0001493152-22-003343 | S-1/A | XBRL Viewer

Summary of Significant Accounting Policies

1. Summary of Significant Accounting Policies

Basis of Presentation

The condensed consolidated financial statements include the accounts of TheMaven, Inc. and its wholly owned subsidiaries (“Maven” or the “Company”), after eliminating all significant intercompany balances and transactions. The Company does not have any off-balance sheet arrangements.

The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements, which are included in Maven’s Annual Report on Form 10-K (the “Form 10-K”) for the year ended December 31, 2020, filed with the SEC on August 16, 2021.

The condensed consolidated financial statements as of September 30, 2021, and for the three and nine months ended September 30, 2021 and 2020, are unaudited but, in management’s opinion, include all adjustments necessary for a fair presentation of the results of interim periods. All such adjustments are of a normal recurring nature. The year-end condensed consolidated balance sheet as of December 31, 2020, was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The results of operations for interim periods are not necessarily indicative of the results to be expected for the entire fiscal year. The impact during the first three quarters of 2021 of the novel coronavirus (“COVID-19”) on the Company has been less than the impact in the comparable period of the prior year. In 2021, restrictions on non-essential work activity have been largely lifted and sporting and other events are being held, with attendance closer to pre-pandemic levels, which has resulted in an increase in traffic and advertising revenue. The Company expects a continued modest growth in advertising revenue back toward pre-pandemic levels, however, such growth depends on future developments, including the duration and spread of the COVID-19 pandemic, whether related group gatherings and sports event advisories and restrictions will be put in place again, and the extent and effectiveness of containment and other actions taken, including the percentage of the population that receives COVID-19 vaccinations.

Reclassifications

Certain prior year amounts have been reclassified to conform to current period presentation.

Use of Estimates

Preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from these estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the allowance for credit losses, fair values of financial instruments, capitalization of platform development, intangible assets and goodwill, useful lives of intangible assets and property and equipment, income taxes, fair value of assets acquired and liabilities assumed in the business acquisitions, determination of the fair value of stock-based compensation and valuation of derivatives liabilities and contingent liabilities, among others. The Company bases its estimates on assumptions, both historical and forward looking, that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities.

Contract Modifications

The Company occasionally enters into amendments to previously executed contracts that constitute contract modifications. The Company assesses each of these contract modifications to determine:

	●	if the additional services and goods are distinct from the services and goods in the original arrangement; and

	●	if the amount of consideration expected for the added services or goods reflects the stand-alone selling price of those services and goods.

A contract modification meeting both criteria is accounted for as a separate contract. A contract modification not meeting both criteria is considered a change to the original contract and is accounted for on either a prospective basis as a termination of the existing contract and the creation of a new contract, or a cumulative catch-up basis (see Note 3 and Note 12).

Recently Adopted Accounting Standards

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. This guidance also clarifies and simplifies other areas of ASC 740. Certain amendments in this update must be applied on a prospective basis, certain amendments must be applied on a retrospective basis, and certain amendments must be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings/(deficit) in the period of adoption. On January 1, 2021, the Company adopted ASU 2019-12 with no material impact to its condensed consolidated financial position, results of operations or cash flows.

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. On January 1, 2021, the Company adopted ASU 2020-08 with no material impact to its condensed 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. On January 1, 2021, the Company adopted ASU 2020-10 with no material impact to its condensed consolidated financial statements.

Recently Issued Accounting Standards

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. The Company will adopt n as of the reporting period beginning January 1, 2022. The Company is currently evaluating the impact that adopting this new accounting standard would have on its condensed consolidated financial statements.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires an acquirer to account for revenue contracts acquired in a business combination in accordance with Topic 606 as if it had originated the contracts. The acquirer may assess how the acquiree applied Topic 606 to determine what to record for the acquired contracts. This update should lead to recognition and measurement consistent with what’s reported in the acquiree’s financial statements, provided that the acquiree prepared financial statements in accordance with U.S. GAAP. The new standard marks a change from current U.S. GAAP, under which assets and liabilities acquired in a business combination, including contract assets and contract liabilities arising from revenue contracts, are generally recognized at fair value at the acquisition date. ASU 2021-08 is effective for the Company in the fiscal year beginning after December 15, 2022, including interim periods within the fiscal year, and should be applied prospectively to business combinations on or after the effective date of the amendment. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact that adopting this new accounting standard would have on its condensed consolidated financial statements.

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 are included in the computation of basic loss per common share only when the underlying restrictions expire, the shares are no longer forfeitable, and are thus vested. All restricted stock units are included in the computation of basic loss per common share only when the underlying restrictions expire, the shares are no longer forfeitable, and are thus vested. Contingently issuable shares are included in basic loss per common share only when there are no circumstances under which those shares would not be issued. Diluted loss per common share is computed using the weighted average number of common shares outstanding and common stock equivalent shares outstanding during the period using the treasury stock method. Common stock equivalent shares are excluded from the computation if their effect is anti-dilutive.

The Company excluded the outstanding securities summarized below (capitalized terms are defined 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 September 30,
	2021		2020
Series G convertible preferred stock		188,791		188,791
Series H Preferred Stock		59,243,926		58,206,061
Series I Preferred Stock		-		46,200,000
Series J Preferred Stock		-		43,584,500
Indemnity shares of common stock		-		412,500
Restricted Stock Awards		4,147,936		3,674,996
Financing Warrants		2,882,055		2,882,055
ABG Warrants		21,989,844		21,989,844
AllHipHop warrants		125,000		-
Publisher Partner Warrants		789,541		789,541
Common Stock Awards		6,861,973		8,033,936
Common Equity Awards		161,367,349		82,400,952
Outside Options		3,050,000		2,982,111
Total		260,646,415		271,345,287

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, and TheStreet. 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 years ended December 31, 2020 and 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. 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 first half 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 various acquisitions, including TheStreet, the Sports Illustrated Licensing Agreement with ABG (as described in Note 3) and the acquisition of the College Spun Media Incorporated (as described in Note 27). The raising debt and equity capital for the acquisitions, refinancing and working capital purposes included the sale of the 12% Convertible Debentures (as described in Note 18), 12% Second Amended Senior Secured Notes (as described in Note 19), Preferred Stock (as described in Note 20), and subsequent equity offerings of common stock (as described in Note 27).

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 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 owned and operated media channels and facilitate such contracts between internet users and our Publisher Partners. These contracts provide internet users with a membership subscription to access the premium content. The Company owes its independent Publisher 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. Unearned 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 unearned revenue on the balance sheets. As the Company provides access to the premium content over the membership subscription term, the Company recognizes revenue and proportionately reduces the unearned 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, 2020 and 2019, a subscription refund liability of $4,035,531 and $3,144,172, respectively, was recorded for the provision for the estimated returns and refunds on the consolidated balance sheets.

Contract Modifications

The Company occasionally enters into amendments to previously executed contracts that constitute contract modifications. The Company assesses each of these contract modifications to determine:

	●	if the additional services and goods are distinct from the services and goods in the original arrangement; and

	●	if the amount of consideration expected for the added services or goods reflects the stand-alone selling price of those services and goods.

Disaggregation of Revenue

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

Schedule of Disaggregation of Revenue

	Years Ended December 31,
	2020		2019
Revenue by product line:
Advertising	$	44,359,822	$	35,918,370
Digital subscriptions		28,495,676		6,855,038
Magazine circulation		50,580,213		9,046,473
Other		4,596,686		1,523,429
Total	$	128,032,397	$	53,343,310
Revenue by geographical market:
United States	$	122,570,712	$	52,611,255
Other		5,461,685		732,055
Total	$	128,032,397	$	53,343,310
Revenue by timing of recognition:
At point in time	$	99,536,721	$	47,557,652
Over time		28,495,676		5,785,658
Total	$	128,032,397	$	53,343,310

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: Publisher 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 Publisher Partner Warrants (as described in Note 22).

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,
	2020		2019
Unearned revenue (short-term contract liabilities):
Digital subscriptions	$	15,039,331	$	8,634,939
Magazine circulation		46,586,345		23,528,148
	$	61,625,676	$	32,163,087
Unearned revenue (long-term contract liabilities):
Digital subscriptions	$	593,136	$	478,557
Magazine circulation		22,712,961		30,478,154
Other		192,500		222,500
	$	23,498,597	$	31,179,211

Unearned Revenue – Unearned revenue, 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 revenue on the consolidated balance sheets. Digital subscription and magazine circulation revenue of $32,163,087 was recognized during the year ended December 31, 2020 from unearned revenue at the beginning of the year.

During January and February of 2020, the Company modified certain digital and magazine subscription contracts that prospectively changed the frequency of the related issues required to be delivered on a yearly basis (the “Contract Modifications”). The Company determined that the remaining digital content and magazines to be delivered are distinct from the digital content or magazines already provided under the original contract. As a result, the Company in effect established a new contract that included only the remaining digital content or magazines. Accordingly, the Company allocated the remaining performance obligations in the contracts as consideration from the original contract that has not yet been recognized as revenue.

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, 2020 and 2019, 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:

Schedule of Cash and Restricted Cash

		2020		2019
	As of December 31,
	2020		2019
Cash and cash equivalents	$	9,033,872	$	8,852,281
Restricted cash		500,809		620,809
Total cash, cash equivalents, and restricted cash	$	9,534,681	$	9,473,090

As of December 31, 2020, the Company had restricted cash of $500,809, which serves as collateral for certain credit card merchant accounts with a bank. As of December 31, 2019, the Company had restricted cash of $620,809 of which (1) $500,000 served 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 (see Note 7), and (2) $120,809 served as collateral for certain credit card merchant accounts with a bank.

Accounts Receivable

The Company receives payments from advertising customers based upon contractual payment terms; accounts receivable is 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. Accounts receivable as of December 31, 2020 and 2019 of $16,497,626 and $16,233,955, respectively, are presented net of allowance for doubtful accounts. The allowance for doubtful accounts as of December 31, 2020 and 2019 was $892,352 and $287,902, respectively

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.

Incremental costs of obtaining a contract also included contract fulfillment costs related to the revenue share to the Publisher 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, 2020 and 2019.

The Contract Modifications resulted in subscription acquisition costs to be recognized on a prospective basis in the same proportion as the revenue that has not yet been recognized.

As of December 31, 2020 and 2019, subscription acquisition costs were $41,505,480 (short-term of $28,146,895 and long-term of $13,358,585) and $6,560,058 (short-term of $3,142,580 and long-term of $3,417,478), respectively. Subscription acquisition cost as of December 31, 2020 presented as current assets of $28,146,895 are expected to be amortized during the year ending December 31, 2021 and $13,358,585 presented as long-term assets are expected to be amortized after the year ending December 31, 2021.

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,
	2020		2019
Customer 1		-		22.4	%

There were no significant accounts receivable balances as a percentage of the Company’s total accounts receivable as of December 31, 2020 and 2019.

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,
	2020		2019
Vendor 1 *		-		61.7	%

*	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, and with no material impact to its consolidated statements of operations (as further described 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. 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. 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.

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 adopted ASU 2017-04 (as further described below under the heading Recent Accounting Pronouncements) during the first quarter of 2020 which eliminated Step 2 from the goodwill impairment test. The Company operates as one reporting unit, therefore, the impairment test is performed at the consolidated entity level by comparing the estimated fair value of the Company to its carrying value. The Company has elected to first assess the qualitative factors to determine whether it is more likely than not that the fair value of its single 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 the Company’s single 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 and other 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 of debt or conversion of convertible debt into common stock, under certain circumstances, 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 are recorded as a reduction to the carrying amount of the related debt and are 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, under certain circumstances, 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, 2020 and 2019, was $6,607,212 and $4,545,675, 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, 2020 and 2019, the Company incurred advertising expenses of $3,583,116 and $859,802, 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 20) 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 Publisher Partners (further details are provided under the heading Publisher Partner Warrants in Note 22), and (d) common stock warrants to ABG (further details are provided under the heading ABG Warrants in Note 22).

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 Publisher 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 Publisher Partner generated during the six-month period from the launch of the Publisher 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 Publisher 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, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, the Company accounted for stock-based payments to certain directors and consultants, and Publisher 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 and restricted stock units which are time-vested, are determined using the quoted market price of the Company’s common stock at the grant date; (2) 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) Publisher Partner Warrants are determined utilizing the Black-Scholes option-pricing model; and (6) ABG warrants are determined utilizing the Monte Carlo model (further details are provided in Note 22).

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 stock options granted were probability weighted effective January 1, 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 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 the final vesting date of the grants (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,
	2020		2019
Series G Preferred Stock		188,791		188,791
Series H Preferred Stock		59,384,849		58,787,879
Series I Preferred Stock		-		46,200,000
Series J Preferred Stock		-		28,571,429
Indemnity shares of common stock		-		412,500
Restricted Stock Awards		316,667		2,391,665
Financing Warrants		2,882,055		2,882,055
AllHipHop Warrants		125,000		-
Publisher Partner Warrants		789,541		939,540
ABG Warrants		21,989,844		21,989,844
Restricted Stock Units		-		2,399,997
Common Stock Awards		6,902,337		8,064,561
Common Equity Awards		82,062,314		65,013,645
Outside Options		3,052,000		3,724,667
Total		177,693,398		241,566,573

Recent Accounting Pronouncements

Recently Adopted 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 adopted ASU 2016-13 as of the reporting period beginning January 1, 2020. No impact on the consolidated financial statements was recorded as a result of the adoption of ASU 2016-13.

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 adopted ASU 2017-04 as of the reporting period beginning January 1, 2020. No impact on the consolidated financial statements was recorded as a result of the adoption of ASU 2017-04.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820) – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, which changes the fair value measurement disclosure requirements. The update removes, modifies, and adds certain additional disclosures. The Company adopted ASU 2018-13 as of the reporting period beginning January 1, 2020. The adoption of this update required a change in disclosures and had no impact on the Company’s consolidated financial statements.

Recently Issued Accounting Standards

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. This guidance also clarifies and simplifies other areas of ASC 740. Certain amendments in this update must be applied on a prospective basis, certain amendments must be applied on a retrospective basis, and certain amendments must be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings/(deficit) in the period of adoption. ASU 2019-12 will be effective beginning in the first quarter of the Company’s fiscal year 2021. Early adoption is permitted. The Company is currently evaluating the impact this update will have on its 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, 2022. 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.

In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options, a consensus of the Emerging Issues Task Force (EITF), to provide explicit guidance on accounting by issuers for modifications or exchanges of freestanding equity-classified written call options that remain equity classified after the modification or exchange. ASU 2021-04 is effective for fiscal years beginning after December 31, 2021. The Company is currently evaluating the impact this update will have on its 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

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Business Combination and Asset Acquisition [Abstract]

Acquisitions

2. Acquisitions

Fulltime Fantasy Sports, LLC – On July 15, 2021, the Company entered into an asset purchase agreement with Fulltime Fantasy Sports, LLC, a Delaware limited liability company (“Fulltime Fantasy”), where it purchased certain intellectual property (including databases, documents and certain rights related to the intellectual property) and subscriber and customer records (collectively the “Purchased Assets”) and assumed certain liabilities related to the Purchased Assets. The purchase price consisted of: (1) a cash payment of $335,000 (paid in advance) including transaction related costs of $35,000, (2) the issuance of 750,000 shares the Company’s common stock (subject to certain vesting earn-out provisions and certain buy-back rights), with 250,000 shares of the Company’s common stock that vested at closing; and the remaining consideration subject to certain terms and conditions for material breach of certain agreements and acceleration provisions under certain conditions consisting of: (3) a cash earn-out payment of $225,000 and the vesting of 250,000 shares of the Company’s common stock on December 31, 2021, and (4) a cash earn-out payment of $225,000 and the vesting of 250,000 shares of the Company’s common stock on June 30, 2022.

The composition of the purchase price is as follows:

Schedule of Preliminary Purchase Price


Total purchase consideration	$	1,256,887
Cash (including $35,000 of transaction related costs)	$	335,000
Restricted stock		167,500
Deferred cash payments		419,387
Deferred restricted stock		335,000
Total purchase consideration	$	1,256,887

The purchase price resulted in $1,256,887 (including $35,000 of transaction related costs) being assigned to a database acquired at the closing date of the acquisition. The useful life for the database is three years (3.0 years).

College Spun Media Incorporated – On June 4, 2021, the Company acquired all of the issued and outstanding shares of capital stock of College Spun Media Incorporated, a New Jersey corporation (“The Spun”), for an aggregate of $11,829,893 in cash and the issuance of an aggregate of 4,285,714 restricted shares of the Company’s common stock, with one-half of the shares vesting on the first anniversary of the closing date and the remaining one-half of the shares vesting on the second anniversary of the closing date, subject to a customary working capital adjustment based on cash and accounts receivable as of the closing date. The cash payment consists of: (i) $10,829,893 paid at closing (of the cash paid at closing, $829,893 represents adjusted cash pursuant to the working capital adjustments), and (ii) $500,000 to be paid on the first anniversary of the closing and $500,000 to be paid on the second anniversary date of the closing. The vesting of shares of the Company’s common stock is subject to the continued employment of certain selling employees. The Spun operates in the United States.

The composition of the preliminary purchase price is as follows:

Schedule of Preliminary Purchase Price


Cash	$	10,829,893
Deferred cash payments		905,109
Total purchase consideration	$	11,735,002

The Company incurred $128,076 in transaction costs related to the acquisition, which primarily consisted of legal and accounting. The acquisition related expenses were recorded in general and administrative expense on the condensed consolidated statements of operations.

The preliminary 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:


Cash	$	3,772,944
Accounts receivable		1,833,323
Other current assets		4,567
Goodwill		6,722,495
Accrued expenses		(1,500	)
Deferred tax liabilities		(596,827	)
Net assets acquired	$	11,735,002

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”), where it purchased substantially all the assets, including the intellectual property and excluding certain accounts receivable, and assumed certain liabilities. The purchase price consisted of: (1) a cash payment of $184,087 on February 19, 2020, in connection with the repayment of all outstanding indebtedness, (2) at closing, a cash payment of $131,202, (3) collections of certain accounts receivable, (4) on the first anniversary date of the closing, the issuance of restricted stock for an aggregate of up to 312,500 shares of the Company’s common stock (of which 256,661 shares of the Company’s common stock were issued during the three months ended June 30, 2021 with 55,839 shares to be issued), and (5) on the second anniversary date of the closing, the issuance of restricted stock for an aggregate of up to 312,500 shares (subject to certain indemnifications) of the Company’s common stock.

The composition of the purchase price is as follows:

Schedule of Preliminary Purchase Price


Cash	$	315,289
Indemnity restricted stock units for shares of common stock		500,000
Total purchase consideration	$	815,289

The purchase price allocation resulted in the following amounts being allocated to the assets acquired and liabilities assumed at the closing date of the acquisition based upon their respective fair values as summarized below:


Accounts receivable	$	37,908
Developed technology		917,762
Accounts payable		(53,494	)
Unearned revenue		(86,887	)
Net assets acquired	$	815,289

The useful life for the developed technology is three years (3.0 years).

3. Acquisitions

2020 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.

On March 9, 2020, the Company entered into an asset purchase agreement with Petametrics Inc., dba LiftIgniter, a Delaware corporation (“LiftIgniter”), where it purchased substantially all the assets, including the intellectual property and excluding certain accounts receivable, and assumed certain liabilities. The purchase price consisted of: (1) cash payment of $184,087 on February 19, 2020, in connection with the repayment of all outstanding indebtedness, (2) at closing, a cash payment of $131,202, (3) collections of certain accounts receivable, (4) on the first anniversary date of the closing 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.

The composition of the purchase price is as follows:

Schedule of Preliminary Purchase Price

Cash	$	315,289
Indemnity restricted stock units for shares of common stock		500,000
Total purchase consideration	$	815,289

Accounts receivable	$	37,908
Developed technology		917,762
Accounts payable		(53,494	)
Unearned revenue		(86,887	)
Net assets acquired	$	815,289

The useful life for the developed technology is three years (3.0 years).

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 28 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 19).

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.

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 unearned 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. The Company has 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 the Company 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 19). 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 22).

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 unearned 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 (5.0 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.

Balance Sheet Components

9 Months Ended

Sep. 30, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheet Components

3. Balance Sheet Components

The components of certain balance sheet amounts are as follows:

Accounts Receivable – Accounts receivable are presented net of allowance for doubtful accounts. The allowance for doubtful accounts as of September 30, 2021 and December 31, 2020 was $675,806 and $892,352, respectively.

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 current portion of the subscription acquisition costs as of September 30, 2021 and December 31, 2020 was $31,257,268 and $28,146,895, respectively, on the condensed consolidated balance sheets. The noncurrent portion of the subscription acquisition costs as of September 30, 2021 and December 31, 2020 was $18,682,545 and $13,358,585, respectively, on the condensed consolidated balance sheets.

Certain contract amendments resulted in a modification to the subscription acquisition costs that will be recognized on a prospective basis in the same proportion as the revenue that has not yet been recognized (further details are provided under the heading Contract Balances in Note 12).

Property and Equipment – Property and equipment are summarized as follows:

Schedule of Property and Equipment

	As of
	September 30, 2021			December 31, 2020
Office equipment and computers	$	1,267,898		$	1,341,292
Furniture and fixtures		1,005			19,997
Leasehold improvements		-			345,516
		1,268,903			1,706,805
Less accumulated depreciation and amortization		(600,240	)		(577,367	)
Net property and equipment	$	668,663		$	1,129,438

Depreciation and amortization expense for the three months ended September 30, 2021 and 2020 was $114,165 and $102,067, respectively. Depreciation and amortization expense for the nine months ended September 30, 2021 and 2020 was $333,891 and $536,729, respectively. Depreciation and amortization expense is included in selling and marketing expenses and general and administrative expenses, as appropriate, on the condensed consolidated statements of operations.

Platform Development – Platform development costs are summarized as follows:

Summary of Platform Development Costs

September 30, 2021 December 31, 2020

As of

September 30, 2021 December 31, 2020

Platform development $ 19,497,520 $ 16,027,428

Less accumulated amortization (11,485,813 ) (8,671,820 )

Net platform development $ 8,011,707 $ 7,355,608

A summary of platform development activity for the nine months ended September 30, 2021 and year ended December 31, 2020 is as follows:

September 30, 2021 December 31, 2020

As of

September 30, 2021 December 31, 2020

Platform development beginning of period $ 16,027,428 $ 10,678,692

Payroll-based costs capitalized during the period 3,016,924 3,750,541

Total capitalized costs 19,044,352 14,429,233

Stock-based compensation 1,347,624 1,608,995

Dispositions (894,456 ) (10,800 )

Platform development end of period $ 19,497,520 $ 16,027,428

Amortization expense for the three months ended September 30, 2021 and 2020, was $1,143,673 and $909,631, respectively. Amortization expense for the nine months ended September 30, 2021 and 2020, was $3,272,890 and $2,868,289, respectively.

Intangible Assets – Intangible assets subject to amortization consisted of the following:

As of September 30, 2021 As of December 31, 2020

Carrying Amount Accumulated Amortization Net Carrying Amount

Carrying Amount
Accumulated Amortization Net Carrying Amount

Developed technology $ 19,070,857 $ (11,576,450 ) $ 7,494,407 $ 19,070,857 $ (8,283,740 ) $ 10,787,117

Noncompete agreement 480,000 (480,000 ) - 480,000 (480,000 ) -

Trade name 3,328,000 (712,292 ) 2,615,708 3,328,000 (503,342 ) 2,824,658

Subscriber relationships 73,458,799 (28,992,944 ) 44,465,855 73,458,799 (18,105,041 ) 55,353,758

Advertiser relationships 2,240,000 (510,922 ) 1,729,078 2,240,000 (332,515 ) 1,907,485

Database 2,396,887 (904,030 ) 1,492,857 1,140,000 (531,183 ) 608,817

Subtotal amortizable intangible assets 100,974,543 (43,176,638 ) 57,797,905 99,717,656 (28,235,821 ) 71,481,835

Website domain name 20,000 - 20,000 20,000 - 20,000

Total intangible assets $ 100,994,543 $ (43,176,638 ) $ 57,817,905 $ 99,737,656 $ (28,235,821 ) $ 71,501,835

Amortization expense for the three months ended September 30, 2021 and 2020 was $5,038,837 and $5,093,076, respectively. Amortization expense for the nine months ended September 30, 2021 and 2020 was $14,940,817 and $15,220,591, respectively. No impairment charges have been recorded during the nine months September 30, 2021 and 2020.

Other Long-term Liabilities – Other long-term liabilities consisted of the following:

Schedule of Other Long-term Liabilities

September 30, 2021 December 31, 2020

As of

September 30, 2021 December 31, 2020

Lease termination payments $ 7,269,469 $ 541,381

Deferred cash payments 666,677 -

Other 136,296 211,984

Other long-term liabilities $ 8,072,442 $ 753,365

Leases

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Leases

Leases

4. Leases

The Company’s leases are primarily comprised of real estate leases for the use of office space, with certain lease arrangements that contain equipment. The Company determines whether an arrangement that provides control over the use of an asset is a lease at inception. Lease assets and liabilities are recognized upon commencement of the lease based on the present value of the future minimum lease payments over the lease term. The lease term includes options to extend the lease when it is reasonably certain that the Company will exercise that option. Substantially, all of the leases are long-term operating leases for facilities with fixed payment terms between 1.5 and 7.9 years.

The table below presents supplemental information related to operating leases:

Nine Months Ended September 30, 2021
Operating cash flows for operating leases	$	2,901,529
Noncash lease liabilities arising from obtaining operating leased assets during the period	$	-
Weighted-average remaining lease term		6.00
Weighted-average discount rate		9.90	%

The Company generally utilizes its incremental borrowing rate based on information available at the commencement of the lease in determining the present value of future payments since the implicit rate for most of the Company’s leases is not readily determinable.

Variable lease expense includes rental increases that are not fixed, such as those based on amounts paid to the lessor based on cost or consumption, such as maintenance and utilities.

Operating lease costs recognized for the three months ended September 30, 2021 and 2020 were $642,926 and $982,414, respectively. Operating lease costs recognized for the nine months ended September 30, 2021 and 2020 were $2,458,229 and $3,082,499, respectively.

Maturities of operating lease liabilities as of September 30, 2021 are summarized as follows:

Years Ending December 31,
2021 (remaining three months of the year)	$	140,134
2022		472,084
2023		486,247
2024		500,834
2025		512,019
Thereafter		896,034
Minimum lease payments		3,007,352
Less imputed interest		(753,176	)
Present value of operating lease liabilities	$	2,254,176
Current portion of operating lease liabilities	$	282,011
Long-term portion of operating lease liabilities		1,972,165
Total operating lease liabilities	$	2,254,176

Effective September 30, 2021, the Company terminated a certain lease arrangement for office space and as a result, relinquished the space and derecognized a right-of-use asset of $15,673,474, a lease liability of $17,934,940 and recorded a penalty upon termination of $9,606,121 (as discounted since the amount of the liability and timing of the Cash Payments, as defined below, are fixed), resulting in a net loss upon termination of $7,344,655, which has been reflected in general and administrative expenses on the condensed consolidated statements of operations. In connection with the termination, the Company agreed to pay the landlord cash of $10,000,000 (the “Cash Payments”) and $1,475,000 in market rate advertising. The Cash Payments are due as follows: $1,000,000 on December 1, 2021; $1,000,000 on October 1, 2022; $4,000,000 on October 1, 2023; and $4,000,000 on October 1, 2024.

7. Leases

The Company adopted the comprehensive new lease accounting standard effective January 1, 2019 using the modified retrospective transition method. 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 on the consolidated balance sheets. 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 leases are primarily comprised of real estate leases for the use of office space, with certain lease arrangements that contain equipment. The Company determines whether an arrangement contains a lease at inception. Lease assets and liabilities are recognized upon commencement of the lease based on the present value of the future minimum lease payments over the lease term. The lease term includes options to extend the lease when it is reasonably certain that the Company will exercise that option. Substantially all of the leases are long-term operating leases for facilities with fixed payment terms between 1.5 and 12.8 years, which expire at various dates through 2032.

The table below presents supplemental information related to operating leases:

		2020			2019
	Year Ended December 31,
	2020			2019
Operating lease costs during the year	$	4,054,423		$	1,112,362
Cash payments included in the measurement of operating lease liabilities during the year	$	3,188,986		$	1,212,800
Operating lease liabilities arising from obtaining lease right-of-use assets during the year	$	16,617,790		$	3,853,500
Weighted-average remaining lease term (in years) as of year-end		11.25			5.03
Weighted-average discount rate during the year		13.57	%		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.

On February 7, 2020, under the terms of the first amendment to the 12% Amended Senior Secured Notes (as further amended and described in Note 19), BRF Finance Co., LLC (“BRF Finance”), an affiliated entity of B. Riley, issued a letter of credit for $3,024,232 to one of the Company’s landlords. In the event BRF Finance is required to make a draw on the letter of credit, the amount paid will automatically be added to principal of the outstanding notes. As of December 31, 2020 and 2019, security deposits under letters of credit or cash deposited with banks under the terms of the lease arrangements were $185,606 and $160,910, respectively, reflected within other assets on the consolidated balance sheets.

Maturity of Lease Liabilities

The present value of the Company’s operating leases consisted of the following as of December 31, 2020:

		1
Year Ending December 31,
2021	$	3,804,853
2022		3,525,158
2023		3,528,696
2024		3,526,406
2025		3,740,591
Thereafter		23,822,981
Minimum lease payments		41,948,685
Less imputed interest		(21,002,931	)
Present value of operating lease liabilities	$	20,945,754
Current portion of operating lease liabilities	$	1,059,671
Long-term portion of operating lease liabilities		19,886,083
Total operating lease liabilities	$	20,945,754

Line of Credit

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Line Of Credit

Line of Credit

5. Line of Credit

FastPay Credit Facility – On February 27, 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 September 30, 2021 and December 31, 2020 was $6,705,391 and $7,178,791, respectively. As of the date these condensed consolidated financial statements were issued or were available to be issued the balance outstanding was approximately $9,400,000.

14. Line of Credit

FastPay Credit Facility – On February 27, 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. As of December 31, 2020, the balance outstanding under the FastPay facility was $7,178,791. As of the date these condensed consolidated financial statements were issued or were available to be issued the balance outstanding was approximately $6.5 million.

SallyPort Credit Facility – During November 2018, the Company entered into a factoring note agreement, with a $3,500,000 maximum facility limit, with Sallyport Commercial Finance, LLC (“Sallyport”) to increase working capital through accounts receivable factoring. 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. As of December 31, 2019, Sallyport collected accounts receivable in excess of the balance outstanding under the note, therefore, the Company was due $626,532 from Sallyport which was reflected within accounts receivable on the condensed consolidated balance sheet. Effective January 30, 2020, the Company’s factoring facility with Sallyport was closed and funds were no longer available for advance.

Restricted Stock Liabilities

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Restricted Stock Liabilities

Restricted Stock Liabilities

6. Restricted Stock Liabilities

On December 15, 2020, the Company entered into an amendment for certain restricted stock awards and units that were previously issued to certain employees in connection with a previous merger. Pursuant to the amendment, the Company committed to repurchase 1,064,549 vested restricted stock awards as of December 31, 2020 at a price of $4.00 per share in 24 equal monthly installments on the second business day of each calendar month beginning January 4, 2021, subject to certain conditions.

The following table presents the components of the restricted stock liabilities:

	As of
	September 30, 2021			December 31, 2020
Restricted stock liabilities recorded upon modification of the restricted stock awards and units (1,064,549 restricted stock to be purchased at $4.00 per share)	$	4,258,196		$	4,258,196
Less imputed interest		(457,462	)		(457,462	)
Present value of restricted stock liabilities		3,800,734			3,800,734
Less payments (excluding imputed interest)		(1,342,379	)		(177,425	)
Restricted stock liabilities	$	2,458,355		$	3,623,309
Current portion of restricted stock liabilities (included in accrued expenses and other)	$	1,936,734		$	1,627,499
Long-term portion of restricted stock liabilities		521,621			1,995,810
Total restricted stock liabilities	$	2,458,355		$	3,623,309

12. Restricted Stock Liabilities

	●	the restricted stock awards ceased to vest and all unvested shares were deemed unvested and forfeited, leaving an aggregate of 1,064,549 shares vested;
	●	the restricted stock units were modified to vest on December 31, 2020, and as of the close of business on December 31, 2020, each restricted stock unit was terminated and deemed forfeited, with no shares vesting thereunder; and
	●	subject to certain conditions, the Company agreed to purchase 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.

As a result of the modification of the equity-based awards, the Company recognized $334,328 of incremental stock-based compensation costs at the time of the modification and recorded $3,800,734 as a reclassification of restricted stock awards and units from equity to liability classified upon modification, as reflected within additional paid-in capital on the consolidated statements of stockholders’ deficiency.

The following table presents the components of the restricted stock liabilities as of December 31, 2020:

Total restricted stock liabilities	$	3,623,309
Restricted stock liabilities recorded upon modification of the restricted stock awards and units (1,064,549 restricted stock to be purchased at $4.00 per share)	$	4,258,196
Less imputed interest		(457,462	)
Present value of restricted stock liabilities		3,800,734
Less prepayments on December 31, 2020		(177,425	)
Restricted stock liabilities	$	3,623,309
Current portion of restricted stock liabilities	$	1,627,499
Long-term portion of restricted stock liabilities		1,995,810
Total restricted stock liabilities	$	3,623,309

Fair Value Measurements

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Fair Value Disclosures [Abstract]

Fair Value Measurements

7. Fair Value Measurements

The Company estimates the fair value of financial instruments using available market information and valuation methodologies the Company believes to be appropriate for these purposes. Considerable judgment and a high degree of subjectivity are involved in developing these estimates and, accordingly, they are not necessarily indicative of amounts the Company would realize upon disposition.

The fair value hierarchy consists of three broad levels of inputs that may be used to measure fair value, which are described below:

	●	Level 1 Quoted prices (unadjusted) in active markets for identical assets or liabilities;
	●	Level 2 Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and
	●	Level 3 Assets or liabilities for which fair value is based on valuation models with significant unobservable pricing inputs and which result in the use of management estimates.

The Company accounts for certain warrants (as described under the heading Common Stock Warrants in Note 10) as derivative liabilities, which requires the Company to carry such amounts on its condensed consolidated balance sheets as a liability at fair value, as adjusted at each reporting period-end. The Company accounted for the embedded conversion features of the 12% senior convertible debentures (the “12% Convertible Debentures”) as derivative liabilities, which required the Company to carry such amounts on its condensed consolidated balance sheets as a liability at fair value, as adjusted at each reporting period-end. As of December 31, 2020, there was no longer any principal or accrued but unpaid interest outstanding under the 12% Convertible Debentures since certain holders converted the debt into shares of the Company’s common stock and certain holders were paid in cash.

These warrants are and the embedded conversion features were 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 and debentures, the exercise price or conversion price, and the dividend rate. The Company uses the closing stock price of its common stock over an appropriate period of time to compute stock volatility.

Warrant Derivative Liabilities

The following table presents the assumptions used for the warrant derivative liabilities under the Black-Scholes option-pricing model:

	As of September 30, 2021						As of December 31, 2020
	Strome Warrants			B. Riley Warrants			Strome Warrants			B. Riley Warrants
Expected life		1.70			4.50			2.45			4.79
Risk-free interest rate		0.28	%		0.76	%		0.13	%		0.36	%
Volatility factor		153.59	%		142.59	%		150.55	%		140.95	%
Dividend rate		0	%		0	%		0	%		0	%
Transaction date closing market price	$	0.38		$	0.38		$	0.60		$	0.60
Exercise price	$	0.50		$	0.33		$	0.50		$	0.33

The following table represents the carrying amounts and change in valuation for the Company’s warrants accounted for as a derivative liability and classified within Level 3 of the fair-value hierarchy:

	As of and for the Nine Months Ended September 30, 2021							As of and for the Nine Months Ended September 30, 2020
	Carry Amount at Beginning of Period		Change in Valuation			Carrying Amount at End of Period		Carry Amount at Beginning of Period		Change in Valuation		Carrying Amount at End of Period
Strome Warrants	$	704,707	$	(339,924	)	$	364,783	$	1,036,687	$	63,160	$	1,099,847
B. Riley Warrants		443,188		(156,888	)		286,300		607,513		71,750		679,263
Total	$	1,147,895	$	(496,812	)	$	651,083	$	1,644,200	$	134,910	$	1,779,110

For the three months ended September 30, 2021 and 2020, the change in valuation of warrant derivative liabilities recognized as other (expense) income on the condensed consolidated statement of operations, was $801,755 and ($517,405), respectively. For the nine months ended September 30, 2021 and 2020, the change in valuation of warrant derivative liabilities recognized as other (expense) income on the condensed consolidated statement of operations, as described in the above table, was $496,812 and ($134,910), respectively.

