable in cash semi-annually on December 31 and June 30, beginning on December 31, 2018. Upon the occurrence of certain events, the holders of the 10% Convertible Debentures were also entitled to receive an additional payment, if necessary, to provide the holders with a 20% annual internal rate of return on their investment. The Company had the option, under certain circumstances, to redeem some or all of the outstanding principal amount for an amount equal to the principal amount (plus accrued but unpaid interest thereon) or the option to cause the holders to convert their debt at a certain conversion price, otherwise, the Company was not permitted to prepay any portion of the principal amount without the prior written consent of the debt holders.

Additionally, pursuant to a registration rights agreement entered into in connection with the securities purchase agreement, the Company agreed to register the shares issuable upon conversion of the 10% Convertible Debentures for resale by the holders of the 10% Convertible Debentures. The Company had committed to file the registration statement by no later than 45 days after June 15, 2018 and to cause the registration statement to become effective by no later than 120 days after June 15, 2018 (or, in the event of a full review by the staff of the SEC, 150 days following June 15, 2018). The registration rights agreement provided for Liquidated Damages upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested by such holders. Liquidated Damages were waived as part of the roll-over of the 10% Convertible Debentures into Series H Preferred Stock.

The securities purchase agreement also included a provision that required 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 failed for any reason to satisfy the current public information requirement, then the Company would have been obligated to pay to each holder a cash payment equal to 1.0% of the amount invested as partial Liquidated Damages, up to a maximum of six months. Such payments were subject to interest at the rate of 1.0% per month until paid in full. The 10% Convertible Debentures was rolled over into Series H Preferred Stock before the due date for the commencement of the Liquidated Damages.

Upon issuance, the Company accounted for an embedded conversion feature of the 10% Convertible Debentures as a derivative liability totaling $471,002, as the Company was required to adjust downward the conversion price of the debt under certain circumstances, which required that the Company carry such amount on its consolidated balance sheet as a liability at fair value, as adjusted at each period-end. The embedded derivative liability was treated as a debt discount and amortized over the term of the debt. During the year ended December 31, 2019, the Company recognized a gain of $1,042,000 upon extinguishment of debt for the embedded conversion feature derivative liabilities and a change in fair value of $570,998 immediately before the extinguishment (see Note 15).

On August 10, 2018, the 10% Convertible Debentures with an aggregate principal amount of $4,775,000 plus obligations of $955,000 were converted into 5,730 shares of Series H Preferred Stock resulting in a loss on extinguishment of debt upon conversion, which is presented in interest expense on the consolidated statements of operations.

Information for the year ended December 31, 2018 with respect to debt components and interest expense related to the 10% Convertible Debentures is provided below under the heading of Convertible Debt and Debt Components and Interest Expense in Note 18.

10% OID Convertible Debentures

On October 18, 2018, the Company entered into a securities purchase agreement with two accredited investors, B. Riley and an affiliated entity of B. Riley, pursuant to which the Company issued to the investors 10% original issue discount senior secured convertible debentures (the “10% OID Convertible Debentures”) in the aggregate principal amount of $3,500,000, which, after taking into account the 5% original issue discount, and legal fees and expenses of the investors, resulted in the Company receiving net proceeds of $3,285,000. The Company issued warrants to the investors to purchase up to 875,000 shares of the Company’s common stock in connection with this securities purchase agreement. The debt proceeds were bifurcated between the debt and warrants, with the warrants accounted for as a derivative liability (see Note 20). The 10% OID Convertible Debentures were due and payable on October 31, 2019. Interest accrued on the 10% OID Convertible Debentures at the rate of 10% per annum, payable on the earlier of conversion, redemption, or October 31, 2019.

The 10% OID Convertible Debentures were convertible into shares of the Company’s common stock at the option of the investor at any time prior to October 31, 2019, at a conversion price of $1.00 per share, subject to adjustment for stock splits, stock dividends, and similar transactions, and were subject to certain redemption rights by the Company. Further, the agreement provided a buy-in and default remedy feature (which were similar to the features described below for the 12% Convertible Debentures), which were both bifurcated from the debt instrument as an embedded derivative liability as referenced in the table Convertible Debt and Debt Components below.

Upon issuance, the Company accounted for the embedded buy-in and default remedy features of the 10% OID Convertible Debentures as a derivative liability totaling $49,000. The Company also incurred an additional debt issuance cost of $40,000. The embedded derivative liabilities and debt issuance costs were treated as a debt discount and amortized over the term of the debt. During the year ended December 31, 2019, the Company recognized a gain of $25,000 upon extinguishment of debt for the embedded derivative liabilities and a change in fair value of $24,000 immediately before the extinguishment (see Note 15).

On December 12, 2018, there was a roll-over of the 10% OID Convertible Debentures into the 12% Convertible Debentures (as further described below) resulting in a loss on extinguishment of debt upon the roll-over which is presented in interest expense on the consolidated statements of operations.

Information for the year ended December 31, 2018 with respect to debt components and interest expense related to the 10% Original Issue Discount Convertible Debentures is provided below under the heading of Convertible Debt and Debt Components and Interest Expense in Note 18.

Convertible Debt and Debt Components

	8% Promissory Notes			10% Convertible Debentures			10% OID Convertible Debentures			12% Convertible Debentures			Total Convertible Debt and Debt Components
Principal amount of debt	$	1,126,112		$	4,775,000		$	3,500,000		$	9,540,000		$	18,941,112
Less original issue discount		(111,112	)		-			(175,000	)		-			(286,112	)
Less issuance costs		(15,000	)		-			(40,000	)		(590,000	)		(645,000	)
Net cash proceeds received	$	1,000,000		$	4,775,000		$	3,285,000		$	8,950,000		$	18,010,000
Principal amount of debt (excluding original issue discount)	$	1,015,000		$	4,775,000		$	3,325,000		$	9,540,000		$	18,655,000
Add conversion of debt from 10% OID Convertible Debentures		-			-			-			3,551,528			3,551,528
Add accrued interest		20,986			69,920			28,009			82,913			201,828
Principal amount of debt including accrued interest		1,035,986			4,844,920			3,353,009			13,174,441			22,408,356
Debt discount:
Allocated warrant derivative liabilities for B. Riley Warrants		-			-			(382,725	)		-			(382,725	)
Allocated warrant derivative liabilities for L2 Warrants		(600,986	)		-			-			-			(600,986	)
Allocated embedded derivative liabilities		(159,601	)		(471,002	)		(49,000	)		(4,760,000	)		(5,439,603	)
Liquidated Damages recognized upon issuance		-			-			-			(706,944	)		(706,944	)
Issuance costs		(15,000	)		-			(40,000	)		(590,000	)		(645,000	)
Subtotal debt discount		(775,587	)		(471,002	)		(471,725	)		(6,056,944	)		(7,775,258	)
Less amortization of debt discount		315,309			64,452			68,637			153,442			601,840
Less write off unamortized debt discount upon extinguishment of debt		460,278			406,550			403,088			-			1,269,916
Unamortized debt discount		-			-			-			(5,903,502	)		(5,903,502	)
Debt components:
Accretion of original issue discount		44,133			-			25,463			-			69,596
Loss on extinguishment of debt		292,201			885,080			173,056			-			1,350,337
Conversion of debt to 12% Convertible Debentures		-			-			(3,551,528	)		-			(3,551,528	)
Conversion of debt to Series H Preferred Stock		-			(5,730,000	)		-			-			(5,730,000	)
Repayment of convertible debt		(1,372,320	)		-			-			-			(1,372,320	)
Total debt components		(1,035,986	)		(4,844,920	)		(3,353,009	)		-			(9,233,915	)
Carrying value at December 31, 2018	$	-		$	-		$	-		$	7,270,939		$	7,270,939

Long-term Debt

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Long-term Debt

18. Long-term Debt

12% Senior Secured Note

On June 10, 2019, the Company entered into a note purchase agreement with one accredited investor, BRF Finance Co., LLC (“BRF Finance”), an affiliated entity of B. Riley, pursuant to which the Company issued to the investor a 12% senior secured note, due July 31, 2019 (the “12% Senior Secured Note”), in the aggregate principal amount of $20,000,000, which after taking into account a B. Riley FBR placement fee of $1,000,000 and legal fees and expenses of the investor of $135,000, resulted in the Company receiving net proceeds of $18,865,000, of which $16,500,000 was deposited into escrow to fund TheStreet Merger consideration and the balance of $2,365,000 was to be used by the Company for working capital and general corporate purposes. The balance outstanding under the note purchase agreement was no longer outstanding as of June 14, 2019 (refer to 12% Amended Senior Secured Notes below).

12% Amended Senior Secured Notes

On June 14, 2019, the Company entered into an amended and restated note purchase agreement with one accredited investor, BRF Finance, an affiliated entity of B. Riley, which amended and restated the note purchase agreement and the 12% senior secured note dated June 10, 2019 issued by the Company thereunder. All borrowings under the amended and restated note purchase agreement are collateralized by substantially all assets of the Company. Pursuant to the amended and restated note purchase agreement, the Company issued an amended and restated 12% senior secured note, due June 14, 2022, in the aggregate principal amount of $68,000,000, which amended, restated, and superseded that $20,000,000 12% senior secured note issued by the Company on June 10, 2019 to the investor (the “12% Amended Senior Secured Note(s)”). The Company received additional gross proceeds of $48,000,000, which after taking into account a B. Riley FBR placement of $2,400,000, the Company received net proceeds of $45,600,000, of which $45,000,000 was paid to ABG against future Royalties in connection with the Sports Illustrated Licensing Agreement with ABG, and the balance of $600,000 was used by the Company for working capital and general corporate purposes. In addition, the Company paid B. Riley FBR, in cash, a success fee of $3,400,000 and legal fees of the investor of $50,000.

On August 27, 2019, the Company entered into a first amendment to amended note purchase agreement with one accredited investor, BRF Finance, an affiliated entity of B. Riley, which amended the amended and restated 12% Amended Senior Secured Note. Pursuant to this first amendment, the Company received gross proceeds of $3,000,000, which after taking into account a B. Riley FBR placement fee of $150,000, the Company received net proceeds of approximately $2,850,000, which was used by the Company for working capital and general corporate purposes. In addition, the Company paid B. Riley FBR in cash legal fees of the investor of $17,382. Subsequent to the date of these consolidated financial statements the notes were further amended (see Note 28).

The following table represents the components of the 12% Amended Senior Secured Notes recognized during the year ended December 31, 2019 and carrying value as of December 31, 2019:

	12% Amended Senior Secured Notes
Principal amount of debt:
Principal amount of debt received on June 10, 2019	$	20,000,000
Principal amount of debt received on June 14, 2019		48,000,000
Principal amount of debt received on August 27, 2019		3,000,000
Subtotal principal amount of debt		71,000,000
Add accrued interest		1,082,642
Less principal payment paid in Series J Preferred Stock (net of interest of $146,067)		(4,853,933	)
Less principal payments paid in cash		(17,307,364	)
Principal amount of debt outstanding including accrued interest		49,921,345
Debt discount:
Placement fee to B. Riley FBR		(3,550,000	)
Success based fee to B. Riley FBR		(3,400,000	)
Legal and other costs		(202,382	)
Subtotal debt discount		(7,152,382	)
Less amortization of debt discount		1,240,782
Unamortized debt discount		(5,911,600	)
Carrying value at December 31, 2019	$	44,009,745

Information for the year ended December 31, 2019 with respect to interest expense related to the 12% Amended Senior Notes is provided below under the heading Interest Expense.

Interest Expense

The following table summarizes the interest expense for the year ended December 31, 2019:

	12% Convertible Debentures		12% Amended Senior Secured Notes		Officer Promissory Notes		Total Interest Expense
Amortization of debt discount	$	3,304,893	$	1,240,782	$	-	$	4,545,675
Accrued interest		1,831,130		1,228,709		5,794		3,065,633
Cash paid interest				2,351,404		983		2,352,887
Totals	$	5,136,023	$	4,821,395	$	6,777		9,964,195
Cash paid for other interest								499,375
Total interest expense							$	10,463,570

The following table summarizes the interest expense for the year ended December 31, 2018:

	8% Promissory Notes			10% Convertible Debentures			10% OID Convertible Debentures			12% Convertible Debentures		Total Interest Expense
Accretion of original issue discount	$	44,133		$	-		$	25,463		$	-	$	69,596
Amortization of debt discount		315,309			64,452			68,637			153,442		601,840
Loss on extinguishment of debt		292,201			885,080			173,056			-		1,350,337
Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument		(29,860	)		(1,042,000	)		(25,000	)		-		(1,096,860	)
Write off unamortized debt discount upon extinguishment of debt		460,278			406,550			403,088			-		1,269,916
Accrued interest		-			69,920			28,009			82,913		180,842
Other interest		20,986			-			-			-		20,986
Totals	$	1,103,047		$	384,002		$	673,253		$	236,355		2,396,657
Accrued interest on Officer Promissory Notes													12,574
Other interest													99,643
Total interest expense												$	2,508,874

Preferred Stock

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Preferred Stock

19. Preferred Stock

The Company has the authority to issue 1,000,000 shares of preferred stock, $0.01 par value per share, consisting of authorized and/or outstanding shares as of December 31, 2019 as follows:

	●	2,000 authorized shares designated as “Series F Convertible Preferred Stock,” none of which are outstanding;
	●	1,800 authorized shares designated as “Series G Convertible Preferred Stock” (as further described below), of which 168.496 shares are outstanding;
	●	23,000 authorized shares designated as “Series H Convertible Preferred Stock” (as further described below), of which 19,400 shares are outstanding;
	●	25,800 authorized shares designated as “Series I Convertible Preferred Stock” (as further described below), of which 23,100 shares were outstanding (further details subsequent to the date of these consolidated financial statements are provided below); and
	●	35,000 authorized shares designated as “Series J Convertible Preferred Stock” (as further described below), of which 20,000 shares were outstanding (further details subsequent to the date of these consolidated financial statements are provided below).

Information with respect to additional issuances of preferred stock is provided under the heading Issuances of Preferred Stock in Note 28.

Series G Preferred Stock

On May 30, 2000, the Company sold 1,800 shares of its Series G Convertible Preferred Stock (the “Series G Preferred Stock”) and warrants, which expired on November 29, 2003, to purchase 63,000 shares of common stock to four investors. The Series G Preferred Stock has a stated value of $1,000 per share and is convertible into shares of common stock, at the option of the holder, subject to certain limitations. The Series G Preferred Stock was initially convertible into common stock at a conversion price equal to 85% of the lowest sale price of the common stock over the five trading days preceding the date of the conversion, subject to a maximum conversion price of $16.30, adjusted for a 1-for-10 reverse stock split effective July 26, 2007. The Company may require holders to convert all (but not less than all) of the Series G Preferred Stock at any time after November 30, 2003 or buy out all outstanding shares of Series G Preferred Stock at the then-conversion price. Holders of Series G Preferred Stock are not entitled to dividends and have no voting rights, unless required by law or with respect to certain matters relating to the Series G Preferred Stock.

Prior to November 2001, 1,631.504 of the initial 1,800 shares of Series G Preferred Stock were converted into the Company’s common stock by the holders thereof. No conversions have taken place since November 2001. The remaining 168.496 shares continue to be outstanding.

Upon a change in control, sale of or similar transaction, as defined in the Certificate of Designation for the Series G Preferred Stock, the holder of the Series G Preferred Stock has the option to deem such transaction as a liquidation and may redeem their 168.496 shares at the liquidation value of $1,000 per share, or an aggregate amount of $168,496. The sale of all the assets of the Company on June 28, 2007 triggered the redemption option. As such redemption was not in the control of the Company, the Series G Preferred Stock has been accounted for as if it was redeemable preferred stock and is classified on the consolidated balance sheets as a mezzanine obligation between liabilities and stockholders’ equity.

Series H Preferred Stock

On August 10, 2018, the Company closed on a securities purchase agreement with certain accredited investors, pursuant to which the Company issued an aggregate of 19,400 shares of Series H Convertible Preferred Stock (the “Series H Preferred Stock”) at a stated value of $1,000, initially convertible into 58,787,879 shares of the Company’s common stock, at the option of the holder subject to certain limitations, at a conversion rate equal to the stated value divided by the conversion price of $0.33 per share (the “Conversion Price”), for aggregate gross proceeds of $19,399,250. Of the shares of Series H Preferred Stock issued, 5,730 shares were issued upon conversion of an aggregate principal amount of $4,775,000, plus prepayment obligations of $955,000 (totaling $5,730,000), of the 10% Convertible Debentures issued by the Company on June 15, 2018 to certain accredited investors, including 1,200 shares of Series H Preferred Stock issued to Heckman Maven Fund L.P. (affiliated with James C. Heckman, the Company’s then-Chief Executive Officer), and 30 shares of Series H Preferred Shares issued to Joshua Jacobs, a former director and the Company’s then-President.

B. Riley FBR, which acted as placement agent for the Series H Preferred Stock financing, was paid a cash fee of $575,000 (including a previously paid retainer of $75,000) and issued 669 shares (stated value of $1,000 per share) of Series H Preferred Stock. In addition, entities affiliated with B. Riley FBR purchased 5,592 shares of Series H Preferred Stock in the financing (total issuance cost of $1,194,546).

The terms of Series H Preferred Stock and the number of shares of common stock issuable is adjustable in the event of stock splits, stock dividends, combinations of shares and similar transactions. Each Series H Preferred Stock shall vote on an as-if-converted to common stock basis, subject to beneficial ownership blocker provisions. In addition, if at any time prior to the nine month anniversary of the closing date, the Company sells or grants any option or right to purchase or issues any shares of common stock, or securities convertible into shares of common stock, with net proceeds in excess of $1,000,000 in the aggregate, entitling any person to acquire shares of common stock at an effective price per share that is lower than the then-Conversion Price (such lower price, the “Base Conversion Price”), then the Conversion Price will be reduced to equal the Base Conversion Price. All the shares of Series H Preferred Stock automatically convert into shares of common stock on the fifth anniversary of the closing date at the then-Conversion Price.

The shares of Series H Preferred Stock were subject to limitations on conversion into shares of the Company’s common stock until the date an amendment to the Company’s certificate of incorporation was filed and accepted with the State of Delaware that increased the number of authorized shares of its common stock to at least a number permitting all the Series H Preferred Stock to be converted in full (further details subsequent to the date of these consolidated financial statements are provided under the heading Sequencing Policy in Note 28).

In addition, if at any time the Company grants, issues or sells any common stock equivalents or rights to purchase stock, warrants, securities or other property pro rata to the record holders of any class of shares of common stock (the “Purchase Rights”), then a holder of the Series H Preferred Stock will be entitled to acquire the aggregate Purchase Rights which the holder could have acquired if the holder had held the number of shares of common stock acquirable upon complete conversion of such holder’s Series H Preferred Stock immediately before the date on which a record is taken for the grant, issuance or sale of such Purchase Rights, subject to certain conditions, adjustments, and limitations.

Pursuant to the registration rights agreement entered into on August 10, 2018 in connection with the securities purchase agreement, the Company agreed to register the shares issuable upon conversion of the Series H Preferred Stock for resale by the holders. The Company committed to file the registration statement by no later than 75 days after the closing date and to cause the registration statement to become effective, in general, by no later than 120 days after the closing date (or, in the event of a full review by the staff of the SEC, 150 days following the closing date). The registration rights agreement provides for a cash payment equal to 1.0% per month of the amount invested as partial liquidated damages upon the occurrence of certain events, on each monthly anniversary, payable within 7 days of such event, up to a maximum amount of 6.0% of the aggregate amount invested, subject to interest at 12.0% per annum, accruing daily, until paid in full. The Company recognized Liquidated Damages during the years ended December 31, 2019 and 2018, with respect to its registration rights agreement (see Note 14 and Note 23).

The securities purchase agreement included a provision that requires the Company to maintain its periodic filings with the SEC in order to satisfy the Public Information Failure Payments requirements under Rule 144(c) of the Securities Act. If the Company fails for any reason to satisfy the current public information requirement after 6 months of the closing date, then the Company will be obligated to pay to each holder a cash payment equal to 1.0% of the aggregate amount invested for each 30-day period, or pro rata portion thereof, as partial liquidated damages per month, up to a maximum of 6 months, subject to interest at the rate of 1.0% per month until paid in full. The Company recognized Liquidated Damages during the years ended December 31, 2019 and 2018, with respect to its public information requirements (see Note 14 and Note 23).

During the year ended December 31, 2018, in connection with the 19,400 Series H Preferred Stock issuance, the Company recorded a beneficial conversion feature in the amount of $18,045,496 for the underlying common shares since the nondetachable conversion feature was in-the-money (the Conversion Price of $0.33 was lower than the Company’s common stock trading price of $0.86) at the issuance date. The beneficial conversion feature was recognized as a deemed dividend.

The following table represents the components of the Series H Preferred Stock, stated value of $1,000 per share, for the year ended December 31, 2018:

	Shares			Series H Preferred Stock Components
Issuance of Series H Preferred Stock on August 10, 2018		19,400		$	19,400,000
Less shares issued to B. Riley FBR as placement fee		(670	)		(670,000	)
Less shares issued for conversion of principal of 10% Convertible Debentures		(4,775	)		(4,775,000	)
Less shares issued to 10% Convertible Debenture holders for additional payment of 20% annual internal rate of return		(955	)		(955,000	)
Net issuance of Series H Preferred Stock		13,000			13,000,000
Payments made to B. Riley FBR from proceeds:
Less placement fee					(500,000	)
Less legal fees and other costs					(25,296	)
Total payments made from proceeds					(525,296	)
Net cash proceeds from issuance of Series H Preferred Stock				$	12,474,704
Issuance of Series H Preferred Stock				$	19,400,000
Less issuance costs:
Shares issued to B. Riley FBR as placement fee					(670,000	)
Total payments made from proceeds					(525,296	)
Legal and other costs paid in cash					(159,208	)
Total issuance costs					(1,354,504	)
Net issuance of Series H Preferred Stock				$	18,045,496
Beneficial conversion feature on Series H Preferred Stock				$	18,045,496

Series I Preferred Stock

On June 27, 2019, 25,800 authorized shares of the Company’s preferred stock were designated as “Series I Convertible Preferred Stock” (the “Series I Preferred Stock”). On June 28, 2019, the Company closed on a securities purchase agreement with certain accredited investors, pursuant to which the Company issued an aggregate of 23,100 shares of Series I Preferred Stock at a stated value of $1,000, initially convertible into 46,200,000 shares of the Company’s common stock at a conversion rate equal to the stated value divided by the conversion price of $0.50 per share, for aggregate gross proceeds of $23,100,000. Each Series I Preferred Stock shall vote on an as-if-converted to common stock basis, subject to certain conditions.

All of the shares of Series I Preferred Stock convert automatically into shares of the Company’s common stock on the date an amendment to the Company’s certificate of incorporation is filed and accepted with the State of Delaware that increases the number of authorized shares of its common stock to at least a number permitting all the Series I Preferred Stock, and all of the Series H Preferred Stock, to be converted in full (further details subsequent to the date of these consolidated financial statements are provided under the heading Sequencing Policy in Note 28).

In consideration for its services as placement agent, the Company paid B. Riley FBR a cash fee of $1,386,000 plus $73,858 in reimbursement of legal fees and other transaction costs. The Company used approximately $18.3 million of the net proceeds from the financing to partially repay the amended and restated 12% Amended Senior Secured Note dated June 14, 2019, and to pay deferred fees of approximately $3.4 million related to that borrowing facility.

Pursuant to the registration rights agreements entered into in connection with the securities purchase agreements on June 28, 2019, the Company agreed to register the shares issuable upon conversion of the Series I Preferred Stock for resale by the investors. The Company committed to file the registration statement no later than the 30th calendar day following the date the Company files (i) its Annual Report on Form 10-K for the fiscal year ended December 31, 2018, (ii) all its required quarterly reports on Form 10-Q since the quarter ended September 30, 2018 through September 30, 2019, and (iii) current Form 8-K in connection with the acquisitions of TheStreet and its license with ABG, with the SEC, but in no event later than December 1, 2019. The Company committed to cause the registration statement to become effective by no later than 90 days after December 1, 2019, subject to certain conditions. The registration rights agreements provide for Registration Rights Damages (as further described in Note 14) upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested.

The securities purchase agreements also 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 commencing from the six (6) month anniversary date of issuance of the Series I Preferred Shares, then the Company will be obligated to pay Public Information Failure Damages (as further described in Note 14) to each holder, consisting of a cash payment equal to 1% of the amount invested as partial liquidated damages, up to a maximum of six months, subject to interest at the rate of 1% per month until paid in full.

The Company recognized a portion of the Liquidated Damages pursuant to the registration rights and securities purchase agreements in connection with the Series I Preferred Stock at the time of issuance as it was deemed probable the obligations would not be satisfied when the financing was completed (see Note 14 and Note 23).

The following table represents the components of the Series I Preferred Stock, stated value of $1,000 per share, for the year ended December 31, 2019:

	Shares		Series I Preferred Stock Components
Issuance of Series I Preferred Stock on June 28, 2019		23,100	$	23,100,000
Less issuance costs:
Cash paid to B. Riley FBR as placement fee				(1,386,000	)
Legal fees and other costs				(73,858	)
Total issuance costs				(1,459,858	)
Less Liquidated Damages recognized upon issuance				(1,940,400	)
Total issuance costs and Liquidated Damages				(3,400,258	)
Net issuance of Series I Preferred Stock			$	19,699,742

Series J Preferred Stock

On October 4, 2019, 35,000 authorized shares of the Company’s preferred stock were designated as “Series J Convertible Preferred Stock” (the “Series J Preferred Stock”). On October 7, 2019, the Company closed on a securities purchase agreement with certain accredited investors, pursuant to which the Company issued an aggregate of 20,000 shares of Series J Preferred Stock at a stated value of $1,000, initially convertible into 28,571,428 shares of the Company’s common stock at a conversion rate equal to the stated value divided by the conversion price of $0.70 per share, for aggregate gross proceeds of $20,000,000. Each Series J Preferred Stock shall vote on an as-if-converted to common stock basis, subject to certain conditions.

All of the shares of Series J Preferred Stock convert automatically into shares of the Company’s common stock on the date an amendment to the Company’s certificate of incorporation is filed and accepted with the State of Delaware that increases the number of authorized shares of its common stock to at least a number permitting all the Series J Preferred Stock, and all of the Series I Preferred Stock, and Series H Preferred Stock, to be converted in full (further details subsequent to the date of these consolidated financial statements are provided under the heading Sequencing Policy in Note 28).

In consideration for its services as placement agent, the Company paid B. Riley FBR a cash fee of $525,240 plus $43,043 in reimbursement of legal fees and other transaction costs. The Company used $5.0 million of the net proceeds from the financing to partially repay the amended and restated 12% senior secured note dated June 14, 2019, and to use net proceeds of approximately $14.4 million for working capital and general corporate purposes.

Pursuant to the registration rights agreements entered into in connection with the securities purchase agreements on October 7, 2019, the Company agreed to register the shares issuable upon conversion of the Series J Preferred Stock for resale by the investors. The Company committed to file the registration statement no later than the 30th calendar day following the date the Company files (i) its Annual Report on Form 10-K for the fiscal year ended December 31, 2018, (ii) all its required quarterly reports on Form 10-Q since the quarter ended September 30, 2018 through September 30, 2019, and (iii) current Form 8-K in connection with the acquisitions of TheStreet, Say Media, HubPages, and its license with ABG, with the SEC, but in no event later than March 31, 2020. The Company committed to cause the registration statement to become effective by no later than 90 days after March 31, 2020, subject to certain conditions. The registration rights agreements provide for Registration Rights Damages (as further described in Note 14) upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested.

The securities purchase agreements also 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 commencing from the six (6) month anniversary date of issuance of the Series J Preferred Shares, then the Company will be obligated to pay Public Information Failure Damages (as further described in Note 14) to each holder, consisting of a cash payment equal to 1% of the amount invested as partial liquidated damages, up to a maximum of six months, subject to interest at the rate of 1% per month until paid in full.

The Company recognized a portion of the Liquidated Damages pursuant to the registration rights and securities purchase agreements in connection with the Series J Preferred Stock at the time of issuance as it was deemed probable the obligations would not be satisfied when the financing was completed (see Note 14 and Note 23).

The following table represents the components of the Series J Preferred Stock, stated value of $1,000 per share, for the year ended December 31, 2019:

	Shares			Series J Preferred Stock Components
Issuance of Series J Preferred Stock on October 7, 2019		20,000		$	20,000,000
Less shares issued for payment of 12% Amended Senior Secured Notes		(5,000	)		(5,000,000	)
Net issuance of Series J Preferred Stock		15,000		$	15,000,000
Issuance of Series J Preferred Stock				$	20,000,000
Less issuance costs:
Cash paid to B. Riley FBR as placement fee					(525,240	)
Legal fees and other costs					(54,764	)
Total issuance costs					(580,004	)
Less Liquidated Damages recognized upon issuance					(1,680,00	)
Total issuance costs and Liquidated Damages					(2,260,004	)
Net issuance of Series J Preferred Stock				$	17,739,996

Stockholders' Equity

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Stockholders' Equity

20. 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 (further details subsequent to the date of these consolidated financial statements are provided under the heading Sequencing Policy in Note 28).

On January 4, 2018, the Company issued an aggregate of 1,200,000 shares of its common stock to an investor, Strome Mezzanine Fund LP (“Strome”), in a private placement at a price of $2.50 per share. The Company received gross proceeds of $3,000,000 from the private placement, which was received prior to December 31, 2017 and, therefore, was classified as restricted cash and as a private placement advance on the consolidated balance sheet as of December 31, 2017. Upon completion of the private placement on January 4, 2018, the funds were reclassified to cash and stockholders’ equity.

In connection with the January 4, 2018 closing of the private placement, MDB, as the placement agent, was entitled to receive 60,000 shares of the Company’s common stock (presented as “Common Stock to be Issued” within stockholders’ equity) valued at $150,000 (value based on private placement price of $2.50 per share). In addition, MDB received warrants to purchase 60,000 shares of the Company’s common stock at an exercise price of $2.50 per share (refer to Common Stock Warrants below).

Pursuant to the registration rights agreement entered into on January 4, 2018 with the investor, the Company agreed to register for resale the shares of common stock purchased pursuant to the private placement. The Company also committed to register the 60,000 shares issued to MDB. The Company committed to file the registration statement no later than 200 days after the closing and to cause the registration statement to become effective no later than the earlier of (i) 7 business days after the SEC informs the Company that no review of the registration statement will be made or (ii) when the SEC has no further comments on the registration statement. The registration rights agreement provides for liquidated damages upon the occurrence of certain events, including the Company’s failure to file the registration statement or to cause it to become effective by the deadlines set forth above. The amount of liquidated damages payable to the investor is 1.0% of the aggregate amount invested for each 30-day period, or pro rata portion thereof, during which the default continues, up to a maximum amount of 5.0% of the aggregate amount invested or the value of the securities registered by the placement agent. The purchaser of the shares of common stock waived the liquidated damages when the purchaser converted certain notes payable into Series H Preferred Stock in August 2018 (see Note 23). The Company recognized Liquidated Damages for the year ended December 31, 2018, with respect to its registration rights agreement for the common stock issued to MDB in conjunction with the January 4, 2018 private placement (see Note 23).

On March 30, 2018, the Company issued an aggregate of 500,000 shares of its common stock to Strome in a second closing of the private placement entered into on January 4, 2018 at a price of $2.50 per share. The Company received gross proceeds of $1,250,000 from the second closing of the private placement. No costs were incurred in connection with the second closing of the private placement.

The Company entered into a registration rights agreement on March 30, 2018 with the investor, pursuant to which the Company agreed to register for resale the shares of common stock purchased pursuant to the placement. The Company committed to file the registration statement no later than 270 days after the closing and to cause the registration statement to become effective no later than the earlier of (i) 7 business days after the SEC informs the Company that no review of the registration statement will be made or (ii) when the SEC has no further comments on the registration statement. The registration rights agreement provides for liquidated damages upon the occurrence of certain events, including the Company’s failure to file the registration statement or to cause it to become effective by the deadlines set forth above. The amount of liquidated damages payable to the investor is 1.0% of the aggregate amount invested for each 30-day period, or pro rata portion thereof, during which the default continues, up to a maximum amount of 5.0% of the aggregate amount invested. The purchaser of the shares of common stock waived the liquidated damages when the purchaser converted certain notes payable into Series H Preferred Stock in August 2018 (see Note 16).

On January 1, 2019, the Company issued 833,333 shares of its common stock as restricted stock awards to certain members of the Board subject to vesting (see Note 21).

During the year ended December 31, 2019, in connection with the Say Media Merger, the Company issued 1,188,880 shares of its common stock out of total shares required to be issued of 5,067,167 as of December 31, 2018, and has presented 3,938,287 of the shares required to be issued as “Common Stock to be Issued” within stockholders’ equity.

On September 10, 2019, the L2 Warrants were fully exercised on a cashless basis, resulting in the issuance of 539,331 shares of the Company’s common stock (refer to Restricted Stock Awards below).

Information with respect to the issuance of common stock in connection with the acquisition of Say Media is provided in Note 28.

Restricted Stock Awards

During August 2016 and October 2016, the Company issued 12,209,677 and 307,475, respectively, shares of common stock to management and employees, as restricted stock awards, that contained a Company buy-back right for a certain number of shares pursuant to the achievement of a unique user performance condition (the “Performance Condition”) issued at the original cash consideration paid, which totaled $2,952 or approximately $0.0002 per share. On November 4, 2016, in conjunction with the recapitalization, the number of shares subject to the buy-back was modified, resulting in a modification of the restricted stock awards. The shares vest over a three-year period starting on the beginning of the month of the issuance date, with one-third vesting in one year, and the balance monthly over the remaining two years. Because these shares require continued service to the Company, the estimated fair value of the shares is being recognized as compensation expense over the vesting period of the award.

As of December 31, 2017, the Performance Condition was determined based on 4,977,144 unique users accessing Maven’s channels in November 2017. Based on this level of unique users, 2,453,362 shares subject to the buy-back right were earned under the Performance Condition and 1,927,641 shares remained subject to the buy-back right. The Board made a determination on March 12, 2018 to waive the buy-back right, resulting in a modification of the restricted stock awards, which resulted in incremental compensation cost of $2,756,527 at the time of the modification, of which $420,083 and $2,148,811 was recognized during the years ended December 31, 2019 and 2018, respectively.

On August 23, 2018, in connection with the HubPages Merger, the Company issued a total of 2,399,997 shares of common stock to certain key personnel of HubPages who agreed to continue their employment with HubPages, as restricted stock awards, subject to a repurchase right and vesting. The repurchase right, which expired in March 2019 unexercised, gave the Company the option to repurchase a certain number of shares at par value based on a performance condition as defined in the terms of the HubPages Merger Agreement. The shares vest in twenty-four equal monthly installments beginning September 23, 2019 and ending September 23, 2021 and the estimated fair value of these shares was recognized as compensation expense over the vesting period of the award. The restricted stock awards provide for a true-up period that if the common stock is sold for less than $2.50 the holder will receive, subject to certain conditions, additional shares of common stock up to a maximum of the amount of shares originally received (or 2,400,000 in aggregate to all holders) for the shares that re-sold for less than $2.50, which was settled on May 31, 2019 (as further described in Note 21). The true-up period, in general, is 13 months after the consummation of the HubPages Merger until 90 days following completion of vesting, or July 30, 2021. The restricted stock awards were fair valued upon issuance by an independent appraisal firm.

On September 13, 2018, the Company issued 148,813 shares of common stock to certain members of the Board, as restricted awards, subject to continued service with the Company. The shares vest over a four-month period beginning September 30, 2018 and the estimated fair value of these shares is being recognized as compensation expense over the vesting period of the award. On October 1, 2018, the Company issued 57,693 shares of common stock to certain members of the Board, as restricted awards, subject to continued service with the Company. The shares vest over a three-month period beginning October 31, 2018 and the estimated fair value of these shares is being recognized as compensation expense over the vesting period of the award. The Company issued a total of 206,506 common stock awards to certain members of the Board during the year ended December 31, 2019.

On December 12, 2018, in connection with the Say Media Merger, the Company issued a total of 2,000,000 restricted stock awards to acquire common stock of the Company to key personnel for continuing services with Say Media, subject to vesting, and repurchase rights under certain circumstances (as further described below). The Company had the right to cancel for no consideration, or on a pro rata basis in certain circumstances, in the event the average monthly number of total unique users over a specified period did not meet certain user targets. As it was deemed probable the average monthly number of total unique would be satisfied at the time the restricted stock awards were issued, the Company determined the fair value of the restricted stock awards based on the quoted price of the Company’s common stock on the date issued. The shares vest one-third on the first anniversary date of issuance and then over twenty-four equal monthly installments after the first anniversary date and the estimated fair value of these shares is being recognized as compensation expense over the vesting period of the award.

On December 11, 2019, the Company modified the restricted stock awards vesting provisions issued in connection with the Say Media Merger to remove the repurchase rights, such that they will vest six equal installments at four-month intervals on the twelfth of each month, starting on December 12, 2019, with the final vesting date on August 12, 2021.

Unless otherwise stated, the fair value of a restricted stock award is determined based on the number of shares granted and the quoted price of the Company’s common stock on the date issued.

A summary of the restricted stock award activity during the years ended December 31, 2019 and 2018 is as follows:

	Number of Shares						Weighted Average Grant-Date
	Unvested			Vested			Fair Value
Restricted stock awards outstanding at January 1, 2018		6,979,596			5,537,556		$	0.41
Issued		4,606,503			-			0.72
Vested		(4,946,490	)		4,946,490
Forfeited		(329,735	)		-
Restricted stock awards outstanding at December 31, 2018		6,309,874			10,484,046			0.50
Issued		833,333			-			0.48
Vested		(3,926,542	)		3,926,542
Forfeited		(825,000	)		(402,512	)
Restricted stock awards outstanding at December 31, 2019		2,391,665			14,008,076			0.56

As of December 31, 2019 and 2018, there was $970,537 and $3,927,443 of total unrecognized compensation expense related to the restricted stock awards and units, including the effect of the waiver of the buy-back right, which is expected to be recognized over a weighted-average period of approximately 1.29 and 1.94 years, respectively.

The Company recorded forfeited unvested restricted stock awards and/or forfeited vested restricted stock awards used for tax withholding of 1,227,512 (825,000 forfeited awards and 402,512 used for tax withholding) and 329,735 during the years ended December 31, 2019 and 2018, respectively, on the consolidated statements of stockholders’ deficiency.

A modification of a certain restricted stock award issued to an employee was recognized upon termination of employment on December 20, 2018, resulting in $43,750 of compensation expense at the time of the modification.

Information with respect to compensation expense of the restricted stock awards is provided in Note 21.

Common Stock Warrants

Warrants issued to purchase shares of the Company’s common stock to MDB, L2, Strome, and B. Riley (collectively the “Financing Warrants”) are described below.

MDB Warrants – On November 4, 2016, in conjunction with the recapitalization, Integrated issued warrants to MDB (the “MDB Warrants”) to purchase 1,169,607 shares of common stock with an exercise price of $0.20 per share, of which 842,117 were exercised on April 30, 2018 under the cashless exercise provisions. A total of 327,490 warrants remain outstanding under this instrument as of December 31, 2019 after the cashless exercise, subject to customary anti-dilution adjustments, exercisable for a period of five years.

On October 19, 2017, the Company issued warrants to MDB which acted as placement agent in connection with a private placement of its common stock, to purchase 119,565 shares of common stock. The warrants have an exercise price of $1.15 per share, subject to customary anti-dilution adjustments, exercisable for a period of five years.

On January 4, 2018, the Company issued warrants to MDB which acted as placement agent in connection with a private placement of its common stock, to purchase 60,000 shares of common stock. The warrants have an exercise price of $2.50 per share, subject to customary anti-dilution adjustments, and may, in the event there is no effective registration statement covering the re-sale of the warrant shares, be exercised on a cashless basis, exercisable for a period of five years.

MDB Warrants exercisable for a total of 507,055 shares of the Company’s common stock were outstanding as of December 31, 2019. The MDB Warrants are recorded within the consolidated statements of stockholders’ equity.

L2 Warrants – Effective as of August 3, 2018, pursuant to the reset provision, the Company adjusted the exercise price to $0.50 per share (the floor exercise price) for the L2 Warrants and issued additional warrants to L2 to purchase 640,405 shares of common stock at an exercise price of $0.50 per share. As a result of the L2 Warrants exercise price being reduced to the floor exercise price on August 3, 2018 and triggering of the reset provision, the L2 Warrants no longer contain any reset provisions and will continue to be carried on the consolidated balance sheets as a derivative liability at fair value, as adjusted at each period-end since, among other criteria, delivery of unregistered shares is precluded upon exercise. As of December 31, 2018, the carrying amount of the derivative liability was $418,214 (see Note 15).

The L2 Warrants were exercisable for a period of five years, subject to customary anti-dilution adjustments, and may, in the event there was no effective registration statement covering the resale of the warrant shares, be exercised on a cashless basis in certain circumstances. During the year ended December 31, 2019, the L2 Warrants were exercised on a cashless basis during the year ended December 31, 2019.

Strome Warrants – On June 15, 2018, the Company modified the two securities purchase agreements dated January 4, 2018 and March 30, 2018 with Strome to eliminate the true-up provision under which the Company was committed to issue up to 1,700,000 shares of common stock in certain circumstances, as further described below. As consideration for such modification, the Company issued warrants to Strome (the “Strome Warrants”) to purchase 1,500,000 shares of common stock, exercisable at an initial price of $1.19 per share for a period of five years, subject to a reset provision and customary anti-dilution provisions. Strome was also granted observer rights on the Board.

The January 4, 2018 financing transaction did not include any true-up or make-good provisions, nor did it contain any lock-up provisions, however, the March 30, 2018 financing transaction included a true-up provision and a lock-up provision. The true-up provision required the Company to issue additional shares of common stock if Strome sold shares on a national securities exchange or the OTC marketplace or in an arm’s-length unrelated third-party private sale in the 90-day period beginning one year after March 30, 2018 at less than $2.50 per share, up to a maximum of one share for each share originally sold to Strome. In addition, the Company entered into a separate agreement with Strome dated March 30, 2018 that extended the true-up provisions to the shares of common stock sold in the January 4, 2018 financing. Accordingly, under this true-up provision, which became effective March 30, 2018, the Company was obligated to issue up to an additional 1,700,000 shares of common stock to Strome without any further consideration under certain conditions in the future. As a result of the true-up provision, the maximum number of shares issuable in these transactions were 3,400,000 with a $1.25 floor price per share, and may, in the event there is no effective registration statement covering the re-sale of the warrant shares, be exercised on a cashless basis in certain circumstances.

Effective as of August 3, 2018, pursuant to the reset provision, the Company adjusted the exercise price to $0.50 per share (the floor price) for the Strome Warrants. The Company accounted for the Strome Warrants, upon issuance, as a derivative liability because the warrants had a downward reset provision with a floor of $0.50 per share. The Company recorded the Strome Warrants at fair value in its consolidated balance sheets, with adjustments to fair value at each period-end. Upon issuance, the Company recognized a derivative liability of $1,344,648, which is reflected as a true-up termination fee on the consolidated statements of operations for the year ended December 31, 2018. As a result of the Strome Warrants exercise price being reduced to the floor exercise price on August 3, 2018 and the triggering of the reset provision, the Strome Warrants no longer contain any reset provisions and will continue to be carried on the consolidated balance sheets as a derivative liability at fair value, as adjusted at each period-end since, among other criteria, delivery of unregistered shares is precluded upon exercise. As of December 31, 2019 and 2018, the carrying amount of the derivative liability was $760,042 and $587,971, respectively (see Note 15).

B. Riley Warrants – On October 18, 2018, the Company issued warrants to the investors to purchase up to 875,000 shares of the Company’s common stock in connection with the 10% OID Convertible Debentures, with an exercise price of $1.00 per share, subject to customary anti-dilution adjustments, exercisable for a period of seven years. The warrant provides that upon the consummation of a subsequent financing, the $1.00 exercise price would be adjusted to (i), in the event that security issued in such subsequent financing is common stock, 125% of the effective per share purchase price of the common stock in such subsequent financing, (ii), in the event that the security issued in such subsequent financing is a common stock equivalent, 100% of the effective per share purchase price of the common stock underlying the common stock equivalent issued in such subsequent financing, or (iii), in the event that the primary securities issued such subsequent financing includes a combination of common stock and common stock equivalents, the greater of (a) 125% of the effective per share purchase price of the common stock issued in such subsequent financing or (b) 100% of the effective per share purchase price of the common stock underlying the common stock equivalents.

The Company determined that the aforementioned $1.00 exercise price adjustment provisions were inconsequential since the Company did not anticipate issuing common stock or common stock equivalents that would trigger a subsequent financing condition, therefore, the fair value of the warrants were determined under a Black-Scholes pricing model and reflected as a warrant derivative liability upon issuance at fair value, as adjusted at each period-end. If at any time after the six-month anniversary of the issuance of the warrants, if there is no effective registration statement covering the re-sale of the shares of common stock underlying the warrants, the warrants may be exercised on a cashless basis. As of December 31, 2019 and 2018, the carrying amount of the derivative liability was $607,513 $358,050, respectively (see Note 15).

A summary of the Financing Warrants activity during the years ended December 31, 2019 and 2018 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Financing Warrants outstanding at January 1, 2018		1,289,172		$	0.29
Issued		2,861,558			1.17
Exercised		(842,117	)		0.20
Issued as result of the reset provision on August 3, 2018		640,405			0.50
Financing Warrants outstanding at December 31, 2018		3,949,018			0.64		4.81
Exercised		(1,066,963	)
Financing Warrants outstanding at December 31, 2019		2,882,055			0.80		3.95
Financing Warrants exercisable at December 31, 2019		2,882,055			0.80		3.95

The aggregate issue date fair value of the Financing Warrants issued during the year ended December 31, 2018 was $2,478,359.

During 2019, the exercise of the 1,066,963 warrants in September 2019 on a cashless basis resulted in the issuance of 539,331 net shares of common stock when the common stock price was $0.80 per share.

During 2018, the exercise of the 842,117 warrants in April 2018 on a cashless basis resulted in the issuance of 736,853 net shares of common stock when the common stock price was $1.60 per share.

The intrinsic value of exercisable but unexercised in-the-money stock warrants as of December 31, 2019 was approximately $646,000, based on a fair market value of the Company’s common stock of $0.80 per share on December 31, 2019.

