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Acquisitions (Tables)

12 Months Ended

Dec. 31, 2018

Business Combinations [Abstract]

Summary of Price Allocation for Acquisition

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:

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

Schedule of Shares Issued for Post Combination Services

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

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

Summary of Price Allocation for Assets Acquired and Liabilities

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:

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

Schedule of Pro-forma Information for Acquisition

The following table summarizes the results of operations of the above mentioned transactions from their respective dates of acquisition included in the consolidated results of operations and the unaudited pro forma results of operations of the combined entity had the date of the acquisitions been January 1, 2017:

		Revenue				Net Income (Loss)
Acquired entities only from acquisition date until December 31, 2018:
HubPages		$	2,996,700			$	471,640
Say Media			1,398,690				75,661
Total acquired entities only from acquisition date until December 31, 2018		$	4,395,390			$	547,301
Combined entity supplemental pro forma from January 1, 2018 to December 31, 2018 (unaudited):
HubPages		$	7,537,166			$	951,836
Say Media			15,210,464				3,365,989
Maven			1,304,809				(26,615,184	)
Adjustments			(1,376,478	)			(5,774,681	)
Total supplemental pro forma from January 1, 2018 to December 31, 2018		$	22,675,961			$	(28,072,040	)
Combined entity supplemental pro forma from January 1, 2017 to December 31, 2017 (unaudited):
HubPages		$	4,904,759			$	575,963
Say Media			12,608,398				20,829,482
Maven			76,995				(6,284,313	)
Adjustments			-				(8,344,013	)
Total supplemental pro forma from January 1, 2017 to December 31, 2017		$	17,590,152			$	6,777,119

The following summarizes earnings per common share of the combined entity had the date of the acquisitions been January 1, 2017:

		Supplemental Pro Forma from January 1, 2018 to December 31, 2018 (unaudited)				Supplemental Pro Forma from January 1, 2017 to December 31, 2017 (unaudited)
Net income (loss)		$	(28,072,040	)		$	6,777,119
Net income (loss) per common share – basic and diluted		$	(0.81	)		$	0.33
Weighted average number of common shares outstanding – basic and diluted			34,444,608				20,849,067

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Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.

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Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 2
-Subparagraph (h)(2)
-URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 2
-Subparagraph (h)(3)
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Tabular disclosure of contingent payment arrangements including the terms that will result in payment and the accounting treatment that will be followed if such contingencies occur, including the potential impact on earnings per share if contingencies are to be settled in common stock of the entity. The description also may include the period over which amounts are expected to be paid, and changes in the amount since the previous reporting period. This also includes contingent options and commitments.

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