Embedded Derivative Liabilities

For the three months ended September 30, 2020, the change in valuation of embedded derivative liabilities recognized as other (expense) on the condensed consolidated statements of operations was ($2,370,000). For the nine months ended September 30, 2020, the change in valuation of embedded derivative liabilities recognized as other income on the condensed consolidated statements of operations was $2,173,000.

16. Fair Value Measurements

The Company’s financial instruments consist of Level 1, Level 2 and Level 3 assets as of December 31, 2020 and 2019. As of December 31, 2020 and 2019, the Company’s cash and cash equivalents of $9,033,872 and $8,852,281, respectively, were Level 1 assets and included savings deposits, overnight investments, and other liquid funds with financial institutions.

Financial instruments measured at fair value during the year consisted of the following as of December 31, 2020 and 2019:

	Year Ended December 31, 2020
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-term debt:
12% Amended Senior Secured Notes	$	52,556,401	$	-	$	52,556,401	$	-
Warrant derivative liabilities:
Strome Warrants	$	704,707	$	-	$	-	$	704,707
B. Riley Warrants		443,188		-		-		443,188
Total warrant derivative liabilities	$	1,147,895	$	-	$	-	$	1,147,895

	Year Ended December 31, 2019
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-term debt:
12% Amended Senior Secured Notes	$	44,009,745	$	-	$	44,009,745	$	-
Warrant derivative liabilities:
Strome Warrants	$	1,036,687	$	-	$	-	$	1,036,687
B. Riley Warrants		607,513		-		-		607,513
Total warrant derivative liabilities	$	1,644,200	$	-	$	-	$	1,644,200
Embedded derivative liabilities	$	13,501,000	$	-	$	-	$	13,501,000

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:

The Company accounts for certain warrants and the embedded conversion features of the 12% Convertible Debentures (as described in Note 18) as derivative liabilities, which require 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 the fair value of the L2 Warrants, Strome Warrants and B. Riley Warrants (all as described in Note 21) utilizing the Black-Scholes valuation model as further described below. 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 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.

Strome Warrants – 2020 assumptions: Black-Scholes option-pricing; expected life: 2.45; risk-free interest rate: 0.13%; volatility factor: 150.55%; dividend rate: 0.0%; transaction date closing market price: $0.60; exercise price: $0.50; and 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.

B. Riley Warrants – 2020 assumptions: Black-Scholes option-pricing; expected life: 4.79 years; risk-free interest rate: 0.36%; volatility factor: 140.95%; dividend rate: 0.0%; transaction date closing market price: $0.60; exercise price: $1.00 (subsequently adjusted to $0.33); and 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 (subsequently adjusted to $0.33).

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 as of and for the years ended December 31, 2020 and 2019:

	December 31,
	2020			2019
Carrying amount at beginning of year:
L2 Warrants	$	-		$	418,214
Strome Warrants		1,036,687			587,971
B. Riley Warrants		607,513			358,050
Subtotal carrying amount at beginning of year		1,644,200			1,364,235
Change in valuation of warrant derivative liabilities:
L2 Warrants		-			316,972
Strome Warrants		(331,980	)		448,716
B. Riley Warrants		(164,325	)		249,463
Subtotal change in valuation during the year		(496,305	)		1,015,151
Exercise of warrants during the year:
L2 Warrants		-			735,186
Carrying amount at end of year:
Strome Warrants		704,707			1,036,687
B. Riley Warrants		443,188			607,513
Carrying amount at end of year	$	1,147,895		$	1,644,200

For the years ended December 31, 2020 and 2019, 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 $496,305 and ($1,015,151), respectively. The L2 Warrants were fully exercised on a cashless basis during the year ended December 31, 2019, resulting in a $735,186 offset within additional paid-in capital 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), for the 12% Convertible Debentures (refer to Note 18) accounted for as embedded derivative liabilities and classified within Level 3 of the fair-value hierarchy as of and for the years ended December 31, 2020 and 2019:

	December 31,
	2020			2019
Recognition of embedded derivative liabilities (conversion feature, buy-in feature, and default remedy feature):
Carrying amount at beginning of year	$	13,501,000		$	7,387,000
Issuance date of March 18, 2019		-			822,000
Issuance date of March 27, 2019		-			188,000
Issuance date of April 8, 2019		-			64,000
Change in fair value of embedded derivative liabilities		(2,571,004	)		5,040,000
Fair value of embedded derivative liabilities recorded within additional paid-capital upon conversion of 12% convertible debentures		(10,929,996	)		-
Carrying amount at end of year	$	-		$	13,501,000

For the year ended December 31, 2020, the change in valuation of embedded derivative liabilities as described in the above table of $2,571,004 was recognized as other income on the consolidated statements of operations. 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.

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, 2019 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, 2019 on the consolidated statements of operations.

As a result of the conversion of certain 12% Convertible Debentures into shares of the Company’s common stock, the Company recorded the fair value of the embedded derivative liabilities of the conversion option features, buy-in features, and default remedy features of $10,929,996 within additional paid-in capital on the consolidated statements of stockholders’ deficiency (as further described in Note 18).

There have been no transfers in Level 1, Level 2, and Level 3 and no changes in valuation techniques for these assets or liabilities for the years ended December 31, 2020 and 2019.

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

Long-term Debt

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Debt Disclosure [Abstract]

Long-term Debt

8. Long-term Debt

12% Second Amended Senior Secured Notes

Below is a summary of the various amended and restated notes, as well as various amendments thereto, to the 12% senior secured note that was originally issued on June 10, 2019, for gross proceeds of $20,000,000. The transactions leading up to the 12% second amended and restated note that is outstanding as of September 30, 2021 consisted of:

●

Amended and restated note issued on June 14, 2019, where the Company received gross proceeds of $48,000,000, together with the $20,000,000 gross proceeds received on June 10, 2019 for total gross proceeds of $68,000,000, due June 14, 2022;

●

First amendment to the amended and restated note issued on August 27, 2019, where the Company received gross proceeds of $3,000,000;

●

Second amendment to the amended and restated note issued on February 27, 2020, where the Company issued a $3,000,000 letter of credit to the Company’s landlord for leased premises; and

●

Second amended and restated note issued on March 24, 2020, where the Company was permitted to enter into a 15.0% delayed draw term note, in the aggregate principal amount of $12,000,000.

●

First amendment to second amended and restated note issued on March 24, 2020 was entered into on October 23, 2020 (“Amendment 1”), where the maturity date was changed to December 31, 2022, subject to certain acceleration conditions and interest payable on the notes on September 30, 2020, December 31, 2020, March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021 will be payable in-kind in arrears on the last day of such fiscal quarter. Alternatively, at the option of the holder, such interest amounts originally could have been paid in shares of Series K convertible preferred stock (the “Series K Preferred Stock”); however, after December 18, 2020, the date the Series K Preferred Stock converted into shares of the Company’s common stock, such interest amounts can be converted into shares of the Company’s common stock based upon the conversion rate specified in the Certificate of Designation for the Series K Preferred Stock, subject to certain adjustments. During the three months ended September 30, 2021, the Company filed a Certificate of Elimination, which eliminated designation of the Series K Preferred Stock.

●

Second amendment to the second amended and restated note issued March 24, 2020 was entered into on May 19, 2021 (“Amendment 2”), with BRF Finance Co., LLC, an affiliated entity of B. Riley Financial, Inc. (“B. Riley”), in its capacity as agent for the purchasers and as purchaser, pursuant to which: (i) the interest rate on the 12% Second Amended Senior Secured Notes, as defined below, decreased from a rate of 12% per annum to a rate of 10% per annum; and (ii) the Company agreed that within one (1) business day after receipt of cash proceeds from any issuance of equity interests, it will prepay the certain obligations in an amount equal to such cash proceeds, net of underwriting discounts and commissions; provided, that, this mandatory prepayment obligation does not apply to any proceeds that the Company received from shares of the Company’s common stock issued pursuant to the securities purchase agreement (as further described below under the heading Common Stock Private Placement in Note 10) during the 90-day period commencing on May 20, 2021.

Collectively, the amended and restated notes and amendments thereto and the second amended and restated notes and Amendment 1 and Amendment 2 thereto are referred to as the “12% Second Amended Senior Secured Notes,” with all borrowings collateralized by substantially all assets of the Company.

Delayed Draw Term Note

On March 24, 2020, the Company entered into a 15% delayed draw term note (the “Delayed Draw Term Note”) pursuant to the second amended and restated note purchase agreement, in the aggregate principal amount of $12,000,000.

On March 24, 2020, the Company drew down $6,913,865 under the Delayed Draw Term Note, and after payment of commitment and funding fees paid of $793,109, and other of its legal fees and expenses that were incurred, the Company received net proceeds of $6,000,000. The net proceeds were used for working capital and general corporate purposes. Additional borrowings under the Delayed Draw Term Note requested by the Company may be made at the option of the purchasers, subject to certain conditions. Up to $8,000,000 in principal amount under the note was originally due on March 31, 2021. Interest on amounts outstanding under the note was payable in-kind in arrears on the last day of each fiscal quarter.

On October 23, 2020, pursuant to the terms of Amendment 1, the maturity date of the Delayed Draw Term Note was changed from March 31, 2021 to March 31, 2022. Amendment 1 also provided that the holder, could originally elect, in lieu of receipt of cash for payment of all or any portion of the interest due or cash payments up to a certain conversion portion of the Delayed Draw Term Note, to receive shares of Series K Preferred Stock; however, after December 18, 2020, the date the Series K Preferred Stock converted into shares of the Company’s common stock, the holder may elect, in lieu of receipt of cash for such amounts, shares of the Company’s common stock at the price the Company last sold shares of the Company’s common stock.

On May 19, 2021, pursuant to Amendment 2, the interest rate on the Delayed Draw Term Note decreased from a rate of 15% per annum to a rate of 10% per annum.

Paycheck Protection Program Loan

On April 6, 2020, the Company entered into a note agreement with JPMorgan Chase Bank, N.A. (“JPMorgan Chase”) under the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the U.S. Small Business Administration (“SBA”) (the “Paycheck Protection Program Loan”). The Company received total proceeds of $5,702,725 under the Paycheck Protection Program Loan. In accordance with the requirements of the CARES Act, the Company used proceeds from the Paycheck Protection Program Loan primarily for payroll costs. The Paycheck Protection Program Loan was scheduled to mature on April 6, 2022, with a 0.98% interest rate and was subject to the terms and conditions applicable to loans administered by the SBA under the CARES Act.

On June 22, 2021, the SBA authorized full forgiveness of $5,702,725 under the Paycheck Protection Program Loan; thus, the Company will not need to make any payments on the Paycheck Protection Program Loan that JPMorgan Chase facilitates as an SBA lender. JPMorgan Chase will apply the forgiveness amount the SBA authorized, plus all accrued interest, to the Company’s Paycheck Protection Program Loan. The requirements under this program are established by the SBA. All requests for Paycheck Protection Program Loan forgiveness are subject to SBA eligibility. The Company recorded a gain upon debt extinguishment for the nine months ended September 30, 2021 of $5,716,697 (including accrued interest) pursuant to the forgiveness in other (expense) income on the condensed consolidated statements of operations.

Further details as of the date these condensed consolidated financial statements were issued or were available to be issued are provided under the heading Long-term Debt in Note 15.

The following table summarizes the long-term debt:

Schedule of Long Term Debt

	As of September 30, 2021							As of December 31, 2020
	Principal Balance (including accrued interest)		Unamortized Discount and Debt Issuance Costs			Carrying Value		Principal Balance (including accrued interest)		Unamortized Discount and Debt Issuance Costs			Carrying Value
12% Second Amended Senior Secured Note, as amended, due on December 31, 2022	$	61,131,882	$	(2,413,593	)	$	58,718,289	$	56,296,091	$	(3,739,690	)	$	52,556,401
Delayed Draw Term Note, as amended, due on March 31, 2022		4,717,714		(151,732	)		4,565,982		4,294,318		(359,172	)		3,935,146
Paycheck Protection Program Loan, scheduled to mature April 6, 2022, however, fully forgiven on June 22, 2021		-		-			-		5,702,725		-			5,702,725
Total	$	65,849,596	$	(2,565,325	)	$	63,284,271	$	66,293,134	$	(4,098,862	)	$	62,194,272

The current portion of long-term debt as of September 30, 2021 and December 31, 2020 was $4,565,982 and none, respectively, on the condensed consolidated balance sheets. The noncurrent portion of long-term debt as of September 30, 2021 and December 31, 2020 was $58,718,289 and $62,194,272, respectively, on the condensed consolidated balance sheets.

19.

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, 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 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 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 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.

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. Pursuant to the second amendment to the amended and restated note purchase agreement, the Company replaced its previous $3,500,000 working capital facility with Sallyport with a new $15,000,000 working capital facility with FastPay; and (ii) BRF Finance issued a letter of credit in the amount of approximately $3,000,000 to the Company’s landlord for the property lease located at 225 Liberty Street, 27th Floor, New York, New York 10281.

The balance outstanding under the note purchase agreement was no longer outstanding as of March 24, 2020 (refer to 12% Second Amended Senior Secured Notes below).

12% Second Amended Senior Secured Notes

On March 24, 2020, the Company entered into a second amended and restated note purchase agreement, which further amended and restated the 12% Amended Senior Secured Notes (collectively, with all previous amendments and restatements, the “12% Second Amended Senior Secured Notes”). 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 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, was payable in-kind in arrears on the last day of such applicable fiscal quarter.

On October 23, 2020, the Company entered into an amendment to the 12% Second Amended Senior Secured Notes (“Amendment 1”), pursuant to which the maturity date of the 12% Second Amended Senior Secured Notes was changed to December 31, 2022, subject to certain acceleration conditions. Pursuant to Amendment 1, interest payable on the 12% Second Amended Senior Secured Notes on September 30, 2020, December 31, 2020, March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021 will be payable in-kind in arrears on the last day of such fiscal quarter. Alternatively, at the option of the holder, such interest amounts originally could have been paid in shares of Series K Preferred Stock; however, after December 18, 2020, the date the Series K Preferred Stock converted into shares of the Company’s common stock, all such interest amounts can be paid in shares of the Company’s common stock based upon the conversion rate specified in the Certificate of Designation for the Series K Preferred Stock, subject to certain adjustments.

Further details subsequent to the date of these consolidated financial statements are provided under the heading Long-Term Debt in Note 27.

Delayed Draw Term Note

On March 24, 2020, the Company entered into 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 interest amounts, shares of the Company’s common stock Company’s common stock based upon the conversion rate specified in the Certificate of Designation for the Series K Preferred Stock, subject to certain adjustments.

On October 23, 2020, $3,367,000, including principal and accrued interest of the Term Note, converted into shares of the Company’s Series K Preferred Stock (see Note 20).

Further details subsequent to the date of these consolidated financial statements are provided under the heading Long-Term Debt in Note 27.

Paycheck Protection Program Loan

On April 6, 2020, the Company entered into a note agreement with JPMorgan Chase Bank, N.A. (“JPMorgan Chase”) under the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the U.S. Small Business Administration (“SBA”) (the “PPP Loan”). The Company received total proceeds of $5,702,725 under the PPP Loan. In accordance with the requirements of the CARES Act, the Company used proceeds from the PPP Loan primarily for payroll costs. The PPP Loan was scheduled to mature on April 6, 2022, with a 0.98% interest rate and is subject to the terms and conditions applicable to loans administered by the SBA under the CARES Act. The PPP Loan was fully forgiven on June 22, 2021 (further details are provided under the heading Long-Term Debt in Note 27).

The following table represents the components of long-term debt recognized during the years ended December 31, 2020 and 2019 and the carrying value as of December 31, 2020 and 2019:

	As of December 31,
	2020											2019
	12% Second Amended Senior Secured Notes Components			Delayed Draw Term Note Components			Paycheck Protection Program Loan Components		Total Long-term Debt Components			12% Second Amended Senior Secured Notes Components
Principal amount of debt:
Principal amount of debt received on June 10, 2019	$	20,000,000		$	-		$	-	$	20,000,000		$	20,000,000
Principal amount of debt received on June 14, 2019		48,000,000			-			-		48,000,000			48,000,000
Principal amount of debt received on August 27, 2019		3,000,000			-			-		3,000,000			3,000,000
Principal amount of debt received on March 26, 2020		-			6,913,865			-		6,913,865			-
Principal amount of debt received on April 6, 2020		-			-			5,702,725		5,702,725			-
Subtotal principal amount of debt		71,000,000			6,913,865			5,702,725		83,616,590			71,000,000
Add accrued interest		7,457,388			675,958			-		8,133,346			1,082,642
Less principal payment paid in Series J Preferred Stock (net of interest of $146,067)		(4,853,933	)		-			-		(4,853,933	)		(4,853,933	)
Less principal payment paid in Series K Preferred Stock (net of interest of $71,495)		-			(3,295,505	)		-		(3,295,505	)		-
Less principal payments paid in cash		(17,307,364	)		-			-		(17,307,364	)		(17,307,364	)
Principal amount of debt outstanding including accrued interest		56,296,091			4,294,318			5,702,725		66,293,134			49,921,345
Debt discount:
Placement fee to B. Riley FBR		(3,550,000	)		(691,387	)		-		(4,241,387	)		(3,550,000	)
Commitment fee (2% of unused commitment)		-			(101,723	)		-		(101,723	)		-
Success based fee to B. Riley FBR		(3,400,000	)		-			-		(3,400,000	)		(3,400,000	)
Legal and other costs		(202,382	)		(120,755	)		-		(323,137	)		(202,382	)
Subtotal debt discount		(7,152,382	)		(913,865	)		-		(8,066,247	)		(7,152,382	)
Less amortization of debt discount		3,412,692			554,693			-		3,967,385			1,240,782
Unamortized debt discount		(3,739,690	)		(359,172	)		-		(4,098,862	)		(5,911,600	)
Carrying value at end of year	$	52,556,401		$	3,935,146		$	5,702,725	$	62,194,272		$	44,009,745

Information for the years ended December 31, 2020 and 2019 with respect to interest expense related to long-term debt is provided below under the heading Interest Expense.

Interest Expense

The following table represents interest expense:

Summary of Interest Expense

	Years Ended December 31,
	2020		2019
Amortization of debt discounts:
12% Convertible Debentures	$	3,880,609	$	3,304,893
12% Second Amended Senior Secured Notes		2,171,910		1,240,782
Term Note		554,693		-
Total amortization of debt discount		6,607,212		4,545,675
Accrued and noncash converted interest:
12% Convertible Debentures		2,116,281		1,831,130
12% Second Amended Senior Secured Notes		6,374,746		1,228,709
Term Note		747,453		-
Promissory Note		5,844		5,794
Total accrued and noncash converted interest		9,244,324		3,065,633
Cash paid interest:
12% Second Amended Senior Secured Notes		-		2,351,904
Promissory Note		-		983
Other		645,681		499,375
Total cash paid interest expense		645,681		2,852,262
Total interest expense	$	16,497,217	$	10,463,570

Preferred Stock

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Equity [Abstract]

Preferred Stock

9. Preferred Stock

Series H Preferred Stock

On August 17, 2021, 50 shares of Series H convertible preferred stock (the “Series H Preferred Stock”) were converted into 151,515 shares of the Company’s common stock.

Series L Preferred Stock

On May 4, 2021, a special committee of the Board declared a dividend of one preferred stock purchase right to be paid to the stockholders of record at the close of business on May 14, 2021 for (i) each outstanding share of the Company’s common stock and (ii) each share of the Company’s common stock issuable upon conversion of each share of the Company’s Series H Preferred Stock. Each preferred stock purchase right entitles the registered holder to purchase, subject to a rights agreement, from the Company one one-thousandth of a share of the Company’s newly created Series L Junior Participating Preferred Stock, par value $0.01 per share (the “Series L Preferred Stock”), at a price of $4.00, subject to certain adjustments. The Series L Preferred Stock will be entitled, when, as and if declared, to a preferential per share quarterly dividend payment equal to the greater of (i) $1.00 per share or (ii) 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all noncash dividends or other distributions paid to the holders of the Company’s common stock. The Series L Preferred Stock will be entitled to 1,000 votes on all matters submitted to a vote of the stockholders of the Company. In the event of any merger, consolidation or other transaction in which shares of the Company’s common stock are converted or exchanged, the Series L Preferred Stock will be entitled to receive 1,000 times the amount received per one share of the Company’s common stock.

20.

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, 2020 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 19,597 shares are outstanding;
	●	25,800 authorized shares designated as “Series I Convertible Preferred Stock” on June 27, 2019, none of which are outstanding (as further described below);
	●	35,000 authorized shares designated as “Series J Convertible Preferred Stock” on October 4, 2019, none of which are outstanding (as further described below); and
	●	20,000 authorized shares designated as “Series K Convertible Preferred Stock” on October 22, 2020, none of which are outstanding (as further described below)

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”), of which 1,631.504 were converted prior to November 2001 and 168.496 shares continue to be outstanding, at a stated value of $1,000 per share, convertible into 188,791 shares of the Company’s common stock. The Series G Preferred Stock is convertible into shares of common stock, at the option of the holder, subject to certain limitations. The Company may require holders to convert all (but not less than all) of the Series G Preferred Stock or buy out all outstanding shares of Series G Preferred Stock at the liquidation value of $168,496. 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.

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 is 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 “Closing Date”), 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, for aggregate gross proceeds of $19,399,250 (net proceeds of $18,045,496 after taking into consideration issuance costs).

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 $130,896 (net proceeds of $113,000 after taking into consideration issuance costs), which was used for working capital and general corporate purposes.

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 1,178,788 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 in connection with the cancellation of promissory notes payable to Mr. Heckman in the aggregate outstanding principal amount of $389,000.

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 votes on an as-if-converted to common stock basis, subject to beneficial ownership blocker provisions and other certain conditions. 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. All the shares of Series H Preferred Stock automatically convert into shares of the Company’s common stock on the fifth anniversary of the Closing Date at the conversion price of $0.33 per share.

The shares of Series H Preferred Stock were subject to limitations on conversion into shares of the Company’s common stock until the date 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, which was filed on December 18, 2020, therefore this limitation was removed (as further described in Note 21).

Pursuant to the registration rights agreement entered into on August 10, 2018, in connection with the securities purchase agreements, 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, on each monthly anniversary, payable within 7 days of such event, and upon the occurrence of certain events 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 registration rights agreements provide for Registration Rights Damages (further details are provided in Note 15).

The securities purchase agreements entered into on August 10, 2018, 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 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 securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15).

The following table represents the components of the Series H Preferred Stock for the year ended December 31, 2020 and as of December 31, 2019:

	Shares			Series H Preferred Stock Components
Series H Preferred Stock at December 31, 2019		19,400		$	18,045,496
Issuance of Series H Preferred Stock on August 19, 2020:
Issuance of Series H Preferred Stock		108			130,896
Less issuance costs netted from the proceeds					(17,896	)
Net proceeds received upon issuance of Series H Preferred Stock					113,000
Conversion of Series H Preferred Stock into common stock on September 21, 2020		(300	)		(300,000	)
Issuance of Series H Preferred Stock upon conversion of promissory note on November 13, 2020		389			389,000
Net issuance of Series H Preferred Stock		197			202,000
Series H Preferred Stock at December 31, 2020		19,597		$	18,247,496
Beneficial conversion feature recognized during the year ended December 31, 2020 (as described below) upon issuance of Series H Preferred Stock				$	502,000

During the year ended December 31, 2020, in connection with the issuance of 108 shares (issued on August 19, 2020) and 389 shares (issued on October 31, 2020) of Series H Preferred Stock, the Company recorded a beneficial conversion feature in the amount of $113,000 and $389,000 (totaling $502,000), respectively, 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 and $0.77 at the issuance date of August 19, 2020 and October 31, 2020, respectively). The beneficial conversion feature was recognized as a deemed dividend with an offset to additional paid-in capital.

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 Convertible Preferred Stock (the “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 votes 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 $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 and upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested. The registration rights agreements provide for Registration Rights Damages (further details are provided in Note 15).

The securities purchase agreements included a provision that requires the Company to maintain its periodic filings with the SEC in order to satisfy the public information requirements under Rule 144(c) of the Securities Act. If the Company fails for any reason to satisfy the current public information requirement 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 securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15).

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 (further details are presented in the table below).

The following table represents the components of the Series I Preferred Stock for the years ended December 31, 2020 and 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 at December 31, 2019		23,100			19,699,742
Conversion of Series I Preferred Stock to common stock on December 18, 2020		(23,100	)		(19,699,742	)
Series I Preferred Stock at December 31, 2020		-		$	-
Beneficial conversion feature recognized during the year ended December 31, 2020 (as described below) upon conversion of Series I Preferred Stock				$	5,082,000

All of the shares of Series I Preferred Stock converted automatically into shares of the Company’s common stock on December 18, 2020, as a result of the increase in the number of authorized shares of the Company’s common stock (as further described in Note 21). Upon conversion the Company recognized a beneficial conversion feature for the underlying common shares since the nondetachable conversion feature was in-the-money (the conversion price of $0.50 was lower than the Company’s common stock trading price of $0.61 at the conversion date). The beneficial conversion feature was recognized as a deemed dividend with an offset to additional paid-in capital.

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 Convertible Preferred Stock (the “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.

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 acquisition of TheStreet, and other acquisitions during 2018, 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 and upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested. The registration rights agreements provide for Registration Rights Damages (further details are provided in Note 15).

On September 4, 2020, the Company closed on securities purchase agreements with two accredited investors, pursuant to which the Company 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 the Company’s 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.

Pursuant to a registration rights agreement entered into in connection with the securities purchase agreements on September 4, 2020, 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) and upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested. The registration rights agreements provide for Registration Rights Damages (further details are provided in Note 15).

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 votes on an as-if-converted to common stock basis, subject to certain conditions.

The securities purchase agreements included a provision that requires the Company to maintain its periodic filings with the SEC in order to satisfy the public information requirements under Rule 144(c) of the Securities Act. If the Company fails for any reason to satisfy the current public information requirement 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 securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15).

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 (further details are presented in the table below).

The following table represents the components of the Series J Preferred Stock for the years ended December 31, 2020 and 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		$	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					(1,680,000	)
Total issuance costs and Liquidated Damages					(2,260,004	)
Net issuance of Series J Preferred Stock at December 31, 2019					17,739,996
Issuance of Series J Preferred Stock on September 4, 2020		10,500			6,000,000
Net Issuance of Series J Preferred Stock prior to conversion on December 18, 2020		30,500			23,739,996
Conversion of Series J Preferred Stock to common stock on December 18, 2020 (as further described below)		(30,500	)		(23,739,996	)
Series I Preferred Stock at December 31, 2020		-		$	-
Beneficial conversion feature recognized during the year ended December 31, 2020 (as described below) upon conversion of Series J Preferred Stock				$	586,545

All of the shares of Series J Preferred Stock converted automatically into shares of the Company’s common stock on December 18, 2020, as a result of the increase in the number of authorized shares of the Company’s common stock (as further described in Note 21). Upon conversion the Company recognized a beneficial conversion feature for the underlying common shares since the nondetachable conversion feature was in-the-money (the effective conversion price of $0.40 for the issuance of Series J Preferred Stock on September 4, 2020 (these shares were issued at a discount) was lower than the Company’s common stock trading price of $0.61 at the conversion date). The beneficial conversion feature was recognized as a deemed dividend with an offset to additional paid-in capital.

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 Convertible Preferred Stock” (the “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 votes 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.

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) and upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested. The registration rights agreements provide for Registration Rights Damages (further details are provided in Note 15).

The securities purchase agreements included a provision that requires the Company to maintain its periodic filings with the SEC in order to satisfy the public information requirements under Rule 144(c) of the Securities Act. If the Company fails for any reason to satisfy the current public information requirement 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 securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15).

The following table represents the components of the Series K Preferred Stock for the year ended December 31, 2020:

	Shares			Series K Preferred Stock Components
Issuance of Series K Preferred Stock:
Issuance of Series K Preferred Stock on October 23, 2020		6,750		$	6,750,000
Issuance of Series K Preferred Stock on October 28, 2020		5,292			5,292,000
Issuance of Series K Preferred Stock on November 11, 2020		6,000			6,000,000
Subtotal issuance of Series K Preferred Stock		18,042			18,042,000
Less issuance costs:
Cash paid to B. Riley FBR as placement fee					(440,500	)
Legal fees and other costs					(120,000	)
Total issuance costs					(560,500	)
Net issuance of Series K Preferred Stock prior to conversion on December 18, 2020					17,481,500
Conversion of Series K Preferred Stock to common stock on December 18, 2020		(18,042	)		(17,481,500	)
Series K Preferred Stock at December 31, 2020		-		$	-
Beneficial conversion feature recognized during the year ended December 31, 2020 (as described below) upon conversion of Series k Preferred Stock				$	9,472,050

All of the shares of Series K Preferred Stock converted automatically into shares of the Company’s common stock on December 18, 2020, as a result of the increase in the number of authorized shares of the Company’s common stock (as further described in Note 21). Upon conversion the Company recognized a beneficial conversion feature for the underlying common shares since the nondetachable conversion feature was in-the-money (the conversion price of $0.40 was lower than the Company’s common stock trading price of $0.61 at the conversion date). The beneficial conversion feature was recognized as a deemed dividend with an offset to additional paid-in capital.

Stockholders’ Equity

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Equity [Abstract]

Stockholders’ Equity

10. Stockholders’ Equity

Common Stock

The Company has the authority to issue 1,000,000,000 shares of common stock, $0.01 par value per share.

Common Stock Private Placement

On May 20, 2021 and May 25, 2021, the Company entered into securities purchase agreements with several accredited investors, pursuant to which the Company sold an aggregate of 21,435,718 shares of its common stock, at a per share price of $0.70 for aggregate gross proceeds of $15,005,000 in a private placement. On June 2, 2021, the Company entered into a securities purchase agreement with an accredited investor, pursuant to which the Company sold an aggregate of 7,142,857 shares of its common stock, at a per share price of $0.70 for gross proceeds of $5,000,000 in a private placement that was in addition to the closings that occurred on May 20, 2021 and May 25, 2021. After payment of legal fees and expenses the investors of $167,244, of which $100,000 was paid in cash to B. Riley, the Company received net proceeds of $19,837,757. The proceeds will be used for general corporate purposes.

Pursuant to the registration rights agreements entered into in connection with the securities purchase agreements, the Company agreed to register the shares of the Company’s common stock issued in the private placements. The Company committed to file the registration statement on the earlier of: (i) in the event the Company does not obtain a waiver from the holders of the shares of the Company’s common stock that were issued upon the conversion of the Series K Preferred Stock (the “Waiver”), within ten (10) calendar days following the date the Company’s registration statement(s) on Form S-1, registering for resale shares of the Company’s common stock that were issued in connection with offerings prior to the date of the registration rights agreement (the “Prior Registration Statements”), is declared effective by the SEC; and (ii) in the event the Company does obtain the Waiver, the earliest practicable date on which the Company is permitted by the SEC guidance to file the initial registration statement following the filing of the Prior Registration Statements (the “Filing Date”). The Company also committed to cause the registration statement to become effective by no later than 90 days after the Filing Date (or, in the event of a full review by the staff of the SEC, 120 days following the Filing Date). The registration rights agreement provides for Registration Rights Damages upon the occurrence of certain events up to a maximum amount of 6% of the aggregate amount invested pursuant to the securities purchase agreements.

The securities purchase agreements included a provision that requires the Company to maintain its periodic filings with the SEC in order to satisfy the public information requirements under Rule 144(c) of the Securities Act. At any time during the period commencing from the twelve (12) month anniversary of the date the Company becomes current in its filing obligations and ending at such time that all of the common stock may be sold without the requirement for the Company to be in compliance with Rule 144(c)(1) and otherwise without restriction or limitation pursuant to Rule 144, if the Company (i) fails for any reason to satisfy the current public information requirement under Rule 144(c) or (ii) has ever been an issuer described in Rule 144(i)(1)(i) or becomes an issuer in the future, and the Company fails to satisfy any condition set forth in Rule 144(i)(2) (a “Public Information Failure”) then, in addition to such purchaser’s other available remedies, the Company must pay to a purchaser, in cash, as partial liquidated damages and not as a penalty (“Public Information Failure Damages”), an amount in cash equal to one percent (1.0%) of the aggregate subscription amount of the purchaser’s shares then held by the purchaser on the day of a Public Information Failure and on every thirtieth (30th) day (pro-rated for periods totaling less than thirty days) thereafter until the earlier of (a) the date such Public Information Failure is cured up to a maximum of five (5) 30-day periods and (b) such time that such public information is no longer required for the purchasers to transfer the shares pursuant to Rule 144. Public Information Failure Damages will be paid on the earlier of (i) the last day of the calendar month during which such Public Information Failure Damages are incurred and (ii) the third (3rd) business day after the event or failure giving rise to the Public Information Failure Damages is cured. In the event the Company fails to make Public Information Failure Damages in a timely manner, such Public Information Failure Damages will bear interest at the rate of 1.0% per month (prorated for partial months) until paid in full.

Common Stock Warrants

The Company issued warrants to purchase shares of the Company’s common stock to MDB Capital Group, LLC (the “MDB Warrants”), Strome Mezzanine Fund LP (the “Strome Warrants”), and B. Riley Financial, Inc. (the “B. Riley Warrants”) in connection with various financing transactions (collectively, the “Financing Warrants”).

The Financing Warrants outstanding and exercisable as of September 30, 2021 are summarized as follows:

Summary of Warrant Activity

				Outstanding
	Exercise Price		Expiration Date	Classified as Derivative Liabilities (Shares)		Classified within Stockholders’ Equity (Shares)		Total Exercisable (Shares)
MDB Warrants	$	0.20	November 4, 2021		-		327,490		327,490
Strome Warrants		0.50	June 15, 2023		1,500,000		-		1,500,000
B. Riley Warrants		0.33	October 18, 2025		875,000		-		875,000
MDB Warrants		1.15	October 19, 2022		-		119,565		119,565
MDB Warrants		2.50	October 19, 2022		-		60,000		60,000
Total outstanding and exercisable					2,375,000		507,055		2,882,055

The intrinsic value of exercisable but unexercised in-the-money stock warrants as of September 30, 2021 was $102,698, based on a fair market value of the Company’s common stock of $0.38 per share on September 30, 2021.

21. 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 as the result of filing on December 18, 2020, a Certificate of Amendment with the Secretary of the State of Delaware to increase the number of authorized shares of its common stock from 100,000,000 shares to 1,000,000,000 shares.

Common Stock to be Issued

During the years ended December 31, 2020 and 2019, in connection with the merger of Say Media, the Company issued 2,857,357 shares and 1,188,880 shares, respectively, of its common stock out of total shares required to be issued of 5,067,167 as of January 1, 2019, and has remaining shares to be issued of 1,020,930 as of December 31, 2020.

In connection with a closing of a private placement on January 4, 2018, MDB, as the placement agent, was entitled to receive 60,000 shares of the Company’s common stock that have not been issued as of December 31, 2020. Further, the 60,000 shares of common stock to be issued were subject to Liquidated Damages (see Note 15).

Restricted Stock Awards

As of December 31, 2020 and 2019, a net of 12,312,417 restricted stock awards for shares of the Company’s common stock issued during 2016 remain outstanding and are fully vested. The awards contained a buy-back right that was waived by the Board on March 12, 2018, which resulted in a modification of the restricted stock awards upon the waiver. 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.

