´╗┐MIME-Version: 1.0 X-Document-Type: Workbook Content-Type: multipart/related; boundary="----=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d" This document is a Single File Web Page, also known as a Web Archive file. If you are seeing this message, your browser or editor doesn't support Web Archive files. Please download a browser that supports Web Archive, such as Microsoft Internet Explorer. ------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Workbook.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"

This page should be opened with Microsoft Excel XP or newer.

------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet01.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Document and Entity Information
6 Months Ended
Jun. 30, 2013
Aug. 12, 2013
Document and Entity Information [Abstract]
Document Type 10-Q
Amendment Flag false
Document Period End Date Jun 30, 2013
Entity Registrant Name Professional Diversity Network, Inc.
Entity Central Index Key 0001546296
Current Fiscal Year End Date --12-31
Document Fiscal Period Focus Q2
Document Fiscal Year Focus 2013
Entity Filer Category Smaller Reporting Company
Entity Common Stock, Shares Outstanding 6,318,227
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet02.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
CONDENSED BALANCE SHEETS (USD $)
Jun. 30, 2013
Dec. 31, 2012
Current Assets:
Cash and cash equivalents $ 20,139,693 $ 868,294
Accounts receivable 447,086 1,923,048
Marketable securities, at fair value 245,988 251,349
Prepaid expense 173,810 63,982
Total current assets 21,006,577 3,106,673
Property and equipment, net 57,590 34,863
Security deposits 23,711 23,711
Deferred costs - initial public offering    832,240
Capitalized technology, net 660,145 402,890
Goodwill 635,671 635,671
Trade name 90,400 90,400
Total assets 22,474,094 5,126,448
Current Liabilities:
Accounts payable 254,729 265,013
Accrued expenses 116,713 85,327
Deferred revenue 565,836 500,000
Warrant liability 104,065   
Total current liabilities 1,041,343 850,340
Notes payable - members, net of original issue discount of $0 and $138,256 as of June 30, 2013 and December 31, 2012, respectively    1,487,900
Deferred tax liability 104,812   
Total liabilities 1,146,155 2,338,240
Commitments and contingencies      
Stockholders' Equity
Common stock, $0.01 par value, 25,000,000 shares authorized, 6,318,227 and 3,487,847 shares issued and outstanding, as of June 30, 2013 and December 31, 2012, respectively 63,182 34,878
Additional paid in capital 21,883,593 2,751,827
Accumulated deficit (614,978)   
Accumulated other comprehensive (loss) income (3,858) 1,503
Total stockholders' equity 21,327,939 2,788,208
Total liabilities and stockholders' equity $ 22,474,094 $ 5,126,448
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet03.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
CONDENSED BALANCE SHEETS (Parathetical) (USD $)
Jun. 30, 2013
Dec. 31, 2012
CONDENSED BALANCE SHEETS [Abstract]
Unamortized debt discount $ 0 $ 138,256
Common stock, par value per share $ 0.01 $ 0.01
Common stock, shares authorized 25,000,000 25,000,000
Common stock, shares issued 6,318,227 3,487,847
Common stock, shares outstanding 6,318,227 3,487,847
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet04.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
CONDENSED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (USD $)
3 Months Ended 6 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Jun. 30, 2012
Revenues
Recruitment services $ 556,111 $ 1,000,000 $ 1,091,791 $ 2,000,000
Consumer advertising and consumer marketing solutions revenue 420,809 513,877 804,932 1,028,538
Total revenues 976,920 1,513,877 1,896,723 3,028,538
Costs and expenses:
Cost of services 247,005 196,682 486,218 398,734
Sales and marketing 576,018 325,300 1,031,827 616,012
General and administrative 527,048 200,924 948,114 454,274
Depreciation and amortization 60,563 21,553 115,987 42,264
Gain on sale of property and equipment       (4,734)   
Total costs and expenses 1,410,634 744,459 2,577,412 1,511,284
(Loss) income from operations (433,714) 769,418 (680,689) 1,517,254
Other income (expense)
Interest expense    (42,409) (155,137) (87,446)
Interest and other income 9,132 2,391 14,357 5,673
Other expense, net 9,132 (40,018) (140,780) (81,773)
Change in fair value of warrant liability 200,495    311,303   
(Loss) income before income taxes (224,087) 729,400 (510,166) 1,435,481
Income tax (benefit) expense (90,925)    104,812   
Net (loss) income (133,162) 729,400 (614,978) 1,435,481
Other comprehensive income:
Net (loss) income (133,162) 729,400 (614,978) 1,435,481
Unrealized (losses) gains on marketable securities (8,799) 1,833 (5,361) 27,667
Reclassification adjustments for losses on marketable securities included in net income    632    632
Comprehensive (loss) income (141,961) 731,865 (620,339) 1,463,780
Net (loss) income per common share, basic and diluted $ (0.02) $ 0.21 $ (0.12) $ 0.41
Shares used in computing pro forma net (loss) income per common share:
Basic and diluted 6,318,227 3,487,847 5,318,564 3,487,847
Pro-forma computation related to conversion to a C corporation upon completion of initial public offering
Historical pre-tax net (loss) income before taxes (224,087) 729,400 (510,166) 1,435,481
Pro-forma tax (benefit) provision (90,925) 300,349 (225,295) 592,504
Pro-forma net (loss) income $ (133,162) $ 429,051 $ (284,871) $ 842,977
Unaudited pro-forma (loss) earnings per share $ (0.02) $ 0.12 $ (0.05) $ 0.24
Pro-forma (loss) earnings per share - basic and diluted Weighted average number of shares outstanding 6,318,227 3,487,847 5,318,564 3,487,847
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet05.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (USD $)
Total
Common Stock [Member]
Additional Paid In Capital [Member]
Accumulated Deficit [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Balance at Dec. 31, 2012 $ 2,788,208 $ 34,878 $ 2,751,827    $ 1,503
Balance, shares at Dec. 31, 2012 3,487,847 3,487,847
Conversion of debt to equity, shares 205,380
Conversion of debt to equity 1,643,036 2,054 1,640,982      
Net proceeds from initial public offering, shares 2,625,000
Net proceeds from initial public offering 17,717,034 26,250 17,690,784      
Unrealized holding loss on marketable securities (5,361)          (5,361)
Distributions to members (200,000)    (200,000)      
Net loss (614,978)       (614,978)   
Balance at Jun. 30, 2013 $ 21,327,939 $ 63,182 $ 21,883,593 $ (614,978) $ (3,858)
Balance, shares at Jun. 30, 2013 6,318,227 6,318,227
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet06.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
CONDENSED STATEMENTS OF CASH FLOWS (USD $)
6 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Cash flows from operating activities:
Net (loss) income $ (614,978) $ 1,435,481
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization expense 115,987 42,264
Deferred tax expense 104,812   
Change in fair value of warrant liability (311,303)   
Loss on sale of investments, net    5,530
Amortization of discount/premium on investments    (370)
Gain on sale of property and equipment (4,734)   
Interest added to notes payable 16,881 52,785
Accretion of interest on notes payable 138,255 34,661
Changes in operating assets and liabilities:
Accounts receivable 1,541,798 111,426
Accounts payable (40,850) 69,491
Accrued expenses 31,386   
Prepaid expenses (109,828) (27,246)
Deferred income    (150,000)
Net cash provided by operating activities 867,426 1,574,022
Cash flows from investing activities:
Proceeds from sales of marketable securities    150,796
Cash paid to purchase technology (200,000)   
Costs incurred to develop technology (164,875) (39,326)
Sale of property and equipment 6,203   
Purchases of property and equipment (32,564)   
Net cash (used in) provided by investing activities (391,236) 111,470
Cash flows from financing activities:
Distributions to members (200,000) (1,450,000)
Proceeds from IPO, net of offering costs 19,474,565   
Repayments of notes payable    (96,000)
Deferred IPO costs (479,356) (571,232)
Net cash provided by (used in) financing activities 18,795,209 (2,117,232)
Net increase (decrease) in cash and cash equivalents 19,271,399 (431,740)
Cash and cash equivalents, beginning of year 868,294 2,254,431
Cash and cash equivalents, end of period 20,139,693 1,822,691
Supplemental disclosures of other cash flow information:
Cash paid for income taxes      
Cash paid for interest      
Non-cash disclosures:
IPO costs in accounts payable 30,567   
Deferred revenue in accounts receivable 65,856   
Conversion of notes payable to equity 1,643,036   
Reduction of additional paid-in capital for deferred IPO costs 1,342,163   
Fair value of warrant liabilities $ 415,368   
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet07.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Description of Business
6 Months Ended
Jun. 30, 2013
Description of Business [Abstract]
Description of Business
1. Description of Business
 