The Financing Warrants outstanding and exercisable as of December 31, 2019 are summarized as follows:

				Outstanding
				Classified as Derivative		Classified within Stockholders’		Total
	Exercise Price		Expiration Date	Liabilities (Shares)		Equity (Shares)		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

Channel Partner Warrants – On December 19, 2016, the Board approved up to 5,000,000 stock warrants to issue shares of the Company’s common stock to provide equity incentive to its Channel Partners (the “Channel Partner Warrants”) to motivate and reward them for their services to the Company and to align the interests of the Channel Partners with those of stockholders of the Company. On August 23, 2018, the Board approved a reduction of the number of warrant reserve shares from 5,000,000 to 2,000,000. The issuance of the Channel Partner Warrants is administered by management and approved by the Board.

Information with respect to stock-based compensation related to the Channel Partner Warrants is provided in Note 21.

ABG Warrants – On June 14, 2019, the Company issued 21,989,844 warrants to acquire the Company’s common stock to ABG in connection with the Sports Illustrated Licensing Agreement, expiring in ten years. Half the warrants have an exercise price of $0.42 per share (the “Forty-Two Cents Warrants”). The other half of the warrants have an exercise price of $0.84 per share (the “Eighty-Four Cents Warrants”). The warrants provide for the following: (1) 40% of the Forty-Two Cents Warrants and 40% of the Eighty-Four Cents Warrants vest in equal monthly increments over a period of two years beginning on the one year anniversary of the date of issuance of the warrants (any unvested portion of such warrants to be forfeited by ABG upon certain terminations by the Company of the Sports Illustrated Licensing Agreement); (2) 60% of the Forty-Two Cents Warrants and 60% of the Eighty-Four Cents Warrants vest based on the achievement of certain performance goals for the licensed brands in calendar years 2020, 2021, 2022, or 2023; (3) under certain circumstances the Company may require ABG to exercise all (and not less than all) of the warrants, in which case all of the warrants will be vested; (4) all of the warrants automatically vest upon certain terminations of the Licensing Agreement by ABG or upon a change of control of the Company; and (5) ABG has the right to participate, on a pro-rata basis (including vested and unvested warrants, exercised or unexercised), in any future equity issuance of the Company (subject to customary exceptions).

Information with respect to stock-based compensation related to the ABG Warrants is provided in Note 21.

Stock-Based Compensation

12 Months Ended

Dec. 31, 2019

Stock-Based Compensation

21. Stock–Based Compensation

Common Stock Awards

2016 Plan – On December 19, 2016, the Board adopted the 2016 Stock Incentive Plan (the “2016 Plan”). The purpose of the 2016 Plan is to advance the interests of the Company and its stockholders by enabling the Company and its subsidiaries to attract and retain qualified individuals through opportunities for equity participation in the Company, and to reward those individuals who contribute to the Company’s achievement of its economic objectives. The 2016 Plan allows the Company to grant statutory and non-statutory common stock options, and restricted stock awards (collectively the “common stock awards”) to acquire shares of the Company’s common stock to the Company’s employees, directors and consultants. Shares subject to an award that lapse, expire, are forfeited or for any reason are terminated unexercised or unvested will automatically again become available for issuance under the 2016 Plan. Stock awards issued under the 2016 Plan may have a term of up to ten years and may have variable vesting provisions consisting of time-based and performance-based.

On March 28, 2018, the Board approved an increase in the number of shares of the Company’s common stock reserved for grant pursuant to the 2016 Plan from 3,000,000 shares to 5,000,000 shares. On August 23, 2018, the Board increased the authorized number of shares of common stock under the 2016 Plan from 5,000,000 shares to 10,000,000 shares. The Company’s stockholders approved the increase in the number of shares authorized under the 2016 Plan on April 3, 2020. The 2016 Plan is administered by the Board, and there were no grants prior to the formation of the 2016 Plan.

The estimated fair value of the common stock awards is recognized as compensation expense over the vesting period of the award.

The fair value of common stock awards granted during the year ended December 31, 2018 were calculated using the Black-Scholes option pricing model utilizing the following assumptions:

Risk-free interest rate			2.27% – 3.05%
Expected dividend yield			0.00%
Expected volatility			108.34% – 139.36%
Expected life			3.0 – 6.0 years

A summary of the common stock award activity during the years ended December 31, 2019 and 2018 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Common stock awards outstanding at January 1, 2018		2,176,637		$	1.25		9.25
Granted		8,187,750			0.84
Exercised		(125,000	)		0.17
Forfeited		(732,353	)		1.41
Expired		(101,493	)		1.49
Common stock awards outstanding at December 31, 2018		9,405,541			0.61		9.30
Exercised		(25,000	)		0.17
Forfeited		(1,197,776	)		0.73
Expired		(118,204	)		1.09
Common stock awards outstanding at December 31, 2019		8,064,561			0.62		8.34
Common stock awards exercisable at December 31, 2019		4,970,584			1.02		8.25
Common stock awards not vested at December 31, 2019		3,093,977
Common stock awards available for future grants at December 31, 2019		1,935,439

The aggregate grant date fair value of common stock awards granted during the year ended December 31, 2018 was $5,566,385. The aggregate intrinsic value as of December 31, 2019 and 2018 was approximately $1,452,000 and none, respectively.

Outstanding options for 3,093,977 shares of the Company’s common stock had not vested at December 31, 2019.

As of December 31, 2019 and 2018, there was $1,697,036 and $4,338,362, respectively, of total unrecognized compensation expense related to common stock awards granted, which is expected to be recognized over a weighted-average period of approximately 1.34 and 2.19 years, respectively.

The intrinsic value of exercisable but unexercised in-the-money common stock options as of December 31, 2019 was approximately $631,000 based on a fair market value of the Company’s common stock of $0.80 per share on December 31, 2019.

In conjunction with the recapitalization, the Company assumed 175,000 fully vested common stock options having an exercise price of $0.17 per share and an expiration date of May 15, 2019. Of those options, 125,000 were exercised in June 2018 on a cashless basis resulting in the issuance of 106,154 net shares of common stock.

The exercise prices of common stock awards outstanding and exercisable are as follows as of December 31, 2019:

Exercise	Outstanding		Exercisable
Price	(Shares)		(Shares)
Under $1.00		5,048,750		2,539,496
$1.01 to $1.25		1,553,333		1,154,687
$1.26 to $1.50		28,309		18,448
$1.51 to $1.75		345,000		239,759
$1.76 to $2.00		924,169		904,444
$2.01 to $2.25		135,000		83,750
$2.26 to $2.50		30,000		30,000
		8,064,561		4,970,584

Common Equity Awards

2019 Plan – On April 4, 2019, the Board adopted the 2019 Equity Incentive Plan (the “2019 Plan”). The purpose of the 2019 Plan is to retain the services of our directors, employees, and consultants and align the interests of these individuals with the interests of our stockholders through awards of stock options, restricted stock awards, unrestricted stock awards, and stock appreciation rights (collectively the “common equity awards”). Certain common equity awards require the achievement of certain price targets of the Company’s common stock. Shares subject to a common equity award that lapse, expire, are forfeited or for any reason are terminated unexercised or unvested will automatically again become available for issuance under the 2019 Plan. Common stock options issued under the 2019 Plan may have a term of up to ten years and may have variable vesting provisions consisting of time-based, performance-based, or market-based.

The Company’s stockholders approved the 2019 Plan and the maximum number of shares authorized of 85,000,000 under the 2019 Plan on April 3, 2020. Initially, the Company did not have sufficient authorized but unissued shares of common stock to allow for the exercise of the stock options granted under the 2019 Plan; accordingly, as of December 31, 2019, any equity award grants under the 2019 Plan were considered as unfunded and were not exercisable until sufficient shares of common stock were authorized (further details subsequent to the date of these consolidated financial statements are provided under the heading 2019 Equity Incentive Plan in Note 28).

The estimated fair value of the common equity awards is recognized as compensation expense over the vesting period of the award.

The fair value of common equity awards granted during the year ended December 31, 2019 was calculated using the Black-Scholes option pricing model for the time-based and performance-based awards by an independent appraisal firm under the Probability Weighted Scenarios utilizing the following assumptions:

	Up-list		No Up-list
Risk-free interest rate		1.51% – 2.59%		1.51% – 2.59%
Expected dividend yield		0.00%		0.00%
Expected volatility		69.00% – 95.00%		119.00% – 149.00%
Expected life		3.0 – 6.0 years		3.0 – 6.0 years

The fair value of common equity awards granted during the year ended December 31, 2019 were calculated using the Monte Carlo model for the market-based awards by an independent appraisal firm under the Probability Weighted Scenarios utilizing the following assumptions:

	Up-list		No Up-list
Risk-free interest rate		2.20% – 2.70%		2.16% – 2.71%
Expected dividend yield		0.00%		0.00%
Expected volatility		140.00% – 146.00%		110.00%
Expected life		10.0 years		10.0 years

A summary of the common equity award activity during the year ended December 31, 2019 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Common equity awards outstanding at January 1, 2019		-		$	-		-
Granted		68,180,863			0.53
Forfeited		(3,167,218	)		0.53
Common equity awards outstanding at December 31, 2019		65,013,645			0.53		9.43
Common equity awards vested at December 31, 2019		55,556
Common equity awards exercisable at December 31, 2019		-
Common equity awards not vested at December 31, 2019		64,958,089
Common equity awards available for future grants at December 31, 2019		19,986,355

The aggregate grant date fair value for the common equity awards granted during the year ended December 31, 2019 was $30,864,185. The aggregate intrinsic value as of December 31, 2019 was approximately $17,554,000.

Outstanding options for 64,958,089 shares of the Company’s common stock had not vested as of December 31, 2019.

As of December 31, 2019, there was $20,140,032 of total unrecognized compensation expense related to the common equity awards granted, which is expected to be recognized over a weighted-average period of approximately 2.54 years.

The intrinsic value of exercisable but unexercised in-the-money common stock options as of December 31, 2019 was approximately $6,000 based on a fair market value of the Company’s common stock of $0.80 per share on December 31, 2019.

The exercise prices for the common equity awards outstanding, vested and exercisable are as follows at December 31, 2019:

Exercise	Outstanding		Vested		Exercisable
Price	(Shares)		(Shares)		(Shares)
No exercise price		250,000		-		-
Under $1.00		64,763,645		55,566		-
		65,013,645		55,556		-

Outside Options

The Company granted stock options outside the 2016 Plan and 2019 Plan during the year ended December 31, 2019 to certain officers, directors and employees of the Company as approved by the Board and administered by the Company (the “outside options”). The stock options were to acquire shares of the Company’s common stock and were subject to: (1) time-based vesting; (2) certain performance-based targets; and (3) certain performance achievements. Options to purchase common stock issued pursuant to the Outside Plan may have a term of up to ten years. The Company did not have sufficient authorized but unissued shares of common stock to allow for the exercise of these common stock options granted; accordingly, any common stock options granted were considered unfunded and were not exercisable until sufficient common shares were authorized (further details subsequent to the date of these consolidated financial statements are provided under the heading Sequencing Policy in Note 28).

The fair value for the outside options granted during the year ended December 31, 2018 were calculated using the Black-Scholes option-pricing model utilizing the following assumptions:

Risk-free interest rate			2.79% – 3.09%
Expected dividend yield			0.00%
Expected volatility			113.49% – 116.86%
Expected life			6.0 years

The fair value for the outside options granted during the year ended December 31, 2019 were calculated using the Black-Scholes option pricing model for the time-based and performance-based awards by an independent appraisal firm under the Probability Weighted Scenarios utilizing the following assumptions:

	Up-list		No Up-list
Risk-free interest rate		2.49% – 2.57%		2.49% – 2.57%
Expected dividend yield		0.00%		0.00%
Expected volatility		74.00% – 95.00%		122.00% – 142.00%
Expected life		3.0 – 5.8 years		3.0 – 5.8 years

A summary of outside option activity during the years ended December 31, 2019 and 2018 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Outside options outstanding at January 1, 2018		-		$	-
Granted		2,414,000			0.36
Outside options outstanding at December 31, 2018		2,414,000			0.36		9.94
Granted		1,500,000			0.57		9.94
Exercised		(2,000	)		0.35
Forfeited		(180,000	)		0.35
Expired		(7,333	)		0.35
Outside options outstanding at December 31, 2019		3,724,667			0.21		9.04
Outside options vested at December 31, 2019		1,203,667			0.89		9.02
Stock options exercisable at December 31, 2019		-
Stock options not vested at December 31, 2019		2,521,000

The aggregate grant date fair value of outside options granted during the years ended December 31, 2019 and 2018 was $675,000 and $755,884, respectively. The aggregate intrinsic value as of December 31, 2019 and 2018 was approximately $2,198,000 and $278,000, respectively.

Outstanding options for 2,521,000 shares of the Company’s common stock had not vested as of December 31, 2019.

As of December 31, 2019 and 2018, there was $958,315 and $733,875 of total unrecognized compensation expense related to common stock options granted, which is expected to be recognized over a weighted-average period of approximately 2.07 and 2.92 years, respectively.

The intrinsic value of exercisable but unexercised in-the-money common stock options as of December 31, 2019 was approximately $445,000 based on a fair market value of the Company’s common stock of $0.80 per share on December 31, 2019.

The exercise prices of outside options outstanding, vested and exercisable are as follows as of December 31, 2019:

Exercise

Outstanding

Vested

Exercisable

Price

(Shares)

Under $1.00

3,724,667

1,203,667

Channel Partner Warrants

On December 19, 2016, as amended on August 23, 2017, and August 23, 2018, the Board approved the Channel Partner Warrant Program (the “Channel Partner Warrant Program”) to be administered by management that authorized the Company to grant Channel Partner Warrants. As of December 31, 2019, Chanel Partner Warrants to purchase up to 2,000,000 shares of common stock issued pursuant to the Channel Partner Warrant Program were reserved for grant.

The Channel Partner Warrants had certain performance conditions. Pursuant to the terms of the Channel Partner Warrants, the Company would notify the respective Channel Partner of the number of shares earned, with one-third of the earned shares vesting on the notice date, one-third of the earned shares vesting on the first anniversary of the notice date, and the remaining one-third of the earned shares vesting on the second anniversary of the notice date. The Channel Partner Warrants had a term of five years from issuance and could also be exercised on a cashless basis. Performance conditions are generally based on the average of number of unique visitors on the channel operation by the Channel Partner generated during the six-month period from the launch of the Channel Partner’s operations on the Company’s technology platform or the revenue generated during the period from the issuance date through a specified end date.

The Channel Partner Warrants are revalued each reporting period to determine the amount to be recorded as an expense in the respective period. As the Channel Partner Warrants vest, they are valued on each vesting date. Channel Partner Warrants with performance conditions that do not have sufficiently large disincentive for non-performance are measured at fair value that is not fixed until performance is complete. The estimated fair value of the equity-based awards is recognized as an expense at the vesting date of the award. The fair value of the Channel Partner Warrant is estimated at the vesting date as calculated using the Black-Scholes option-pricing model. The Black-Scholes model requires various highly judgmental assumptions including expected volatility and warrant life.

The fair value of Channel Partner Warrants issued during the year ended December 31, 2018 were calculated using the Black-Scholes option-pricing model utilizing the following assumptions:

Risk-free interest rate			2.54% – 2.89%
Expected dividend yield			0.00%
Expected volatility			95.73% – 119.45%
Expected life			3.0 – 5.0 years

A summary of the Channel Partner Warrants activity during the years ended December 31, 2019 and 2018 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Channel Partner Warrants outstanding at January 1, 2018		1,303,832		$	1.48		4.35
Issued		295,000			1.74
Forfeited		(581,692	)		1.47
Channel Partner Warrants outstanding at December 31, 2018		1,017,140			1.47		3.26
Forfeited		(77,599	)		1.62
Channel Partner Warrants outstanding at December 31, 2019		939,541			1.46		2.57
Channel Partner Warrants exercisable at December 31, 2019		613,041			1.50		2.63
Channel Partner Warrants available for future grants at December 31, 2019		1,060,459

The exercise prices range from $1.32 to $2.25 per share. There was no intrinsic value of exercisable but unexercised in-the-money Channel Partner Warrants since the fair market value of $0.48 per share of the Company’s common stock was lower than the exercise prices on December 31, 2019.

Restricted Stock Units

On May 31, 2019, the Company issued 2,399,997 restricted stock units to HubPages employees in settlement of the true-up provisions of the restricted stock awards issued at the time of the HubPages Merger. Each restricted stock unit represents the right to receive a number of the shares of the Company’s common stock pursuant to a grant agreement, subject to certain terms and conditions, and will be credited to a separate account maintained by the Company. All amounts credited to the separate account will be part of the general assets of the Company. The restricted stock units will vest in accordance with the grant agreement in six equal installments at four-month intervals on the first of each month, starting on June 1, 2019, with the final vesting date on February 1, 2021. In addition to the vesting schedule as aforementioned, the restricted stock units would not vest until the Company increased its authorized shares of the Company’s common stock. Each restricted stock unit granted and credited to the separate account for the employee will be issued by the Company upon the authorized shares of the Company’s common stock increased (further details subsequent to the date of these consolidated financial statements are provided under the heading Restricted Stock and Sequencing Policy in Note 28). Further, unless otherwise specified in an employee’s grant agreement, vesting will cease upon the termination of the employees continuous service.

The fair value of a restricted stock award is determined based on the number of shares granted and the quoted price of the Company’s common stock on the date issued during the year ended December 31, 2019.

A summary of the restricted stock unit activity during the year ended December 31, 2019 is as follows:

					Weighted Average
	Number of Shares				Grant-Date
	Unvested		Vested		Fair Value
Restricted stock units outstanding at January 1, 2019		-		-	$	-
Issued		2,399,997		-		0.45
Restricted stock units outstanding at December 31, 2019		2,399,997		-		0.45
Restricted stock units credited to a separate account at December 31, 2019		-		-

As of December 31, 2019, there was $559,412 of total unrecognized compensation expense related to the restricted stock unit which is expected to be recognized over a weighted-average period of approximately 1.09 years.

ABG Warrants

In connection with the Sports Illustrated Licensing Agreement and issuance of the ABG Warrants to purchase up to 21,989,844 shares of the Company’s common stock, the Company recorded the issuance of the warrants as stock-based compensation in accordance with the adoption of ASU 2018-07 with the fair value of the warrants measured at the time of grant and expensed over the requisite service period.

The fair value of the ABG Warrants granted during the year ended December 31, 2019 were calculated using the Monte Carlo model by an independent appraisal firm under the Probability Weighted Scenarios utilizing the following assumptions:

	Up-list		No Up-list
Risk-free interest rate		2.00% – 2.10%		2.00% – 2.10%
Expected dividend yield		0.00%		0.00%
Expected volatility		51.00% – 52.00%		121.00% – 123.00%
Expected life		6.0 – 7.3 years		6.2 – 7.3 years

A summary of the ABG Warrant activity during the year ended December 31, 2019 is as follows:

Weighted

Average

Weighted

Remaining

Number

Average

Contractual

Exercise

Life

Shares

Price

(in Years)

ABG Warrants outstanding at January 1, 2019

Issued

21,989,844

0.55

ABG Warrants outstanding at December 31, 2019

21,989,844

0.55

9.46

ABG Warrants exercisable at December 31, 2019

ABG Warrants not vested at December 31, 2019

21,989,844

The aggregate issue date fair value of the ABG Warrants issued during the year ended December 31, 2019 was $5,458,979.

As of December 31, 2019, there was $4,663,176 of total unrecognized compensation expense related to the ABG Warrants granted, which is expected to be recognized over a weighted-average period of approximately 3.38 years.

Stock–based compensation and equity-based expense charged to operations or capitalized during the years ended December 31, 2019 and 2018 are summarized as follows:

	Year Ended December 31, 2019
	Restricted		Common		Common				Channel
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Cost of revenue	$	122,192	$	44,520	$	774,632	$	1,580	$	50,828	$	-	$	993,752
Selling and marketing		34,393		100,388		455,280		242,399		-		-		832,460
General and administrative		2,541,468		1,660,607		3,383,338		157,359		-		795,803		8,538,575
Total costs charged to operations		2,698,053		1,805,515		4,613,250		401,338		50,828		795,803		10,364,787
Capitalized platform development		535,004		175,837		590,618		5,931		-		-		1,307,390
Total stock-based compensation	$	3,233,057		1,981,352	$	5,203,868	$	407,269	$	50,828	$	795,803	$	11,672,177

	Year Ended December 31, 2018
	Restricted		Common		Common				Channel
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Cost of revenue	$	6,745	$	-	$	-	$	-	$	152,460	$	-	$	159,205
Selling and marketing		607		67,062		8,782		-		-		-		76,451
General and administrative		2,973,051		1,130,326		1,791		-		-		-		4,105,168
Total costs charged to operations		2,980,403		1,197,388		10,573		-		152,460		-		4,340,824
Capitalized platform development		1,639,038		211,346		-		-		-		-		1,850,384
Total stock-based compensation	$	4,619,441		1,408,734	$	10,573	$	-	$	152,460	$	-	$	6,191,208

Settlement of Promissory Notes Receivable

12 Months Ended

Dec. 31, 2019

Settlement Of Promissory Notes Receivable

Settlement of Promissory Notes Receivable

22. Settlement of Promissory Notes Receivable

On March 19, 2018, the Company entered into a non-binding letter of intent (the “Letter of Intent”) to acquire Say Media, a media and publishing technology company. Pursuant to the Letter of Intent, Maven loaned Say Media $1,000,000 under a secured promissory note dated March 26, 2018 payable on the six month anniversary of the earlier of (i) the termination of the Letter of Intent, or (ii) if Maven and Say Media should execute a definitive agreement (as defined in the Letter of Intent), the termination of the definitive agreement (such date, the “Maturity Date”). Pursuant to the secured promissory note, interest accrues at a rate of 5% per annum, with all accrued and unpaid interest payable on the Maturity Date, with prepayment permitted at any time without premium or penalty. In the event of default, interest would accrue at a rate of 10%.

Additional promissory notes were issued as follows: (1) on July 23, 2018, a secured promissory note in the principal amount of $250,000, with the Maturity Date and interest terms as set forth above; (2) on August 21, 2018, a senior secured promissory note in the principal amount of $322,363, due and payable on February 21, 2019, with interest terms as set forth above; (3) on November 30, 2018, a senior secured promissory note in the principal amount of $4,322,166, due and payable on or before the first business day following the earlier of (i) the consummation of the Closing, as defined under the Say Media Merger Agreements, and (ii) February 21, 2019, with interest terms as outlined above. As of December 12, 2018, the aggregate outstanding principal amounts totaled $5,894,529, with respect to the foregoing promissory notes.

On December 12, 2018, pursuant to the Say Media Merger Agreements entered into on October 12, 2018 and amended on October 17, 2018, the Company settled the promissory notes receivable by effectively forgiving $3,366,031 of the balance due at closing as reflected on the consolidated statements of operations. The remainder of the outstanding principal amounts of the promissory notes consisting of $2,078,498, advanced for payments owed in connection with the closing of the Say Media Merger, and $450,000, advanced for acquisition-related legal fees of Say Media, were reflected as part of the purchase price.

Liquidated Damages

12 Months Ended

Dec. 31, 2019

Liquidated Damages

Liquidated Damages

23. Liquidated Damages

The following tables summarize the Liquidated Damages recognized during the years ended December 31, 2019 and 2018, with respect to the registration rights agreements and securities purchase agreements:

	Year Ended December 31, 2019
	Series H Preferred Stock		12% Convertible Debentures		Series I Preferred Stock		Series J Preferred Stock		Total Liquidated Damages
Registration Rights Damages	$	-	$	-	$	138,600	$	-	$	138,600
Public Information Failure Damages		-		102,246		69,300		-		171,546
Accrued interest		-		16,162		262,193		140,015		418,370
Balance	$	-	$	118,408	$	470,093	$	140,015	$	728,516

	Year Ended December 31, 2018
	MDB Common Stock to Be Issued		Series H Preferred Stock		12% Convertible Debentures		Total Liquidated Damages
Registration Rights Damages	$	15,001	$	1,163,955	$	-	$	1,178,956
Public Information Failure Damages		-		1,163,955		706,944		1,870,899
Accrued interest		-		481,017		116,726		597,743
Totals	$	15,001	$	2,808,927	$	823,670	$	3,647,598

Income Taxes

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Income Taxes

24. Income Taxes

The components of the benefit for income taxes consist of the following:

	Years Ended December 31,
	2019		2018
Current tax benefit:
Federal	$	-	$	-
State and local		-		-
Total current tax benefit		-		-
Deferred tax benefit:
Federal		9,802,070		3,359,203
State and local		3,053,709		1,498,009
Change in valuation allowance		6,685,348		(4,765,579	)
Total deferred tax benefit		19,541,127		91,633
Total income tax benefit	$	19,541,127	$	91,633

On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (“TCJA”). The TCJA reduces the U.S. federal corporate tax rate from 35% to 21%, imposes a one-time repatriation tax, and numerous other provisions transitioning to a territorial system.

Proposed amendments to the Income Tax Regulations under Section 163(j) of the U.S. Internal Revenue Code were issued on November 26, 2018 and were effective for the taxable year 2019 after publication in the Federal Register, at which time they will be adopted by the Company. Additional discussion of the impact of the TCJA on the consolidated financial statements is included below.

The components of deferred tax assets and liabilities were as follows:

	As of December 31,
	2019			2018
Deferred tax assets:
Net operating loss carryforwards	$	20,998,172		$	10,474,525
Tax credit carryforwards		263,873			263,873
Allowance for doubtful accounts		450,116			16,017
Accrued expenses and other		64,494			64,849
Deferred rent		-			21,233
Contract liabilities		-			84,622
Liquidated damages payable		1,078,235			646,146
Stock-based compensation		1,055,083			242,545
Operating lease liability		223,596			-
Depreciation and amortization		3,921,952			981,850
Current deferred tax assets		28,055,521			12,795,660
Valuation allowance		(3,484,746	)		(8,541,191	)
Total deferred tax assets		24,570,775			4,254,469
Deferred tax liabilities:
Prepaid expenses		(148,051	)		-
Contract liabilities		(67,295	)		-
Acquisition-related intangibles		(24,355,429	)		(4,254,469	)
Total deferred tax liabilities		(24,570,775	)		(4,254,469	)
Net deferred tax	$	-		$	-

The Company must make judgements as to the realization of deferred tax assets that are dependent upon a variety of factors, including the generation of future taxable income, the reversal of deferred tax liabilities, and tax planning strategies. To the extent that the Company believes that recovery is not likely, it must establish a valuation allowance. A valuation allowance has been established for deferred tax assets which the Company does not believe meet the “more likely than not” criteria. The Company’s judgments regarding future taxable income may change due to changes in market conditions, changes in tax laws, tax planning strategies or other factors. If the Company’s assumptions and consequently its estimates change in the future, the valuation allowances it has established may be increased or decreased, resulting in a respective increase or decrease in income tax expense. Based upon the Company’s historical operating losses and the uncertainty of future taxable income, the Company has provided a valuation allowance primarily against its deferred tax assets up to the deferred tax liabilities as of December 31, 2019 and 2018.

As of December 31, 2019, the Company had federal, state, and local net operating loss carryforwards available of approximately $75.00 million, $59.66 million, and $22.66 million, respectively, to offset future taxable income. Net operating losses for U.S. federal tax purposes of $34.44 million do not expire (limited to 80% of taxable income in a given year) and $40.56 million will expire, if not utilized, through 2037 in various amounts. As of December 31, 2018, the Company had federal, state, and local net operating loss carryforwards available of approximately $36.65 million, $33.93 million, and $8.15 million, respectively, to offset future taxable income.

Sections 382 and 383 of the Internal Revenue Code imposes restrictions on the use of a corporation’s net operating losses, as well as certain recognized built-in losses and other carryforwards, after an ownership change occurs. A section 382 ownership change occurs if one or more stockholders or groups of stockholders who own at least 5% of the Company’s common stock increase their ownership by more than 50 percentage points over their lowest ownership percentage within a rolling three-year period. Future issuances or sales of the Company’s common stock (including certain transactions involving the Company’s common stock that are outside of the Company’s control) could also result in an ownership change under section 382. If an ownership change occurs, Section 382 would impose an annual limit on the amount of pre-change net operating losses and other losses we can use to reduce our taxable income generally equal to the product of the total value of the Company’s outstanding equity immediately prior to the ownership change (subject to certain adjustments) and the long-term tax exempt interest rate for the month of the ownership change.

The Company believes that it did have a change in control under these sections in connection with its recapitalization on November 4, 2016 and utilization of the carryforwards would be limited such that the majority of the carryforwards will never be available. Accordingly, the Company has not recorded those net operating loss carryforwards and credit carryforwards in its deferred tax assets. The Company completed a preliminary section 382 analysis as of December 31, 2019 and concluded it may have experienced an ownership change as a result of certain equity offerings during 2018. The Company concluded that its federal net operating loss carryforwards, including any net operating loss carryforwards as a result of the mergers during 2018 and 2019, resulted in annual limitations on the overall net operating loss carryforward and that the ownership change during 2018 would impose an annual limit on the net operating loss carryforwards and could cause federal income taxes (similar provisions apply for state and local income taxes) to be paid earlier than otherwise would be paid if such limitations were not in effect. The federal, state, and local net operating loss carryforwards are stated net of any such anticipated limitations as of December 31, 2019.

The benefit for income taxes on the statement of operations differs from the amount computed by applying the statutory federal income tax rate to loss before the benefit for income taxes, as follows:

	Years Ended December 31,
	2019						2018
	Amount			Percent			Amount			Percent
Federal benefit expected at statutory rate	$	(12,188,924	)		21.0	%	$	(5,493,498	)		21.0	%
State and local taxes, net of federal benefit		(3,053,709	)		5.3	%		(1,498,009	)		5.7	%
Stock-based compensation		276,382			(0.5	)%		434,556			(1.7	)%
Other differences, net		199,642			(0.3	)%		246,614			(0.8	)%
Valuation allowance		(6,685,348	)		11.5	%		4,765,579			(18.2	)%
Permanent differences		1,910,830			(3.3	)%		1,453,125			(5.6	)%
Tax benefit and effective income tax rate	$	(19,541,127	)		33.7	%	$	(91,633	)		0.4	%

The Company recognizes the tax benefit from uncertain tax positions only if it is “more likely than not” that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to income tax matters in income tax expense. The Company is also required to assess at each reporting date whether it is reasonably possible that any significant increases or decreases to its unrecognized tax benefits will occur during the next 12 months.

The Company did not recognize any uncertain tax positions or any accrued interest and penalties associated with uncertain tax positions for the years ended December 31, 2019 and 2018. The Company files tax returns in the U.S. federal jurisdiction and New York, California, and other states. The Company is generally subject to examination by income tax authorities for three years from the filing of a tax return, therefore, the federal and certain state returns from 2016 forward and the California returns from 2015 forward are subject to examination. The Company currently is not under examination by any tax authority.

Related Party Transactions

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Related Party Transactions

12 Months Ended

Dec. 31, 2019

25. Related Party Transactions

On January 4, 2018, the Company completed a private placement of its common stock, selling 1,200,000 shares at $2.50 per share, for total gross proceeds of $3,000,000. In connection with the offering, MDB, which acted as placement agent, was entitled to 60,000 shares of the Company’s common stock and warrants to purchase 60,000 shares of the Company’s common stock.

On June 15, 2018, four investors invested a total of $4,775,000 in 10% Convertible Debenture offering. Included in the total was an investment of $3,000,000 by Strome who beneficially owned more than 10% of the shares of the Company’s common stock, $1,000,000 by the Company’s then-Chief Executive Officer, James C. Heckman, and $25,000 from the Company’s then-President, Joshua Jacobs, totaling $4,025,000. Interest was payable on the 10% Convertible Debentures at the rate of 10% per annum, payable in cash semi-annually on December 31 and June 30, and on maturity, beginning on December 31, 2018, and the 10% Convertible Debentures were due and payable on June 30, 2019. The 10% Convertible Debentures were converted on August 10, 2018, as described below, where the investors received additional interest payments to provide the investor with a 20% annual internal rate of return. Upon conversion, Strome received $600,000, James C. Heckman received $200,000, and Joshua Jacobs received $5,000 in satisfaction of the 20% annual internal rate of return by issuing additional shares of the Series H Preferred Stock.

On June 15, 2018, the Company also modified two previous securities purchase agreements dated January 4, 2018 and March 30, 2018 with Strome to eliminate a true-up provision entered into on March 30, 2018 under which the Company was committed to issue up to 1,700,000 shares of the Company’s common stock in certain circumstances. As consideration for such modification, the Company issued a warrant to Strome to purchase up to 1,500,000 shares of the Company’s common stock, exercisable at an initial price of $1.19 per share for a period of five years.

On August 10, 2018, the Company closed on a securities purchase agreement with certain accredited investors, pursuant to which it issued an aggregate of 19,400 shares of Series H Preferred Stock at a stated value of $1,000, initially convertible into 58,787,879 shares of its common stock, at the option of the holder subject to certain limitations, at a conversion rate equal to the stated value divided by the conversion price of $0.33 per share, for aggregate gross proceeds of $19,399,250. Of the shares of Series H Preferred Stock issued, Strome received 3,600 shares, James C. Heckman or an affiliated entity of his, received 1,200 shares, and Joshua Jacobs received 30 shares upon conversion of the 10% Convertible Debentures.

On August 10, 2018, B. Riley FBR, acted as placement agent for the Series H Preferred Stock financing, and was paid $575,000 in cash, for its services as placement agent, and issued 669 shares (stated value of $1,000 per share) of Series H Preferred Stock.

On October 18, 2018, the Company entered into a securities purchase agreement with two accredited investors, B. Riley and an affiliated entity of B. Riley, pursuant to which it issued to the investors the 10% OID Convertible Debentures resulting in net proceeds of $3,285,000. B. Riley’s legal fees and expenses of $40,000 were netted from the proceeds received by them. The Company issued warrants to B. Riley to purchase up to 875,000 shares of the Company’s common stock in connection with this securities purchase agreement.

On December 12, 2018, the Company converted the 10% OID Convertible Debentures to the 12% Convertible Debentures under a securities purchase agreement with three accredited investors, for aggregate proceeds of $3,551,528, which included principal and interest of the 10% OID Convertible Debentures. Upon conversion, interest of $82,913 was recorded for the 10% OID Convertible Debentures held by B. Riley. The Company received net proceeds from B. Riley or its affiliated entities of $8,950,000 under 12% Convertible Debentures. The Company paid B. Riley FBR cash of $540,000 as placement agent in the offering. B. Riley’s legal fees and expenses of $50,000 were netted from the proceeds received by them. The 12% Convertible Debentures are due and payable on December 31, 2020. Interest accrues at the rate of 12% per annum, payable on the earlier of conversion or December 31, 2020. The Company’s obligations under the 12% Convertible Debentures are secured by a security agreement, dated as of October 18, 2018, by and among us and each investor thereto.

On June 10, 2019, the Company entered into the 12% Senior Secured Note agreement with one accredited investor, BRF Finance, an affiliated entity of B. Riley, pursuant to which the Company issued to the investor a 12% senior secured note, due July 31, 2019. In connection with the 12% Senior Secured Note, B. Riley FBR received a placement fee from the proceeds of $1,000,000 and legal fees and expenses of $135,000.

On June 14, 2019, the Company entered into the 12% Amended Senior Secured Note agreement with one accredited investor, BRF Finance, an affiliated entity of B. Riley, which amended and restated the 12% Senior Secured Note dated June 10, 2019. In connection with the 12% Amended Senior Secured Note the Company paid B. Riley FBR cash of $2,400,000 as placement agent and $3,500,000 as a success fee in the offering.

On June 28, 2019, the Company closed on a securities purchase agreement with certain accredited investors, pursuant to which it issued an aggregate of 23,100 shares of Series I Preferred Stock at a stated value of $1,000, initially convertible into 46,200,000 shares of its common stock, at the option of the holder subject to certain limitations, at a conversion rate equal to the stated value divided by the conversion price of $0.50 per share, for aggregate gross proceeds of $23,100,000. Of the shares of Series I Preferred Stock issued, Ross Levison purchased 500 shares for $500,000. B. Riley FBR, acting as placement agent for the Series I Preferred Stock financing, was paid in cash $1,386,000 for its services and reimbursed for certain legal and other costs.

On August 27, 2019, the Company entered into a first amendment to amended note purchase agreement with one accredited investor, BRF Finance, an affiliated entity of B. Riley, with respect to the 12% Amended Senior Secured Notes. In connection with the 12% Amended Senior Secured Note, B. Riley FBR received a closing fee from the proceeds of $150,000 and legal fees and expenses.

On October 7, 2019, the Company closed on a securities purchase agreement with certain accredited investors, pursuant to which it issued an aggregate of 20,000 shares of Series H Preferred Stock at a stated value of $1,000, initially convertible into 28,571,428 shares of its common stock, at the option of the holder subject to certain limitations, at a conversion rate equal to the stated value divided by the conversion price of $0.70 per share, for aggregate gross proceeds of $20,000,000. Of the shares of Series H Preferred Stock issued, Luke E. Fichthorn III, an immediate family member of John A. Fichthorn, purchased 100 shares, and B Riley, or an affiliated entity, purchased 5,000 shares. B. Riley FBR, acting as placement agent for the Series J Preferred Stock financing, was paid in cash $525,240 for its services and reimbursed for certain legal and other costs.

Cramer Digital, Inc. Agreement

On August 7, 2019, in connection with TheStreet Merger, the Company entered into a letter agreement (the “Original Cramer Agreement”) with finance and stock market expert Jim Cramer, who co-founded TheStreet, which sets forth the terms of the Cramer Services (defined below) to be provided by Mr. Cramer and Cramer Digital, Inc. (“Cramer Digital”), a production company owned and controlled by Mr. Cramer, featuring the digital rights and content created by Mr. Cramer and his team of financial experts. A second letter agreement providing additional terms was entered into on April 16, 2020 (the “Second Cramer Agreement”). The Company entered into a third letter agreement on January 25, 2021, which extended the notice date to cancel the third year of the term of the Original Cramer Agreement from February 7, 2021 to April 9, 2021 (the “Third Cramer Agreement” and, together with the Original Cramer Agreement and the Second Cramer Agreement, the “Cramer Agreement”).

The Cramer Agreement provides for Mr. Cramer and Cramer Digital to create content for the Company on each business day during the term of the Cramer Agreement, prepare special content for the Company, make certain personal appearances and provide other services as reasonably requested and mutually agreed to (collectively, the “Cramer Services”). In consideration for the Cramer Services, the Company pays Cramer Digital a commission on subscription revenues and net advertising revenues for certain content (the “Revenue Share”). In addition, the Company pays Cramer Digital approximately $3,000,000 as an annualized guaranteed payment in equal monthly draws, recoupable against the Revenue Share. The Company also issued two options to Cramer Digital pursuant to the 2019 Plan. The first option was to purchase up to two million shares of the Company’s common stock at an exercise price of $0.72, the closing stock price on August 7, 2019, the grant date. This option vests over 36 months. The second option was to purchase up to three million shares of the Company’s common stock at an exercise price of $0.54, the closing stock price on April 21, 2020, the grant date. In the event Cramer Digital and the Company agree to renew the term of the Cramer Agreement for a minimum of three years from the end of the second year of the current term, 900,000 shares will vest on the first day of the third year of the term as so extended (the “Trigger Date”). The remaining shares will vest equally on the 12-month anniversary of the Trigger Date, the 24-month anniversary of the Trigger Date and the 36-month anniversary of the Trigger Date.

In addition, the Company provides Cramer Digital with a marketing budget, access to personnel and support services, and production facilities. Finally, the Cramer Agreement provides that the Company will reimburse fifty percent of the cost of the rented office space by Cramer Digital, up to a maximum of $4,250 per month.

Board of Directors and Finance Committee

During September 2018, John A. Fichthorn joined the Board and during November 2018 he was elected as Executive Chairman and Chairman of the Company’s Finance Committee. Until March of 2020, Mr. Fichthorn served as Head of Alternative Investments for B. Riley Capital Management, LLC, which is an SEC-registered investment adviser and a wholly owned subsidiary of B. Riley. During September 2018, Todd D. Sims joined the Board and is also a member of the board of directors of B. Riley. Mr. Sims serves on the Company’s Board as a designee of B. Riley. Since August 2018, B. Riley FBR has been instrumental in raising debt and equity capital for the Company to support its acquisitions of HubPages, Say Media, TheStreet, and the Sports Illustrated Licensing Agreement with ABG, with continued support for subsequent refinancing of debt, equity capital, and working capital purposes (see Note 28).

Service and Consulting Contracts

Ms. Rinku Sen joined the Board in November 2017 and has provided consulting services and operates a channel on the Company’s technology platform. During the years ended December 31, 2019 and 2018, the Company paid Ms. Sen $39,650 and $15,521, respectively, for these services.

Effective on September 20, 2017, the Company entered into a six-month contract, with automatic renewals unless cancelled, with a company located in Nicaragua that is owned by Mr. Christopher Marlett, a then member of the Board, to provide content conversion services. During the year ended December 31, 2018, the Company paid $76,917 for these services. Mr. Marlett was a director of the Company until February 1, 2018 and is the Chief Executive Officer of MDB.

On January 1, 2019, the Company entered into an amended consulting agreement with William Sornsin, the Company’s former Chief Operating Officer, pursuant to which the Company agreed to pay a monthly fee of $10,000, plus various incentive payments for launching certain sites on the Company’s platform from January 2019 through September 2019.

Officer Promissory Notes

In May 2018, the Company’s then Chief Executive Officer began advancing funds to the Company in order to meet minimum operating needs. Such advances were made pursuant to promissory notes that were due on demand, with interest at the minimum applicable federal rate, which ranged from 2.18% to 2.38%. As of December 31, 2019 and 2018, the total principal amount of advances outstanding was $319,351 (includes accrued interest of $5,794) and $680,399 (includes accrued interest of $12,574), respectively (see Note 17). Subsequent to December 31, 2019, the note was repaid (further details are provided under the heading Issuance of Preferred Stock in Note 28).

Commitments and Contingencies

12 Months Ended

Dec. 31, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

26. 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. During the years ended December 31, 2019 and 2018, the Company paid Channel Partner guarantees of $7,111,248 and $1,456,928, 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 issuance date of these consolidated financial statements:

	12% Convertible Debentures		Series I Preferred Stock		Series J Preferred Stock		Total Liquidated Damages
Registration Rights Damages	$	-	$	277,200	$	360,000	$	637,200
Public Information Failure Damages		12,300		346,500		360,000		718,800
Accrued interest		1,578		69,991		60,007		131,576
	$	13,878	$	693,691	$	780,007	$	1,487,576

Quarterly Financial Information for Fiscal 2019 and Fiscal 2018

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Information for Fiscal 2019 and Fiscal 2018

27. Quarterly Financial Information for Fiscal 2019 and Fiscal 2018

The following tables summarize the quarterly and annual financial information for fiscal 2019 and fiscal 2018, as applicable.

Condensed Consolidated Balance Sheets

			As of
	Table		March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Assets
Current assets:
Cash and cash equivalents			$	2,138,593		$	13,149,604		$	1,973,435		$	2,406,596
Restricted cash (see Note 2)				120,718			120,749			620,779			120,693
Accounts receivable, net		A		2,718,004			2,006,938			3,319,124			-
Factor receivables		A		-			-			-			6,130,674
Subscription acquisition costs		A		17,056			-			-			17,056
Royalty fees (see Note 5)				-			15,000,000			15,000,000			-
Convertible preferred stock subscription receivable				-			8,100,000			-			-
Prepayments and other current assets		B		842,393			718,232			2,893,870			858,323
Total current assets				5,836,764			39,095,523			23,807,208			9,533,342
Advance relating to acquisition of TheStreet (see Note 3)				-			16,500,000			-			-
Operating lease right-of-use assets (see Note 7)				829,155			724,758			1,912,932			-
Property and equipment, net				61,506			73,053			739,339			68,830
Platform development, net		C		4,723,236			5,049,194			5,556,978			4,707,956
Royalty fees, net of current portion (see Note 5)				-			30,000,000			30,000,000			-
Acquired and other intangible assets, net		D		14,568,858			13,733,958			25,032,710			15,403,758
Other long-term assets				182,238			92,002			959,469			119,630
Goodwill		E		7,324,287			7,324,287			16,139,377			7,324,287
Total assets			$	33,526,044		$	112,592,775		$	104,148,013		$	37,157,803
Liabilities, mezzanine equity and stockholders’ (deficiency)
Current liabilities:
Accounts payable			$	2,527,428		$	2,271,503		$	3,990,958		$	4,943,767
Accrued expenses and other		F		3,279,517			5,228,542			7,247,859			2,382,047
Line of credit (see Note 13)				897,653			1,463,598			1,025,494			1,048,194
Liquidated damages payable		G		3,744,285			5,689,738			5,689,738			3,647,598
Unearned revenue		A		98,229			96,350			6,819,242			396,407
Warrant derivative liabilities		H		1,739,930			1,906,005			1,836,894			1,364,235
Embedded derivative liabilities		I		10,780,000			12,240,000			17,861,000			7,387,000
Officer promissory notes, including accrued interest (see Note 16)				315,065			316,801			318,459			680,399
Total current liabilities				23,382,107			29,212,537			44,789,644			21,849,647
Unearned revenues, net of current portion		A		252,500			252,500			710,119			252,500
Operating lease liabilities, net of current portion		J		439,599			336,289			745,075			-
Other long-term liability				242,310			242,310			242,310			242,310
Investor liability				-			-			875,000			-
Deferred rent				-			-			-			46,335
Convertible debt		L		9,160,861			10,492,770			11,865,866			7,270,939
Long-term debt (see Note 18)				-			59,870,303			48,272,995			-
Total liabilities				33,477,377			100,406,709			107,501,009			29,661,731
Commitments and contingencies (see Note 26)
Mezzanine equity:
Series G redeemable and convertible preferred stock, $0.01 par value, $1,000 per share liquidation value; aggregate liquidation value $168,496; Series G shares designated: 1,800 for each respective period presented; Series G shares issued and outstanding: 168,496; common shares issuable upon conversion: 188,791 shares for each respective period presented				168,496			168,496			168,496			168,496
Series H convertible preferred stock, $0.01 par value, $1,000 per share liquidation value; aggregate liquidation value $19,399,250; Series H shares designated: 23,000; Series H shares issued and outstanding: 19,400 for each respective period presented; common shares issuable upon conversion: 58,787,879 shares for each respective period presented				18,045,496			18,045,496			18,045,496			18,045,496
Series I convertible preferred stock, $0.01 par value, $1,000 per share liquidation value; aggregate liquidation value $25,800,000; Series I shares designated: 25,800; Series I shares issued and outstanding: 23,100 for each respective period presented; common shares issuable upon conversion: 46,200,000 shares for each respective period presented				-			19,753,600			19,753,600			-
Total mezzanine equity				18,213,992			37,967,592			37,967,592			18,213,992
Stockholders’ (deficiency):
Common stock, $0.01 par value, authorized 1,000,000,000 shares: issued and outstanding (1)				376,861			369,389			373,532			357,685
Common stock to be issued				39,383			39,383			39,383			51,272
Additional paid-in capital				24,893,365			27,870,197			32,006,113			23,413,077
Accumulated deficit				(43,474,934	)		(54,060,495	)		(73,739,616	)		(34,539,954	)
Total stockholders’ (deficiency)				(18,165,325	)		(25,781,526	)		(41,320,588	)		(10,717,920	)
Total liabilities, mezzanine equity and stockholders’ (deficiency)			$	33,526,044		$	112,592,775		$	104,148,013		$	37,157,803
(1) Common stock issued and outstanding				37,686,173			36,938,927			37,353,258			35,768,619

The Company’s results of operations vary and may continue to fluctuate significantly from quarter to quarter. The results of operations in any period should not necessarily be considered indicative of the results to be expected from any future period.