In connection with the merger of HubPages, 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, 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 merger agreement. The shares were subject to vesting over twenty-four equal monthly installments beginning September 23, 2019, and ending September 23, 2021, with the estimated fair value of these shares was recognized as compensation expense over the vesting period of the award. The restricted stock awards provided for a true-up period that if the common stock was sold for less than $2.50 the holder would receive, subject to certain conditions, additional shares of common stock up to a maximum of the number of shares originally received (or 2,400,000 in aggregate to all holders) for the shares that re-sold for less than $2.50. The true-up provision was settled on May 31, 2019 (as further described in Note 22). The true-up period, in general, was 13 months after the consummation of the 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 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 continued service with the Company. The awards vest over a twelve-month period from the grant date and the estimated fair value of these shares is being recognized as compensation expense over the vesting period of the award (see Note 22).

On December 11, 2019, the Company modified the vesting provisions of 2,000,000 restricted stock awards, issued in connection with the Say Media merger, to remove certain 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. Compensation expense is recognized over the vesting period of the awards.

On January 1, 2020, the Company issued 562,500 shares of its common stock as restricted stock awards to certain members of the Board subject to continued service with the Company. The awards vest over a twelve-month period from the grant date and the estimated fair value of these shares is being recognized as compensation expense over the vesting period of the award (see Note 22).

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, 2020 and 2019 is as follows:

	Number of Shares						Weighted Average Grant-Fair
	Unvested			Vested			Value Date
Restricted stock awards outstanding at January 1, 2019		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
Issued		562,500			-			0.18
Vested		(2,237,500	)		2,237,500
Restricted stock awards subject to repurchase		-			(1,064,549	)
Forfeited		(399,998	)		(746,813	)
Restricted stock awards outstanding at December 31, 2020		316,667			14,434,214			0.42

The Company recorded forfeited unvested restricted stock awards and/or forfeited vested restricted stock awards used for tax withholding of 1,146,811 (399,998 forfeited awards and 746,813 used for tax withholding) and 1,227,512 (825,000 forfeited awards and 402,512 used for tax withholding) during the years ended December 31, 2020 and 2019, respectively, on the consolidated statements of stockholders’ deficiency.

On December 31, 2020, the Company modified certain vested restricted stock awards where the Company agreed to repurchase the underlying common stock at a specified price and forfeited any unvested awards (as further described in Note 12)

Information with respect to stock-based compensation expense and unrecognized stock-based compensation expense related to the restricted stock awards is provided under the heading Stock-Based Compensation in Note 22.

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, the Company issued warrants to MDB (the “MDB Warrants”) to purchase shares of common stock with an exercise price of $0.20 per share, of which 327,490 warrants remain outstanding under this instrument as of December 31, 2020, subject to customary anti-dilution adjustments and exercisable for a period of five years.

On October 19, 2017, the Company issued warrants to MDB who 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 and 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, 2020 (as further detailed below).

L2 Warrants – Effective as of August 3, 2018, pursuant to a reset provision, the Company issued additional warrants to L2 Capital, LLC (“L2”) to purchase 640,405 shares of common stock at an exercise price of $0.50 per share (the “L2 Warrants”), which were 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 (see Note 16).

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. 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.

Strome Warrants – On June 15, 2018, the Company modified the two securities purchase agreements dated January 4, 2018 and March 30, 2018 with Strome Mezzanine Fund LP (“Strome”). 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 price of $0.50 per share (as amended), which are 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 (see Note 16). Strome was also granted observer rights on the Board.

The Strome Warrants are exercisable for a period of five years, subject to customary anti-dilution adjustments, and may, in the event there is no effective registration statement covering the resale of the warrant shares, be exercised on a cashless basis in certain circumstances.

B. Riley Warrants – On October 18, 2018, the Company issued warrants to B. Riley (the “B. Riley Warrants”) to purchase up to 875,000 shares of the Company’s common stock, with an exercise price of $1.00 per share, subject to customary anti-dilution adjustments, which are 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 (see Note 16).

The B. Riley Warrants are exercisable for a period of five years, subject to customary anti-dilution adjustments, and may, in the event, 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.

A summary of the Financing Warrants activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Warrant Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Financing Warrants outstanding at January 1, 2019		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 outstanding at December 31, 2020		2,882,055			0.60		2.94
Financing Warrants exercisable at December 31, 2020		2,882,055			0.60		2.94

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.

The intrinsic value of exercisable but unexercised in-the-money Financing Warrants as of December 31, 2020 was approximately $280,996, based on a fair market value of the Company’s common stock of $0.60 per share on December 31, 2020.

The Financing Warrants outstanding and exercisable as of December 31, 2020 are summarized as follows:

				Outstanding
	Exercise Price		Expiration Date	Classified as Derivative Liabilities (Shares)		Classified within Stockholders’ Equity (Shares)		Total Exercisable (Shares)
MDB Warrants	$	0.20	November 4, 2021		-		327,490		327,490
Strome Warrants		0.50	June 15, 2023		1,500,000		-		1,500,000
B. Riley Warrants		1.00	October 18, 2025		875,000		-		875,000
MDB Warrants		1.15	October 19, 2022		-		119,565		119,565
MDB Warrants		2.50	October 19, 2022		-		60,000		60,000
Total outstanding and exercisable					2,375,000		507,055		2,882,055

AllHipHop Warrants – On October 26, 2020, the Company exchanged 150,000 of Publisher Partner Warrants (as further described under the heading Publisher Partner Warrants) granted to AllHipHop, LLC (“AllHipHop”) for shares of the Company’s common stock that were originally granted 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 (the “AllHipHop Warrants”) for the surrender and termination of the original warrants granted (the “Exchange”) (further details are provided in Note 22).

The AllHipHop Warrants are exercisable for a period of five years, subject to customary anti-dilution adjustments, and may be exercised on a cashless basis.

Publisher 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 Publisher Partners (the “Publisher Partner Warrants”) to motivate and reward them for their services to the Company and to align the interests of the Publisher 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 Publisher Partner Warrants is administered by management and approved by the Board.

Information with respect to stock-based compensation expense and unrecognized stock-based compensation expense related to the Publisher Partner Warrants is provided under the heading Stock-Based Compensation in Note 22.

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 expense and unrecognized stock-based compensation expense related to the ABG Warrants is provided under the heading Stock-Based Compensation in Note 22.

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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Share-based Payment Arrangement [Abstract]

Compensation Plans

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Compensation Plans

11. Compensation Plans

The Company provides stock-based compensation in the form of (a) stock awards to employees and directors, comprised of restricted stock awards and restricted stock units (collectively referred to as the “Restricted Stock Awards”), (b) stock option grants to employees, directors and consultants (referred to as the “Common Stock Awards”) (c) stock option awards, restricted stock awards, unrestricted stock awards, and stock appreciation rights to employees, directors and consultants (collectively the “Common Equity Awards”), (d) stock option awards outside of the 2016 Stock Incentive Plan and 2019 Equity Incentive Plan to certain officers, directors and employees (referred to as the “Outside Options”), (e) common stock warrants to the Company’s publisher partners (referred to as the “Publisher Partner Warrants”), and (f) common stock warrants to ABG-SI, LLC (referred to as the “ABG Warrants”).

Stock-based compensation and equity-based expense charged to operations or capitalized during the three months ended September 30, 2021 and 2020 are summarized as follows:

Summary of Stock-based Compensation

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
During the Three Months Ended September 30, 2021
Cost of revenue	$	11,808	$	23,217	$	1,696,147	$	967	$	-	$	-	$	1,732,139
Selling and marketing		-		3,970		1,341,948		75,193		-		-		1,421,111
General and administrative		414,163		78,017		4,081,766		-		-		745,636		5,319,582
Total costs charged to operations		425,971		105,204		7,119,861		76,160		-		745,636		8,472,832
Capitalized platform development		2,328		-		483,854		2,690		-		-		488,872
Total stock-based compensation	$	428,299	$	105,204	$	7,603,715	$	78,850	$	-	$	745,636	$	8,961,704

During the Three Months Ended September 30, 2020
Cost of revenue	$	35,610	$	53,149	$	1,178,276	$	2,471	$	992	$	-	$	1,270,498
Selling and marketing		323,164		42,695		734,391		43,900		-		-		1,144,150
General and administrative		80,306		127,786		855,390		-		-		364,248		1,427,730
Total costs charged to operations		439,080		223,630		2,768,057		46,371		992		364,248		3,842,378
Capitalized platform development		88,619		32,680		267,013		1,188		-		-		389,500
Total stock-based compensation	$	527,699		256,310	$	3,035,070	$	47,559	$	992	$	364,248	$	4,231,878

Stock-based compensation and equity-based expense charged to operations or capitalized during the nine months ended September 30, 2021 and 2020 are summarized as follows:

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
During the Nine Months Ended September 30, 2021
Cost of revenue	$	60,838	$	169,482	$	4,694,925	$	4,463	$	-	$	-	$	4,929,708
Selling and marketing		-		13,899		3,820,996		224,371		-		-		4,059,266
General and administrative		559,505		297,283		10,344,247		-		-		1,498,217		12,699,252
Total costs charged to operations		620,343		480,664		18,860,168		228,834		-		1,498,217		21,688,226
Capitalized platform development		11,276		5,071		1,324,805		6,472		-		-		1,347,624
Total stock-based compensation	$	631,619	$	485,735	$	20,184,973	$	235,306	$	-	$	1,498,217	$	23,035,850

During the Nine Months Ended September 30, 2020
Cost of revenue	$	108,936	$	150,915	$	3,261,542	$	5,644	$	36,654	$	-	$	3,563,691
Selling and marketing		920,566		102,206		2,114,595		142,767		-		-		3,280,134
General and administrative		238,558		437,614		2,430,553		150,577		-		1,084,826		4,342,128
Total costs charged to operations		1,268,060		690,735		7,806,690		298,988		36,654		1,084,826		11,185,953
Capitalized platform development		234,611		154,445		864,656		5,451		-		-		1,259,163
Total stock-based compensation	$	1,502,671		845,180	$	8,671,346	$	304,439	$	36,654	$	1,084,826	$	12,445,116

Unrecognized compensation expense and expected weighted-average period to be recognized related to the stock-based compensation awards and equity-based awards as of September 30, 2021 was as follows:

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Unrecognized compensation expense	$	2,750,000	$	-	$	54,255,910	$	135,741	$	-	$	3,788,429	$	60,930,080
Expected weighted-average period expected to be recognized (in years)		1.68		-		2.14		0.44		-		1.63		2.08

Pursuant to an amendment with ABG-SI, LLC on June 4, 2021, the exercise price related to the ABG Warrants exercisable for up to 10,994,922 shares of the Company’s common stock was changed to $0.42 per share from $0.84 per share in exchange for additional benefits under the Sports Illustrated licensing agreement.

Further details as of the date these condensed consolidated financial statements were issued or were available to be issued are provided under the heading Compensation Plans in Note 15.

22. 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 issuance of common stock awards under the 2016 Plan is administered by the Company and approved by the Board.

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, 2020 were calculated using the Black-Scholes option pricing model under the Probability Weighted Scenarios utilizing the following assumptions:

	Up-list			No Up-list
Risk-free interest rate		0.45	%		0.45	%
Expected dividend yield		0.00	%		0.00	%
Expected volatility		71.00	%		132.00	%
Expected life		6.0 years			6.0 years

A summary of the common stock award activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Common stock awards outstanding at January 1, 2019		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
Granted		234,000			0.90
Exercised		(6,944	)		0.56
Forfeited		(601,179	)		1.09
Expired		(788,101	)		0.53
Common stock awards outstanding at December 31, 2020		6,902,337			0.86		7.50
Common stock awards exercisable at December 31, 2020		6,027,418			0.90		7.47
Common stock awards not vested at December 31, 2020		874,919
Common stock awards available for future grants at December 31, 2020		3,097,663

The aggregate grant date fair value of common stock awards granted during the years ended December 31, 2020 was $117,000.

The intrinsic value of exercisable but unexercised in-the-money common stock awards as of December 31, 2020 was approximately $185,413 based on a fair market value of the Company’s common stock of $0.60 per share on December 31, 2020.

The exercise prices under the 2016 Plan for the common stock awards outstanding and exercisable are as follows as of December 31, 2020:

Exercise		Outstanding		Exercisable
Price		(Shares)		(Shares)
	Under $1.00		4,825,750		3,982,816
$	1.01 to $1.25		780,751		779,843
$	1.51 to $1.75		250,000		229,479
$	1.76 to $2.00		924,169		913,613
$	2.01 to $2.25		121,667		121,667
			6,902,337		6,027,418

Information with respect to stock-based compensation expense and unrecognized stock-based compensation expense related to the common stock awards is provided under the heading Stock-Based Compensation.

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 (further details subsequent to the issuance date of these consolidated financial statements are provided under the heading 2019 Equity Incentive Plan in Note 27). The issuance of common equity awards under the 2019 Plan is administered by the Company and approved by the Board. Prior to December 18, 2020, the Company did not have sufficient authorized but unissued shares of common stock to allow for the exercise of these common equity awards granted; accordingly, any common equity awards granted were considered unfunded and were not exercisable until sufficient common shares were authorized (further details are provided in Note 21).

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 years ended December 31, 2020 and 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:

	December 31, 2020						December 31, 2019
	Up-list			No Up-list			Up-list			No Up-list
Expected life		0.20% - 0.79	%		0.20% - 0.79	%		1.51% - 2.59	%		1.51% - 2.59	%
Risk-free interest rate		0.00	%		0.00	%		0.00	%		0.00	%
Volatility factor		61.00% - 91.00	%		61.00% - 142.00	%		69.00% - 95.00	%		119.00% - 149.00	%
Dividend rate		3.0 – 6.7 years			3.0 – 6.7 years			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
Expected life		2.20% - 2.70	%		2.16% - 2.71	%
Risk-free interest rate		0.00	%		0.00	%
Volatility factor		140.00% - 146.00	%		110.00	%
Dividend rate		10.0 years			10.0 years

A summary of the common equity award activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						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
Granted		25,393,768			0.71
Forfeited		(8,342,377	)		0.61
Expired		(2,722	)		0.56
Common equity awards vested at December 31, 2020		82,062,314			0.58		8.65
Common equity awards exercisable at December 31, 2020		13,608,686			0.54		8.49
Common equity awards not vested at December 31, 2020		68,453,628
Common equity awards available for future grants at December 31, 2020		2,937,686

The aggregate grant date fair value for the common equity awards granted during the years ended December 31, 2020 and 2019 was $11,180,642 and $30,864,185, respectively.

The intrinsic value of exercisable but unexercised in-the-money common equity awards as of December 31, 2020 was approximately $1,416,000 based on a fair market value of the Company’s common stock of $0.60 per share on December 31, 2020.

The exercise prices under the 2019 Plan for the common equity awards outstanding and exercisable are as follows as of December 31, 2020:

Exercise	Outstanding		Exercisable
Price	(Shares)		(Shares)
No exercise price		250,000		250,000
Under $1.00		81,812,314		13,358,686
		82,062,314		13,608,686

Information with respect to stock-based compensation expense and unrecognized stock-based compensation expense related to the common equity awards is provided under the heading Stock-Based Compensation.

Outside Options

The Company granted stock options outside the 2016 Plan and 2019 Plan during the year ended December 31, 2020 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 issuance of outside options is administered by the Company and approved by the Board. Prior to December 18, 2020, the Company did not have sufficient authorized but unissued shares of common stock to allow for the exercise of these outside options granted; accordingly, any common stock options granted were considered unfunded and were not exercisable until sufficient common shares were authorized (further details are provided in Note 21).

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, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Outside options outstanding at January 1, 2019		2,414,000		$	0.36		9.94
Granted		1,500,000			0.57
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
Forfeited		(195,333	)		0.46
Expired		(477,334	)		0.39
Outside options outstanding at December 31, 2020		3,052,000			0.46		8.07
Outside options exercisable at December 31, 2020		2,376,333			0.43		6.20
Outside options not vested at December 31, 2020		675,667

The aggregate grant date fair value of outside options granted during the year ended December 31, 2019 was $675,000.

The intrinsic value of exercisable but unexercised in-the-money outside options as of December 31, 2020 was approximately $401,583 based on a fair market value of the Company’s common stock of $0.60 per share on December 31, 2020.

The exercise prices of outside options outstanding and exercisable are as follows as of December 31, 2020:

Exercise	Outstanding		Exercisable
Price	(Shares)		(Shares)
Under $1.00		3,052,000		2,376,333

Information with respect to stock-based compensation expense and unrecognized stock-based compensation expense related to the outside options is provided under the heading Stock-Based Compensation.

Publisher Partner Warrants

On December 19, 2016, as amended on August 23, 2017, and August 23, 2018, the Board approved the Channel Partner Warrant Program to be administered by management that authorized the Company to grant Publisher Partner Warrants. As of December 31, 2020, Publisher Partner Warrants to purchase up to 2,000,000 shares of the Company’s common stock were reserved for grant.

The Publisher Partner Warrants had certain performance conditions. Pursuant to the terms of the Publisher Partner Warrants, the Company would notify the respective Publisher 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 Publisher 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 Publisher Partner generated during the six-month period from the launch of the Publisher 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.

A summary of the Publisher Partner Warrants activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Warrant Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Publisher Partner Warrants outstanding at January 1, 2019		1,017,140		$	1.47		3.26
Forfeited		(77,599	)		1.62
Publisher Partner Warrants outstanding at December 31, 2019		939,541			1.46		2.57
Forfeited		(150,000	)
Publisher Partner Warrants outstanding at December 31, 2020		789,541			1.34		1.50
Publisher Partner Warrants exercisable at December 31, 2020		463,041			1.31		1.52
Publisher Partner Warrants not vested at December 31, 2020		326,500
Publisher Partner Warrants available for future grants at December 31, 2020		1,210,459

During the year ended December 31, 2020, the Company recognized incremental compensation costs as a result of the Exchange of $27,754 (see Note 21).

There was no intrinsic value of exercisable but unexercised in-the-money Publisher Partner Warrants since the fair market value of $0.60 per share of the Company’s common stock was lower than the exercise prices on December 31, 2020.

The exercise prices of the Publisher Partner Warrants outstanding and exercisable are as follows as of December 31, 2020.

Exercise		Outstanding		Exercisable
Price		(Shares)		(Shares)
	Under $1.00		40,000		40,000
$	1.01 to $1.25		465,419		275,419
$	1.26 to $1.50		68,277		68,277
$	1.51 to $1.75		110,318		27,818
$	1.76 to $2.00		104,449		50,449
$	2.01 to $2.25		1,078		1,078
			789,541		463,041

Information with respect to compensation expense and unrecognized compensation expense related to the Publisher Partner Warrants is provided below.

Restricted Stock Units

On May 31, 2019, the Company issued 2,399,997 restricted stock units to certain 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 represented 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 was to be credited to a separate account maintained by the Company in certain circumstances. All amounts credited to the separate account will be part of the general assets of the Company. The restricted stock units were to 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 are provided in Note 21). 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 years ended December 31, 2020 and 2019 is as follows:

	Number of Shares					Weighted Average Grant-Date
	Unvested			Vested		Fair Value
Restricted stock units outstanding at January 1, 2019		-			-	$	-
Granted		2,399,997			-		0.45
Restricted stock units outstanding at December 31, 2019		2,399,997			-		0.45
Forfeited		(2,399,997	)		-
Restricted stock units outstanding at December 31, 2020		-			-		-

As aforementioned (see Note 12), the restricted stock units were forfeited on December 31, 2020.

Information with respect to stock-based compensation expense and unrecognized stock-based compensation expense related to the restricted stock units is included within the Restricted Stock Awards caption under the heading Stock-Based Compensation.

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 with the fair value of the warrants measured at the time of issuance and expensed over the requisite service period.

The fair value of the ABG Warrants issued 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 years ended December 31, 2020 and 2019 is as follows:

Schedule of Warrants Activity

Number of Shares
Weighted Average

Exercise
Weighted Average Remaining Contractual Life

Unvested Vested Price (in years)

ABG Warrants outstanding at January 1, 2019 - - $ -

Issued 21,989,844 - 0.63

ABG Warrants outstanding at December 31, 2019 21,989,844 - 0.63 9.46

Vested (2,198,985 ) 2,198,985 0.63

ABG Warrants outstanding at December 31, 2020 19,790,859 2,198,985 0.63 8.46

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

The intrinsic value of exercisable but unexercised in-the-money ABG Warrants as of December 31, 2020 was approximately $197,909 based on a fair market value of the Company’s common stock of $0.60 per share on December 31, 2020.

Information with respect to compensation expense and unrecognized compensation expense related to the ABG Warrants is provided under the heading Stock-Based Compensation.

Stock-Based Compensation

Stock–based compensation and equity-based expense charged to operations or capitalized during the years ended December 31, 2020 and 2019 are summarized as follows:

Summary of Stock-based Compensation

	Year Ended December 31, 2020
	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Cost of revenue	$	163,181	$	156,043	$	3,975,625	$	8,394	$	36,673	$	-	$	4,339,916
Selling and marketing		1,486,722		114,640		2,454,432		272,431		-		-		4,328,225
General and administrative		317,982		615,604		3,439,803		150,577		-		1,449,074		5,973,040
Total costs charged to operations		1,967,885		886,287		9,869,860		431,402		36,673		1,449,074		14,641,181
Capitalized platform development		361,519		178,284		1,062,792		6,400		-		-		1,608,995
Total stock-based compensation	$	2,329,404		1,064,571	$	10,932,652	$	437,802	$	36,673	$	1,449,074	$	16,250,176

	Year Ended December 31, 2019
	Restricted		Common		Common				Publisher
	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

Unrecognized compensation expense related to the stock-based compensation awards and equity-based awards as of December 31, 2020 was as follows:

	As of December 31, 2020
	Restricted Stock Awards		Common Stock Awards		Common Equity Awards		Outside Options		Publisher Partner Warrants		ABG Warrants		Totals
Unrecognized compensation expense	$	81,620	$	371,932	$	19,874,675	$	283,388	$	-	$	3,214,102	$	23,825,717
Weighted average period expected to be recognized (in years)		0.95		0.67		1.87		1.18		-		2.38		1.91

Revenue Recognition

9 Months Ended

Sep. 30, 2021

Revenue from Contract with Customer [Abstract]

Revenue Recognition

12. Revenue Recognition

Disaggregation of Revenue

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

Schedule of Disaggregation of Revenue

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenue by product line:
Advertising	$	21,678,480	$	9,409,031	$	46,300,974	$	28,788,631
Digital subscriptions		7,698,359		8,469,943		22,472,951		20,096,640
Magazine circulation		25,973,853		12,874,574		53,325,894		34,041,272
Other		4,222,816		1,336,445		5,835,682		2,667,243
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786
Revenue by geographical market:
United States	$	57,762,726	$	29,964,150	$	123,697,063	$	81,295,916
Other		1,810,782		2,125,843		4,238,438		4,297,870
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786
Revenue by timing of recognition:
At point in time	$	51,875,149	$	23,620,050	$	105,462,550	$	65,497,146
Over time		7,698,359		8,469,943		22,472,951		20,096,640
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786

Contract Balances

The timing of the Company’s performance under its various contracts often differs from the timing of the customer’s payment, which results in the recognition of a contract asset or a contract liability. A contract asset is recognized when a good or service is transferred to a customer and the Company does not have the contractual right to bill for the related performance obligations. A contract liability is recognized when consideration is received from the customer prior to the transfer of goods or services.

The following table provides information about contract balances:

	As of
	September 30, 2021		December 31, 2020
Unearned revenue (short-term contract liabilities):
Digital subscriptions	$	15,708,139	$	14,870,712
Magazine circulation		49,244,783		46,586,345
Advertising and other		6,352,733		168,619
	$	71,305,655	$	61,625,676
Unearned revenue (long-term contract liabilities):
Digital subscriptions	$	1,593,724	$	593,136
Magazine circulation		17,444,012		22,712,961
Other		170,000		192,500
	$	19,207,736	$	23,498,597

Unearned Revenue – Unearned revenue, 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 revenue on the condensed consolidated balance sheets. Digital subscription and magazine circulation revenue of $42,893,297 was recognized during the nine months ended September 30, 2021 from unearned revenue at the beginning of the year.

During January and February 2020, the Company modified certain digital and magazine subscription contracts that prospectively changed the frequency of the related issues required to be delivered on a yearly basis. The Company determined that the remaining digital content and magazines to be delivered are distinct from the digital content or magazines already provided under the original contract. As a result, the Company in effect established a new contract that included only the remaining digital content or magazines. Accordingly, the Company allocated the remaining performance obligations in the contracts as consideration from the original contract that has not yet been recognized as revenue.

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Income Taxes

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Income Tax Disclosure [Abstract]

Income Taxes

13. Income Taxes

The provision for income taxes in interim periods is determined using an estimate of the Company’s annual effective tax rate, adjusted for discrete items, if any, that arise during the period. Each quarter, the Company updates its estimate of its annual effective tax rate, and if the estimated annual effective tax rate changes, the Company makes a cumulative adjustment in such period. The quarterly provision for income taxes, and estimate of the Company’s annual effective tax rate, are subject to variation due to several factors, including variability in pre-tax income (or loss), the mix of jurisdictions to which such income relates, changes in how the Company conducts business, and tax law developments.

The effective tax rate benefit for the nine months ended September 30, 2021 and 2020 was 0.29% and 0.00%, respectively. The tax benefit for the nine months ended September 30, 2021 was primarily due to discrete items.

The realization of deferred tax assets is dependent upon a variety of factors, including the generation of future taxable income, the reversal of deferred tax liabilities, and tax planning strategies. Based upon the Company’s historical operating losses and the uncertainty of future taxable income, the Company has provided a valuation allowance against most of the deferred tax assets as of September 30, 2021 and December 31, 2020.

24.

Income Taxes

The components of the (provision) benefit for income taxes consist of the following:

Schedule of Income Taxes


	Years Ended December 31,
	2020			2019
Current tax benefit:
Federal	$	-		$	-
State and local		-			-
Total current tax benefit		-			-
Deferred tax (provision) benefit:
Federal		20,677,960			9,802,070
State and local		5,279,879			3,053,709
Change in valuation allowance		(26,168,671	)		6,685,348
Total deferred tax (provision) benefit		(210,832	)		19,541,127
Total income tax (provision) benefit	$	(210,832	)	$	19,541,127

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. Additionally, the Consolidated Appropriations Act of 2021 was signed on December 27, 2020 which provided additional COVID-19 relief provisions for businesses. The Company has evaluated the impact of both the Acts and has determined that any impact is not material to its financial statements.

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


	As of December 31,
	2020			2019
Deferred tax assets:
Net operating loss carryforwards	$	35,535,941		$	20,998,172
Tax credit carryforwards		263,873			263,873
Allowance for doubtful accounts		458,506			450,116
Accrued expenses and other		677,909			64,494
Liquidated damages		1,549,313			1,078,235
Unearned revenue		2,356,111			-
Stock-based compensation		2,158,080			1,055,083
Operating lease liability		691,228			223,596
Depreciation and amortization		4,341,983			3,921,952
Deferred tax assets		48,032,944			28,055,521
Valuation allowance		(29,653,417	)		(3,484,746	)
Total deferred tax assets		18,379,527			24,570,775
Deferred tax liabilities:
Prepaid expenses		(144,704	)		(148,051	)
Unearned revenue		-			(67,295	)
Acquisition-related intangibles		(18,445,655	)		(24,355,429	)
Total deferred tax liabilities		(18,590,359	)		(24,570,775	)
Net deferred tax liabilities	$	(210,832	)	$	-

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, except for deferred tax liabilities on indefinite lived intangible assets, as of December 31, 2020 and 2019.

As of December 31, 2020, the Company had federal, state, and local net operating loss carryforwards available of approximately $131.17 million, $100.61 million, and $31.15 million, respectively, to offset future taxable income. Net operating losses for U.S. federal tax purposes of $60.67 million do not expire (limited to 80% of taxable income in a given year) and $70.50 million will expire, if not utilized, through 2037 in various amounts. 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.

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 the Company can use to reduce its 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 2020 and concluded it may have experienced an ownership change as a result of certain equity offerings during the rolling three-year period of 2018 to 2020. 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, 2019 and 2020 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, 2020.

The provision (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,
	2020						2019
	Amount			Percent			Amount			Percent
Federal benefit expected at statutory rate	$	(18,694,437	)		21.0	%	$	(12,188,924	)		21.0	%
State and local taxes, net of federal benefit		(5,279,879	)		5.9	%		(3,053,709	)		5.3	%
Stock-based compensation		1,768,735			(2.0	)%		1,591,202			(2.7	)%
Unearned revenue		(5,120,330	)		5.8	%		(1,969,056	)		3.4	%
Interest expense		1,173,535			(1.3	)%		1,015,199			(1.7	)%
Other differences, net		152,294			(0.2	)%		199,643			(0.4	)%
Valuation allowance		26,168,671			(29.4	)%		(6,685,348	)		11.5	%
Other permanent differences		42,243			0.0	%		1,549,866			(2.7	)%
Tax provision (benefit) and effective income tax rate	$	210,832			(0.2	)%	$	(19,541,127	)		33.7	%

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, 2020 and 2019. 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 2017 forward and the California returns from 2016 forward are subject to examination. The Company currently is not under examination by any tax authority.

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.

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Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Commitments and Contingencies

14. Commitments and Contingencies

Revenue Guarantees

On a select basis, the Company has provided revenue share guarantees to certain independent publishers that transition their publishing operations from another platform to theMaven.net or maven.io. These arrangements generally guarantee the publisher a monthly amount of income for a period of 12 to 24 months from inception of the publisher contract that is the greater of (a) a fixed monthly minimum, or (b) the calculated earned revenue share. For the three months ended September 30, 2021 and 2020, the Company recognized publisher partner guarantees of $214,286 and $2,539,055, respectively. For the nine months ended September 30, 2021 and 2020, the Company recognized publisher partner guarantees of $3,781,240 and $7,541,619, 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.

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, 2020 and 2019, the Company paid Publisher Partner guarantees of $9,391,135 and $7,111,248, respectively.

Claims and Litigation

Liquidated Damages

The Company determined that it is contingently liable for certain for the Registration Rights Damages and Public Information Failure Damages (collectively the “Liquidated Damages”) covering the instruments in the table below, therefore, a contingent obligation (including interest computed at 1% per month based on the balance outstanding for each Liquidating Damages) exist as of the issuance date of these consolidated financial statements as follows:

Schedule of Liquidating Damages

	Series H Preferred Stock		Series J Preferred Stock		Series K Preferred Stock		Total Liquidated Damages
Registration Rights Damages	$	-	$	360,000	$	-	$	360,000
Public Information Failure Damages		7,854		360,000		1,082,520		1,450,374
Accrued interest		153		7,437		2,817		10,407
	$	8,007	$	727,437	$	1,085,337	$	1,820,781

Subsequent Events

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Subsequent Events [Abstract]

Subsequent Events

15. Subsequent Events

The Company performed an evaluation of subsequent events through the date of filing of these condensed consolidated financial statements with the SEC. Other than the below described subsequent events, there were no material subsequent events which affected, or could affect, the amounts or disclosures on the condensed consolidated financial statements.

Compensation Plans

From October 1, 2021 through the date these condensed consolidated financial statements were issued or were available to be issued, the Company granted approximately 90,000 restricted stock awards to employees and 910,000 common stock options exercisable for shares of its common stock to employees.

Long-term Debt

12% Second Amended Senior Secured Notes – The balance outstanding under the 12% Second Amended Senior Secured Notes as of the date these condensed consolidated financial statements were issued or were available to be issued was approximately $61.7 million, which included outstanding principal of approximately $48.8 million, payment of in-kind interest of approximately $12.3 million that the Company was permitted to add to the aggregate outstanding principal balance, and unpaid accrued interest of approximately $0.5 million.

Delayed Draw Term Note – The balance outstanding under the Delayed Draw Term Note as of the date these condensed consolidated financial statements were issued or were available to be issued was approximately $4.7 million, which included outstanding principal of approximately $3.6 million, and payment of in-kind interest of approximately $1.1 million that the Company was permitted to add to the aggregate outstanding principal balance.

Business Membership Agreement

Effective October 1, 2021, the Company entered into a business membership agreement with York Factory LLC, doing business as SaksWorks, that permits access to certain office space with furnishings, referred to as SaksWorks Memberships (each membership provides a certain number of accounts that equate to the use of the space granted). The term of the agreement is for twenty-seven months, with an initial period of three months at $25,000 per month for 30 accounts and secondary period for the remaining twenty-four months at $56,617 per month for 110 accounts. The agreement also provides for: (1) additional accounts at predetermined pricing; (2) early termination date of June 30, 2023 providing the Company gives notice by December 31, 2022; and (3) renewal of agreement at the end on the term for a twelve-month period at the then-current market price and pricing structure on such renewal date.

27.

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.

2019 Equity Incentive Plan

From January 2021 through the date these consolidated financial statements were issued or were available to be issued, the Company granted common stock options, restricted stock units and restricted stock awards totaling 83,590,165 (includes 11,158,049 stock options and 26,048,781 restricted stock units issued on February 18, 2021, see below for further details) shares of the Company’s common stock, of which 83,565,415 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.

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 option holder 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 option holder 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 2019 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.

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.

Appointments and Departures

On February 16, 2021, the Company announced the appointment of H. 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. On June 8, 2021, Mr. Semler resigned as a director of the Company.

On March 9, 2021, Josh Jacobs resigned as a director of the Company.

On June 10, 2021, David Bailey resigned as a director of the Company.

On June 11, 2021, the Company announced the appointment of Carlo Zola and Daniel Shribman as directors of the Company.

Preferred Stock

On May 4, 2021, a special committee of the Board declared a dividend of one preferred stock purchase right to be paid to the stockholders of record at the close of business on May 14, 2021 for (i) each outstanding share of the Company’s common stock and (ii) each share of the Company’s common stock issuable upon conversion of each share of the Company’s Series H Preferred Stock. Each preferred stock purchase right entitles the registered holder to purchase, subject to a rights agreement, from the Company one one-thousandth of a share of the Company’s newly created Series L Junior Participating Preferred Stock, par value $0.01 per share (the “Series L Preferred Stock”), at a price of $4.00, subject to certain adjustments. The Series L Preferred Stock will be entitled, when, as and if declared, to a preferential per share quarterly dividend payment equal to the greater of (i) $1.00 per share or (ii) 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions paid to the holders of the Company’s common stock. The Series L Preferred Stock will be entitled to 1,000 votes on all matters submitted to a vote of the stockholders of the Company. In the event of any merger, consolidation or other transaction in which shares of the Company’s common stock are converted or exchanged, the Series L Preferred Stock will be entitled to receive 1,000 times the amount received per one share of the Company’s common stock.

Long-Term Debt

12% Second Amended Senior Secured Notes – On May 19, 2021, the Company entered into an amendment to second amended and restated note purchase agreement (“Amendment 2”) with BRF Finance, an affiliated entity of B. Riley, in its capacity as agent for the purchasers and as purchaser, which further amended the 12% Second Amended Senior Secured Notes, dated March 24,2020, as amended. Pursuant to Amendment 2: (i) the interest rate on the 12% Second Amended Senior Secured Notes decreased from a rate of 12% per annum to a rate of 10% per annum; (ii) the interest rate on the Term Note decreased from a rate of 15% per annum to a rate of 10% per annum; and (iii) the Company agreed that within one (1) business day after receipt of cash proceeds from any issuance of equity interests, it will prepay the certain obligations in an amount equal to such cash proceeds, net of underwriting discounts and commissions; provided, that, this mandatory prepayment obligation does not apply to any proceeds that the Company received from shares of the Company’s common stock issued pursuant to the securities purchase agreement (as further described below under the heading Common Stock) during the 90-day period commencing on May 20, 2021.

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 $60.1 million, which included outstanding principal of approximately $48.8 million, payment of in-kind interest of approximately $10.8 million that the Company was permitted to add to the aggregate outstanding principal balance, and unpaid accrued interest of approximately $0.5 million.

Delayed Draw Term Note – On May 19, 2021, pursuant to Amendment 2, the interest rate on the Term Note decreased from a rate of 15% per annum to a rate of 10% per annum.