Professional Diversity Network, Inc. (the "Company,"  "Professional Diversity Network," "we," "our" and "us") is a corporation organized under the laws of Delaware, originally formed as IH Acquisition, LLC under the laws of the State of Illinois on October 3, 2003. The Company operates online professional networking communities with career resources specifically tailored to the needs of seven different diverse cultural groups including: Women, Hispanic Americans, African Americans, Asian Americans, disabled, veterans, lesbians, gay, bisexual and transgender (LGBT), and students and graduates seeking to transition from education to career. The networks' purposes, among others, are to assist its members in their efforts to connect with like-minded individuals, identify career opportunities within the network and connect members with prospective employers. The Company's technology platform is integral to the operation of its business.
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet08.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Liquidity, Financial Condition and Management's Plans
6 Months Ended
Jun. 30, 2013
Liquidity, Financial Condition and Management's Plans [Abstract]
Liquidity, Financial Condition and Management's Plans
2. Liquidity, Financial Condition and Management's Plans
 
The Company funds its operations principally from cash flows generated in its operating activities, cash on hand and accounts receivable collected.
 
The Company completed an initial public offering ("IPO") of its equity securities (Note 11) on March 8, 2013 and received $19,474,565 in proceeds, net of offering costs. The Company incurred approximately $1.3 million of IPO expenses through June 30, 2013 in its efforts to complete the IPO. Expenses incurred in connection with the IPO were accounted for as a reduction of the offering proceeds.
 
We had been dependent on Monster Worldwide, Inc. ("Monster Worldwide" or "Monster") for all of our recruitment revenue pursuant to an alliance agreement that expired on December 31, 2012. As more fully described in Note 12 below, we entered into a diversity recruitment partnership agreement with LinkedIn Corporation ("LinkedIn") on November 12, 2012, which became effective on January 1, 2013. Pursuant to the agreement, LinkedIn may resell to its customer's diversity-based job postings and recruitment and advertising on our websites.

The non-renewal of our agreement with Monster Worldwide had a material impact on revenue and operating cash flow during the first and second quarters of 2013. With respect to job postings that Monster sold prior to the expiration of our agreement on December 31, 2012, we permitted Monster to maintain such postings on our websites until June 30, 2013. In addition, we agreed to continue to provide Monster with access to certain data until December 31, 2013.  We have incurred and expect to continue to incur only de minimis additional labor and costs, and will not receive any additional payments from Monster Worldwide subsequent to the expiration of our agreement. Additionally, as of January 1, 2013, we have begun to sell our products and services directly to employers, except for those identified as restricted by LinkedIn.
 
As of June 30, 2013, we have incurred various expenses associated with the evolution of our business. These costs include public company compliance expenses, sales and marketing expenses to access recruiting customers directly and investments in our recruiting platform to better serve our diverse job seekers.
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet09.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2013
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies
3. Summary of Significant Accounting Policies
 
The accompanying unaudited condensed financial statements as of June 30, 2013 and for the three and six months then ended have been prepared in accordance with the accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and pursuant to the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission ("SEC") and on the same basis as the Company prepares its annual audited consolidated financial statements. The condensed balance sheet as of June 30, 2013, condensed statements of comprehensive (loss) income, condensed statements of cash flows  for the three and six months ended June 30, 2013 and 2012, and the condensed statements of stockholders' equity for the six months ended June 30, 2013 are unaudited, but include all adjustments, consisting only of normal recurring adjustments, which the Company considers necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The results for the three and six months ended June 30, 2013 are not necessarily indicative of results to be expected for the year ending December 31, 2013 or for any future interim period. The condensed balance sheet at December 31, 2012 has been derived from audited financial statements; however, it does not include all of the information and notes required by U.S. GAAP for complete financial statements. The accompanying condensed financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2012, and notes thereto included in the Company's annual report on Form 10-K, which was filed with the SEC on April 1, 2013.
 
Accounting Estimates - The preparation of financial statements in conformity with U.S. 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 financial statements and the reported amount of revenues and expenses during the reporting period. Significant areas that required management to make estimates and assumptions that affect the amounts and disclosures in the financial statements include revenue recognition, valuation of goodwill, trade name and URL, costs capitalized to develop technology, the Company's estimated useful lives of assets and warrants granted in connection with financing transactions. Actual results could differ from those estimates.
 
Significant Accounting Policies - There have been no material changes to the Company's significant accounting policies as compared to the significant accounting policies described in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2012 as filed with the SEC on April 1, 2013.
 
Advertising and Marketing Expenses - Advertising and marketing expenses are expensed as incurred. For the three months ended June 30, 2013 and 2012, the Company incurred advertising and marketing expenses of approximately $216,000 and $142,000, respectively. For the six months ended June 30, 2013 and 2012, the Company incurred advertising and marketing expenses of approximately $395,000 and $249,000, respectively.
 
Income Taxes - As a result of the Company's completion of its IPO, the Company's results of operations are taxed as a C Corporation. Prior to the IPO, the Company's operations were taxed as a limited liability company, whereby the Company elected to be taxed as a partnership and the income or loss was required to be reported by each respective member on their separate income tax returns. Therefore, no provision for income taxes has been provided in the accompanying condensed financial statements for periods prior to March 31, 2013.
 
This change in tax status to a taxable entity resulted in the recognition of deferred tax assets and liabilities based on the expected tax consequences of temporary differences between the book and tax basis of the Company's assets and liabilities at the date of the IPO. This resulted in a net deferred tax expense of $104,812 being recognized and included in the tax provision for the six months ended June 30, 2013. The tax expense was determined using an effective tax rate of 40.6% for the period from March 4, 2013 (the date on which the tax status changed to a C Corporation) to June 30, 2013.
 
The unaudited pro forma computation of income tax expense (benefit) included in the condensed statements of comprehensive income (loss), represents the tax effects that would have been reported had the Company been subject to U.S. federal and state income taxes as a corporation for all periods presented. Pro forma taxes are based upon the statutory income tax rates and adjustments to income for estimated permanent differences occurring during each period. Actual rates and expenses could have differed had the Company actually been subject to U.S. federal and state income taxes for all periods presented. Therefore, the unaudited pro forma amounts are for informational purposes only and are intended to be indicative of the results of operations had the Company been subject to U.S. federal and state income taxes as a corporation for all periods presented.
 
The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax liabilities and assets are determined based on the difference between the financial statement basis and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company estimates the degree to which tax assets and credit carryforwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carryforwards is provided when it is determined to be more likely than not that the benefit of such deferred tax asset will not be realized in future periods. If it becomes more likely than not that a tax asset will be used, the related valuation allowance on such assets would be reduced. The following table provides a breakdown of the Company's net deferred tax liability as of June 30, 2013:
 
Net operating loss
  $ 183,113  
Goodwill and trade name
    (85,872 )
Developed technology
    (180,100 )
Property and equipment
    (21,953 )
    $ (104,812 )
 
Fair Value of Financial Assets and Liabilities- Financial instruments, including cash and cash equivalents, accounts payable and accrued liabilities are carried at historical cost, which management believes that the recorded amounts approximate fair value due to the short-term nature of these instruments.
 