Condensed Consolidated Statements of Operations (unaudited)

			Three Months Ended March 31,
	Table		2019			2018
Revenue		M	$	6,273,963		$	86,685
Cost of revenue (1)		K		5,652,565			1,035,708
Gross profit (loss)				621,398			(949,023	)
Operating expenses:
Selling and marketing		K		1,149,292			153,505
General and administrative		K		4,225,253			2,463,771
Depreciation and amortization				108,340			5,630
Total operating expenses				5,482,885			2,622,906
Loss from operations				(4,861,487	)		(3,571,929	)
Other (expense) income:
Change in valuation of warrant derivative liabilities (see Note 15)				(375,695	)		-
Change in valuation of embedded derivative liabilities (see Note 15)				(2,383,000	)		-
Interest expense		N		(1,301,208	)		-
Interest income				3,171			-
Liquidated damages (see Note 23)				(16,887	)		-
Other Income				126			-
Total other expense				(4,073,493	)		-
Loss before income taxes				(8,934,980	)		(3,571,929	)
Benefit for income taxes				-			-
Net loss attributable to common shareholders			$	(8,934,980	)	$	(3,571,929	)
Basic and diluted net loss per common share			$	(0.26	)	$	(0.16	)
Weighted average number of shares outstanding – basic and diluted				34,837,518			22,934,369
(1) Amortization included in cost of revenues			$	1,324,970		$	349,512

			Three Months Ended June 30,						Six Months Ended June 30,
	Table		2019			2018			2019			2018
Revenue		M	$	5,770,283		$	216,356		$	12,044,246		$	303,041
Cost of revenue (1)		K		5,487,172			1,102,813			11,139,737			2,138,521
Gross profit (loss)				283,111			(886,457	)		904,509			(1,835,480	)
Operating expenses:
Selling and marketing		K		1,451,101			761,135			2,600,393			914,640
General and administrative		K		5,871,015			2,222,187			10,096,268			4,685,958
Depreciation and amortization				107,637			6,615			215,977			12,245
Total operating expenses				7,429,753			2,989,937			12,912,638			5,612,843
Loss from operations				(7,146,642	)		(3,876,394	)		(12,008,129	)		(7,448,323	)
Other (expense) income:
Change in valuation of warrant derivative liabilities (see Note 15)				(166,075	)		-			(541,770	)		-
Change in valuation of embedded derivative liabilities (see Note 15)				(1,396,000	)		128,544			(3,779,000	)		128,544
True-up termination fee				-			(1,344,648	)		-			(1,344,648	)
Interest expense		N		(1,876,054	)		(123,543	)		(3,177,262	)		(123,543	)
Interest income				63			14,384			3,234			14,384
Liquidated damages (see Note 23)				(853	)		(15,001	)		(17,740	)		(15,001	)
Other Income				-			-			126			-
Total other expense				(3,438,919	)		(1,340,264	)		(7,512,412	)		(1,340,264	)
Loss before income taxes				(10,585,561	)		(5,216,658	)		(19,520,541	)		(8,788,587	)
Benefit for income taxes				-			-			-			-
Net loss attributable to common shareholders			$	(10,585,561	)	$	(5,216,658	)	$	(19,520,541	)	$	(8,788,587	)
Basic and diluted net loss per common share			$	(0.30	)	$	(0.21	)	$	(0.55	)	$	(0.36	)
Weighted average number of shares outstanding – basic and diluted				35,556,188			25,290,190			35,208,771			24,258,944
(1) Amortization included in cost of revenues			$	1,361,319		$	433,204		$	2,686,289		$	782,716

			Three Months Ended September 30,						Nine Months Ended September 30,
	Table		2019			2018			2019			2018
Revenue		M	$	7,586,020		$	1,157,917		$	19,630,266		$	1,460,958
Cost of revenue (1)		K		7,612,585			1,784,073			18,752,322			3,922,594
Gross profit (loss)				(26,565	)		(626,156	)		877,944			(2,461,636	)
Operating expenses:
Selling and marketing		K		2,059,820			425,326			4,660,213			1,339,966
General and administrative		K		7,262,496			2,546,369			17,358,764			7,232,328
Depreciation and amortization				349,604			12,715			565,581			24,960
Total operating expenses				9,671,920			2,984,410			22,584,558			8,597,254
Loss from operations				(9,698,485	)		(3,610,566	)		(21,706,614	)		(11,058,890	)
Other (expense) income:
Change in valuation of warrant derivative liabilities (see Note 15)				(666,075	)		(324,485	)		(1,207,845	)		(324,485	)
Change in valuation of embedded derivative liabilities (see Note 15)				(5,621,000	)		459,472			(9,400,000	)		588,016
True-up termination fee				-			-			-			(1,344,648	)
Settlement of promissory notes receivable				-			(1,166,556	)		-			(1,166,556	)
Interest expense		N		(3,701,310	)		(1,428,463	)		(6,878,572	)		(1,552,006	)
Interest income				7,749			2,199			10,983			16,583
Liquidated damages (see Note 23)				-			(2,652,798	)		(17,740	)		(2,667,798	)
Other Income				-			-			126			-
Total other expense				(9,980,636	)		(5,110,631	)		(17,493,048	)		(6,450,894	)
Loss before income taxes				(19,679,121	)		(8,721,197	)		(39,199,662	)		(17,509,784	)
Benefit for income taxes				-			91,633			-			91,633
Net loss				(19,679,121	)		(8,629,564	)		(39,199,662	)		(17,418,151	)
Deemed dividend on Series H convertible preferred stock				-			(18,045,496	)		-			(18,045,496	)
Net loss attributable to common shareholders			$	(19,679,121	)	$	(26,675,060	)	$	(39,199,662	)	$	(35,463,647	)
Basic and diluted net loss per common share			$	(0.54	)	$	(0.96	)	$	(1.10	)	$	(1.40	)
Weighted average number of shares outstanding – basic and diluted				36,240,837			27,835,555			35,562,878			25,382,551
(1) Amortization included in cost of revenues			$	1,623,783		$	629,888		$	4,310,072		$	1,412,604

Condensed Consolidated Statements of Cash Flows (unaudited)

	Three Months Ended						Six Months Ended						Nine Months Ended
	March 30,						June 30,						September 30,
	2019			2018			2019			2018			2019			2018
Cash flows from operating activities
Net loss	$	(8,934,980	)	$	(3,571,929	)	$	(19,520,541	)	$	(8,788,587	)	$	(39,199,662	)	$	(17,418,151	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment		10,940			355,142			21,177			12,243			125,188			19,341
Amortization of platform development and intangible assets		1,422,370			-			2,881,089			782,717			4,750,465			1,418,223
Amortization of debt discounts		686,044			-			1,580,796			86,121			3,060,772			373,663
Change in valuation of warrant derivative liabilities		375,695			-			541,770			(128,544	)		1,207,845			(263,531	)
Change in valuation of embedded derivative liabilities		2,383,000			-			3,779,000			-			9,400,000			-
True-up termination fee		-			-			-			1,344,648			-			1,344,648
Settlement of promissory notes receivable		-			-			-			-			-			1,166,556
Loss on extinguishment of debt		-			-			-			-			-			1,099,165
Accrued interest		405,186			-			907,582			26,841			2,439,798			-
Liquidated damages		16,887			-			17,740			15,001			17,740			2,667,798
Stock-based compensation		1,319,627			1,350,892			3,959,925			2,191,132			6,951,074			3,416,110
Deferred income taxes		-			-			-			-			-			(91,633	)
Other		(29,911	)		-			(6,812	)		10,159			14,793			-
Change in operating assets and liabilities net of effect of business combinations:
Accounts receivable		9,573,255			(20,469	)		10,261,222			(154,938	)		10,513,462			(491,644	)
Factor receivables		(6,130,674	)		-			(6,130,674	)		-			(6,130,674	)		-
Subscription acquisition costs		-			(3,808	)		17,056			-			17,056			(5,191	)
Prepaid royalty fees		-			-			(45,000,000	)		-			(45,000,000	)		-
Prepayments and other current assets		15,930			(378,506	)		140,091			(115,935	)		(285,199	)		(101,603	)
Other long-term assets		(62,608	)		-			27,628			-			(150,327	)		-
Accounts payable		(2,416,339	)		310,018			(2,672,264	)		383,024			(2,266,032	)		467,083
Accrued expenses		460,775			163,891			2,414,501			253,209			1,314,037			81,689
Unearned revenue		(298,178	)		5,711			(300,057	)		(7,674	)		638,119			11,537
Operating lease liabilities		804			-			(2,810	)		-			(164,420	)		-
Deferred rent		-			-			-			(14,384	)		-			17,245
Net cash used in operating activities		(1,202,177	)		(1,789,058	)		(47,083,581	)		(4,104,967	)		(52,745,965	)		(6,288,695	)
Cash flows from investing activities
Purchases of property and equipment		(3,616	)		(7,848	)		(25,400	)		(25,292	)		(77,222	)		(29,259	)
Capitalized platform development		(434,802	)		(553,161	)		(980,257	)		(1,132,339	)		(1,744,340	)		(1,660,331	)
Payments of promissory notes receivable, net of advances for acquisition of business		-			(1,000,000	)		-			(1,000,000	)		-			(3,695,054	)
Advance related to pending acquisition of TheStreet, Inc.		-			-			(16,500,000	)		-			-			-
Payments for acquisition of businesses, net of cash		-			-			-			(5,000,000	)		(16,000,000	)		(9,032,596	)
Net cash used in investing activities		(438,418	)		(1,561,009	)		(17,505,657	)		(7,157,631	)		(17,821,562	)		(14,417,240	)
Cash flows from financing activities
Proceeds from issuance of Series H convertible preferred stock		-			-			-			-			-			12,474,704
Proceeds from issuance of debt		-			-			68,000,000			-			71,000,000			-
Repayments of long-term debt		-			-			(4,640,000	)		-			(17,307,364	)		-
Payment of debt issuance costs		(10,000	)		-			(3,595,000	)		-			(7,162,382	)		-
Proceeds from 8% promissory notes		-			-			-			1,000,000			-			1,000,000
Payment of 8% promissory notes		-			-			-			-			-			(1,351,334	)
Proceeds from 10% convertible debentures		-			-			-			4,775,000			-			4,775,000
Proceeds from 12% convertible debentures		1,900,000			-			2,000,000			-			2,000,000			-
Proceeds from issuance of Series I convertible preferred stock		-			-			15,000,000			-			23,100,000			-
Investor liability related to proceeds received in advance of issuance of Series J convertible preferred stock		-			-			-			-			875,000			-
Proceeds from private placement of common stock		-			1,250,000			-			1,250,000			-			1,250,000
Payment of issuance costs of Series I convertible preferred stock		-			-			(1,406,000	)		-			(1,406,000	)		-
Payment of issuance costs of Series H convertible preferred stock		-			-			-			-			-			(159,208	)
Borrowings (repayments) under line of credit		(150,541	)		-			415,404			-			(22,700	)		-
Payment for taxes related to repurchase of restricted common stock		-			-			(75,260	)		-			(75,260	)		-
Proceeds from officer promissory notes		-			-			-			797,982			-			1,009,447
Repayment of officer promissory notes		(366,842	)		-			(366,842	)		(63,446	)		(366,842	)		(49,911	)
Net cash provided by financing activities		1,372,617			1,250,000			75,332,302			7,759,536			70,634,452			18,948,698
Net (decrease) increase in cash, cash equivalents, and restricted cash		(267,978	)		(2,100,067	)		10,743,064			(3,503,062	)		66,925			(1,757,237	)
Cash, cash equivalents, and restricted cash — beginning of period		2,527,289			3,619,249			2,527,289			3,619,249			2,527,289			3,619,249
Cash, cash equivalents, and restricted cash — end of period	$	2,259,311		$	1,519,182		$	13,270,353		$	116,187		$	2,594,214		$	1,862,012
Supplemental disclosure of cash flow information
Cash paid for interest	$	209,978		$	-		$	731,126		$	449		$	1,383,644		$	23,575
Cash paid for income taxes		-			-			-			-
Noncash investing and financing activities
Reclassification of stock-based compensation to platform development	$	167,948		$	907,978		$	572,270		$	1,146,396		$	985,994		$	1,508,889
Discount on 8% promissory notes allocated to warrant derivative liabilities		-			-			-			760,499			-			760,499
Discount on 10% original issue discount senior convertible debentures allocated to warrant derivative liabilities		-			-			-			2,088,380			-			471,002
Discount on 12% senior convertible debentures allocated to embedded derivative liabilities		1,010,000			-			1,074,000			-			1,074,000			-
Exercise of warrants for issuance common shares		-			-			-			-			735,186			-
Liquidated damages liability recorded against cash proceeds for 12% senior convertible debentures		79,800			-			84,000			-			84,000			-
Liquidated damages liability recorded against cash proceeds for Series I convertible preferred stock		-			-			1,940,400			-			1,940,400			-
Series I convertible preferred stock subscription receivable		-			-			8,100,000			-			-			-
Aggregate exercise price of common stock options exercised on cashless basis		-			-			-			21,250			-			21,250
Aggregate exercise price of common stock warrants exercised on cashless basis		-			-			-			168,423			-			168,423
Reclassification of investor demand payable to stockholders’ equity		-			3,000,000			-			3,000,000			-			3,000,000
Fair value of common stock issued for private placement fees		-			-			-			150,000			-			150,000
Deemed dividend on Series H convertible preferred stock		-			-			-			-			-			18,045,496
Assumption of liabilities and debt in connection with merger of Say Media		-			-			-			-			-			851,114
Issuance of Series H convertible preferred stock for private placement fees		-			-			-			-			-			669,250
Accrual of stock issuance costs		-			381,895			-			-			-			-

Table A – The following table sets forth information about contract balances:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Accounts receivable:
Advertising	$	2,683,958	$	1,961,793	$	2,736,060	$	-
Other		34,046		45,145		583,064		-
	$	2,718,004	$	2,006,938	$	3,319,124	$	-
Factor receivables:
Advertising	$	-	$	-	$	-	$	6,130,674
Subscription acquisition costs (short-term):
Digital subscriptions	$	17,056	$	-	$	-	$	17,056
Unearned revenues (short-term contract liabilities):
Advertising	$	-	$	-	$	-	$	325,863
Digital subscriptions		98,229		96,350		6.819,242		70,544
	$	98,229	$	96,350	$	6,819,242	$	396,407
Unearned revenues (long-term contract liabilities):
Advertising	$	252,500	$	252,500	$	252,500	$	252,500
Digital subscriptions		-		-		457,619		-
	$	252,500	$	252,500	$	710,119	$	252,500

Table B – The following table sets forth prepayments and other current assets:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Prepaid expense	$	742,165	$	670,959	$	2,078,487	$	637,281
Prepaid software license		51,930		-		2,722		85,936
Prepaid taxes		-		-		733,553		-
Security deposits		48,298		47,273		74,418		25,812
Other receivables		-		-		4,690		109,294
	$	842,393	$	718,232	$	2,893,870	$	858,323

Table C – The following table sets forth capitalized costs for platform development:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Platform development beginning of period	$	6,833,900		$	6,833,900		$	6,833,900		$	3,145,308
Other costs		-			-			-			69,052
Payroll, employee benefits and related expenses		434,802			980,257			1,744,340			2,086,963
Stock-based compensation		167,948			572,270			985,994			1,850,384
Disposition		-			-			-			(317,807	)
Platform development end of period		7,436,650			8,386,427			9,564,234			6,833,900
Less accumulated amortization		(2,713,414	)		(3,337,233	)		(4,007,256	)		(2,125,944	)
Net platform development	$	4,723,236		$	5,049,194		$	5,556,978		$	4,707,956

Table D – The following table sets forth acquired and other intangible assets:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Developed technology	$	14,750,000		$	14,750,00		$	19,138,104		$	14,750,000
Noncompete agreement		480,000			480,000			480,000			480,000
Trade name		748,000			748,000			3,328,000			748,000
Subscriber relationships		-			-			2,150,000			-
Advertiser relationships		-			-			2,240,000			-
Database		-			-			1,140,000			-
Website domain name		20,000			20,000			20,000			20,000
		15,998,000			15,998,000			28,496,104			15,998,000
Less accumulated amortization		(1,429,142	)		(2,264,042	)		(3,463,394	)		(594,242	)
Net intangible assets	$	14,568,858		$	13,733,958		$	25,032,710		$	15,403,758

Table E – The following table sets forth goodwill:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Goodwill acquired in acquisition of HubPages	$	1,857,663	$	1,857,663	$	1,857,663	$	1,857,663
Goodwill acquired in acquisition of Say Media		5,466,624		5,466,624		5,466,624		5,466,624
Goodwill acquired in acquisition of TheStreet		-		-		8,815,090		-
Carrying value	$	7,324,287	$	7,324,287	$	16,139,377	$	7,324,287

Table F – The following table sets forth accrued expenses and other:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
General accrued expenses	$	216,618	$	2,029,076	$	1,959,800	$	451,530
Accrued payroll and related taxes		728,211		839,664		556,531		584,550
Accrued publisher expenses		1,320,890		1,330,102		1,544,114		644,299
Sales tax liability		-		-		479,204		-
Customer rebate		489,466		489,466		489,466		489,466
Operating lease liabilities		456,884		452,183		2,069,118		-
Other accrued expense		67,448		88,051		149,626		212,202
	$	3,279,517	$	5,228,542	$	7,247,859	$	2,382,047

Table G – The following table sets forth liquidated damages payable:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Registration Rights Damages:
MDB common stock to be issued	$	15,001	$	15,001	$	15,001	$	15,001
Series H Preferred Stock		1,163,955		1,163,955		1,163,955		1,163,955
Series I Preferred Stock		-		970,200		970,200		-
		1,178,956		2,149,156		2,149,156		1,178,956
Public Information Failure Damages:
Series H Preferred Stock		1,163,955		1,163,955		1,163,955		1,163,955
12% Convertible Debentures		786,744		790,944		790,944		706,944
Series I Preferred Stock		-		970,200		970,200		-
		1,950,699		2,925,099		2,925,099		1,870,899
Accrued interest:
Series H Preferred Stock		481,017		481,017		481,017		481,017
12% Convertible Debentures		133,613		134,466		134,466		116,726
		614,630		615,483		615,483		597,743
	$	3,744,285	$	5,689,738	$	5,689,738	$	3,647,598

Table H – The following table sets forth the carrying value and roll-forward of activity for the Company’s warrants accounted for as a derivative liability (see Note 15) and classified within Level 3 of the fair-value hierarchy:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
L2 Warrants issued on June 11, 2018	$	312,837		$	312,837		$	312,837		$	312,837
L2 Warrants issued on June 15, 2018		288,149			288,149			288,149			288,149
Strome Warrants issued on June 15, 2018		1,344,648			1,344,648			1,344,648			1,344,648
B. Riley Warrant issued on October 18, 2018		382,725			382,725			382,725			382,725
Exercise of L2 Warrants on September 10, 2019		-			-			(735,186	)		-
Change in valuation of warrant derivative liabilities:
L2 Warrants		(61,746	)		(9,591	)		134,200			(182,772	)
Strome Warrants		(586,533	)		(513,213	)		(184,129	)		(756,677	)
B. Riley Warrants		59,850			100,450			293,650			(24,675	)
Carrying value	$	1,739,930		$	1,906,005		$	1,836,894		$	1,364,235

Table I – The following table sets forth the carrying amount, valuation and a roll-forward of activity for the conversion option features, buy-in features, and default remedy features for the 12% Convertible Debentures (see Note 17) accounted for as embedded derivative liabilities and classified within Level 3 of the fair-value hierarchy:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Recognition of embedded derivative liabilities (conversion feature, buy-in feature, and default remedy feature):
Issuance date of December 12,2018		4,760,000		4,760,000		4,760,000		4,760,000
Issuance date of March 18, 2019		822,000		822,000		822,000		-
Issuance date of March 27, 2019		188,000		188,000		188,000		-
Issuance date of April 8, 2019		-		64,000		64,000		-
Change in fair value of embedded derivative liabilities		5,010,000		6,406,000		12,027,000		2,627,000
Carrying amount	$	10,780,000	$	12,240,000	$	17,861,000	$	7,387,000

Table J – The following table sets forth the operating lease liabilities:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Minimum lease payments	$	1,003,118		$	873,060		$	3,017,595		$	-
Less imputed interest		(106,635	)		(84,588	)		(203,402	)		-
Present value of operating lease liabilities	$	896,483		$	788,472		$	2,814,193		$	-
Current portion included in accrued expenses and other (lease liabilities)	$	456,884		$	452,183		$	2,069,118		$	-
Long-term portion of operating lease liabilities		439,599			336,289			745,075			-
Total operating lease liabilities	$	896,483		$	788,472		$	2,814,193		$	-

Table K – The following sets forth stock-based compensation expense that is included in the line items presented on the consolidated statements of operations and capitalized platform development:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Cost of revenues	$	69,072	$	171,258	$	285,253	$	159,205
Selling and marketing		108,284		171,336		221,843		76,451
General and administrative		1,142,272		2,297,704		2,484,053		3,908,301
		1,319.627		2,640,298		2,991,149		4,143,957
Capitalized platform development		167,948		404,322		413,724		1,850,384
	$	1,487,575	$	3,044,620	$	3,404,873	$	5,994,341

Table L – The following table sets forth the carrying value and related debt components of the 12% Convertible Debentures:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Principal amount of debt	$	11,554,000		$	11,654,000		$	11,654,000		$	9,540,000
Less issuance costs		(704,000	)		(704,000	)		(704,000	)		(590,000	)
Net cash proceeds received		10,850,000			10,950,000			10,950,000			8,950,000
Principal amount of debt (excluding original issue discount)		11,554,000			11,654,000			11,654,000			9,540,000
Add conversion of debt from 10% OID Convertible Debentures		3,551,528			3,551,528			3,551,528			3,551,528
Add accrued interest		486,591			945,011			1,429,527			82,913
Principal amount of debt including accrued interest		15,592,119			16,150,539			16,635,055			13,174,441
Debt discount:
Allocated embedded derivative liabilities		(5,770,000	)		(5,834,000	)		(5,834,000	)		(4,760,000	)
Liquidated damages recognized upon issuance		(786,744	)		(790,944	)		(790,944	)		(706,944	)
Issuance cost		(714,000	)		(714,000	)		(714,000	)		(590,000	)
Subtotal debt discount		(7,270,744	)		(7,338,944	)		(7,338,944	)		(6,056,944	)
Less amortization of debt discount		839,486			1,681,175			2,569,755			153,442
Unamortized debt discount		(6,431,258	)		(5,657,769	)		(4,769,189	)		(5,903,502	)
Carrying value	$	9,160,861		$	10,492,770		$	11,865,866		$	7,270,939

Table M – The following table sets forth information about revenue by product line, geographical market and timing of revenue recognition:

	For the Three Months Ended
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		Year Ended December 31, 2018
Revenue by product line:
Advertising	$	6,137,354	$	5,670,712	$	5,456,555	$	5,614,953
Digital subscriptions		51,913		56,021		1,891,702		85,246
Other		84,696		43,550		237,763		-
Total	$	6,273,963	$	5,770,283	$	7,586,020	$	5,700,199
Revenue by geographical market:
United States	$	6,273,963	$	5,770,283	$	7,386,753	$	5,700,199
Other		-		-		199,267		-
Total	$	6,273,963	$	5,770,283	$	7,586,020	$	5,700,199
Revenue by timing of recognition:
At point in time	$	6,222,050	$	5,714,262	$	5,694,318	$	5,614,953
Over time		51,913		56,021		1,891,702		85,246
Total	$	6,273,963	$	5,770,283	$	7,586,020	$	5,700,199

Table N – The following table sets forth information about interest expense:

	For the Three Months Ended
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		Year Ended December 31, 2018
Amortization of debt discounts related to the 8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures	$	-	$	-	$	-	$	448,398
Accrued interest related to the 10% Convertible Debentures and 10% OID Convertible Debentures		-		-		-		97,929
Accretion of original issue discount related to the 8% Promissory Notes and 10% OID Convertible Debentures		-		-		-		69,596
Loss on extinguishment of debt related to the 8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures		-		-		-		1,350,337
Gain on extinguishment of embedded derivatives liabilities upon extinguishment of host instrument related to the 8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures		-		-		-		(1,096,860	)
Write off of unamortized discount upon extinguishment of debt related to the 8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures		-		-		-		1,269,916
Amortization of debt discounts related to the 12% Convertible Debentures		686,044		841,689		888,580		153,442
Accrued interest related to the 12% Convertible Debentures		403,678		458,420		484,516		82,913
Amortization of debt discounts related to the 12% Amended Senior Secured Notes		-		53,063		591,398		-
Accrued interest related to the 12% Amended Senior Secured Notes		-		360,000		1,676,747		-
		1,089,722		1,713,172		3,641,241		2,375,671
Officer Promissory Notes		2,491		1,736		1,658		12,574
Other interest		208,995		161,146		58,411		120,629
	$	1,301,208	$	1,876,054	$	3,701,310	$	2,508,874

Subsequent Events

12 Months Ended

Dec. 31, 2019

Subsequent Events [Abstract]

Subsequent Events

28. Subsequent Events

The Company performed an evaluation of subsequent events through the date of filing of these 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 consolidated financial statements.

Amendment to Certificate of Incorporation

On January 6, 2020, Say Media amended its certificate of incorporation to change its name to Maven Coalition, Inc.

2019 Equity Incentive Plan

From January 1, 2020 through the date these consolidated financial statements were issued or were available to be issued, the Company granted common stock options and restricted stock units totaling 61,640,795 (includes 11,158,049 stock options and 26,048,781 restricted stock units issued on February 28, 2021, see below for further details) shares of the Company’s common stock, of which 59,138,442 remain outstanding as of the date these consolidated financial statements were issued or were available to be issued, to acquire shares of the Company’s common stock to officers, directors, employees and consultants. The Company’s stockholders approved the 2019 Plan and the maximum number of shares authorized of 85,000,000 under the 2019 Plan on April 3, 2020. The Company did not have sufficient authorized but unissued common shares to allow for the exercise of the stock options granted under the 2019 Plan; accordingly, any stock option grants under the 2019 Plan were considered unfunded and were not permitted to be exercised until sufficient common shares were authorized (further details are provided under the heading Sequencing Policy in Note 28).

On January 8, 2021, the Company amended certain grants of common stock options under its 2019 Plan to remove certain vesting conditions for the performance-based awards, in general, the amendment provides that:

	●	the common stock options will vest with respect to one-third of the grant when the optionholder completes one year of continuous service beginning on the grant date; and
	●	the remaining common stock options will vest monthly over twenty-four months when the optionholder completes each month of continuous service thereafter.

On February 18, 2021, the Board approved an amendment to the Company’s 2019 Plan to increase the number of shares of the Company’s common stock, par value $0.01 per share, available for issuance under the 2019 Plan from 85,000,000 shares to 185,000,000 shares. Further, the Board approved up to an aggregate amount of 26,200,000 stock options to be made on or before March 18, 2021 for shares of the Company’s common stock to certain executive officers of the Company under the 209 Plan. A total of 11,158,049 stock options were granted and designated as a non-qualified stock options, subject to certain terms and conditions.

Restricted Stock

On December 15, 2020, the Company entered into the Fourth Amendment in connection with the HubPages Merger. The Fourth Amendment provides that:

	●	the restricted stock awards will cease to vest and all unvested shares will be deemed unvested and forfeited, leaving an aggregate of 1,064,549 shares vested;
	●	the restricted stock units will be modified to vest on December 31, 2020 and as of the close of business on December 31, 2020, each restricted stock unit will be terminated and deemed forfeited, with no shares vesting thereunder; and
	●	subject to certain conditions, the Company agreed to purchase from certain key personnel of HubPages who agreed to continue their employment, the vested restricted stock awards and restricted stock units, at a price of $4.00 per share in 24 equal monthly installments on the second business day of each calendar month beginning on January 4, 2021.

On February 18, 2021, the Board approved the issuance of restricted stock units to certain executive officers of the Company under the 2019 Plan. A total of 26,048,781 restricted stock units were granted, subject to certain terms and conditions.

Common Stock Warrants

On October 26, 2020, the Company exchanged 150,000 of certain Channel Partner Warrants for shares of the Company’s common stock that were originally issued on December 20, 2017 with an exercise price of $2.08, for an aggregate of 125,000 new warrants for shares of the Company’s common stock with an exercise price of $0.65 for the surrender and termination of the original warrants.

Appointment of New Executive Officers and Directors

On August 26, 2020, the Company announced the appointment of Ross Levinsohn as the Company’s Chief Executive Officer.

On February 16, 2021, the Company announced the appointment of Robertson Barrett as the President of Maven Media Brands, LLC, a wholly owned subsidiary of Maven.

On March 9, 2021, the Company announced the appointment of Eric Semler as a director of the Company.

Operating Lease

On January 14, 2020, the Company entered into an office lease of approximately 40,868 rentable square feet at 225 Liberty Street, 27^th Floor, New York, New York, with an effective date of February 1, 2020. Under the terms of the agreement, the Company has a rent abatement for the initial nine months of the lease term, with rent payments commencing during November 1, 2020 and the lease expiring on November 30, 2032. The Company has a maximum tenant allowance of $408,680 for certain costs. Monthly rental payments are as follows: (1) initial sixty-month term is equal to $252,019; (2) second sixty-month term is equal to $269,048; and (3) remainder twenty-five-month term is equal to $286,076; for total minimum lease payments of $38,415,920. In addition to the fixed rent the Company will also pay a portion of the operating costs associated with the space and is entitled to.

Effective March 1, 2020, the Company entered into a corporate apartment lease at 30 West Street, New York, New York 10004. The lease has a term of 18 months, terminating on August 31, 2020. The annual lease payments aggregate to approximately $153,000.

12% Convertible Debentures

On December 31, 2020, certain holders converted the 12% Convertible Debentures representing an aggregate of $18,104,949 of the then-outstanding principal and accrued but unpaid interest into 53,887,470 shares of the Company’s common stock at effective conversion per-share prices ranging from $0.33 to $0.40. Further, the Company repaid an aggregate of $1,130,903 of the 12% Convertible Debentures, including the then-outstanding principal and accrued interest, in cash. As of December 31, 2020, there was no longer any principal or accrued but unpaid interest outstanding under the 12% Convertible Debentures. As a result of conversion of certain 12% Convertible Debentures into shares of the Company’s common stock, the Company will no longer have an embedded derivative liability related to the conversion option, and will recognize the fair value of such amount immediately before the conversion as additional paid-in capital. Further, with respect to the conversion of the accrued interest into shares of the Company’s common stock, the Company will recognize a beneficial conversion feature, as deemed appropriate, at the time of conversion.

12% Amended Senior Secured Notes

On February 27, 2020, the Company entered into a second amendment to the amended and restated note purchase agreement, which further amended the amended and restated note purchase agreements dated as of June 14, 2019 and June 14, 2022. Pursuant to the second amendment to the amended and restated note purchase agreement, the Company replaced its previous $3.5 million working capital facility with Sallyport with a new $15.0 million working capital facility with FastPay (as further described below under the heading FastPay Credit Facility); and (ii) BRF Finance issued a letter of credit in the amount of approximately $3.0 million to the Company’s landlord for the property lease located at 225 Liberty Street, 27th Floor, New York, New York 10281.

12% Second Amended Senior Secured Notes

On March 24, 2020, the Company entered into a second amended and restated note purchase agreement (the “12% Second Amended Senior Secured Notes”), which further amended and restated the second amendment to the amended and restated note purchase agreement. Pursuant to the 12% Second Amended Senior Secured Notes, interest on amounts outstanding under the existing 12% Amended Senior Secured Notes with respect to (i) interest that was payable on such notes on March 31, 2020 and June 30, 2020, and (ii) at the Company’s option, with the consent of requisite purchasers, interest that was payable on September 30, 2020 and December 31, 2020, in lieu of the payment in cash of all or any portion of the interest due on such dates, would be payable in-kind in arrears on the last day of such applicable fiscal quarter.

On October 23, 2020, the Company entered into Amendment No. 1 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).

The balance outstanding under the 12% Second Amended Senior Secured Notes as of the date these consolidated financial statements were issued or were available to be issued was approximately $56.3 million, which included outstanding principal of approximately $48.8 million, payment of in-kind interest of approximately $4.2 million that the Company was permitted to add to the aggregate outstanding principal balance, and unpaid accrued interest of approximately $3.3 million).

SallyPort Credit Facility

Effective January 30, 2020, the Company’s factoring facility available with Sallyport Commercial Finance, LLC (“Sallyport”) was closed and funds were no longer available for advance. As of May 4, 2020, there was no longer a balance outstanding under the facility.

FastPay Credit Facility

On February 6, 2020, the Company entered into a financing and security agreement with FPP Finance LLC (“FastPay”), pursuant to which FastPay extended a $15,000,000 line of credit for working capital purposes secured by a first lien on all of the Company’s cash and accounts receivable and a second lien on all other assets. Borrowings under the facility bear interest at the LIBOR Rate plus 8.50% and have a final maturity of February 6, 2022. The balance outstanding as of the issuance date of these consolidated financial statements was approximately $5,013,900.

Asset Acquisition of Petametrics Inc.

On March 9, 2020, the Company entered into an asset purchase agreement with Petametrics Inc., doing business as LiftIgniter, a Delaware corporation (“LiftIgniter”), and Maven Coalition, whereby Maven Coalition purchased substantially all the assets of LiftIgniter’s machine learning platform, which personalizes content and product recommendations in real-team. The purchased assets included LiftIgniter’s intellectual property and excluded certain accounts receivable. Maven Coalition also assumed certain of LiftIgniter’s 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) a cash payment at closing of $131,202, (3) collections of certain accounts receivable, (4) on the first anniversary date of the closing issuance of restricted stock units for an aggregate of up to 312,500 shares of the Company’s common stock, and (5) on the second anniversary date of the closing issuance of restricted stock units for an aggregate of up to 312,500 shares of the Company’s common stock. Further, the restricted stock units to be issued on the first and second anniversaries of the closing date represent the sole and exclusive recourse of the Company arising for breach of general representations and warranties of LiftIgniter.

Delayed Draw Term Note

On March 24, 2020, the Company entered a 15% delayed draw term note (the “Term Note”) pursuant to the 12% Second Amended Senior Secured Notes, in the aggregate principal amount of $12,000,000.

On March 24, 2020, the Company drew down $6,913,865 under the Term Note, and after payment of commitment and funding fees paid to BRF Finance in the amount 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 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 Term Note was originally due on March 31, 2021. Interest on amounts outstanding under the Term Note was payable in-kind in arrears on the last day of each fiscal quarter.

Pursuant to the terms of Amendment 1, the maturity date was changed from March 31, 2021 to March 31, 2022. Amendment 1 also provided that BRF Finance, as 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 (as further described in Amendment 1) of the 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 based upon the conversion rate specified for the Series K Preferred Stock (or $0.40).

As of the date these consolidated financial statements were issued or were available to be issued, approximately $3.4 million, including approximately $3.3 million of principal amount of the Term Note and approximately $0.7 million of accrued interest, had been converted into shares of our Series K Preferred Stock. The aggregate principal amount outstanding under the Term Note as of the date these consolidated financial statements were issued or were available to be issued was approximately $4.3 million (including payment of in-kind interest of approximately $0.7 million, which was added to the outstanding Term Note balance).

Payroll Protection Program Loan

On April 6, 2020, the Company entered into a note agreement with JPMorgan Chase Bank, N.A. under the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the U.S. Small Business Administration (“SBA”). The Company received total proceeds of approximately $5.7 million under the note. In accordance with the requirements of the CARES Act, the Company will use proceeds from the note agreement primarily for payroll costs. The note is scheduled to mature on April 6, 2022 and has 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 balance outstanding as of the issuance date of these consolidated financial statements was $5,702,725.

Forgiveness of the note is only available for principal that is used for the limited purposes that qualify for forgiveness under SBA requirements, and that to obtain forgiveness, the Company must request it and must provide documentation in accordance with the SBA requirements, and certify that the amounts the Company is requesting to be forgiven qualify under those requirements. The Company will remain responsible under the note for any amounts not forgiven, and that interest payable under the note will not be forgiven but that the SBA may pay the note interest on forgiven amounts. Requirements for forgiveness, among other requirements, provide for eligible expenditures, necessary records/documentation, or possible reductions of the forgiven amount due to changes in number of employees or compensation.

Issuances of Preferred Stock

Series H Preferred Stock – Between August 14, 2020 and August 20, 2020, the Company entered into additional securities purchase agreements for the sale of Series H Preferred Stock with accredited investors, pursuant to which the Company issued 108 shares (after it rescinded the issuance of 2,145 shares that were deemed null and void and repaid to certain holders on October 28, 2020), at a stated value of $1,000 per share, initially convertible into 327,273 shares of the Company’s common stock at a conversion rate equal to the stated value divided by the conversion price of $0.33 per share, for aggregate gross proceeds of $130,000, which was used for working capital and general corporate purposes. The number of shares issuable upon conversion of the Series H Preferred Stock will be adjusted in the event of stock splits, stock dividends, combinations of shares and similar transactions. Each Series H Preferred Stock shall vote on an as-if-converted to common stock basis, subject to beneficial ownership blocker provisions and other certain conditions.

The shares of Series H Preferred Stock are subject to limitations on conversion into shares of the Company’s common stock until the date an amendment to the Company’s certificate of incorporation is filed and accepted with the State of Delaware that increases the number of authorized shares of its common stock to at least a number permitting all the Series H Preferred Stock to be converted in full (further details are provided under the heading Sequencing Policy).

The securities purchase agreements also 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 commencing from the six (6) month anniversary date of issuance of the Series H Preferred Shares, then the Company will be obligated to pay Public Information Failure Damages (as further described in Note 14) to each holder, consisting of a cash payment equal to 1% of the amount invested as partial liquidated damages, up to a maximum of six months, subject to interest at the rate of 1% per month until paid in full.

On October 31, 2020, the Company issued 389 shares of Series H Preferred Stock to James Heckman at the stated value of $1,000, convertible into 1,178,787 shares of the Company’s common stock, at the option of the holder subject to certain limitations at a conversion rate equal to the stated value divided by the conversion price of $0.33 per share. The shares of Series H Preferred Stock were issued I connection with the cancellation of promissory notes payable to Mr. Heckman in the aggregate outstanding principal amount of $389,000.

Series J Preferred Stock – On September 4, 2020, the Company closed on an additional Series J Preferred Stock issuance with two accredited investors, pursuant to which we issued an aggregate of 10,500 shares of Series J Preferred Stock at a stated value of $1,000 per share, initially convertible into 15,000,000 shares of our common stock at a conversion rate equal to the stated value divided by the conversion price of $0.70, for aggregate gross proceeds of $6,000,000, which was used for working capital and general corporate purposes. The number of shares issuable upon conversion of the Series J Preferred Stock will be adjusted in the event of stock splits, stock dividends, combinations of shares and similar transactions. Each share of Series J Convertible Preferred Stock shall vote on an as-if-converted to common stock basis, subject to certain conditions.

All of the shares of Series J Preferred Stock converted automatically into shares of the Company’s common stock on December 18, 2020, the date the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to the Company’s Restated Certificate of Incorporation, as amended, which Certificate of Amendment increased the number of authorized shares of the Company’s common stock to at least a number that permitted all the Series J Preferred Stock, and all of the Series I Preferred Stock, and Series H Preferred Stock, to be converted in full (further details are provided under the heading Sequencing Policy).

Pursuant to a registration rights agreement entered into in connection with the securities purchase agreements, the Company agreed to register the shares issuable upon conversion of the Series J Preferred Stock for resale by the investors. The Company committed to file the registration statement by no later than the 30th calendar day following the date the Company files its (a) Annual Reports on Form 10-K for the fiscal year ended December 31, 2018 and December 31, 2019, (b) all its required Quarterly Reports on Form 10-Q since the quarter ended September 30, 2018, through the quarter ended September 30, 2020, and (c) any Form 8-K Reports that the Company is required to file with the SEC; but in no event later than April 30, 2021 (the “Filing Date”). The Company also committed to cause the registration statement to become effective by no later than 60 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 (as further described in Note 14) upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested.

The securities purchase agreements also 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 commencing from the six (6) month anniversary date of issuance of the Series J Preferred Shares, then the Company will be obligated to pay Public Information Failure Damages (as further described in Note 14) to each holder, consisting of a cash payment equal to 1% of the amount invested as partial liquidated damages, up to a maximum of six months, subject to interest at the rate of 1% per month until paid in full.

Series K Preferred Stock – On October 22, 2020, 20,000 authorized shares of the Company’s preferred stock were designated as “Series K Convertible Preferred Stock” (the “Series K Preferred Stock”). Between October 23, 2020 and November 11, 2020, the Company closed on several securities purchase agreements with accredited investors, pursuant to which the Company issued an aggregate of 18,042 shares of Series K Preferred Stock at a stated value of $1,000, initially convertible into 45,105,000 shares of the Company’s common stock at a conversion rate equal to the stated value divided by the conversion price of $0.40 per share, for aggregate gross proceeds of $18,042,000. The number of shares issuable upon conversion of the Series K Preferred Stock will be adjusted in the event of stock splits, stock dividends, combinations of shares and similar transactions. Each Series K Preferred Stock shall vote on an as-if-converted to common stock basis, subject to certain conditions.

In consideration for its services as placement agent, the Company paid B. Riley FBR a cash fee of $560,500. The Company used approximately $3.4 million of the net proceeds from the financing to partially repay the Term Note and used approximately $2.6 million for payment on a prior investment, with the remainder of approximately $11.5 million for working capital and general corporate purposes.

All of the shares of Series K Preferred Stock converted automatically into shares of the Company’s common stock on December 18, 2020, the date the Company filed the Certificate of Amendment, which increased the number of authorized shares of the Company’s common stock to at least a number that permitted all the Series K Preferred Stock, and all of the Series J Preferred Stock, Series I Preferred Stock, and Series H Preferred Stock, to be converted in full (further details are provided under the heading Sequencing Policy).

Pursuant to a registration rights agreement entered into in connection with the securities purchase agreements, the Company agreed to register the shares issuable upon conversion of the Series K Preferred Stock for resale by the investors. The Company committed to file the registration statement by no later than the 30th calendar day following the date the Company files its (a) Annual Reports on Form 10-K for the fiscal year ended December 31, 2018 and December 31, 2019, (b) all its required Quarterly Reports on Form 10-Q since the quarter ended September 30, 2018, through the quarter ended September 30, 2020, and (c) any Form 8-K Reports that the Company is required to file with the SEC; provided, however, if such 30th calendar day is on or after February 12, 2021, then such 30th calendar date shall be tolled until the 30th calendar day following the date that the Company files its Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (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 (as further described in Note 14) upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested.

The securities purchase agreements also 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 commencing from the six (6) month anniversary date of issuance of the Series K Preferred Shares, then the Company will be obligated to pay Public Information Failure Damages (as further described in Note 14) to each holder, consisting of a cash payment equal to 1% of the amount invested as partial liquidated damages, up to a maximum of six months, subject to interest at the rate of 1% per month until paid in full.

Sequencing Policy

Based on an analysis, the Company has determined that it will have authorized and unissued shares of the Company’s common stock available for issuance that it could potentially be required to deliver under its equity contracts as of the issuance date of these consolidated financial statements. This determination was based on the issuance of the aforementioned securities or potentially dilutive securities issued after the year ended December 31, 2019.

On December 18, 2020, the Company filed the Certificate of Amendment to increase the number of authorized shares of its common stock from 100,000,000 shares to 1,000,000,000 shares. As a result, as of December 18, 2020, the Company has a sufficient number of authorized but unissued shares of its common stock available for issuance required under all of its securities that are convertible into shares of its common stock.

As a result of the increase in authorized and unissued shares of the Company’s common stock on December 18, 2020, all of the Series I Preferred Stock, Series J Preferred Stock and Series K Preferred Stock were converted into shares of the Company’s common stock, accordingly, the Company will recognize a beneficial conversion feature, as deemed appropriate, at the time of conversion.

Coronavirus (COVID-19)

In December 2019, COVID-19 was reported in Wuhan, China. On March 11, 2020, the World Health Organization has declared COVID-19 to constitute a “Public Health Emergency of International Concern.” Many national governments and sports authorities around the world have made the decision to postpone/cancel high attendance sports events in an effort to reduce the spread of the COVID-19 virus. In addition, many governments and businesses have limited non-essential work activity, furloughed and/or terminated many employees and closed some operations and/or locations, all of which has had a negative impact on the economic environment.

As a result of these factors the Company experienced a decline in traffic and advertising revenue in the first and second quarters of 2020. The Company implemented cost reduction measures in an effort to offset these declines. Since May 2020, there has been a steady recovery in the advertising market in both pricing and volume, which coupled with the return of professional and college sports yielded steady growth in revenues through the balance of 2020 and start of 2021. 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 of COVID-19, future sport event advisories and restrictions, and the extent and effectiveness of containment actions taken.

The CARES Act was enacted March 27, 2020 . Among the business provisions, the CARES Act provided for various payroll tax incentives, changes to net operating loss carryback and carryforward rules, business interest expense limitation increases, and bonus depreciation on qualified improvement property. The Company is evaluating the impact of the CARES Act on its consolidated financial statements.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2019

Principles of Consolidation

Principles of Consolidation

Foreign Currency

Foreign Currency

Use of Estimates

Use of Estimates

Risks and Uncertainties

Risks and Uncertainties

Revenue Recognition

Revenue Recognition

The following is a description of the principal activities from which the Company generates revenue:

Advertising Revenue

Subscription Revenue

Circulation Revenue

Circulation revenues include magazine subscriptions and single copy sales at newsstands.

Print Subscriptions – Revenues from magazine subscriptions are deferred and recognized proportionately as products are distributed to subscribers.

Licensing Revenue

Nature of Performance Obligations

Timing of Satisfaction of Performance Obligations

Transaction Price and Amounts Allocated to Performance Obligations

There is no variable consideration related to functional licenses.