The balance outstanding under the Term Note as of the date these consolidated financial statements were issued or were available to be issued was approximately $4.6 million, which included outstanding principal of approximately $3.5 million, and payment of in-kind interest of approximately $1.1 million that the Company was permitted to add to the aggregate outstanding principal balance.

Paycheck Protection Program Loan – On June 22, 2021, the SBA has authorized full forgiveness of $5,702,725 under the PPP Loan, where the Company will not need to make any payments on the PPP Loan that JPMorgan Chase facilitates as an SBA lender. JPMorgan Chase will apply the forgiveness amount the SBA authorized, plus all accrued interest, to the Company’s PPP Loan. The requirements under this program are established by the SBA. All requests for PPP Loan forgiveness are subject to SBA eligibility.

Common Stock

On June 2, 2021, the Company entered into a securities purchase agreement with an accredited investor, pursuant to which the Company sold an aggregate of 7,142,857 shares of its common stock, at a per share price of $0.70 for gross proceeds of approximately $5.0 million in a private placement that was in addition to the closings that occurred on May 20, 2021 and May 25, 2021 as referenced above. The Company intends to use the proceeds for general corporate purposes.

The security purchase agreements included a provision that requires the Company to maintain its periodic filings with the SEC in order to satisfy the public information requirements under Rule 144(c) of the Securities Act. If the Company fails for any reason to satisfy the current public information requirement at any time during the period commencing from the twelve (12) month anniversary of the date the Company becomes current in its filing obligations and ending at such time that all of the common stock may be sold without the requirement for the Company to be in compliance with Rule 144(c)(1) and otherwise without restriction or limitation pursuant to Rule 144, if the Company (i) shall fail for any reason to satisfy the current public information requirement under Rule 144(c) or (ii) has ever been an issuer described in Rule 144(i)(1)(i) or becomes an issuer in the future, and the Company shall fail to satisfy any condition set forth in Rule 144(i)(2) (a “Public Information Failure”) then, in addition to such purchaser’s other available remedies, the Company shall pay to a purchaser, in cash, as partial liquidated damages and not as a penalty, an amount in cash equal to one percent (1.0%) of the aggregate subscription amount of the purchaser’s shares then held by the purchaser on the day of a Public Information Failure and on every thirtieth (30th) day (pro-rated for periods totaling less than thirty days) thereafter until the earlier of (a) the date such Public Information Failure is cured up to a maximum of five (5) 30-day periods and (b) such time that such public information is no longer required for the purchasers to transfer the shares pursuant to Rule 144. Public Information Failure Damages shall be paid on the earlier of (i) the last day of the calendar month during which such Public Information Failure Damages are incurred and (ii) the third (3rd) business day after the event or failure giving rise to the Public Information Failure Damages is cured. In the event the Company fails to make Public Information Failure Damages in a timely manner, such Public Information Failure Damages shall bear interest at the rate of 1.0% per month (prorated for partial months) until paid in full.

Heckman Stock Option Modifications

On June 3, 2021, the Company and Mr. Heckman, the Company’s former Chief Executive Officer, entered into an amendment to certain option grants under the Company’s 2016 Plan and 2019 Plan. The amendment to the 2016 Plan options, clarifies that the option qualifies as a non-statutory stock option and that it remains exercisable for the remainder of the term of the option. The amendment to the 2019 Plan options, clarifies that the option qualifies as a non-statutory stock option and that it remains exercisable for the remainder of the term of the option. The 2019 Plan amendment also changed the vesting schedule of the option to provide for immediate vesting of 2,000,000 shares of options, with the remainder of the options being subject to performance-based vesting that is tied to the price of the Company’s common stock.

Acquisition of College Spun Media Incorporated

On June 4, 2021, the Company acquired all of the issued and outstanding shares of capital stock of College Spun Media Incorporated for an aggregate of $11.0 million in cash and the issuance of an aggregate of 4,285,714 restricted shares of the Company’s common stock, with one-half of the shares vesting on the first anniversary of the closing date and the remaining one-half of the shares vesting on the second anniversary of the closing date. The cash payment consists of: (i) $10.8 million paid at closing (additional cash paid at closing of $0.8 million represents adjusted cash pursuant to the agreement), and (ii) $0.5 million to be paid on the first anniversary of the closing and $0.5 million to be paid on the second anniversary date of the closing, subject to a customary working capital adjustment based on cash and accounts receivable as of the closing date. The vesting of shares of the Company’s common stock is subject to the continued employment of certain selling employees.

Organization and Basis of Presentation

12 Months Ended

Dec. 31, 2020

Organization and Basis of Presentation

1. Organization and Basis of Presentation

Organization

TheMaven, Inc. (the “Maven” or “Company”), was incorporated in Delaware on October 1, 1990. On October 11, 2016, the predecessor entity now known as Maven exchanged its shares with another entity that was incorporated in Delaware on July 22, 2016. On November 4, 2016, these entities consummated a recapitalization. This resulted in Maven becoming the parent entity, and the other Delaware entity becoming the wholly owned subsidiary. On December 19, 2019, the Company’s wholly owned subsidiaries Maven Coalition, Inc., and HubPages, Inc., a Delaware corporation that was acquired by the Company in a merger during 2018 (“HubPages”), were merged into another of the Company’s wholly owned subsidiaries, Say Media, Inc., a Delaware corporation that was acquired by the Company in a merger during 2018 (“Say Media”), with Say Media as the surviving corporation. On January 6, 2020, Say Media changed its name to Maven Coalition, Inc. (“Coalition”). As of December 31, 2020, the Company’s wholly owned subsidiaries consist of Coalition, Maven Media Brands, LLC (“Maven Media” formed during 2019 as a wholly owned subsidiary of Maven) and TheStreet, Inc. (“TheStreet” acquired by the Company in a merger during 2019 as further described in Note 3).

Unless the context indicates otherwise, Maven, Coalition, and TheStreet, 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), own and operate TheStreet, Inc. (the “TheStreet”), and power more than 200 independent brands. The Maven technology platform (the “Maven 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 (each a “Publisher Partner”). Each Publisher Partner joins the media-coalition by invitation-only and is drawn from premium media brands and independent publishing businesses. Publisher Partners publish content and oversee an online community for their respective sites, leveraging our proprietary technology platform to engage the collective audiences within a single network. Generally, Publisher Partners are independently owned, strategic partners who receive a share of revenue from the interaction with their content. When they join, the Company believes Publisher Partners will benefit from the proprietary technology of the Maven Platform, techniques and relationships. Advertising revenue may improve due to the scale we have achieved by combining all Publisher Partners onto a single platform and a large and experienced sales organization. They may also benefit from our membership marketing and management systems, which we believe will enhance their revenue. Additionally, the Company believes the lead brand within each vertical creates a halo benefit for all Publisher Partners 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 may 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 Publisher Partners 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 publisher specialists, and further enhance coverage with individual expert contributors. The primary means of expansion is adding independent Publisher Partners 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. These consolidated financial statements have 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 2020 was primarily a result of the impact on our business from the COVID-19 pandemic and the related shut down of most professional and collegiate sports, which reduced user traffic and advertising revenue. The operating loss realized in fiscal 2019 was primarily a result of a marketing investment in customer growth, together with investment in people and technology as we continued to expand our operations, and operations rapidly expanding during fiscal 2019 with the TheStreet Merger and the Sports Illustrated Licensing Agreement.

As reflected in these consolidated financial statements, the Company had revenues of $128,032,397 for the year ended December 31, 2020, and experienced recurring net losses from operations, negative working capital, and negative operating cash flows. During the year ended December 31, 2020, the Company incurred a net loss attributable to common stockholders of $104,874,558, utilized cash in operating activities of $32,294,587, and as of December 31, 2020, had an accumulated deficit of $162,273,286. The Company has financed its working capital requirements since inception through the issuance of debt and equity securities.

The negative impact from the COVID-19 pandemic during 2021 has been to a lesser extent than in 2020. Beginning in 2021, restrictions on non-essential work activity have begun to lift and sporting and other events have begun to be held, with attendance closer to pre-pandemic levels, which has resulted in an increase in traffic to the Maven Platform and, thereby an increase in advertising revenue. The ultimate extent of the impact on our operational and financial performance will depend on future developments, including the duration and spread of the COVID-19 pandemic, whether related group gathering and sports event advisories and restrictions will be put in place again, and the extent and effectiveness of containment and other actions taken, including the percentage of the population that receives COVID-19 vaccinations, all of which remain uncertain at the time of issuance of our accompanying 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, the Company’s fiscal 2021 cash flow forecast and its fiscal 2021 operating budget. Management also considered the Company’s implementation of additional measures, if required, related to potential 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 14) to fund changes in working capital, under which the Company has available credit of approximately $8.5 million as of the issuance date of these consolidated financial statements for the year ended December 31, 2020, and that the Company does not anticipate the need for any further borrowings that are subject to the approval of the holders of the Term Note (as described in Note 19) under which the Company may be permitted to borrow up to an additional $5.0 million; and (2) 2021 operating budget, considered that approximately fifty-eight 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 acquisition of TheStreet in 2019 (as described in Note 3) and to grow premium digital subscriptions from its Sports Illustrated Licensed Brands (as described in Note 3), in which were launched in February 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, 2019 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.

Prepayments and Other Current Assets

12 Months Ended

Dec. 31, 2020

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,
	2020		2019
Prepaid expenses	$	3,400,080	$	3,370,757
Prepaid software license		378,488		89,822
Refundable income and franchise taxes		733,553		733,553
Security deposits		92,494		96,135
Other receivables		62,648		20,468
	$	4,667,263	$	4,310,735

Royalty Fees

12 Months Ended

Dec. 31, 2020

Royalty Fees

Royalty Fees

5. Royalty Fees

As of December 31, 2020 and 2019, $26,250,000 and $41,250,000, respectively, of prepaid Royalties fees was unamortized from the $45,000,000 guaranteed minimum annual Royalties that was paid to ABG in connection with the Sports Illustrated Licensing Agreement. The Royalties are being recognized over a period of three-years starting October 4, 2019. As of December 31, 2020 and 2019, the current portion of $15,000,000 was reflected within royalty fees on the consolidated balance sheets and the long-term portion of $11,250,000 and $26,250,000, respectively, was reflected within royalty fees, net of current portion on the consolidated balance sheets.

Property and Equipment

12 Months Ended

Dec. 31, 2020

Property, Plant and Equipment [Abstract]

Property and Equipment

6. Property and Equipment

Property and equipment are summarized as follows:

Schedule of Property and Equipment

	As of December 31,
	2020			2019
Office equipment and computers	$	1,341,292		$	476,233
Furniture and fixtures		19,997			193,914
Leasehold improvements		345,516			307,550
		1,706,805			977,697
Less accumulated depreciation and amortization		(577,367	)		(316,420	)
Net property and equipment	$	1,129,438		$	661,277

Depreciation and amortization expense for the years ended December 31, 2020 and 2019 was $638,796 and $276,791, 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. No impairment charges have been recorded in the periods presented.

Platform Development

12 Months Ended

Dec. 31, 2020

Platform Development

Platform Development

8. Platform Development

Platform development costs are summarized as follows:

Summary of Platform Development Costs

	As of December 31,
	2020			2019
Platform development	$	16,027,428		$	10,678,692
Less accumulated amortization		(8,671,820	)		(4,785,973	)
Net platform development	$	7,355,608		$	5,892,719

A summary of platform development activity for the years ended December 31, 2020 and 2019 is as follows:

	As of December 31,
	2020			2019
Platform development beginning of year	$	10,678,692		$	6,833,900
Payroll-based costs capitalized during the year		3,750,541			2,537,402
Total capitalized costs		14,429,233			9,371,302
Stock-based compensation		1,608,995			1,307,390
Dispositions during the year		(10,800	)		-
Platform development end of year	$	16,027,428		$	10,678,692

Amortization expense for platform development for the years ended December 31, 2020 and 2019, was $3,890,966 and $2,660,029, respectively, is included within cost of revenues on the consolidated statements of operations.

Intangible Assets

12 Months Ended

Dec. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

9. Intangible Assets

Intangible assets subject to amortization consisted of the following:

	Weighted Average	As of December 31, 2020							As of December 31, 2019
	Useful Life (in years)	Carrying Amount		Accumulated Amortization			Net Carrying Amount		Carrying Amount		Accumulated Amortization			Net Carrying Amount
Developed technology	4.70	$	19,070,857	$	(8,283,740	)	$	10,787,117	$	19,138,104	$	(4,090,359	)	$	15,047,745
Noncompete agreement	2.00		480,000		(480,000	)		-		480,000		(252,000	)		228,000
Trade name	16.63		3,328,000		(503,342	)		2,824,658		3,328,000		(224,745	)		3,103,255
Subscriber relationships	5.10		73,458,799		(18,105,041	)		55,353,758		73,458,799		(3,587,837	)		69,870,962
Advertiser relationships	9.42		2,240,000		(332,515	)		1,907,485		2,240,000		(94,635	)		2,145,365
Database	3.00		1,140,000		(531,183	)		608,817		1,140,000		(151,183	)		988,817
Subtotal amortizable intangible assets			99,717,656		(28,235,821	)		71,481,835		99,784,903		(8,400,759	)		91,384,144
Website domain name	-		20,000		-			20,000		20,000		-			20,000
Total intangible assets		$	99,737,656	$	(28,235,821	)	$	71,501,835	$	99,804,903	$	(8,400,759	)	$	91,404,144

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 business acquisitions. The website domain name has an infinite life and is not being amortized. Amortization expense for the years ended December 31, 2020 and 2019 was $20,301,665 and $7,806,517, respectively. Amortization expense for developed technology and platform development of $4,659,986 and $3,531,936 for the years ended December 31, 2020 and 2019, respectively, are included within cost of revenues on the consolidated statements of operations. No impairment charges have been recorded during the years ended December 31, 2020 and 2019.

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, 2020 is as follows:

		1
Year Ending December 31,
2021	$	19,803,965
2022		19,209,117
2023		17,460,073
2024		11,397,870
Thereafter		3,610,810
Intangible assets, net	$	71,481,835

Other Assets

12 Months Ended

Dec. 31, 2020

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

Other Assets

10. Other Assets

Other assets are summarized as follows:

Summary of Other Assets

		2020		2019
	As of December 31,
	2020		2019
Security deposit	$	110,418	$	110,418
Other deposits		15,400		65,764
Prepaid expenses		732,309		867,467
Note receivable		-		41,638
Prepaid supplies		472,685		-
Other assets	$	1,330,812	$	1,085,287

Goodwill

12 Months Ended

Dec. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

11. Goodwill

The changes in carrying value of goodwill as follows:

	As of December 31,
	2020		2019
Carrying value at beginning of year	$	16,139,377	$	7,324,287
Goodwill acquired in acquisition of TheStreet		-		8,815,090
Carrying value at end of year	$	16,139,377	$	16,139,377

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, 2020 and 2019, 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. The annual impairment test was performed on December 31, 2020. No impairment of goodwill has been identified during the years ended December 31, 2020 and 2019.

Accrued Expenses

12 Months Ended

Dec. 31, 2020

Payables and Accruals [Abstract]

Accrued Expenses

13. Accrued Expenses

Accrued expenses are summarized as follows:

Schedule of Accrued Expenses

		2020		2019
	As of December 31,
	2020		2019
General accrued expenses	$	4,116,875	$	7,665,518
Accrued payroll and related taxes		2,519,903		968,782
Accrued publisher expenses		3,956,114		1,550,669
Sales tax liability		1,063,515		801,930
Due to Meredith		-		701,734
Due to ABG		-		4,000,000
Restricted stock liabilities		1,627,499		-
Other		1,434,287		794,568
Total accrued expenses	$	14,718,193	$	16,483,201

Liquidated Damages Payable

12 Months Ended

Dec. 31, 2020

Liquidated Damages Payable

Liquidated Damages Payable

15. Liquidated Damages Payable

Liquidated Damages payable are summarized as follows:

Summary of Liquidated Damages

	As of December 31, 2020
	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	$	-	$	1,386,000	$	1,200,000	$	3,764,956
Public Information Failure Damages		-		1,163,955		905,490		1,386,000		1,200,000		4,655,445
Accrued interest		-		481,017		134,466		332,185		200,022		1,147,690
	$	15,001	$	2,808,927	$	1,039,956	$	3,104,185	$	2,600,022	$	9,568,091

	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

(1)

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

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.

Promissory Notes

12 Months Ended

Dec. 31, 2020

Promissory Notes

Promissory Notes

17.

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, the total principal amount of advances outstanding were $319,351 (including accrued interest of $12,574) (see Note 25). As of December 31, 2020, the note was repaid (further details are provided in Note 20).

Convertible Debt

12 Months Ended

Dec. 31, 2020

Debt Disclosure [Abstract]

Convertible Debt

18.

Convertible Debt

During 2018 and 2019, the Company had various financings through the issuance of the 12% senior subordinated convertible debentures which were due and payable on December 31, 2020 (the “12% Convertible Debentures”). Interest accrued 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 were secured by a security agreement, dated as of October 18, 2018, by and among the Company and each investor thereto. The 12% Convertible Debentures were subject to the Company receiving stockholder approval to increase its authorized shares of common stock before conversion. Principal on the 12% Convertible Debentures were convertible into shares of the Company’s common stock, at the option of the investor at any time prior to December 31, 2020, at either a per share conversion price of $0.33 (with respect to the 12% Convertible Debentures issued in 2018) or $0.40 (with respect to the 12% Convertible Debentures issued in 2019), subject to adjustment for stock splits, stock dividends and similar transactions, and certain beneficial ownership blocker provisions. Further, the 12% Convertible Debentures were subject to Liquidated Damages (as further described below and in Note 23 and Note 26).

The 12% Convertible Debentures were issued and convertible into shares of the Company’s common stock as follows: (1) gross proceeds of $13,091,528 on December 12, 2018, convertible into 39,671,297 shares; (2) gross proceeds of $1,696,000 on March 18, 2019, convertible into 4,240,000 shares; (3) gross proceeds of $318,000 on March 27, 2019, convertible into 795,000 shares; and (4) gross proceeds of $100,000 on April 8, 2019, convertible into 250,000 shares. Upon issuance of the various financings, the Company accounted for the embedded conversion option feature, buy-in feature, and default remedy feature (as further described below and in Note 16) as embedded derivative liabilities, which required the Company to carry such amount on its consolidated balance sheets as a liability at fair value, as adjusted at each period-end (see Note 16).

The Company also incurred 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 12% Convertible Debentures issued during the year ended December 31, 2019 were as follows:

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, 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, 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, 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.

The 12% Convertible Debentures also provided that as long as the debt remains outstanding, unless investors holding at least 51% in principal amount of the then-outstanding 12% Convertible Debentures otherwise agree, the Company was not permitted to 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 within a certain timeframe and subject to certain conditions. 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, 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 registration rights agreements provide for Registration Rights Damages (further details are provided in Note 15).

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 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 securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15).

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 15 and Note 26).

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. With respect to the conversion of the accrued interest into shares of the Company’s common stock, the Company recognized a loss on conversion of $3,297,539 at the time of conversion on the consolidated statements of operations. Upon conversion of the 12% Convertible Debentures, the Company recorded the aggregate outstanding principal and loss on conversion of the accrued interest of $21,402,488 within additional paid-capital on the consolidated statements of stockholders’ deficiency.

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:

Schedule of 12% Convertible Debentures

	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 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

For additional information for the years ended December 31, 2020 and 2019 with respect to interest expense related to the 12% Convertible Debentures is provided in Note 19.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Stock-Based Compensation

11. Compensation Plans

Stock-based compensation and equity-based expense charged to operations or capitalized during the three months ended September 30, 2021 and 2020 are summarized as follows:

Summary of Stock-based Compensation

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
During the Three Months Ended September 30, 2021
Cost of revenue	$	11,808	$	23,217	$	1,696,147	$	967	$	-	$	-	$	1,732,139
Selling and marketing		-		3,970		1,341,948		75,193		-		-		1,421,111
General and administrative		414,163		78,017		4,081,766		-		-		745,636		5,319,582
Total costs charged to operations		425,971		105,204		7,119,861		76,160		-		745,636		8,472,832
Capitalized platform development		2,328		-		483,854		2,690		-		-		488,872
Total stock-based compensation	$	428,299	$	105,204	$	7,603,715	$	78,850	$	-	$	745,636	$	8,961,704

During the Three Months Ended September 30, 2020
Cost of revenue	$	35,610	$	53,149	$	1,178,276	$	2,471	$	992	$	-	$	1,270,498
Selling and marketing		323,164		42,695		734,391		43,900		-		-		1,144,150
General and administrative		80,306		127,786		855,390		-		-		364,248		1,427,730
Total costs charged to operations		439,080		223,630		2,768,057		46,371		992		364,248		3,842,378
Capitalized platform development		88,619		32,680		267,013		1,188		-		-		389,500
Total stock-based compensation	$	527,699		256,310	$	3,035,070	$	47,559	$	992	$	364,248	$	4,231,878

Stock-based compensation and equity-based expense charged to operations or capitalized during the nine months ended September 30, 2021 and 2020 are summarized as follows:

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
During the Nine Months Ended September 30, 2021
Cost of revenue	$	60,838	$	169,482	$	4,694,925	$	4,463	$	-	$	-	$	4,929,708
Selling and marketing		-		13,899		3,820,996		224,371		-		-		4,059,266
General and administrative		559,505		297,283		10,344,247		-		-		1,498,217		12,699,252
Total costs charged to operations		620,343		480,664		18,860,168		228,834		-		1,498,217		21,688,226
Capitalized platform development		11,276		5,071		1,324,805		6,472		-		-		1,347,624
Total stock-based compensation	$	631,619	$	485,735	$	20,184,973	$	235,306	$	-	$	1,498,217	$	23,035,850

During the Nine Months Ended September 30, 2020
Cost of revenue	$	108,936	$	150,915	$	3,261,542	$	5,644	$	36,654	$	-	$	3,563,691
Selling and marketing		920,566		102,206		2,114,595		142,767		-		-		3,280,134
General and administrative		238,558		437,614		2,430,553		150,577		-		1,084,826		4,342,128
Total costs charged to operations		1,268,060		690,735		7,806,690		298,988		36,654		1,084,826		11,185,953
Capitalized platform development		234,611		154,445		864,656		5,451		-		-		1,259,163
Total stock-based compensation	$	1,502,671		845,180	$	8,671,346	$	304,439	$	36,654	$	1,084,826	$	12,445,116

Unrecognized compensation expense and expected weighted-average period to be recognized related to the stock-based compensation awards and equity-based awards as of September 30, 2021 was as follows:

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Unrecognized compensation expense	$	2,750,000	$	-	$	54,255,910	$	135,741	$	-	$	3,788,429	$	60,930,080
Expected weighted-average period expected to be recognized (in years)		1.68		-		2.14		0.44		-		1.63		2.08

Further details as of the date these condensed consolidated financial statements were issued or were available to be issued are provided under the heading Compensation Plans in Note 15.

22. Stock-Based Compensation

Common Stock Awards

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

	Up-list			No Up-list
Risk-free interest rate		0.45	%		0.45	%
Expected dividend yield		0.00	%		0.00	%
Expected volatility		71.00	%		132.00	%
Expected life		6.0 years			6.0 years

A summary of the common stock award activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Common stock awards outstanding at January 1, 2019		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
Granted		234,000			0.90
Exercised		(6,944	)		0.56
Forfeited		(601,179	)		1.09
Expired		(788,101	)		0.53
Common stock awards outstanding at December 31, 2020		6,902,337			0.86		7.50
Common stock awards exercisable at December 31, 2020		6,027,418			0.90		7.47
Common stock awards not vested at December 31, 2020		874,919
Common stock awards available for future grants at December 31, 2020		3,097,663

The aggregate grant date fair value of common stock awards granted during the years ended December 31, 2020 was $117,000.

The exercise prices under the 2016 Plan for the common stock awards outstanding and exercisable are as follows as of December 31, 2020:

Exercise		Outstanding		Exercisable
Price		(Shares)		(Shares)
	Under $1.00		4,825,750		3,982,816
$	1.01 to $1.25		780,751		779,843
$	1.51 to $1.75		250,000		229,479
$	1.76 to $2.00		924,169		913,613
$	2.01 to $2.25		121,667		121,667
			6,902,337		6,027,418

Common Equity Awards

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

	December 31, 2020						December 31, 2019
	Up-list			No Up-list			Up-list			No Up-list
Expected life		0.20% - 0.79	%		0.20% - 0.79	%		1.51% - 2.59	%		1.51% - 2.59	%
Risk-free interest rate		0.00	%		0.00	%		0.00	%		0.00	%
Volatility factor		61.00% - 91.00	%		61.00% - 142.00	%		69.00% - 95.00	%		119.00% - 149.00	%
Dividend rate		3.0 – 6.7 years			3.0 – 6.7 years			3.0 – 6.0 years			3.0 – 6.0 years

	Up-list			No Up-list
Expected life		2.20% - 2.70	%		2.16% - 2.71	%
Risk-free interest rate		0.00	%		0.00	%
Volatility factor		140.00% - 146.00	%		110.00	%
Dividend rate		10.0 years			10.0 years

A summary of the common equity award activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						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
Granted		25,393,768			0.71
Forfeited		(8,342,377	)		0.61
Expired		(2,722	)		0.56
Common equity awards vested at December 31, 2020		82,062,314			0.58		8.65
Common equity awards exercisable at December 31, 2020		13,608,686			0.54		8.49
Common equity awards not vested at December 31, 2020		68,453,628
Common equity awards available for future grants at December 31, 2020		2,937,686

The aggregate grant date fair value for the common equity awards granted during the years ended December 31, 2020 and 2019 was $11,180,642 and $30,864,185, respectively.

The exercise prices under the 2019 Plan for the common equity awards outstanding and exercisable are as follows as of December 31, 2020:

Exercise	Outstanding		Exercisable
Price	(Shares)		(Shares)
No exercise price		250,000		250,000
Under $1.00		81,812,314		13,358,686
		82,062,314		13,608,686

Outside Options

	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, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Outside options outstanding at January 1, 2019		2,414,000		$	0.36		9.94
Granted		1,500,000			0.57
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
Forfeited		(195,333	)		0.46
Expired		(477,334	)		0.39
Outside options outstanding at December 31, 2020		3,052,000			0.46		8.07
Outside options exercisable at December 31, 2020		2,376,333			0.43		6.20
Outside options not vested at December 31, 2020		675,667

The aggregate grant date fair value of outside options granted during the year ended December 31, 2019 was $675,000.

The exercise prices of outside options outstanding and exercisable are as follows as of December 31, 2020:

Exercise	Outstanding		Exercisable
Price	(Shares)		(Shares)
Under $1.00		3,052,000		2,376,333

Information with respect to stock-based compensation expense and unrecognized stock-based compensation expense related to the outside options is provided under the heading Stock-Based Compensation.

Publisher Partner Warrants

A summary of the Publisher Partner Warrants activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Warrant Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Publisher Partner Warrants outstanding at January 1, 2019		1,017,140		$	1.47		3.26
Forfeited		(77,599	)		1.62
Publisher Partner Warrants outstanding at December 31, 2019		939,541			1.46		2.57
Forfeited		(150,000	)
Publisher Partner Warrants outstanding at December 31, 2020		789,541			1.34		1.50
Publisher Partner Warrants exercisable at December 31, 2020		463,041			1.31		1.52
Publisher Partner Warrants not vested at December 31, 2020		326,500
Publisher Partner Warrants available for future grants at December 31, 2020		1,210,459

During the year ended December 31, 2020, the Company recognized incremental compensation costs as a result of the Exchange of $27,754 (see Note 21).

The exercise prices of the Publisher Partner Warrants outstanding and exercisable are as follows as of December 31, 2020.

Exercise		Outstanding		Exercisable
Price		(Shares)		(Shares)
	Under $1.00		40,000		40,000
$	1.01 to $1.25		465,419		275,419
$	1.26 to $1.50		68,277		68,277
$	1.51 to $1.75		110,318		27,818
$	1.76 to $2.00		104,449		50,449
$	2.01 to $2.25		1,078		1,078
			789,541		463,041

Information with respect to compensation expense and unrecognized compensation expense related to the Publisher Partner Warrants is provided below.

Restricted Stock Units

A summary of the restricted stock unit activity during the years ended December 31, 2020 and 2019 is as follows:

	Number of Shares					Weighted Average Grant-Date
	Unvested			Vested		Fair Value
Restricted stock units outstanding at January 1, 2019		-			-	$	-
Granted		2,399,997			-		0.45
Restricted stock units outstanding at December 31, 2019		2,399,997			-		0.45
Forfeited		(2,399,997	)		-
Restricted stock units outstanding at December 31, 2020		-			-		-

As aforementioned (see Note 12), the restricted stock units were forfeited on December 31, 2020.

ABG Warrants

	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 years ended December 31, 2020 and 2019 is as follows:

Schedule of Warrants Activity

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

Information with respect to compensation expense and unrecognized compensation expense related to the ABG Warrants is provided under the heading Stock-Based Compensation.

Stock-Based Compensation

Stock–based compensation and equity-based expense charged to operations or capitalized during the years ended December 31, 2020 and 2019 are summarized as follows:

Summary of Stock-based Compensation

	Year Ended December 31, 2020
	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Cost of revenue	$	163,181	$	156,043	$	3,975,625	$	8,394	$	36,673	$	-	$	4,339,916
Selling and marketing		1,486,722		114,640		2,454,432		272,431		-		-		4,328,225
General and administrative		317,982		615,604		3,439,803		150,577		-		1,449,074		5,973,040
Total costs charged to operations		1,967,885		886,287		9,869,860		431,402		36,673		1,449,074		14,641,181
Capitalized platform development		361,519		178,284		1,062,792		6,400		-		-		1,608,995
Total stock-based compensation	$	2,329,404		1,064,571	$	10,932,652	$	437,802	$	36,673	$	1,449,074	$	16,250,176

	Year Ended December 31, 2019
	Restricted		Common		Common				Publisher
	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

Unrecognized compensation expense related to the stock-based compensation awards and equity-based awards as of December 31, 2020 was as follows:

	As of December 31, 2020
	Restricted Stock Awards		Common Stock Awards		Common Equity Awards		Outside Options		Publisher Partner Warrants		ABG Warrants		Totals
Unrecognized compensation expense	$	81,620	$	371,932	$	19,874,675	$	283,388	$	-	$	3,214,102	$	23,825,717
Weighted average period expected to be recognized (in years)		0.95		0.67		1.87		1.18		-		2.38		1.91

Liquidated Damages

12 Months Ended

Dec. 31, 2020

Liquidated Damages

Liquidated Damages

23.

Liquidated Damages

The following tables summarize the Liquidated Damages recognized during the years ended December 31, 2020 and 2019, with respect to the registration rights agreements and securities purchase agreements:

	Year Ended December 31, 2020
	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		69,992		60,007		131,577
Balance	$	13,878	$	693,692	$	780,007	$	1,487,577

	Year Ended December 31, 2019
	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

Related Party Transactions

12 Months Ended

Dec. 31, 2020

Related Party Transactions

25.

Related Party Transactions

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 Levinsohn 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.

On March 24, 2020, the Company entered into a second amended and restated note purchase agreement with BRF Finance, an affiliated entity of B. Riley, in its capacity as agent and a purchaser, which further amended and restated the amended and restated note purchase agreement dated June 14, 2019, as amended. Pursuant to the second amended and restated note purchase agreement, the Company issued the Term Note, in the aggregate principal amount of $12,000,000 to the purchaser. Up to $8,000,000 in principal amount under the Term Note was due on March 31, 2021, with the balance thereunder due on June 14, 2022. Interest on amounts outstanding under the Term Note are payable in-kind in arrears on the last day of each fiscal quarter. On March 25, 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 legal fees and expenses of BRF Finance that the Company paid, it received net proceeds of approximately $6,000,000. Pursuant to Amendment 1 to the second amended and restated note purchase agreement, dated October 23, 2020, interest payable on the notes on September 30, 2020, December 31,2020, March 31, 2021, June 30, 2021, September 30, 2021, and December 31, 2021 will be payable in-kind in arrears on the last day of such fiscal quarter. Alternatively, at the option of the holder, such interest amounts can be converted into shares of the Company’s common stock based upon the conversion rate specified in the Certificate of Designation for the Series K Preferred Stock, subject to certain adjustments. In addition, $3,367,000, including $3,295,506 of principal amount of the Term Note and $71,494 of accrued interest, was converted into shares of Series K Preferred Stock and the maturity date of the Term Note was changed from March 31, 2021 to March 31, 2022. John A. Fichthorn, the Executive Chairman, served as Head of Alternative Investments for B. Riley Capital Management, a wholly owned subsidiary of B. Riley. Todd Sims, one of the Company’s directors, has served as the President of BRVC, a wholly owned subsidiary of B. Riley since October 2020. B. Riley FBR and its affiliates also beneficially owns more than 10% of our common stock. B. Riley FBR and its affiliates also beneficially owns more than 10% of the Company’s common stock.

Between August 14, 2020 and August 20, 2020, the Company entered into several securities purchase agreements for the sale of Series H Preferred Stock with certain accredited investors, including, among others, Strome and Strome Alpha Fund, L.P. (“Strome Alpha”), affiliates of Mark Strome, who previously beneficially owned more than 10% of the shares of the Company’s common stock and currently beneficially owns more than 10% of the shares of Series H Preferred Stock, pursuant to which the Company issued an aggregate of 2,253 shares, at a stated value of $1,000 per share, initially convertible into 6,825,000 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 $2,730,000 for working capital and general corporate purposes. B. Riley FBR, acting as a placement agent for these issuances, waived its fee for these services and was reimbursed for certain legal and other costs. On October 28, 2020, the Company entered into a mutual rescission agreement with Strome and Strome Alpha, pursuant to which the stock purchase agreements entered into by Strome and Strome Alpha between August 14, 2020 and August 20, 2020 were rescinded and deemed null and void.

On September 4, 2020, the Company entered into a securities purchase agreement with certain accredited investors, pursuant to which the Company issued an aggregate of 10,500 shares of Series J Preferred Stock at a stated value of $1,000, initially convertible into 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 $0.70 per share, for aggregate gross proceeds of $6,000,000. Of the shares of Series J Preferred Stock issued, B. Riley Securities, Inc., an affiliate of B. Riley, purchased 5,250 shares, and B&W Pension Trust, of which 180 Degree Capital Corp. is the Investment Adviser, purchased 5,250 shares. B. Riley FBR, acting as placement agent for these issuances, waived its fee for these services and was reimbursed for certain legal and other costs. Todd Sims, one of the Company’s directors, has served as the President of BRVC, a wholly-owned subsidiary of B. Riley since October 2020. B. Riley FBR and its affiliates also beneficially owns more than 10% of the Company’s common stock.

Between October 23, 2020 and November 11, 2020, the Company entered into 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 per share, 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 $18,042,090. B. Riley FBR, acting as a placement agent for these issuances, was paid in cash $520,500 for its services and reimbursed for certain legal and other costs. John A. Fichthorn, the Executive Chairman, served as Head of Alternative Investments for B. Riley Capital Management, a wholly owned subsidiary of B. Riley. Todd Sims, one of the Company’s directors, has served as the President of BRVC, a wholly owned subsidiary of B. Riley since October 2020. B. Riley FBR and its affiliates also beneficially owns more than 10% of the Company’s common stock.

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 April 2020, Mr. Fichthorn served as Head of Alternative Investments for B. Riley Capital Management, which is an SEC-registered investment adviser and a wholly owned subsidiary of B. Riley. From April 2020 to November 2020, Mr. Fichthorn served as a consultant to B. Riley. Further, Mr. Fichthorn serves on our Board as a designee of the holders of our Series H Preferred Stock.

During September 2018, Todd D. Sims joined the Board and is also a member of the board of directors of B. Riley. Mr. Sims has served as the President of BRVC, a wholly owned subsidiary of B. Riley since October 2020. Prior to that, Mr. Sims served as a member of the board of directors of B. Riley from 2016 to 2020. 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 27).