The Company measures the fair value of financial assets and liabilities based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The Company uses three levels of inputs that may be used to measure fair value:
 
Level 1 - quoted prices in active markets for identical assets or liabilities
 
Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable
 
Level 3 - inputs that are unobservable (for example cash flow modeling inputs based on assumptions
 
Financial assets measured at fair value on a recurring basis are summarized below:

   
June 30, 2013
   
Quoted prices
in active
markets for
identical assets
(Level 1)
   
Significant
other
observable
inputs 
(Level 2)
   
Significant
unobservable
inputs 
(Level 3)
 
Assets:
                       
Marketable securities
  $ 245,988     $ 245,988     $ -     $ -  
                                 
Liabilities:
                               
Fair value of warrant obligations (Note 10)
  $ 104,065     $ -     $ -     $ 104,065  
                                 

   
December 31,
2012
   
Quoted prices
in active
markets for
identical assets
(Level 1)
   
Significant
other
observable
inputs 
(Level 2)
   
Significant
unobservable
inputs 
(Level 3)
 
Marketable securities
  $ 251,349     $ 251,349     $ -     $ -  
 
The Company considers its investments in exchange traded shares to be Level 1.

Level 3 liabilities are valued using unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the derivative liabilities. For fair value measurements categorized within Level 3 of the fair value hierarchy, the Company's accounting and finance department, who report to the Chief Financial Officer, determine its valuation policies and procedures. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company's accounting and finance department and are approved by the Chief Financial Officer.

Level 3 Valuation Techniques:

Level 3 financial liabilities consist of warrant liabilities for which there is no current market for these securities such that the determination of fair value requires significant judgment or estimation. Changes in fair value measurements categorized within Level 3 of the fair value hierarchy are analyzed each period based on changes in estimates or assumptions and recorded as appropriate.

The Company uses the Black-Scholes option valuation model to value Level 3 financial liabilities at inception and on subsequent valuation dates. This model incorporates transaction details such as the Company's stock price, contractual terms, maturity, risk free rates, as well as volatility.

A significant decrease in the volatility or a significant decrease in the Company's stock price, in isolation, would result in a significantly lower fair value measurement. Changes in the values of the derivative liabilities are recorded in "(Loss) gain due to change in fair value of derivative instruments" in the Company's condensed consolidated statements of operations.

As of June 30, 2013, there were no transfers in or out of Level 3 from other levels in the fair value hierarchy.
 
Net (Loss) Earnings per Share - The Company computes basic net (loss) earnings per share by dividing net (loss) earnings per share available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the "treasury stock" and/or "if converted" methods as applicable. The computation of basic net (loss) income per share for the three and six months ended June 30, 2013 and 2012, excludes the potentially dilutive securities summarized in the table below because their inclusion would be anti-dilutive.

   
2013
   
2012
 
Warrants to purchase common stock
   
131,250
     
---
 
 
Recently Issued Accounting Pronouncements

In February 2013, the FASB issued ASU 2013-02-Comprehensive Income (Topic 220):  Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income ("ASU 2013-02").  ASU 2013-02 is intended to improve the reporting of reclassifications out of accumulated other comprehensive income.  Accordingly, an entity is required to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under GAAP to be reclassified in its entirety to net income.  For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional detail about those amounts.  The amendments in this ASU supersede the presentation requirements for reclassifications out of accumulated other comprehensive income in ASU 2013-05 and ASU 2013-12.  ASU 2013-02 is effective for reporting periods beginning after December 15, 2012.  The Company adopted ASU 2013-02 effective January 1, 2013 and the adoption did not have an impact on the quarterly financials but may have an impact in future periods.
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet10.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Marketable Securities
6 Months Ended
Jun. 30, 2013
Marketable Securities [Abstract]
Marketable Securities
4. Marketable Securities
 
Investments in Marketable Securities are as follows:

   
June 30, 2013
   
December 31, 2012
 
   
Amortized
cost
   
Gross
unrealized
gains
   
Gross
unrealized
losses
   
Estimated
fair value
   
Amortized
cost
   
Gross
unrealized
gains
   
Gross
unrealized
losses
   
Estimated
fair value
 
Equity
                                               
Exchange traded fund
  $ 249,846     $ -     $ (3,858 )   $ 245,988     $ 249,846     $ 1,503     $ -     $ 251,349  

 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet11.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Capitalized Technology
6 Months Ended
Jun. 30, 2013
Capitalized Technology [Abstract]
Capitalized Technology
5. Capitalized Technology
 
Capitalized Technology, net is as follows:
 
   
June 30, 
2013
   
December 31,
2012
 
Capitalized cost:
           
Balance, beginning of period
  $ 734,291     $ 376,044  
Additional capitalized cost
    164,875       358,247  
Purchased technology
    200,000       -  
Balance, end of period
  $ 1,099,166     $ 734,291  
                 
Accumulated amortization:
               
Balance, beginning of period
  $ 331,401     $ 229,897  
Provision for amortization
    107,620       101,504  
Balance, end of period
  $ 439,021     $ 331,401  
Net Capitalized Technology
  $ 660,145     $ 402,890  
 
Beginning the third quarter of 2012, the Company embarked on updating the technology stack of its web product platform to support emerging technologies. Dubbed "V2", the platform was switched over to at the end of year 2012, though the development and improvement will continue on an ongoing basis.

On June 14, 2013, the Company completed the purchase of a proprietary software technology from Careerimp, Inc. ("Careerimp") for $200,000. The Company concurrently hired Careerimp's former CEO and committed to pay Careerimp an additional $200,000 contingent upon the former CEO's continued employment through December 31, 2013. Careerimp's former CEO is responsible for assisting the Company with the technical integration of the acquired technology platform.
 
Amortization expense of $56,125 and $18,554 for the three months ended June 30, 2013 and 2012, respectively, and $107,619 and $36,265 for the six months ended June 30, 2013 and 2012, respectively, is recorded in depreciation and amortization expense in the accompanying condensed statement of comprehensive (loss) income.
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet12.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Property and Equipment
6 Months Ended
Jun. 30, 2013
Property and Equipment [Abstract]
Property and Equipment
6. Property and Equipment
 
Property and Equipment is as follows:
 
   
June 30,
2013
   
December 31,
2012
 
Computer hardware
  $ 68,603     $ 64,759  
Furniture and fixtures
    28,961       19,884  
Leasehold improvements
    18,171       13,876  
      115,735       98,519  
Less: Accumulated depreciation
    58,145       63,656  
    $ 57,590     $ 34,863  
 
Depreciation expense was $4,439 and $3,000 for the three months ended June 30, 2013 and 2012, respectively, and $8,368 and $6,000 for the six months ended June 30, 2013 and 2012, respectively, and is recorded in depreciation and amortization expense in the accompanying condensed statements of comprehensive (loss) income.
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet13.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Accrued Expenses
6 Months Ended
Jun. 30, 2013
Accrued Expenses [Abstract]
Accrued Expenses
7. Accrued Expenses
 
Accrued expenses consist of the following:

   
June 30,
2013
   
December 31,
2012
 
Accrued sales and marketing
  $ 49,076     $ 18,541  
Accrued cost of services
    25,402       8,005  
Accrued expenses
    19,721       23,339  
Deferred rent
    14,015       6,149  
Accrued taxes payable
    8,307       28,199  
Payroll liabilities
    192       1,094  
    $ 116,713     $ 85,327  

------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet14.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Notes Payable
6 Months Ended
Jun. 30, 2013
Notes Payable [Abstract]
Notes Payable
8. Notes Payable

As of June 30, 2013, no notes payable are outstanding.  As part of our reorganization in connection with our IPO, we entered into a debt exchange agreement with the three founders of the Company, whereby three outstanding promissory notes in the principal amounts of $1,341,676, $142,000 and $37,143 plus accrued interest owed to them, respectively, were exchanged for 168,982 shares, 28,851 shares and 7,547 shares of common stock, respectively, at a price per share equal to the initial public offering price, which was $8.00 per share. This transaction was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended (the "Securities Act").
 