As of December 31, 2019, a subscription refund liability of $3,144,172 was recorded for the provision for the estimated returns and refunds on the consolidated balance sheet.

Disaggregation of Revenue

The following table provides information about disaggregated revenue by product line, geographical market and timing of revenue recognition:

	Years Ended December 31,
	2019		2018
Revenue by product line:
Advertising	$	35,918,370	$	5,614,953
Digital subscriptions		6,855,038		85,246
Magazine circulation		9,046,473		-
Other		1,523,429		-
Total	$	53,343,310	$	5,700,199
Revenue by geographical market:
United States	$	52,611,255	$	5,700,199
Other		732,055		-
Total	$	53,343,310	$	5,700,199
Revenue by timing of recognition:
At point in time	$	47,557,652	$	5,614,953
Over time		5,785,658		85,246
Total	$	53,343,310	$	5,700,199

Cost of Revenue

Cost of Revenue

Contract Balances

Contract Balances

The following table provides information about contract balances:

	As of December 31, 2019										As of December 31, 2018
	Advertising		Digital Subscriptions		Magazine Circulation		Other		Total		Advertising		Digital Subscriptions		Total
Accounts receivable, net	$	13,636,240	$	-	$	185,936	$	2,411,779	$	16,233,955	$	-	$	-	$	-
Factor receivables		-		-		-		-		-		6,130,674		-		6,130,674
Subscription acquisition costs (short-term)		-		-		3,142,580		-		3,142,580		-		17,056		17,056
Subscription acquisition costs (long-term)		-		-		3,417,478		-		3,417,478		-		-		-
Unearned revenues (short-term contract liabilities)		-		8,634,939		23,528,148		-		32,163,087		325,863		70,544		396,407
Unearned revenues (long-term contract liabilities)		-		478,557		30,478,154		222,500		31,179,211		252,500		-		252,500

Cash, Cash Equivalents, and Restricted Cash

Cash, Cash Equivalents, and Restricted Cash

	As of December 31,
	2019		2018
Cash and cash equivalents	$	8,852,281	$	2,406,596
Restricted cash		620,809		120,693
Total cash, cash equivalents, and restricted cash	$	9,473,090	$	2,527,289

As of December 31, 2018, the Company had restricted cash of $120,693 that served as collateral for certain credit card merchant accounts with a bank.

Concentrations

Concentrations

Revenue from significant customers as a percentage of the Company’s total revenue are as follows:

	Years Ended December 31,
	2019			2018
Customer 1		22.4	%		35.5	%
Customer 2		-			14.8	%

Significant accounts receivable balances as a percentage of the Company’s total accounts receivable are as follows:

	As of December 31,
	2019		2018
Customer 1		-		16.8	%

Significant accounts payable balances as a percentage of the Company’s total accounts payable are as follows:

	As of December 31,
	2019			2018
Vendor 1 *		61.7	%		-
Vendor 2		-			29.4	%
Vendor 3		-			11.5	%

* The significant accounts payable balance as of December 31, 2019 related to the service agreements with Meredith Corporation (“Meredith”) (as described in Note 3).

Leases

Leases

Property and Equipment

Property and Equipment

Office equipment and computers		1 – 3 years
Furniture and fixtures		1 – 5 years
Leasehold improvements		Shorter of remaining lease term or estimated useful life

Platform Development

Platform Development

Business Combinations

Business Combinations

Intangible Assets

Intangible Assets

Long-Lived Assets

Long-Lived Assets

Goodwill

Goodwill

Deferred Financing Costs and Discounts on Debt Obligations

Deferred Financing Costs and Discounts on Debt Obligations

Amortization of debt discount during the years ended December 31, 2019 and 2018, was $4,545,675 and $601,840, respectively.

Liquidated Damages

Liquidated Damages

Selling and Marketing

Selling and Marketing

General and Administrative

General and Administrative

Derivative Financial Instruments

Derivative Financial Instruments

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Preferred Stock

Preferred Stock

Stock-Based Compensation

Stock-Based Compensation

The Company classifies stock-based compensation in its consolidated statements of operations in the same manner in which the award recipient’s cash compensation cost is classified.

Income Taxes

Income Taxes

Loss Per Common Share

Loss per Common Share

	As of December 31,
	2019		2018
Series G Preferred Stock		188,791		188,791
Series H Preferred Stock		58,787,879		58,787,879
Series I Preferred Stock		46,200,000		-
Series J Preferred Stock		28,571,429		-
Indemnity shares of common stock		412,500		825,000
Restricted Stock Awards		2,391,665		6,309,874
Financing Warrants		2,882,055		3,949,018
Channel Partner Warrants		939,540		1,017,141
ABG Warrants		21,989,844		-
Restricted Stock Units		2,399,997		-
Common Stock Awards		8,064,561		9,405,541
Common Equity Awards		65,013,645		-
Outside Options		3,724,667		2,414,000
Total		241,566,573		82,897,244

Adoption of Sequencing Policy

Adoption of Sequencing Policy

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Recently Adopted Accounting Standards

Recently Issued Accounting Standards

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Disaggregation of Revenue

The following table provides information about disaggregated revenue by product line, geographical market and timing of revenue recognition:

	Years Ended December 31,
	2019		2018
Revenue by product line:
Advertising	$	35,918,370	$	5,614,953
Digital subscriptions		6,855,038		85,246
Magazine circulation		9,046,473		-
Other		1,523,429		-
Total	$	53,343,310	$	5,700,199
Revenue by geographical market:
United States	$	52,611,255	$	5,700,199
Other		732,055		-
Total	$	53,343,310	$	5,700,199
Revenue by timing of recognition:
At point in time	$	47,557,652	$	5,614,953
Over time		5,785,658		85,246
Total	$	53,343,310	$	5,700,199

Schedule of Contract with Customer, Asset and Liability

The following table provides information about contract balances:

	As of December 31, 2019										As of December 31, 2018
	Advertising		Digital Subscriptions		Magazine Circulation		Other		Total		Advertising		Digital Subscriptions		Total
Accounts receivable, net	$	13,636,240	$	-	$	185,936	$	2,411,779	$	16,233,955	$	-	$	-	$	-
Factor receivables		-		-		-		-		-		6,130,674		-		6,130,674
Subscription acquisition costs (short-term)		-		-		3,142,580		-		3,142,580		-		17,056		17,056
Subscription acquisition costs (long-term)		-		-		3,417,478		-		3,417,478		-		-		-
Unearned revenues (short-term contract liabilities)		-		8,634,939		23,528,148		-		32,163,087		325,863		70,544		396,407
Unearned revenues (long-term contract liabilities)		-		478,557		30,478,154		222,500		31,179,211		252,500		-		252,500

Schedule of Cash and Restricted Cash

The following table reconciles total cash, cash equivalents, and restricted cash:

	As of December 31,
	2019		2018
Cash and cash equivalents	$	8,852,281	$	2,406,596
Restricted cash		620,809		120,693
Total cash, cash equivalents, and restricted cash	$	9,473,090	$	2,527,289

Schedule of Concentration of Credit Risk

Revenue from significant customers as a percentage of the Company’s total revenue are as follows:

	Years Ended December 31,
	2019			2018
Customer 1		22.4	%		35.5	%
Customer 2		-			14.8	%

Significant accounts receivable balances as a percentage of the Company’s total accounts receivable are as follows:

	As of December 31,
	2019		2018
Customer 1		-		16.8	%

Significant accounts payable balances as a percentage of the Company’s total accounts payable are as follows:

	As of December 31,
	2019			2018
Vendor 1 *		61.7	%		-
Vendor 2		-			29.4	%
Vendor 3		-			11.5	%

Schedule of Depreciation and Amortization, Useful Lives of Assets

Depreciation and amortization are provided using the straight-line method over the following estimated useful lives:

Office equipment and computers		1 – 3 years
Furniture and fixtures		1 – 5 years
Leasehold improvements		Shorter of remaining lease term or estimated useful life

Schedule of Net Income (loss) Per Common Share

	As of December 31,
	2019		2018
Series G Preferred Stock		188,791		188,791
Series H Preferred Stock		58,787,879		58,787,879
Series I Preferred Stock		46,200,000		-
Series J Preferred Stock		28,571,429		-
Indemnity shares of common stock		412,500		825,000
Restricted Stock Awards		2,391,665		6,309,874
Financing Warrants		2,882,055		3,949,018
Channel Partner Warrants		939,540		1,017,141
ABG Warrants		21,989,844		-
Restricted Stock Units		2,399,997		-
Common Stock Awards		8,064,561		9,405,541
Common Equity Awards		65,013,645		-
Outside Options		3,724,667		2,414,000
Total		241,566,573		82,897,244

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2019

TheStreet, Inc [Member]

Summary of Price Allocation for Assets Acquired and Liabilities

Accounts receivable	$	1,586,031
Prepaid expenses		1,697,347
Restricted cash		500,000
Other current assets		53,001
Other long-term assets		689,512
Property and equipment		718,475
Operating right-of-use assets		1,395,474
Developed technology		4,388,104
Trade name		2,580,000
Subscriber relationships		2,150,000
Advertiser relationships		2,240,000
Database		1,140,000
Goodwill		8,815,090
Accounts payable		(1,313,223	)
Accrued expenses		(1,129,009	)
Other current liabilities		(373,836	)
Unearned revenues		(6,242,335	)
Operating lease liabilities		(2,394,631	)
Net assets acquired	$	16,500,000

Summary of Price Allocation for Acquisition

Accounts receivable	$	337,481
Prepaid expenses		1,534,922
Subscriber relationships		71,308,799
Other current liabilities		(632,056	)
Unearned revenues		(47,249,470	)
Subscription refund liability		(5,427,523	)
Deferred tax liabilities		(19,541,127	)
Net assets acquired	$	331,026

Schedule of Pro-forma Information for Acquisition

	Revenue			Net Income (Loss)
From TheStreet Merger date until December 31, 2019	$	7,857,587		$	538,339
Combined entity supplemental pro forma from January 1, 2019 to December 31, 2019 (unaudited):
TheStreet	$	16,218,388		$	(14,498,524	)
Maven		45,485,723			(39,039,708	)
Adjustments		2,494,667			6,409,464
Total supplemental pro forma from January 1, 2019 to December 31, 2019	$	64,198,778		$	(47,128,768	)
Combined entity supplemental pro forma from January 1, 2018 to December 31, 2018 (unaudited):
TheStreet	$	27,511,107		$	(3,131,639	)
Maven		5,700,199			(26,067,883	)
Adjustments		(4,858,046	)		(8,847,598	)
Total supplemental pro forma from January 1, 2018 to December 31, 2018	$	28,353,260		$	(38,047,120	)

Summary of Earnings Per Common Share

The following summarizes earnings per common share of the combined entity had the date of TheStreet Merger been January 1, 2018:

	Supplemental Pro Forma from January 1, 2019 to December 31, 2019 (unaudited)			Supplemental Pro Forma from January 1, 2018 to December 31, 2018 (unaudited)
Net income (loss)	$	(47,128,768	)	$	(38,047,120	)
Net income (loss) per common share – basic and diluted	$	(1.27	)	$	(1.46	)
Weighted average number of common shares outstanding – basic and diluted		37,080,784			26,128,796

Hub Pages Inc [Member]

Summary of Price Allocation for Assets Acquired and Liabilities

Cash	$	534,637
Accounts receivable and unbilled receivables		4,624,455
Prepaid expenses		172,648
Note receivable		41,638
Fixed assets		11,392
Other assets		65,333
Developed technology		8,010,000
Trade name		480,000
Noncompete agreement		480,000
Goodwill		5,466,624
Accounts payable		(3,618,112	)
Accrued expenses		(1,470,749	)
Contract liabilities		(513,336	)
Other liabilities		(2,027,508	)
Net assets acquired	$	12,257,022

Summary of Price Allocation for Acquisition

Cash	$	1,537,308
Current assets		50,788
Accounts receivable and unbilled receivables		1,033,080
Other assets		25,812
Developed technology		6,740,000
Trade name		268,000
Goodwill		1,857,663
Current liabilities		(851,114	)
Deferred tax liability		(91,633	)
Net assets acquired	$	10,569,904

Schedule of Shares Issued for Post Combination Services

The shares issued are for post combination services. The composition of the purchase price is as follows:

Cash	$	9,537,397
Issued shares of common stock		1,636,251
Indemnity shares of common stock		288,750
Net settlement of preexisting relationship		552,314
Noncompete agreement		242,310
Total purchase consideration	$	12,257,022

Prepayments and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2019

Prepayments And Other Current Assets

Schedule of Prepayments and Other Current Assets

Prepayments and other current assets are summarized as follows:

	As of December 31,
	2019		2018
Prepaid expenses	$	3,370,757	$	637,281
Prepaid software license		89,822		85,936
Refundable income and franchise taxes		733,553		-
Security deposits		96,135		25,812
Other receivables		20,468		109,294
	$	4,310,735	$	858,323

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment are summarized as follows:

	As of December 31,
	2019			2018
Office equipment and computers	$	476,233		$	86,040
Furniture and fixtures		193,914			22,419
Leasehold improvements		307,550			-
		977,697			108,459
Less accumulated depreciation and amortization		(316,420	)		(39,629	)
Net property and equipment	$	661,277		$	68,830

Leases (Tables)

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Summary of Lease Term and Discount Rate

The weighted-average remaining lease term (in years) and discount rate related to the operating leases consisted of the following as of December 31, 2019:

Weighted-average remaining lease term			5.03 years
Weighted-average discount rate			9.85	%

Summary of Maturity of Lease Liabilities

The present value of the Company’s operating leases consisted of the following as of December 31, 2019:

Year Ending December 31,
2020	$	2,579,924
2021		685,111
2022		472,084
2023		486,247
2024		500,834
Thereafter		1,408,052
Minimum lease payments		6,132,252
Less imputed interest		(1,312,646	)
Present value of operating lease liabilities	$	4,819,606
Current portion included in accrued expenses and other (lease liabilities)	$	2,203,474
Long-term portion of operating lease liabilities		2,616,132
Total operating lease liabilities	$	4,819,606

Schedule of Future Minimum Operating Lease Payments

Year ending December 31,
2019	$	505,621
2020		347,845
2021		226,817
	$	1,080,283

Platform Development (Tables)

12 Months Ended

Dec. 31, 2019

Platform Development

Summary of Platform Development Costs

Platform development costs are summarized as follows:

	As of December 31,
	2019			2018
Platform development	$	10,678,692		$	6,833,900
Less accumulated amortization		(4,785,973	)		(2,125,944	)
Net platform development	$	5,892,719		$	4,707,956

Summary of Platform Development Cost Activity

A summary of platform development activity for the years ended December 31, 2019 and 2018 is as follows:

	As of December 31,
	2019		2018
Platform development beginning of year	$	6,833,900	$	3,145,308
Costs capitalized during the period:
Additions related HubPages acquisition		-		69,052
Payroll-based costs		2,537,402		2,086,963
Total capitalized payroll-based costs		9,371,302		5,301,323
Stock-based compensation		1,307,390		1,850,384
Dispositions		-		(317,807	)
Platform development end of year	$	10,678,692	$	6,833,900

Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets Subjects to Amortization

Intangible assets subject to amortization consisted of the following:

	As of December 31, 2019							As of December 31, 2018
	Carrying Amount		Accumulated Amortization			Net Carrying Amount		Carrying Amount		Accumulated Amortization			Net Carrying Amount
Developed technology	$	19,138,104	$	(4,090,359	)	$	15,047,745	$	14,750,000	$	(558,423	)	$	14,191,577
Noncompete agreement		480,000		(252,000	)		228,000		480,000		(12,000	)		468,000
Trade name		3,328,000		(224,745	)		3,103,255		748,000		(23,819	)		724,181
Subscriber relationships		73,458,799		(3,587,837	)		69,870,962		-		-			-
Advertiser relationships		2,240,000		(94,635	)		2,145,365		-		-			-
Database		1,140,000		(151,183	)		988,817		-		-			-
Subtotal amortizable intangible assets		99,784,903		(8,400,759	)		91,384,144		15,978,000		(594,242	)		15,383,758
Website domain name		20,000		-			20,000		20,000		-			20,000
Total intangible assets	$	99,804,903	$	(8,400,759	)	$	91,404,144	$	15,998,000	$	(594,242	)	$	15,403,758

Schedule of Future Estimated Amortization Expenses for Intangible Assets

Estimated total amortization expense for the next five years and thereafter related to the Company’s intangible assets subject to amortization as of December 31, 2019 is as follows:

Year Ending December 31,
2020	$	20,054,383
2021		19,826,383
2022		19,093,265
2023		17,401,440
2024		11,397,874
Thereafter		3,610,799
	$	91,384,144

Other Assets (Tables)

12 Months Ended

Dec. 31, 2019

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Summary of Other Assets

Other assets are summarized as follows:

	As of December 31,
	2019		2018
Security deposit	$	110,418	$	-
Other deposits		65,764		77,992
Prepaid expenses		867,467		-
Note receivable		41,638		41,638
	$	1,085,287	$	119,630

Goodwill (Tables)

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in Carrying Value of Goodwill

The changes in carrying value of goodwill for the years ended December 31, 2019 and 2018 are as follows:

	As of December 31,
	2019		2018
Carrying value at beginning of year	$	7,324,287	$	-
Goodwill acquired in acquisition of HubPages		-		1,857,663
Goodwill acquired in acquisition of Say Media		-		5,466,624
Goodwill acquired in acquisition of TheStreet		8,815,090		-
Carrying value at end of year	$	16,139,377	$	7,324,287

Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2019

Payables and Accruals [Abstract]

Schedule of Accrued Expenses

Accrued expenses are summarized as follows:

	As of December 31,
	2019		2018
General accrued expenses	$	7,665,518	$	451,530
Accrued payroll and related taxes		968,782		584,550
Accrued publisher expenses		1,550,669		644,299
Sales tax liability		801,930		-
Customer rebate		489,466		489,466
Due to Meredith		701,734		-
Due to ABG		4,000,000		-
Operating lease liabilities		2,203,474		-
Other		305,102		212,202
	$	18,686,675	$	2,382,047

Liquidated Damages Payable (Tables)

12 Months Ended

Dec. 31, 2019

Summary of Liquidated Damages

Liquidated Damages payable are summarized as follows:

	As of December 31, 2019
	MDB Common Stock to be Issued (1)		Series H Preferred Stock		12% Convertible Debentures		Series I Preferred Stock		Series J Preferred Stock		Total
Registration Rights damages	$	15,001	$	1,163,955	$	-	$	1,108,800	$	840,000	$	3,127,756
Public Information Failure Damages		-		1,163,955		893,190		1,039,500		840,000		3,936,645
Accrued interest		-		481,017		132,888		262,193		140,015		1,016,113
	$	15,001	$	2,808,927	$	1,026,078	$	2,410,493	$	1,820,015	$	8,080,514

	As of December 31, 2018
	MDB Common Stock to be Issued (1)		Series H Preferred Stock		12% Convertible Debentures		Total
Registration Rights Damages	$	15,001	$	1,163,955	$	-	$	1,178,956
Public Information Failure Damages		-		1,163,955		706,944		1,870,899
Accrued interest		-		481,017		116,726		597,743
	$	15,001	$	2,808,927	$	823,670	$	3,647,598

(1)	Consists of shares of common stock issuable to MDB Capital Group, LLC (“MDB”).

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Schedule of Valuation Activity for the Warrants Accounted for Derivative Liability

	L2 Warrants			Strome Warrants			B. Riley Warrants			Total Warrant Derivative Liabilities
Carrying value at January 1, 2018	$	-		$	-		$	-		$	-
Issuance of warrants on June 11, 2018		312,837			-			-			312,837
Issuance of warrants on June 15, 2018		288,149			1,344,648			-			1,632,797
Issuance of warrants on October 18, 2018		-			-			382,725			382,725
Change in valuation of warrant derivative liabilities		(182,772	)		(756,677	)		(24,675	)		(964,124	)
Carrying value at December 31, 2018		418,214			587,971			358,050			1,364,235
Change in valuation of warrant derivative liabilities		316,972			448,716			249,463			1,015,151
Exercise of warrants		(735,186	)		-			-			(735,186	)
Carrying value at December 31, 2019	$	-		$	1,036,687		$	607,513		$	1,644,200

Schedule of Valuation Activity for the Embedded Conversion Feature Liability

	8% Promissory Notes			10% Convertible Debentures			10% OID Convertible Debentures			12% Convertible Debentures		Series G Preferred Stock			Total Embedded Derivative Liabilities
Carrying value at January 1, 2018	$	-		$	-		$	-		$	-	$	72,563		$	72,563
Recognition of embedded derivative liabilities (conversion feature) on June 11, 2018		78,432			-			-			-		-			78,432
Recognition of embedded derivative liabilities (conversion feature) on June 15, 2018		81,169			471,002			-			-		-			552,171
Recognition of embedded derivative liabilities (buy-in feature and default remedy feature) on October 18, 2018		-			-			49,000			-		-			49,000
Recognition of embedded derivative liabilities (conversion feature, buy-in feature, and default remedy feature) on December 12, 2018		-			-			-			4,760,000		-			4,760,000
Gain on extinguishment of embedded derivatives liabilities upon extinguishment of host instrument		(29,860	)		(1,042,000	)		(25,000	)		-		-			(1,096,860	)
Change in valuation of embedded derivative liabilities		(129,741	)		570,998			(24,000	)		2,627,000		(72,563	)		2,971,694
Carrying value at December 31, 2018		-			-			-			7,387,000		-			7,387,000
Recognition of embedded derivative liabilities (conversion feature, buy-in feature and default remedy feature) on March 18, 2018		-			-			-			822,000		-			822,000
Recognition of embedded derivative liabilities (conversion feature, buy-in feature and default remedy feature) on March 27, 2018		-			-			-			188,000		-			188,000
Recognition of embedded derivative liabilities (conversion feature, buy-in feature and default remedy feature) on April 8, 2018		-			-			-			64,000		-			64,000
Change in valuation of embedded derivative liabilities		-			-			-			5,040,000		-			5,040,000
Carrying value at December 31, 2019	$	-		$	-		$	-		$	13,501,000	$	-		$	13,501,000

Convertible Debt (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Convertible Debt and Related Debt Components

Convertible Debt and Debt Components

	8% Promissory Notes			10% Convertible Debentures			10% OID Convertible Debentures			12% Convertible Debentures			Total Convertible Debt and Debt Components
Principal amount of debt	$	1,126,112		$	4,775,000		$	3,500,000		$	9,540,000		$	18,941,112
Less original issue discount		(111,112	)		-			(175,000	)		-			(286,112	)
Less issuance costs		(15,000	)		-			(40,000	)		(590,000	)		(645,000	)
Net cash proceeds received	$	1,000,000		$	4,775,000		$	3,285,000		$	8,950,000		$	18,010,000
Principal amount of debt (excluding original issue discount)	$	1,015,000		$	4,775,000		$	3,325,000		$	9,540,000		$	18,655,000
Add conversion of debt from 10% OID Convertible Debentures		-			-			-			3,551,528			3,551,528
Add accrued interest		20,986			69,920			28,009			82,913			201,828
Principal amount of debt including accrued interest		1,035,986			4,844,920			3,353,009			13,174,441			22,408,356
Debt discount:
Allocated warrant derivative liabilities for B. Riley Warrants		-			-			(382,725	)		-			(382,725	)
Allocated warrant derivative liabilities for L2 Warrants		(600,986	)		-			-			-			(600,986	)
Allocated embedded derivative liabilities		(159,601	)		(471,002	)		(49,000	)		(4,760,000	)		(5,439,603	)
Liquidated Damages recognized upon issuance		-			-			-			(706,944	)		(706,944	)
Issuance costs		(15,000	)		-			(40,000	)		(590,000	)		(645,000	)
Subtotal debt discount		(775,587	)		(471,002	)		(471,725	)		(6,056,944	)		(7,775,258	)
Less amortization of debt discount		315,309			64,452			68,637			153,442			601,840
Less write off unamortized debt discount upon extinguishment of debt		460,278			406,550			403,088			-			1,269,916
Unamortized debt discount		-			-			-			(5,903,502	)		(5,903,502	)
Debt components:
Accretion of original issue discount		44,133			-			25,463			-			69,596
Loss on extinguishment of debt		292,201			885,080			173,056			-			1,350,337
Conversion of debt to 12% Convertible Debentures		-			-			(3,551,528	)		-			(3,551,528	)
Conversion of debt to Series H Preferred Stock		-			(5,730,000	)		-			-			(5,730,000	)
Repayment of convertible debt		(1,372,320	)		-			-			-			(1,372,320	)
Total debt components		(1,035,986	)		(4,844,920	)		(3,353,009	)		-			(9,233,915	)
Carrying value at December 31, 2018	$	-		$	-		$	-		$	7,270,939		$	7,270,939

12% Convertible Debenture [Member]

Schedule of 12% Convertible Debentures

The following table represents the various financings of the 12% Convertible Debentures recognized during the year ended December 31, 2019 and carrying value as of December 31, 2019:

	Issuance Date												Total 12%
	December 12, 2018			March 18, 2019			March 27, 2019			April 8, 2019			Convertible Debentures
Principal amount of debt	$	9,540,000		$	1,696,000		$	318,000		$	100,000		$	11,654,000
Less issuance costs		(590,000	)		(96,000	)		(18,000	)		-			(704,000	)
Net cash proceeds received	$	8,950,000		$	1,600,000		$	300,000		$	100,000		$	10,950,000
Principal amount of debt (excluding original issue discount)	$	9,540,000		$	1,696,000		$	318,000		$	100,000		$	11,654,000
Add conversion of debt from 10% OID Convertible Debentures		3,551,528			-			-			-			3,551,528
Add: accrued interest		1,711,273			164,083			29,754			8,933			1,914,043
Principal amount of debt including accrued interest		14,802,801			1,860,083			347,754			108,933			17,119,571
Debt discount:
Allocated embedded derivative liabilities		(4,760,000	)		(822,000	)		(188,000	)		(64,000	)		(5,834,000	)
Liquidated Damages recognized upon issuance		(706,944	)		(67,200	)		(12,600	)		(4,200	)		(790,944	)
Issuance costs		(590,000	)		(106,000	)		(18,000	)		-			(714,000	)
Subtotal debt discount		(6,056,944	)		(995,200	)		(218,600	)		(68,200	)		(7,338,944	)
Less amortization of debt discount		2,927,248			414,465			89,422			27,200			3,458,335
Unamortized debt discount		(3,129,696	)		(580,735	)		(129,178	)		(41,000	)		(3,880,609	)
Carrying value at December 31, 2019		11,673,105			1,279,348			218,576			67,933			13,238,962
Less current portion		(534,993	)		-			(206,204	)		-			(741,197	)
Carry value at December 31, 2019, net of current portion	$	11,138,112		$	1,279,348		$	12,372		$	67,933		$	12,497,765

Long-term Debt (Tables)

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Components of the 12% Amended Senior Secured Notes and Carrying Values

The following table represents the components of the 12% Amended Senior Secured Notes recognized during the year ended December 31, 2019 and carrying value as of December 31, 2019:

	12% Amended Senior Secured Notes
Principal amount of debt:
Principal amount of debt received on June 10, 2019	$	20,000,000
Principal amount of debt received on June 14, 2019		48,000,000
Principal amount of debt received on August 27, 2019		3,000,000
Subtotal principal amount of debt		71,000,000
Add accrued interest		1,082,642
Less principal payment paid in Series J Preferred Stock (net of interest of $146,067)		(4,853,933	)
Less principal payments paid in cash		(17,307,364	)
Principal amount of debt outstanding including accrued interest		49,921,345
Debt discount:
Placement fee to B. Riley FBR		(3,550,000	)
Success based fee to B. Riley FBR		(3,400,000	)
Legal and other costs		(202,382	)
Subtotal debt discount		(7,152,382	)
Less amortization of debt discount		1,240,782
Unamortized debt discount		(5,911,600	)
Carrying value at December 31, 2019	$	44,009,745

Summary of Interest Expense

The following table summarizes the interest expense for the year ended December 31, 2019:

	12% Convertible Debentures		12% Amended Senior Secured Notes		Officer Promissory Notes		Total Interest Expense
Amortization of debt discount	$	3,304,893	$	1,240,782	$	-	$	4,545,675
Accrued interest		1,831,130		1,228,709		5,794		3,065,633
Cash paid interest				2,351,404		983		2,352,887
Totals	$	5,136,023	$	4,821,395	$	6,777		9,964,195
Cash paid for other interest								499,375
Total interest expense							$	10,463,570

The following table summarizes the interest expense for the year ended December 31, 2018:

	8% Promissory Notes			10% Convertible Debentures			10% OID Convertible Debentures			12% Convertible Debentures		Total Interest Expense
Accretion of original issue discount	$	44,133		$	-		$	25,463		$	-	$	69,596
Amortization of debt discount		315,309			64,452			68,637			153,442		601,840
Loss on extinguishment of debt		292,201			885,080			173,056			-		1,350,337
Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument		(29,860	)		(1,042,000	)		(25,000	)		-		(1,096,860	)
Write off unamortized debt discount upon extinguishment of debt		460,278			406,550			403,088			-		1,269,916
Accrued interest		-			69,920			28,009			82,913		180,842
Other interest		20,986			-			-			-		20,986
Totals	$	1,103,047		$	384,002		$	673,253		$	236,355		2,396,657
Accrued interest on Officer Promissory Notes													12,574
Other interest													99,643
Total interest expense												$	2,508,874

Preferred Stock (Tables)

12 Months Ended

Dec. 31, 2019

Series H Preferred Stock [Member]

Schedule of Components of Preferred Stock

The following table represents the components of the Series H Preferred Stock, stated value of $1,000 per share, for the year ended December 31, 2018:

	Shares			Series H Preferred Stock Components
Issuance of Series H Preferred Stock on August 10, 2018		19,400		$	19,400,000
Less shares issued to B. Riley FBR as placement fee		(670	)		(670,000	)
Less shares issued for conversion of principal of 10% Convertible Debentures		(4,775	)		(4,775,000	)
Less shares issued to 10% Convertible Debenture holders for additional payment of 20% annual internal rate of return		(955	)		(955,000	)
Net issuance of Series H Preferred Stock		13,000			13,000,000
Payments made to B. Riley FBR from proceeds:
Less placement fee					(500,000	)
Less legal fees and other costs					(25,296	)
Total payments made from proceeds					(525,296	)
Net cash proceeds from issuance of Series H Preferred Stock				$	12,474,704
Issuance of Series H Preferred Stock				$	19,400,000
Less issuance costs:
Shares issued to B. Riley FBR as placement fee					(670,000	)
Total payments made from proceeds					(525,296	)
Legal and other costs paid in cash					(159,208	)
Total issuance costs					(1,354,504	)
Net issuance of Series H Preferred Stock				$	18,045,496
Beneficial conversion feature on Series H Preferred Stock				$	18,045,496

Series I Preferred Stock [Member]

Schedule of Components of Preferred Stock

The following table represents the components of the Series I Preferred Stock, stated value of $1,000 per share, for the year ended December 31, 2019:

	Shares		Series I Preferred Stock Components
Issuance of Series I Preferred Stock on June 28, 2019		23,100	$	23,100,000
Less issuance costs:
Cash paid to B. Riley FBR as placement fee				(1,386,000	)
Legal fees and other costs				(73,858	)
Total issuance costs				(1,459,858	)
Less Liquidated Damages recognized upon issuance				(1,940,400	)
Total issuance costs and Liquidated Damages				(3,400,258	)
Net issuance of Series I Preferred Stock			$	19,699,742

Series J Preferred Stock [Member]

Schedule of Components of Preferred Stock

The following table represents the components of the Series J Preferred Stock, stated value of $1,000 per share, for the year ended December 31, 2019:

	Shares			Series J Preferred Stock Components
Issuance of Series J Preferred Stock on October 7, 2019		20,000		$	20,000,000
Less shares issued for payment of 12% Amended Senior Secured Notes		(5,000	)		(5,000,000	)
Net issuance of Series J Preferred Stock		15,000		$	15,000,000
Issuance of Series J Preferred Stock				$	20,000,000
Less issuance costs:
Cash paid to B. Riley FBR as placement fee					(525,240	)
Legal fees and other costs					(54,764	)
Total issuance costs					(580,004	)
Less Liquidated Damages recognized upon issuance					(1,680,00	)
Total issuance costs and Liquidated Damages					(2,260,004	)
Net issuance of Series J Preferred Stock				$	17,739,996

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Summary of Restricted Stock Award Activity

A summary of the restricted stock award activity during the years ended December 31, 2019 and 2018 is as follows:

	Number of Shares						Weighted Average Grant-Date
	Unvested			Vested			Fair Value
Restricted stock awards outstanding at January 1, 2018		6,979,596			5,537,556		$	0.41
Issued		4,606,503			-			0.72
Vested		(4,946,490	)		4,946,490
Forfeited		(329,735	)		-
Restricted stock awards outstanding at December 31, 2018		6,309,874			10,484,046			0.50
Issued		833,333			-			0.48
Vested		(3,926,542	)		3,926,542
Forfeited		(825,000	)		(402,512	)
Restricted stock awards outstanding at December 31, 2019		2,391,665			14,008,076			0.56

Summary of Warrant Activity

A summary of the Financing Warrants activity during the years ended December 31, 2019 and 2018 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Financing Warrants outstanding at January 1, 2018		1,289,172		$	0.29
Issued		2,861,558			1.17
Exercised		(842,117	)		0.20
Issued as result of the reset provision on August 3, 2018		640,405			0.50
Financing Warrants outstanding at December 31, 2018		3,949,018			0.64		4.81
Exercised		(1,066,963	)
Financing Warrants outstanding at December 31, 2019		2,882,055			0.80		3.95
Financing Warrants exercisable at December 31, 2019		2,882,055			0.80		3.95

Schedule of Common Stock Financing Warrants Outstanding and Exercisable

The Financing Warrants outstanding and exercisable as of December 31, 2019 are summarized as follows:

				Outstanding
				Classified as Derivative		Classified within Stockholders’		Total
	Exercise Price		Expiration Date	Liabilities (Shares)		Equity (Shares)		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

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Restricted Stock Units Activity

A summary of the restricted stock award activity during the years ended December 31, 2019 and 2018 is as follows:

	Number of Shares						Weighted Average Grant-Date
	Unvested			Vested			Fair Value
Restricted stock awards outstanding at January 1, 2018		6,979,596			5,537,556		$	0.41
Issued		4,606,503			-			0.72
Vested		(4,946,490	)		4,946,490
Forfeited		(329,735	)		-
Restricted stock awards outstanding at December 31, 2018		6,309,874			10,484,046			0.50
Issued		833,333			-			0.48
Vested		(3,926,542	)		3,926,542
Forfeited		(825,000	)		(402,512	)
Restricted stock awards outstanding at December 31, 2019		2,391,665			14,008,076			0.56

ABG Warrants [Member]

Schedule of Warrants Assumptions

	Up-list		No Up-list
Risk-free interest rate		2.00% – 2.10%		2.00% – 2.10%
Expected dividend yield		0.00%		0.00%
Expected volatility		51.00% – 52.00%		121.00% – 123.00%
Expected life		6.0 – 7.3 years		6.2 – 7.3 years

Schedule of Warrants Activity

A summary of the ABG Warrant activity during the year ended December 31, 2019 is as follows:

Weighted

Average

Weighted

Remaining

Number

Average

Contractual

Exercise

Life

Shares

Price

(in Years)

ABG Warrants outstanding at January 1, 2019

Issued

21,989,844

0.55

ABG Warrants outstanding at December 31, 2019

21,989,844

0.55

9.46

ABG Warrants exercisable at December 31, 2019

ABG Warrants not vested at December 31, 2019

21,989,844

Summary of Stock-based Compensation

Stock–based compensation and equity-based expense charged to operations or capitalized during the years ended December 31, 2019 and 2018 are summarized as follows:

	Year Ended December 31, 2019
	Restricted		Common		Common				Channel
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Cost of revenue	$	122,192	$	44,520	$	774,632	$	1,580	$	50,828	$	-	$	993,752
Selling and marketing		34,393		100,388		455,280		242,399		-		-		832,460
General and administrative		2,541,468		1,660,607		3,383,338		157,359		-		795,803		8,538,575
Total costs charged to operations		2,698,053		1,805,515		4,613,250		401,338		50,828		795,803		10,364,787
Capitalized platform development		535,004		175,837		590,618		5,931		-		-		1,307,390
Total stock-based compensation	$	3,233,057		1,981,352	$	5,203,868	$	407,269	$	50,828	$	795,803	$	11,672,177

	Year Ended December 31, 2018
	Restricted		Common		Common				Channel
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Cost of revenue	$	6,745	$	-	$	-	$	-	$	152,460	$	-	$	159,205
Selling and marketing		607		67,062		8,782		-		-		-		76,451
General and administrative		2,973,051		1,130,326		1,791		-		-		-		4,105,168
Total costs charged to operations		2,980,403		1,197,388		10,573		-		152,460		-		4,340,824
Capitalized platform development		1,639,038		211,346		-		-		-		-		1,850,384
Total stock-based compensation	$	4,619,441		1,408,734	$	10,573	$	-	$	152,460	$	-	$	6,191,208

Stock Options Outside 2016 Plan [Member]

Schedule of Fair Value of Stock Options Assumptions

The fair value for the outside options granted during the year ended December 31, 2018 were calculated using the Black-Scholes option-pricing model utilizing the following assumptions:

Risk-free interest rate			2.79% – 3.09%
Expected dividend yield			0.00%
Expected volatility			113.49% – 116.86%
Expected life			6.0 years

	Up-list		No Up-list
Risk-free interest rate		2.49% – 2.57%		2.49% – 2.57%
Expected dividend yield		0.00%		0.00%
Expected volatility		74.00% – 95.00%		122.00% – 142.00%
Expected life		3.0 – 5.8 years		3.0 – 5.8 years

Summary of Stock Option Activity

A summary of outside option activity during the years ended December 31, 2019 and 2018 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Outside options outstanding at January 1, 2018		-		$	-
Granted		2,414,000			0.36
Outside options outstanding at December 31, 2018		2,414,000			0.36		9.94
Granted		1,500,000			0.57		9.94
Exercised		(2,000	)		0.35
Forfeited		(180,000	)		0.35
Expired		(7,333	)		0.35
Outside options outstanding at December 31, 2019		3,724,667			0.21		9.04
Outside options vested at December 31, 2019		1,203,667			0.89		9.02
Stock options exercisable at December 31, 2019		-
Stock options not vested at December 31, 2019		2,521,000

Schedule of Exercise Prices of Common Stock Options

The exercise prices of outside options outstanding, vested and exercisable are as follows as of December 31, 2019:

Exercise

Outstanding

Vested

Exercisable

Price

(Shares)

Under $1.00

3,724,667

1,203,667

Channel Partner Warrant Program [Member]

Schedule of Warrants Assumptions

The fair value of Channel Partner Warrants issued during the year ended December 31, 2018 were calculated using the Black-Scholes option-pricing model utilizing the following assumptions:

Risk-free interest rate			2.54% – 2.89%
Expected dividend yield			0.00%
Expected volatility			95.73% – 119.45%
Expected life			3.0 – 5.0 years

Schedule of Warrants Activity

A summary of the Channel Partner Warrants activity during the years ended December 31, 2019 and 2018 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Channel Partner Warrants outstanding at January 1, 2018		1,303,832		$	1.48		4.35
Issued		295,000			1.74
Forfeited		(581,692	)		1.47
Channel Partner Warrants outstanding at December 31, 2018		1,017,140			1.47		3.26
Forfeited		(77,599	)		1.62
Channel Partner Warrants outstanding at December 31, 2019		939,541			1.46		2.57
Channel Partner Warrants exercisable at December 31, 2019		613,041			1.50		2.63
Channel Partner Warrants available for future grants at December 31, 2019		1,060,459

Common Stock Awards [Member]

Schedule of Fair Value of Stock Options Assumptions

The fair value of common stock awards granted during the year ended December 31, 2018 were calculated using the Black-Scholes option pricing model utilizing the following assumptions:

Risk-free interest rate			2.27% – 3.05%
Expected dividend yield			0.00%
Expected volatility			108.34% – 139.36%
Expected life			3.0 – 6.0 years

Summary of Stock Option Activity

A summary of the common stock award activity during the years ended December 31, 2019 and 2018 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Common stock awards outstanding at January 1, 2018		2,176,637		$	1.25		9.25
Granted		8,187,750			0.84
Exercised		(125,000	)		0.17
Forfeited		(732,353	)		1.41
Expired		(101,493	)		1.49
Common stock awards outstanding at December 31, 2018		9,405,541			0.61		9.30
Exercised		(25,000	)		0.17
Forfeited		(1,197,776	)		0.73
Expired		(118,204	)		1.09
Common stock awards outstanding at December 31, 2019		8,064,561			0.62		8.34
Common stock awards exercisable at December 31, 2019		4,970,584			1.02		8.25
Common stock awards not vested at December 31, 2019		3,093,977
Common stock awards available for future grants at December 31, 2019		1,935,439

Schedule of Exercise Prices of Common Stock Options

The exercise prices of common stock awards outstanding and exercisable are as follows as of December 31, 2019:

Exercise	Outstanding		Exercisable
Price	(Shares)		(Shares)
Under $1.00		5,048,750		2,539,496
$1.01 to $1.25		1,553,333		1,154,687
$1.26 to $1.50		28,309		18,448
$1.51 to $1.75		345,000		239,759
$1.76 to $2.00		924,169		904,444
$2.01 to $2.25		135,000		83,750
$2.26 to $2.50		30,000		30,000
		8,064,561		4,970,584

Common Equity Awards [Member]

Schedule of Fair Value of Stock Options Assumptions

	Up-list		No Up-list
Risk-free interest rate		1.51% – 2.59%		1.51% – 2.59%
Expected dividend yield		0.00%		0.00%
Expected volatility		69.00% – 95.00%		119.00% – 149.00%
Expected life		3.0 – 6.0 years		3.0 – 6.0 years

	Up-list		No Up-list
Risk-free interest rate		2.20% – 2.70%		2.16% – 2.71%
Expected dividend yield		0.00%		0.00%
Expected volatility		140.00% – 146.00%		110.00%
Expected life		10.0 years		10.0 years

Summary of Stock Option Activity

A summary of the common equity award activity during the year ended December 31, 2019 is as follows:

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Common equity awards outstanding at January 1, 2019		-		$	-		-
Granted		68,180,863			0.53
Forfeited		(3,167,218	)		0.53
Common equity awards outstanding at December 31, 2019		65,013,645			0.53		9.43
Common equity awards vested at December 31, 2019		55,556
Common equity awards exercisable at December 31, 2019		-
Common equity awards not vested at December 31, 2019		64,958,089
Common equity awards available for future grants at December 31, 2019		19,986,355

Schedule of Exercise Prices of Common Stock Options

The exercise prices for the common equity awards outstanding, vested and exercisable are as follows at December 31, 2019:

Exercise	Outstanding		Vested		Exercisable
Price	(Shares)		(Shares)		(Shares)
No exercise price		250,000		-		-
Under $1.00		64,763,645		55,566		-
		65,013,645		55,556		-

Restricted Stock Units [Member]

Schedule of Restricted Stock Units Activity

A summary of the restricted stock unit activity during the year ended December 31, 2019 is as follows:

					Weighted Average
	Number of Shares				Grant-Date
	Unvested		Vested		Fair Value
Restricted stock units outstanding at January 1, 2019		-		-	$	-
Issued		2,399,997		-		0.45
Restricted stock units outstanding at December 31, 2019		2,399,997		-		0.45
Restricted stock units credited to a separate account at December 31, 2019		-		-

Liquidated Damages (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Recognized Liquidated Damages

	Year Ended December 31, 2019
	Series H Preferred Stock		12% Convertible Debentures		Series I Preferred Stock		Series J Preferred Stock		Total Liquidated Damages
Registration Rights Damages	$	-	$	-	$	138,600	$	-	$	138,600
Public Information Failure Damages		-		102,246		69,300		-		171,546
Accrued interest		-		16,162		262,193		140,015		418,370
Balance	$	-	$	118,408	$	470,093	$	140,015	$	728,516

	Year Ended December 31, 2018
	MDB Common Stock to Be Issued		Series H Preferred Stock		12% Convertible Debentures		Total Liquidated Damages
Registration Rights Damages	$	15,001	$	1,163,955	$	-	$	1,178,956
Public Information Failure Damages		-		1,163,955		706,944		1,870,899
Accrued interest		-		481,017		116,726		597,743
Totals	$	15,001	$	2,808,927	$	823,670	$	3,647,598

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Schedule of Income Taxes

The components of the benefit for income taxes consist of the following:

	Years Ended December 31,
	2019		2018
Current tax benefit:
Federal	$	-	$	-
State and local		-		-
Total current tax benefit		-		-
Deferred tax benefit:
Federal		9,802,070		3,359,203
State and local		3,053,709		1,498,009
Change in valuation allowance		6,685,348		(4,765,579	)
Total deferred tax benefit		19,541,127		91,633
Total income tax benefit	$	19,541,127	$	91,633

Schedule of Components of Deferred Tax Assets and Liabilities

The components of deferred tax assets and liabilities were as follows:

	As of December 31,
	2019			2018
Deferred tax assets:
Net operating loss carryforwards	$	20,998,172		$	10,474,525
Tax credit carryforwards		263,873			263,873
Allowance for doubtful accounts		450,116			16,017
Accrued expenses and other		64,494			64,849
Deferred rent		-			21,233
Contract liabilities		-			84,622
Liquidated damages payable		1,078,235			646,146
Stock-based compensation		1,055,083			242,545
Operating lease liability		223,596			-
Depreciation and amortization		3,921,952			981,850
Current deferred tax assets		28,055,521			12,795,660
Valuation allowance		(3,484,746	)		(8,541,191	)
Total deferred tax assets		24,570,775			4,254,469
Deferred tax liabilities:
Prepaid expenses		(148,051	)		-
Contract liabilities		(67,295	)		-
Acquisition-related intangibles		(24,355,429	)		(4,254,469	)
Total deferred tax liabilities		(24,570,775	)		(4,254,469	)
Net deferred tax	$	-		$	-

Schedule of Tax Benefit and Effective Income Tax

The benefit for income taxes on the statement of operations differs from the amount computed by applying the statutory federal income tax rate to loss before the benefit for income taxes, as follows:

	Years Ended December 31,
	2019						2018
	Amount			Percent			Amount			Percent
Federal benefit expected at statutory rate	$	(12,188,924	)		21.0	%	$	(5,493,498	)		21.0	%
State and local taxes, net of federal benefit		(3,053,709	)		5.3	%		(1,498,009	)		5.7	%
Stock-based compensation		276,382			(0.5	)%		434,556			(1.7	)%
Other differences, net		199,642			(0.3	)%		246,614			(0.8	)%
Valuation allowance		(6,685,348	)		11.5	%		4,765,579			(18.2	)%
Permanent differences		1,910,830			(3.3	)%		1,453,125			(5.6	)%
Tax benefit and effective income tax rate	$	(19,541,127	)		33.7	%	$	(91,633	)		0.4	%

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2019

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 issuance date of these consolidated financial statements:

	12% Convertible Debentures		Series I Preferred Stock		Series J Preferred Stock		Total Liquidated Damages
Registration Rights Damages	$	-	$	277,200	$	360,000	$	637,200
Public Information Failure Damages		12,300		346,500		360,000		718,800
Accrued interest		1,578		69,991		60,007		131,576
	$	13,878	$	693,691	$	780,007	$	1,487,576

Quarterly Financial Information for Fiscal 2019 and Fiscal 2018 (Tables)

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Summary of Quarterly and Annual Financial Information

The following tables summarize the quarterly and annual financial information for fiscal 2019 and fiscal 2018, as applicable.