As of December 31, 2020, our Board was composed of seven persons – Ross Levinsohn, John Fichthorn, Peter Mills, Todd Sims, B. Rinku Sen, David Bailey, and Joshua Jacobs.

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, 2020 and 2019, the Company paid Ms. Sen $12,050 and $39,650, respectively, for these services.

Mr. Josh Jacobs has provided consulting services and operates a channel on the Company’s platform. During the years ended December 31, 2020, the Company paid Ms. Jacobs $120,000 for these services.

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.

On August 26, 2020, the Company entered into a consulting agreement with James C. Heckman, the Company’s former Chief Executive Officer pursuant to which the Company agreed to pay to Mr. Heckman a monthly fee of approximately $29,167 (to be increased to approximately $35,417 once the Company’s senior executive officer salaries are returned to the levels in place prior to March 2020). Mr. Heckman is also entitled to bonus payments of up to one hundred percent of the monthly fees payable in the then-current year upon satisfaction of certain performance goals. Mr. Heckman may also be awarded additional equity incentive awards. The initial term of the consulting agreement commenced on August 26, 2020 and ends on August 26, 2021, which term may be extended for an additional 12-month period unless our then-Chief Executive Officer notifies Mr. Heckman of a decision not to extend at least 90 days in advance.

On October 5, 2020, the Company entered into a separation agreement with Benjamin Joldersma, who served as the Company’s Chief Technology Officer from November 2016 through September 2020, pursuant to which the Company agreed to pay Mr. Joldersma approximately $111,000 as a severance payment, as well as any COBRA premiums.

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, the total principal amount of advances outstanding was $319,351 (includes accrued interest of $12,574) (see Note 17). On October 31, 2020, the Company entered into an exchange agreement with Mr. Heckman pursuant to which Mr. Heckman converted the outstanding principal amount due, together with accrued but unpaid interest under the promissory notes, into 389 shares of Series H Preferred Stock (see Note 20).

Repurchases of Restricted Stock

On December 15, 2020, the Company entered into an amendment for certain restricted stock awards and units that were previously issued to certain employees in connection with the HubPages merger, pursuant to which the Company agreed to repurchase from certain key personnel of HubPages, including Paul Edmondson, one of the Company’s officers, and his spouse, an aggregate of approximately 16,802 shares of the Company’s common stock at a price of $4 per share each month for a period of 24 months, for aggregate proceeds to Mr. Edmondson and his spouse of approximately $67,207 per month (see Note 12).

Summary of Significant Accounting Policies (Policies)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Recent Accounting Pronouncements

Basis of Presentation

Basis of Presentation

Reclassifications

Reclassifications

Certain prior year amounts have been reclassified to conform to current period presentation.

Use of Estimates

Use of Estimates

Contract Modifications

Contract Modifications

The Company occasionally enters into amendments to previously executed contracts that constitute contract modifications. The Company assesses each of these contract modifications to determine:

	●	if the additional services and goods are distinct from the services and goods in the original arrangement; and

	●	if the amount of consideration expected for the added services or goods reflects the stand-alone selling price of those services and goods.

Recently Adopted Accounting Standards

Recent Accounting Pronouncements

Recently Adopted Accounting Standards

Recently Issued Accounting Standards

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. This guidance also clarifies and simplifies other areas of ASC 740. Certain amendments in this update must be applied on a prospective basis, certain amendments must be applied on a retrospective basis, and certain amendments must be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings/(deficit) in the period of adoption. ASU 2019-12 will be effective beginning in the first quarter of the Company’s fiscal year 2021. Early adoption is permitted. The Company is currently evaluating the impact this update will have on its 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, 2022. 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.

Recently Issued Accounting Standards

Recently Issued Accounting Standards

Loss per Common Share

Loss per Common Share

	As of September 30,
	2021		2020
Series G convertible preferred stock		188,791		188,791
Series H Preferred Stock		59,243,926		58,206,061
Series I Preferred Stock		-		46,200,000
Series J Preferred Stock		-		43,584,500
Indemnity shares of common stock		-		412,500
Restricted Stock Awards		4,147,936		3,674,996
Financing Warrants		2,882,055		2,882,055
ABG Warrants		21,989,844		21,989,844
AllHipHop warrants		125,000		-
Publisher Partner Warrants		789,541		789,541
Common Stock Awards		6,861,973		8,033,936
Common Equity Awards		161,367,349		82,400,952
Outside Options		3,050,000		2,982,111
Total		260,646,415		271,345,287

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.

	As of December 31,
	2020		2019
Series G Preferred Stock		188,791		188,791
Series H Preferred Stock		59,384,849		58,787,879
Series I Preferred Stock		-		46,200,000
Series J Preferred Stock		-		28,571,429
Indemnity shares of common stock		-		412,500
Restricted Stock Awards		316,667		2,391,665
Financing Warrants		2,882,055		2,882,055
AllHipHop Warrants		125,000		-
Publisher Partner Warrants		789,541		939,540
ABG Warrants		21,989,844		21,989,844
Restricted Stock Units		-		2,399,997
Common Stock Awards		6,902,337		8,064,561
Common Equity Awards		82,062,314		65,013,645
Outside Options		3,052,000		3,724,667
Total		177,693,398		241,566,573

Principles of Consolidation

Principles of Consolidation

Foreign Currency

Foreign Currency

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.

Contract Modifications

The Company occasionally enters into amendments to previously executed contracts that constitute contract modifications. The Company assesses each of these contract modifications to determine:

	●	if the additional services and goods are distinct from the services and goods in the original arrangement; and

	●	if the amount of consideration expected for the added services or goods reflects the stand-alone selling price of those services and goods.

Disaggregation of Revenue

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

Schedule of Disaggregation of Revenue

	Years Ended December 31,
	2020		2019
Revenue by product line:
Advertising	$	44,359,822	$	35,918,370
Digital subscriptions		28,495,676		6,855,038
Magazine circulation		50,580,213		9,046,473
Other		4,596,686		1,523,429
Total	$	128,032,397	$	53,343,310
Revenue by geographical market:
United States	$	122,570,712	$	52,611,255
Other		5,461,685		732,055
Total	$	128,032,397	$	53,343,310
Revenue by timing of recognition:
At point in time	$	99,536,721	$	47,557,652
Over time		28,495,676		5,785,658
Total	$	128,032,397	$	53,343,310

Cost of Revenue

Cost of Revenue

Contract Balances

Contract Balances

The following table provides information about contract balances:

	As of December 31,
	2020		2019
Unearned revenue (short-term contract liabilities):
Digital subscriptions	$	15,039,331	$	8,634,939
Magazine circulation		46,586,345		23,528,148
	$	61,625,676	$	32,163,087
Unearned revenue (long-term contract liabilities):
Digital subscriptions	$	593,136	$	478,557
Magazine circulation		22,712,961		30,478,154
Other		192,500		222,500
	$	23,498,597	$	31,179,211

Cash, Cash Equivalents, and Restricted Cash

Cash, Cash Equivalents, and Restricted Cash

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

Schedule of Cash and Restricted Cash

		2020		2019
	As of December 31,
	2020		2019
Cash and cash equivalents	$	9,033,872	$	8,852,281
Restricted cash		500,809		620,809
Total cash, cash equivalents, and restricted cash	$	9,534,681	$	9,473,090

Accounts Receivable

Accounts Receivable

Subscription Acquisition Costs

Subscription Acquisition Costs

The Contract Modifications resulted in subscription acquisition costs to be recognized on a prospective basis in the same proportion as the revenue that has not yet been recognized.

Concentrations

Concentrations

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

	Years Ended December 31,
	2020		2019
Customer 1		-		22.4	%

There were no significant accounts receivable balances as a percentage of the Company’s total accounts receivable as of December 31, 2020 and 2019.

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

	As of December 31,
	2020		2019
Vendor 1 *		-		61.7	%

*	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, 2020 and 2019, was $6,607,212 and $4,545,675, 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

Summary of Significant Accounting Policies (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Schedule of Net Income (Loss) Per Common Share

	As of September 30,
	2021		2020
Series G convertible preferred stock		188,791		188,791
Series H Preferred Stock		59,243,926		58,206,061
Series I Preferred Stock		-		46,200,000
Series J Preferred Stock		-		43,584,500
Indemnity shares of common stock		-		412,500
Restricted Stock Awards		4,147,936		3,674,996
Financing Warrants		2,882,055		2,882,055
ABG Warrants		21,989,844		21,989,844
AllHipHop warrants		125,000		-
Publisher Partner Warrants		789,541		789,541
Common Stock Awards		6,861,973		8,033,936
Common Equity Awards		161,367,349		82,400,952
Outside Options		3,050,000		2,982,111
Total		260,646,415		271,345,287

	As of December 31,
	2020		2019
Series G Preferred Stock		188,791		188,791
Series H Preferred Stock		59,384,849		58,787,879
Series I Preferred Stock		-		46,200,000
Series J Preferred Stock		-		28,571,429
Indemnity shares of common stock		-		412,500
Restricted Stock Awards		316,667		2,391,665
Financing Warrants		2,882,055		2,882,055
AllHipHop Warrants		125,000		-
Publisher Partner Warrants		789,541		939,540
ABG Warrants		21,989,844		21,989,844
Restricted Stock Units		-		2,399,997
Common Stock Awards		6,902,337		8,064,561
Common Equity Awards		82,062,314		65,013,645
Outside Options		3,052,000		3,724,667
Total		177,693,398		241,566,573

Schedule of Disaggregation of Revenue

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

Schedule of Disaggregation of Revenue

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenue by product line:
Advertising	$	21,678,480	$	9,409,031	$	46,300,974	$	28,788,631
Digital subscriptions		7,698,359		8,469,943		22,472,951		20,096,640
Magazine circulation		25,973,853		12,874,574		53,325,894		34,041,272
Other		4,222,816		1,336,445		5,835,682		2,667,243
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786
Revenue by geographical market:
United States	$	57,762,726	$	29,964,150	$	123,697,063	$	81,295,916
Other		1,810,782		2,125,843		4,238,438		4,297,870
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786
Revenue by timing of recognition:
At point in time	$	51,875,149	$	23,620,050	$	105,462,550	$	65,497,146
Over time		7,698,359		8,469,943		22,472,951		20,096,640
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786

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

Schedule of Disaggregation of Revenue

	Years Ended December 31,
	2020		2019
Revenue by product line:
Advertising	$	44,359,822	$	35,918,370
Digital subscriptions		28,495,676		6,855,038
Magazine circulation		50,580,213		9,046,473
Other		4,596,686		1,523,429
Total	$	128,032,397	$	53,343,310
Revenue by geographical market:
United States	$	122,570,712	$	52,611,255
Other		5,461,685		732,055
Total	$	128,032,397	$	53,343,310
Revenue by timing of recognition:
At point in time	$	99,536,721	$	47,557,652
Over time		28,495,676		5,785,658
Total	$	128,032,397	$	53,343,310

Schedule of Contract with Customer, Asset and Liability

The following table provides information about contract balances:

	As of
	September 30, 2021		December 31, 2020
Unearned revenue (short-term contract liabilities):
Digital subscriptions	$	15,708,139	$	14,870,712
Magazine circulation		49,244,783		46,586,345
Advertising and other		6,352,733		168,619
	$	71,305,655	$	61,625,676
Unearned revenue (long-term contract liabilities):
Digital subscriptions	$	1,593,724	$	593,136
Magazine circulation		17,444,012		22,712,961
Other		170,000		192,500
	$	19,207,736	$	23,498,597

The following table provides information about contract balances:

	As of December 31,
	2020		2019
Unearned revenue (short-term contract liabilities):
Digital subscriptions	$	15,039,331	$	8,634,939
Magazine circulation		46,586,345		23,528,148
	$	61,625,676	$	32,163,087
Unearned revenue (long-term contract liabilities):
Digital subscriptions	$	593,136	$	478,557
Magazine circulation		22,712,961		30,478,154
Other		192,500		222,500
	$	23,498,597	$	31,179,211

Schedule of Cash and Restricted Cash

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

Schedule of Cash and Restricted Cash

		2020		2019
	As of December 31,
	2020		2019
Cash and cash equivalents	$	9,033,872	$	8,852,281
Restricted cash		500,809		620,809
Total cash, cash equivalents, and restricted cash	$	9,534,681	$	9,473,090

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,
	2020		2019
Customer 1		-		22.4	%

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

	As of December 31,
	2020		2019
Vendor 1 *		-		61.7	%

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

Schedule of Depreciation and Amortization, Useful Lives of Assets

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

Acquisitions (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Schedule of Preliminary Purchase Price

The composition of the preliminary purchase price is as follows:

Schedule of Preliminary Purchase Price


Cash	$	10,829,893
Deferred cash payments		905,109
Total purchase consideration	$	11,735,002

Schedule of Preliminary Purchase Price

The composition of the purchase price is as follows:

Schedule of Preliminary Purchase Price


Cash	$	315,289
Indemnity restricted stock units for shares of common stock		500,000
Total purchase consideration	$	815,289

Petametrics Inc [Member]

Schedule of Preliminary Purchase Price


Total purchase consideration	$	1,256,887
Cash (including $35,000 of transaction related costs)	$	335,000
Restricted stock		167,500
Deferred cash payments		419,387
Deferred restricted stock		335,000
Total purchase consideration	$	1,256,887

The composition of the purchase price is as follows:

Schedule of Preliminary Purchase Price

Cash	$	315,289
Indemnity restricted stock units for shares of common stock		500,000
Total purchase consideration	$	815,289

College Spun Media Incorporated [Member]


Accounts receivable	$	37,908
Developed technology		917,762
Accounts payable		(53,494	)
Unearned revenue		(86,887	)
Net assets acquired	$	815,289

Accounts receivable	$	37,908
Developed technology		917,762
Accounts payable		(53,494	)
Unearned revenue		(86,887	)
Net assets acquired	$	815,289


Cash	$	3,772,944
Accounts receivable		1,833,323
Other current assets		4,567
Goodwill		6,722,495
Accrued expenses		(1,500	)
Deferred tax liabilities		(596,827	)
Net assets acquired	$	11,735,002

The Street Inc [Member]

Authentic Brands Group [Member]

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

Organization, Consolidation and Presentation of Financial Statements [Abstract]

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

Balance Sheet Components (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Schedule of Property and Equipment

Property and Equipment – Property and equipment are summarized as follows:

Schedule of Property and Equipment

	As of
	September 30, 2021			December 31, 2020
Office equipment and computers	$	1,267,898		$	1,341,292
Furniture and fixtures		1,005			19,997
Leasehold improvements		-			345,516
		1,268,903			1,706,805
Less accumulated depreciation and amortization		(600,240	)		(577,367	)
Net property and equipment	$	668,663		$	1,129,438

Property and equipment are summarized as follows:

Schedule of Property and Equipment

	As of December 31,
	2020			2019
Office equipment and computers	$	1,341,292		$	476,233
Furniture and fixtures		19,997			193,914
Leasehold improvements		345,516			307,550
		1,706,805			977,697
Less accumulated depreciation and amortization		(577,367	)		(316,420	)
Net property and equipment	$	1,129,438		$	661,277

Summary of Platform Development Costs

Platform Development – Platform development costs are summarized as follows:

Summary of Platform Development Costs

	September 30, 2021			December 31, 2020
	As of
	September 30, 2021			December 31, 2020
Platform development	$	19,497,520		$	16,027,428
Less accumulated amortization		(11,485,813	)		(8,671,820	)
Net platform development	$	8,011,707		$	7,355,608

Platform development costs are summarized as follows:

Summary of Platform Development Costs

	As of December 31,
	2020			2019
Platform development	$	16,027,428		$	10,678,692
Less accumulated amortization		(8,671,820	)		(4,785,973	)
Net platform development	$	7,355,608		$	5,892,719

Summary of Platform Development Cost Activity

A summary of platform development activity for the nine months ended September 30, 2021 and year ended December 31, 2020 is as follows:

	September 30, 2021			December 31, 2020
	As of
	September 30, 2021			December 31, 2020
Platform development beginning of period	$	16,027,428		$	10,678,692
Payroll-based costs capitalized during the period		3,016,924			3,750,541
Total capitalized costs		19,044,352			14,429,233
Stock-based compensation		1,347,624			1,608,995
Dispositions		(894,456	)		(10,800	)
Platform development end of period	$	19,497,520		$	16,027,428

A summary of platform development activity for the years ended December 31, 2020 and 2019 is as follows:

	As of December 31,
	2020			2019
Platform development beginning of year	$	10,678,692		$	6,833,900
Payroll-based costs capitalized during the year		3,750,541			2,537,402
Total capitalized costs		14,429,233			9,371,302
Stock-based compensation		1,608,995			1,307,390
Dispositions during the year		(10,800	)		-
Platform development end of year	$	16,027,428		$	10,678,692

Schedule of Intangible Assets Subjects to Amortization

Intangible Assets – Intangible assets subject to amortization consisted of the following:

	As of September 30, 2021							As of December 31, 2020
	Carrying Amount		Accumulated Amortization			Net Carrying Amount		Carrying Amount		Accumulated Amortization			Net Carrying Amount
Developed technology	$	19,070,857	$	(11,576,450	)	$	7,494,407	$	19,070,857	$	(8,283,740	)	$	10,787,117
Noncompete agreement		480,000		(480,000	)		-		480,000		(480,000	)		-
Trade name		3,328,000		(712,292	)		2,615,708		3,328,000		(503,342	)		2,824,658
Subscriber relationships		73,458,799		(28,992,944	)		44,465,855		73,458,799		(18,105,041	)		55,353,758
Advertiser relationships		2,240,000		(510,922	)		1,729,078		2,240,000		(332,515	)		1,907,485
Database		2,396,887		(904,030	)		1,492,857		1,140,000		(531,183	)		608,817
Subtotal amortizable intangible assets		100,974,543		(43,176,638	)		57,797,905		99,717,656		(28,235,821	)		71,481,835
Website domain name		20,000		-			20,000		20,000		-			20,000
Total intangible assets	$	100,994,543	$	(43,176,638	)	$	57,817,905	$	99,737,656	$	(28,235,821	)	$	71,501,835

Intangible assets subject to amortization consisted of the following:

	Weighted Average	As of December 31, 2020							As of December 31, 2019
	Useful Life (in years)	Carrying Amount		Accumulated Amortization			Net Carrying Amount		Carrying Amount		Accumulated Amortization			Net Carrying Amount
Developed technology	4.70	$	19,070,857	$	(8,283,740	)	$	10,787,117	$	19,138,104	$	(4,090,359	)	$	15,047,745
Noncompete agreement	2.00		480,000		(480,000	)		-		480,000		(252,000	)		228,000
Trade name	16.63		3,328,000		(503,342	)		2,824,658		3,328,000		(224,745	)		3,103,255
Subscriber relationships	5.10		73,458,799		(18,105,041	)		55,353,758		73,458,799		(3,587,837	)		69,870,962
Advertiser relationships	9.42		2,240,000		(332,515	)		1,907,485		2,240,000		(94,635	)		2,145,365
Database	3.00		1,140,000		(531,183	)		608,817		1,140,000		(151,183	)		988,817
Subtotal amortizable intangible assets			99,717,656		(28,235,821	)		71,481,835		99,784,903		(8,400,759	)		91,384,144
Website domain name	-		20,000		-			20,000		20,000		-			20,000
Total intangible assets		$	99,737,656	$	(28,235,821	)	$	71,501,835	$	99,804,903	$	(8,400,759	)	$	91,404,144

Schedule of Other Long-term Liabilities

Other Long-term Liabilities – Other long-term liabilities consisted of the following:

Schedule of Other Long-term Liabilities

	September 30, 2021		December 31, 2020
	As of
	September 30, 2021		December 31, 2020
Lease termination payments	$	7,269,469	$	541,381
Deferred cash payments		666,677		-
Other		136,296		211,984
Other long-term liabilities	$	8,072,442	$	753,365

Leases (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Leases

Schedule of Supplemental Information Related to Operating Leases

The table below presents supplemental information related to operating leases:

Nine Months Ended September 30, 2021
Operating cash flows for operating leases	$	2,901,529
Noncash lease liabilities arising from obtaining operating leased assets during the period	$	-
Weighted-average remaining lease term		6.00
Weighted-average discount rate		9.90	%

Summary of Maturity of Lease Liabilities

Maturities of operating lease liabilities as of September 30, 2021 are summarized as follows:

Years Ending December 31,
2021 (remaining three months of the year)	$	140,134
2022		472,084
2023		486,247
2024		500,834
2025		512,019
Thereafter		896,034
Minimum lease payments		3,007,352
Less imputed interest		(753,176	)
Present value of operating lease liabilities	$	2,254,176
Current portion of operating lease liabilities	$	282,011
Long-term portion of operating lease liabilities		1,972,165
Total operating lease liabilities	$	2,254,176

The present value of the Company’s operating leases consisted of the following as of December 31, 2020:

		1
Year Ending December 31,
2021	$	3,804,853
2022		3,525,158
2023		3,528,696
2024		3,526,406
2025		3,740,591
Thereafter		23,822,981
Minimum lease payments		41,948,685
Less imputed interest		(21,002,931	)
Present value of operating lease liabilities	$	20,945,754
Current portion of operating lease liabilities	$	1,059,671
Long-term portion of operating lease liabilities		19,886,083
Total operating lease liabilities	$	20,945,754

Schedule of Supplemental Information Related to Operating Leases

The table below presents supplemental information related to operating leases:

		2020			2019
	Year Ended December 31,
	2020			2019
Operating lease costs during the year	$	4,054,423		$	1,112,362
Cash payments included in the measurement of operating lease liabilities during the year	$	3,188,986		$	1,212,800
Operating lease liabilities arising from obtaining lease right-of-use assets during the year	$	16,617,790		$	3,853,500
Weighted-average remaining lease term (in years) as of year-end		11.25			5.03
Weighted-average discount rate during the year		13.57	%		9.85	%

Restricted Stock Liabilities (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Restricted Stock Liabilities

Schedule of Components of Restricted Stock Liabilities

The following table presents the components of the restricted stock liabilities:

	As of
	September 30, 2021			December 31, 2020
Restricted stock liabilities recorded upon modification of the restricted stock awards and units (1,064,549 restricted stock to be purchased at $4.00 per share)	$	4,258,196		$	4,258,196
Less imputed interest		(457,462	)		(457,462	)
Present value of restricted stock liabilities		3,800,734			3,800,734
Less payments (excluding imputed interest)		(1,342,379	)		(177,425	)
Restricted stock liabilities	$	2,458,355		$	3,623,309
Current portion of restricted stock liabilities (included in accrued expenses and other)	$	1,936,734		$	1,627,499
Long-term portion of restricted stock liabilities		521,621			1,995,810
Total restricted stock liabilities	$	2,458,355		$	3,623,309

The following table presents the components of the restricted stock liabilities as of December 31, 2020:

Total restricted stock liabilities	$	3,623,309
Restricted stock liabilities recorded upon modification of the restricted stock awards and units (1,064,549 restricted stock to be purchased at $4.00 per share)	$	4,258,196
Less imputed interest		(457,462	)
Present value of restricted stock liabilities		3,800,734
Less prepayments on December 31, 2020		(177,425	)
Restricted stock liabilities	$	3,623,309
Current portion of restricted stock liabilities	$	1,627,499
Long-term portion of restricted stock liabilities		1,995,810
Total restricted stock liabilities	$	3,623,309

Fair Value Measurements (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Fair Value Disclosures [Abstract]

Schedule of Warrant Derivative Liabilities

The following table presents the assumptions used for the warrant derivative liabilities under the Black-Scholes option-pricing model:

	As of September 30, 2021						As of December 31, 2020
	Strome Warrants			B. Riley Warrants			Strome Warrants			B. Riley Warrants
Expected life		1.70			4.50			2.45			4.79
Risk-free interest rate		0.28	%		0.76	%		0.13	%		0.36	%
Volatility factor		153.59	%		142.59	%		150.55	%		140.95	%
Dividend rate		0	%		0	%		0	%		0	%
Transaction date closing market price	$	0.38		$	0.38		$	0.60		$	0.60
Exercise price	$	0.50		$	0.33		$	0.50		$	0.33

Schedule of Valuation Activity for Warrants Accounted for Derivative Liability

	As of and for the Nine Months Ended September 30, 2021							As of and for the Nine Months Ended September 30, 2020
	Carry Amount at Beginning of Period		Change in Valuation			Carrying Amount at End of Period		Carry Amount at Beginning of Period		Change in Valuation		Carrying Amount at End of Period
Strome Warrants	$	704,707	$	(339,924	)	$	364,783	$	1,036,687	$	63,160	$	1,099,847
B. Riley Warrants		443,188		(156,888	)		286,300		607,513		71,750		679,263
Total	$	1,147,895	$	(496,812	)	$	651,083	$	1,644,200	$	134,910	$	1,779,110

	December 31,
	2020			2019
Carrying amount at beginning of year:
L2 Warrants	$	-		$	418,214
Strome Warrants		1,036,687			587,971
B. Riley Warrants		607,513			358,050
Subtotal carrying amount at beginning of year		1,644,200			1,364,235
Change in valuation of warrant derivative liabilities:
L2 Warrants		-			316,972
Strome Warrants		(331,980	)		448,716
B. Riley Warrants		(164,325	)		249,463
Subtotal change in valuation during the year		(496,305	)		1,015,151
Exercise of warrants during the year:
L2 Warrants		-			735,186
Carrying amount at end of year:
Strome Warrants		704,707			1,036,687
B. Riley Warrants		443,188			607,513
Carrying amount at end of year	$	1,147,895		$	1,644,200

Schedule of Fair Value of Financial Instruments

Financial instruments measured at fair value during the year consisted of the following as of December 31, 2020 and 2019:

	Year Ended December 31, 2020
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-term debt:
12% Amended Senior Secured Notes	$	52,556,401	$	-	$	52,556,401	$	-
Warrant derivative liabilities:
Strome Warrants	$	704,707	$	-	$	-	$	704,707
B. Riley Warrants		443,188		-		-		443,188
Total warrant derivative liabilities	$	1,147,895	$	-	$	-	$	1,147,895

	Year Ended December 31, 2019
	Fair Value		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Long-term debt:
12% Amended Senior Secured Notes	$	44,009,745	$	-	$	44,009,745	$	-
Warrant derivative liabilities:
Strome Warrants	$	1,036,687	$	-	$	-	$	1,036,687
B. Riley Warrants		607,513		-		-		607,513
Total warrant derivative liabilities	$	1,644,200	$	-	$	-	$	1,644,200
Embedded derivative liabilities	$	13,501,000	$	-	$	-	$	13,501,000

Schedule of Valuation Activity for the Embedded Conversion Feature Liability

	December 31,
	2020			2019
Recognition of embedded derivative liabilities (conversion feature, buy-in feature, and default remedy feature):
Carrying amount at beginning of year	$	13,501,000		$	7,387,000
Issuance date of March 18, 2019		-			822,000
Issuance date of March 27, 2019		-			188,000
Issuance date of April 8, 2019		-			64,000
Change in fair value of embedded derivative liabilities		(2,571,004	)		5,040,000
Fair value of embedded derivative liabilities recorded within additional paid-capital upon conversion of 12% convertible debentures		(10,929,996	)		-
Carrying amount at end of year	$	-		$	13,501,000

Long-term Debt (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Debt Disclosure [Abstract]

Schedule of Long Term Debt

The following table summarizes the long-term debt:

Schedule of Long Term Debt

	As of September 30, 2021							As of December 31, 2020
	Principal Balance (including accrued interest)		Unamortized Discount and Debt Issuance Costs			Carrying Value		Principal Balance (including accrued interest)		Unamortized Discount and Debt Issuance Costs			Carrying Value
12% Second Amended Senior Secured Note, as amended, due on December 31, 2022	$	61,131,882	$	(2,413,593	)	$	58,718,289	$	56,296,091	$	(3,739,690	)	$	52,556,401
Delayed Draw Term Note, as amended, due on March 31, 2022		4,717,714		(151,732	)		4,565,982		4,294,318		(359,172	)		3,935,146
Paycheck Protection Program Loan, scheduled to mature April 6, 2022, however, fully forgiven on June 22, 2021		-		-			-		5,702,725		-			5,702,725
Total	$	65,849,596	$	(2,565,325	)	$	63,284,271	$	66,293,134	$	(4,098,862	)	$	62,194,272

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

The following table represents the components of long-term debt recognized during the years ended December 31, 2020 and 2019 and the carrying value as of December 31, 2020 and 2019:

	As of December 31,
	2020											2019
	12% Second Amended Senior Secured Notes Components			Delayed Draw Term Note Components			Paycheck Protection Program Loan Components		Total Long-term Debt Components			12% Second Amended Senior Secured Notes Components
Principal amount of debt:
Principal amount of debt received on June 10, 2019	$	20,000,000		$	-		$	-	$	20,000,000		$	20,000,000
Principal amount of debt received on June 14, 2019		48,000,000			-			-		48,000,000			48,000,000
Principal amount of debt received on August 27, 2019		3,000,000			-			-		3,000,000			3,000,000
Principal amount of debt received on March 26, 2020		-			6,913,865			-		6,913,865			-
Principal amount of debt received on April 6, 2020		-			-			5,702,725		5,702,725			-
Subtotal principal amount of debt		71,000,000			6,913,865			5,702,725		83,616,590			71,000,000
Add accrued interest		7,457,388			675,958			-		8,133,346			1,082,642
Less principal payment paid in Series J Preferred Stock (net of interest of $146,067)		(4,853,933	)		-			-		(4,853,933	)		(4,853,933	)
Less principal payment paid in Series K Preferred Stock (net of interest of $71,495)		-			(3,295,505	)		-		(3,295,505	)		-
Less principal payments paid in cash		(17,307,364	)		-			-		(17,307,364	)		(17,307,364	)
Principal amount of debt outstanding including accrued interest		56,296,091			4,294,318			5,702,725		66,293,134			49,921,345
Debt discount:
Placement fee to B. Riley FBR		(3,550,000	)		(691,387	)		-		(4,241,387	)		(3,550,000	)
Commitment fee (2% of unused commitment)		-			(101,723	)		-		(101,723	)		-
Success based fee to B. Riley FBR		(3,400,000	)		-			-		(3,400,000	)		(3,400,000	)
Legal and other costs		(202,382	)		(120,755	)		-		(323,137	)		(202,382	)
Subtotal debt discount		(7,152,382	)		(913,865	)		-		(8,066,247	)		(7,152,382	)
Less amortization of debt discount		3,412,692			554,693			-		3,967,385			1,240,782
Unamortized debt discount		(3,739,690	)		(359,172	)		-		(4,098,862	)		(5,911,600	)
Carrying value at end of year	$	52,556,401		$	3,935,146		$	5,702,725	$	62,194,272		$	44,009,745

Summary of Interest Expense

The following table represents interest expense:

Summary of Interest Expense

	Years Ended December 31,
	2020		2019
Amortization of debt discounts:
12% Convertible Debentures	$	3,880,609	$	3,304,893
12% Second Amended Senior Secured Notes		2,171,910		1,240,782
Term Note		554,693		-
Total amortization of debt discount		6,607,212		4,545,675
Accrued and noncash converted interest:
12% Convertible Debentures		2,116,281		1,831,130
12% Second Amended Senior Secured Notes		6,374,746		1,228,709
Term Note		747,453		-
Promissory Note		5,844		5,794
Total accrued and noncash converted interest		9,244,324		3,065,633
Cash paid interest:
12% Second Amended Senior Secured Notes		-		2,351,904
Promissory Note		-		983
Other		645,681		499,375
Total cash paid interest expense		645,681		2,852,262
Total interest expense	$	16,497,217	$	10,463,570

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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Summary of Warrant Activity

Stockholders’ Equity (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Equity [Abstract]

The Financing Warrants outstanding and exercisable as of September 30, 2021 are summarized as follows:

Summary of Warrant Activity

				Outstanding
	Exercise Price		Expiration Date	Classified as Derivative Liabilities (Shares)		Classified within Stockholders’ Equity (Shares)		Total Exercisable (Shares)
MDB Warrants	$	0.20	November 4, 2021		-		327,490		327,490
Strome Warrants		0.50	June 15, 2023		1,500,000		-		1,500,000
B. Riley Warrants		0.33	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

A summary of the Financing Warrants activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Warrant Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Financing Warrants outstanding at January 1, 2019		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 outstanding at December 31, 2020		2,882,055			0.60		2.94
Financing Warrants exercisable at December 31, 2020		2,882,055			0.60		2.94

Summary of Restricted Stock Award Activity

A summary of the restricted stock award activity during the years ended December 31, 2020 and 2019 is as follows:

	Number of Shares						Weighted Average Grant-Fair
	Unvested			Vested			Value Date
Restricted stock awards outstanding at January 1, 2019		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
Issued		562,500			-			0.18
Vested		(2,237,500	)		2,237,500
Restricted stock awards subject to repurchase		-			(1,064,549	)
Forfeited		(399,998	)		(746,813	)
Restricted stock awards outstanding at December 31, 2020		316,667			14,434,214			0.42

Schedule of Common Stock Financing Warrants Outstanding and Exercisable

The Financing Warrants outstanding and exercisable as of December 31, 2020 are summarized as follows:

				Outstanding
	Exercise Price		Expiration Date	Classified as Derivative Liabilities (Shares)		Classified within Stockholders’ Equity (Shares)		Total Exercisable (Shares)
MDB Warrants	$	0.20	November 4, 2021		-		327,490		327,490
Strome Warrants		0.50	June 15, 2023		1,500,000		-		1,500,000
B. Riley Warrants		1.00	October 18, 2025		875,000		-		875,000
MDB Warrants		1.15	October 19, 2022		-		119,565		119,565
MDB Warrants		2.50	October 19, 2022		-		60,000		60,000
Total outstanding and exercisable					2,375,000		507,055		2,882,055

Compensation Plans (Tables)

9 Months Ended

Sep. 30, 2021

Share-based Payment Arrangement [Abstract]

Summary of Stock-based Compensation

Stock-based compensation and equity-based expense charged to operations or capitalized during the three months ended September 30, 2021 and 2020 are summarized as follows:

Summary of Stock-based Compensation

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
During the Three Months Ended September 30, 2021
Cost of revenue	$	11,808	$	23,217	$	1,696,147	$	967	$	-	$	-	$	1,732,139
Selling and marketing		-		3,970		1,341,948		75,193		-		-		1,421,111
General and administrative		414,163		78,017		4,081,766		-		-		745,636		5,319,582
Total costs charged to operations		425,971		105,204		7,119,861		76,160		-		745,636		8,472,832
Capitalized platform development		2,328		-		483,854		2,690		-		-		488,872
Total stock-based compensation	$	428,299	$	105,204	$	7,603,715	$	78,850	$	-	$	745,636	$	8,961,704

During the Three Months Ended September 30, 2020
Cost of revenue	$	35,610	$	53,149	$	1,178,276	$	2,471	$	992	$	-	$	1,270,498
Selling and marketing		323,164		42,695		734,391		43,900		-		-		1,144,150
General and administrative		80,306		127,786		855,390		-		-		364,248		1,427,730
Total costs charged to operations		439,080		223,630		2,768,057		46,371		992		364,248		3,842,378
Capitalized platform development		88,619		32,680		267,013		1,188		-		-		389,500
Total stock-based compensation	$	527,699		256,310	$	3,035,070	$	47,559	$	992	$	364,248	$	4,231,878

Stock-based compensation and equity-based expense charged to operations or capitalized during the nine months ended September 30, 2021 and 2020 are summarized as follows:

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
During the Nine Months Ended September 30, 2021
Cost of revenue	$	60,838	$	169,482	$	4,694,925	$	4,463	$	-	$	-	$	4,929,708
Selling and marketing		-		13,899		3,820,996		224,371		-		-		4,059,266
General and administrative		559,505		297,283		10,344,247		-		-		1,498,217		12,699,252
Total costs charged to operations		620,343		480,664		18,860,168		228,834		-		1,498,217		21,688,226
Capitalized platform development		11,276		5,071		1,324,805		6,472		-		-		1,347,624
Total stock-based compensation	$	631,619	$	485,735	$	20,184,973	$	235,306	$	-	$	1,498,217	$	23,035,850

