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Note 21 - Subsequent Events | 12 Months Ended
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Mar. 31, 2024
Notes to Financial Statements |
Subsequent Events [Text Block] | Note 21 — Subsequent Events Subsequent to March 31, 2024 and as of July1, 2024, the Company repurchased 402,593 shares of its common stock at an average price of $1.86 per share. On April 1, 2024 (the “Effective Date”), the Company entered into Letter Agreements (collectively, the “Letter Agreements”) with (i) Harvest Small Cap Partners Master, Ltd. (“HSCPM”), (ii) Harvest Small Cap Partners, L.P. (“HSCP” and together with HSCPM, the “Harvest Funds”), and (iii) Trinad Capital Master Fund Ltd., a fund controlled by Mr. Ellin, the Company’s Chief Executive Officer, Chairman, director and principal stockholder (“Trinad Capital” and collectively with the Harvest Funds, the “Holders”), the holders of the Company’s Series A Perpetual Convertible Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”), with a stated value of $1,000 per share. Pursuant to the Agreements (i) the Holders converted approximately $11.4 million worth of shares of Series A Preferred Stock into shares of the Company’s common stock, at a price of $2.10 per share, as follows: HSCPM converted 5,602.09 shares of Series A Preferred Stock into 2,667,664 shares of the Company’s common stock, HSCP converted 2,397.91 shares of Series A Preferred Stock into 1,141,860 shares of the Company’s common stock, and Trinad Capital converted 3,395.09 shares of Series A Preferred Stock into 1,616,709 shares of the Company’s common stock, and (ii) HSCPM, HSCP and Trinad Capital received 910,340, 389,660 and 535,399 three-year warrants to purchase the Company’s common stock exercisable at a price of $2.10 per share (collectively, the “Warrants”). In addition, pursuant to the Agreements, the Harvest Funds agreed (x) that any future dividends payable on the Series A Preferred Stock shall be paid in-kind or in cash at the option of the Company; provided, that as long as any Series A Preferred Stock is held by the Harvest Funds, Trinad Capital shall receive the dividend solely in kind, (y) to delete the requirement for the Company to purchase from the Harvest Funds $5,000,000 in aggregate of the then outstanding shares of Series A Preferred Stock held by the Harvest Funds on or before August 3, 2024. The Company further agreed, on or prior to the date that is 45 days after the Effective Date, which was subsequently changed to July 1, 2024, to prepare and file with the SEC a Registration Statement on Form S-3 (or such other form as applicable) covering the resale under the Securities Act of the Warrants and the Warrant Shares. The Company agreed to use its commercially reasonable best efforts to cause such registration statement to be declared effective promptly thereafter on or before 45 days after the filing of such registration statement (or if the SEC issues any comments with respect to such registration statement, on or before 90 days after the filing of such registration statement). Upon effectiveness of such Registration Statement, the Company agreed to use its reasonable best efforts to keep the Registration Statement effective with the SEC for a period equal to three years from the Effective Date for the Warrants, and with respect to the Warrant Shares, so long as any Warrants are outstanding, and to supplement, amend and/or re-file such Registration Statement to comply with such effectiveness requirement. On May 14, 2024, the Company entered into a Sales Agreement (the “Sales Agreement”) with Roth Capital as sales agent, pursuant to which the Company may sell, from time to time, at its sole discretion an aggregate of up to $25,000,000 of its shares of common stock, (the “Shares”). The Company intends to use the net proceeds, if any, from the sale of the Shares under the Sales Agreement for working capital and other general corporate purposes, which may include future acquisitions of businesses and content and strengthening its balance sheet. The Company’s management does not currently intend to sell the Shares under the Sales Agreement at a price lower than $5.00 per share. The Shares may be issued and sold from time to time through or to Roth Capital acting as sales agent or principal pursuant to the Company’s shelf Registration Statement on Form S-3 (Reg. No. 333-262549) and the related prospectus filed by the Company. The Company agreed to pay Roth Capital a commission equal to 3.0% of the gross sales price per share for any Shares sold through Roth Capital under the Sales Agreement and reimburse Roth Capital’s fees and expenses up to $50,000 in connection with entering into the Sales Agreement, in addition to certain ongoing disbursements of their legal counsel. The Company has provided Roth Capital with customary indemnification and contribution rights. The Sales Agreement may be terminated by Roth Capital or the Company at any time upon notice to the other party as provided in the Sales Agreement, or by Roth Capital at any time in certain circumstances, including the occurrence of a material and adverse change in the Company’s business or financial condition that makes it impractical or inadvisable to market the Shares or to enforce contracts for the sale of the Shares. On May 31, 2024, the Company extended the maturity date of its promissory note issued to the Senior Lender, underlying the ABL Credit Facility, from June 2, 2024 to September 2, 2024.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/855/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147483399/855-10-50-2 + Details
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