Condensed Consolidated Balance Sheets

			As of
	Table		March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Assets
Current assets:
Cash and cash equivalents			$	2,138,593		$	13,149,604		$	1,973,435		$	2,406,596
Restricted cash (see Note 2)				120,718			120,749			620,779			120,693
Accounts receivable, net		A		2,718,004			2,006,938			3,319,124			-
Factor receivables		A		-			-			-			6,130,674
Subscription acquisition costs		A		17,056			-			-			17,056
Royalty fees (see Note 5)				-			15,000,000			15,000,000			-
Convertible preferred stock subscription receivable				-			8,100,000			-			-
Prepayments and other current assets		B		842,393			718,232			2,893,870			858,323
Total current assets				5,836,764			39,095,523			23,807,208			9,533,342
Advance relating to acquisition of TheStreet (see Note 3)				-			16,500,000			-			-
Operating lease right-of-use assets (see Note 7)				829,155			724,758			1,912,932			-
Property and equipment, net				61,506			73,053			739,339			68,830
Platform development, net		C		4,723,236			5,049,194			5,556,978			4,707,956
Royalty fees, net of current portion (see Note 5)				-			30,000,000			30,000,000			-
Acquired and other intangible assets, net		D		14,568,858			13,733,958			25,032,710			15,403,758
Other long-term assets				182,238			92,002			959,469			119,630
Goodwill		E		7,324,287			7,324,287			16,139,377			7,324,287
Total assets			$	33,526,044		$	112,592,775		$	104,148,013		$	37,157,803
Liabilities, mezzanine equity and stockholders’ (deficiency)
Current liabilities:
Accounts payable			$	2,527,428		$	2,271,503		$	3,990,958		$	4,943,767
Accrued expenses and other		F		3,279,517			5,228,542			7,247,859			2,382,047
Line of credit (see Note 13)				897,653			1,463,598			1,025,494			1,048,194
Liquidated damages payable		G		3,744,285			5,689,738			5,689,738			3,647,598
Unearned revenue		A		98,229			96,350			6,819,242			396,407
Warrant derivative liabilities		H		1,739,930			1,906,005			1,836,894			1,364,235
Embedded derivative liabilities		I		10,780,000			12,240,000			17,861,000			7,387,000
Officer promissory notes, including accrued interest (see Note 16)				315,065			316,801			318,459			680,399
Total current liabilities				23,382,107			29,212,537			44,789,644			21,849,647
Unearned revenues, net of current portion		A		252,500			252,500			710,119			252,500
Operating lease liabilities, net of current portion		J		439,599			336,289			745,075			-
Other long-term liability				242,310			242,310			242,310			242,310
Investor liability				-			-			875,000			-
Deferred rent				-			-			-			46,335
Convertible debt		L		9,160,861			10,492,770			11,865,866			7,270,939
Long-term debt (see Note 18)				-			59,870,303			48,272,995			-
Total liabilities				33,477,377			100,406,709			107,501,009			29,661,731
Commitments and contingencies (see Note 26)
Mezzanine equity:
Series G redeemable and convertible preferred stock, $0.01 par value, $1,000 per share liquidation value; aggregate liquidation value $168,496; Series G shares designated: 1,800 for each respective period presented; Series G shares issued and outstanding: 168,496; common shares issuable upon conversion: 188,791 shares for each respective period presented				168,496			168,496			168,496			168,496
Series H convertible preferred stock, $0.01 par value, $1,000 per share liquidation value; aggregate liquidation value $19,399,250; Series H shares designated: 23,000; Series H shares issued and outstanding: 19,400 for each respective period presented; common shares issuable upon conversion: 58,787,879 shares for each respective period presented				18,045,496			18,045,496			18,045,496			18,045,496
Series I convertible preferred stock, $0.01 par value, $1,000 per share liquidation value; aggregate liquidation value $25,800,000; Series I shares designated: 25,800; Series I shares issued and outstanding: 23,100 for each respective period presented; common shares issuable upon conversion: 46,200,000 shares for each respective period presented				-			19,753,600			19,753,600			-
Total mezzanine equity				18,213,992			37,967,592			37,967,592			18,213,992
Stockholders’ (deficiency):
Common stock, $0.01 par value, authorized 1,000,000,000 shares: issued and outstanding (1)				376,861			369,389			373,532			357,685
Common stock to be issued				39,383			39,383			39,383			51,272
Additional paid-in capital				24,893,365			27,870,197			32,006,113			23,413,077
Accumulated deficit				(43,474,934	)		(54,060,495	)		(73,739,616	)		(34,539,954	)
Total stockholders’ (deficiency)				(18,165,325	)		(25,781,526	)		(41,320,588	)		(10,717,920	)
Total liabilities, mezzanine equity and stockholders’ (deficiency)			$	33,526,044		$	112,592,775		$	104,148,013		$	37,157,803
(1) Common stock issued and outstanding				37,686,173			36,938,927			37,353,258			35,768,619

Condensed Consolidated Statements of Operations (unaudited)

			Three Months Ended March 31,
	Table		2019			2018
Revenue		M	$	6,273,963		$	86,685
Cost of revenue (1)		K		5,652,565			1,035,708
Gross profit (loss)				621,398			(949,023	)
Operating expenses:
Selling and marketing		K		1,149,292			153,505
General and administrative		K		4,225,253			2,463,771
Depreciation and amortization				108,340			5,630
Total operating expenses				5,482,885			2,622,906
Loss from operations				(4,861,487	)		(3,571,929	)
Other (expense) income:
Change in valuation of warrant derivative liabilities (see Note 15)				(375,695	)		-
Change in valuation of embedded derivative liabilities (see Note 15)				(2,383,000	)		-
Interest expense		N		(1,301,208	)		-
Interest income				3,171			-
Liquidated damages (see Note 23)				(16,887	)		-
Other Income				126			-
Total other expense				(4,073,493	)		-
Loss before income taxes				(8,934,980	)		(3,571,929	)
Benefit for income taxes				-			-
Net loss attributable to common shareholders			$	(8,934,980	)	$	(3,571,929	)
Basic and diluted net loss per common share			$	(0.26	)	$	(0.16	)
Weighted average number of shares outstanding – basic and diluted				34,837,518			22,934,369
(1) Amortization included in cost of revenues			$	1,324,970		$	349,512

			Three Months Ended June 30,						Six Months Ended June 30,
	Table		2019			2018			2019			2018
Revenue		M	$	5,770,283		$	216,356		$	12,044,246		$	303,041
Cost of revenue (1)		K		5,487,172			1,102,813			11,139,737			2,138,521
Gross profit (loss)				283,111			(886,457	)		904,509			(1,835,480	)
Operating expenses:
Selling and marketing		K		1,451,101			761,135			2,600,393			914,640
General and administrative		K		5,871,015			2,222,187			10,096,268			4,685,958
Depreciation and amortization				107,637			6,615			215,977			12,245
Total operating expenses				7,429,753			2,989,937			12,912,638			5,612,843
Loss from operations				(7,146,642	)		(3,876,394	)		(12,008,129	)		(7,448,323	)
Other (expense) income:
Change in valuation of warrant derivative liabilities (see Note 15)				(166,075	)		-			(541,770	)		-
Change in valuation of embedded derivative liabilities (see Note 15)				(1,396,000	)		128,544			(3,779,000	)		128,544
True-up termination fee				-			(1,344,648	)		-			(1,344,648	)
Interest expense		N		(1,876,054	)		(123,543	)		(3,177,262	)		(123,543	)
Interest income				63			14,384			3,234			14,384
Liquidated damages (see Note 23)				(853	)		(15,001	)		(17,740	)		(15,001	)
Other Income				-			-			126			-
Total other expense				(3,438,919	)		(1,340,264	)		(7,512,412	)		(1,340,264	)
Loss before income taxes				(10,585,561	)		(5,216,658	)		(19,520,541	)		(8,788,587	)
Benefit for income taxes				-			-			-			-
Net loss attributable to common shareholders			$	(10,585,561	)	$	(5,216,658	)	$	(19,520,541	)	$	(8,788,587	)
Basic and diluted net loss per common share			$	(0.30	)	$	(0.21	)	$	(0.55	)	$	(0.36	)
Weighted average number of shares outstanding – basic and diluted				35,556,188			25,290,190			35,208,771			24,258,944
(1) Amortization included in cost of revenues			$	1,361,319		$	433,204		$	2,686,289		$	782,716

			Three Months Ended September 30,						Nine Months Ended September 30,
	Table		2019			2018			2019			2018
Revenue		M	$	7,586,020		$	1,157,917		$	19,630,266		$	1,460,958
Cost of revenue (1)		K		7,612,585			1,784,073			18,752,322			3,922,594
Gross profit (loss)				(26,565	)		(626,156	)		877,944			(2,461,636	)
Operating expenses:
Selling and marketing		K		2,059,820			425,326			4,660,213			1,339,966
General and administrative		K		7,262,496			2,546,369			17,358,764			7,232,328
Depreciation and amortization				349,604			12,715			565,581			24,960
Total operating expenses				9,671,920			2,984,410			22,584,558			8,597,254
Loss from operations				(9,698,485	)		(3,610,566	)		(21,706,614	)		(11,058,890	)
Other (expense) income:
Change in valuation of warrant derivative liabilities (see Note 15)				(666,075	)		(324,485	)		(1,207,845	)		(324,485	)
Change in valuation of embedded derivative liabilities (see Note 15)				(5,621,000	)		459,472			(9,400,000	)		588,016
True-up termination fee				-			-			-			(1,344,648	)
Settlement of promissory notes receivable				-			(1,166,556	)		-			(1,166,556	)
Interest expense		N		(3,701,310	)		(1,428,463	)		(6,878,572	)		(1,552,006	)
Interest income				7,749			2,199			10,983			16,583
Liquidated damages (see Note 23)				-			(2,652,798	)		(17,740	)		(2,667,798	)
Other Income				-			-			126			-
Total other expense				(9,980,636	)		(5,110,631	)		(17,493,048	)		(6,450,894	)
Loss before income taxes				(19,679,121	)		(8,721,197	)		(39,199,662	)		(17,509,784	)
Benefit for income taxes				-			91,633			-			91,633
Net loss				(19,679,121	)		(8,629,564	)		(39,199,662	)		(17,418,151	)
Deemed dividend on Series H convertible preferred stock				-			(18,045,496	)		-			(18,045,496	)
Net loss attributable to common shareholders			$	(19,679,121	)	$	(26,675,060	)	$	(39,199,662	)	$	(35,463,647	)
Basic and diluted net loss per common share			$	(0.54	)	$	(0.96	)	$	(1.10	)	$	(1.40	)
Weighted average number of shares outstanding – basic and diluted				36,240,837			27,835,555			35,562,878			25,382,551
(1) Amortization included in cost of revenues			$	1,623,783		$	629,888		$	4,310,072		$	1,412,604

Condensed Consolidated Statements of Cash Flows (unaudited)

	Three Months Ended						Six Months Ended						Nine Months Ended
	March 30,						June 30,						September 30,
	2019			2018			2019			2018			2019			2018
Cash flows from operating activities
Net loss	$	(8,934,980	)	$	(3,571,929	)	$	(19,520,541	)	$	(8,788,587	)	$	(39,199,662	)	$	(17,418,151	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment		10,940			355,142			21,177			12,243			125,188			19,341
Amortization of platform development and intangible assets		1,422,370			-			2,881,089			782,717			4,750,465			1,418,223
Amortization of debt discounts		686,044			-			1,580,796			86,121			3,060,772			373,663
Change in valuation of warrant derivative liabilities		375,695			-			541,770			(128,544	)		1,207,845			(263,531	)
Change in valuation of embedded derivative liabilities		2,383,000			-			3,779,000			-			9,400,000			-
True-up termination fee		-			-			-			1,344,648			-			1,344,648
Settlement of promissory notes receivable		-			-			-			-			-			1,166,556
Loss on extinguishment of debt		-			-			-			-			-			1,099,165
Accrued interest		405,186			-			907,582			26,841			2,439,798			-
Liquidated damages		16,887			-			17,740			15,001			17,740			2,667,798
Stock-based compensation		1,319,627			1,350,892			3,959,925			2,191,132			6,951,074			3,416,110
Deferred income taxes		-			-			-			-			-			(91,633	)
Other		(29,911	)		-			(6,812	)		10,159			14,793			-
Change in operating assets and liabilities net of effect of business combinations:
Accounts receivable		9,573,255			(20,469	)		10,261,222			(154,938	)		10,513,462			(491,644	)
Factor receivables		(6,130,674	)		-			(6,130,674	)		-			(6,130,674	)		-
Subscription acquisition costs		-			(3,808	)		17,056			-			17,056			(5,191	)
Prepaid royalty fees		-			-			(45,000,000	)		-			(45,000,000	)		-
Prepayments and other current assets		15,930			(378,506	)		140,091			(115,935	)		(285,199	)		(101,603	)
Other long-term assets		(62,608	)		-			27,628			-			(150,327	)		-
Accounts payable		(2,416,339	)		310,018			(2,672,264	)		383,024			(2,266,032	)		467,083
Accrued expenses		460,775			163,891			2,414,501			253,209			1,314,037			81,689
Unearned revenue		(298,178	)		5,711			(300,057	)		(7,674	)		638,119			11,537
Operating lease liabilities		804			-			(2,810	)		-			(164,420	)		-
Deferred rent		-			-			-			(14,384	)		-			17,245
Net cash used in operating activities		(1,202,177	)		(1,789,058	)		(47,083,581	)		(4,104,967	)		(52,745,965	)		(6,288,695	)
Cash flows from investing activities
Purchases of property and equipment		(3,616	)		(7,848	)		(25,400	)		(25,292	)		(77,222	)		(29,259	)
Capitalized platform development		(434,802	)		(553,161	)		(980,257	)		(1,132,339	)		(1,744,340	)		(1,660,331	)
Payments of promissory notes receivable, net of advances for acquisition of business		-			(1,000,000	)		-			(1,000,000	)		-			(3,695,054	)
Advance related to pending acquisition of TheStreet, Inc.		-			-			(16,500,000	)		-			-			-
Payments for acquisition of businesses, net of cash		-			-			-			(5,000,000	)		(16,000,000	)		(9,032,596	)
Net cash used in investing activities		(438,418	)		(1,561,009	)		(17,505,657	)		(7,157,631	)		(17,821,562	)		(14,417,240	)
Cash flows from financing activities
Proceeds from issuance of Series H convertible preferred stock		-			-			-			-			-			12,474,704
Proceeds from issuance of debt		-			-			68,000,000			-			71,000,000			-
Repayments of long-term debt		-			-			(4,640,000	)		-			(17,307,364	)		-
Payment of debt issuance costs		(10,000	)		-			(3,595,000	)		-			(7,162,382	)		-
Proceeds from 8% promissory notes		-			-			-			1,000,000			-			1,000,000
Payment of 8% promissory notes		-			-			-			-			-			(1,351,334	)
Proceeds from 10% convertible debentures		-			-			-			4,775,000			-			4,775,000
Proceeds from 12% convertible debentures		1,900,000			-			2,000,000			-			2,000,000			-
Proceeds from issuance of Series I convertible preferred stock		-			-			15,000,000			-			23,100,000			-
Investor liability related to proceeds received in advance of issuance of Series J convertible preferred stock		-			-			-			-			875,000			-
Proceeds from private placement of common stock		-			1,250,000			-			1,250,000			-			1,250,000
Payment of issuance costs of Series I convertible preferred stock		-			-			(1,406,000	)		-			(1,406,000	)		-
Payment of issuance costs of Series H convertible preferred stock		-			-			-			-			-			(159,208	)
Borrowings (repayments) under line of credit		(150,541	)		-			415,404			-			(22,700	)		-
Payment for taxes related to repurchase of restricted common stock		-			-			(75,260	)		-			(75,260	)		-
Proceeds from officer promissory notes		-			-			-			797,982			-			1,009,447
Repayment of officer promissory notes		(366,842	)		-			(366,842	)		(63,446	)		(366,842	)		(49,911	)
Net cash provided by financing activities		1,372,617			1,250,000			75,332,302			7,759,536			70,634,452			18,948,698
Net (decrease) increase in cash, cash equivalents, and restricted cash		(267,978	)		(2,100,067	)		10,743,064			(3,503,062	)		66,925			(1,757,237	)
Cash, cash equivalents, and restricted cash — beginning of period		2,527,289			3,619,249			2,527,289			3,619,249			2,527,289			3,619,249
Cash, cash equivalents, and restricted cash — end of period	$	2,259,311		$	1,519,182		$	13,270,353		$	116,187		$	2,594,214		$	1,862,012
Supplemental disclosure of cash flow information
Cash paid for interest	$	209,978		$	-		$	731,126		$	449		$	1,383,644		$	23,575
Cash paid for income taxes		-			-			-			-
Noncash investing and financing activities
Reclassification of stock-based compensation to platform development	$	167,948		$	907,978		$	572,270		$	1,146,396		$	985,994		$	1,508,889
Discount on 8% promissory notes allocated to warrant derivative liabilities		-			-			-			760,499			-			760,499
Discount on 10% original issue discount senior convertible debentures allocated to warrant derivative liabilities		-			-			-			2,088,380			-			471,002
Discount on 12% senior convertible debentures allocated to embedded derivative liabilities		1,010,000			-			1,074,000			-			1,074,000			-
Exercise of warrants for issuance common shares		-			-			-			-			735,186			-
Liquidated damages liability recorded against cash proceeds for 12% senior convertible debentures		79,800			-			84,000			-			84,000			-
Liquidated damages liability recorded against cash proceeds for Series I convertible preferred stock		-			-			1,940,400			-			1,940,400			-
Series I convertible preferred stock subscription receivable		-			-			8,100,000			-			-			-
Aggregate exercise price of common stock options exercised on cashless basis		-			-			-			21,250			-			21,250
Aggregate exercise price of common stock warrants exercised on cashless basis		-			-			-			168,423			-			168,423
Reclassification of investor demand payable to stockholders’ equity		-			3,000,000			-			3,000,000			-			3,000,000
Fair value of common stock issued for private placement fees		-			-			-			150,000			-			150,000
Deemed dividend on Series H convertible preferred stock		-			-			-			-			-			18,045,496
Assumption of liabilities and debt in connection with merger of Say Media		-			-			-			-			-			851,114
Issuance of Series H convertible preferred stock for private placement fees		-			-			-			-			-			669,250
Accrual of stock issuance costs		-			381,895			-			-			-			-

Table A – The following table sets forth information about contract balances:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Accounts receivable:
Advertising	$	2,683,958	$	1,961,793	$	2,736,060	$	-
Other		34,046		45,145		583,064		-
	$	2,718,004	$	2,006,938	$	3,319,124	$	-
Factor receivables:
Advertising	$	-	$	-	$	-	$	6,130,674
Subscription acquisition costs (short-term):
Digital subscriptions	$	17,056	$	-	$	-	$	17,056
Unearned revenues (short-term contract liabilities):
Advertising	$	-	$	-	$	-	$	325,863
Digital subscriptions		98,229		96,350		6.819,242		70,544
	$	98,229	$	96,350	$	6,819,242	$	396,407
Unearned revenues (long-term contract liabilities):
Advertising	$	252,500	$	252,500	$	252,500	$	252,500
Digital subscriptions		-		-		457,619		-
	$	252,500	$	252,500	$	710,119	$	252,500

Table B – The following table sets forth prepayments and other current assets:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Prepaid expense	$	742,165	$	670,959	$	2,078,487	$	637,281
Prepaid software license		51,930		-		2,722		85,936
Prepaid taxes		-		-		733,553		-
Security deposits		48,298		47,273		74,418		25,812
Other receivables		-		-		4,690		109,294
	$	842,393	$	718,232	$	2,893,870	$	858,323

Table C – The following table sets forth capitalized costs for platform development:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Platform development beginning of period	$	6,833,900		$	6,833,900		$	6,833,900		$	3,145,308
Other costs		-			-			-			69,052
Payroll, employee benefits and related expenses		434,802			980,257			1,744,340			2,086,963
Stock-based compensation		167,948			572,270			985,994			1,850,384
Disposition		-			-			-			(317,807	)
Platform development end of period		7,436,650			8,386,427			9,564,234			6,833,900
Less accumulated amortization		(2,713,414	)		(3,337,233	)		(4,007,256	)		(2,125,944	)
Net platform development	$	4,723,236		$	5,049,194		$	5,556,978		$	4,707,956

Table D – The following table sets forth acquired and other intangible assets:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Developed technology	$	14,750,000		$	14,750,00		$	19,138,104		$	14,750,000
Noncompete agreement		480,000			480,000			480,000			480,000
Trade name		748,000			748,000			3,328,000			748,000
Subscriber relationships		-			-			2,150,000			-
Advertiser relationships		-			-			2,240,000			-
Database		-			-			1,140,000			-
Website domain name		20,000			20,000			20,000			20,000
		15,998,000			15,998,000			28,496,104			15,998,000
Less accumulated amortization		(1,429,142	)		(2,264,042	)		(3,463,394	)		(594,242	)
Net intangible assets	$	14,568,858		$	13,733,958		$	25,032,710		$	15,403,758

Table E – The following table sets forth goodwill:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Goodwill acquired in acquisition of HubPages	$	1,857,663	$	1,857,663	$	1,857,663	$	1,857,663
Goodwill acquired in acquisition of Say Media		5,466,624		5,466,624		5,466,624		5,466,624
Goodwill acquired in acquisition of TheStreet		-		-		8,815,090		-
Carrying value	$	7,324,287	$	7,324,287	$	16,139,377	$	7,324,287

Table F – The following table sets forth accrued expenses and other:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
General accrued expenses	$	216,618	$	2,029,076	$	1,959,800	$	451,530
Accrued payroll and related taxes		728,211		839,664		556,531		584,550
Accrued publisher expenses		1,320,890		1,330,102		1,544,114		644,299
Sales tax liability		-		-		479,204		-
Customer rebate		489,466		489,466		489,466		489,466
Operating lease liabilities		456,884		452,183		2,069,118		-
Other accrued expense		67,448		88,051		149,626		212,202
	$	3,279,517	$	5,228,542	$	7,247,859	$	2,382,047

Table G – The following table sets forth liquidated damages payable:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Registration Rights Damages:
MDB common stock to be issued	$	15,001	$	15,001	$	15,001	$	15,001
Series H Preferred Stock		1,163,955		1,163,955		1,163,955		1,163,955
Series I Preferred Stock		-		970,200		970,200		-
		1,178,956		2,149,156		2,149,156		1,178,956
Public Information Failure Damages:
Series H Preferred Stock		1,163,955		1,163,955		1,163,955		1,163,955
12% Convertible Debentures		786,744		790,944		790,944		706,944
Series I Preferred Stock		-		970,200		970,200		-
		1,950,699		2,925,099		2,925,099		1,870,899
Accrued interest:
Series H Preferred Stock		481,017		481,017		481,017		481,017
12% Convertible Debentures		133,613		134,466		134,466		116,726
		614,630		615,483		615,483		597,743
	$	3,744,285	$	5,689,738	$	5,689,738	$	3,647,598

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
L2 Warrants issued on June 11, 2018	$	312,837		$	312,837		$	312,837		$	312,837
L2 Warrants issued on June 15, 2018		288,149			288,149			288,149			288,149
Strome Warrants issued on June 15, 2018		1,344,648			1,344,648			1,344,648			1,344,648
B. Riley Warrant issued on October 18, 2018		382,725			382,725			382,725			382,725
Exercise of L2 Warrants on September 10, 2019		-			-			(735,186	)		-
Change in valuation of warrant derivative liabilities:
L2 Warrants		(61,746	)		(9,591	)		134,200			(182,772	)
Strome Warrants		(586,533	)		(513,213	)		(184,129	)		(756,677	)
B. Riley Warrants		59,850			100,450			293,650			(24,675	)
Carrying value	$	1,739,930		$	1,906,005		$	1,836,894		$	1,364,235

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Recognition of embedded derivative liabilities (conversion feature, buy-in feature, and default remedy feature):
Issuance date of December 12,2018		4,760,000		4,760,000		4,760,000		4,760,000
Issuance date of March 18, 2019		822,000		822,000		822,000		-
Issuance date of March 27, 2019		188,000		188,000		188,000		-
Issuance date of April 8, 2019		-		64,000		64,000		-
Change in fair value of embedded derivative liabilities		5,010,000		6,406,000		12,027,000		2,627,000
Carrying amount	$	10,780,000	$	12,240,000	$	17,861,000	$	7,387,000

Table J – The following table sets forth the operating lease liabilities:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Minimum lease payments	$	1,003,118		$	873,060		$	3,017,595		$	-
Less imputed interest		(106,635	)		(84,588	)		(203,402	)		-
Present value of operating lease liabilities	$	896,483		$	788,472		$	2,814,193		$	-
Current portion included in accrued expenses and other (lease liabilities)	$	456,884		$	452,183		$	2,069,118		$	-
Long-term portion of operating lease liabilities		439,599			336,289			745,075			-
Total operating lease liabilities	$	896,483		$	788,472		$	2,814,193		$	-

Table K – The following sets forth stock-based compensation expense that is included in the line items presented on the consolidated statements of operations and capitalized platform development:

	As of
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		December 31, 2018
Cost of revenues	$	69,072	$	171,258	$	285,253	$	159,205
Selling and marketing		108,284		171,336		221,843		76,451
General and administrative		1,142,272		2,297,704		2,484,053		3,908,301
		1,319.627		2,640,298		2,991,149		4,143,957
Capitalized platform development		167,948		404,322		413,724		1,850,384
	$	1,487,575	$	3,044,620	$	3,404,873	$	5,994,341

Table L – The following table sets forth the carrying value and related debt components of the 12% Convertible Debentures:

	As of
	March 31, 2019 (unaudited)			June 30, 2019 (unaudited)			September 30, 2019 (unaudited)			December 31, 2018
Principal amount of debt	$	11,554,000		$	11,654,000		$	11,654,000		$	9,540,000
Less issuance costs		(704,000	)		(704,000	)		(704,000	)		(590,000	)
Net cash proceeds received		10,850,000			10,950,000			10,950,000			8,950,000
Principal amount of debt (excluding original issue discount)		11,554,000			11,654,000			11,654,000			9,540,000
Add conversion of debt from 10% OID Convertible Debentures		3,551,528			3,551,528			3,551,528			3,551,528
Add accrued interest		486,591			945,011			1,429,527			82,913
Principal amount of debt including accrued interest		15,592,119			16,150,539			16,635,055			13,174,441
Debt discount:
Allocated embedded derivative liabilities		(5,770,000	)		(5,834,000	)		(5,834,000	)		(4,760,000	)
Liquidated damages recognized upon issuance		(786,744	)		(790,944	)		(790,944	)		(706,944	)
Issuance cost		(714,000	)		(714,000	)		(714,000	)		(590,000	)
Subtotal debt discount		(7,270,744	)		(7,338,944	)		(7,338,944	)		(6,056,944	)
Less amortization of debt discount		839,486			1,681,175			2,569,755			153,442
Unamortized debt discount		(6,431,258	)		(5,657,769	)		(4,769,189	)		(5,903,502	)
Carrying value	$	9,160,861		$	10,492,770		$	11,865,866		$	7,270,939

Table M – The following table sets forth information about revenue by product line, geographical market and timing of revenue recognition:

	For the Three Months Ended
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		Year Ended December 31, 2018
Revenue by product line:
Advertising	$	6,137,354	$	5,670,712	$	5,456,555	$	5,614,953
Digital subscriptions		51,913		56,021		1,891,702		85,246
Other		84,696		43,550		237,763		-
Total	$	6,273,963	$	5,770,283	$	7,586,020	$	5,700,199
Revenue by geographical market:
United States	$	6,273,963	$	5,770,283	$	7,386,753	$	5,700,199
Other		-		-		199,267		-
Total	$	6,273,963	$	5,770,283	$	7,586,020	$	5,700,199
Revenue by timing of recognition:
At point in time	$	6,222,050	$	5,714,262	$	5,694,318	$	5,614,953
Over time		51,913		56,021		1,891,702		85,246
Total	$	6,273,963	$	5,770,283	$	7,586,020	$	5,700,199

Table N – The following table sets forth information about interest expense:

	For the Three Months Ended
	March 31, 2019 (unaudited)		June 30, 2019 (unaudited)		September 30, 2019 (unaudited)		Year Ended December 31, 2018
Amortization of debt discounts related to the 8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures	$	-	$	-	$	-	$	448,398
Accrued interest related to the 10% Convertible Debentures and 10% OID Convertible Debentures		-		-		-		97,929
Accretion of original issue discount related to the 8% Promissory Notes and 10% OID Convertible Debentures		-		-		-		69,596
Loss on extinguishment of debt related to the 8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures		-		-		-		1,350,337
Gain on extinguishment of embedded derivatives liabilities upon extinguishment of host instrument related to the 8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures		-		-		-		(1,096,860	)
Write off of unamortized discount upon extinguishment of debt related to the 8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures		-		-		-		1,269,916
Amortization of debt discounts related to the 12% Convertible Debentures		686,044		841,689		888,580		153,442
Accrued interest related to the 12% Convertible Debentures		403,678		458,420		484,516		82,913
Amortization of debt discounts related to the 12% Amended Senior Secured Notes		-		53,063		591,398		-
Accrued interest related to the 12% Amended Senior Secured Notes		-		360,000		1,676,747		-
		1,089,722		1,713,172		3,641,241		2,375,671
Officer Promissory Notes		2,491		1,736		1,658		12,574
Other interest		208,995		161,146		58,411		120,629
	$	1,301,208	$	1,876,054	$	3,701,310	$	2,508,874

Organization and Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Revenues	$ 7,586,020	$ 5,770,283	$ 6,273,963	$ 1,157,917	$ 216,356	$ 86,685	$ 12,044,246	$ 303,041	$ 19,630,266	$ 1,460,958	$ 53,343,310	$ 5,700,199
Net loss attributable to common shareholders	(19,679,121)	(10,585,561)	(8,934,980)	$ (26,675,060)	$ (5,216,658)	(3,571,929)	(19,520,541)	(8,788,587)	(39,199,662)	(35,463,647)	(38,501,369)	(44,113,379)
Net cash used in operating activities			(1,202,177)			$ (1,789,058)	(47,083,581)	$ (4,104,967)	(52,745,965)	$ (6,288,695)	(56,954,306)	(7,417,680)
Accumulated deficit	$ (73,739,616)	$ (54,060,495)	$ (43,474,934)				$ (54,060,495)		$ (73,739,616)		(73,041,323)	$ (34,539,954)
Available credit											8,700,000
Delayed Draw Term Note [Member]
Borrowings subject to note holders approval											$ 5,000,000

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

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Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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Summary of Significant Accounting Policies (Details Narrative) - USD ($)		3 Months Ended		6 Months Ended		9 Months Ended		12 Months Ended
	Jun. 15, 2018	Mar. 31, 2019	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Revenue, performance obligation, description of timing								Point-in -Time Performance Obligations - For performance obligations related to certain digital advertising space and sales of print advertisements, the Company determines that the customer can direct the use of and obtain substantially all the benefits from the advertising products as the digital impressions are served or on the issue' s on-sale date. For performance obligations related to sales of magazines through subscriptions, the customer obtains control when each magazine issue is mailed to the customer on or before the issues on-sale date. For sales of single copy magazines on newsstands, revenue is recognized on the issue's on-sale date as the date aligns most closely with the date that control is transferred to the customer. Revenues from functional licenses are recognized at a point-in-time when access to the completed content is granted to the partner.Over-Time Performance Obligations - For performance obligations related to sales of certain digital advertising space, the Company transfers control and recognizes revenue over time by measuring progress towards complete satisfaction using the most appropriate method. For performance obligations related to digital advertising, the Company satisfies its performance obligations on some flat-fee digital advertising placements over time using a time-elapsed output method.
Subscription refund liability								$ 3,144,172
Allowance for doubtful accounts of accounts receivable								304,129	57,913
Assets impairment charges								0	0
Subscription acquisition cost amortization recognized								315,661	14,147
Subscription acquisition cost									17,056
Subscription and circulation revenue recognized								426,407	31,437
Restricted cash		$ 120,718		$ 120,749		$ 620,779		620,809	120,693
Right-of-use assets		829,155		724,758		1,912,932		3,980,649
Operating lease liabilities								$ 3,555,909
Acquired finite-lived intangible assets, weighted average useful life	5 years							8 years 7 months 6 days
Amortization debt discount		$ 686,044		$ 1,580,796	$ 86,121	$ 3,060,772	$ 373,663	$ 4,545,675	601,840
Selling and Marketing [Member]
Advertising costs								859,802	25,285
Operating Lease Liability Non Current [Member]
Operating lease liabilities								3,555,909
ASU 2016-02 [Member]
Right-of-use assets								1,003,221
ASU 2016-02 [Member] \| Operating Lease Liability Non Current [Member]
Operating lease liabilities								1,069,745
Letter of Credit [Member]
Restricted cash								500,000
Credit Card Merchant Accounts With Bank [Member]
Restricted cash								120,809
TheStreet and the Sports Illustrated Licensing Agreement [Member]
Subscription and circulation revenue recognized								$ 17,817,947
Developed Technology and Trade Name [Member]
Acquired finite-lived intangible assets, weighted average useful life								5 years
Platform Development [Member]
Subscription acquisition cost amortization recognized								$ 9,371,302	$ 5,301,323
Estimated useful life of asset								3 years
Convertible Debentures [Member]
Debt instrument interest rate								10.00%
Original OID Convertible Debentures [Member]
Debt instrument interest rate								10.00%
Convertible Debentures One [Member]
Debt instrument interest rate								12.00%
Senior Secured Notes [Member]
Debt instrument interest rate								12.00%
Amended Senior Secured Notes [Member]
Debt instrument interest rate								12.00%

Summary of Significant Accounting Policies - Schedule of Disaggregation of Revenue (Details) - USD ($)	3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Revenue	$ 7,586,020	$ 5,770,283	$ 6,273,963	$ 1,157,917	$ 216,356	$ 86,685	$ 12,044,246	$ 303,041	$ 19,630,266	$ 1,460,958	$ 53,343,310	$ 5,700,199
At Point in Time [Member]
Revenue											47,557,652	5,614,953
Over Time [Member]
Revenue											5,785,658	85,246
United States [Member]
Revenue	7,386,753	5,770,283	6,273,963								52,611,255	5,700,199
Other [Member]
Revenue	199,267										732,055
Advertising [Member]
Revenue	5,456,555	5,670,712	6,137,354								35,918,370	5,614,953
Digital Subscriptions [Member]
Revenue	1,891,702	56,021	51,913								6,855,038	85,246
Magazine Circulation [Member]
Revenue											9,046,473
Other [Member]
Revenue	$ 237,763	$ 43,550	$ 84,696								$ 1,523,429

Summary of Significant Accounting Policies - Schedule of Contract with Customer, Asset and Liability (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Accounts receivable, net	$ 16,233,955	$ 3,319,124	$ 2,006,938	$ 2,718,004
Factor receivables					6,130,674
Subscription acquisition costs (short-term)	3,142,580				17,056
Subscription acquisition costs (long-term)	3,417,478
Unearned revenues (short-term contract liabilities)	32,163,087	6,819,242	96,350	98,229	396,407
Unearned revenues (long-term contract liabilities)	31,179,211	252,500	252,500	252,500	252,500
Advertising [Member]
Accounts receivable, net	13,636,240	2,736,060	1,961,793	2,683,958
Factor receivables					6,130,674
Subscription acquisition costs (short-term)
Subscription acquisition costs (long-term)
Unearned revenues (short-term contract liabilities)					325,863
Unearned revenues (long-term contract liabilities)		252,500	252,500	252,500	252,500
Digital Subscriptions [Member]
Accounts receivable, net
Factor receivables
Subscription acquisition costs (short-term)				17,056	17,056
Subscription acquisition costs (long-term)
Unearned revenues (short-term contract liabilities)	8,634,939	6,819,242	96,350	98,229	70,544
Unearned revenues (long-term contract liabilities)	478,557	$ 457,619
Magazine Circulation [Member]
Accounts receivable, net	185,936
Factor receivables
Subscription acquisition costs (short-term)	3,142,580
Subscription acquisition costs (long-term)	3,417,478
Unearned revenues (short-term contract liabilities)	23,528,148
Unearned revenues (long-term contract liabilities)	30,478,154
Other [Member]
Accounts receivable, net	2,411,779
Factor receivables
Subscription acquisition costs (short-term)
Subscription acquisition costs (long-term)
Unearned revenues (short-term contract liabilities)
Unearned revenues (long-term contract liabilities)	$ 222,500

Summary of Significant Accounting Policies - Schedule of Cash and Restricted Cash (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Accounting Policies [Abstract]
Cash and cash equivalents	$ 8,852,281	$ 1,973,435	$ 13,149,604	$ 2,138,593	$ 2,406,596
Restricted cash	620,809	$ 620,779	$ 120,749	$ 120,718	120,693
Total cash, cash equivalents, and restricted cash	$ 9,473,090				$ 2,527,289

Summary of Significant Accounting Policies - Schedule of Concentration of Credit Risk (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Revenue [Member] \| Customer 1 [Member]
Concentration risk percentage	22.40%	35.50%
Revenue [Member] \| Customer 2 [Member]
Concentration risk percentage	0.00%	14.80%
Accounts Receivable [Member] \| Customer 1 [Member]
Concentration risk percentage	0.00%	16.80%
Accounts Payable [Member] \| Vendor 1 [Member]
Concentration risk percentage	61.70%	0.00%
Accounts Payable [Member] \| Vendor 2 [Member]
Concentration risk percentage	0.00%	29.40%
Accounts Payable [Member] \| Vendor 3 [Member]
Concentration risk percentage	11.50%	0.00%

Summary of Significant Accounting Policies - Schedule of Depreciation and Amortization, Useful Lives of Assets (Details)	12 Months Ended
	Dec. 31, 2019
Leasehold improvements, estimated useful life	Shorter of remaining lease term or estimated useful life
Office Equipment and Computers [Member] \| Minimum [Member]
Property, plant and equipment, useful life	1 year
Office Equipment and Computers [Member] \| Maximum [Member]
Property, plant and equipment, useful life	3 years
Furniture and Fixtures [Member] \| Minimum [Member]
Property, plant and equipment, useful life	1 year
Furniture and Fixtures [Member] \| Maximum [Member]
Property, plant and equipment, useful life	5 years

Summary of Significant Accounting Policies - Schedule of Net Income (Loss) Per Common Share (Details) - shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Antidilutive securities excluded from computation of earnings per share amount	241,566,573	82,897,244
Series G 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	58,787,879	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	28,571,429
Indemnity Shares of Common Stock [Member]
Antidilutive securities excluded from computation of earnings per share amount	412,500	825,000
Restricted Stock Awards [Member]
Antidilutive securities excluded from computation of earnings per share amount	2,391,665	6,309,874
Financing Warrants [Member]
Antidilutive securities excluded from computation of earnings per share amount	2,882,055	3,949,018
Channel Partner Warrants [Member]
Antidilutive securities excluded from computation of earnings per share amount	939,540	1,017,141
ABG Warrants [Member]
Antidilutive securities excluded from computation of earnings per share amount	21,989,844
Restricted Stock Units [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	8,064,561	9,405,541
Common Equity Awards [Member]
Antidilutive securities excluded from computation of earnings per share amount	65,013,645
Outside Options [Member]
Antidilutive securities excluded from computation of earnings per share amount	3,724,667	2,414,000

Acquisitions (Details Narrative) - USD ($)										1 Months Ended	3 Months Ended		6 Months Ended		9 Months Ended		12 Months Ended
Acquisitions (Details Narrative) - USD ($)	Aug. 23, 2019	Aug. 07, 2019	Jun. 11, 2019	Dec. 12, 2018	Aug. 27, 2018	Aug. 23, 2018	Jun. 15, 2018	Oct. 31, 2017	Aug. 31, 2017	Dec. 31, 2018	Mar. 31, 2019	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Jun. 10, 2019
Payments to acquire businesses, gross														$ 5,000,000	$ 16,000,000	$ 9,032,596	$ 16,331,026	$ 18,035,356
Total cash consideration							$ 10,569,904
Useful life for intangible assets							5 years										8 years 7 months 6 days
Adjustments to pro forma revenue																	$ 6,240,000
Decrease in carrying value of pro forma revenue																	5,300,000
Business acquisition, pro forma net income (loss)																	$ (47,128,768)	(38,047,120)
Number of shares issued during period, shares								307,475	12,209,677
Stock issued during period, value, acquisitions
Developed Technology [Member]
Useful life for intangible assets																	3 years
Trade Name [Member]
Useful life for intangible assets																	20 years
Subscriber Relationships [Member]
Useful life for intangible assets																	8 years 4 months 24 days
Advertising Relationships [Member]
Useful life for intangible assets																	9 years 4 months 24 days
Database [Member]
Useful life for intangible assets																	15 years
12% Senior Secured Note [Member]
Deposit into escrow																			$ 16,500,000
TST Acquisition Co, Inc [Member]
Transaction costs related to acquisition			$ 199,630
Business combination notes receivable acquired																	$ 1,586,031
TST Acquisition Co, Inc [Member] \| Adjustment [Member]
Business acquisition, pro forma revenue																	2,494,667	4,858,046
Business acquisition, pro forma net income (loss)																	6,409,464	8,847,598
Business acquisition related costs																	5,579,762
Interest expense and realated debt issuance cost amortization																	1,245,534	2,811,321
Depreciation and amortization expense for acquired fixed assets and intangible assets																	419,431	1,178,231
TST Acquisition Co, Inc [Member] \| Merger Agreement [Member]
Deposit into escrow																			$ 16,500,000
Payments to acquire businesses, gross			$ 16,500,000
Total cash consideration		$ 16,500,000
TST Acquisition Co, Inc [Member] \| Merger Agreement [Member] \| 12% Senior Secured Note [Member]
Debt instrument interest rate			12.00%
Authentic Brand Group SI LLC [Member]
Business combination notes receivable acquired																	337,481
Authentic Brand Group SI LLC [Member] \| TheStreet and the Sports Illustrated Licensing Agreement [Member]
Transaction costs related to acquisition																	331,026
Prepaid royalties																	45,000,000
Hub Pages Inc [Member]
Deposit into escrow							$ 5,000,000
Total cash consideration							10,000,000
Transaction costs related to acquisition							218,981
Legal fees							$ 569,904
Number of shares issued during period, shares	2,400,000						2,399,997
Business combination notes receivable acquired										$ 1,033,080								$ 1,033,080
Hub Pages Inc [Member] \| Merger Agreement [Member]
Deposit into escrow							$ 5,000,000
Payments to acquire businesses, gross							$ 5,000,000
Total cash consideration						$ 10,569,904
Say Media, Inc. [Member]
Useful life for intangible assets																		4 years 9 months
Business combination notes receivable acquired										416,378							$ 4,624,455	$ 416,378
Fair value of note receivable										$ 41,638								$ 41,638
Say Media, Inc. [Member] \| Merger Agreement [Member]
Total cash consideration				$ 12,257,022	$ 55,246
Legal fees				505,246	$ 450,000
Business combination recognized identifiable creditor				6,703,653
Business combination recognized identifiable transaction bonus				250,000
Business combination recognized identifiable advanced amount				$ 2,078,498
Stock issued during period, shares, acquisitions				5,500,002	2,000,000					2,000,000								3,878,287
Business acquisition stock held in escrow				825,000
Business acquisition, share price				$ 0.35
Business combination, recognized identifiable asset acquired and liability assumed, lease obligation				$ 416,378
Proforma for acquisition of related cost				479,289
Say Media, Inc. [Member] \| Noncompete [Member]
Business combination, step acquisition, equity interest in acquiree, fair value				242,310
Proforma for acquisition of related cost				$ 479,289
Say Media, Inc. [Member] \| Noncompete [Member] \| OID Convertible Debentures [Member]
Business combination, step acquisition, equity interest in acquiree, percentage				10.00%
Say Media, Inc. [Member] \| Noncompete [Member] \| Convertible Debentures Financings [Member]
Business combination, step acquisition, equity interest in acquiree, percentage				12.00%

Acquisitions - Summary of Price Allocation for Acquisition (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Cash					$ 9,537,397
Noncompete agreement					242,310
Goodwill	$ 16,139,377	$ 16,139,377	$ 7,324,287	$ 7,324,287	7,324,287
Net assets acquired					12,257,022
TST Acquisition Co, Inc [Member]
Accounts receivable and unbilled receivables	1,586,031
Prepaid expenses	1,697,347
Restricted cash	500,000
Other long-term assets	689,512
Property and equipment	718,475
Operating right-of-use assets	1,395,474
Other assets	53,001
Developed technology	4,388,104
Trade name	2,580,000
Subscriber relationships	2,150,000
Advertiser relationships	2,240,000
Database	1,140,000
Goodwill	8,815,090
Accounts payable	(1,313,223)
Accrued expenses	(1,129,009)
Other liabilities	(373,836)
Unearned revenues	(6,242,335)
Operating lease liabilities	(2,394,631)
Net assets acquired	16,500,000
Authentic Brand Group SI LLC [Member]
Accounts receivable and unbilled receivables	337,481
Prepaid expenses	1,534,922
Subscriber relationships	71,308,799
Deferred tax liability	(19,541,127)
Other liabilities	(632,056)
Unearned revenues	(47,249,470)
Subscription refund liability	(5,427,523)
Net assets acquired	331,026
Hub Pages Inc [Member]
Cash					1,537,308
Current assets					50,788
Accounts receivable and unbilled receivables					1,033,080
Other assets					25,812
Developed technology					6,740,000
Trade name					268,000
Goodwill					1,857,663
Current liabilities					(851,114)
Deferred tax liability					(91,633)
Net assets acquired					10,569,904
Say Media, Inc. [Member]
Cash	534,637
Accounts receivable and unbilled receivables	4,624,455				$ 416,378
Prepaid expenses	172,648
Note receivable	41,638
Fixed assets	11,392
Other assets	65,333
Developed technology	8,010,000
Trade name	480,000
Noncompete agreement	480,000
Goodwill	5,466,624
Accounts payable	(3,618,112)
Accrued expenses	(1,470,749)
Contract liabilities	(513,336)
Other liabilities	(2,027,508)
Net assets acquired	$ 12,257,022