During the Nine Months Ended September 30, 2020
Cost of revenue	$	108,936	$	150,915	$	3,261,542	$	5,644	$	36,654	$	-	$	3,563,691
Selling and marketing		920,566		102,206		2,114,595		142,767		-		-		3,280,134
General and administrative		238,558		437,614		2,430,553		150,577		-		1,084,826		4,342,128
Total costs charged to operations		1,268,060		690,735		7,806,690		298,988		36,654		1,084,826		11,185,953
Capitalized platform development		234,611		154,445		864,656		5,451		-		-		1,259,163
Total stock-based compensation	$	1,502,671		845,180	$	8,671,346	$	304,439	$	36,654	$	1,084,826	$	12,445,116

Schedule of Unrecognized Compensation Expense

Unrecognized compensation expense and expected weighted-average period to be recognized related to the stock-based compensation awards and equity-based awards as of September 30, 2021 was as follows:

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Unrecognized compensation expense	$	2,750,000	$	-	$	54,255,910	$	135,741	$	-	$	3,788,429	$	60,930,080
Expected weighted-average period expected to be recognized (in years)		1.68		-		2.14		0.44		-		1.63		2.08

Revenue Recognition (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

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

Schedule of Disaggregation of Revenue

	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenue by product line:
Advertising	$	21,678,480	$	9,409,031	$	46,300,974	$	28,788,631
Digital subscriptions		7,698,359		8,469,943		22,472,951		20,096,640
Magazine circulation		25,973,853		12,874,574		53,325,894		34,041,272
Other		4,222,816		1,336,445		5,835,682		2,667,243
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786
Revenue by geographical market:
United States	$	57,762,726	$	29,964,150	$	123,697,063	$	81,295,916
Other		1,810,782		2,125,843		4,238,438		4,297,870
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786
Revenue by timing of recognition:
At point in time	$	51,875,149	$	23,620,050	$	105,462,550	$	65,497,146
Over time		7,698,359		8,469,943		22,472,951		20,096,640
Total	$	59,573,508	$	32,089,993	$	127,935,501	$	85,593,786

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

Schedule of Disaggregation of Revenue

	Years Ended December 31,
	2020		2019
Revenue by product line:
Advertising	$	44,359,822	$	35,918,370
Digital subscriptions		28,495,676		6,855,038
Magazine circulation		50,580,213		9,046,473
Other		4,596,686		1,523,429
Total	$	128,032,397	$	53,343,310
Revenue by geographical market:
United States	$	122,570,712	$	52,611,255
Other		5,461,685		732,055
Total	$	128,032,397	$	53,343,310
Revenue by timing of recognition:
At point in time	$	99,536,721	$	47,557,652
Over time		28,495,676		5,785,658
Total	$	128,032,397	$	53,343,310

Schedule of Contract with Customer, Asset and Liability

The following table provides information about contract balances:

	As of
	September 30, 2021		December 31, 2020
Unearned revenue (short-term contract liabilities):
Digital subscriptions	$	15,708,139	$	14,870,712
Magazine circulation		49,244,783		46,586,345
Advertising and other		6,352,733		168,619
	$	71,305,655	$	61,625,676
Unearned revenue (long-term contract liabilities):
Digital subscriptions	$	1,593,724	$	593,136
Magazine circulation		17,444,012		22,712,961
Other		170,000		192,500
	$	19,207,736	$	23,498,597

The following table provides information about contract balances:

	As of December 31,
	2020		2019
Unearned revenue (short-term contract liabilities):
Digital subscriptions	$	15,039,331	$	8,634,939
Magazine circulation		46,586,345		23,528,148
	$	61,625,676	$	32,163,087
Unearned revenue (long-term contract liabilities):
Digital subscriptions	$	593,136	$	478,557
Magazine circulation		22,712,961		30,478,154
Other		192,500		222,500
	$	23,498,597	$	31,179,211

Prepayments and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2020

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,
	2020		2019
Prepaid expenses	$	3,400,080	$	3,370,757
Prepaid software license		378,488		89,822
Refundable income and franchise taxes		733,553		733,553
Security deposits		92,494		96,135
Other receivables		62,648		20,468
	$	4,667,263	$	4,310,735

Property and Equipment (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and Equipment – Property and equipment are summarized as follows:

Schedule of Property and Equipment

	As of
	September 30, 2021			December 31, 2020
Office equipment and computers	$	1,267,898		$	1,341,292
Furniture and fixtures		1,005			19,997
Leasehold improvements		-			345,516
		1,268,903			1,706,805
Less accumulated depreciation and amortization		(600,240	)		(577,367	)
Net property and equipment	$	668,663		$	1,129,438

Property and equipment are summarized as follows:

Schedule of Property and Equipment

	As of December 31,
	2020			2019
Office equipment and computers	$	1,341,292		$	476,233
Furniture and fixtures		19,997			193,914
Leasehold improvements		345,516			307,550
		1,706,805			977,697
Less accumulated depreciation and amortization		(577,367	)		(316,420	)
Net property and equipment	$	1,129,438		$	661,277

Platform Development (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Platform Development

Summary of Platform Development Costs

Platform Development – Platform development costs are summarized as follows:

Summary of Platform Development Costs

	September 30, 2021			December 31, 2020
	As of
	September 30, 2021			December 31, 2020
Platform development	$	19,497,520		$	16,027,428
Less accumulated amortization		(11,485,813	)		(8,671,820	)
Net platform development	$	8,011,707		$	7,355,608

Platform development costs are summarized as follows:

Summary of Platform Development Costs

	As of December 31,
	2020			2019
Platform development	$	16,027,428		$	10,678,692
Less accumulated amortization		(8,671,820	)		(4,785,973	)
Net platform development	$	7,355,608		$	5,892,719

Summary of Platform Development Cost Activity

A summary of platform development activity for the nine months ended September 30, 2021 and year ended December 31, 2020 is as follows:

	September 30, 2021			December 31, 2020
	As of
	September 30, 2021			December 31, 2020
Platform development beginning of period	$	16,027,428		$	10,678,692
Payroll-based costs capitalized during the period		3,016,924			3,750,541
Total capitalized costs		19,044,352			14,429,233
Stock-based compensation		1,347,624			1,608,995
Dispositions		(894,456	)		(10,800	)
Platform development end of period	$	19,497,520		$	16,027,428

A summary of platform development activity for the years ended December 31, 2020 and 2019 is as follows:

	As of December 31,
	2020			2019
Platform development beginning of year	$	10,678,692		$	6,833,900
Payroll-based costs capitalized during the year		3,750,541			2,537,402
Total capitalized costs		14,429,233			9,371,302
Stock-based compensation		1,608,995			1,307,390
Dispositions during the year		(10,800	)		-
Platform development end of year	$	16,027,428		$	10,678,692

Intangible Assets (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets Subjects to Amortization

Intangible Assets – Intangible assets subject to amortization consisted of the following:

	As of September 30, 2021							As of December 31, 2020
	Carrying Amount		Accumulated Amortization			Net Carrying Amount		Carrying Amount		Accumulated Amortization			Net Carrying Amount
Developed technology	$	19,070,857	$	(11,576,450	)	$	7,494,407	$	19,070,857	$	(8,283,740	)	$	10,787,117
Noncompete agreement		480,000		(480,000	)		-		480,000		(480,000	)		-
Trade name		3,328,000		(712,292	)		2,615,708		3,328,000		(503,342	)		2,824,658
Subscriber relationships		73,458,799		(28,992,944	)		44,465,855		73,458,799		(18,105,041	)		55,353,758
Advertiser relationships		2,240,000		(510,922	)		1,729,078		2,240,000		(332,515	)		1,907,485
Database		2,396,887		(904,030	)		1,492,857		1,140,000		(531,183	)		608,817
Subtotal amortizable intangible assets		100,974,543		(43,176,638	)		57,797,905		99,717,656		(28,235,821	)		71,481,835
Website domain name		20,000		-			20,000		20,000		-			20,000
Total intangible assets	$	100,994,543	$	(43,176,638	)	$	57,817,905	$	99,737,656	$	(28,235,821	)	$	71,501,835

Intangible assets subject to amortization consisted of the following:

	Weighted Average	As of December 31, 2020							As of December 31, 2019
	Useful Life (in years)	Carrying Amount		Accumulated Amortization			Net Carrying Amount		Carrying Amount		Accumulated Amortization			Net Carrying Amount
Developed technology	4.70	$	19,070,857	$	(8,283,740	)	$	10,787,117	$	19,138,104	$	(4,090,359	)	$	15,047,745
Noncompete agreement	2.00		480,000		(480,000	)		-		480,000		(252,000	)		228,000
Trade name	16.63		3,328,000		(503,342	)		2,824,658		3,328,000		(224,745	)		3,103,255
Subscriber relationships	5.10		73,458,799		(18,105,041	)		55,353,758		73,458,799		(3,587,837	)		69,870,962
Advertiser relationships	9.42		2,240,000		(332,515	)		1,907,485		2,240,000		(94,635	)		2,145,365
Database	3.00		1,140,000		(531,183	)		608,817		1,140,000		(151,183	)		988,817
Subtotal amortizable intangible assets			99,717,656		(28,235,821	)		71,481,835		99,784,903		(8,400,759	)		91,384,144
Website domain name	-		20,000		-			20,000		20,000		-			20,000
Total intangible assets		$	99,737,656	$	(28,235,821	)	$	71,501,835	$	99,804,903	$	(8,400,759	)	$	91,404,144

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, 2020 is as follows:

		1
Year Ending December 31,
2021	$	19,803,965
2022		19,209,117
2023		17,460,073
2024		11,397,870
Thereafter		3,610,810
Intangible assets, net	$	71,481,835

Other Assets (Tables)

12 Months Ended

Dec. 31, 2020

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

Summary of Other Assets

Other assets are summarized as follows:

Summary of Other Assets

		2020		2019
	As of December 31,
	2020		2019
Security deposit	$	110,418	$	110,418
Other deposits		15,400		65,764
Prepaid expenses		732,309		867,467
Note receivable		-		41,638
Prepaid supplies		472,685		-
Other assets	$	1,330,812	$	1,085,287

Goodwill (Tables)

12 Months Ended

Dec. 31, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Changes in Carrying Value of Goodwill

The changes in carrying value of goodwill as follows:

	As of December 31,
	2020		2019
Carrying value at beginning of year	$	16,139,377	$	7,324,287
Goodwill acquired in acquisition of TheStreet		-		8,815,090
Carrying value at end of year	$	16,139,377	$	16,139,377

Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2020

Payables and Accruals [Abstract]

Schedule of Accrued Expenses

Accrued expenses are summarized as follows:

Schedule of Accrued Expenses

		2020		2019
	As of December 31,
	2020		2019
General accrued expenses	$	4,116,875	$	7,665,518
Accrued payroll and related taxes		2,519,903		968,782
Accrued publisher expenses		3,956,114		1,550,669
Sales tax liability		1,063,515		801,930
Due to Meredith		-		701,734
Due to ABG		-		4,000,000
Restricted stock liabilities		1,627,499		-
Other		1,434,287		794,568
Total accrued expenses	$	14,718,193	$	16,483,201

Liquidated Damages Payable (Tables)

12 Months Ended

Dec. 31, 2020

Liquidated Damages Payable

Summary of Liquidated Damages

Liquidated Damages payable are summarized as follows:

Summary of Liquidated Damages

	As of December 31, 2020
	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	$	-	$	1,386,000	$	1,200,000	$	3,764,956
Public Information Failure Damages		-		1,163,955		905,490		1,386,000		1,200,000		4,655,445
Accrued interest		-		481,017		134,466		332,185		200,022		1,147,690
	$	15,001	$	2,808,927	$	1,039,956	$	3,104,185	$	2,600,022	$	9,568,091

	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

(1)

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

Convertible Debt (Tables)

12 Months Ended

Dec. 31, 2020

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:

Schedule of 12% Convertible Debentures

	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 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

For additional information for the years ended December 31, 2020 and 2019 with respect to interest expense related to the 12% Convertible Debentures is provided in Note 19.

Series H Preferred Stock [Member]

Series l Preferred Stock [Member]

The following table represents the components of the Series H Preferred Stock for the year ended December 31, 2020 and as of December 31, 2019:

	Shares			Series H Preferred Stock Components
Series H Preferred Stock at December 31, 2019		19,400		$	18,045,496
Issuance of Series H Preferred Stock on August 19, 2020:
Issuance of Series H Preferred Stock		108			130,896
Less issuance costs netted from the proceeds					(17,896	)
Net proceeds received upon issuance of Series H Preferred Stock					113,000
Conversion of Series H Preferred Stock into common stock on September 21, 2020		(300	)		(300,000	)
Issuance of Series H Preferred Stock upon conversion of promissory note on November 13, 2020		389			389,000
Net issuance of Series H Preferred Stock		197			202,000
Series H Preferred Stock at December 31, 2020		19,597		$	18,247,496
Beneficial conversion feature recognized during the year ended December 31, 2020 (as described below) upon issuance of Series H Preferred Stock				$	502,000

Series J Preferred Stock [Member]

The following table represents the components of the Series I Preferred Stock for the years ended December 31, 2020 and 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 at December 31, 2019		23,100			19,699,742
Conversion of Series I Preferred Stock to common stock on December 18, 2020		(23,100	)		(19,699,742	)
Series I Preferred Stock at December 31, 2020		-		$	-
Beneficial conversion feature recognized during the year ended December 31, 2020 (as described below) upon conversion of Series I Preferred Stock				$	5,082,000

Series K Preferred Stock [Member]

The following table represents the components of the Series J Preferred Stock for the years ended December 31, 2020 and 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		$	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					(1,680,000	)
Total issuance costs and Liquidated Damages					(2,260,004	)
Net issuance of Series J Preferred Stock at December 31, 2019					17,739,996
Issuance of Series J Preferred Stock on September 4, 2020		10,500			6,000,000
Net Issuance of Series J Preferred Stock prior to conversion on December 18, 2020		30,500			23,739,996
Conversion of Series J Preferred Stock to common stock on December 18, 2020 (as further described below)		(30,500	)		(23,739,996	)
Series I Preferred Stock at December 31, 2020		-		$	-
Beneficial conversion feature recognized during the year ended December 31, 2020 (as described below) upon conversion of Series J Preferred Stock				$	586,545

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

The following table represents the components of the Series K Preferred Stock for the year ended December 31, 2020:

	Shares			Series K Preferred Stock Components
Issuance of Series K Preferred Stock:
Issuance of Series K Preferred Stock on October 23, 2020		6,750		$	6,750,000
Issuance of Series K Preferred Stock on October 28, 2020		5,292			5,292,000
Issuance of Series K Preferred Stock on November 11, 2020		6,000			6,000,000
Subtotal issuance of Series K Preferred Stock		18,042			18,042,000
Less issuance costs:
Cash paid to B. Riley FBR as placement fee					(440,500	)
Legal fees and other costs					(120,000	)
Total issuance costs					(560,500	)
Net issuance of Series K Preferred Stock prior to conversion on December 18, 2020					17,481,500
Conversion of Series K Preferred Stock to common stock on December 18, 2020		(18,042	)		(17,481,500	)
Series K Preferred Stock at December 31, 2020		-		$	-
Beneficial conversion feature recognized during the year ended December 31, 2020 (as described below) upon conversion of Series k Preferred Stock				$	9,472,050

Stock-Based Compensation (Tables)

9 Months Ended

12 Months Ended

Sep. 30, 2021

Dec. 31, 2020

Summary of Stock-based Compensation

Stock-based compensation and equity-based expense charged to operations or capitalized during the three months ended September 30, 2021 and 2020 are summarized as follows:

Summary of Stock-based Compensation

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
During the Three Months Ended September 30, 2021
Cost of revenue	$	11,808	$	23,217	$	1,696,147	$	967	$	-	$	-	$	1,732,139
Selling and marketing		-		3,970		1,341,948		75,193		-		-		1,421,111
General and administrative		414,163		78,017		4,081,766		-		-		745,636		5,319,582
Total costs charged to operations		425,971		105,204		7,119,861		76,160		-		745,636		8,472,832
Capitalized platform development		2,328		-		483,854		2,690		-		-		488,872
Total stock-based compensation	$	428,299	$	105,204	$	7,603,715	$	78,850	$	-	$	745,636	$	8,961,704

During the Three Months Ended September 30, 2020
Cost of revenue	$	35,610	$	53,149	$	1,178,276	$	2,471	$	992	$	-	$	1,270,498
Selling and marketing		323,164		42,695		734,391		43,900		-		-		1,144,150
General and administrative		80,306		127,786		855,390		-		-		364,248		1,427,730
Total costs charged to operations		439,080		223,630		2,768,057		46,371		992		364,248		3,842,378
Capitalized platform development		88,619		32,680		267,013		1,188		-		-		389,500
Total stock-based compensation	$	527,699		256,310	$	3,035,070	$	47,559	$	992	$	364,248	$	4,231,878

Stock-based compensation and equity-based expense charged to operations or capitalized during the nine months ended September 30, 2021 and 2020 are summarized as follows:

	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
During the Nine Months Ended September 30, 2021
Cost of revenue	$	60,838	$	169,482	$	4,694,925	$	4,463	$	-	$	-	$	4,929,708
Selling and marketing		-		13,899		3,820,996		224,371		-		-		4,059,266
General and administrative		559,505		297,283		10,344,247		-		-		1,498,217		12,699,252
Total costs charged to operations		620,343		480,664		18,860,168		228,834		-		1,498,217		21,688,226
Capitalized platform development		11,276		5,071		1,324,805		6,472		-		-		1,347,624
Total stock-based compensation	$	631,619	$	485,735	$	20,184,973	$	235,306	$	-	$	1,498,217	$	23,035,850

During the Nine Months Ended September 30, 2020
Cost of revenue	$	108,936	$	150,915	$	3,261,542	$	5,644	$	36,654	$	-	$	3,563,691
Selling and marketing		920,566		102,206		2,114,595		142,767		-		-		3,280,134
General and administrative		238,558		437,614		2,430,553		150,577		-		1,084,826		4,342,128
Total costs charged to operations		1,268,060		690,735		7,806,690		298,988		36,654		1,084,826		11,185,953
Capitalized platform development		234,611		154,445		864,656		5,451		-		-		1,259,163
Total stock-based compensation	$	1,502,671		845,180	$	8,671,346	$	304,439	$	36,654	$	1,084,826	$	12,445,116

Schedule of Unrecognized Compensation Expense

Unrecognized compensation expense related to the stock-based compensation awards and equity-based awards as of December 31, 2020 was as follows:

	As of December 31, 2020
	Restricted Stock Awards		Common Stock Awards		Common Equity Awards		Outside Options		Publisher Partner Warrants		ABG Warrants		Totals
Unrecognized compensation expense	$	81,620	$	371,932	$	19,874,675	$	283,388	$	-	$	3,214,102	$	23,825,717
Weighted average period expected to be recognized (in years)		0.95		0.67		1.87		1.18		-		2.38		1.91

ABG Warrants [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of Fair Value of Stock Options 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 years ended December 31, 2020 and 2019 is as follows:

Schedule of Warrants Activity

Summary of Stock-based Compensation

Stock–based compensation and equity-based expense charged to operations or capitalized during the years ended December 31, 2020 and 2019 are summarized as follows:

Summary of Stock-based Compensation

	Year Ended December 31, 2020
	Restricted		Common		Common				Publisher
	Stock		Stock		Equity		Outside		Partner		ABG
	Awards		Awards		Awards		Options		Warrants		Warrants		Totals
Cost of revenue	$	163,181	$	156,043	$	3,975,625	$	8,394	$	36,673	$	-	$	4,339,916
Selling and marketing		1,486,722		114,640		2,454,432		272,431		-		-		4,328,225
General and administrative		317,982		615,604		3,439,803		150,577		-		1,449,074		5,973,040
Total costs charged to operations		1,967,885		886,287		9,869,860		431,402		36,673		1,449,074		14,641,181
Capitalized platform development		361,519		178,284		1,062,792		6,400		-		-		1,608,995
Total stock-based compensation	$	2,329,404		1,064,571	$	10,932,652	$	437,802	$	36,673	$	1,449,074	$	16,250,176

	Year Ended December 31, 2019
	Restricted		Common		Common				Publisher
	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

Stock Options Outside 2016 Plan and 2019 Plan [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of Fair Value of Stock Options 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

Summary of Stock Option Activity

A summary of outside option activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Outside options outstanding at January 1, 2019		2,414,000		$	0.36		9.94
Granted		1,500,000			0.57
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
Forfeited		(195,333	)		0.46
Expired		(477,334	)		0.39
Outside options outstanding at December 31, 2020		3,052,000			0.46		8.07
Outside options exercisable at December 31, 2020		2,376,333			0.43		6.20
Outside options not vested at December 31, 2020		675,667

Schedule of Exercise Prices of Common Stock Options

The exercise prices of outside options outstanding and exercisable are as follows as of December 31, 2020:

Exercise	Outstanding		Exercisable
Price	(Shares)		(Shares)
Under $1.00		3,052,000		2,376,333

Publisher Partner Warrant [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of Exercise Prices of Common Stock Options

The exercise prices of the Publisher Partner Warrants outstanding and exercisable are as follows as of December 31, 2020.

Exercise		Outstanding		Exercisable
Price		(Shares)		(Shares)
	Under $1.00		40,000		40,000
$	1.01 to $1.25		465,419		275,419
$	1.26 to $1.50		68,277		68,277
$	1.51 to $1.75		110,318		27,818
$	1.76 to $2.00		104,449		50,449
$	2.01 to $2.25		1,078		1,078
			789,541		463,041

Schedule of Warrants Activity

A summary of the Publisher Partner Warrants activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Warrant Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Publisher Partner Warrants outstanding at January 1, 2019		1,017,140		$	1.47		3.26
Forfeited		(77,599	)		1.62
Publisher Partner Warrants outstanding at December 31, 2019		939,541			1.46		2.57
Forfeited		(150,000	)
Publisher Partner Warrants outstanding at December 31, 2020		789,541			1.34		1.50
Publisher Partner Warrants exercisable at December 31, 2020		463,041			1.31		1.52
Publisher Partner Warrants not vested at December 31, 2020		326,500
Publisher Partner Warrants available for future grants at December 31, 2020		1,210,459

Common Stock Awards [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of Fair Value of Stock Options Assumptions

	Up-list			No Up-list
Risk-free interest rate		0.45	%		0.45	%
Expected dividend yield		0.00	%		0.00	%
Expected volatility		71.00	%		132.00	%
Expected life		6.0 years			6.0 years

Summary of Stock Option Activity

A summary of the common stock award activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						Weighted
						Average
				Weighted		Remaining
	Number			Average		Contractual
	of			Exercise		Life
	Shares			Price		(in Years)
Common stock awards outstanding at January 1, 2019		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
Granted		234,000			0.90
Exercised		(6,944	)		0.56
Forfeited		(601,179	)		1.09
Expired		(788,101	)		0.53
Common stock awards outstanding at December 31, 2020		6,902,337			0.86		7.50
Common stock awards exercisable at December 31, 2020		6,027,418			0.90		7.47
Common stock awards not vested at December 31, 2020		874,919
Common stock awards available for future grants at December 31, 2020		3,097,663

Schedule of Exercise Prices of Common Stock Options

The exercise prices under the 2016 Plan for the common stock awards outstanding and exercisable are as follows as of December 31, 2020:

Exercise		Outstanding		Exercisable
Price		(Shares)		(Shares)
	Under $1.00		4,825,750		3,982,816
$	1.01 to $1.25		780,751		779,843
$	1.51 to $1.75		250,000		229,479
$	1.76 to $2.00		924,169		913,613
$	2.01 to $2.25		121,667		121,667
			6,902,337		6,027,418

Common Equity Awards [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of Fair Value of Stock Options Assumptions

	December 31, 2020						December 31, 2019
	Up-list			No Up-list			Up-list			No Up-list
Expected life		0.20% - 0.79	%		0.20% - 0.79	%		1.51% - 2.59	%		1.51% - 2.59	%
Risk-free interest rate		0.00	%		0.00	%		0.00	%		0.00	%
Volatility factor		61.00% - 91.00	%		61.00% - 142.00	%		69.00% - 95.00	%		119.00% - 149.00	%
Dividend rate		3.0 – 6.7 years			3.0 – 6.7 years			3.0 – 6.0 years			3.0 – 6.0 years

	Up-list			No Up-list
Expected life		2.20% - 2.70	%		2.16% - 2.71	%
Risk-free interest rate		0.00	%		0.00	%
Volatility factor		140.00% - 146.00	%		110.00	%
Dividend rate		10.0 years			10.0 years

Summary of Stock Option Activity

A summary of the common equity award activity during the years ended December 31, 2020 and 2019 is as follows:

Summary of Stock Option Activity

						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
Granted		25,393,768			0.71
Forfeited		(8,342,377	)		0.61
Expired		(2,722	)		0.56
Common equity awards vested at December 31, 2020		82,062,314			0.58		8.65
Common equity awards exercisable at December 31, 2020		13,608,686			0.54		8.49
Common equity awards not vested at December 31, 2020		68,453,628
Common equity awards available for future grants at December 31, 2020		2,937,686

Schedule of Exercise Prices of Common Stock Options

The exercise prices under the 2019 Plan for the common equity awards outstanding and exercisable are as follows as of December 31, 2020:

Exercise	Outstanding		Exercisable
Price	(Shares)		(Shares)
No exercise price		250,000		250,000
Under $1.00		81,812,314		13,358,686
		82,062,314		13,608,686

Restricted Stock Units [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of Restricted Stock Units Activity

A summary of the restricted stock unit activity during the years ended December 31, 2020 and 2019 is as follows:

	Number of Shares					Weighted Average Grant-Date
	Unvested			Vested		Fair Value
Restricted stock units outstanding at January 1, 2019		-			-	$	-
Granted		2,399,997			-		0.45
Restricted stock units outstanding at December 31, 2019		2,399,997			-		0.45
Forfeited		(2,399,997	)		-
Restricted stock units outstanding at December 31, 2020		-			-		-

Liquidated Damages (Tables)

12 Months Ended

Dec. 31, 2020

Liquidated Damages

Schedule of Recognized Liquidated Damages

	Year Ended December 31, 2020
	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		69,992		60,007		131,577
Balance	$	13,878	$	693,692	$	780,007	$	1,487,577

	Year Ended December 31, 2019
	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

Schedule of Income Taxes

The components of the (provision) benefit for income taxes consist of the following:

Schedule of Income Taxes


	Years Ended December 31,
	2020			2019
Current tax benefit:
Federal	$	-		$	-
State and local		-			-
Total current tax benefit		-			-
Deferred tax (provision) benefit:
Federal		20,677,960			9,802,070
State and local		5,279,879			3,053,709
Change in valuation allowance		(26,168,671	)		6,685,348
Total deferred tax (provision) benefit		(210,832	)		19,541,127
Total income tax (provision) benefit	$	(210,832	)	$	19,541,127

Schedule of Components of Deferred Tax Assets and Liabilities

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


	As of December 31,
	2020			2019
Deferred tax assets:
Net operating loss carryforwards	$	35,535,941		$	20,998,172
Tax credit carryforwards		263,873			263,873
Allowance for doubtful accounts		458,506			450,116
Accrued expenses and other		677,909			64,494
Liquidated damages		1,549,313			1,078,235
Unearned revenue		2,356,111			-
Stock-based compensation		2,158,080			1,055,083
Operating lease liability		691,228			223,596
Depreciation and amortization		4,341,983			3,921,952
Deferred tax assets		48,032,944			28,055,521
Valuation allowance		(29,653,417	)		(3,484,746	)
Total deferred tax assets		18,379,527			24,570,775
Deferred tax liabilities:
Prepaid expenses		(144,704	)		(148,051	)
Unearned revenue		-			(67,295	)
Acquisition-related intangibles		(18,445,655	)		(24,355,429	)
Total deferred tax liabilities		(18,590,359	)		(24,570,775	)
Net deferred tax liabilities	$	(210,832	)	$	-

Schedule of Tax Benefit and Effective Income Tax

	Years Ended December 31,
	2020						2019
	Amount			Percent			Amount			Percent
Federal benefit expected at statutory rate	$	(18,694,437	)		21.0	%	$	(12,188,924	)		21.0	%
State and local taxes, net of federal benefit		(5,279,879	)		5.9	%		(3,053,709	)		5.3	%
Stock-based compensation		1,768,735			(2.0	)%		1,591,202			(2.7	)%
Unearned revenue		(5,120,330	)		5.8	%		(1,969,056	)		3.4	%
Interest expense		1,173,535			(1.3	)%		1,015,199			(1.7	)%
Other differences, net		152,294			(0.2	)%		199,643			(0.4	)%
Valuation allowance		26,168,671			(29.4	)%		(6,685,348	)		11.5	%
Other permanent differences		42,243			0.0	%		1,549,866			(2.7	)%
Tax provision (benefit) and effective income tax rate	$	210,832			(0.2	)%	$	(19,541,127	)		33.7	%

Related Party Transactions (Tables)

12 Months Ended

Dec. 31, 2020

Schedule of Liquidating Damages

	Series H Preferred Stock		Series J Preferred Stock		Series K Preferred Stock		Total Liquidated Damages
Registration Rights Damages	$	-	$	360,000	$	-	$	360,000
Public Information Failure Damages		7,854		360,000		1,082,520		1,450,374
Accrued interest		153		7,437		2,817		10,407
	$	8,007	$	727,437	$	1,085,337	$	1,820,781

Schedule of Net Income (Loss) Per Common Share (Details) - shares	9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	260,646,415	271,345,287	177,693,398	241,566,573
Series G Convertible Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
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 [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	59,243,926	58,206,061	59,384,849	58,787,879
Series l Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount		46,200,000		46,200,000
Series J Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount		43,584,500		28,571,429
Indemnity Shares of Common Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount		412,500		412,500
Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	4,147,936	3,674,996	316,667	2,391,665
Financing Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	2,882,055	2,882,055	2,882,055	2,882,055
ABG Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	21,989,844	21,989,844	21,989,844	21,989,844
AllHipHop Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	125,000		125,000
Channel Partner Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	789,541	789,541	789,541	939,540
Common Stock Awards [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	6,861,973	8,033,936	6,902,337	8,064,561
Common Equity Awards [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	161,367,349	82,400,952	82,062,314	65,013,645
Outside Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount	3,050,000	2,982,111	3,052,000	3,724,667
Series G Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount			188,791	188,791
Restricted Stock Units (RSUs) [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share amount				2,399,997

Schedule of Preliminary Purchase Price (Details) - USD ($)					9 Months Ended		12 Months Ended
	Jul. 15, 2021	Jun. 04, 2021	Jun. 04, 2021	Mar. 09, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Business Acquisition [Line Items]
Cash					$ 7,356,949	$ 315,289	$ 315,289	$ 16,331,026
Fulltime Fantasy Sports L L C [Member]
Business Acquisition [Line Items]
Total purchase consideration	$ 1,256,887
Cash	335,000
Indemnity restricted stock units for shares of common stock	167,500
Deferred cash payments	419,387
Deferred restricted stock	$ 335,000
College Spun Media Incorporated [Member]
Business Acquisition [Line Items]
Total purchase consideration		$ 11,735,002	$ 11,000,000.0
Cash		10,829,893
Deferred cash payments		$ 905,109
Petametrics Inc [Member]
Business Acquisition [Line Items]
Total purchase consideration				$ 815,289
Cash				315,289
Indemnity restricted stock units for shares of common stock				$ 500,000

Schedule of Preliminary Purchase Price (Details) (Parenthatical)	Jul. 15, 2021 USD ($)
Business Combination and Asset Acquisition [Abstract]
Business acquisition, transaction costs	$ 35,000

Summary of Price Allocation for Acquisition (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Goodwill	$ 22,861,872	$ 16,139,377	$ 16,139,377	$ 7,324,287
College Spun Media Incorporated [Member]
Business Acquisition [Line Items]
Cash	3,772,944
Accounts receivable	1,833,323
Other current assets	4,567
Goodwill	6,722,495
Accrued expenses	(1,500)
Deferred tax liabilities	(596,827)
Net assets acquired	11,735,002
Accrued expenses	1,500
Petametrics Inc [Member]
Business Acquisition [Line Items]
Accounts receivable	37,908	37,908
Net assets acquired	815,289	815,289
Developed technology	917,762	917,762
Accounts payable	(53,494)	(53,494)
Unearned revenues	(86,887)	86,887
Unearned revenues	$ 86,887	$ (86,887)
TST Acquisition Co, Inc [Member]
Business Acquisition [Line Items]
Accounts receivable			1,586,031
Goodwill			8,815,090
Accrued expenses			1,129,009
Net assets acquired			16,500,000
Developed technology			4,388,104
Accounts payable			(1,313,223)
Unearned revenues			6,242,335
Unearned revenues			(6,242,335)
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
Trade name			2,580,000
Subscriber relationships			2,150,000
Advertiser relationships			2,240,000
Database			1,140,000
Accrued expenses			(1,129,009)
Other current liabilities			(373,836)
Operating lease liabilities			(2,394,631)
Authentic Brand Group SI LLC [Member]
Business Acquisition [Line Items]
Accounts receivable			337,481
Deferred tax liabilities			(19,541,127)
Net assets acquired			331,026
Unearned revenues			47,249,470
Unearned revenues			(47,249,470)
Prepaid expenses			1,534,922
Subscriber relationships			71,308,799
Other current liabilities			(632,056)
Subscription refund liability			$ (5,427,523)

Acquisitions (Details Narrative) - USD ($)										3 Months Ended	9 Months Ended		12 Months Ended
Acquisitions (Details Narrative) - USD ($)	Jul. 15, 2021	Jun. 04, 2021	Jun. 04, 2021	Mar. 09, 2020	Mar. 09, 2020	Feb. 19, 2020	Aug. 07, 2019	Jun. 11, 2019	Jan. 02, 2019	Jun. 30, 2021	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Jun. 10, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Payments to acquire businesses, gross											$ 7,356,949	$ 315,289	$ 315,289	$ 16,331,026
Transaction costs related to acquisition	$ 35,000
Developed technology useful life											3 years
Stock Issued During Period, Shares, New Issues									5,067,167				2,857,357	900,000
Debt instrument interest rate													12.00%	12.00%		12.00%
Useful life for intangible assets														8 years 7 months 6 days
12.0% Senior Secured Note [Member]
Business Acquisition [Line Items]
Deposit into escrow															$ 16,500,000
Debt instrument interest rate															12.00%
Developed Technology Rights [Member]
Business Acquisition [Line Items]
Developed technology useful life											3 years		3 years
Useful life for intangible assets														3 years
Trade Names [Member]
Business Acquisition [Line Items]
Developed technology useful life													16 years 7 months 17 days
Useful life for intangible assets														20 years
Subscriber Relationships [Member]
Business Acquisition [Line Items]
Developed technology useful life													5 years 1 month 6 days
Useful life for intangible assets														8 years 4 months 24 days
Advertising Relationships [Member]
Business Acquisition [Line Items]
Useful life for intangible assets														9 years 4 months 24 days
Database Rights [Member]
Business Acquisition [Line Items]
Developed technology useful life													3 years
Useful life for intangible assets														15 years
Customer-Based Intangible Assets [Member]
Business Acquisition [Line Items]
Developed technology useful life													5 years
Fulltime Fantasy Sports L L C [Member]
Business Acquisition [Line Items]
Payments to acquire businesses, gross	335,000
Asset Acquisition, Consideration Transferred, Transaction Cost	$ 35,000
Number of restricted common stock issued	250,000
Total cash consideration	$ 1,256,887
Fulltime Fantasy Sports L L C [Member] \| December Thirty One Two Thousand Twenty One [Member]
Business Acquisition [Line Items]
Number of restricted common stock issued	250,000
Asset Acquisition, Consideration Transferred, Contingent Consideration	$ 225,000
Fulltime Fantasy Sports L L C [Member] \| June Thirty Two Thousand Twenty Two [Member]
Business Acquisition [Line Items]
Number of restricted common stock issued	250,000
Asset Acquisition, Consideration Transferred, Contingent Consideration	$ 225,000
Fulltime Fantasy Sports L L C [Member] \| Maximum [Member]
Business Acquisition [Line Items]
Number of restricted common stock issued	750,000
College Spun Media Incorporated [Member]
Business Acquisition [Line Items]
Payments to acquire businesses, gross		$ 10,829,893
Total cash consideration		11,735,002	$ 11,000,000.0
Cash acquired from acquisition		$ 11,829,893
Stock issued during period, shares, restricted stock award, gross		4,285,714	4,285,714
Restructuring and related cost, incurred cost		$ 128,076
College Spun Media Incorporated [Member] \| Closing [Member]
Business Acquisition [Line Items]
Cash payment		$ 10,829,893
College Spun Media Incorporated [Member] \| First Anniversary Date [Member]
Business Acquisition [Line Items]
Number of restricted common stock issued		500,000
College Spun Media Incorporated [Member] \| Second Anniversary Date [Member]
Business Acquisition [Line Items]
Number of restricted common stock issued		500,000
College Spun Media Incorporated [Member] \| Working Capital Adjustment [Member] \| Closing [Member]
Business Acquisition [Line Items]
Cash payment		$ 829,893
Petametrics Inc [Member]
Business Acquisition [Line Items]
Payments to acquire businesses, gross					$ 315,289
Total cash consideration					$ 815,289
Cash payment						$ 184,087
Stock Issued During Period, Shares, New Issues										256,661
Shares, Issued										55,839
Petametrics Inc [Member] \| Closing [Member]
Business Acquisition [Line Items]
Cash payment				$ 131,202
Petametrics Inc [Member] \| First Anniversary Date [Member]
Business Acquisition [Line Items]
Number of restricted common stock issued				312,500
Petametrics Inc [Member] \| Second Anniversary Date [Member]
Business Acquisition [Line Items]
Number of restricted common stock issued				312,500
TST Acquisition Co, Inc [Member]
Business Acquisition [Line Items]
Transaction costs related to acquisition								$ 199,630
TST Acquisition Co, Inc [Member] \| Merger Agreement [Member]
Business Acquisition [Line Items]
Payments to acquire businesses, gross								$ 16,500,000
Total cash consideration							$ 16,500,000
Deposit into escrow															$ 16,500,000
TST Acquisition Co, Inc [Member] \| Merger Agreement [Member] \| 12.0% Senior Secured Note [Member]
Business Acquisition [Line Items]
Debt instrument interest rate								12.00%
Authentic Brand Group SI LLC [Member] \| The Street And The Sports Illustrated Licensing Agreement [Member]
Business Acquisition [Line Items]
Transaction costs related to acquisition														$ 331,026
Licensing agreement term description														The Company has 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.
Prepaid royalties														$ 45,000,000