At December 31, 2012, notes payable included the three notes described above. The interest rate on the notes was 6% per annum, with all unpaid interest and principal due on November 1, 2014. The Company assumed one of such notes payable at an acquisition date fair value of $692,614 and a face value of $1,341,676. The discount on the note was recorded at 6.055%.
 
The remaining unamortized discount was $0 and $138,256 at June 30, 2013 and December 31, 2012, respectively. The balance on this note was $0 and $1,199,703 at June 30, 2013 and December 31, 2012, respectively. The second note payable, including accrued but unpaid interest, was $0 and $228,443 at June 30, 2013 and December 31, 2012, respectively. The third note payable was in the amount of $0 and $59,753 at June 30, 2013 and December 31, 2012, respectively. The total notes payable including accrued but unpaid interest amounted to $0 and $1,487,899 as of June 30, 2013 and December 31, 2012, respectively. Interest expense on these note obligations amounted to $0 and $42,409 for the three months ended June 30, 2013 and 2012, respectively, and $155,137 and $87,446 for the six months ended June 30, 2013 and 2012, respectively. Interest expense includes the amortization of the debt discount of $138,256 and $17,461 for the three months ended June 30, 2013 and 2012, respectively, and $138,256 and $34,661 for the six months ended June 30, 2013 and 2012, respectively. Payments on the notes were $0 and $96,000 for the six months ended June 30, 2013 and 2012, respectively.
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet15.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Commitments and Contingencies
6 Months Ended
Jun. 30, 2013
Commitments and Contingencies [Abstract]
Commitments and Contingencies
9. Commitments and Contingencies
 
Lease Obligations - The Company leases office space under two operating lease agreements. The first agreement was scheduled to expire in 2014 and provides for monthly rent of $4,048. In January 2013, we exercised an early termination option clause and, accordingly, this lease will now expire in October 2013. The Company paid a lease termination fee of $13,090 in connection with the exercise of the early termination clause. On January 18, 2013, we entered into a sublease agreement for our former headquarters space of approximately 1,870 square feet. The sublease provides $3,000 per month rent and expires on October 31, 2013. On December 16, 2012 the Company entered into a second and separate operating lease agreement commencing on January 1, 2013 to lease 4,600 square feet of office space. The lease expires on June 30, 2015 and provides for monthly rent of $4,064 for the first 10 months and $6,386 per month for the remaining 20 months of the lease.
 
Rent expense, amounting to $17,755 and $10,480 for the three months ended June 30, 2013 and 2012, respectively, and $44,246 and $20,960 for the six months ended June 30, 2013 and 2012, respectively, is included in general and administrative expense in the condensed statements of comprehensive (loss) income. Included in rent expense for the three and six months ended June 30, 2013 is $9,000 and $16,500, respectively, of sub lease income.
 
Future minimum payments under the leases at June 30, 2013 are as follows:
 
Year ending December 31,
     
2013 (remaining 6 months)
  $ 45,219  
2014
    76,626  
2015
    38,313  
Total
  $ 160,158  
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet16.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Warrant Liability
6 Months Ended
Jun. 30, 2013
Warrant Liability [Abstract]
Warrant Liability
10. Warrant Liability

The common stock purchase warrants issued to the underwriters in the Company's IPO in March 2013 have certain cash settlement features that require them to be recorded as liability instruments. At issuance, a portion of the proceeds from the IPO were allocated to the value of the warrant and recorded as an offering cost, reducing the proceeds from the IPO. Accordingly, as a liability, the warrant obligations are adjusted to fair value at the end of each reporting period with the change in value reported in the statement of operations. Such fair values were estimated using the Black-Scholes valuation model. The Company will continue to adjust the warrant liability for changes in fair value until the earlier of the exercise, at which time the liability will be reclassified to stockholders' equity, or expiration of the warrants.

The warrant liability was valued using the Black-Scholes option valuation model and the following assumptions on the following dates:
 
   
June 30,
2013
     
March 4,
2013
   
Strike price
  $ 10.00       $ 10.00    
Market price
  $ 4.19       $ 8.00    
Expected life
    5.73  
years
    6.00   years
Risk-free interest rate
    0.86%         0.86%    
Dividend yield
    0.00%         0.00%    
Volatility
    45%         48%    
Warrants outstanding
    131,250         131,250    
Fair value of warrants
  $ 104,065       $ 415,368    


The fair value of the warrant liability decreased to $104,064 at June 30, 2013 from $415,368 at March 4, 2013. Accordingly, the Company decreased the warrant liability by $311,303 to reflect the change in fair value at June 30, 2013. This amount is included as a change in the fair value of warrant instruments in the accompanying condensed statement of operations for the six months ended June 30, 2013. The following table sets forth a summary of the changes in the fair value of our Level 3 financial liabilities that are measured at fair value on a recurring basis:

Beginning balance
  $ -  
Initial warrant valuation
    (415,368 )
Net unrealized gain
    311,303  
Ending balance
  $ (104,065 )
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet17.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Stockholders' Equity
6 Months Ended
Jun. 30, 2013
Stockholders' Equity [Abstract]
Stockholders' Equity
11. Stockholders' Equity
 
Initial Public Offering - On March 8, 2013, we consummated our initial public offering of 2,625,000 shares of our common stock at a price to the public of $8.00 per share.  The aggregate offering price for shares sold in the offering was $21 million. The offer and sale of all of the shares in the offering were registered under the Securities Act pursuant to registration statements on Form S-1 (File Nos. 333-187081 and 333-181594), which were declared effective by the SEC on March 4, 2013 and March 7, 2013, respectively.  Aegis Capital Corp. and Merriman Capital, Inc. acted the underwriters for the offering. The net proceeds of the offering, after deducting the underwriting discounts and commissions, the underwriters' accountable expense allowance of up to 1.5% of the gross proceeds from the sale of the firm shares and offering expenses payable by us, were approximately $18.1 million.
  
Preferred Stock - The Company has no preferred stock issued. Our amended and restated certificate of incorporation and amended and restated bylaws include provisions that allows the company's Board of Directors to issue, without further action by the stockholders, up to 1,000,000 shares of undesignated preferred stock.
  
Warrant - In connection with the IPO, the Company issued a warrant for 131,250 shares of common stock to the underwriter in connection with this offering that will remain outstanding after this offering at an exercise price of $10.00 per share, equal to 125% of the initial public offering price with an expiration date of March 4, 2019.

Common Stock - Following its IPO, the Company had one class of common stock outstanding with a total number of shares authorized of 25,000,000. As of June 30, 2013, the Company had outstanding 6,318,227 shares of common stock.

Equity Incentive Plans - Prior to the consummation of our IPO, we adopted the 2013 Equity Compensation Plan under which we reserved 500,000 shares of our common stock for the purpose of providing equity incentives to our employees, officers, directors and consultants including options, restricted stock, restricted stock units, stock appreciation rights, other equity awards, annual incentive awards and dividend equivalents. The plan provides for a maximum of 500,000 shares that could be acquired upon the exercise of a stock option or the vesting of restricted stock. The plan was approved by our stockholders prior to the consummation of our IPO.
 
Distributions to Members of the LLC - In 2013, prior to the reorganization on March 5, 2013, the Company made pro rata distributions to the members of the LLC in the amount of $200,000.