Acquisitions - Schedule of Shares Issued for Post Combination Services (Details)	Dec. 31, 2018 USD ($)
Payables and Accruals [Abstract]
Cash	$ 9,537,397
Issued shares of common stock	1,636,251
Indemnity shares of common stock	288,750
Net settlement of preexisting relationship	552,314
Noncompete agreement	242,310
Total purchase consideration	$ 12,257,022

Acquisitions - Schedule of Pro-forma Information for Acquisition (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Net income (loss)	$ (47,128,768)	$ (38,047,120)
Net income (loss) per common share - basic and diluted	$ (1.27)	$ (1.46)
Weighted average number of common shares outstanding - basic and diluted	$ 37,080,784	$ 26,128,796
Pro Forma [Member]
Business acquisition, pro forma revenue	$ 64,198,778	$ 28,353,260
Net income (loss)	(47,128,768)	(38,047,120)
Pro Forma [Member] \| Adjustment [Member]
Business acquisition, pro forma revenue	2,494,667	(4,858,046)
Net income (loss)	6,409,464	(8,847,598)
TheStreet [Member]
Business acquisition, pro forma revenue	7,857,587
Net income (loss)	538,339
TheStreet [Member] \| Pro Forma [Member]
Business acquisition, pro forma revenue	16,218,388	27,511,107
Net income (loss)	(14,498,524)	(3,131,639)
Maven [Member] \| Pro Forma [Member]
Business acquisition, pro forma revenue	45,485,723	5,700,199
Net income (loss)	$ (39,039,708)	$ (26,067,883)

Prepayments and Other Current Assets - Schedule of Prepayments and Other Current Assets (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Prepayments And Other Current Assets
Prepaid expenses	$ 3,370,757	$ 2,078,487	$ 670,959	$ 742,165	$ 637,281
Prepaid software license	89,822	2,722		51,930	85,936
Refundable income and franchise taxes	733,553
Security deposits	96,135	74,418	47,273	48,298	25,812
Other receivables	20,468	4,690			109,294
Prepayments and other current assets	$ 4,310,735	$ 2,893,870	$ 718,232	$ 842,393	$ 858,323

Royalty Fees (Details Narrative) - USD ($)	12 Months Ended
Royalty Fees (Details Narrative) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Unamortization of advance royalty	$ 41,250,000
Royalty fees, current	15,000,000	$ 15,000,000	$ 15,000,000
Royalty fees, noncurrent	26,250,000	$ 30,000,000	$ 30,000,000
TheStreet and the Sports Illustrated Licensing Agreement [Member] \| Authentic Brand Group SI LLC [Member]
Minimum annual royalties	$ 45,000,000

Property and Equipment (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended		9 Months Ended		12 Months Ended
Property and Equipment (Details Narrative) - USD ($)	Mar. 31, 2019	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 10,940	$ 355,142	$ 21,177	$ 12,243	$ 125,188	$ 19,341	$ 276,791	$ 28,857

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Gross property and equipment costs	$ 977,697				$ 108,459
Less accumulated depreciation and amortization	(316,420)				(39,629)
Net property and equipment	661,277	$ 739,339	$ 73,053	$ 61,506	68,830
Office Equipment and Computers [Member]
Gross property and equipment costs	476,233				86,040
Furniture and Fixtures [Member]
Gross property and equipment costs	193,914				22,419
Leasehold Improvements [Member]
Gross property and equipment costs	$ 307,550

Leases (Details Narrative) - USD ($)	12 Months Ended
Leases (Details Narrative) - USD ($)	Dec. 31, 2019	Dec. 31, 2018	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019
Right-of-use assets	$ 3,980,649		$ 1,912,932	$ 724,758	$ 829,155
Lease description	The Company's lease arrangements for its offices expire at various dates through 2027
Cash deposit with banks	$ 160,910
operating lease costs	1,112,362	253,651
Accounting Standards Update 2016-02 Cumulative Effect, Period of Adoption [Member]
Right-of-use assets	$ 1,212,800
Minimum [Member]
Lease term	1 year 4 months 24 days
Maximum [Member]
Lease term	7 years 1 month 2 days
Operating Lease Liability [Member]
operating lease liabilities	$ 4,819,606		$ 2,814,193	$ 788,472	$ 896,483
Operating Lease Liability [Member] \| Accounting Standards Update 2016-02 Cumulative Effect, Period of Adoption [Member]
operating lease liabilities	$ 3,853,500

Leases - Schedule of Weighted Average Remaining Lease Term (Details)	Dec. 31, 2019
Lessee Disclosure [Abstract]
Weighted-average remaining lease term	5 years 11 days
Weighted-average discount rate	9.85%

Leases - Schedule of Maturity Lease Liabilities (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019
2020	$ 2,579,924
2021	685,111
2022	472,084
2023	486,247
2024	500,834
Thereafter	1,408,052
Minimum lease payments	6,132,252	$ 3,017,595	$ 873,060	$ 1,003,118
Less imputed interest	(1,312,646)	(203,402)	(84,588)	(106,635)
Operating Lease Liability [Member]
Total operating lease liabilities	4,819,606	2,814,193	788,472	896,483
Current portion included in accrued expenses and other (lease liabilities)		2,069,118	452,183	456,884
Long-term portion of operating lease liabilities		$ 745,075	$ 336,289	$ 439,599
Operating Lease Liability Current [Member]
Current portion included in accrued expenses and other (lease liabilities)	2,203,474
Operating Lease Liability Non Current [Member]
Long-term portion of operating lease liabilities	$ 2,616,132

Leases -Schedule of Future Minimum Operating Lease Payaments (Details)	Dec. 31, 2018 USD ($)
Lessee Disclosure [Abstract]
2019	$ 505,621
2020	347,845
2021	226,817
Operating leasefuture minimum payments due	$ 1,080,283

Platform Development (Details Narrative) - USD ($)	12 Months Ended
Platform Development (Details Narrative) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Platform Development
Amortization expense platform development	$ 2,660,029	$ 1,836,625

Platform Development - Summary of Platform Development Costs (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Platform development	$ 977,697				$ 108,459
Less accumulated amortization	(316,420)				(39,629)
Net platform development	661,277	$ 739,339	$ 73,053	$ 61,506	68,830
Platform Development [Member]
Platform development	10,678,692				6,833,900
Less accumulated amortization	(4,785,973)				(2,125,944)
Net platform development	$ 5,892,719				$ 4,707,956	$ 3,145,308

Platform Development - Summary of Platform Development Cost Activity (Details) - USD ($)	3 Months Ended		6 Months Ended		9 Months Ended		12 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Platform development, beginning balance	$ 68,830		$ 68,830		$ 68,830		$ 68,830
Costs capitalized during the period: Payroll-based costs	434,802		980,257		1,744,340			$ 2,086,963
Total capitalized payroll-based costs							315,661	14,147
Stock-based compensation	1,319,627	$ 1,350,892	3,959,925	$ 2,191,132	6,951,074	$ 3,416,110	10,364,787	4,340,824
Dispositions								(317,807)
Platform development, ending balance	61,506		73,053		739,339		661,277	68,830
Platform Development [Member]
Platform development, beginning balance	$ 4,707,956	$ 3,145,308	$ 4,707,956	$ 3,145,308	$ 4,707,956	$ 3,145,308	4,707,956	3,145,308
Costs capitalized during the period, Additions related HubPages acquisition								69,052
Costs capitalized during the period: Payroll-based costs							2,537,402	2,086,963
Total capitalized payroll-based costs							9,371,302	5,301,323
Stock-based compensation							1,307,390	1,850,384
Dispositions								(317,807)
Platform development, ending balance							$ 5,892,719	$ 4,707,956

Intangible Assets (Details Narrative) - USD ($)	12 Months Ended
Intangible Assets (Details Narrative) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Amortization expense of intangible asset	$ 7,806,517	$ 594,242
Impairment charges
Developed Technology [Member]
Amortization expense of intangible asset	$ 3,531,936	$ 558,423

Intangible Assets - Schedule of Intangible Assets Subjects to Amortization (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Intangible assets, gross	$ 99,804,903	$ 28,496,104	$ 15,998,000	$ 15,998,000	$ 15,998,000
Intangible assets, accumulated amortization	(8,400,759)	(3,463,394)	(2,264,042)	(1,429,142)	(594,242)
Intangible assets, net	91,404,144	$ 25,032,710	$ 13,733,958	$ 14,568,858	15,403,758
Developed Technology [Member]
Intangible assets, gross	19,138,104				14,750,000
Intangible assets, accumulated amortization	(4,090,359)				(558,423)
Intangible assets, net	15,047,745				14,191,577
Noncompete Agreement [Member]
Intangible assets, gross	480,000				480,000
Intangible assets, accumulated amortization	(252,000)				(12,000)
Intangible assets, net	228,000				468,000
Trade Name [Member]
Intangible assets, gross	3,328,000				748,000
Intangible assets, accumulated amortization	(224,745)				(23,819)
Intangible assets, net	3,103,255				724,181
Subscriber Relationships [Member]
Intangible assets, gross	73,458,799
Intangible assets, accumulated amortization	(3,587,837)
Intangible assets, net	69,870,962
Advertising Relationships [Member]
Intangible assets, gross	2,240,000
Intangible assets, accumulated amortization	(94,635)
Intangible assets, net	2,145,365
Database [Member]
Intangible assets, gross	1,140,000
Intangible assets, accumulated amortization	(151,183)
Intangible assets, net	988,817
Subtotal Amortizable Intangible Assets [Member]
Intangible assets, gross	99,784,903				15,978,000
Intangible assets, accumulated amortization	(8,400,759)				(594,242)
Intangible assets, net	91,384,144				15,383,758
Website Domain Name [Member]
Intangible assets, gross	20,000				20,000
Intangible assets, accumulated amortization
Intangible assets, net	$ 20,000				$ 20,000

Intangible Assets - Schedule of Future Estimated Amortization Expenses for Intangible Assets (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
2020	$ 20,054,383
2021	19,826,383
2022	19,093,265
2023	17,401,440
2024	11,397,874
Thereafter	3,610,799
Intangible assets, net	$ 91,404,144	$ 25,032,710	$ 13,733,958	$ 14,568,858	$ 15,403,758

Other Assets - Schedule of Other Assets (Details ) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Security deposit	$ 110,418
Other deposits	65,764				77,992
Prepaid expenses	867,467
Note receivable	41,638				41,638
Other assets	$ 1,085,287	$ 959,469	$ 92,002	$ 182,238	$ 119,630

Goodwill - Schedule of Changes in Carrying Value of Goodwill (Details) - USD ($)	3 Months Ended	6 Months Ended	9 Months Ended	12 Months Ended
	Mar. 31, 2019	Jun. 30, 2019	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Carrying value at beginning of year	$ 7,324,287	$ 7,324,287	$ 7,324,287	$ 7,324,287
Goodwill acquired in acquisition of HubPages	1,857,663	1,857,663	1,857,663		1,857,663
Goodwill acquired in acquisition of Say Media	5,466,624	5,466,624	5,466,624		5,466,624
Goodwill acquired in acquisition of TheStreet			8,815,090	8,815,090
Carrying value at end of year	$ 7,324,287	$ 7,324,287	$ 16,139,377	$ 16,139,377	$ 7,324,287

Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
General accrued expenses	$ 7,665,518	$ 1,959,800	$ 2,029,076	$ 216,618	$ 451,530
Accrued payroll and related taxes	968,782	556,531	839,664	728,211	584,550
Accrued publisher expenses	1,550,669	1,544,114	1,330,102	1,320,890	644,299
Sales tax liability	801,930	479,204
Customer rebate	489,466	489,466	489,466	489,466	489,466
Due to Meredith	701,734
Due to ABG	4,000,000
Other	305,102	149,626	88,051	67,448	212,202
Total accrued expenses	18,686,675	$ 7,247,859	$ 5,228,542	$ 3,279,517	2,382,047
Operating Lease Liability Current [Member]
Operating lease liabilities	$ 2,203,474

Line of Credit (Details Narrative) - USD ($)	12 Months Ended
Line of Credit (Details Narrative) - USD ($)	Dec. 31, 2019	Dec. 31, 2018	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Nov. 30, 2018
Outstanding amount		$ 1,048,194	$ 1,025,494	$ 1,463,598	$ 897,653
Factoring Note Agreement [Member]
Outstanding amount	$ 626,532	$ 1,048,194
Debt instrument interest rate						3.00%
Initial factoring fee						0.415%
Debt fee						$ 950
Factoring Note Agreement [Member] \| Prime Rate [Member]
Line of credit interest rate	8.75%	4.00%
Factoring Note Agreement [Member] \| Floor Rate [Member]
Line of credit interest rate	5.00%
Factoring Note Agreement [Member] \| Maximum [Member]
Line of credit , maximum borrowing capacity						$ 3,500,000
Line of credit , maximum borrowing percentage	85.00%
Factoring Note Agreement [Member] \| Minimum [Member]
Monthly sales volume amount	$ 1,000,000

Liquidated Damages Payable (Details Narrative)

Dec. 12, 2019

Liquidating damages description

Liquidated Damages Payable - Schedule of Liquidated Damages Payable (Details) - USD ($)

Dec. 31, 2019

Sep. 30, 2019

Jun. 30, 2019

Mar. 31, 2019

Dec. 31, 2018

$ 3,127,756

$ 2,149,156

$ 1,178,956

3,936,645

2,925,099

1,950,699

1,870,899

1,016,113

615,483

614,630

597,743

12% Convertible Debentures [Member]

8,080,514

5,689,738

3,744,285

3,647,598

893,190

790,944

786,744

706,944

132,888

134,466

133,613

116,726

MDB Common Stock to Be Issued [Member]

1,026,078

823,670

15,001

^[1]

15,001

^[1]

Series H Preferred Stock [Member]

^[1]

15,001

1,163,955

1,163,955

481,017

Series I Preferred Stock [Member]

2,808,927

1,108,800

970,200

1,039,500

$ 970,200

262,193

Series I Preferred Stock Two [Member]

2,410,493

840,000

840,000

140,015

$ 1,820,015

[1]	Consists of shares of common stock issuable to MDB Capital Group, LLC ("MDB").

Fair Value Measurements (Details Narrative) - USD ($)	3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
Fair Value Measurements (Details Narrative) - USD ($)	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Cash and cash equivalents	$ 1,973,435	$ 13,149,604	$ 2,138,593				$ 13,149,604		$ 1,973,435		$ 8,852,281	$ 2,406,596
Change in valuation of warrant derivative liabilities											(1,015,151)	964,124
Change in valuation of embedded derivative liabilities	(5,621,000)	(1,396,000)	(2,383,000)	$ 459,472	$ 128,544		(3,779,000)	$ 128,544	(9,400,000)	$ 588,016	(5,040,000)	(2,971,694)
Warrant derivative liabilities	$ 1,836,894	$ 1,906,005	$ 1,739,930				$ 1,906,005		$ 1,836,894		1,644,200	1,364,235
Series G Preferred Stock [Member]
Warrant derivative liabilities											72,563	72,563
L2 Warrants [Member]
Fair value of unearned revenues											41,101,381
Warrant derivative liabilities												418,214
Adjustment to additional paid in capital											735,186
Strome Warrants [Member]
Warrant derivative liabilities											1,036,687	587,971
B. Riley Warrants [Member]
Warrant derivative liabilities											$ 607,513	$ 358,050
Expected Life [Member] \| L2 Warrants [Member]
Fair value assumptions, measurement input, term											3 years 9 months	4 years 5 months 9 days
Expected Life [Member] \| Strome Warrants [Member]
Fair value assumptions, measurement input, term											3 years 5 months 12 days	4 years 5 months 12 days
Expected Life [Member] \| B. Riley Warrants [Member]
Fair value assumptions, measurement input, term											5 years 9 months 18 days	6 years 9 months 18 days
Measurement Input, Risk Free Interest Rate [Member] \| L2 Warrants [Member]
Fair value assumptions, measurement input, percentages											1.56%	2.49%
Measurement Input, Risk Free Interest Rate [Member] \| Strome Warrants [Member]
Fair value assumptions, measurement input, percentages											1.62%	249.00%
Measurement Input, Risk Free Interest Rate [Member] \| B. Riley Warrants [Member]
Fair value assumptions, measurement input, percentages											1.76%	2.59%
Volatility Factor [Member] \| L2 Warrants [Member]
Fair value assumptions, measurement input, percentages											130.46%	124.40%
Volatility Factor [Member] \| Strome Warrants [Member]
Fair value assumptions, measurement input, percentages											144.56%	124.22%
Volatility Factor [Member] \| B. Riley Warrants [Member]
Fair value assumptions, measurement input, percentages											127.63%	121.65%
Dividend Rate [Member] \| L2 Warrants [Member]
Fair value assumptions, measurement input, percentages											0.00%	0.00%
Dividend Rate [Member] \| Strome Warrants [Member]
Fair value assumptions, measurement input, percentages											0.00%	0.00%
Dividend Rate [Member] \| B. Riley Warrants [Member]
Fair value assumptions, measurement input, percentages											0.00%	0.00%
Market Price [Member] \| L2 Warrants [Member]
Fair value assumptions, measurement input, price per share											$ 0.89	$ 0.48
Market Price [Member] \| Strome Warrants [Member]
Fair value assumptions, measurement input, price per share											0.80	0.48
Market Price [Member] \| B. Riley Warrants [Member]
Fair value assumptions, measurement input, price per share											0.80	0.48
Exercise Price [Member] \| L2 Warrants [Member]
Fair value assumptions, measurement input, price per share											0.50	0.50
Exercise Price [Member] \| Strome Warrants [Member]
Fair value assumptions, measurement input, price per share											4.50	0.50
Exercise Price [Member] \| B. Riley Warrants [Member]
Fair value assumptions, measurement input, price per share											$ 1.00	$ 1.00

Fair Value Measurements - Schedule of Valuation Activity for the Warrants Accounted for Derivative Liability (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Carrying value begining period	$ 1,364,235
Carrying value at end of the period	1,644,200	$ 1,364,235
L2 Warrants [Member]
Carrying value begining period	418,214
Issuance of warrants on June 11, 2018		312,837
Issuance of warrants on June 15, 2018		288,149
Issuance of warrants on October 18, 2018
Change in valuation of warrant derivative liabilities	316,972
Exercise of warrants	(735,186)
Carrying value at end of the period		418,214
Strome Warrants [Member]
Carrying value begining period	587,971
Issuance of warrants on June 11, 2018
Issuance of warrants on June 15, 2018		1,344,648
Issuance of warrants on October 18, 2018
Change in valuation of warrant derivative liabilities	448,716
Exercise of warrants
Carrying value at end of the period	1,036,687	587,971
B. Riley Warrants [Member]
Carrying value begining period	358,050
Issuance of warrants on June 11, 2018
Issuance of warrants on June 15, 2018
Issuance of warrants on October 18, 2018		382,725
Change in valuation of warrant derivative liabilities	249,463
Exercise of warrants
Carrying value at end of the period	607,513	358,050
Warrants [Member]
Carrying value begining period	1,364,235
Issuance of warrants on June 11, 2018		312,837
Issuance of warrants on June 15, 2018		1,632,797
Issuance of warrants on October 18, 2018		382,725
Change in valuation of warrant derivative liabilities	1,015,151
Exercise of warrants	(735,186)
Carrying value at end of the period	$ 1,644,200	$ 1,364,235

Officer Promissory Notes (Details Narrative) - Promissory Note [Member] - Chief Executive Officer [Member] - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Notes payable outstanding	$ 319,351	$ 680,399
Accrued interest payable	$ 5,794	$ 12,574
Minimum [Member]
Federal rate, percentage	2.18%
Maximum [Member]
Federal rate, percentage	2.38%

Convertible Debt (Details Narrative)												3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
Convertible Debt (Details Narrative)	Apr. 08, 2019 USD ($) shares	Mar. 27, 2019 USD ($) shares	Mar. 18, 2019 USD ($) shares	Dec. 12, 2018 USD ($) $ / shares shares	Oct. 18, 2018 USD ($) $ / shares	Sep. 06, 2018 USD ($)	Aug. 10, 2018 USD ($) shares	Jun. 15, 2018 USD ($) $ / shares shares	Jun. 11, 2018 USD ($) Tradingdays $ / shares shares	Jun. 06, 2018 USD ($)	Nov. 30, 2001 shares	Sep. 30, 2019 USD ($)	Jun. 30, 2019 USD ($)	Mar. 31, 2019 USD ($)	Sep. 30, 2018 USD ($)	Jun. 30, 2018 USD ($)	Mar. 31, 2018 USD ($)	Jun. 30, 2019 USD ($)	Jun. 30, 2018 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2018 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($) $ / shares shares	Dec. 31, 2018 USD ($) $ / shares	Oct. 07, 2019 $ / shares	Aug. 03, 2019 $ / shares	Dec. 20, 2017 $ / shares
Conversion price \| $ / shares																							$ 0.33
Warrant exercise price \| $ / shares																							$ 0.20			$ 0.50
Derivative liability																							$ 1,344,648
Loss on extinguishment of debt																					$ (1,099,165)			$ (1,350,337)
Change in fair value of derivative liability												$ (666,075)	$ (166,075)	(375,695)	$ (324,485)			(541,770)		(1,207,845)	(324,485)		(1,015,151)	964,124
Loan borrowed amount												$ 6,819,242	$ 96,350	98,229				96,350		6,819,242			32,163,087	396,407
Amortization of debt discount														$ 686,044				$ 1,580,796	$ 86,121	$ 3,060,772	$ 373,663		$ 4,545,675	$ 601,840
Common Stock [Member]
Conversion of convertible shares \| shares											1,632
Warrant exercise price \| $ / shares																											$ 0.65
Security Purchase Agreement [Member]
Conversion price \| $ / shares																									$ 0.70
Holder [Member] \| Security Purchase Agreement [Member]
Debt, description																							To each holder, consisting of a cash payment equal to 1% of the amount invested as partial liquidated damages, up to a maximum of six months, subject to interest at the rate of 1% per month until paid in full.
10% OID Convertible Debenture [Member]
Conversion description				On December 12, 2018, there was a roll-over of the 10% OID Convertible Debentures into the 12% Convertible Debentures (as further described below) resulting in a loss on extinguishment of debt upon the roll-over which is presented in interest expense on the consolidated statements of operations.
Derivative liability																							$ 49,000
Loss on extinguishment of debt																							25,000
Change in fair value of derivative liability																							24,000
Debt issuance costs																							40,000
8% Promissory Notes [Member]
Derivative liability																							760,587
Warrants derivative liability																							600,986
Embedded conversion feature derivative liability																							159,601
Loss on extinguishment of debt																							29,860
Change in fair value of derivative liability																							129,741
Loan borrowed amount						$ 1,015,000
Repayments of debt obligation						$ 1,372,320
8% Promissory Notes [Member]
Derivative liability																							15,000
10% Convertible Debenture [Member]
Principal amount of debt							$ 4,775,000
Conversion of convertible shares \| shares							5,730
Derivative liability																							471,002
Loss on extinguishment of debt																							1,042,000
Change in fair value of derivative liability																							$ 570,998
Value of convertible shares							$ 955,000
10% Convertible Debenture [Member] \| Security Purchase Agreement [Member]
Debt, description								The 10% Convertible Debentures were convertible into an aggregate of 3,698,110 shares of the Company's common stock-based on a conversion price of $1.2912 per share. The 10% Convertible Debentures were interest bearing at the rate of 10% per annum, that was payable in cash semi-annually on December 31 and June 30, beginning on December 31, 2018. Upon the occurrence of certain events, the holders of the 10% Convertible Debentures were also entitled to receive an additional payment, if necessary, to provide the holders with a 20% annual internal rate of return on their investment. The Company had the option, under certain circumstances, to redeem some or all of the outstanding principal amount for an amount equal to the principal amount (plus accrued but unpaid interest thereon) or the option to cause the holders to convert their debt at a certain conversion price, otherwise, the Company was not permitted to prepay any portion of the principal amount without the prior written consent of the debt holders.
Liquidated damage, percentage								6.00%
Purchase agreement, description								The securities purchase agreement also included a provision that required 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 failed for any reason to satisfy the current public information requirement, then the Company would have been obligated to pay to each holder a cash payment equal to 1.0% of the amount invested as partial Liquidated Damages, up to a maximum of six months. Such payments were subject to interest at the rate of 1.0% per month until paid in full. The 10% Convertible Debentures was rolled over into Series H Preferred Stock before the due date for the commencement of the Liquidated Damages.
10% Convertible Debenture [Member] \| Security Purchase Agreement [Member] \| Common Stock [Member]
Debt instrument interest rate								10.00%
Conversion price \| $ / shares								$ 1.2912
Conversion of convertible shares \| shares								3,698,110
10% Convertible Debenture [Member] \| Investors [Member] \| Security Purchase Agreement [Member]
Debt, description																							The Company had committed to file the registration statement by no later than 45 days after June 15, 2018 and to cause the registration statement to become effective by no later than 120 days after June 15, 2018 (or, in the event of a full review by the staff of the SEC, 150 days following June 15, 2018). The registration rights agreement provided for Liquidated Damages upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested by such holders. Liquidated Damages were waived as part of the roll-over of the 10% Convertible Debentures into Series H Preferred Stock.
10% Convertible Debenture [Member] \| Four Accredited Investors [Member] \| Security Purchase Agreement [Member]
Principal amount of debt								$ 4,775,000
10% Convertible Debenture [Member] \| Two Executives [Member] \| Security Purchase Agreement [Member]
Principal amount of debt								1,025,000
10% Senior Secured Convertible Debenture [Member]
Debt, description					On October 18, 2018, the Company entered into a securities purchase agreement with two accredited investors, B. Riley and an affiliated entity of B. Riley, pursuant to which the Company issued to the investors 10% original issue discount senior secured convertible debentures (the "10% OID Convertible Debentures") in the aggregate principal amount of $3,500,000, which, after taking into account the 5% original issue discount, and legal fees and expenses of the investors, resulted in the Company receiving net proceeds of $3,285,000. The Company issued warrants to the investors to purchase up to 875,000 shares of the Company's common stock in connection with this securities purchase agreement. The debt proceeds were bifurcated between the debt and warrants, with the warrants accounted for as a derivative liability (see Note 20). The 10% OID Convertible Debentures were due and payable on October 31, 2019. Interest accrued on the 10% OID Convertible Debentures at the rate of 10% per annum, payable on the earlier of conversion, redemption, or October 31, 2019.
Conversion price \| $ / shares					$ 1.00
Principal amount of debt					$ 3,500,000
Net proceeds received					3,285,000
Warrant to purchase common stock \| shares																							875,000
L2 Capital LLC [Member] \| 8% Promissory Notes [Member]
Trading days \| Tradingdays									10
Warrant, description									The L2 Warrants included a reset provision, which provided that the number of shares issuable under the L2 Warrants would increase by the quotient of 50% of the face value of the respective tranche and 110% multiplied by the VWAP of the Company's common stock on the trading day immediately prior to the funding date of the respective tranche (see Note 20).
L2 Capital LLC [Member] \| 8% Promissory Notes [Member] \| Security Purchase Agreement [Member]
Principal amount of debt										$ 1,681,668
Net proceeds received										$ 1,500,000
12% Convertible Debentures [Member]
Debt, description																							The Company issued various financings under the 12% senior secured subordinated convertible debentures during 2018 and 2019 which are due and payable on December 31, 2020 (collectively the "12% Convertible Debentures"). Interest accrues at the rate of 12% per annum, payable on the earlier of conversion or December 31, 2020.
Conversion description																							The outstanding principal amounts of the 12% Convertible Debentures are convertible into shares of common stock, at the option of the holder at any time prior to December 31, 2020, at a per-share conversion price of either $0.33, in the case of the 12% Convertible Debentures issued in 2018, or $0.40, in the case of the 12% Convertible Debentures issued in 2019, subject to adjustment for stock splits, stock dividends and similar transactions, and beneficial ownership blocker provisions.
Debt instrument interest rate				12.00%																			12.00%
Conversion price \| $ / shares				$ 0.33																			$ 0.40	$ 0.33
Principal amount of debt				$ 13,091,528
Debt maturity date				Dec. 31, 2020
Placement fee payable in cash				$ 540,000
Net proceeds received				$ 8,950,000
Conversion of convertible shares \| shares				39,671,297
12% Convertible Debentures [Member] \| Subsequent Event [Member]
Debt, description																						As of December 31, 2020, there was no longer any principal or accrued but unpaid interest outstanding under the 12% Convertible Debentures (further details are provided under the heading 12% Convertible Debentures in Note 28).
Principal amount of debt																						$ 18,104,949
12% Convertible Debentures [Member] \| Two Accredited Investors [Member]
Principal amount of debt	$ 100,000	$ 318,000	$ 1,696,000
Net proceeds received	$ 100,000	$ 300,000	$ 1,600,000
Conversion of convertible shares \| shares	250,000	795,000	4,240,000
Legal expenses			$ 10,000
12% Convertible Debentures [Member] \| B. Riley [Member]
Placement fee payable in cash		$ 18,000	$ 96,000
10% OID Convertible Debentures [Member]
Loss on extinguishment of debt																								$ (173,056)
Amortization of debt discount																								68,637
10% OID Convertible Debentures [Member] \| Investors [Member]
Principal amount of debt					$ 3,551,528
12% Convertible Debentures [Member]
Conversion description																							As long as any portion of the 12% Convertible Debentures remain outstanding, unless investors holding at least 51% in principal amount of the then-outstanding 12% Convertible Debentures otherwise agree, the Company cannot, among other things enter into, incur, assume or guarantee any indebtedness, except for certain permitted indebtedness.
Ownership percentage																							4.99%
Voting percentage																							50.00%
Voting transaction description																							(a) an acquisition in excess of 50% of the voting securities of the Company; (b) the Company merges into or consolidates whereby the Company stockholders own less than 50% of the aggregate voting power after the transaction; (c) the Company sells or transfers all or substantially all of its assets to whereby the Company stockholders own less than 50% of the aggregate voting power after the transaction; (d) a replacement at one time or within a three year period of more than one-half of the Board, which is not approved by a majority of those individuals who are members of the Board on the original issue date, subject to certain conditions; or (e) the execution by the Company of an agreement for any of the events set forth in clauses (a) through (d) above.
Transaction description																							(a) the Company, directly or indirectly, in one or more related transactions effects any merger or consolidation; (b) the Company, directly or indirectly, effects any sale, lease, license, assignment, transfer, conveyance or other disposition of all or substantially all of its assets in one or a series of related transactions; (c) any, direct or indirect, purchase offer, tender offer or exchange offer is completed pursuant to which the Company common stock holders are permitted to sell, tender or exchange their shares for other securities, cash or property and has been accepted by the holders of 50% or more of the Company's outstanding common stock; (d) the Company, directly or indirectly, in one or more related transactions effects any reclassification, reorganization or recapitalization of the Company's common stock or any compulsory share exchange pursuant to which the common stock is effectively converted into or exchanged for other securities, cash or property, or (e) the Company, directly or indirectly, in one or more related transactions consummates a stock or share purchase agreement or other business combination whereby such transaction results in an acquisition of more than 50% of the outstanding shares of the Company's common stock, subject to certain other conditions. Further, if a Fundamental Transaction occurs, the holders have the right to their conversion shares as if the beneficial ownership limitation or the issuance limitation was not in place, subject to certain terms as additional consideration.
Loss on extinguishment of debt
Amortization of debt discount																								$ 153,442
12% Convertible Debentures [Member] \| Holder [Member]
Conversion of convertible shares \| shares				566,398
Ownership percentage																							9.99%
12% Convertible Debentures [Member] \| Investors [Member] \| Security Purchase Agreement [Member]
Debt, description																							The Company committed to file the registration statement the later of (i) the 30th calendar day following the date the Company files its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 with the SEC, but in no event later than May 15, 2019, and (ii) the 30th calendar day after all the common stock issuable on the conversion of the Series H Preferred Stock have been registered pursuant to a registration statement under a certain registration rights agreement, dated as of August 9, 2018. The registration rights agreements provide for Registration Rights Damages (presented as liquidated damages payable on the consolidated balance sheets) upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested.
Tranche [Member] \| 8% Promissory Notes [Member]
Debt instrument interest rate										8.00%
Tranche [Member] \| 8% Convertible Notes Payable [Member]
Debt, description										The 8% Promissory Notes required an increasing premium for any prepayment from 20% for the first 90 days to 38% after 181 days, an increased conversion rate to a 40% discount if in default, a default rate of 18% plus a repayment premium of 40%, plus 5% for each additional default, and liquidated damages in addition to the default rates, ranging from 30% to 100% for certain breaches of the 8% Promissory Notes, subject to mandatory prepayment, including the above described premiums, equal to 50% of new funds raised by the Company in excess of $11,600,000 in the private placement of its securities.
New funds raised from private placement										$ 11,600,000
Tranche 1 [Member] \| L2 Capital LLC [Member] \| 8% Promissory Notes [Member]
Number of warrants exercisable \| shares									216,120
Warrant exercise price \| $ / shares									$ 1.30
Tranche 1 [Member] \| L2 Capital LLC [Member] \| 8% Promissory Notes [Member] \| Security Purchase Agreement [Member]
Principal amount of debt									$ 570,556
Legal expenses									15,000
Accretion of original issue discount									$ 70,556
Tranche 2 [Member] \| L2 Capital LLC [Member] \| 8% Promissory Notes [Member]
Principal amount of debt								555,556
Net proceeds received								500,000
Accretion of original issue discount								$ 55,556
Number of warrants exercisable \| shares								210,438
Warrant exercise price \| $ / shares								$ 1.20

Convertible Debt - Schedule of 12% Convertible Debentures (Details) - USD ($)					12 Months Ended
	Apr. 08, 2019	Mar. 27, 2019	Mar. 18, 2019	Dec. 12, 2018	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Add: accrued interest					$ 1,016,113	$ 615,483	$ 615,483	$ 614,630	$ 597,743
Less current portion					(741,197)
Carry value at December 31, 2019, net of current portion					12,497,765	$ 11,865,866	$ 10,492,770	$ 9,160,861	$ 7,270,939
Convertible Debt [Member] \| 12% Convertible Debenture [Member]
Principal amount of debt	$ 100,000	$ 318,000	$ 1,696,000	$ 9,540,000	11,654,000
Less issuance costs		(18,000)	(96,000)	(590,000)	(704,000)
Net cash proceeds received	100,000	300,000	1,600,000	8,950,000	10,950,000
Principal amount of debt (excluding original issue discount)	100,000	318,000	1,696,000	9,540,000	11,654,000
Add conversion of debt from 10% OID Convertible Debentures				3,551,528	3,551,528
Add: accrued interest	8,933	29,754	164,083	1,711,273	1,914,043
Principal amount of debt including accrued interest	108,933	347,754	1,860,083	14,802,801	17,119,571
Debt discount: Allocated embedded derivative liabilities	(64,000)	(188,000)	(822,000)	(4,760,000)	(5,834,000)
Debt discount: Liquidated Damages recognized upon issuance	(4,200)	(12,600)	(67,200)	(706,944)	(790,944)
Debt discount: Issuance costs		(18,000)	(106,000)	(590,000)	(714,000)
Subtotal debt discount	(68,200)	(218,600)	(995,200)	(6,056,944)	(7,338,944)
Less amortization of debt discount	27,200	89,422	414,465	2,927,248	3,458,335
Unamortized debt discount	(41,000)	(129,178)	(580,735)	(3,129,696)	(3,880,609)
Carrying value at December 31, 2019	67,933	218,576	1,279,348	11,673,105	13,238,962
Less current portion		(206,204)		(534,993)	(741,197)
Carry value at December 31, 2019, net of current portion	$ 67,933	$ 12,372	$ 1,279,348	$ 11,138,112	$ 12,497,765

Convertible Debt - Schedule of 12% Convertible Debentures (Details) (Parenthetical) - OID Convertible Debentures [Member]	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Debt conversion percentage		10.00%
Convertible Debt [Member]
Debt conversion percentage	10.00%

Convertible Debt - Schedule of Convertible Debt and Related Debt Components (Details) - USD ($)	3 Months Ended		6 Months Ended		9 Months Ended		12 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Add accrued interest	$ 614,630		$ 615,483		$ 615,483		$ 1,016,113	$ 597,743
Accretion of original issue discount								69,596
Loss on extinguishment of debt						$ (1,099,165)		(1,350,337)
8% Promissory Notes [Member]
Accretion of original issue discount								44,133
Loss on extinguishment of debt								(292,201)
10% Convertible Debentures [Member]
Accretion of original issue discount
Loss on extinguishment of debt								(885,080)
10% OID Convertible Debentures [Member]
Accretion of original issue discount								25,463
Loss on extinguishment of debt								(173,056)
Convertible Debt and Debt Components [Member]
Principal amount of debt								18,941,112
Less original issue discount								(286,112)
Less issuance costs								(645,000)
Net cash proceeds received								18,010,000
Principal amount of debt (excluding original issue discount)								18,655,000
Add conversion of debt from 10% OID Convertible Debentures								3,551,528
Add accrued interest								201,828
Principal amount of debt including accrued interest								22,408,356
Debt discount: Allocated warrant derivative liabilities for B. Riley Warrants								(382,725)
Debt discount: Allocated warrant derivative liabilities for L2 Warrants								(600,986)
Debt discount: Allocated embedded derivative liabilities								(5,439,603)
Debt discount: Liquidated Damages recognized upon issuance								(706,944)
Debt discount: Issuance costs								(645,000)
Subtotal debt discount								(7,775,258)
Less amortization of debt discount								601,840
Less write off unamortized debt discount upon extinguishment of debt								1,269,916
Unamortized debt discount								(5,903,502)
Accretion of original issue discount								69,596
Loss on extinguishment of debt								1,350,337
Conversion of debt to 12% Convertible Debentures								(3,551,528)
Conversion of debt to Series H Preferred Stock								(5,730,000)
Repayment of convertible debt								(1,372,320)
Total debt components								(9,233,915)
Carrying value at December 31, 2018								7,270,939
Convertible Debt and Debt Components [Member] \| 8% Promissory Notes [Member]
Principal amount of debt								1,126,112
Less original issue discount								(111,112)
Less issuance costs								(15,000)
Net cash proceeds received								1,000,000
Principal amount of debt (excluding original issue discount)								1,015,000
Add conversion of debt from 10% OID Convertible Debentures
Add accrued interest								20,986
Principal amount of debt including accrued interest								1,035,986
Debt discount: Allocated warrant derivative liabilities for B. Riley Warrants
Debt discount: Allocated warrant derivative liabilities for L2 Warrants								(600,986)
Debt discount: Allocated embedded derivative liabilities								(159,601)
Debt discount: Liquidated Damages recognized upon issuance
Debt discount: Issuance costs								(15,000)
Subtotal debt discount								(775,587)
Less amortization of debt discount								315,309
Less write off unamortized debt discount upon extinguishment of debt								460,278
Unamortized debt discount
Accretion of original issue discount								44,133
Loss on extinguishment of debt								292,201
Conversion of debt to 12% Convertible Debentures
Conversion of debt to Series H Preferred Stock
Repayment of convertible debt								(1,372,320)
Total debt components								(1,035,986)
Carrying value at December 31, 2018
Convertible Debt and Debt Components [Member] \| 10% Convertible Debentures [Member]
Principal amount of debt								4,775,000
Less original issue discount
Less issuance costs
Net cash proceeds received								4,775,000
Principal amount of debt (excluding original issue discount)								4,775,000
Add conversion of debt from 10% OID Convertible Debentures
Add accrued interest								69,920
Principal amount of debt including accrued interest								4,844,920
Debt discount: Allocated warrant derivative liabilities for B. Riley Warrants
Debt discount: Allocated warrant derivative liabilities for L2 Warrants
Debt discount: Allocated embedded derivative liabilities								(471,002)
Debt discount: Liquidated Damages recognized upon issuance
Debt discount: Issuance costs
Subtotal debt discount								(471,002)
Less amortization of debt discount								64,452
Less write off unamortized debt discount upon extinguishment of debt								406,550
Unamortized debt discount
Accretion of original issue discount
Loss on extinguishment of debt								885,080
Conversion of debt to 12% Convertible Debentures
Conversion of debt to Series H Preferred Stock								(5,730,000)
Repayment of convertible debt
Total debt components								(4,844,920)
Carrying value at December 31, 2018
Convertible Debt and Debt Components [Member] \| 10% OID Convertible Debentures [Member]
Principal amount of debt								3,500,000
Less original issue discount								(175,000)
Less issuance costs								(40,000)
Net cash proceeds received								3,285,000
Principal amount of debt (excluding original issue discount)								3,325,000
Add conversion of debt from 10% OID Convertible Debentures
Add accrued interest								28,009
Principal amount of debt including accrued interest								3,353,009
Debt discount: Allocated warrant derivative liabilities for B. Riley Warrants								(382,725)
Debt discount: Allocated warrant derivative liabilities for L2 Warrants
Debt discount: Allocated embedded derivative liabilities								(49,000)
Debt discount: Liquidated Damages recognized upon issuance
Debt discount: Issuance costs								(40,000)
Subtotal debt discount								(471,725)
Less amortization of debt discount								68,637
Less write off unamortized debt discount upon extinguishment of debt								403,088
Unamortized debt discount
Accretion of original issue discount								25,463
Loss on extinguishment of debt								173,056
Conversion of debt to 12% Convertible Debentures								(3,551,528)
Conversion of debt to Series H Preferred Stock
Repayment of convertible debt
Total debt components								(3,353,009)
Carrying value at December 31, 2018
Convertible Debt and Debt Components [Member] \| 12% Convertible Debenture [Member]
Principal amount of debt								9,540,000
Less original issue discount
Less issuance costs								(590,000)
Net cash proceeds received								8,950,000
Principal amount of debt (excluding original issue discount)								9,540,000
Add conversion of debt from 10% OID Convertible Debentures								3,551,528
Add accrued interest								82,913
Principal amount of debt including accrued interest								13,174,441
Debt discount: Allocated warrant derivative liabilities for B. Riley Warrants
Debt discount: Allocated warrant derivative liabilities for L2 Warrants
Debt discount: Allocated embedded derivative liabilities								(4,760,000)
Debt discount: Liquidated Damages recognized upon issuance								(706,944)
Debt discount: Issuance costs								(590,000)
Subtotal debt discount								(6,056,944)
Less amortization of debt discount								153,442
Less write off unamortized debt discount upon extinguishment of debt
Unamortized debt discount								(5,903,502)
Accretion of original issue discount
Loss on extinguishment of debt
Conversion of debt to 12% Convertible Debentures
Conversion of debt to Series H Preferred Stock
Repayment of convertible debt
Total debt components
Carrying value at December 31, 2018								$ 7,270,939

Convertible Debt - Schedule of Convertible Debt and Related Debt Components (Details) (Parenthetical)	12 Months Ended
	Dec. 31, 2018
OID Convertible Debentures [Member]
Debt conversion percentage	10.00%
Convertible Debentures [Member]
Debt conversion percentage	12.00%

Long-term Debt (Details Narrative) - USD ($)	Aug. 27, 2019	Jun. 14, 2019	Jun. 10, 2019	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Long-term debt				$ 31,179,211	$ 252,500	$ 252,500	$ 252,500	$ 252,500
12% Senior Secured Note [Member]
Debt maturity date			Jul. 31, 2019
Principal amount of debt			$ 20,000,000
Proceeds from issuance of debt			18,865,000
Escrow deposit			16,500,000
Note payable			2,365,000
12% Senior Secured Note [Member] \| ABG-SI LLC [Member]
Note payable		$ 600,000
12% Senior Secured Note [Member] \| Amended and Restated Note Purchase Agreement [Member]
Debt maturity date		Jun. 14, 2022
Principal amount of debt		$ 68,000,000	20,000,000
Proceeds from issuance of debt		48,000,000
12% Senior Secured Note [Member] \| Investor [Member]
Long-term debt			135,000
12% Senior Secured Note [Member] \| B. Riley [Member]
Placement fee payable in cash			1,000,000
12% Senior Secured Note [Member] \| B. Riley [Member] \| Amended and Restated Note Purchase Agreement [Member]
Placement fee payable in cash		2,400,000
Success fee		3,400,000
12% Senior Secured Note [Member] \| Investor [Member]
Proceeds from issuance of debt		45,600,000
Repayments of debt		45,000,000
Legal fees		50,000
12% Amended Senior Secured Notes [Member]
Principal amount of debt	$ 3,000,000	$ 48,000,000	$ 20,000,000	$ 71,000,000
Proceeds from issuance of debt	3,000,000
Legal fees	17,382
Payments to creditors	150,000
Net proceeds from issuance of debt	$ 2,850,000

Long-term Debt - Components of the 12% Amended Senior Secured Notes and Carrying Values (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Aug. 27, 2019	Jun. 30, 2019	Jun. 14, 2019	Jun. 10, 2019	Mar. 31, 2019	Dec. 31, 2018
Accrued interest	$ 1,016,113	$ 615,483		$ 615,483			$ 614,630	$ 597,743
12% Amended Senior Secured Notes [Member]
Principal amount of debt received	71,000,000		$ 3,000,000		$ 48,000,000	$ 20,000,000
Accrued interest	1,082,642
Less principal payment paid in Series J Preferred Stock (net of interest of $146,067)	(4,853,933)
Less principal payments paid in cash	(17,307,364)
Principal amount of debt outstanding including accrued interest	49,921,345
Subtotal debt discount	(7,152,382)
Less amortization of debt discount	1,240,782
Unamortized debt discount	(5,911,600)
Carrying value at December 31, 2019	44,009,745
12% Amended Senior Secured Notes [Member] \| Placement fee to B. Riley FBR [Member]
Subtotal debt discount	(3,550,000)
12% Amended Senior Secured Notes [Member] \| Success Based fee to B. Riley FBR [Member]
Subtotal debt discount	(3,400,000)
12% Amended Senior Secured Notes [Member] \| Legal and Other Costs [Member]
Subtotal debt discount	$ (202,382)