Schedule of Property and Equipment (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Line Items]
Gross property and equipment costs	$ 1,268,903	$ 1,706,805	$ 977,697
Less accumulated depreciation and amortization	(600,240)	(577,367)	(316,420)
Net property and equipment	668,663	1,129,438	661,277
Office Equipment and Computers [Member]
Property, Plant and Equipment [Line Items]
Gross property and equipment costs	1,267,898	1,341,292	476,233
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Gross property and equipment costs	1,005	19,997	193,914
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Gross property and equipment costs		$ 345,516	$ 307,550

Summary of Platform Development Costs (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Platform development	$ 1,268,903	$ 1,706,805	$ 977,697
Less accumulated amortization	(600,240)	(577,367)	(316,420)
Net platform development	668,663	1,129,438	661,277
Net platform development	668,663	1,129,438	661,277
Platform Development [Member]
Property, Plant and Equipment [Line Items]
Platform development	19,497,520	16,027,428	10,678,692	$ 6,833,900
Less accumulated amortization	(11,485,813)	(8,671,820)	(4,785,973)
Net platform development	8,011,707	7,355,608	5,892,719
Net platform development	$ 8,011,707	$ 7,355,608	$ 5,892,719

Summary of Platform Development Cost Activity (Details) - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Line Items]
Platform development beginning of year	$ 1,706,805	$ 977,697	$ 977,697
Stock-based compensation	21,688,226	11,185,953	14,641,181	$ 10,364,787
Dispositions	(862,442)	(105,123)
Platform development end of year	1,268,903		1,706,805	977,697
Platform Development [Member]
Property, Plant and Equipment [Line Items]
Platform development beginning of year	16,027,428	$ 10,678,692	10,678,692	6,833,900
Payroll-based costs capitalized during the year	3,016,924		3,750,541	2,537,402
Total capitalized costs	19,044,352		14,429,233	9,371,302
Stock-based compensation	1,347,624		1,608,995	1,307,390
Dispositions	(894,456)		(10,800)
Platform development end of year	$ 19,497,520		16,027,428	10,678,692
Dispositions during the year			$ (10,800)

Schedule of Intangible Assets Subjects to Amortization (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 100,994,543	$ 99,737,656	$ 99,804,903
Intangible assets, accumulated amortization	(43,176,638)	28,235,821	8,400,759
Intangible assets, net	57,817,905	71,501,835	91,404,144
Intangible assets, accumulated amortization	$ 43,176,638	(28,235,821)	(8,400,759)
Intangible assets, weighted average useful life	3 years
Developed Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 19,070,857	19,070,857	19,138,104
Intangible assets, accumulated amortization	(11,576,450)	8,283,740	4,090,359
Intangible assets, net	7,494,407	10,787,117	15,047,745
Intangible assets, accumulated amortization	11,576,450	$ (8,283,740)	(4,090,359)
Intangible assets, weighted average useful life		4 years 8 months 12 days
Noncompete Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	480,000	$ 480,000	480,000
Intangible assets, accumulated amortization	(480,000)	480,000	252,000
Intangible assets, net			228,000
Intangible assets, accumulated amortization	480,000	$ (480,000)	(252,000)
Intangible assets, weighted average useful life		2 years
Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	3,328,000	$ 3,328,000	3,328,000
Intangible assets, accumulated amortization	(712,292)	503,342	224,745
Intangible assets, net	2,615,708	2,824,658	3,103,255
Intangible assets, accumulated amortization	712,292	$ (503,342)	(224,745)
Intangible assets, weighted average useful life		16 years 7 months 17 days
Subscriber Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	73,458,799	$ 73,458,799	73,458,799
Intangible assets, accumulated amortization	(28,992,944)	18,105,041	3,587,837
Intangible assets, net	44,465,855	55,353,758	69,870,962
Intangible assets, accumulated amortization	28,992,944	$ (18,105,041)	(3,587,837)
Intangible assets, weighted average useful life		5 years 1 month 6 days
Advertiser Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	2,240,000	$ 2,240,000	2,240,000
Intangible assets, accumulated amortization	(510,922)	332,515	94,635
Intangible assets, net	1,729,078	1,907,485	2,145,365
Intangible assets, accumulated amortization	510,922	$ (332,515)	(94,635)
Intangible assets, weighted average useful life		9 years 5 months 1 day
Database Rights [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	2,396,887	$ 1,140,000	1,140,000
Intangible assets, accumulated amortization	(904,030)	531,183	151,183
Intangible assets, net	1,492,857	608,817	988,817
Intangible assets, accumulated amortization	904,030	$ (531,183)	(151,183)
Intangible assets, weighted average useful life		3 years
Subtotal Amortizable Intangible Assets [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	100,974,543	$ 99,717,656	99,784,903
Intangible assets, accumulated amortization	(43,176,638)	28,235,821	8,400,759
Intangible assets, net	57,797,905	71,481,835	91,384,144
Intangible assets, accumulated amortization	43,176,638	(28,235,821)	(8,400,759)
Website Domain Name [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	20,000	20,000	20,000
Intangible assets, accumulated amortization
Intangible assets, net	20,000	20,000	20,000
Intangible assets, accumulated amortization

Schedule of Other Long-term Liabilities (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Lease termination payments	$ 7,269,469	$ 541,381
Deferred cash payments	666,677
Other	136,296	211,984
Other long-term liabilities	$ 8,072,442	$ 753,365

Balance Sheet Components (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
Balance Sheet Components (Details Narrative) - USD ($)	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Allowance for doubtful accounts	$ 675,806		$ 675,806		$ 892,352
Capitalized Contract Cost, Net, Current	31,257,268		31,257,268		28,146,895
Capitalized Contract Cost, Net, Noncurrent	18,682,545		18,682,545		13,358,585
Depreciation, Depletion and Amortization	114,165	$ 102,067	333,891	$ 536,729
Amortization expense	1,143,673	909,631	3,272,890	2,868,289	3,890,966	$ 2,660,029
Amortization expense of intangible asset	$ 5,038,837	$ 5,093,076	14,940,817	15,220,591	20,301,665	7,806,517
Impairment charges			$ 0	$ 0	$ 0	$ 0

Schedule of Supplemental Information Related to Operating Leases (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Leases
Operating cash flows for operating leases			$ 2,901,529
Operating lease liabilities arising from obtaining lease right-of-use assets during the year					$ 16,617,790	$ 3,853,500
Weighted-average remaining lease term (in years) as of year-end	6 years		6 years		11 years 3 months	5 years 10 days
Weighted-average discount rate during the year	9.90%		9.90%		13.57%	9.85%
Operating lease costs during the year	$ 642,926	$ 982,414	$ 2,458,229	$ 3,082,499	$ 4,054,423	$ 1,112,362
Cash payments included in the measurement of operating lease liabilities during the year					$ 3,188,986	$ 1,212,800

Summary of Maturity of Lease Liabilities (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Leases
2021 (remaining three months of the year)	$ 140,134
2021	472,084	$ 3,804,853
2022	486,247	3,525,158
2023	500,834	3,528,696
2024	512,019	3,526,406
Thereafter	896,034	23,822,981
Minimum lease payments	3,007,352	41,948,685
Less imputed interest	(753,176)	(21,002,931)
Total operating lease liabilities	2,254,176	20,945,754
Current portion of operating lease liabilities	282,011	1,059,671	$ 2,203,474
Long-term portion of operating lease liabilities	$ 1,972,165	19,886,083	$ 2,616,132
2025		$ 3,740,591

Leases (Details Narrative) - USD ($)		1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
Leases (Details Narrative) - USD ($)	Feb. 07, 2020	Sep. 30, 2021	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Operating lease, cost			$ 642,926	$ 982,414	$ 2,458,229	$ 3,082,499	$ 4,054,423	$ 1,112,362
Operating Lease, Right-of-Use Asset		$ 2,048,900	2,048,900		2,048,900		18,292,196	$ 3,980,649
Operating Lease, Liability		2,254,176	2,254,176		2,254,176		20,945,754
Lessee, Operating Lease, Liability, to be Paid		3,007,352	3,007,352		3,007,352		$ 41,948,685
Lease description							which expire at various dates through 2032.
Debt instrument, interest rate percentage							12.00%	12.00%	12.00%
Cash deposit with bank							$ 185,606	$ 160,910
Letter of Credit [Member] \| Twelve Amended Senior Secured Notes [Member]
Debt instrument, interest rate percentage	12.00%
Landlords	$ 3,024,232
December One Two Thousand And Twenty One And October One Two Thousand And Twenty Two [Member]
Lessee, Operating Lease, Liability, to be Paid		1,000,000	1,000,000		1,000,000
October One Two Thousand And Twenty Two [Member]
Lessee, Operating Lease, Liability, to be Paid		1,000,000	1,000,000		1,000,000
October One Two Thousand And Twenty Three [Member]
Lessee, Operating Lease, Liability, to be Paid		4,000,000	4,000,000		4,000,000
October One Two Thousand And Twenty Three And October One Two Thousand And Twenty Four [Member]
Lessee, Operating Lease, Liability, to be Paid		4,000,000	4,000,000		4,000,000
Lease Arrangement [Member]
Operating Lease, Right-of-Use Asset		15,673,474	15,673,474		15,673,474
Operating Lease, Liability		17,934,940	$ 17,934,940		$ 17,934,940
Gain (Loss) on Termination of Lease		9,606,121
[custom:LossOnTerminationOfLease]		7,344,655
Proceeds from Lease Payment, Operating Activity		10,000,000
Advertising Expense		$ 1,475,000
Minimum [Member]
Lease term		1 year 6 months	1 year 6 months		1 year 6 months		1 year 6 months
Maximum [Member]
Lease term		7 years 10 months 24 days	7 years 10 months 24 days		7 years 10 months 24 days		12 years 9 months 18 days

Line of Credit (Details Narrative) - USD ($)			1 Months Ended	12 Months Ended
Line of Credit (Details Narrative) - USD ($)	Feb. 27, 2020	Nov. 30, 2018	Nov. 30, 2018	Dec. 31, 2019	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2018
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Line of credit, outstanding amount					$ 9,400,000	$ 6,500,000
Debt instrument interest rate				12.00%		12.00%	12.00%
Interest and Unpaid Accrued Interest [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Receivable from related party				$ 626,532
Financing and Security Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Line of credit						$ 7,178,791
Line of credit maturity date	Feb. 06, 2022
Line of credit, outstanding amount					$ 6,705,391	$ 7,178,791
Financing and Security Agreement [Member] \| Prime Rates [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Line of credit interest rate	8.50%
Financing and Security Agreement [Member] \| Fast Pay Credit Facility [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Line of credit	$ 15,000,000
Factoring Note Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Debt instrument interest rate		3.00%	3.00%
Initial factoring fee		0.415%	0.415%
Debt fee		$ 950	$ 950
Factoring Note Agreement [Member] \| Interest Rate Floor [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Line of credit interest rate		5.00%
Factoring Note Agreement [Member] \| Prime Rate [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Line of credit interest rate		4.00%		8.75%
Factoring Note Agreement [Member] \| Maximum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Line of credit , maximum borrowing capacity		$ 3,500,000	$ 3,500,000
Line of credit , maximum borrowing percentage			85.00%
Factoring Note Agreement [Member] \| Minimum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Monthly sales volume amount		$ 1,000,000

Schedule of Components of Restricted Stock Liabilities (Details) (Parenthetical) - $ / shares		9 Months Ended		12 Months Ended
	Dec. 15, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Restricted Stock Liabilities
Number of shares vested	1,064,549	1,064,549	1,064,549	1,064,549
Purchase price per share		$ 4.00	$ 4.00
Purchase price per share	$ 4.00			$ 4.00

Schedule of Components of Restricted Stock Liabilities (Details) - USD ($)		9 Months Ended		12 Months Ended
	Dec. 15, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Restricted Stock Liabilities
Restricted stock liabilities recorded upon modification of the restricted stock awards and units (1,064,549 restricted stock to be purchased at $4.00 per share)		$ 4,258,196		$ 4,258,196
Less imputed interest		(457,462)		(457,462)
Present value of restricted stock liabilities	$ 3,800,734	3,800,734		3,800,734
Less payments (excluding imputed interest)		(1,342,379)		(177,425)
Restricted stock liabilities		2,458,355		3,623,309
Current portion of restricted stock liabilities		1,936,734		1,627,499
Long-term portion of restricted stock liabilities		521,621		1,995,810
Total restricted stock liabilities		2,458,355		3,623,309
Less prepayments		$ (1,164,955)		$ (177,425)

Restricted Stock Liabilities (Details Narrative) - USD ($)		9 Months Ended		12 Months Ended
	Dec. 15, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Restricted Stock Liabilities
Number of shares vested	1,064,549	1,064,549	1,064,549	1,064,549
Purchase price per share	$ 4.00			$ 4.00
Incremental stock-based compensation costs	$ 334,328
Reclassification of restricted stock awards and units from equity to liability classified upon modification	$ 3,800,734	$ 3,800,734		$ 3,800,734

Schedule of Warrant Derivative Liabilities (Details)	Sep. 30, 2021 $ / shares	Dec. 31, 2020 $ / shares	Dec. 31, 2019
Measurement Input, Expected Term [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants term	1 year 8 months 12 days	2 years 5 months 12 days	3 years 5 months 12 days
Measurement Input, Expected Term [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants term	4 years 6 months	4 years 9 months 14 days	5 years 9 months 18 days
Measurement Input, Risk Free Interest Rate [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.28	0.13	1.62
Measurement Input, Risk Free Interest Rate [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.76	0.36	1.76
Measurement Input, Price Volatility [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	153.59	150.55	144.56
Measurement Input, Price Volatility [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	142.59	140.95	127.63
Measurement Input, Expected Dividend Rate [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0	0	0.0
Measurement Input, Expected Dividend Rate [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0	0	0.0
Transaction Date Closing Market [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.38	0.60
Transaction Date Closing Market [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.38	0.60
Measurement Input, Exercise Price [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.50	0.50
Measurement Input, Exercise Price [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.33	0.33

Schedule of Valuation Activity for Warrants Accounted for Derivative Liability (Details) - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Strome Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Carrying value beginning period	$ 704,707	$ 1,036,687	$ 1,036,687	$ 587,971
Change in valuation of warrant derivative liabilities	(339,924)	63,160	(331,980)	448,716
Carrying value at end of the period	364,783	1,099,847	704,707	1,036,687
Carrying amount at end of year	364,783	1,099,847	704,707	1,036,687
B. Riley Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Carrying value beginning period	443,188	607,513	607,513	358,050
Change in valuation of warrant derivative liabilities	(156,888)	71,750	(164,325)	249,463
Carrying value at end of the period	286,300	679,263	443,188	607,513
Carrying amount at end of year	286,300	679,263	443,188	607,513
Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Carrying value beginning period	1,147,895	1,644,200	1,644,200	1,364,235
Change in valuation of warrant derivative liabilities	(496,812)	134,910	(496,305)	1,015,151
Carrying value at end of the period	651,083	1,779,110	1,147,895	1,644,200
Carrying amount at end of year	$ 651,083	1,779,110	1,147,895	1,644,200
Level Two Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Carrying value beginning period				418,214
Change in valuation of warrant derivative liabilities				316,972
Carrying value at end of the period
Carrying amount at end of year
Exercise of warrants during the year				$ 735,186

Fair Value Measurements (Details Narrative)	3 Months Ended		9 Months Ended		12 Months Ended
Fair Value Measurements (Details Narrative)	Sep. 30, 2021 USD ($) $ / shares	Sep. 30, 2020 USD ($)	Sep. 30, 2021 USD ($) $ / shares	Sep. 30, 2020 USD ($)	Dec. 31, 2020 USD ($) $ / shares	Dec. 31, 2019 USD ($) $ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Change in valuation of warrant derivative liabilities \| $	$ 801,755	$ (517,405)	$ 496,812	$ (134,910)	$ 496,305	$ (1,015,151)
Derivative, Gain (Loss) on Derivative, Net \| $	(801,755)	517,405	(496,812)	134,910	(496,305)	1,015,151
Change in valuation of embedded derivative liabilities \| $		2,370,000		(2,173,000)	(2,571,004)	5,040,000
Change in valuation of embedded derivative liabilities \| $		$ (2,370,000)		$ 2,173,000	2,571,004	(5,040,000)
Cash and cash equivalents \| $	8,227,840		8,227,840		9,033,872	8,852,281
Warrant derivative liabilities \| $	$ 651,083		$ 651,083		1,147,895	1,644,200
Fair value of embedded derivative liabilities \| $						13,501,000
12% Convertible Debentures [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value of embedded derivative liabilities \| $					$ 10,929,996
Series G Preferred Stock [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrant derivative liabilities \| $						72,563
Other income \| $						72,563
Level Two Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Adjustment to additional paid in capital \| $						$ 735,186
Measurement Input, Expected Term [Member] \| Level Two Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, term						3 years 9 months
Measurement Input, Expected Term [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, term	1 year 8 months 12 days		1 year 8 months 12 days		2 years 5 months 12 days	3 years 5 months 12 days
Measurement Input, Expected Term [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, term	4 years 6 months		4 years 6 months		4 years 9 months 14 days	5 years 9 months 18 days
Measurement Input, Risk Free Interest Rate [Member] \| Level Two Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages						1.56
Measurement Input, Risk Free Interest Rate [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages	0.28		0.28		0.13	1.62
Measurement Input, Risk Free Interest Rate [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages	0.76		0.76		0.36	1.76
Measurement Input, Price Volatility [Member] \| Level Two Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages						130.46
Measurement Input, Price Volatility [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages	153.59		153.59		150.55	144.56
Measurement Input, Price Volatility [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages	142.59		142.59		140.95	127.63
Measurement Input, Expected Dividend Rate [Member] \| Level Two Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages						0.0
Measurement Input, Expected Dividend Rate [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages	0		0		0	0.0
Measurement Input, Expected Dividend Rate [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages	0		0		0	0.0
Transaction Date Closing Market [Member] \| Level Two Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, price per share \| $ / shares						$ 0.89
Transaction Date Closing Market [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages \| $ / shares	0.38		0.38		0.60
Fair value assumptions, measurement input, price per share \| $ / shares					$ 0.60	0.80
Transaction Date Closing Market [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages \| $ / shares	0.38		0.38		0.60
Fair value assumptions, measurement input, price per share \| $ / shares					$ 0.60	0.80
Measurement Input, Exercise Price [Member] \| Level Two Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, price per share \| $ / shares						0.50
Measurement Input, Exercise Price [Member] \| Strome Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages \| $ / shares	0.50		0.50		0.50
Fair value assumptions, measurement input, price per share \| $ / shares					$ 0.50	4.50
Measurement Input, Exercise Price [Member] \| B. Riley Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value assumptions, measurement input, percentages \| $ / shares	0.33		0.33		0.33
Fair value assumptions, measurement input, price per share \| $ / shares					$ 1.00	1.00
Adjusted fair value assumptions exercise price \| $ / shares					$ 0.33	$ 0.33

Schedule of Long Term Debt (Details) - USD ($)	Nov. 05, 2021	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Short-term Debt [Line Items]
Principal Balance (including accrued interest)		$ 65,849,596	$ 66,293,134
Unamortized discount and debt issuance cost		(2,565,325)	(4,098,862)
Carrying value		63,284,271	62,194,272
Delayed Draw Term Note [Member]
Short-term Debt [Line Items]
Principal Balance (including accrued interest)		4,717,714	4,294,318
Unamortized discount and debt issuance cost		(151,732)	(359,172)
Carrying value		4,565,982	3,935,146
12% Amended Senior Secured Notes [Member]
Short-term Debt [Line Items]
Principal Balance (including accrued interest)	$ 61,700,000	61,131,882	56,296,091	$ 49,921,345
Unamortized discount and debt issuance cost		(2,413,593)	(3,739,690)	$ (5,911,600)
Carrying value		58,718,289	52,556,401
Payroll Protection Program Loan Member [Member]
Short-term Debt [Line Items]
Principal Balance (including accrued interest)			5,702,725
Unamortized discount and debt issuance cost
Carrying value			$ 5,702,725

Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.

+ References + Details

Long-term Debt (Details Narrative) - USD ($)											9 Months Ended	12 Months Ended
Long-term Debt (Details Narrative) - USD ($)	Jun. 22, 2021	Oct. 23, 2020	Apr. 06, 2020	Mar. 24, 2020	Mar. 24, 2020	Mar. 19, 2020	Feb. 27, 2020	Aug. 27, 2019	Jun. 14, 2019	Jun. 10, 2019	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019	Nov. 05, 2021	Dec. 31, 2018
Debt Instrument [Line Items]
Debt instrument interest rate												12.00%	12.00%		12.00%
Principal amount of debt												$ 83,616,590
Legal fees												323,137	$ 202,382
Current portion of long-term debt											$ 4,565,982
Long-term debt, net of current portion											58,718,289	62,194,272
Long-term debt											63,284,271	62,194,272
Success fee												(3,400,000)	(3,400,000)
Delayed Draw Term Note [Member]
Debt Instrument [Line Items]
Principal amount of debt												6,913,865
Percentage of decrease in interest						10.00%
Legal fees												120,755
Long-term debt, net of current portion												3,935,146
Long-term debt											4,565,982	3,935,146
Success fee
Second Amendment ToAmended and Restated Note Purchase Agreement [Member]
Debt Instrument [Line Items]
Licensing agreement description							the second amendment to the amended and restated note purchase agreement, the Company replaced its previous $3,500,000 working capital facility with Sallyport with a new $15,000,000 working capital facility with FastPay; and (ii) BRF Finance issued a letter of credit in the amount of approximately $3,000,000 to the Company’s landlord for the property lease located at 225 Liberty Street, 27th Floor, New York, New York 10281
12.0% Senior Secured Note [Member]
Debt Instrument [Line Items]
Debt instrument interest rate										12.00%
Proceeds from issuance of debt										$ 18,865,000
Debt maturity date										Jul. 31, 2019
Principal amount of debt										$ 20,000,000
Legal fees										135,000
Escrow deposit										16,500,000
Note payable										2,365,000
12.0% Senior Secured Note [Member] \| Investor [Member]
Debt Instrument [Line Items]
Long-term debt										135,000
12.0% Senior Secured Note [Member] \| B.Riley [Member]
Debt Instrument [Line Items]
Placement fee payable in cash										1,000,000
12.0% Senior Secured Note [Member] \| Amended And Restated Note Purchase Agreement [Member]
Debt Instrument [Line Items]
Proceeds from issuance of debt									$ 48,000,000	$ 68,000,000
Debt maturity date										Jun. 14, 2022
12% Second Amended Senior Secured Notes [Member]
Debt Instrument [Line Items]
Proceeds from issuance of debt										$ 20,000,000
12% Amended Senior Secured Notes [Member]
Debt Instrument [Line Items]
Debt instrument interest rate				12.00%	12.00%
Proceeds from issuance of debt							$ 3,000,000	$ 3,000,000
Principal amount of debt												71,000,000	71,000,000	$ 48,800,000
Percentage of decrease in interest					10.00%
Legal fees								150,000				202,382
Net proceeds from issuance of debt								2,850,000
Long-term debt, net of current portion												52,556,401	$ 44,009,745
Long-term debt											58,718,289	52,556,401
Success fee									3,500,000			(3,400,000)
12% Amended Senior Secured Notes [Member] \| B.Riley [Member]
Debt Instrument [Line Items]
Placement fee payable in cash								$ 150,000
12% Amended Senior Secured Notes [Member] \| Delayed Draw Term Note [Member]
Debt Instrument [Line Items]
Debt instrument interest rate				15.00%	15.00%	15.00%
Proceeds from issuance of debt				$ 6,913,865
Debt maturity date				Mar. 31, 2021
Principal amount of debt				$ 12,000,000	$ 12,000,000
Legal fees				793,109
Net proceeds from issuance of debt				$ 6,000,000
Licensing agreement description				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 interest amounts, shares of the Company’s common stock Company’s common stock based upon the conversion rate specified in the Certificate of Designation for the Series K Preferred Stock, subject to certain adjustments
12% Amended Senior Secured Notes [Member] \| Delayed Draw Term Note [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Debt maturity date				Mar. 31, 2022
Principal amount of debt				$ 8,000,000	$ 8,000,000
12% Amended Senior Secured Notes [Member] \| Delayed Draw Term Note [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Debt maturity date				Mar. 31, 2021
Payroll Protection Program Loan Member [Member]
Debt Instrument [Line Items]
Debt instrument interest rate			0.98%
Debt maturity date			Apr. 06, 2022
Principal amount of debt												5,702,725
Legal fees
Proceeds from loan			$ 5,702,725
Debt Instrument, Decrease, Forgiveness	$ 5,702,725
Gain (Loss) on Extinguishment of Debt											5,716,697
Long-term debt, net of current portion												5,702,725
Long-term debt												5,702,725
Success fee
Twelve Amended Senior Secured Note [Member]
Debt Instrument [Line Items]
Note payable									600,000
Twelve Amended Senior Secured Note [Member] \| Amended And Restated Note Purchase Agreement [Member]
Debt Instrument [Line Items]
Proceeds from issuance of debt									$ 45,600,000
Debt maturity date									Jun. 14, 2019
Principal amount of debt									$ 68,000,000	$ 20,000,000
Legal fees									50,000
Repayments of debt									45,000,000
Twelve Amended Senior Secured Note [Member] \| Amended And Restated Note Purchase Agreement [Member] \| B.Riley [Member]
Debt Instrument [Line Items]
Proceeds from issuance of debt									48,000,000
Placement fee payable in cash									2,400,000
Success fee									$ 3,400,000
Term Note [Member]
Debt Instrument [Line Items]
Debt principal and accrued interest amount		$ 3,367,000
Asset Acquisition of Petametrics Inc., [Member]
Debt Instrument [Line Items]
Debt instrument interest rate			98.00%

Preferred Stock (Details Narrative) - USD ($)													1 Months Ended	9 Months Ended		12 Months Ended
Preferred Stock (Details Narrative) - USD ($)	Aug. 17, 2021	May 04, 2021	May 04, 2021	Oct. 31, 2020	Sep. 04, 2020	Aug. 20, 2020	Oct. 07, 2019	Jun. 28, 2019	Jan. 02, 2019	Aug. 10, 2018	Nov. 30, 2001	May 30, 2000	Nov. 11, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 18, 2020	Jun. 10, 2019	Dec. 31, 2018
Class of Stock [Line Items]
Number of shares issued during period, shares									5,067,167							2,857,357	900,000
Trading price, per share														$ 4.00	$ 4.00
Preferred stock, shares authorized																1,000,000
Preferred stock par value																$ 0.01
Conversion price																	$ 0.40			$ 0.33
Proceeds from issuance of convetible preferred stock
Partially repayments of notes																	$ 366,842
Debt instrument interest rate																12.00%	12.00%			12.00%
12.0% Senior Secured Note [Member]
Class of Stock [Line Items]
Note payable																			$ 2,365,000
Partially repayments of notes								$ 18,300,000
Payment of deferred fees								3,400,000
Debt instrument interest rate																			12.00%
August 19, 2020 and October 31, 2020 [Member]
Class of Stock [Line Items]
Beneficial conversion feature																$ 502,000
B.Riley [Member]
Class of Stock [Line Items]
Cash fee paid								1,386,000
Reimbursement of legal fee								$ 73,858
Common Stock [Member]
Class of Stock [Line Items]
Number of shares converted											188,791
Securities Purchase Agreement [Member]
Class of Stock [Line Items]
Conversion price								$ 0.50
Security Purchase Agreement [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares							5,000
Conversion price							$ 0.70
Series H Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares	50															108
Number of shares converted	151,515									58,787,879
Preferred stock, designated shares																23,000
Shares outstanding																19,597
Preferred stock, shares issued																19,597	19,400
Conversion price										$ 0.33
Proceeds from issuance of convetible preferred stock										$ 19,399,250						$ 113,000
Stock issuance cost										$ 18,045,496						17,896
Beneficial conversion feature																$ 389,000
Series H Preferred Stock [Member] \| August 19, 2020 [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares																108
Trading price, per share																$ 0.86
Conversion price																$ 0.33
Beneficial conversion feature																$ 113,000
Series H Preferred Stock [Member] \| October 31, 2020 [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares																389
Trading price, per share																$ 0.77
Conversion price																$ 0.33
Beneficial conversion feature																$ 389,000
Series H Preferred Stock [Member] \| Accredited Investor [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares						108
Number of shares converted						327,273
Preferred stock par value						$ 1,000
Conversion price						$ 0.33
Proceeds from issuance of convetible preferred stock						$ 130,896
Stock issuance cost						$ 113,000
Shares issued during the period deemed null and void						2,145
Series H Preferred Stock [Member] \| James Heckman [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares				389
Number of shares converted				1,178,788
Preferred stock par value				$ 1,000
Conversion price				$ 0.33
Note payable				$ 389,000
Series H Preferred Stock [Member] \| Securities Purchase Agreement [Member]
Class of Stock [Line Items]
Preferred stock par value						$ 1,000
Preferred stock, liquidation value										$ 1,000
Preferred stock, shares issued										19,400
Conversion price						$ 0.33
Series H Preferred Stock [Member] \| Security Purchase Agreement [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares							20,000
Preferred stock par value							$ 1,000
Proceeds from issuance of convetible preferred stock							$ 20,000,000
Series L Preferred Stock [Member]
Class of Stock [Line Items]
Trading price, per share		$ 0.01	$ 0.01
Preferred Stock, Voting Rights		1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions paid to the holders of the Company’s common stock. The Series L Preferred Stock will be entitled to 1,000 votes on all matters submitted to a vote of the stockholders of the Company. In the event of any merger, consolidation or other transaction in which shares of the Company’s common stock are converted or exchanged, the Series L Preferred Stock will be entitled to receive 1,000 times the amount received per one share of the Company’s common stock.	(i) $1.00 per share or (ii) 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all noncash dividends or other distributions paid to the holders of the Company’s common stock. The Series L Preferred Stock will be entitled to 1,000 votes on all matters submitted to a vote of the stockholders of the Company. In the event of any merger, consolidation or other transaction in which shares of the Company’s common stock are converted or exchanged, the Series L Preferred Stock will be entitled to receive 1,000 times the amount received per one share of the Company’s common stock.
Series L Preferred Stock [Member] \| Purchase Agreements [Member]
Class of Stock [Line Items]
Trading price, per share		$ 4.00	$ 4.00
Series F Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, designated shares																2,000
Series G Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares converted												1,631.504
Preferred stock, designated shares																1,800
Shares outstanding												168.496				168.496
Sale of stock												1,800
Preferred stock, liquidation value												$ 1,000
Series G Preferred Stock [Member] \| Original Investor [Member]
Class of Stock [Line Items]
Shares outstanding																168.496
Preferred stock, liquidation aggregate amount																$ 168,496
Temporary equity, liquidation preference per share value																$ 1,000
Series l Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares																	23,100
Number of shares converted								46,200,000
Preferred stock par value								$ 1,000
Preferred stock, designated shares																25,800
Preferred stock, shares issued								23,100									23,100
Conversion price								$ 0.50
Proceeds from issuance of convetible preferred stock								$ 23,100,000
Stock issuance cost																	$ 1,459,858
Series l Preferred Stock [Member] \| Securities Purchase Agreement [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares								23,100
Preferred stock par value								$ 1,000
Proceeds from issuance of convetible preferred stock								$ 23,100,000
Series J Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares converted							28,571,428
Preferred stock par value							$ 1,000
Preferred stock, designated shares																35,000
Preferred stock, shares issued							20,000
Conversion price					$ 0.40		$ 0.70
Proceeds from issuance of convetible preferred stock							$ 20,000,000
Debt instrument interest rate							12.00%
Working capital and general coporate							$ 14,400,000
Series J Preferred Stock [Member] \| 12.0% Senior Secured Note [Member]
Class of Stock [Line Items]
Partially repayments of notes							5,000,000.0
Series J Preferred Stock [Member] \| B.Riley [Member]
Class of Stock [Line Items]
Cash fee paid							525,240
Reimbursement of legal fee							$ 43,043
Series J Preferred Stock [Member] \| Two Accredited Investors [Member]
Class of Stock [Line Items]
Number of shares converted					6,000,000
Preferred stock par value					$ 1,000
Conversion price					$ 0.70
Proceeds from issuance of common stock					$ 15,000,000
Series K Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares																18,042
Number of shares converted													45,105,000
Trading price, per share																		$ 0.61
Preferred stock par value													$ 1,000
Preferred stock, designated shares																20,000
Preferred stock, shares issued													18,042
Conversion price													$ 0.40					0.40
Proceeds from issuance of convetible preferred stock													$ 18,042,000
Stock issuance cost																$ 560,500
Beneficial conversion feature																$ 17,481,500
Working capital and general coporate													11,500,000
Series K Preferred Stock [Member] \| Term Notes [Member]
Class of Stock [Line Items]
Partially repayments of notes													3,400,000
Payments for prior investment													2,600,000
Series K Preferred Stock [Member] \| B.Riley [Member]
Class of Stock [Line Items]
Cash fee paid													$ 560,500
Series K Preferred Stock [Member] \| Registration Rights Agreement [Member]
Class of Stock [Line Items]
Maximum liquidated damages percentage													6.00%
Series K Preferred Stock [Member] \| Security Purchase Agreement [Member]
Class of Stock [Line Items]
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. The securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15)
Series H Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Shares outstanding														19,546		19,596	19,400
Temporary equity, liquidation preference per share value														$ 1,000		$ 1,000	$ 1,000
Preferred stock, shares issued																19,597	19,400
Proceeds from issuance of convetible preferred stock															113,000	$ 113,000
Series H Convertible Preferred Stock [Member] \| Registration Rights Agreement [Member]
Class of Stock [Line Items]
Agreement description										The registration rights agreement provides for a cash payment equal to 1.0% per month of the amount invested as partial liquidated damages, on each monthly anniversary, payable within 7 days of such event, and upon the occurrence of certain events 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 registration rights agreements provide for Registration Rights Damages (further details are provided in Note 15)
Series H Convertible Preferred Stock [Member] \| Security Purchase Agreement [Member]
Class of Stock [Line Items]
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. The securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15)
Series I Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Trading price, per share																		0.61
Shares outstanding																	23,100
Temporary equity, liquidation preference per share value																$ 1,000	$ 1,000
Preferred stock, shares issued																	23,100
Conversion price																		0.50
Proceeds from issuance of convetible preferred stock																	$ 23,100,000
Stock issuance cost																	$ 1,459,858
Series I Convertible Preferred Stock [Member] \| Registration Rights Agreement [Member]
Class of Stock [Line Items]
Maximum liquidated damages percentage								6.00%
Series I Convertible Preferred Stock [Member] \| Security Purchase Agreement [Member]
Class of Stock [Line Items]
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. The securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15)
Series J Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares issued during period, shares																10,500	20,000
Trading price, per share																		$ 0.61
Shares outstanding																	20,000
Temporary equity, liquidation preference per share value																$ 1,000	$ 1,000
Preferred stock, shares issued																	20,000
Proceeds from issuance of convetible preferred stock															$ 6,000,000	$ 6,000,000	$ 15,000,000
Stock issuance cost																	$ 580,004
Series J Convertible Preferred Stock [Member] \| Registration Rights Agreement [Member]
Class of Stock [Line Items]
Maximum liquidated damages percentage					600.00%		6.00%
Series J Convertible Preferred Stock [Member] \| Security Purchase Agreement [Member]
Class of Stock [Line Items]
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. The securities purchase agreements provide for Public Information Failure Damages (further details are provided in Note 15)