Share Repurchase Program - On April 29, 2013, the Company announced that its Board of Directors authorized a share repurchase program pursuant to which the Company may repurchase up to $1 million of its outstanding common stock. The repurchases under the program will be made from time to time over a six month period at prevailing market prices in open market or privately negotiated transactions, depending upon market conditions. The manner, timing and amount of any repurchases will be determined by the Company based on an evaluation of market conditions, stock price and other factors. Under the program, the purchases will be funded from available working capital, and the repurchased shares will be held in treasury. The program does not obligate the Company to acquire any particular amount of common stock, and it may be modified or suspended at any time at the Company's discretion. During the three months ended June 30, 2013, the Company did not acquire any of its outstanding common stock.
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet18.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Customer Concentration
6 Months Ended
Jun. 30, 2013
Customer Concentration [Abstract]
Customer Concentration
12. Customer Concentration
 
The Company's revenues are highly dependent on two customers, LinkedIn and Apollo Group, Inc. ("Apollo Group" or "Apollo"). The loss of either major customer would materially and adversely affect the Company's business, operating results and financial condition. If LinkedIn or Apollo seek to negotiate its agreement on terms less favorable to the Company and the Company accepts such unfavorable terms, or if the Company seeks to negotiate better terms but is unable to do so, then the Company's business, operating results and financial condition would be materially and adversely affected.

Two customers accounted for 91%, or approximately $885,000, of total gross sales with LinkedIn representing 51% and Apollo representing 40% of total gross sales for the three months ended June 30, 2013. Two customers accounted for 98%, or approximately $1,489,000, of total gross sales with Monster representing 66% and Apollo representing 32% of total gross sales for the three months ended June 30, 2012. Two customers accounted for 92%, or approximately $1,739,000, of total gross sales with LinkedIn representing 52% and Apollo representing 40% of total gross sales for the six months ended June 30, 2013. Two customers accounted for 96%, or approximately $2,914,000, of total gross sales with Monster representing 66% and Apollo representing 30% of total gross sales for the six months ended June 30, 2012. Apollo accounted for 86% or approximately $385,000 of accounts receivable at June 30, 2013. In addition, two customers accounted for 72% or approximately $1,400,000 of accounts receivable with Monster representing 52% and Apollo representing 20% at December 31, 2012.

Recruitment Revenue
 
Revenues from the Company's recruitment services are recognized when the services are performed, evidence of an arrangement exists, the fee is fixed or determinable and collectability is probable. The Company's recruitment revenue is derived from the Company's agreements through single and multiple job postings, recruitment media, access to the Company's resume database, talent recruitment communities, basic and premier corporate memberships, hiring campaign marketing and advertising, e-newsletter marketing and research and outreach services.
  
Our agreement with Monster Worldwide, which expired on December 31, 2012, provided for an annual fixed fee of $4 million that was subject to adjustment based on certain criteria, e.g. the flat fee could have been decreased by 10% for any calendar quarter where the ratio of our job applicants to jobs posted falls below a certain threshold. The flat fee could have been increased if Monster Worldwide's gross revenue from diversity and inclusion services (e.g., job postings, resume search services and recruitment media advertising) exceeded a certain threshold.
 
On November 12, 2012, we entered into a diversity recruitment partnership agreement with LinkedIn, which became effective on January 1, 2013. Pursuant to our agreement, LinkedIn may resell to its customers diversity-based job postings and recruitment advertising on our websites. Our agreement with LinkedIn provides that LinkedIn will make fixed quarterly payments to us in the amount of $500,000 per quarter. The fixed quarterly payments are payable regardless of sales volumes or any other performance metric.
 
Pursuant to the LinkedIn agreement, we may earn additional commission payments from LinkedIn (i) if certain sales levels are achieved and (ii) we may earn revenue by selling our services directly. Under our agreement with LinkedIn, we will receive (i) no commissions on the first $10 million of LinkedIn's revenue from the sale of our services during any calendar year, (ii) 20% commission on LinkedIn's revenue from the sale of our services during any calendar year that is in excess of $10 million and less than $50 million, and (iii) 15% commission on LinkedIn's revenue from the sale of our services during any calendar year that is in excess of $50 million. As an example solely to illustrate the stair-step structure of our commission schedule with LinkedIn, if LinkedIn sells $60 million of our services during any calendar year, we would receive $9.5 million in commission revenue for such year, in addition to our fixed payments. This is because we would earn no commission revenue for the first $10 million of LinkedIn sales of our services, $8 million in commission revenue for the next $40 million of LinkedIn sales of our services and $1.5 million in commission revenue for the remaining $10 million of LinkedIn sales of our services. We will not obtain information about commissions earned from LinkedIn, if any, until within 60 days following the end of any fiscal quarter. Accordingly, any commission earned from LinkedIn sales during any quarter will be reflected in our financial statements for the subsequent quarter, subject to the applicable revenue recognition criteria being met. We did not earn a commission from LinkedIn during the three months ended March 31, 2013 and do not expect to earn a commission for the three months ended June 30, 2013.
 
Consumer Advertising and Consumer Marketing Solutions Revenue
 
The businesses and organizations that use the Company's marketing solutions are enabled to target and reach large audiences of diverse professionals and connect to relevant services with solutions that include email marketing, social media, search engines, traffic aggregators and strategic partnerships. Advertising revenue is recognized based upon fixed fees with certain minimum monthly website visits, a fixed fee for revenue sharing agreements in which payment is required at the time of posting, billed based upon the number of impressions recorded on the websites as specified in the customer agreement or through our business relationships with Apollo Group.
 
On October 1, 2012, the Company entered into an agreement with Apollo Group that provides for a fixed monthly fee of $116,667 for services and technical solutions provided by the Company to the University of Phoenix and its students and alumni. The primary service provided is for recruitment solutions for the University of Phoenix student and alumni career services. The Company recognized revenue under this agreement in the amount of $350,000 and $700,000 during the three and six months ended June 30, 2013, respectively.

In January 2012, the Company launched an advertising and promotion campaign for the University of Phoenix containing digital banners, dedicated email blasts and weekly blogs. The Company guaranteed at least 30,000 visits to the sites over a six month period or was required to refund any shortfall at $5.00 per visit less than 30,000 visits or extend the agreement until the 30,000 visit guarantee is reached. Site visits for the number of users were measured through an outside service which monitored the Company's compliance with such minimum visits requirement. Total fees payable could not exceed $150,000. The Company recognized the lesser of (i) 1/6th of the $150,000 fee per month for each of the 6 months during the minimum measurement period of January 1, 2012 through June 30, 2012, or (ii) the cumulative number of visits through the end of such month. The Company recognized revenue under this agreement of $0 and $75,000 during the three months ended June 30, 2013 and 2012, respectively, and $0 and $150,000 during the six months ended June 30, 2013 and 2012, respectively.
 
On June 11, 2012, we agreed to an insertion order with Apollo Group that replaced the above January 2012 advertising and promotion campaign for the University of Phoenix. The insertion order provided for payment to us of up to $150,000 per month for a period of 12 months based upon the number of persons we referred to the University of Phoenix who expressed an interest in obtaining information about attending the University of Phoenix. There was no guaranteed payment associated with the insertion order for the lead generation for the University of Phoenix. The Company recognized revenue under the insertion order of $34,914 and $64,300 for the three months ended June 30, 2013 and 2012, respectively, and $39,039 and $64,300 for the six months ended June 30, 2013 and 2012, respectively. The insertion order for the lead generation for the University of Phoenix ended by mutual agreement as of June 30, 2013.
       
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet19.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2013
Summary of Significant Accounting Policies [Abstract]
Accounting Estimates
Accounting Estimates - The preparation of financial statements in conformity with U.S. 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 financial statements and the reported amount of revenues and expenses during the reporting period. Significant areas that required management to make estimates and assumptions that affect the amounts and disclosures in the financial statements include revenue recognition, valuation of goodwill, trade name and URL, costs capitalized to develop technology, the Company's estimated useful lives of assets and warrants granted in connection with financing transactions. Actual results could differ from those estimates.
 