Long-term Debt - Schedule of Interest Expense (Details) - USD ($)	3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Accretion of original issue discount												$ 69,596
Amortization of debt discount			$ 686,044				$ 1,580,796	$ 86,121	$ 3,060,772	$ 373,663	$ 4,545,675	601,840
Loss on extinguishment of debt										1,099,165		1,350,337
Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument												(1,096,860)
Write off unamortized debt discount upon extinguishment of debt												1,269,916
Accrued interest											3,065,633	180,842
Cash paid interest											2,352,887
Other interest			209,978				731,126	449	1,383,644	23,575	2,852,262	39,373
Interest expenses, gross	$ 3,641,241	$ 1,713,172	1,089,722								9,964,195	2,396,657
Accrued interest on Officer Promissory Notes	1,658	1,736	2,491								6,777	12,574
Cash paid for other interest	58,411	161,146	208,995								499,375	99,643
Total	3,701,310	1,876,054	1,301,208	$ 1,428,463	$ 123,543		$ 3,177,262	$ 123,543	$ 6,878,572	$ 1,552,006	10,463,570	2,508,874
8% Promissory Notes [Member]
Accretion of original issue discount												44,133
Amortization of debt discount												315,309
Loss on extinguishment of debt												292,201
Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument												(29,860)
Write off unamortized debt discount upon extinguishment of debt												460,278
Accrued interest
Other interest												20,986
Interest expenses, gross												1,103,047
10% Convertible Debentures [Member]
Accretion of original issue discount
Amortization of debt discount												64,452
Loss on extinguishment of debt												885,080
Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument												(1,042,000)
Write off unamortized debt discount upon extinguishment of debt												406,550
Accrued interest												69,920
Other interest
Interest expenses, gross												384,002
10% OID Convertible Debentures [Member]
Accretion of original issue discount												25,463
Amortization of debt discount												68,637
Loss on extinguishment of debt												173,056
Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument												(25,000)
Write off unamortized debt discount upon extinguishment of debt												403,088
Accrued interest												28,009
Other interest
Interest expenses, gross												673,253
12% Convertible Debentures [Member]
Accretion of original issue discount
Amortization of debt discount												153,442
Loss on extinguishment of debt
Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument
Write off unamortized debt discount upon extinguishment of debt
Accrued interest												82,913
Other interest
Interest expenses, gross												236,355
12% Convertible Debenture [Member]
Amortization of debt discount											3,304,893
Accrued interest											1,831,130
Cash paid interest
Total											5,136,023
12% Amended Senior Secured Notes [Member]
Amortization of debt discount	591,398	53,063									1,240,782
Accrued interest	$ 1,676,747	$ 360,000									1,228,709
Cash paid interest											2,351,404
Total											4,821,395
Officer Promissory Notes [Member]
Amortization of debt discount
Accrued interest											5,794
Cash paid interest											983
Total											$ 6,777

Preferred Stock (Details Narrative) - USD ($)								3 Months Ended		6 Months Ended		9 Months Ended		12 Months Ended
Preferred Stock (Details Narrative) - USD ($)	Oct. 07, 2019	Aug. 10, 2019	Jun. 28, 2019	Aug. 10, 2018	Jun. 15, 2018	Nov. 30, 2001	May 30, 2000	Mar. 31, 2019	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Oct. 04, 2019	Jun. 27, 2019	Jun. 10, 2019
Preferred stock, shares authorized														1,000,000
Preferred stock par value														$ 0.01
Conversion price														0.33
Cash fee paid					$ 575,000
Common stock trading price														$ 0.86
Beneficial conversion feature														$ 18,045,496
Partially repayments of notes													$ 1,351,334		$ 1,372,320
12% Senior Secured Note [Member]
Principal amount of debt																		$ 20,000,000
Partially repayments of notes	$ 5,000,000		$ 18,300,000
Payment of deferred fees			$ 3,400,000
Previously Paid Retainer [Member]
Cash fee paid					$ 75,000
Securities Purchase Agreement [Member]
Conversion price			$ 0.50
Security Purchase Agreement [Member]
Conversion price	$ 0.70
Liquidated damages, description		The registration rights agreement provides for a cash payment equal to 1.0% per month of the amount invested as partial liquidated damages upon the occurrence of certain events, on each monthly anniversary, payable within 7 days of such event, up to a maximum amount of 6.0% of the aggregate amount invested, subject to interest at 12.0% per annum, accruing daily, until paid in full.
Maximum liquidated damages percentage		6.00%
Agreement description														If the Company fails for any reason to satisfy the current public information requirement after 6 months of the closing date, then the Company will be obligated to pay to each holder a cash payment equal to 1.0% of the aggregate amount invested for each 30-day period, or pro rata portion thereof, as partial liquidated damages per month, up to a maximum of 6 months, subject to interest at the rate of 1.0% per month until paid in full
Common Stock [Member]
Number of shares converted						1,632
B. Riley [Member]
Cash fee paid	$ 525,240		$ 1,386,000
Reimbursement of legal fee	$ 43,043		$ 73,858
Series F Convertible Preferred Stock [Member]
Preferred stock, designated shares														2,000
Series G Preferred Stock [Member]
Preferred stock, designated shares														1,800
Shares outstanding														168.496
Sale of stock							1,800
Maturity date, description							Expired on November 29, 2003
Preferred stock, liquidation value							$ 1,000							$ 1,000
Conversion of stock, description							The Series G Preferred Stock has a stated value of $1,000 per share and is convertible into shares of common stock, at the option of the holder, subject to certain limitations. The Series G Preferred Stock was initially convertible into common stock at a conversion price equal to 85% of the lowest sale price of the common stock over the five trading days preceding the date of the conversion, subject to a maximum conversion price of $16.30, adjusted for a 1-for-10 reverse stock split effective July 26, 2007
Reverse stock split							1-for-10
Series G Preferred Stock [Member] \| Maximum [Member]
Conversion price							$ 16.30
Series G Preferred Stock [Member] \| Four Investors [Member]
Number of warrants to purchase shares of common stock							63,000
Series G Preferred Stock [Member] \| Original Investor [Member]
Shares outstanding														168.496
Preferred stock, liquidation aggregate amount														$ 168,496
Series H Preferred Stock [Member]
Preferred stock, designated shares														23,000
Shares outstanding														19,400
Preferred stock, liquidation value														$ 1,000
Conversion price				$ 0.33
Number of shares converted				58,787,879
Preferred stock, shares issued					5,730									19,400
Number of shares converted, value				$ 19,399,250	$ 4,775,000
Prepayment obligations					955,000
Principal amount of debt					$ 5,730,000
Debt instrument interest rate					10.00%
Number of shares issued during period for services					5,592
Number of shares purchased during period				1,000,000
Stock issuance cost					$ 1,194,546
Series H Preferred Stock [Member] \| Securities Purchase Agreement [Member]
Preferred stock, liquidation value				$ 1,000
Preferred stock, shares issued				19,400
Series H Preferred Stock [Member] \| Security Purchase Agreement [Member]
Preferred stock par value	$ 1,000
Proceeds from issuance of convetible preferred stock	$ 20,000,000
Series H Preferred Stock [Member] \| Chief Executive Officer [Member]
Number of shares issued during period for services					1,200
Series H Preferred Stock [Member] \| President [Member]
Number of shares issued during period for services					30
Series H Preferred Stock [Member] \| B. Riley [Member]
Preferred stock par value					$ 1,000
Number of shares issued during period for services					669
Series I Preferred Stock [Member]
Preferred stock, shares authorized																	25,800
Preferred stock par value			$ 1,000
Preferred stock, designated shares														25,800
Shares outstanding														23,100
Conversion price			$ 0.50
Number of shares converted			46,200,000
Preferred stock, shares issued			23,100
Stock issuance cost										1,406,000		1,406,000		$ 1,459,858
Proceeds from issuance of convetible preferred stock			$ 23,100,000							$ 15,000,000		$ 23,100,000		$ 23,100,000
Series I Preferred Stock [Member] \| Securities Purchase Agreement [Member]
Preferred stock par value			$ 1,000
Proceeds from issuance of convetible preferred stock			$ 23,100,000
Series J Preferred Stock [Member]
Preferred stock, shares authorized																35,000
Preferred stock par value	$ 1,000
Preferred stock, designated shares														35,000
Shares outstanding														20,000
Conversion price	$ 0.70
Number of shares converted	28,571,428
Preferred stock, shares issued	20,000
Stock issuance cost														$ 580,004
Proceeds from issuance of convetible preferred stock	$ 20,000,000													$ 15,000,000
Working capital and general coporate	$ 14,400,000

Preferred Stock - Schedule of Components of Series H Preferred Stock (Details) - USD ($)			12 Months Ended
	Oct. 31, 2017	Aug. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Issuance of Series H Preferred Stock on August 10, 2018. shares	307,475	12,209,677
Series H Preferred Stock [Member]
Issuance of Series H Preferred Stock on August 10, 2018				$ 19,400,000
Issuance of Series H Preferred Stock on August 10, 2018. shares				19,400
Less: shares issued to B. Riley FBR as placement fee				$ (670,000)
Less: shares issued to B. Riley FBR as placement fee, shares				(670)
Less: shares issued for conversion of principal of 10% Convertible Debentures				$ (4,775,000)
Less: shares issued for conversion of principal of 10% Convertible Debentures, shares				(4,775)
Less: shares issued to 10% Convertible Debenture holders for additional payment of 20% annual internal rate of return				$ (955,000)
Less: shares issued to 10% Convertible Debenture holders for additional payment of 20% annual internal rate of return, shares				(955)
Net issuance of Series H Preferred Stock				$ 13,000,000
Net issuance of Series H Preferred Stock, shares				13,000
Payments made to B. Riley FBR from proceeds: Less: placement fee				$ (500,000)
Payments made to B. Riley FBR from proceeds: Less: legal fees and other costs				(25,296)
Total payments made from proceeds				(525,296)
Net cash proceeds from issuance of Series H Preferred Stock				12,474,704
Issuance of Series H Preferred Stock				19,400,000
Less issuance costs: Shares issued to B. Riley FBR as placement fee				(670,000)
Less issuance costs: Total payments made from proceeds				(525,296)
Less issuance costs: Legal and other costs paid in cash				(159,208)
Total issuance costs				(1,353,754)
Net issuance of Series H Preferred Stock				18,045,496
Beneficial conversion feature on Series H Preferred Stock				$ 18,045,496
Series I Preferred Stock [Member]
Issuance of Series H Preferred Stock on August 10, 2018			$ 23,100,000
Issuance of Series H Preferred Stock on August 10, 2018. shares			231,000
Payments made to B. Riley FBR from proceeds: Less: placement fee			$ (1,386,000)
Payments made to B. Riley FBR from proceeds: Less: legal fees and other costs			(73,858)
Total issuance costs			(1,456,858)
Less Liquidated Damages recognized upon issuance			(1,940,400)
Total issuance costs and Liquidated Damages			(3,400,258)
Net issuance of Series H Preferred Stock			19,699,742
Series J Convertible Preferred Stock [Member]
Issuance of Series H Preferred Stock on August 10, 2018			$ 20,000,000
Issuance of Series H Preferred Stock on August 10, 2018. shares			20,000
Less: shares issued to B. Riley FBR as placement fee			$ (5,000,000)
Less: shares issued to B. Riley FBR as placement fee, shares			(5,000)
Net issuance of Series H Preferred Stock			$ 15,000,000
Net issuance of Series H Preferred Stock, shares			15,000
Payments made to B. Riley FBR from proceeds: Less: placement fee			$ (525,240)
Payments made to B. Riley FBR from proceeds: Less: legal fees and other costs			(54,764)
Total issuance costs			(580,004)
Less Liquidated Damages recognized upon issuance			(1,680,000)
Total issuance costs and Liquidated Damages			(2,260,004)
Net issuance of Series H Preferred Stock			$ 17,739,996

Preferred Stock - Schedule of Components of Series H Preferred Stock (Details) (Parenthetical) - Series H Preferred Stock [Member]	12 Months Ended
	Dec. 31, 2018
Debt conversion percentage	10.00%
Annual internal rate of return	20.00%

Stockholders' Equity (Details Narrative) - USD ($)																	3 Months Ended		6 Months Ended		9 Months Ended		12 Months Ended
Stockholders' Equity (Details Narrative) - USD ($)	Dec. 20, 2019	Dec. 12, 2019	Dec. 12, 2019	Oct. 18, 2019	Oct. 02, 2019	Sep. 13, 2019	Aug. 23, 2019	Jun. 15, 2019	Mar. 30, 2019	Jan. 04, 2019	Jan. 02, 2019	Dec. 31, 2018	Jun. 15, 2018	Jan. 04, 2018	Oct. 31, 2017	Aug. 31, 2017	Mar. 31, 2019	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Sep. 10, 2019	Aug. 03, 2019	Jun. 14, 2019	Oct. 19, 2018	Aug. 03, 2018	Aug. 11, 2017	Nov. 04, 2016
Common stock authorized												1,000,000,000											1,000,000,000	1,000,000,000
Common stock par value												$ 0.01											$ 0.01	$ 0.01
Number of shares issued during period, shares															307,475	12,209,677
Proceeds from private placement																		$ 1,250,000		$ 1,250,000		$ 1,250,000		$ 1,250,000
Warrant exercise price																							$ 0.20				$ 0.50
Number of warrant exercised under cashless exercise																										539,331
Number of Shares Common stock options, Granted																							8,187,750
Payment on buy back shares																$ 2,952
Per share on buy back shares																															$ 0.0002
Number of shares related to performance												2,453,362
Recapitalization number of shares transfer to escrow account subject to buy back right												1,927,641												1,927,641
Incremental compensation cost																									$ 2,756,527
Stock option expiration date																							May 15, 2019
Restricted stock awards not yet recognized																							$ 3,927,443
Stock-based compensation																	$ 1,319,627	$ 1,350,892	$ 3,959,925	$ 2,191,132	$ 6,951,074	$ 3,416,110	10,364,787	$ 4,340,824
Number of shares on performance condition																									4,977,144
Derivative liability																							$ 1,344,648
Warrant expiration term																							5 years
Number of anti-dilutive common stock shares																							241,566,573	82,897,244
Warrant exercisable price																											$ 0.50
Intrinsic value of exercisable stock option												$ 1,573,000											$ 1,573,000	$ 1,573,000
Fair market value of stock option																							$ 0.48
Hub Pages Inc [Member]
Common stock par value							$ 2.50
Number of shares issued during period, shares							2,400,000						2,399,997
Stock option expiration date							Sep. 23, 2021
Stock option vesting description							The true-up period, in general, is 13 months after the consummation of the HubPages Merger until 90 days following completion of vesting, or July 30, 2021. The restricted stock awards were fair valued upon issuance by an independent appraisal firm.
Common Stock to be Issued [Member]
Number of shares issued during period, shares		3,938,287
Incremental compensation cost
MDB Warrants [Member]
Warrant to purchase common stock																							507,055									1,169,607
Warrant exercise price																																$ 0.20
Number of warrant exercised under cashless exercise																																842,117
Warrant outstanding																							327,490
L2 Warrants [Member]
Common stock par value																														$ 0.50
Warrant to purchase common stock																														640,405
Warrant exercise price																														$ 0.50
Derivative liability												$ 418,214												$ 418,214
Strome Warrant [Member]
Warrant to purchase common stock												2,478,359												2,478,359
Warrant exercise price																					$ 0.80
Number of warrant exercised under cashless exercise																					1,066,963
Derivative liability												$ 587,971											$ 760,042	$ 587,971
Strome Warrant [Member] \| Security Purchase Agreement [Member]
Number of shares issued during period, shares								1,700,000
Warrant to purchase common stock								1,500,000
Warrant exercise price								$ 1.19
Warrant expiration term								5 years
Money Stock Warrants [Member]
Warrant exercise price																							$ 0.48
Fair value of warrants																							$ 646,000
ABG Warrants [Member]
Warrant to purchase common stock																												21,989,844
Warrant expiration term																												10 years
Forty-Two Cents Warrants [Member]
Warrant exercise price																												$ 0.42
Eighty-Four Cents Warrants [Member]
Warrant exercise price																												$ 0.84
January 4, 2018 [Member]
Liquidation damages description																							The amount of liquidated damages payable to Strom or MDB is 1.0% of the aggregate amount invested for each 30-day period, or pro rata portion thereof, during which the default continues, up to a maximum amount of 5.0% of the aggregate amount invested or the value of the securities registered by the placement agent. The purchaser of the shares of common stock waived the liquidated damages when the purchaser converted certain notes payable into Series H Preferred Stock in August 2018 (see Note 23) The Company recognized Liquidated Damages for the year ended December 31, 2018, with respect to its registration rights agreement for the common stock issued to MDB in conjunction with the January 4, 2018 private placement
March 30, 2018 [Member]
Liquidation damages description																							The amount of liquidated damages payable to the investor is 1.0% of the aggregate amount invested for each 30-day period, or pro rata portion thereof, during which the default continues, up to a maximum amount of 5.0% of the aggregate amount invested. The purchaser of the shares of common stock waived the liquidated damages when the purchaser converted certain notes payable into Series H Preferred Stock in August 2018 (see Note 16).
Restricted Stock [Member]
Number of Shares Common stock options, Granted																							833,333	4,606,503
Cost recognized over a period																							$ 420,083	$ 2,148,811
Restricted stock awards not yet recognized												3,927,443											$ 970,537	$ 3,927,443
Stock recognized over period																							1 year 3 months 15 days	1 year 11 months 8 days
Stock-based compensation	$ 43,750
Forfeited vested restricted stock including tax withholding																							1,227,512
Forfeited vested restricted stock																							825,000
Forfeited vested restricted stock tax withholding																							402,512
Forfeited unvested restricted stock																							329,735	329,735
Restricted Stock [Member] \| Hub Pages Inc [Member]
Number of restricted common stock, shares							2,399,997
April 30, 2018 [Member] \| Strome Warrant [Member]
Number of shares issued during period, shares																							736,853
Warrant exercise price																							$ 1.60
Number of warrant exercised under cashless exercise																							842,117
MDB Capital Group LLC [Member]
Number of shares issued during period, shares														1,200,000
Shares issued price per share										$ 2.50				$ 2.50
Warrant to purchase common stock										60,000
Warrant exercise price										$ 2.50
Say Media, Inc. [Member]
Number of shares issued during period, shares																							1,188,880	5,067,167
Say Media, Inc. [Member] \| Restricted Stock [Member]
Number of restricted common stock, shares			2,000,000
Stock option vesting description			The shares vest one-third on the first anniversary date of issuance and then over twenty-four equal monthly installments after the first anniversary date and the estimated fair value of these shares is being recognized as compensation expense over the vesting period of the award.
Private Placement [Member] \| MDB Warrants [Member]
Warrant to purchase common stock										60,000																			119,565
Warrant exercise price										$ 2.50																			$ 1.15
Warrant expiration term																													5 years
Private Placement [Member] \| March 30, 2018 [Member] \| Strome Warrant [Member]
Warrant to purchase common stock										1,700,000
Warrant exercise price										$ 2.50
Maximum number of shares issuable in transaction										3,400,000
Warrant exercisable price										$ 1.25
Private Placement [Member] \| MDB Capital Group LLC [Member]
Shares issued price per share										$ 2.50
Number of common shares sold										60,000
Number of common shares sold, value										$ 150,000
Investors [Member] \| B. Riley Warrants [Member]
Derivative liability												$ 607,513											$ 358,050	$ 607,513
Investors [Member] \| B. Riley Warrants [Member] \| 10% OID Convertible Debentures [Member]
Warrant to purchase common stock				875,000
Warrant exercise price				$ 1.00
Warrant expiration term				7 years
Warrant description				The warrant instrument provides that upon the consummation of a subsequent financing, the $1.00 exercise price shall be adjusted to (i), in the event that security issued in such subsequent financing is common stock, 125% of the effective per share purchase price of the common stock in such subsequent financing, (ii), in the event that the security issued in such subsequent financing is a common stock equivalent, 100% of the effective per share purchase price of the common stock underlying the common stock equivalent issued in such subsequent financing, or (iii), in the event that the primary securities issued such subsequent financing includes a combination of common stock and common stock equivalents, the greater of (a) 125% of the effective per share purchase price of the common stock issued in such subsequent financing or (b) 100% of the effective per share purchase price of the common stock underlying the common stock equivalents.
Investors [Member] \| Private Placement [Member]
Number of shares issued during period, shares									500,000
Shares issued price per share									$ 2.50
Proceeds from private placement									$ 1,250,000
Investors [Member] \| Private Placement [Member] \| Strome Mezzanine Fund LP [Member]
Number of shares issued during period, shares										1,200,000
Shares issued price per share										$ 2.50
Proceeds from private placement										$ 3,000,000
Board of Directors [Member] \| Restricted Stock [Member]
Number of shares issued during period, shares											833,333
Board of Directors [Member]
Number of shares issued during period, shares																							206,506
Board of Directors [Member] \| Restricted Stock [Member]
Number of restricted common stock, shares					57,693	148,813
Vesting term					3 months	4 months

Stockholders' Equity - Summary of Restricted Stock Award Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Number of shares, non-vested Issued	8,187,750
Number of shares, non-vested Vested	(175,000)
Number of shares Restricted stock awards outstanding, non-vested at ending	3,093,977
Restricted Stock [Member]
Number of shares Restricted stock awards outstanding, non-vested at beginning	6,309,874	6,979,596
Number of shares, non-vested Issued	833,333	4,606,503
Number of shares, non-vested Vested	(3,926,542)	(4,946,490)
Number of shares, non-vested Forfeited	(825,000)	(329,735)
Number of shares Restricted stock awards outstanding, non-vested at ending	2,391,665	6,309,874
Number of Shares Common stock options, outstanding at Beginning balance	10,484,046	5,537,556
Number of shares, Issued
Number of shares, Vested	3,926,542	(4,946,490)
Number of shares, Forfeited	(402,512)
Number of Shares Common stock options, outstanding at Ending balance	14,008,076	10,484,046
Weighted Average price Grant-Date, beginning	$ 0.50	$ 0.41
Weighted Average price Grant-Date, Issued	0.48	0.72
Weighted Average price Grant-Date, Vested
Weighted Average price Grant-Date, Forfeited
Weighted Average price Grant-Date, ending	$ 0.56	$ 0.50

Stockholders' Equity - Summary of Warrant Activity (Details) - $ / shares		12 Months Ended
	Aug. 03, 2018	Dec. 31, 2019	Dec. 31, 2018
Number of Shares, Exercisable at end of year		2,882,055
Common Stock Financing Warrant [Member]
Number of Shares, outstanding, at beginning of year		3,949,018	1,289,172
Number of Shares, Issued			2,861,558
Number of Shares, Exercised		(1,066,963)	(842,117)
Number of Shares, Issued as result of the reset provision on August 3, 2018	640,405
Number of Shares, outstanding at end of year		2,882,055	3,949,018
Number of Shares, Exercisable at end of year		2,882,055
Weighted Average Exercise Price, outstanding, at beginning of year		$ 0.64	$ 0.29
Weighted Average Exercise Price, Issued			1.17
Weighted Average Exercise Price, Exercised			0.20
Weighted Average Exercise Prices, Issued as result of the reset provision on August 3, 2018	$ 0.50
Weighted Average Exercise Price, outstanding, at end of year		0.80	$ 0.64
Weighted Average Exercise Price, Exercisable at end of year		$ 0.80
Weighted Average Remaining Contractual Life, Outstanding at end of year		3 years 11 months 12 days	4 years 9 months 22 days
Weighted Average Remaining Contractual Life, Exercisable at end of year		3 years 11 months 12 days

Stockholders' Equity - Schedule of Common Stock Financing Warrants Outstanding and Exercisable (Details)	12 Months Ended
	Dec. 31, 2019 $ / shares shares
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
Total outstanding and exercisable	2,882,055
MDB Warrants [Member]
Financing Warrants Exercise Price \| $ / shares	$ 0.20
Financing Warrants Expiration Date	Nov. 04, 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	$ 1.00
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
Financing Warrants Classified as Derivative Liabilities [Member]
Total outstanding and exercisable	2,375,000
Financing Warrants Classified Within Stockholders' Equity [Member]
Total outstanding and exercisable	507,055

Stock Based Compensation (Details Narrative) - USD ($)				12 Months Ended
Stock Based Compensation (Details Narrative) - USD ($)	May 31, 2019	Oct. 31, 2017	Aug. 31, 2017	Dec. 31, 2019	Dec. 31, 2018	Apr. 03, 2020	Aug. 31, 2018	Mar. 28, 2018
Number of Shares Common stock options, Granted				8,187,750
Grant date fair value of stock options granted					5,566,385
Intrinsic value of stock option				$ 1,573,000	$ 1,573,000
Number of shares fully vested				175,000
Exercise price of stock option				$ 0.17
Stock option expiration date				May 15, 2019
Number of shares issued during period, shares		307,475	12,209,677
Number of outstanding stock options not vested				3,093,977
Unrecognized compensation expense related to stock options granted				$ 1,697,036	$ 4,338,362
Weighted-average period of options term				1 year 4 months 2 days	2 years 2 months 8 days
Fair market value of stock option				$ 0.48
Number of shares authorized				1,000,000,000	1,000,000,000
Warrant vesting term				3 years
Warrant expiration term				5 years
ABG Warrants [Member] \| Sports Illustrated Licensing Agreement [Member]
Unrecognized compensation expense related to stock options granted				$ 4,663,176
Weighted-average period of options term				3 years 4 months 17 days
Fair market value of stock option				$ 5,458,979
Warrant to purchase common stock				21,989,844
Share-based Payment Arrangement, Employee [Member] \| HubPages Employees [Member]
Number of Shares Common stock options, Granted	2,399,997
Unrecognized compensation expense related to stock options granted				$ 559,412
Weighted-average period of options term	1 year 1 month 2 days
Unexercised in-the-Money [Member]
Intrinsic value of stock option				$ 631,000
Fair market value of stock option				$ 0.80
June 2018 [Member]
Number of shares fully vested				125,000
Number of shares issued during period, shares				106,154
2016 Stock Incentive Plan [Member]
Number of Shares Common stock options, Granted					8,187,750
Weighted-average period of options term				9 years 3 months 19 days	9 years 2 months 30 days
2016 Stock Incentive Plan [Member] \| Minimum [Member]
Common stock reserved for grant							5,000,000	3,000,000
2016 Stock Incentive Plan [Member] \| Maximum [Member]
Common stock reserved for grant							10,000,000	5,000,000
2019 Equity Incentive Plan [Member]
Intrinsic value of stock option				$ 6,000
Number of outstanding stock options not vested				64,958,089
Unrecognized compensation expense related to stock options granted				$ 20,140,032
Weighted-average period of options term				2 years 6 months 14 days
Fair market value of stock option				$ 0.80
Aggregate grant date fair value for the common equity awards granted during the period				$ 30,864,185
Aggregate intrinsic value common equity awards granted				$ 17,554,000
2019 Equity Incentive Plan [Member] \| Maximum [Member]
Number of shares authorized						85,000,000
Stock Outside Option 2016 Plan [Member]
Number of Shares Common stock options, Granted				675,000	755,884
Intrinsic value of stock option				$ 2,198,000	$ 278,000
Number of outstanding stock options not vested				2,521,000
Unrecognized compensation expense related to stock options granted				$ 958,315	$ 733,875
Weighted-average period of options term				2 years 26 days	2 years 11 months 1 day
Stock Outside Option 2016 Plan [Member] \| Unexercised in-the-Money [Member]
Intrinsic value of stock option				$ 445,000
Fair market value of stock option				$ 0.80
Channel Partner Warrant Program [Member]
Fair market value of stock option				$ 0.48
Warrant to purchase common stock				2,000,000
Warrant expiration term				5 years
Exercise price upper range				$ 2.25
Exercise price lower range				$ 1.32

Stock Based Compensation - Schedule of Fair Value of Stock Options Assumptions (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Risk-free interest rate, minimum		2.27%
Risk-free interest rate, maximum		3.05%
Expected dividend yield		0.00%
Expected volatility, minimum		108.34%
Expected volatility, maximum		139.36%
Equity Incentive 2019 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| Up-List [Member]
Risk-free interest rate, minimum	1.51%
Risk-free interest rate, maximum	2.59%
Expected dividend yield	0.00%
Expected volatility, minimum	69.00%
Expected volatility, maximum	95.00%
Equity Incentive 2019 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| No Up-List [Member]
Risk-free interest rate, minimum	1.51%
Risk-free interest rate, maximum	2.59%
Expected dividend yield	0.00%
Expected volatility, minimum	119.00%
Expected volatility, maximum	149.00%
Stock Options Outside 2016 Plan [Member]
Risk-free interest rate, minimum		2.79%
Risk-free interest rate, maximum		3.09%
Expected dividend yield		0.00%
Expected volatility, minimum		113.49%
Expected volatility, maximum		116.86%
Expected life		6 years
Stock Options Outside 2016 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| Up-List [Member]
Risk-free interest rate, minimum	2.49%
Risk-free interest rate, maximum	2.57%
Expected dividend yield	0.00%
Expected volatility, minimum	74.00%
Expected volatility, maximum	95.00%
Stock Options Outside 2016 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| No Up-List [Member]
Risk-free interest rate, minimum	2.49%
Risk-free interest rate, maximum	2.57%
Expected dividend yield	0.00%
Expected volatility, minimum	122.00%
Expected volatility, maximum	142.00%
Stock Options Outside 2016 Plan [Member] \| Monte Carlo Model [Member] \| Up-List [Member]
Risk-free interest rate, minimum	2.16%
Risk-free interest rate, maximum	2.71%
Expected dividend yield	0.00%
Expected volatility	110.00%
Expected life	10 years
Stock Options Outside 2016 Plan [Member] \| Monte Carlo Model [Member] \| No Up-List [Member]
Risk-free interest rate, minimum	2.20%
Risk-free interest rate, maximum	2.70%
Expected dividend yield	0.00%
Expected volatility, minimum	140.00%
Expected volatility, maximum	146.00%
Expected life	10 years
Minimum [Member]
Expected life		3 years
Minimum [Member] \| Equity Incentive 2019 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| Up-List [Member]
Expected life	3 years
Minimum [Member] \| Equity Incentive 2019 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| No Up-List [Member]
Expected life	3 years
Minimum [Member] \| Stock Options Outside 2016 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| Up-List [Member]
Expected life	3 years
Minimum [Member] \| Stock Options Outside 2016 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| No Up-List [Member]
Expected life	3 years
Maximum [Member]
Expected life		6 years
Maximum [Member] \| Equity Incentive 2019 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| Up-List [Member]
Expected life	6 years
Maximum [Member] \| Equity Incentive 2019 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| No Up-List [Member]
Expected life	6 years
Maximum [Member] \| Stock Options Outside 2016 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| Up-List [Member]
Expected life	5 years 9 months 18 days
Maximum [Member] \| Stock Options Outside 2016 Plan [Member] \| Black-Scholes Option Pricing Model [Member] \| No Up-List [Member]
Expected life	5 years 9 months 18 days

Stock-Based Compensation - Summary of Stock Option Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Number of Shares, Granted	8,187,750
Weighted Average Remaining Contractual Life (in Years), outstanding at Beginning balance	1 year 4 months 2 days	2 years 2 months 8 days
2016 Stock Incentive Plan [Member]
Number of Shares Common stock options, outstanding at Beginning balance	9,405,541	2,176,637
Number of Shares, Granted		8,187,750
Number of Shares, Exercised	(25,000)	(125,000)
Number of Shares, Forfeited	(1,197,776)	(732,353)
Number of Shares, Expired	(118,204)	(101,493)
Number of Shares Common stock options, outstanding at Ending balance	8,064,561	9,405,541
Number of Shares Common stock options, exercisable at Ending balance	4,970,584
Number of Shares Common stock options, not vested at Ending balance	3,093,977
Number of Shares Common stock options, available for future grants at Ending balance	1,935,439
Weighted Average Exercise Price, outstanding at Beginning balance	$ 0.61	$ 1.25
Weighted Average Exercise Price, Granted		0.84
Weighted Average Exercise Price, Exercised	0.17	0.17
Weighted Average Exercise Price, Forfeited	0.73	1.41
Weighted Average Exercise Price, Expired	1.09	1.49
Weighted Average Exercise Price, outstanding at Ending balance	0.62	$ 0.61
Weighted Average Exercise Price, exercisable at Ending balance	$ 1.02
Weighted Average Remaining Contractual Life (in Years), outstanding at Beginning balance	9 years 3 months 19 days	9 years 2 months 30 days
Weighted Average Remaining Contractual Life (in Years), outstanding at Ending balance	8 years 4 months 2 days	9 years 3 months 19 days
Weighted Average Remaining Contractual Life (in Years), exercisable at Ending balance	8 years 2 months 30 days
2019 Equity Incentive Plan [Member]
Number of Shares Common stock options, outstanding at Beginning balance
Number of Shares, Granted	68,180,863
Number of Shares, Forfeited	(3,167,218)
Number of Shares Common stock options, outstanding at Ending balance	65,013,645
Number of Shares Common stock options, exercisable at Ending balance
Number of Shares Common stock options, not vested at Ending balance	64,958,089
Number of Shares Common stock options, available for future grants at Ending balance	19,986,355
Number of Shares Common stock options, vested at Ending balance	55,556
Weighted Average Exercise Price, outstanding at Beginning balance
Weighted Average Exercise Price, Granted	0.53
Weighted Average Exercise Price, Forfeited	0.53
Weighted Average Exercise Price, outstanding at Ending balance	$ 0.53
Weighted Average Remaining Contractual Life (in Years), outstanding at Beginning balance	0 years
Weighted Average Remaining Contractual Life (in Years), outstanding at Ending balance	9 years 5 months 5 days
Stock Outside Option 2016 Plan and 2019 Plan [Member]
Number of Shares Common stock options, outstanding at Beginning balance	2,414,000
Number of Shares, Granted	1,500,000	2,414,000
Number of Shares, Exercised	(2,000)
Number of Shares, Forfeited	(180,000)
Number of Shares, Expired	(7,333)
Number of Shares Common stock options, outstanding at Ending balance	3,724,667	2,414,000
Number of Shares Common stock options, exercisable at Ending balance
Number of Shares Common stock options, not vested at Ending balance	2,521,000
Number of Shares Common stock options, vested at Ending balance	1,203,667
Weighted Average Exercise Price, outstanding at Beginning balance	$ 0.36
Weighted Average Exercise Price, Granted	0.57	0.36
Weighted Average Exercise Price, Exercised	0.35
Weighted Average Exercise Price, Forfeited	0.35
Weighted Average Exercise Price, Expired	0.35
Weighted Average Exercise Price, outstanding at Ending balance	0.21	$ 0.36
Weighted Average Exercise Price, exercisable at Ending balance	$ 0.89
Weighted Average Remaining Contractual Life (in Years), outstanding at Beginning balance	9 years 11 months 8 days
Weighted Average Remaining Contractual Life (in Years), Granted	9 years 11 months 8 days
Weighted Average Remaining Contractual Life (in Years), outstanding at Ending balance	9 years 15 days	9 years 11 months 8 days
Weighted Average Remaining Contractual Life (in Years), exercisable at Ending balance	9 years 7 days

Stock-Based Compensation - Schedule of Exercise Prices of Common Stock Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
2016 Stock Incentive Plan [Member]
Number of Shares, Outstanding	8,064,561	9,405,541	2,176,637
Number of Shares, Exercisable	4,970,584
2016 Stock Incentive Plan [Member] \| Exercise Price Range One [Member]
Exercise price upper range	$ 1.00
Number of Shares, Outstanding	5,048,750
Number of Shares, Exercisable	2,539,496
2016 Stock Incentive Plan [Member] \| Exercise Price Range Two [Member]
Exercise price lower range	$ 1.01
Exercise price upper range	$ 1.25
Number of Shares, Outstanding	1,553,333
Number of Shares, Exercisable	1,154,687
2016 Stock Incentive Plan [Member] \| Exercise Price Range Three [Member]
Exercise price lower range	$ 1.26
Exercise price upper range	$ 1.50
Number of Shares, Outstanding	28,309
Number of Shares, Exercisable	18,448
2016 Stock Incentive Plan [Member] \| Exercise Price Range Four [Member]
Exercise price lower range	$ 1.51
Exercise price upper range	$ 1.75
Number of Shares, Outstanding	345,000
Number of Shares, Exercisable	239,759
2016 Stock Incentive Plan [Member] \| Exercise Price Range Five [Member]
Exercise price lower range	$ 1.76
Exercise price upper range	$ 2.00
Number of Shares, Outstanding	924,169
Number of Shares, Exercisable	904,444
2016 Stock Incentive Plan [Member] \| Exercise Price Range Six [Member]
Exercise price lower range	$ 2.01
Exercise price upper range	$ 2.25
Number of Shares, Outstanding	135,000
Number of Shares, Exercisable	83,750
2016 Stock Incentive Plan [Member] \| Exercise Price Range Seven [Member]
Exercise price lower range	$ 2.26
Exercise price upper range	$ 2.50
Number of Shares, Outstanding	30,000
Number of Shares, Exercisable	30,000
2019 Equity Incentive Plan [Member]
Number of Shares, Outstanding	65,013,645
Number of Shares, Exercisable
Number of Shares, Vested	55,556
2019 Equity Incentive Plan [Member] \| Exercise Price Range One [Member]
Number of Shares, Outstanding	250,000
Number of Shares, Exercisable
Number of Shares, Vested
2019 Equity Incentive Plan [Member] \| Exercise Price Range Two [Member]
Exercise price upper range	$ 1.00
Number of Shares, Outstanding	64,763,645
Number of Shares, Exercisable
Number of Shares, Vested	55,566
Stock Outside Option 2016 Plan and 2019 Plan [Member]
Exercise price upper range	$ 1.00
Number of Shares, Outstanding	3,724,667	2,414,000
Number of Shares, Exercisable
Number of Shares, Vested	1,203,667

Stock-Based Compensation - Schedule of Warrants Assumptions (Details)	Dec. 31, 2019
Warrants term	5 years
Channel Partner Warrant Program [Member]
Warrants term	5 years
Channel Partner Warrant Program [Member] \| Risk-free Interest Rate [Member] \| Minimum [Member]
Warrants measurement input	2.54
Channel Partner Warrant Program [Member] \| Risk-free Interest Rate [Member] \| Maximum [Member]
Warrants measurement input	2.89
Channel Partner Warrant Program [Member] \| Expected Dividend Yield [Member]
Warrants measurement input	0.00
Channel Partner Warrant Program [Member] \| Expected Volatility [Member] \| Minimum [Member]
Warrants measurement input	95.73
Channel Partner Warrant Program [Member] \| Expected Volatility [Member] \| Maximum [Member]
Warrants measurement input	119.45
Channel Partner Warrant Program [Member] \| Expected Life [Member] \| Minimum [Member]
Warrants term	3 years
Channel Partner Warrant Program [Member] \| Expected Life [Member] \| Maximum [Member]
Warrants term	5 years
ABG Warrants [Member] \| Risk-free Interest Rate [Member] \| Minimum [Member] \| Up-List [Member]
Warrants measurement input	2.00
ABG Warrants [Member] \| Risk-free Interest Rate [Member] \| Minimum [Member] \| No Up-List [Member]
Warrants measurement input	2.00
ABG Warrants [Member] \| Risk-free Interest Rate [Member] \| Maximum [Member] \| Up-List [Member]
Warrants measurement input	2.10
ABG Warrants [Member] \| Risk-free Interest Rate [Member] \| Maximum [Member] \| No Up-List [Member]
Warrants measurement input	2.10
ABG Warrants [Member] \| Expected Dividend Yield [Member] \| Up-List [Member]
Warrants measurement input	0.00
ABG Warrants [Member] \| Expected Dividend Yield [Member] \| No Up-List [Member]
Warrants measurement input	0.00
ABG Warrants [Member] \| Expected Volatility [Member] \| Minimum [Member] \| Up-List [Member]
Warrants measurement input	51.00
ABG Warrants [Member] \| Expected Volatility [Member] \| Minimum [Member] \| No Up-List [Member]
Warrants measurement input	121.00
ABG Warrants [Member] \| Expected Volatility [Member] \| Maximum [Member] \| Up-List [Member]
Warrants measurement input	52.00
ABG Warrants [Member] \| Expected Volatility [Member] \| Maximum [Member] \| No Up-List [Member]
Warrants measurement input	123.00
ABG Warrants [Member] \| Expected Life [Member] \| Minimum [Member] \| Up-List [Member]
Warrants term	6 years
ABG Warrants [Member] \| Expected Life [Member] \| Minimum [Member] \| No Up-List [Member]
Warrants term	6 years 2 months 12 days
ABG Warrants [Member] \| Expected Life [Member] \| Maximum [Member] \| Up-List [Member]
Warrants term	7 years 3 months 19 days
ABG Warrants [Member] \| Expected Life [Member] \| Maximum [Member] \| No Up-List [Member]
Warrants term	7 years 3 months 19 days

Stock-Based Compensation - Schedule of Warrants Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Number of Shares, Exercisable at end of year	2,882,055
Channel Partner Warrant Program [Member]
Number of Shares, outstanding, at beginning of year	1,017,140	1,303,832
Number of Shares, Issued		295,000
Number of Shares, Forfeited	(77,599)	(581,692)
Number of Shares, outstanding at end of year	939,541	1,017,140
Number of Shares, Exercisable at end of year	613,041
Number of Shares, Available for future grants at end of year	1,060,459
Weighted Average Exercise Price, outstanding, at beginning of year	$ 1.47	$ 1.48
Weighted Average Exercise Price, Issued		1.74
Weighted Average Exercise Price, Forfeited	1.62	1.47
Weighted Average Exercise Price, outstanding, at end of year	1.46	$ 1.47
Weighted Average Exercise Price, Exercisable at end of year	$ 1.50
Weighted Average Remaining Contractual Life, Outstanding at beginning of year	3 years 3 months 4 days	4 years 4 months 6 days
Weighted Average Remaining Contractual Life, Outstanding at ending of year	2 years 6 months 25 days	3 years 3 months 4 days
Weighted Average Remaining Contractual Life, Exercisable	2 years 7 months 17 days
ABG Warrants [Member]
Number of Shares, outstanding, at beginning of year
Number of Shares, Issued	21,989,844
Number of Shares, outstanding at end of year	21,989,844
Number of Shares, Exercisable at end of year
Number of Shares, not vested at end of year	21,989,844
Weighted Average Exercise Price, outstanding, at beginning of year
Weighted Average Exercise Price, Issued	0.55
Weighted Average Exercise Price, outstanding, at end of year	$ 0.55
Weighted Average Remaining Contractual Life, Outstanding at ending of year	9 years 5 months 16 days

Stock-Based Compensation - Schedule of Restricted Stock Units Activity (Details) - Restricted Stock Units [Member]	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Number of Shares, Unvested, outstanding, at beginning of year
Number of Shares, Unvested, Issued	2,399,997
Number of Shares, Unvested, outstanding at end of year	2,399,997
Number of Shares, Unvested, credited to separate account at end of year
Number of Shares, Unvested, outstanding, at beginning of year
Number of Shares, Vested, Issued
Number of Shares, Vested, outstanding at end of year
Number of Shares, Vested, credited to separate account at end of year
Weighted Average Exercise Price, outstanding, at beginning of year \| $ / shares
Weighted Average Exercise Price, Issued \| $ / shares	0.45
Weighted Average Exercise Price, outstanding, at end of year \| $ / shares	$ 0.45

Stock-Based Compensation - Summary of Stock-based Compensation (Details) - USD ($)		3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Dec. 20, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Cost of revenue		$ 7,612,585	$ 5,487,172	$ 5,652,565	$ 1,784,073	$ 1,102,813	$ 1,035,708	$ 11,139,737	$ 2,138,521	$ 18,752,322	$ 3,922,594	$ 47,301,175	$ 7,641,684
Selling and marketing		2,059,820	1,451,101	1,149,292	425,326	761,135	153,505	2,600,393	914,640	4,660,213	1,339,966	12,789,056	1,720,714
General and administrative		$ 7,262,496	$ 5,871,015	4,225,253	$ 2,546,369	$ 2,222,187	2,463,771	10,096,268	4,685,958	17,358,764	7,232,328	29,511,204	10,286,997
Total stock based compensation				$ 1,319,627			$ 1,350,892	$ 3,959,925	$ 2,191,132	$ 6,951,074	$ 3,416,110	10,364,787	4,340,824
Stock-based Compensation [Member]
Cost of revenue												993,752	159,205
Selling and marketing												832,460	76,451
General and administrative												8,538,575	4,105,168
Total costs charged to operations												10,364,787	4,340,824
Capitalized platform development												1,307,390	1,850,384
Total stock based compensation												11,672,177	6,191,208
Stock-based Compensation [Member] \| Channel Partner Warrant Program [Member]
Cost of revenue												50,828	152,460
Selling and marketing
General and administrative
Total costs charged to operations												50,828	152,460
Capitalized platform development
Total stock based compensation												50,828	152,460
Stock-based Compensation [Member] \| ABG Warrants [Member]
Cost of revenue
Selling and marketing
General and administrative												795,803
Total costs charged to operations												795,803
Capitalized platform development
Total stock based compensation												795,803
Restricted Stock [Member]
Total stock based compensation	$ 43,750
Restricted Stock [Member] \| Stock-based Compensation [Member]
Cost of revenue												122,192	6,745
Selling and marketing												34,393	607
General and administrative												2,541,468	2,973,051
Total costs charged to operations												2,698,053	2,980,403
Capitalized platform development												535,004	1,639,038
Total stock based compensation												3,233,057	4,619,441
Common Stock Awards [Member] \| Stock-based Compensation [Member]
Cost of revenue												44,520
Selling and marketing												100,388	67,062
General and administrative												1,660,607	1,130,326
Total costs charged to operations												1,805,515	1,197,388
Capitalized platform development												175,837	211,346
Total stock based compensation												1,981,352	1,408,734
Common Equity Awards [Member] \| Stock-based Compensation [Member]
Cost of revenue												774,632
Selling and marketing												455,280	8,782
General and administrative												3,383,338	1,791
Total costs charged to operations												4,613,250	10,573
Capitalized platform development												590,618
Total stock based compensation												5,203,868	10,573
Outside Options [Member] \| Stock-based Compensation [Member]
Cost of revenue												1,580
Selling and marketing												242,399
General and administrative												157,359
Total costs charged to operations												401,338
Capitalized platform development												5,931
Total stock based compensation												$ 407,269

Settlement of Promissory Notes Receivable (Details Narrative) - USD ($)	Dec. 12, 2018	Nov. 30, 2018	Aug. 21, 2018	Jul. 23, 2018	Mar. 26, 2018
Say Media Merger Agreements [Member]
Debt instrument, description	On December 12, 2018 pursuant to the Say Media Merger Agreements entered into on October 12, 2018 and amended on October 17, 2018, the Company settled the promissory notes receivable by effectively forgiving $3,366,031 of the balance due at closing as reflected on the consolidated statements of operations. The remainder of the promissory notes consisting of $2,078,498 advanced for the execution payments in connection with the acquisition, and $450,000 advanced for acquisition related legal fees of Say Media where reflected as part of the purchase price.
Notes receivable forgiving balance	$ 3,366,031
Promissory notes payable	2,078,498
Legal fees	450,000
Secured Promissory Note [Member]
Principal amount of debt		$ 4,322,166	$ 322,363	$ 250,000
Promissory Note [Member]
Principal amount of debt	$ 5,894,529
Say Media, Inc. [Member]
Due to related party debt					$ 1,000,000
Debt instrument, interest rate, stated percentage					5.00%
Debt instrument effective interest					10.00%