Summary of Warrant Activity (Details) - $ / shares	12 Months Ended
Summary of Warrant Activity (Details) - $ / shares	Dec. 31, 2020	Dec. 31, 2019	Sep. 30, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]
Outstanding, Classified as Derivative Liabilities	2,375,000		2,375,000
Outstanding, Classified within Stockholders' Equity	507,055		507,055
Total Exercisable	2,882,055		2,882,055
Number of Shares, Exercisable at end of year	2,882,055
Publisher Partner Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Total Exercisable	463,041
Number of Shares, outstanding, at beginning of year	939,541	1,017,140
Number of Shares, outstanding at end of year	789,541	939,541
Number of Shares, Exercisable at end of year	463,041
Weighted Average Exercise Price, Exercisable at end of year	$ 1.31
Weighted Average Exercise Price, outstanding, at beginning of year	$ 1.46	$ 1.47
Weighted Average Remaining Contractual Life, Outstanding at beginning of year		3 years 3 months 3 days
Number of Shares, Forfeited	(150,000)	(77,599)
Weighted Average Exercise Price, Forfeited		$ 1.62
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsWeightedAverageExercisePriceOutstanding-2]	$ 1.34	$ 1.46
Weighted Average Remaining Contractual Life, Outstanding at ending of year	1 year 6 months	2 years 6 months 25 days
Weighted Average Remaining Contractual Life, Exercisable	1 year 6 months 7 days
Number of Shares, not vested at end of year	326,500
Number of Shares, Available for future grants at end of year	1,210,459
Common Stock Financing Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Total Exercisable	2,882,055
Number of Shares, outstanding, at beginning of year	2,882,055	3,949,018
Weighted Average Exercise Price, outstanding, at beginning of year	$ 0.80	$ 0.64
Weighted Average Remaining Contractual Life, Outstanding at beginning of year		4 years 9 months 21 days
Number of Shares, Exercised		(1,066,963)
Weighted Average Exercise Price, Exercised
Number of Shares, outstanding at end of year	2,882,055	2,882,055
Weighted Average Exercise Price, outstanding, at end of year	$ 0.60	$ 0.80
Weighted Average Remaining Contractual Life, Outstanding at end of year	2 years 11 months 8 days	3 years 11 months 12 days
Number of Shares, Exercisable at end of year	2,882,055
Weighted Average Exercise Price, Exercisable at end of year	$ 0.60
Weighted Average Remaining Contractual Life, Exercisable at end of year	2 years 11 months 8 days
MDB Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Exercise Price			$ 0.20
Expiration Date			Nov. 04, 2021
Outstanding, Classified as Derivative Liabilities
Outstanding, Classified within Stockholders' Equity	327,490		327,490
Total Exercisable	327,490		327,490
Number of Shares, Exercisable at end of year	327,490
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsWeightedAverageExercisePriceOutstanding-2]	$ 0.20
Strome Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Exercise Price			$ 0.50
Expiration Date			Jun. 15, 2023
Outstanding, Classified as Derivative Liabilities	1,500,000		1,500,000
Outstanding, Classified within Stockholders' Equity
Total Exercisable	1,500,000		1,500,000
Number of Shares, Exercisable at end of year	1,500,000
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsWeightedAverageExercisePriceOutstanding-2]	$ 0.50
B. Riley Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Exercise Price			$ 0.33
Expiration Date			Oct. 18, 2025
Outstanding, Classified as Derivative Liabilities	875,000		875,000
Outstanding, Classified within Stockholders' Equity
Total Exercisable	875,000		875,000
Number of Shares, Exercisable at end of year	875,000
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsWeightedAverageExercisePriceOutstanding-2]	$ 1.00
MDB Warrants One [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Exercise Price			$ 1.15
Expiration Date			Oct. 19, 2022
Outstanding, Classified as Derivative Liabilities
Outstanding, Classified within Stockholders' Equity	119,565		119,565
Total Exercisable	119,565		119,565
Number of Shares, Exercisable at end of year	119,565
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsWeightedAverageExercisePriceOutstanding-2]	$ 1.15
MDB Warrants Two [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Exercise Price			$ 2.50
Expiration Date			Oct. 19, 2022
Outstanding, Classified as Derivative Liabilities
Outstanding, Classified within Stockholders' Equity	60,000		60,000
Total Exercisable	60,000		60,000
Number of Shares, Exercisable at end of year	60,000
[custom:ShareBasedCompensationArrangementByShareBasedPaymentAwardNonOptionEquityInstrumentsWeightedAverageExercisePriceOutstanding-2]	$ 2.50

Stockholders’ Equity (Details Narrative) - USD ($)											1 Months Ended	9 Months Ended		12 Months Ended
Stockholders’ Equity (Details Narrative) - USD ($)	Jun. 02, 2021	May 25, 2021	Jan. 02, 2020	Dec. 11, 2019	Oct. 07, 2019	Aug. 23, 2019	Aug. 23, 2019	Jun. 14, 2019	Jan. 02, 2019	Jan. 04, 2018	Sep. 30, 2019	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 18, 2020	Dec. 15, 2020	Oct. 26, 2020	Sep. 10, 2019	Oct. 18, 2018	Aug. 23, 2018	Aug. 03, 2018	Jun. 15, 2018	Oct. 19, 2017	Dec. 19, 2016	Nov. 04, 2016
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common stock authorized												1,000,000,000		1,000,000,000	1,000,000,000	100,000,000
Common stock par value												$ 0.01		$ 0.01	$ 0.01
Proceeds from Issuance of Private Placement												$ 20,005,000
Legal Fees														$ 323,137	$ 202,382
Common stock, price per share														$ 0.60
Number of shares issued during period, shares									5,067,167					2,857,357	900,000
Remaining shares to be issued														1,020,930
Hub Pages Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common stock par value						$ 2.50	$ 2.50
Number of shares issued during period, shares						2,400,000
Restricted stock vesting description						The true-up provision was settled on May 31, 2019 (as further described in Note 22). The true-up period, in general, was 13 months after the consummation of the 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
Restricted Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Sale of Stock, Price Per Share																	$ 4
Restricted stock awards for common shares				2,000,000										12,312,417	12,312,417
Restricted stock vesting description				the Say Media merger, to remove certain 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. Compensation expense is recognized over the vesting period of the awards
Forfeited vested restricted stock including tax withholding														1,146,811	1,227,512
Forfeited vested restricted stock														399,998	825,000
Forfeited vested restricted stock tax withholding														746,813	402,512
Restricted Stock [Member] \| Hub Pages Inc [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted stock awards for common shares							2,399,997
Private Placement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of common shares sold										60,000
Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Aggregate intrinsic value												$ 102,698
Common stock, price per share												$ 0.38
MDB Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price																										$ 0.20
Warrant outstanding														507,055												327,490
MDB Warrants [Member] \| Private Placement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price										$ 2.50														$ 1.15
Warrant to purchase common stock										60,000														119,565
Warrant expiration term																								5 years
L2 Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price																						$ 0.50
Warrant to purchase common stock																			539,331			640,405
Strome Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued during period, shares											539,331
Warrant exercise price											$ 0.80
Number of warrant exercised under cashless exercise											1,066,963
Financing Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price														$ 0.60
Fair value of warrants														$ 280,996
Publisher Partner Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price																		$ 2.08
Warrant to purchase common stock																		150,000			2,000,000				5,000,000
AllHipHop Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price																		$ 0.65
Warrant to purchase common stock																		125,000
ABG Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant to purchase common stock								21,989,844
Warrant expiration term								10 years
Warrants description								(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).
Forty-Two Cents Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price								$ 0.42
Eighty-Four Cents Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price								$ 0.84
Board of Directors [Member] \| Restricted Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued during period, shares			562,500						833,333
Investor [Member] \| B. Riley Warrants [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price																				$ 1.00
Warrant to purchase common stock																				875,000
Securities Purchase Agreements [Member] \| Accredited Investors [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of common shares sold	7,142,857	21,435,718
Sale of Stock, Price Per Share	$ 0.70	$ 0.70
Proceeds from Issuance of Private Placement	$ 5,000,000	$ 15,005,000
Legal Fees		167,244
Securities Purchase Agreements [Member] \| B.Riley [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Proceeds from Issuance of Private Placement		19,837,757
Legal Fees		$ 100,000
Security Purchase Agreement [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Number of shares issued during period, shares					5,000
Security Purchase Agreement [Member] \| Strome Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Warrant exercise price																							$ 0.50
Warrant to purchase common stock																							1,500,000

Summary of Stock-based Compensation (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
Summary of Stock-based Compensation (Details) - USD ($)	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue	$ 32,173,859	$ 24,708,941	$ 83,978,050	$ 76,321,953	$ 103,063,445	$ 47,301,175
Selling and marketing	22,712,193	9,928,901	55,122,357	27,698,182	43,589,239	12,789,056
General and administrative	23,023,883	7,172,175	44,230,360	24,852,891	36,007,238	29,511,204
Total stock-based compensation			21,688,226	11,185,953	14,641,181	10,364,787
Stock-based Compensation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue	1,732,139	1,270,498	4,929,708	3,563,691	4,339,916	993,752
Selling and marketing	1,421,111	1,144,150	4,059,266	3,280,134	4,328,225	832,460
General and administrative	5,319,582	1,427,730	12,699,252	4,342,128	5,973,040	8,538,575
Total costs charged to operations	8,472,832	3,842,378	21,688,226	11,185,953	14,641,181	10,364,787
Capitalized platform development	488,872	389,500	1,347,624	1,259,163	1,608,995	1,307,390
Total stock-based compensation	8,961,704	4,231,878	23,035,850	12,445,116	16,250,176	11,672,177
Stock-based Compensation [Member] \| Publisher Partner Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue		992		36,654
Selling and marketing
General and administrative
Total costs charged to operations		992		36,654
Capitalized platform development
Total stock-based compensation		992		36,654
Stock-based Compensation [Member] \| ABG Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue
Selling and marketing
General and administrative	745,636	364,248	1,498,217	1,084,826	1,449,074	795,803
Total costs charged to operations	745,636	364,248	1,498,217	1,084,826	1,449,074	795,803
Capitalized platform development
Total stock-based compensation	745,636	364,248	1,498,217	1,084,826	1,449,074	795,803
Stock-based Compensation [Member] \| Publisher Partner Warrant [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue					36,673	50,828
Selling and marketing
General and administrative
Total costs charged to operations					36,673	50,828
Capitalized platform development
Total stock-based compensation					36,673	50,828
Restricted Stock [Member] \| Stock-based Compensation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue	11,808	35,610	60,838	108,936	163,181	122,192
Selling and marketing		323,164		920,566	1,486,722	34,393
General and administrative	414,163	80,306	559,505	238,558	317,982	2,541,468
Total costs charged to operations	425,971	439,080	620,343	1,268,060	1,967,885	2,698,053
Capitalized platform development	2,328	88,619	11,276	234,611	361,519	535,004
Total stock-based compensation	428,299	527,699	631,619	1,502,671	2,329,404	3,233,057
Common Stock Awards [Member] \| Stock-based Compensation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue	23,217	53,149	169,482	150,915	156,043	44,520
Selling and marketing	3,970	42,695	13,899	102,206	114,640	100,388
General and administrative	78,017	127,786	297,283	437,614	615,604	1,660,607
Total costs charged to operations	105,204	223,630	480,664	690,735	886,287	1,805,515
Capitalized platform development		32,680	5,071	154,445	178,284	175,837
Total stock-based compensation	105,204	256,310	485,735	845,180	1,064,571	1,981,352
Common Equity Awards [Member] \| Stock-based Compensation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue	1,696,147	1,178,276	4,694,925	3,261,542	3,975,625	774,632
Selling and marketing	1,341,948	734,391	3,820,996	2,114,595	2,454,432	455,280
General and administrative	4,081,766	855,390	10,344,247	2,430,553	3,439,803	3,383,338
Total costs charged to operations	7,119,861	2,768,057	18,860,168	7,806,690	9,869,860	4,613,250
Capitalized platform development	483,854	267,013	1,324,805	864,656	1,062,792	590,618
Total stock-based compensation	7,603,715	3,035,070	20,184,973	8,671,346	10,932,652	5,203,868
Outside Options [Member] \| Stock-based Compensation [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost of revenue	967	2,471	4,463	5,644	8,394	1,580
Selling and marketing	75,193	43,900	224,371	142,767	272,431	242,399
General and administrative				150,577	150,577	157,359
Total costs charged to operations	76,160	46,371	228,834	298,988	431,402	401,338
Capitalized platform development	2,690	1,188	6,472	5,451	6,400	5,931
Total stock-based compensation	$ 78,850	$ 47,559	$ 235,306	$ 304,439	$ 437,802	$ 407,269

Schedule of Unrecognized Compensation Expense (Details) - Stock-based Compensation [Member] - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense	$ 60,930,080	$ 23,825,717
Weighted average period expected to be recognized (in years)	2 years 29 days	1 year 10 months 28 days
Publisher Partner Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense
ABG Warrants [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense	$ 3,788,429	$ 3,214,102
Weighted average period expected to be recognized (in years)	1 year 7 months 17 days	2 years 4 months 17 days
Publisher Partner Warrant [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense
Weighted average period expected to be recognized (in years)
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense	$ 2,750,000	$ 81,620
Weighted average period expected to be recognized (in years)	1 year 8 months 4 days	11 months 12 days
Common Stock Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense		$ 371,932
Weighted average period expected to be recognized (in years)		8 months 1 day
Common Equity Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense	$ 54,255,910	$ 19,874,675
Weighted average period expected to be recognized (in years)	2 years 1 month 20 days	1 year 10 months 13 days
Outside Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense	$ 135,741	$ 283,388
Weighted average period expected to be recognized (in years)	5 months 8 days	1 year 2 months 4 days

Compensation Plans (Details Narrative) - $ / shares	Jun. 04, 2021	Jun. 03, 2021
ABG Warrants [Member]
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.84	$ 0.42
ABG Warrants [Member]
Class of Warrant or Right [Line Items]
Number of warrants exercisable	10,994,922

Schedule of Disaggregation of Revenue (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Disaggregation of Revenue [Line Items]
Revenue	$ 59,573,508	$ 32,089,993	$ 127,935,501	$ 85,593,786	$ 128,032,397	$ 53,343,310
Transferred at Point in Time [Member]
Disaggregation of Revenue [Line Items]
Revenue	51,875,149	23,620,050	105,462,550	65,497,146	99,536,721	47,557,652
Transferred over Time [Member]
Disaggregation of Revenue [Line Items]
Revenue	7,698,359	8,469,943	22,472,951	20,096,640	28,495,676	5,785,658
UNITED STATES
Disaggregation of Revenue [Line Items]
Revenue	57,762,726	29,964,150	123,697,063	81,295,916	122,570,712	52,611,255
Other [Member]
Disaggregation of Revenue [Line Items]
Revenue	1,810,782	2,125,843	4,238,438	4,297,870	5,461,685	732,055
Advertising [Member]
Disaggregation of Revenue [Line Items]
Revenue	21,678,480	9,409,031	46,300,974	28,788,631	44,359,822	35,918,370
Digital Subscriptions [Member]
Disaggregation of Revenue [Line Items]
Revenue	7,698,359	8,469,943	22,472,951	20,096,640	28,495,676	6,855,038
Magazine Circulation [Member]
Disaggregation of Revenue [Line Items]
Revenue	25,973,853	12,874,574	53,325,894	34,041,272	50,580,213	9,046,473
Service, Other [Member]
Disaggregation of Revenue [Line Items]
Revenue	$ 4,222,816	$ 1,336,445	$ 5,835,682	$ 2,667,243
Product and Service, Other [Member]
Disaggregation of Revenue [Line Items]
Revenue					$ 4,596,686	$ 1,523,429

Schedule of Contract with Customer, Asset and Liability (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Disaggregation of Revenue [Line Items]
Unearned revenues (short-term contract liabilities)	$ 71,305,655	$ 61,625,676	$ 32,163,087
Unearned revenues (long-term contract liabilities)	19,207,736	23,498,597	31,179,211
Subscription and Circulation [Member]
Disaggregation of Revenue [Line Items]
Unearned revenues (short-term contract liabilities)	15,708,139	14,870,712
Magazine Circulation [Member]
Disaggregation of Revenue [Line Items]
Unearned revenues (short-term contract liabilities)	49,244,783	46,586,345	23,528,148
Unearned revenues (long-term contract liabilities)	17,444,012	22,712,961	30,478,154
Advertising And Other [Member]
Disaggregation of Revenue [Line Items]
Unearned revenues (short-term contract liabilities)	6,352,733	168,619
Digital Subscriptions [Member]
Disaggregation of Revenue [Line Items]
Unearned revenues (short-term contract liabilities)		15,039,331	8,634,939
Unearned revenues (long-term contract liabilities)	1,593,724	593,136	478,557
Service, Other [Member]
Disaggregation of Revenue [Line Items]
Unearned revenues (long-term contract liabilities)	$ 170,000	192,500
Product and Service, Other [Member]
Disaggregation of Revenue [Line Items]
Unearned revenues (long-term contract liabilities)		$ 192,500	$ 222,500

Revenue Recognition (Details Narrative)	Sep. 30, 2021 USD ($)
Revenue from Contract with Customer [Abstract]
Unbilled Receivables, Current	$ 42,893,297

Income Taxes (Details Narrative) - USD ($) $ in Thousands	9 Months Ended		12 Months Ended
Income Taxes (Details Narrative) - USD ($) $ in Thousands	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Operating Loss Carryforwards [Line Items]
Effective tax rate benefit	0.29%	0.00%	(0.20%)	33.70%
Income tax description			U.S. federal tax purposes of $60.67 million do not expire (limited to 80% of taxable income in a given year) and $70.50 million will expire, if not utilized, through 2037 in various amounts.
Net operating losses expiration amount			$ 70,500
Income tax likelihood percentage			The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement.
Domestic Tax Authority [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforward			$ 131,170	$ 75,000
State [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforward			100,610	59,660
Local [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforward			31,150	$ 22,660
U.S Federal Tax [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforward			$ 60,670

Commitments and Contingencies (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Loss Contingencies [Line Items]
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.		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	$ 59,573,508	$ 32,089,993	$ 127,935,501	$ 85,593,786	$ 128,032,397	$ 53,343,310
Percentage of interest computed based on balance outstanding for liquidating damages					1.00%
Publisher Partner Guarantees [Member]
Loss Contingencies [Line Items]
Revenue	$ 214,286	$ 2,539,055	$ 3,781,240	$ 7,541,619	$ 9,391,135	$ 7,111,248

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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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Customer Concentration Risk [Member] | Customer One [Member]

Subsequent Events (Details Narrative) - USD ($)																1 Months Ended			3 Months Ended				12 Months Ended
Subsequent Events (Details Narrative) - USD ($)	Jun. 22, 2021	Jun. 04, 2021	Jun. 04, 2021	Jun. 03, 2021	Jun. 02, 2021	May 25, 2021	May 25, 2021	May 20, 2021	May 19, 2021	May 19, 2021	May 04, 2021	May 04, 2021	Feb. 18, 2021	Jan. 02, 2019	Jan. 04, 2018	Nov. 05, 2021	Nov. 05, 2021	Jan. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 15, 2020	Sep. 30, 2020	Mar. 24, 2020	Dec. 31, 2018
Number of Shares Common stock options, Granted																								675,000
Debt original amount																			$ 65,849,596				$ 66,293,134
Principal amount of debt																							83,616,590
Accrued interest																							$ 1,147,690	$ 1,016,113
Lease, description																							which expire at various dates through 2032.
Common stock, par value																			$ 0.01				$ 0.01	$ 0.01
Number of shares issued during period, shares														5,067,167									2,857,357	900,000
Share issued price per share																			$ 4.00							$ 4.00
Debt interest rate																							12.00%	12.00%				12.00%
College Spun Media Incorporated [Member]
Aggregate cash		$ 11,735,002	$ 11,000,000.0
Restricted shares of common stock		4,285,714	4,285,714
Cash payment			$ 10,800,000
Additional cash payment paid			800,000
Private Placement [Member]
Sale of stock, shares															60,000
Series L Preferred Stock [Member]
Share issued price per share											$ 0.01	$ 0.01
Preferred stock voting rights											1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions paid to the holders of the Company’s common stock. The Series L Preferred Stock will be entitled to 1,000 votes on all matters submitted to a vote of the stockholders of the Company. In the event of any merger, consolidation or other transaction in which shares of the Company’s common stock are converted or exchanged, the Series L Preferred Stock will be entitled to receive 1,000 times the amount received per one share of the Company’s common stock.	(i) $1.00 per share or (ii) 1,000 times the aggregate per share amount of all cash dividends, and 1,000 times the aggregate per share amount (payable in kind) of all noncash dividends or other distributions paid to the holders of the Company’s common stock. The Series L Preferred Stock will be entitled to 1,000 votes on all matters submitted to a vote of the stockholders of the Company. In the event of any merger, consolidation or other transaction in which shares of the Company’s common stock are converted or exchanged, the Series L Preferred Stock will be entitled to receive 1,000 times the amount received per one share of the Company’s common stock.
2019 Equity Incentive Plan [Member] \| Common Stock Options and Restricted Stock Units [Member]
Number of Shares Common stock options, Granted																		83,590,165
Two Thousand And Nineteen Plan [Member]
Number of Shares Common stock options, Granted													11,158,049
Common stock, par value													$ 0.01
Two Thousand And Nineteen Plan [Member] \| Minimum [Member]
Number of shares issued during period, shares													85,000,000
Two Thousand And Nineteen Plan [Member] \| Maximum [Member]
Number of shares issued during period, shares													185,000,000
Business Membership Agreement [Member]
Lease, description																	Effective October 1, 2021, the Company entered into a business membership agreement with York Factory LLC, doing business as SaksWorks, that permits access to certain office space with furnishings, referred to as SaksWorks Memberships (each membership provides a certain number of accounts that equate to the use of the space granted). The term of the agreement is for twenty-seven months, with an initial period of three months at $25,000 per month for 30 accounts and secondary period for the remaining twenty-four months at $56,617 per month for 110 accounts. The agreement also provides for: (1) additional accounts at predetermined pricing; (2) early termination date of June 30, 2023 providing the Company gives notice by December 31, 2022; and (3) renewal of agreement at the end on the term for a twelve-month period at the then-current market price and pricing structure on such renewal date
Purchase Agreements [Member] \| Series L Preferred Stock [Member]
Share issued price per share											$ 4.00	$ 4.00
12% Amended Senior Secured Notes [Member]
Debt original amount																$ 61,700,000	$ 61,700,000		$ 61,131,882				$ 56,296,091	$ 49,921,345
Principal amount of debt																48,800,000	48,800,000						$ 71,000,000	$ 71,000,000
Payment of in-kind interest																	12,300,000
Accrued interest																500,000	500,000
Debt interest rate																											12.00%
Delayed Draw Term Note [Member]
Debt original amount																4,700,000	4,700,000
Principal amount of debt									$ 3,500,000	$ 3,500,000						$ 3,600,000	3,600,000
Payment of in-kind interest										$ 1,100,000							$ 1,100,000
Number of shares issued during period, shares									4,600,000
Delayed Draw Term Note [Member] \| Minimum [Member]
Debt interest rate									10.00%	10.00%
Delayed Draw Term Note [Member] \| Maximum [Member]
Debt interest rate									15.00%	15.00%
12% Amended Senior Secured Notes [Member]
Principal amount of debt									$ 48,800,000	$ 48,800,000
Payment of in-kind interest									10,800,000
Accrued interest									500,000	$ 500,000
Debt instrument, description										Pursuant to Amendment 2: (i) the interest rate on the 12% Second Amended Senior Secured Notes decreased from a rate of 12% per annum to a rate of 10% per annum; (ii) the interest rate on the Term Note decreased from a rate of 15% per annum to a rate of 10% per annum; and (iii) the Company agreed that within one (1) business day after receipt of cash proceeds from any issuance of equity interests, it will prepay the certain obligations in an amount equal to such cash proceeds, net of underwriting discounts and commissions; provided, that, this mandatory prepayment obligation does not apply to any proceeds that the Company received from shares of the Company’s common stock issued pursuant to the securities purchase agreement (as further described below under the heading Common Stock) during the 90-day period commencing on May 20, 2021.
Number of shares issued during period									$ 60,100,000
PPP Loan [Member]
Debt forgiveness	$ 5,702,725
Common Stock [Member]
Number of restricted common stock issued																							(399,998)	(825,000)
Restricted shares of common stock																			750,000	82,158	805,165	562,500	562,500	833,333
Employees [Member] \| Common Stock [Member]
Shares common stock options exercisable																910,000	910,000
Several Accredited Investors [Member] \| Private Placement [Member]
Sale of stock, shares					7,142,857		21,435,718	21,435,718
Sale of stock price per share					$ 0.70	$ 0.70	$ 0.70	$ 0.70
Sale of stock, consideration received on transaction					$ 5,000,000.0	$ 15,000,000.0		$ 15,000,000.0
Mr. Heckman [Member] \| 2016 Plan [Member]
Number of vesting options				2,000,000
Restricted Stock [Member]
Number of Shares Common stock options, Granted																							562,500	833,333
Sale of stock price per share																									$ 4
Number of vesting options																							2,237,500	3,926,542
Restricted Stock [Member] \| Employees [Member]
Number of Shares Common stock options, Granted																90,000
Initial Period [Member] \| Business Membership Agreement [Member]
Agreement term																	27 months
Lease expense																	$ 25,000
Secondary Period [Member] \| Business Membership Agreement [Member]
Agreement term																	24 months
Lease expense																	$ 56,617
Stock Options [Member] \| 2019 Equity Incentive Plan [Member]
Number of Shares Common stock options, Granted																		11,158,049
Stock Options [Member] \| Two Thousand And Nineteen Plan [Member] \| Maximum [Member]
Number of shares issued during period, shares													26,200,000
Restricted Stock Units [Member] \| 2019 Equity Incentive Plan [Member]
Number of Shares Common stock options, Granted																		26,048,781
Common Stock Options and Restricted Stock Units [Member] \| Officers, Directors, Employees and Consultants [Member] \| 2019 Equity Incentive Plan [Member]
Stock options outstanding																		83,565,415
Restricted Stock Units (RSUs) [Member] \| Two Thousand And Nineteen Plan [Member]
Number of restricted common stock issued													26,048,781
First Anniversary [Member] \| College Spun Media Incorporated [Member]
Cash payment			500,000
Second Anniversary [Member] \| College Spun Media Incorporated [Member]
Cash payment			$ 500,000

Schedule of Cash and Restricted Cash (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Accounting Policies [Abstract]
Cash and cash equivalents	$ 8,227,840	$ 9,033,872	$ 8,852,281
Restricted cash	$ 500,809	500,809	620,809
Total cash, cash equivalents, and restricted cash		$ 9,534,681	$ 9,473,090

Schedule of Concentration of Credit Risk (Details) - Revenue from Contract with Customer Benchmark [Member]

12 Months Ended

Dec. 31, 2020

Dec. 31, 2019

Product Information [Line Items]

Concentration risk percentage

22.40%

Supplier Concentration Risk [Member] | Vendor One [Member]

Product Information [Line Items]

Concentration risk percentage

^[1]

61.70%

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

Schedule of Depreciation and Amortization, Useful Lives of Assets (Details)	12 Months Ended
	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
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 [Line Items]
Property, plant and equipment, useful life	1 year
Office Equipment and Computers [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Furniture and Fixtures [Member] \| Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	1 year
Furniture and Fixtures [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	5 years

Organization and Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Revenues	$ 59,573,508	$ 32,089,993	$ 127,935,501	$ 85,593,786	$ 128,032,397	$ 53,343,310
Net loss attributable to common shareholders	24,706,654	$ 21,397,094	70,826,517	67,335,047	104,874,558	38,501,369
Net cash used in operating activities			8,261,324	20,273,407	32,294,587	56,954,306
Accumulated deficit	233,099,803		233,099,803		$ 162,273,286	73,041,323
Available credit						$ 8,500,000
Debt instrument interest rate					12.00%	12.00%	12.00%
Revenue, performance obligation, description of timing					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.
Subscription refund liability	4,379,364		4,379,364		$ 4,035,531	$ 3,144,172
Unearned revenue					32,163,087
Restricted cash	500,809		500,809		500,809	620,809
Accounts receivable	19,519,147		19,519,147		16,497,626	16,233,955
Allowance for doubtful accounts of accounts receivable					892,352	287,902
Assets impairment charges					0	0
Subscription acquisition cost					41,505,480	6,560,058
Subscription acquisition costs (short-term)					28,146,895
Subscription acquisition costs (long-term)					13,358,585
Right-of-use assets	$ 2,048,900		$ 2,048,900		18,292,196	3,980,649
Operating lease liabilities					1,069,745
Estimated useful life of asset			3 years
Amortization debt discount			$ 1,533,537	$ 4,899,625	6,607,212	4,545,675
Selling and Marketing Expense [Member]
Property, Plant and Equipment [Line Items]
Advertising costs					$ 3,583,116	859,802
Platform Development [Member]
Property, Plant and Equipment [Line Items]
Estimated useful life of asset					3 years
Accounting Standards Update 2016-02 [Member]
Property, Plant and Equipment [Line Items]
Right-of-use assets					$ 1,003,221
Short Term [Member]
Property, Plant and Equipment [Line Items]
Subscription acquisition cost					28,146,895	3,142,580
Longt Term [Member]
Property, Plant and Equipment [Line Items]
Subscription acquisition cost					$ 13,358,585	3,417,478
Letter of Credit [Member]
Property, Plant and Equipment [Line Items]
Restricted cash						500,000
Credit Card Merchant Accounts With Bank [Member]
Property, Plant and Equipment [Line Items]
Restricted cash						120,809
Delayed Draw Term Note [Member]
Property, Plant and Equipment [Line Items]
Borrowings subject to note holders approval						$ 5,000,000.0
Convertible Debentures One [Member]
Property, Plant and Equipment [Line Items]
Debt instrument interest rate					12.00%
Second Amended Senior Secured Notes [Member]
Property, Plant and Equipment [Line Items]
Debt instrument interest rate					12.00%

Schedule of Prepayments and Other Current Assets (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Prepayments And Other Current Assets
Prepaid expenses		$ 3,400,080	$ 3,370,757
Prepaid software license		378,488	89,822
Refundable income and franchise taxes		733,553	733,553
Security deposits		92,494	96,135
Other receivables		62,648	20,468
Prepayments and other current assets	$ 4,875,177	$ 4,667,263	$ 4,310,735

Royalty Fees (Details Narrative) - USD ($)	12 Months Ended
Royalty Fees (Details Narrative) - USD ($)	Dec. 31, 2020	Sep. 30, 2021	Dec. 31, 2019
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Unamortization of advance royalty	$ 45,000,000
Royalty fees, current	15,000,000	$ 15,000,000	$ 15,000,000
Royalty fees, noncurrent	11,250,000		26,250,000
The Street And The Sports Illustrated Licensing Agreement [Member] \| Authentic Brand Group SI LLC [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Minimum annual royalties	$ 26,250,000		$ 41,250,000

Property and Equipment (Details Narrative) - USD ($)	9 Months Ended		12 Months Ended
Property and Equipment (Details Narrative) - USD ($)	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 333,891	$ 536,729	$ 638,796	$ 276,791

Platform Development (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
Platform Development (Details Narrative) - USD ($)	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Platform Development
Amortization expense platform development	$ 1,143,673	$ 909,631	$ 3,272,890	$ 2,868,289	$ 3,890,966	$ 2,660,029

Schedule of Future Estimated Amortization Expenses for Intangible Assets (Details)	Dec. 31, 2020 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2021	$ 19,803,965
2022	19,209,117
2023	17,460,073
2024	11,397,870
Thereafter	3,610,810
Intangible assets, net	$ 71,481,835

Intangible Assets (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
Intangible Assets (Details Narrative) - USD ($)	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]
Amortization expense of intangible asset	$ 5,038,837	$ 5,093,076	$ 14,940,817	$ 15,220,591	$ 20,301,665	$ 7,806,517
Impairment charges			$ 0	$ 0	0	0
Developed Technology Rights [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization expense of intangible asset					$ 4,659,986	$ 3,531,936

Summary of Other Assets (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Security deposit		$ 110,418	$ 110,418
Other deposits		15,400	65,764
Prepaid expenses		732,309	867,467
Note receivable			41,638
Prepaid supplies		472,685
Other assets	$ 692,021	$ 1,330,812	$ 1,085,287

Schedule of Changes in Carrying Value of Goodwill (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Carrying value at beginning of year	$ 16,139,377	$ 7,324,287
Goodwill acquired in acquisition of TheStreet		8,815,090
Carrying value at end of year	$ 16,139,377	$ 16,139,377

Goodwill (Details Narrative) - USD ($)	12 Months Ended
Goodwill (Details Narrative) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Impairment of goodwill	$ 0	$ 0

Schedule of Accrued Expenses (Details) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Payables and Accruals [Abstract]
General accrued expenses		$ 4,116,875	$ 7,665,518
Accrued payroll and related taxes		2,519,903	968,782
Accrued publisher expenses		3,956,114	1,550,669
Sales tax liability		1,063,515	801,930
Due to Meredith			701,734
Due to ABG			4,000,000
Restricted stock liabilities	$ 1,936,734	1,627,499
Other		1,434,287	794,568
Total accrued expenses	$ 21,287,989	$ 14,718,193	$ 16,483,201

Summary of Liquidated Damages (Details) - USD ($)

Sep. 30, 2021

Dec. 31, 2020

Dec. 31, 2019

$ 3,764,956

$ 3,127,756

4,655,445

3,936,645

1,147,690

1,016,113

Twelve Percentage Convertible Debt [Member]

$ 11,765,706

9,568,091

8,080,514

905,490

893,190

134,466

132,888

MDB Common Stock to Be Issued [Member]

1,039,956

1,026,078

^[1]

15,001

^[1]

^[1]

Series H Preferred Stock [Member]

^[1]

15,001

1,163,955

1,163,955

481,017

Series l Preferred Stock [Member]

2,808,927

1,386,000

1,108,800

1,386,000

1,039,500

332,185

262,193

Series J Preferred Stock [Member]

3,104,185

2,410,493

1,200,000

840,000

1,200,000

840,000

200,022

140,015