Significant Accounting Policies
Significant Accounting Policies - There have been no material changes to the Company's significant accounting policies as compared to the significant accounting policies described in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2012 as filed with the SEC on April 1, 2013.
 
Advertising and Marketing Expenses
Advertising and Marketing Expenses - Advertising and marketing expenses are expensed as incurred. For the three months ended June 30, 2013 and 2012, the Company incurred advertising and marketing expenses of approximately $216,000 and $142,000, respectively. For the six months ended June 30, 2013 and 2012, the Company incurred advertising and marketing expenses of approximately $395,000 and $249,000, respectively.
 
Income Taxes
Income Taxes - As a result of the Company's completion of its IPO, the Company's results of operations are taxed as a C Corporation. Prior to the IPO, the Company's operations were taxed as a limited liability company, whereby the Company elected to be taxed as a partnership and the income or loss was required to be reported by each respective member on their separate income tax returns. Therefore, no provision for income taxes has been provided in the accompanying condensed financial statements for periods prior to March 31, 2013.
 
This change in tax status to a taxable entity resulted in the recognition of deferred tax assets and liabilities based on the expected tax consequences of temporary differences between the book and tax basis of the Company's assets and liabilities at the date of the IPO. This resulted in a net deferred tax expense of $104,812 being recognized and included in the tax provision for the six months ended June 30, 2013. The tax expense was determined using an effective tax rate of 40.6% for the period from March 4, 2013 (the date on which the tax status changed to a C Corporation) to June 30, 2013.
 
The unaudited pro forma computation of income tax expense (benefit) included in the condensed statements of comprehensive income (loss), represents the tax effects that would have been reported had the Company been subject to U.S. federal and state income taxes as a corporation for all periods presented. Pro forma taxes are based upon the statutory income tax rates and adjustments to income for estimated permanent differences occurring during each period. Actual rates and expenses could have differed had the Company actually been subject to U.S. federal and state income taxes for all periods presented. Therefore, the unaudited pro forma amounts are for informational purposes only and are intended to be indicative of the results of operations had the Company been subject to U.S. federal and state income taxes as a corporation for all periods presented.
 
The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax liabilities and assets are determined based on the difference between the financial statement basis and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company estimates the degree to which tax assets and credit carryforwards will result in a benefit based on expected profitability by tax jurisdiction. A valuation allowance for such tax assets and loss carryforwards is provided when it is determined to be more likely than not that the benefit of such deferred tax asset will not be realized in future periods. If it becomes more likely than not that a tax asset will be used, the related valuation allowance on such assets would be reduced. The following table provides a breakdown of the Company's net deferred tax liability as of June 30, 2013:
 
Net operating loss
  $ 183,113  
Goodwill and trade name
    (85,872 )
Developed technology
    (180,100 )
Property and equipment
    (21,953 )
    $ (104,812 )
 
Fair Value of Financial Assets and Liabilities
Fair Value of Financial Assets and Liabilities- Financial instruments, including cash and cash equivalents, accounts payable and accrued liabilities are carried at historical cost, which management believes that the recorded amounts approximate fair value due to the short-term nature of these instruments.
 
The Company measures the fair value of financial assets and liabilities based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The Company uses three levels of inputs that may be used to measure fair value:
 
Level 1 - quoted prices in active markets for identical assets or liabilities
 
Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable
 
Level 3 - inputs that are unobservable (for example cash flow modeling inputs based on assumptions
 
Financial assets measured at fair value on a recurring basis are summarized below:

   
June 30, 2013
   
Quoted prices
in active
markets for
identical assets
(Level 1)
   
Significant
other
observable
inputs 
(Level 2)
   
Significant
unobservable
inputs 
(Level 3)
 
Assets:
                       
Marketable securities
  $ 245,988     $ 245,988     $ -     $ -  
                                 
Liabilities:
                               
Fair value of warrant obligations (Note 10)
  $ 104,065     $ -     $ -     $ 104,065  
                                 

   
December 31,
2012
   
Quoted prices
in active
markets for
identical assets
(Level 1)
   
Significant
other
observable
inputs 
(Level 2)
   
Significant
unobservable
inputs 
(Level 3)
 
Marketable securities
  $ 251,349     $ 251,349     $ -     $ -  
 
The Company considers its investments in exchange traded shares to be Level 1.

Level 3 liabilities are valued using unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the derivative liabilities. For fair value measurements categorized within Level 3 of the fair value hierarchy, the Company's accounting and finance department, who report to the Chief Financial Officer, determine its valuation policies and procedures. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company's accounting and finance department and are approved by the Chief Financial Officer.

Level 3 Valuation Techniques:

Level 3 financial liabilities consist of warrant liabilities for which there is no current market for these securities such that the determination of fair value requires significant judgment or estimation. Changes in fair value measurements categorized within Level 3 of the fair value hierarchy are analyzed each period based on changes in estimates or assumptions and recorded as appropriate.

The Company uses the Black-Scholes option valuation model to value Level 3 financial liabilities at inception and on subsequent valuation dates. This model incorporates transaction details such as the Company's stock price, contractual terms, maturity, risk free rates, as well as volatility.

A significant decrease in the volatility or a significant decrease in the Company's stock price, in isolation, would result in a significantly lower fair value measurement. Changes in the values of the derivative liabilities are recorded in "(Loss) gain due to change in fair value of derivative instruments" in the Company's condensed consolidated statements of operations.

As of June 30, 2013, there were no transfers in or out of Level 3 from other levels in the fair value hierarchy.
 
Net (Loss) Earnings per Share
Net (Loss) Earnings per Share - The Company computes basic net (loss) earnings per share by dividing net (loss) earnings per share available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the "treasury stock" and/or "if converted" methods as applicable. The computation of basic net (loss) income per share for the three and six months ended June 30, 2013 and 2012, excludes the potentially dilutive securities summarized in the table below because their inclusion would be anti-dilutive.

   
2013
   
2012
 
Warrants to purchase common stock
   
131,250
     
---
 
 
Recent Accounting Pronouncements
Recently Issued Accounting Pronouncements

In February 2013, the FASB issued ASU 2013-02-Comprehensive Income (Topic 220):  Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income ("ASU 2013-02").  ASU 2013-02 is intended to improve the reporting of reclassifications out of accumulated other comprehensive income.  Accordingly, an entity is required to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required under GAAP to be reclassified in its entirety to net income.  For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional detail about those amounts.  The amendments in this ASU supersede the presentation requirements for reclassifications out of accumulated other comprehensive income in ASU 2013-05 and ASU 2013-12.  ASU 2013-02 is effective for reporting periods beginning after December 15, 2012.  The Company adopted ASU 2013-02 effective January 1, 2013 and the adoption did not have an impact on the quarterly financials but may have an impact in future periods.
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet20.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Summary of Significant Accounting Policies (Tables)
6 Months Ended
Jun. 30, 2013
Summary of Significant Accounting Policies [Abstract]
Schedule of Net Deferred Tax Liability
The following table provides a breakdown of the Company's net deferred tax liability as of June 30, 2013:
 
Net operating loss
  $ 183,113  
Goodwill and trade name
    (85,872 )
Developed technology
    (180,100 )
Property and equipment
    (21,953 )
    $ (104,812 )
 
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
Financial assets measured at fair value on a recurring basis are summarized below:

   
June 30, 2013
   
Quoted prices
in active
markets for
identical assets
(Level 1)
   
Significant
other
observable
inputs 
(Level 2)
   
Significant
unobservable
inputs 
(Level 3)
 
Assets:
                       
Marketable securities
  $ 245,988     $ 245,988     $ -     $ -  
                                 
Liabilities:
                               
Fair value of warrant obligations (Note 10)
  $ 104,065     $ -     $ -     $ 104,065  
                                 

   
December 31,
2012
   
Quoted prices
in active
markets for
identical assets
(Level 1)
   
Significant
other
observable
inputs 
(Level 2)
   
Significant
unobservable
inputs 
(Level 3)
 
Marketable securities
  $ 251,349     $ 251,349     $ -     $ -  
 
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share
The computation of basic net (loss) income per share for the three and six months ended June 30, 2013 and 2012, excludes the potentially dilutive securities summarized in the table below because their inclusion would be anti-dilutive.