Liquidated Damages - Schedule of Liquidated Damages Recognized (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Registration Rights Damages	$ 3,127,756	$ 2,149,156	$ 2,149,156	$ 1,178,956	$ 1,178,956
Public Information Failure Damages	3,936,645	2,925,099	2,925,099	1,950,699	1,870,899
Accrued interest	1,016,113	615,483	615,483	614,630	597,743
Series H Preferred Stock [Member]
Registration Rights Damages	1,163,955	1,163,955	1,163,955	1,163,955	1,163,955
Public Information Failure Damages	1,163,955	1,163,955	1,163,955	1,163,955	1,163,955
Accrued interest	481,017	481,017	481,017	481,017	481,017
Series I Preferred Stock [Member]
Registration Rights Damages	1,108,800	970,200	970,200
Public Information Failure Damages	1,039,500	$ 970,200	$ 970,200
Accrued interest	262,193
Registration Rights Agreements and Securities Purchase [Member]
Registration Rights Damages	138,600				1,178,956
Public Information Failure Damages	171,546				1,870,899
Accrued interest	418,370				597,743
Totals	728,516				3,647,598
Registration Rights Agreements and Securities Purchase [Member] \| 12% Convertible Debentures [Member]
Registration Rights Damages
Public Information Failure Damages	102,246				706,944
Accrued interest	16,162				116,726
Totals	118,408				823,670
Registration Rights Agreements and Securities Purchase [Member] \| Series H Preferred Stock [Member]
Registration Rights Damages					1,163,955
Public Information Failure Damages					1,163,955
Accrued interest					481,017
Totals					2,808,927
Registration Rights Agreements and Securities Purchase [Member] \| Series I Preferred Stock [Member]
Registration Rights Damages	138,600
Public Information Failure Damages	69,300
Accrued interest	262,193
Totals	470,093
Registration Rights Agreements and Securities Purchase [Member] \| Series J Preferred Stock [Member]
Registration Rights Damages
Public Information Failure Damages
Accrued interest	140,015
Totals	$ 140,015
Registration Rights Agreements and Securities Purchase [Member] \| MBD Common Stock to Be Issued [Member]
Registration Rights Damages					15,001
Public Information Failure Damages
Accrued interest
Totals					$ 15,001

Income Taxes (Details Narrative) - USD ($)		12 Months Ended
Income Taxes (Details Narrative) - USD ($)	Dec. 22, 2017	Dec. 31, 2019	Dec. 31, 2018
Income tax rate		21.00%	21.00%
Income tax description		limited to 80% of taxable income in a given year
Net operating losses expiration amount		$ 40,560,000
Federal [Member]
Operating loss carryforward		75,000,000	$ 36,650,000
State [Member]
Operating loss carryforward		59,660,000	33,930,000
Local [Member]
Operating loss carryforward		22,660,000	$ 8,150,000
U.S Federal Tax [Member]
Operating loss carryforward		$ 34,440,000
Minimum [Member]
Income tax rate	35.00%
Maximum [Member]
Income tax rate	21.00%

Income Taxes - Schedule of Income Taxes (Details) - USD ($)	3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Current tax benefit: Federal
Current tax benefit: State and local
Total current tax benefit
Deferred tax benefit: Federal											9,802,070	3,359,203
Deferred tax benefit: State and local											3,053,709	1,498,009
Change in valuation allowance											6,685,348	(4,765,579)
Total deferred tax benefit											19,541,127	91,633
Total income tax benefit				$ (91,633)						$ (91,633)	$ 19,541,127	$ 91,633

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes - Schedule of Components of Deferred Tax Assets and Liabilities (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ 20,998,172	$ 10,474,525
Tax credit carryforwards	263,873	263,873
Allowance for doubtful accounts	450,116	16,017
Accrued expenses and other	64,494	64,849
Deferred rent		21,233
Contract liabilities		84,622
Liquidated damages payable	1,078,235	646,146
Stock-based compensation	1,055,083	242,545
Operating lease liability	223,596
Depreciation and amortization	3,921,952	981,850
Current deferred tax assets	28,055,521	12,795,660
Valuation allowance	(3,484,746)	(8,541,191)
Total deferred tax assets	24,570,775	4,254,469
Prepaid expenses	(148,051)
Contract liabilities	(67,295)
Acquisition-related intangibles	(24,355,429)	(4,254,469)
Total deferred tax liabilities	(24,570,775)	(4,254,469)
Net deferred tax

Income Taxes - Schedule of Tax Benefit and Effective Income Tax (Details) - USD ($)	3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Federal benefit expected at statutory rate											$ (12,188,924)	$ (5,493,498)
State and local taxes, net of federal benefit											(3,053,709)	(1,498,009)
Stock-based compensation											276,382	434,556
Other differences, net											199,642	246,614
Valuation allowance											(6,685,348)	4,765,579
Permanent differences											1,910,830	1,453,125
Tax benefit and effective income tax rate				$ 91,633						$ 91,633	$ (19,541,127)	$ (91,633)
Federal benefit expected at statutory rate, percentage											21.00%	21.00%
State and local taxes, net of federal benefit, percentage											5.30%	5.70%
Stock based compensation, percentage											(50.00%)	(1.70%)
Other differences, net, percentage											(30.00%)	(0.80%)
Valuation allowance, percentage											11.50%	(18.20%)
Permanent differences, percentage											(330.00%)	(5.60%)
Tax benefit and effective income tax rate, percentage											33.70%	0.40%

Related Party Transactions (Details Narrative) - USD ($)																		3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Apr. 21, 2020	Oct. 07, 2019	Aug. 27, 2019	Aug. 07, 2019	Aug. 07, 2019	Jun. 28, 2019	Jun. 14, 2019	Jun. 10, 2019	Jun. 10, 2019	Jan. 02, 2019	Dec. 12, 2018	Oct. 18, 2018	Aug. 10, 2018	Jun. 15, 2018	Jan. 04, 2018	Oct. 31, 2017	Aug. 31, 2017	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Aug. 03, 2019	Jan. 04, 2019	Dec. 20, 2017
Number of shares issued during period, shares																307,475	12,209,677
Proceeds from convertible debt																									$ 4,775,000		$ 4,775,000		$ 4,775,000
Warrant exercise price																												$ 0.20		$ 0.50
Warrant expiration term																												5 years
Preferred stock stated value																												$ 0.01
Conversion price																												$ 0.33
Interest expenses																		$ 3,701,310	$ 1,876,054	1,301,208	$ 1,428,463	$ 123,543		3,177,262	123,543	6,878,572	1,552,006	$ 10,463,570	2,508,874
Accrued interest																		615,483	615,483	614,630				615,483		615,483		1,016,113	597,743
Common Stock [Member]
Warrant exercise price																																$ 0.65
12% Convertible Debenture [Member]
Interest expenses																												5,136,023
12% Senior Secured Note [Member]
Maturity date								Jul. 31, 2019
Notes payable outstanding								$ 2,365,000	$ 2,365,000
12% Amended Senior Secured Note [Member]
Legal fees			$ 17,382
Interest expenses																												4,821,395
Accrued interest																												1,082,642
Series H Convertible Preferred Stock [Member]
Payment issuance cost																											159,208		159,208
Proceeds from issuance of convertible preferred stock																											12,474,704		$ 12,474,704
Series H Preferred Stock [Member]
Number of shares issued during period, shares																													19,400
Stock issued during period, value																													$ 19,400,000
Stock issued during period, shares, issued for services														5,592
Debt instrument, interest rate, stated percentage														10.00%
Convertible shares																													955
Conversion price													$ 0.33
Payment issuance cost														$ 1,194,546
Legal fees																													$ 25,296
Accrued interest																		$ 481,017	$ 481,017	481,017				481,017		481,017		$ 481,017	481,017
Series I Preferred Stock [Member]
Number of shares issued during period, shares																												231,000
Stock issued during period, value																												$ 23,100,000
Preferred stock stated value						$ 1,000
Conversion price						$ 0.50
Payment issuance cost																								1,406,000		1,406,000		1,459,858
Legal fees																												73,858
Proceeds from issuance of convertible preferred stock						$ 23,100,000																		$ 15,000,000		$ 23,100,000		23,100,000
Accrued interest																												262,193
Series J Preferred Stock [Member]
Preferred stock stated value		$ 1,000
Conversion price		$ 0.70
Payment issuance cost																												580,004
Proceeds from issuance of convertible preferred stock		$ 20,000,000																										15,000,000
Security Purchase Agreement [Member]
Conversion price		$ 0.70
Security Purchase Agreement [Member] \| Common Stock [Member]
Convertible shares		28,571,428
Security Purchase Agreement [Member] \| Series H Preferred Stock [Member]
Number of shares issued during period, shares		20,000
Preferred stock stated value		$ 1,000
Proceeds from issuance of convertible preferred stock		$ 20,000,000
Security Purchase Agreement [Member] \| Series J Preferred Stock [Member]
Service fees		$ 525,240
Securities Purchase Agreement [Member]
Conversion price						$ 0.50
Legal fees						$ 1,386,000
Securities Purchase Agreement [Member] \| Common Stock [Member]
Convertible shares						46,200,000
Securities Purchase Agreement [Member] \| Series I Preferred Stock [Member]
Number of shares issued during period, shares						23,100
Preferred stock stated value						$ 1,000
Proceeds from issuance of convertible preferred stock						$ 23,100,000
Four Accredited Investors [Member] \| Convertible Debt Offering [Member]
Proceeds from convertible debt														$ 4,775,000
Debt instrument, interest rate, stated percentage														10.00%
Investment														$ 4,025,000
Maturity date														Jun. 30, 2019
Internal rate of return													The 10% Convertible Debentures were converted on August 10, 2018, as described below, where the investors received additional interest payments to provide the investor with a 20% annual internal rate of return. Upon conversion, Strome received $600,000, James C. Heckman received $200,000, and Joshua Jacobs received $5,000 in satisfaction of the 20% annual internal rate of return by issuing additional shares of the Series H Preferred Stock.
James C. Heckman [Member] \| Convertible Debt Offering [Member]
Investment														$ 1,000,000
Annual interest rate of return													$ 200,000
Joshua Jacobs [Member] \| Convertible Debt Offering [Member]
Investment														$ 25,000
Annual interest rate of return													$ 5,000
Accredited Investors [Member] \| Security Purchase Agreement [Member] \| Series H Convertible Preferred Stock [Member]
Number of shares issued during period, shares													19,400
Proceeds from convertible debt													$ 19,399,250
Preferred stock stated value													$ 1,000
Convertible shares													58,787,879
Conversion price													$ 0.33
B. Riley [Member] \| Series H Preferred Stock [Member]
Stock issued during period, shares, issued for services														669
Preferred stock stated value														$ 1,000
B. Riley [Member] \| Series H Preferred Stock [Member] \| 10% OID Convertible Debentures [Member]
Warrants to purchase shares of common stock												875,000
Proceeds from convertible debt												$ 3,285,000
Legal fees												$ 40,000
Three Accredited Investors [Member] \| 10% OID Convertible Debentures [Member]
Proceeds from convertible debt											$ 3,551,528
Interest expenses											82,913
Proceeds from related parties											8,950,000
John A. Fichthorn [Member] \| Security Purchase Agreement [Member]
Number of shares issued during period, shares		100
Ms. Rinku Sen [Member]
Proceeds from related parties																												$ 39,650	15,521
Mr. Christopher Marlett [Member]
Proceeds from related parties																													$ 76,917
William Sornsin [Member]
Service fees										$ 10,000
Officers [Member]
Federal rate, percentage																												2.18%	2.38%
Notes payable outstanding																												$ 319,351	$ 680,399
Accrued interest																												$ 5,794	$ 12,574
MDB Capital Group LLC [Member]
Number of shares issued during period, shares															1,200,000
Shares issued price, per share															$ 2.50																$ 2.50
Stock issued during period, value															$ 3,000,000
Stock issued during period, shares, issued for services															60,000
Warrants to purchase shares of common stock															60,000
Warrant exercise price																															$ 2.50
Strome Mezzanine Fund LP [Member] \| Security Purchase Agreement [Member] \| Series H Convertible Preferred Stock [Member]
Debt description													Strome received 3,600 shares, James C. Heckman or an affiliated entity of his, received 1,200 shares, and Joshua Jacobs received 30 shares upon conversion of the 10% Convertible Debentures.
Strome Mezzanine Fund LP [Member] \| Security Purchase Agreement [Member] \| January 4, 2018 & March 30, 2018 [Member]
Number of shares issued during period, shares														1,700,000
Warrants to purchase shares of common stock														1,500,000
Warrant exercise price														$ 1.19
Warrant expiration term														5 years
Strome Mezzanine Fund LP [Member] \| Minimum [Member]
Ownership percentage														10.00%
Strome Mezzanine Fund LP [Member] \| Convertible Debt Offering [Member]
Investment														$ 3,000,000
Annual interest rate of return													$ 600,000
B. Riley FBR, Inc [Member] \| 12% Convertible Debenture [Member]
Proceeds from convertible debt											540,000
Legal fees											$ 50,000
B. Riley FBR, Inc [Member] \| 12% Amended Senior Secured Note [Member]
Legal fees			$ 150,000
B. Riley FBR, Inc [Member] \| Series H Preferred Stock [Member]
Number of shares issued during period, shares													669
Shares issued price, per share													$ 1,000
Payment issuance cost													$ 575,000
B. Riley FBR, Inc [Member] \| Security Purchase Agreement [Member]
Number of shares issued during period, shares		5,000
B. Riley FBR, Inc [Member] \| Ross Levinsohns [Member] \| Securities Purchase Agreement [Member]
Number of shares issued during period, shares						500
Stock issued during period, value						$ 500,000
B. Riley Financial, Inc [Member] \| 12% Senior Secured Note [Member]
Legal fees									135,000
Proceeds from secured note payable									$ 1,000,000
B. Riley Financial, Inc [Member] \| 12% Amended Senior Secured Note [Member]
Payments issuance for private placement							$ 2,400,000
Success fees							$ 3,500,000
Cramer Digital Inc [Member]
Number of shares issued during period, shares																												900,000
Annualized guaranteed payment				$ 3,000,000	$ 3,000,000
Reimbursement of rent expense				$ 4,250
Cramer Digital Inc [Member] \| First Option [Member]
Number of shares issued during period, shares					2,000,000
Shares issued price, per share				$ 0.72	$ 0.72
Option vests																												36 months
Cramer Digital Inc [Member] \| Second Option [Member]
Number of shares issued during period, shares	3,000,000
Shares issued price, per share	$ 0.54
Cramer Digital Inc [Member] \| Tranche One [Member]
Option vests																												12 months
Cramer Digital Inc [Member] \| Tranche Two [Member]
Option vests																												24 months

Commitments and Contingencies (Details Narrative) - USD ($)	3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
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	$ 7,586,020	$ 5,770,283	$ 6,273,963	$ 1,157,917	$ 216,356	$ 86,685	$ 12,044,246	$ 303,041	$ 19,630,266	$ 1,460,958	$ 53,343,310	$ 5,700,199
Channel Partner Guarantees [Member]
Revenue											$ 7,111,248	$ 1,456,928

Common stock, shares issued

Commitments and Contingencies - Schedule of Liquidating Damages (Details) - USD ($)	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018
Registration Rights Damages	$ 3,127,756	$ 2,149,156	$ 2,149,156	$ 1,178,956	$ 1,178,956
Public Information Failure Damages	3,936,645	2,925,099	2,925,099	1,950,699	1,870,899
Accrued interest	1,016,113	615,483	615,483	614,630	597,743
Series I Preferred Stock [Member]
Registration Rights Damages	1,108,800	970,200	970,200
Public Information Failure Damages	1,039,500	$ 970,200	$ 970,200
Accrued interest	262,193
Contingent Obligations [Member]
Registration Rights Damages	637,200
Public Information Failure Damages	718,800
Accrued interest	131,576
Totals	1,487,576
Contingent Obligations [Member] \| Series I Preferred Stock [Member]
Registration Rights Damages	277,200
Public Information Failure Damages	346,500
Accrued interest	69,991
Totals	693,691
Contingent Obligations [Member] \| Series J Preferred Stock [Member]
Registration Rights Damages	360,000
Public Information Failure Damages	360,000
Accrued interest	60,007
Totals	780,007
12% Convertible Debenture [Member] \| Contingent Obligations [Member]
Registration Rights Damages
Public Information Failure Damages	12,300
Accrued interest	1,578
Totals	$ 13,878

Quarterly Financial Information for Fiscal 2019 and Fiscal 2018 - Summary of Quarterly and Annual Financial Information (Details) - USD ($)		3 Months Ended						6 Months Ended		9 Months Ended		12 Months Ended
	Jun. 28, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Cash and cash equivalents		$ 1,973,435	$ 13,149,604	$ 2,138,593				$ 13,149,604		$ 1,973,435		$ 8,852,281	$ 2,406,596
Restricted cash (see Note 2)		620,779	120,749	120,718				120,749		620,779		620,809	120,693
Accounts receivable, net		3,319,124	2,006,938	2,718,004				2,006,938		3,319,124		16,233,955
Factor receivables													6,130,674
Subscription acquisition costs				17,056								3,142,580	17,056
Royalty fees (see Note 5)		15,000,000	15,000,000					15,000,000		15,000,000		15,000,000
Convertible preferred stock subscription receivable			8,100,000					8,100,000
Prepayments and other current assets		2,893,870	718,232	842,393				718,232		2,893,870		4,310,735	858,323
Total current assets		23,807,208	39,095,523	5,836,764				39,095,523		23,807,208		48,160,360	9,533,342
Advance relating to acquisition of TheStreet (see Note 3)			16,500,000					16,500,000
Operating lease right-of-use assets (see Note 7)		1,912,932	724,758	829,155				724,758		1,912,932		3,980,649
Property and equipment, net		739,339	73,053	61,506				73,053		739,339		661,277	68,830
Platform development, net		5,556,978	5,049,194	4,723,236				5,049,194		5,556,978		5,892,719	4,707,956
Royalty fees, net of current portion (see Note 5)		30,000,000	30,000,000					30,000,000		30,000,000		26,250,000
Acquired and other intangible assets, net		25,032,710	13,733,958	14,568,858				13,733,958		25,032,710		91,404,144	15,403,758
Other long-term assets		959,469	92,002	182,238				92,002		959,469		1,085,287	119,630
Goodwill		16,139,377	7,324,287	7,324,287				7,324,287		16,139,377		16,139,377	7,324,287
Total assets		104,148,013	112,592,775	33,526,044				112,592,775		104,148,013		196,991,291	37,157,803
Accounts payable		3,990,958	2,271,503	2,527,428				2,271,503		3,990,958		9,580,186	4,943,767
Accrued expenses and other		7,247,859	5,228,542	3,279,517				5,228,542		7,247,859		18,686,675	2,382,047
Line of credit (see Note 13)		1,025,494	1,463,598	897,653				1,463,598		1,025,494			1,048,194
Liquidated damages payable		5,689,738	5,689,738	3,744,285				5,689,738		5,689,738		8,080,514	3,647,598
Unearned revenue		6,819,242	96,350	98,229				96,350		6,819,242		32,163,087	396,407
Warrant derivative liabilities		1,836,894	1,906,005	1,739,930				1,906,005		1,836,894		1,644,200	1,364,235
Embedded derivative liabilities		17,861,000	12,240,000	10,780,000				12,240,000		17,861,000		13,501,000	7,387,000
Officer promissory notes, including accrued interest (see Note 16)		318,459	316,801	315,065				316,801		318,459			366,842
Total current liabilities		44,789,644	29,212,537	23,382,107				29,212,537		44,789,644		87,541,031	21,536,090
Unearned revenues, net of current portion		710,119	252,500	252,500				252,500		710,119		31,179,211	252,500
Operating lease liabilities, net of current portion		745,075	336,289	439,599				336,289		745,075		2,616,132
Other long-term liability		242,310	242,310	242,310				242,310		242,310		242,310	242,310
Investor liability		875,000								875,000
Deferred rent													46,335
Convertible debt		11,865,866	10,492,770	9,160,861				10,492,770		11,865,866		12,497,765	7,270,939
Long-term debt (see Note 18)		48,272,995	59,870,303					59,870,303		48,272,995		44,009,745
Total liabilities		107,501,009	100,406,709	33,477,377				100,406,709		107,501,009		178,405,545	29,661,731
Commitments and contingencies (see Note 26)
Total mezzanine equity		37,967,592	37,967,592	18,213,992				37,967,592		37,967,592		55,653,730	18,213,992
Common stock, $0.01 par value, authorized 1,000,000,000 shares: issued and outstanding		373,532	369,389	376,861				369,389		373,532		371,190	357,685
Common stock to be issued		39,383	39,383	39,383				39,383		39,383		39,383	51,272
Additional paid-in capital		32,006,113	27,870,197	24,893,365				27,870,197		32,006,113		35,562,766	23,413,077
Accumulated deficit		(73,739,616)	(54,060,495)	(43,474,934)				(54,060,495)		(73,739,616)		(73,041,323)	(34,539,954)
Total stockholders' (deficiency)		(41,320,588)	(25,781,526)	(18,165,325)				(25,781,526)		(41,320,588)		(37,067,984)	(10,717,920)	$ 2,983,754
Total liabilities, mezzanine equity and stockholders' (deficiency)		104,148,013	112,592,775	33,526,044				112,592,775		104,148,013		196,991,291	37,157,803
Revenue		7,586,020	5,770,283	6,273,963	$ 1,157,917	$ 216,356	$ 86,685	12,044,246	$ 303,041	19,630,266	$ 1,460,958	53,343,310	5,700,199
Cost of revenue		7,612,585	5,487,172	5,652,565	1,784,073	1,102,813	1,035,708	11,139,737	2,138,521	18,752,322	3,922,594	47,301,175	7,641,684
Gross profit (loss)		(26,565)	283,111	621,398	(626,156)	(886,457)	(949,023)	904,509	(1,835,480)	877,944	(2,461,636)	6,042,135	(1,941,485)
Selling and marketing		2,059,820	1,451,101	1,149,292	425,326	761,135	153,505	2,600,393	914,640	4,660,213	1,339,966	12,789,056	1,720,714
General and administrative		7,262,496	5,871,015	4,225,253	2,546,369	2,222,187	2,463,771	10,096,268	4,685,958	17,358,764	7,232,328	29,511,204	10,286,997
Depreciation and amortization		349,604	107,637	108,340	12,715	6,615	5,630	215,977	12,245	565,581	24,960	4,551,372	64,676
Total operating expenses		9,671,920	7,429,753	5,482,885	2,984,410	2,989,937	2,622,906	12,912,638	5,612,843	22,584,558	8,597,254	46,851,632	12,072,387
Loss from operations		(9,698,485)	(7,146,642)	(4,861,487)	(3,610,566)	(3,876,394)	(3,571,929)	(12,008,129)	(7,448,323)	(21,706,614)	(11,058,890)	(40,809,497)	(14,013,872)
Change in valuation of warrant derivative liabilities (see Note 15)		(666,075)	(166,075)	(375,695)	(324,485)			(541,770)		(1,207,845)	(324,485)	(1,015,151)	964,124
Change in valuation of embedded derivative liabilities (see Note 15)		(5,621,000)	(1,396,000)	(2,383,000)	459,472	128,544		(3,779,000)	128,544	(9,400,000)	588,016	(5,040,000)	(2,971,694)
True-up termination fee						(1,344,648)			(1,344,648)		(1,344,648)		(1,344,648)
Settlement of promissory notes receivable					(1,166,556)						(1,166,556)		(3,366,031)
Interest expense		(3,701,310)	(1,876,054)	(1,301,208)	(1,428,463)	(123,543)		(3,177,262)	(123,543)	(6,878,572)	(1,552,006)	(10,463,570)	(2,508,874)
Interest income		7,749	63	3,171	2,199	14,384		3,234	14,384	10,983	16,583	13,976	22,262
Liquidated damages (see Note 23)			(853)	(16,887)	(2,652,798)	(15,001)		(17,740)	(15,001)	(17,740)	(2,667,798)	728,516	2,940,654
Other Income				126				126		126
Total other expense		(9,980,636)	(3,438,919)	(4,073,493)	(5,110,631)	(1,340,264)		(7,512,412)	(1,340,264)	(17,493,048)	(6,450,894)	(17,232,999)	(12,145,644)
Loss before income taxes		(19,679,121)	(10,585,561)	(8,934,980)	(8,721,197)	(5,216,658)	(3,571,929)	(19,520,541)	(8,788,587)	(39,199,662)	(17,509,784)	(58,042,496)	(26,159,516)
Benefit for income taxes					91,633						91,633	(19,541,127)	(91,633)
Net loss		(19,679,121)	(10,585,561)	(8,934,980)	(8,629,564)	(5,216,658)	(3,571,929)	(19,520,541)	(8,788,587)	(39,199,662)	(17,418,151)	(38,501,369)	(26,067,883)
Deemed dividend on Series H convertible preferred stock					(18,045,496)						(18,045,496)		18,045,496
Net loss attributable to common shareholders		$ (19,679,121)	$ (10,585,561)	$ (8,934,980)	$ (26,675,060)	$ (5,216,658)	$ (3,571,929)	$ (19,520,541)	$ (8,788,587)	$ (39,199,662)	$ (35,463,647)	$ (38,501,369)	$ (44,113,379)
Basic and diluted net loss per common share		$ (0.54)	$ (0.30)	$ (0.26)	$ (0.96)	$ (0.21)	$ (0.16)	$ (0.55)	$ (0.36)	$ (1.10)	$ (1.40)	$ (1.04)	$ (1.69)
Weighted average number of shares outstanding - basic and diluted		36,240,837	35,556,188	34,837,518	27,835,555	25,290,190	22,934,369	35,208,771	24,258,944	35,562,878	25,382,551	37,080,784	26,128,796
Depreciation of property and equipment				$ 10,940			$ 355,142	$ 21,177	$ 12,243	$ 125,188	$ 19,341	$ 276,791	$ 28,857
Amortization of platform development and intangible assets				1,422,370				2,881,089	782,717	4,750,465	1,418,223	10,466,546	2,430,867
Amortization of debt discounts				686,044				1,580,796	86,121	3,060,772	373,663	4,545,675	601,840
Change in valuation of warrant derivative liabilities		$ 666,075	$ 166,075	375,695	$ 324,485			541,770		1,207,845	324,485	1,015,151	(964,124)
Change in valuation of embedded derivative liabilities		5,621,000	1,396,000	2,383,000	(459,472)	(128,544)		3,779,000	(128,544)	9,400,000	(588,016)	5,040,000	2,971,694
True-up termination fee						1,344,648			1,344,648		1,344,648		1,344,648
Settlement of promissory notes receivable					1,166,556						1,166,556		3,366,031
Loss on extinguishment of debt											1,099,165		1,350,337
Accrued interest				405,186				907,582	26,841	2,439,798		3,065,633	193,416
Liquidated damages				16,887				17,740	15,001	17,740	2,667,798	728,516	2,940,654
Stock-based compensation				1,319,627			1,350,892	3,959,925	2,191,132	6,951,074	3,416,110	10,364,787	4,340,824
Deferred income taxes											(91,633)	(19,541,127)	(91,633)
Other				(29,911)				(6,812)	10,159	14,793
Accounts receivable				9,573,255			(20,469)	10,261,222	(154,938)	10,513,462	(491,644)	1,685,948
Factor receivables				(6,130,674)				(6,130,674)		(6,130,674)		(6,130,674)	(1,384,333)
Subscription acquisition costs							(3,808)	17,056		17,056	(5,191)	(5,008,080)	(2,909)
Prepaid royalty fees								(45,000,000)		(45,000,000)		(41,250,000)
Prepayments and other current assets				15,930			(378,506)	140,091	(115,935)	(285,199)	(101,603)	(1,702,064)	(424,373)
Other long-term assets				(62,608)				27,628		(150,327)		(276,145)	(22,992)
Accounts payable				(2,416,339)			310,018	(2,672,264)	383,024	(2,266,032)	467,083	3,323,196	1,629,094
Accrued expenses				460,775			163,891	2,414,501	253,209	1,314,037	81,689	11,986,442	(129,535)
Unearned revenue				(298,178)			5,711	(300,057)	(7,674)	638,119	11,537	9,201,586	104,134
Operating lease liabilities				804				(2,810)		(164,420)		(226,724)
Deferred rent									(14,384)		17,245		30,179
Net cash used in operating activities				(1,202,177)			(1,789,058)	(47,083,581)	(4,104,967)	(52,745,965)	(6,288,695)	(56,954,306)	(7,417,680)
Purchases of property and equipment				(3,616)			(7,848)	(25,400)	(25,292)	(77,222)	(29,259)	(150,763)	(31,625)
Capitalized platform development				(434,802)			(553,161)	(980,257)	(1,132,339)	(1,744,340)	(1,660,331)	(2,537,402)	(2,156,015)
Payments of promissory notes receivable, net of advances for acquisition of business							(1,000,000)		(1,000,000)		(3,695,054)		(3,366,031)
Advance related to pending acquisition of TheStreet, Inc.								(16,500,000)
Payments for acquisition of businesses, net of cash									(5,000,000)	(16,000,000)	(9,032,596)	(16,331,026)	(18,035,356)
Net cash used in investing activities				(438,418)			(1,561,009)	(17,505,657)	(7,157,631)	(17,821,562)	(14,417,240)	(19,019,191)	(23,589,027)
Proceeds from issuance of debt								68,000,000		71,000,000		71,000,000
Repayments of long-term debt								(4,640,000)		(17,307,364)		(17,307,364)
Payment of debt issuance costs				(10,000)				(3,595,000)		(7,162,382)		(7,162,382)
Proceeds from 8% promissory notes									1,000,000		1,000,000		1,000,000
Payment of 8% promissory notes											(1,351,334)		(1,372,320)
Proceeds from 10% convertible debentures									4,775,000		4,775,000		4,775,000
Proceeds from 12% convertible debentures				1,900,000				2,000,000		2,000,000		2,000,000	8,950,000
Investor liability related to proceeds received in advance of issuance of Series J convertible preferred stock										875,000
Proceeds from private placement of common stock							1,250,000		1,250,000		1,250,000		1,250,000
Borrowings (repayments) under line of credit				(150,541)				415,404		(22,700)
Payment for taxes related to repurchase of restricted common stock								(75,260)		(75,260)		(256,058)
Proceeds from officer promissory notes									797,982		1,009,447		1,009,447
Repayment of officer promissory notes				(366,842)				(366,842)	(63,446)	(366,842)	(49,911)	(366,842)	(341,622)
Net cash provided by financing activities				1,372,617			1,250,000	75,332,302	7,759,536	70,634,452	18,948,698	82,919,298	29,914,747
Net (decrease) increase in cash, cash equivalents, and restricted cash				(267,978)			(2,100,067)	10,743,064	(3,503,062)	66,925	(1,757,237)	6,945,801	(1,091,960)
Cash, cash equivalents, and restricted cash - beginning of year		13,270,353	2,259,311	2,527,289	116,187	1,519,182	3,619,249	2,527,289	3,619,249	2,527,289	3,619,249	2,527,289	3,619,249
Cash, cash equivalents, and restricted cash - end of year		2,594,214	13,270,353	2,259,311	$ 1,862,012	$ 116,187	1,519,182	13,270,353	116,187	2,594,214	1,862,012	9,473,090	2,527,289
Cash paid for interest				209,978				731,126	449	1,383,644	23,575	2,852,262	39,373
Cash paid for income taxes
Reclassification of stock-based compensation to platform development				167,948			907,978	572,270	1,146,396	985,994	1,508,889	1,307,390	1,850,384
Discount on 8% promissory notes allocated to warrant derivative liabilities									760,499		760,499		600,986
Discount on 10% original issue discount senior convertible debentures allocated to warrant derivative liabilities									2,088,380		471,002		382,725
Discount on 12% senior convertible debentures allocated to embedded derivative liabilities				1,010,000				1,074,000		1,074,000		1,074,000	4,760,000
Exercise of warrants for issuance common shares										735,186		735,186
Liquidated damages liability recorded against cash proceeds for 12% senior convertible debentures				79,800				84,000		84,000		84,000	706,944
Aggregate exercise price of common stock options exercised on cashless basis									21,250		21,250		21,250
Aggregate exercise price of common stock warrants exercised on cashless basis									168,423		168,423		168,423
Reclassification of investor demand payable to stockholders' equity							3,000,000		3,000,000		3,000,000		3,000,000
Fair value of common stock issued for private placement fees									150,000		150,000		150,000
Deemed dividend on Series H convertible preferred stock											18,045,496		18,045,496
Assumption of liabilities and debt in connection with merger of Say Media											851,114		7,629,705
Issuance of Series H convertible preferred stock for private placement fees											669,250		669,250
Accrual of stock issuance costs							381,895
Series G Redeemable and Convertible Preferred Stock [Member]
Total mezzanine equity		168,496	168,496	168,496				168,496		168,496		168,496	168,496
Series H Convertible Preferred Stock [Member]
Total mezzanine equity		18,045,496	18,045,496	18,045,496				18,045,496		18,045,496		18,045,496	18,045,496
Proceeds from issuance of convertible preferred stock											12,474,704		12,474,704
Payment of issuance costs of convertible preferred stock											(159,208)		(159,208)
Series I Convertible Preferred Stock [Member]
Total mezzanine equity		$ 19,753,600	$ 19,753,600					19,753,600		19,753,600		19,699,742
Series I Preferred Stock [Member]
Liquidated damages payable												2,410,493
Proceeds from issuance of convertible preferred stock	$ 23,100,000							15,000,000		23,100,000		23,100,000
Payment of issuance costs of convertible preferred stock								(1,406,000)		(1,406,000)		(1,459,858)
Liquidated damages liability recorded against cash proceeds for Series I convertible preferred stock								1,940,400		1,940,400		$ 1,940,400
Series I convertible preferred stock subscription receivable								$ 8,100,000

Quarterly Financial Information for Fiscal 2019 and Fiscal 2018 - Summary of Quarterly and Annual Financial Information (Details) (Parenthetical) - USD ($)

3 Months Ended

6 Months Ended

9 Months Ended

12 Months Ended

Aug. 27, 2019

Sep. 30, 2019

Jun. 30, 2019

Mar. 31, 2019

Sep. 30, 2018

Jun. 30, 2018

Mar. 31, 2018

Jun. 30, 2019

Jun. 30, 2018

Sep. 30, 2019

Sep. 30, 2018

Dec. 31, 2019

Dec. 31, 2018

Jun. 14, 2019

Jun. 10, 2019

Jun. 15, 2018

Dec. 31, 2017

37,353,258

36,938,927

37,686,173

36,938,927

37,353,258

37,119,117

35,768,619

Common stock, shares outstanding

37,353,258

36,938,927

37,686,173

36,938,927

37,353,258

37,119,117

35,768,619

Amortization included in cost of revenues

$ 1,623,783

$ 1,361,319

$ 1,324,970

$ 629,888

$ 433,204

$ 349,512

$ 2,686,289

$ 782,716

$ 4,310,072

$ 1,412,604

$ 6,191,965

$ 2,395,048

3,319,124

2,006,938

2,718,004

2,006,938

3,319,124

16,233,955

Subscription acquisition costs (short-term contract assets)

6,130,674

3,142,580

17,056

Unearned revenues (short-term contract liabilities)

6,819,242

96,350

98,229

96,350

6,819,242

32,163,087

396,407

Prepayments and other current assets

252,500

31,179,211

252,500

Prepaid expenses

2,078,487

670,959

742,165

670,959

2,078,487

3,370,757

637,281

Prepaid software license

2,722

51,930

2,722

89,822

85,936

Prepaid taxes

733,553

Security deposits

74,418

47,273

48,298

47,273

74,418

96,135

25,812

Other receivables

4,690

20,468

109,294

2,893,870

718,232

842,393

718,232

2,893,870

4,310,735

858,323

Platform development, beginning balance

8,386,427

7,436,650

6,833,900

3,145,308

6,833,900

3,145,308

6,833,900

3,145,308

6,833,900

3,145,308

Other costs

69,052

Payroll, employee benefits and related expenses

434,802

980,257

1,744,340

2,086,963

Stock-based compensation

167,948

572,270

985,994

1,850,384

Disposition

(317,807)

Platform development, ending balance

9,564,234

8,386,427

7,436,650

8,386,427

9,564,234

6,833,900

Less accumulated amortization

(4,007,256)

(3,337,233)

(2,713,414)

(3,337,233)

(4,007,256)

(2,125,944)

Net platform development

5,556,978

5,049,194

4,723,236

5,049,194

5,556,978

5,892,719

4,707,956

Intangible assets, accumulated amortization

28,496,104

15,998,000

28,496,104

99,804,903

15,998,000

(3,463,394)

(2,264,042)

(1,429,142)

(2,264,042)

(3,463,394)

(8,400,759)

(594,242)

Intangible assets, net

25,032,710

13,733,958

14,568,858

13,733,958

25,032,710

91,404,144

15,403,758

Goodwill acquired in acquisition of HubPages

1,857,663

Goodwill acquired in acquisition of Say Media

5,466,624

Goodwill acquired in acquisition of TheStreet

8,815,090

Goodwill

16,139,377

7,324,287

16,139,377

7,324,287

General accrued expenses

1,959,800

2,029,076

216,618

2,029,076

1,959,800

7,665,518

451,530

Accrued payroll and related taxes

556,531

839,664

728,211

839,664

556,531

968,782

584,550

Accrued publisher expenses

1,544,114

1,330,102

1,320,890

1,330,102

1,544,114

1,550,669

644,299

Sales tax liability

479,204

801,930

Customer rebate

489,466

Other accrued expense

149,626

88,051

67,448

88,051

149,626

305,102

212,202

Total accrued expenses

7,247,859

5,228,542

3,279,517

5,228,542

7,247,859

18,686,675

2,382,047

2,149,156

1,178,956

2,149,156

3,127,756

1,178,956

2,925,099

1,950,699

2,925,099

3,936,645

1,870,899

615,483

614,630

615,483

1,016,113

597,743

Change in valuation of warrant derivative liabilities

5,689,738

3,744,285

5,689,738

8,080,514

3,647,598

(1,015,151)

964,124

Change in fair value of embedded derivative liabilities

(5,621,000)

(1,396,000)

(2,383,000)

459,472

128,544

(3,779,000)

128,544

(9,400,000)

588,016

(5,040,000)

(2,971,694)

Embedded derivative liabilities

17,861,000

12,240,000

10,780,000

12,240,000

17,861,000

13,501,000

7,387,000

Minimum lease payments

3,017,595

873,060

1,003,118

873,060

3,017,595

6,132,252

Less imputed interest

(203,402)

(84,588)

(106,635)

(84,588)

(203,402)

(1,312,646)

Capitalized platform development

1,319,627

2,640,298

2,991,149

4,143,957

167,948

404,322

413,724

1,850,384

Share-based compensation after capitalized

1,487,575

3,044,620

3,404,873

5,994,341

7,586,020

5,770,283

6,273,963

1,157,917

216,356

86,685

12,044,246

303,041

19,630,266

1,460,958

53,343,310

5,700,199

686,044

1,580,796

86,121

3,060,772

373,663

4,545,675

601,840

Accretion of original issue discount

3,065,633

180,842

69,596

Loss on extinguishment of debt

1,099,165

1,350,337

Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument

(1,096,860)

Write off unamortized debt discount upon extinguishment of debt

1,269,916

Interest expenses, gross

3,641,241

1,713,172

1,089,722

9,964,195

2,396,657

Accrued interest on Officer Promissory Notes

1,658

1,736

2,491

6,777

12,574

Other interest

58,411

161,146

208,995

499,375

99,643

Total

3,701,310

1,876,054

1,301,208

$ 1,428,463

$ 123,543

3,177,262

$ 123,543

6,878,572

$ 1,552,006

10,463,570

2,508,874

United States [Member]

7,386,753

5,770,283

6,273,963

52,611,255

5,700,199

Other [Member]

Cost of Revenues [Member]

199,267

732,055

Selling and Marketing [Member]

69,072

171,258

285,253

159,205

General and Administrative [Member]

108,284

171,336

221,843

76,451

At Point in Time [Member]

1,142,272

2,297,704

2,484,053

3,908,301

5,694,318

5,714,262

6,222,050

5,614,953

Over Time [Member]

1,891,702

56,021

51,913

85,246

Level 3 [Member]

Level 3 [Member] | L2 Warrants [Member]

1,836,894

1,906,005

1,739,930

1,906,005

1,836,894

1,364,235

Change in valuation of warrant derivative liabilities

134,200

(9,591)

(61,746)

(182,772)

Level 3 [Member] | L2 Warrants [Member] | June 11, 2018 [Member]

Level 3 [Member] | L2 Warrants [Member] | June 15, 2018 [Member]

312,837

Level 3 [Member] | Strome Warrants [Member]

288,149

Change in valuation of warrant derivative liabilities

(184,129)

(513,213)

(586,533)

(756,677)

Level 3 [Member] | Strome Warrants [Member] | June 15, 2018 [Member]

Level 3 [Member] | B. Riley Warrants [Member]

1,344,648

Change in valuation of warrant derivative liabilities

293,650

100,450

59,850

(24,675)

Level 3 [Member] | B. Riley Warrants [Member] | October 18, 2018 [Member]

Level 3 [Member] | Exercise of L2 Warrants [Member] | September 10, 2019 [Member]

382,725

Exercise of warrants

(735,186)

12% Convertible Debentures [Member]

790,944

786,744

790,944

893,190

706,944

134,466

133,613

134,466

132,888

116,726

Net cash proceeds received

1,026,078

823,670

Principal amount of debt

11,654,000

11,554,000

11,654,000

9,540,000

Less issuance costs

(704,000)

(590,000)

10,950,000

10,850,000

8,950,000

Principal amount of debt (excluding original issue discount)

11,654,000

11,554,000

11,654,000

9,540,000

Add conversion of debt from 10% OID Convertible Debentures

3,551,528

Add: accrued interest

1,429,527

945,011

486,591

82,913

Principal amount of debt including accrued interest

16,635,055

16,150,539

15,592,119

13,174,441

Debt discount: Allocated embedded derivative liabilities

(5,834,000)

(5,770,000)

(4,760,000)

Debt discount: Liquidated Damages recognized upon issuance

(790,944)

(786,744)

(706,944)

Debt discount: Issuance costs

(714,000)

(590,000)

Subtotal debt discount

(7,338,944)

(7,270,744)

(7,338,944)

(6,056,944)

Less amortization of debt discount

2,569,755

1,681,175

839,486

1,681,175

2,569,755

153,442

Unamortized debt discount

(4,769,189)

(5,657,769)

(6,431,258)

(5,657,769)

(4,769,189)

(5,903,502)

Carrying value

$ 11,865,866

$ 10,492,770

$ 9,160,861

10,492,770

11,865,866

$ 7,270,939

12.00%

$ 888,580

$ 841,689

$ 686,044

$ 153,442

12% Convertible Debentures [Member] | Level 3 [Member]

484,516

458,420

403,678

82,913

Change in fair value of embedded derivative liabilities

12,027,000

5,010,000

2,627,000

Embedded derivative liabilities

17,861,000

12,240,000

10,780,000

12,240,000

17,861,000

7,387,000

12% Convertible Debentures [Member] | Level 3 [Member] | December 12, 2018 [Member]

12% Convertible Debentures [Member] | Level 3 [Member] | March 18, 2019 [Member]

4,760,000

12% Convertible Debentures [Member] | Level 3 [Member] | March 27, 2019 [Member]

822,000

12% Convertible Debentures [Member] | Level 3 [Member] | April 8, 2019 [Member]

188,000

8% Promissory Notes, 10% Convertible Debentures and 10% OID Convertible Debentures [Member]

64,000

Loss on extinguishment of debt

448,398

1,350,337

Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument

(1,096,860)

Write off unamortized debt discount upon extinguishment of debt

1,269,916

10% Convertible Debentures and 10% OID Convertible Debentures [Member]

8% Promissory Notes and 10% OID Convertible Debentures [Member]

97,929

Accretion of original issue discount

$ 69,596

12% Amended Senior Secured Notes [Member]

Net cash proceeds received

1,082,642

Principal amount of debt

$ 3,000,000

71,000,000

$ 48,000,000

$ 20,000,000

$ 3,000,000

Unamortized debt discount

(5,911,600)

12.00%

$ 591,398

$ 53,063

1,240,782

8% Promissory Notes [Member]

1,676,747

360,000

1,228,709

Total

4,821,395

10% Convertible Debenture [Member]

8.00%

10% OID Convertible Debentures [Member]

10.00%

10.00%

$ 68,637

Accretion of original issue discount

28,009

25,463

Loss on extinguishment of debt

173,056

Gain on extinguishment of embedded derivative liabilities upon extinguishment of host instrument

(25,000)

Write off unamortized debt discount upon extinguishment of debt

403,088

Interest expenses, gross

673,253

MDB Common Stock to Be Issued [Member]

15,001

^[1]

15,001

^[1]

Series H Preferred Stock [Member]

^[1]

15,001

1,163,955

1,163,955

481,017

Add conversion of debt from 10% OID Convertible Debentures

2,808,927

Principal amount of debt

$ 5,730,000

$ 955,000

Series I Preferred Stock [Member]

10.00%

970,200

1,108,800

970,200

1,039,500

262,193

12% Convertible Debentures [Member] | Level 3 [Member]

2,410,493

Change in fair value of embedded derivative liabilities

6,406,000

Developed Technology [Member]

Noncompete Agreement [Member]

19,138,104

1,475,000

14,750,000

1,475,000

19,138,104

14,750,000

480,000

Trade Name [Member]

Subscriber Relationships [Member]

3,328,000

748,000

3,328,000

748,000

Advertising Relationships [Member]

2,150,000

2,240,000

Database [Member]

Website Domain Name [Member]

1,140,000

20,000

Advertising [Member]

2,736,060

1,961,793

2,683,958

1,961,793

2,736,060

13,636,240

Subscription acquisition costs (short-term contract assets)

6,130,674

Unearned revenues (short-term contract liabilities)

325,863

252,500

5,456,555

5,670,712

6,137,354

35,918,370

5,614,953

Other [Member]

Digital Subscriptions [Member]

583,064

45,145

34,046

45,145

583,064

Subscription acquisition costs (short-term contract assets)

17,056

Unearned revenues (short-term contract liabilities)

6,819,242

96,350

98,229

96,350

6,819,242

8,634,939

70,544

457,619

478,557

1,891,702

56,021

51,913

6,855,038

85,246

Other [Member]

2,411,779

Subscription acquisition costs (short-term contract assets)

Unearned revenues (short-term contract liabilities)

222,500