   
2013
   
2012
 
Warrants to purchase common stock
   
131,250
     
---
 
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet21.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Marketable Securities (Tables)
6 Months Ended
Jun. 30, 2013
Marketable Securities [Abstract]
Schedule of Marketable Securities
Investments in Marketable Securities are as follows:

   
June 30, 2013
   
December 31, 2012
 
   
Amortized
cost
   
Gross
unrealized
gains
   
Gross
unrealized
losses
   
Estimated
fair value
   
Amortized
cost
   
Gross
unrealized
gains
   
Gross
unrealized
losses
   
Estimated
fair value
 
Equity
                                               
Exchange traded fund
  $ 249,846     $ -     $ (3,858 )   $ 245,988     $ 249,846     $ 1,503     $ -     $ 251,349  

 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet22.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Capitalized Technology (Tables)
6 Months Ended
Jun. 30, 2013
Capitalized Technology [Abstract]
Schedule of Capitalized Technology
Capitalized Technology, net is as follows:
 
   
June 30, 
2013
   
December 31,
2012
 
Capitalized cost:
           
Balance, beginning of period
  $ 734,291     $ 376,044  
Additional capitalized cost
    164,875       358,247  
Purchased technology
    200,000       -  
Balance, end of period
  $ 1,099,166     $ 734,291  
                 
Accumulated amortization:
               
Balance, beginning of period
  $ 331,401     $ 229,897  
Provision for amortization
    107,620       101,504  
Balance, end of period
  $ 439,021     $ 331,401  
Net Capitalized Technology
  $ 660,145     $ 402,890  
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet23.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Property and Equipment (Tables)
6 Months Ended
Jun. 30, 2013
Property and Equipment [Abstract]
Schedule of Property and Equipment
Property and Equipment is as follows:
 
   
June 30,
2013
   
December 31,
2012
 
Computer hardware
  $ 68,603     $ 64,759  
Furniture and fixtures
    28,961       19,884  
Leasehold improvements
    18,171       13,876  
      115,735       98,519  
Less: Accumulated depreciation
    58,145       63,656  
    $ 57,590     $ 34,863  
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet24.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Accrued Expenses (Tables)
6 Months Ended
Jun. 30, 2013
Accrued Expenses [Abstract]
Schedule of Accrued Expenses
Accrued expenses consist of the following:

   
June 30,
2013
   
December 31,
2012
 
Accrued sales and marketing
  $ 49,076     $ 18,541  
Accrued cost of services
    25,402       8,005  
Accrued expenses
    19,721       23,339  
Deferred rent
    14,015       6,149  
Accrued taxes payable
    8,307       28,199  
Payroll liabilities
    192       1,094  
    $ 116,713     $ 85,327  

------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet25.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Commitments and Contingencies (Tables)
6 Months Ended
Jun. 30, 2013
Commitments and Contingencies [Abstract]
Schedule of Future Minimum Payments Under Operating Leases
Future minimum payments under the leases at June 30, 2013 are as follows:
 
Year ending December 31,
     
2013 (remaining 6 months)
  $ 45,219  
2014
    76,626  
2015
    38,313  
Total
  $ 160,158  
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet26.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Warrant Liability (Tables)
6 Months Ended
Jun. 30, 2013
Warrant Liability [Abstract]
Schedule of Warrant Liability Fair Value Assumptions
The warrant liability was valued using the Black-Scholes option valuation model and the following assumptions on the following dates:
 
   
June 30,
2013
     
March 4,
2013
   
Strike price
  $ 10.00       $ 10.00    
Market price
  $ 4.19       $ 8.00    
Expected life
    5.73  
years
    6.00   years
Risk-free interest rate
    0.86%         0.86%    
Dividend yield
    0.00%         0.00%    
Volatility
    45%         48%    
Warrants outstanding
    131,250         131,250    
Fair value of warrants
  $ 104,065       $ 415,368    


Schedule of Changes in Fair Value of Warrant Liability
The following table sets forth a summary of the changes in the fair value of our Level 3 financial liabilities that are measured at fair value on a recurring basis:

Beginning balance
  $ -  
Initial warrant valuation
    (415,368 )
Net unrealized gain
    311,303  
Ending balance
  $ (104,065 )
 
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet27.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Liquidity, Financial Condition and Management's Plans (Details) (USD $)
6 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Liquidity, Financial Condition and Management's Plans [Abstract]
Proceeds from IPO, net of offering costs $ 19,474,565   
IPO expenses $ 1,300,000
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet28.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Summary of Significant Accounting Policies (Narrative) (Details) (USD $)
3 Months Ended 6 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Jun. 30, 2012
Dec. 31, 2012
Advertising and Marketing Expenses
Advertising and marketing expenses $ 216,000 $ 142,000 $ 395,000 $ 249,000
Income Taxes
Net deferred tax expense 104,812   
Effective income tax rate 40.60%
Net Operating Loss 183,113 183,113
Goodwill and trade name (85,872) (85,872)
Developed technology (180,100) (180,100)
Property and equipment (21,953) (21,953)
Net deferred tax liability $ (104,812) $ (104,812)   
Net (Loss) Earnings per Share
Warrants to purchase common stock 131,250   
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet29.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Summary of Significant Accounting Policies (Fair Value Measurements) (Details) (USD $)
Jun. 30, 2013
Dec. 31, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities $ 245,988 $ 251,349
Fair value of warrant obligations (Note 10) 104,065   
Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities 245,988 251,349
Fair value of warrant obligations (Note 10) 104,065
Recurring [Member] | Quoted prices in active markets for identical assets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities 245,988 251,349
Fair value of warrant obligations (Note 10)   
Recurring [Member] | Significant other observable inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities      
Fair value of warrant obligations (Note 10)   
Recurring [Member] | Significant unobservable inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities      
Fair value of warrant obligations (Note 10) $ 104,065
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet30.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Marketable Securities (Details) (USD $)
6 Months Ended 12 Months Ended
Jun. 30, 2013
Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Amortized cost $ 249,846 $ 249,846
Gross unrealized gains    1,503
Gross unrealized losses (3,858)   
Estimated fair value 245,988 251,349
Exchange Traded Fund [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized cost 249,846 249,846
Gross unrealized gains    1,503
Gross unrealized losses (3,858)   
Estimated fair value $ 245,988 $ 251,349
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet31.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Capitalized Technology (Details) (USD $)
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Jun. 30, 2012
Dec. 31, 2012
Capitalized cost:
Balance, beginning of period $ 734,291 $ 376,044 $ 376,044
Additional capitalized cost 164,875 358,247
Purchased technology 200,000   
Balance, end of period 1,099,166 1,099,166 734,291
Accumulated amortization:
Balance, beginning of period 331,401 229,897 229,897
Provision for amortization 107,620 101,504
Balance, end of period 439,021 439,021 331,401
Net Capitalized Technology 660,145 660,145 402,890
Employment commitment 200,000 200,000
Amortization expense $ 56,125 $ 18,554 $ 107,619 $ 36,265
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet32.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Property and Equipment (Details) (USD $)
3 Months Ended 6 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Jun. 30, 2012
Dec. 31, 2012
Property, Plant and Equipment [Line Items]
Property and equipment, gross $ 115,735 $ 115,735 $ 98,519
Less: Accumulated depreciation 58,145 58,145 63,656
Property and equipment, net 57,590 57,590 34,863
Depreciation expenses 4,439 3,000 8,368 6,000
Computer hardware [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross 68,603 68,603 64,759
Furniture and fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross 28,961 28,961 19,884
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross $ 18,171 $ 18,171 $ 13,876
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet33.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Accrued Expenses (Details) (USD $)
Jun. 30, 2013
Dec. 31, 2012
Accrued Expenses [Abstract]
Accrued sales and marketing $ 49,076 $ 18,541
Accrued cost of services 25,402 8,005
Accrued expenses 19,721 23,339
Deferred rent 14,015 6,149
Accrued taxes payable 8,307 28,199
Payroll liabilities 192 1,094
Total accrued expenses $ 116,713 $ 85,327
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet34.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Notes Payable (Details) (USD $)
3 Months Ended 6 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended 6 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Jun. 30, 2012
Dec. 31, 2012
Jun. 30, 2013
First Note Payable [Member]
Dec. 31, 2012
First Note Payable [Member]
Jun. 30, 2013
Second Note Payable [Member]
Dec. 31, 2012
Second Note Payable [Member]
Jun. 30, 2013
Third Note Payable [Member]
Dec. 31, 2012
Third Note Payable [Member]
Debt Instrument [Line Items]
Fair value of notes payable assumed in business acquisition $ 692,614
Conversion of notes payable to equity 1,643,036    1,341,676 142,000 37,143
Debt instrument, face amount 1,341,676
Debt instrument, maturity date Nov 1, 2014 Nov 1, 2014 Nov 1, 2014 Nov 1, 2014
Debt instrument, interest rate 6.00% 6.06% 6.00% 6.00%
Debt conversion, price per share $ 8 $ 8 $ 8
Conversion of debt to equity, shares 168,982 28,851 7,547
Unamortized debt discount 0 0 138,256
Notes payable 1,487,899 0 1,199,703 0 228,443 0 59,753
Interest expense    42,409 155,137 87,446
Amortization of debt discount 138,256 17,461 138,256 34,661
Repayments of notes payable    $ 96,000
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet35.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Commitments and Contingencies (Narrative) (Details) (USD $)
3 Months Ended 6 Months Ended 1 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Jun. 30, 2012
Jan. 17, 2013
Lease One [Member]
Jan. 18, 2013
Lease One [Member]
sqft
Dec. 16, 2012
Lease Two [Member]
sqft
Operating Lease [Line Items]
Sublease, per month rent $ 4,048 $ 3,000
Lease termination fee 13,090
Lease square footage 1,870 4,600
Monthly rent for first ten months 4,064
Monthly lease for remaining twenty months 6,386
Rent expense 17,755 10,480 44,246 20,960
Sub lease income $ 9,000 $ 16,500
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet36.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Commitments and Contingencies (Schedule of Future Minimim Lease Payments) (Details) (USD $)
Jun. 30, 2013
Commitments and Contingencies [Abstract]
2013 (remaining 6 months) $ 45,219
2014 76,626
2015 38,313
Total $ 160,158
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet37.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Warrant Liability (Schedule of Warrant Liability Valuation) (Details) (USD $)
Jun. 30, 2013
Dec. 31, 2012
Mar. 04, 2013
Warrant Liability [Member]
Jun. 30, 2013
Warrant Liability [Member]
Derivative [Line Items]
Strike price $ 10 $ 10
Market price $ 8 $ 4.19
Expected life 6 years 5 years 8 months 23 days
Risk-free interest rate 0.86% 0.86%
Dividend yield 0.00% 0.00%
Volatility 48.00% 45.00%
Warrants outstanding 131,250 131,250
Fair value of warrants $ 104,065    $ 415,368 $ 104,065
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet38.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Warrant Liability (Schedule of Change in Fair Value of Level 3 Financial Liabilities) (Details) (USD $)
3 Months Ended 6 Months Ended 6 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Recurring [Member]
Jun. 30, 2013
Recurring [Member]
Level 3 [Member]
Dec. 31, 2012
Recurring [Member]
Level 3 [Member]
Derivative [Line Items]
Beginning balance    $ (104,065)
Initial warrant valuation (415,368)
Net unrealized gain 200,495    311,303    311,303
Ending balance $ (104,065) $ (104,065) $ (104,065) $ (104,065)
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet39.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Stockholders' Equity (Details) (USD $)
1 Months Ended 6 Months Ended 0 Months Ended
Apr. 29, 2013
Jun. 30, 2013
Jun. 30, 2012
Dec. 31, 2012
Jun. 30, 2013
2013 Equity Compensation Plan [Member]
Mar. 08, 2013
IPO [Member]
Stockholders Equity [Line Items]
Net proceeds from initial public offering, shares 2,625,000
Net proceeds from initial public offering $ 17,717,034 $ 21,000,000
Shares issued, price per share $ 8
Proceeds from IPO, net of offering costs 19,474,565    18,100,000
The maximum underwriter fees expressed as a percentage of gross proceeds from the sale of the firm shares and offering expenses payable by the company 1.50%
Preferred stock, shares authorized 1,000,000
Number of common shares issuable under warrant 131,250
Exercise price of warrant issued 10
Warrant expiration date Mar 4, 2019
Common stock, shares authorized 25,000,000 25,000,000
Common stock, shares outstanding 6,318,227 3,487,847
Number of shares authorized for issuance under equity incentive plan 500,000
Distributions made to members of the LLC 200,000 1,450,000
Stock repurchase program, authorized amount $ 1,000,000
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/Sheet40.html Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii"
Customer Concentration (Details) (USD $)
3 Months Ended 6 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2013
Jun. 30, 2012
Jun. 30, 2013
Jun. 30, 2012
Dec. 31, 2012
Jun. 30, 2013
LinkedIn [Member]
Jun. 30, 2013
LinkedIn [Member]
Commission Threshold One [Member]
Jun. 30, 2013
LinkedIn [Member]
Commission Threshold Two [Member]
Jun. 30, 2013
LinkedIn [Member]
Commission Threshold Three [Member]
Jun. 30, 2013
LinkedIn [Member]
Minimum [Member]
Commission Threshold Two [Member]
Jun. 30, 2013
LinkedIn [Member]
Minimum [Member]
Commission Threshold Three [Member]
Jun. 30, 2013
LinkedIn [Member]
Maximum [Member]
Commission Threshold One [Member]
Jun. 30, 2013
LinkedIn [Member]
Maximum [Member]
Commission Threshold Two [Member]
Jun. 30, 2013
Apollo Group [Member]
First Media Schedule [Member]
Jun. 30, 2013
Apollo Group [Member]
First Media Schedule [Member]
Jun. 30, 2013
Apollo Group [Member]
Second Media Schedule [Member]
Jun. 30, 2012
Apollo Group [Member]
Second Media Schedule [Member]
Jun. 30, 2013
Apollo Group [Member]
Second Media Schedule [Member]
Jun. 30, 2012
Apollo Group [Member]
Second Media Schedule [Member]
Jun. 30, 2013
Apollo Group [Member]
Insertion Order [Member]
Jun. 30, 2012
Apollo Group [Member]
Insertion Order [Member]
Jun. 30, 2013
Apollo Group [Member]
Insertion Order [Member]
Jun. 30, 2012
Apollo Group [Member]
Insertion Order [Member]
Dec. 31, 2012
Monster Worldwide [Member]
Jun. 30, 2013
Customer Concentration Risk [Member]
Sales Revenue [Member]
LinkedIn [Member]
Jun. 30, 2013
Customer Concentration Risk [Member]
Sales Revenue [Member]
LinkedIn [Member]
Jun. 30, 2013
Customer Concentration Risk [Member]
Sales Revenue [Member]
Apollo Group [Member]
Jun. 30, 2012
Customer Concentration Risk [Member]
Sales Revenue [Member]
Apollo Group [Member]
Jun. 30, 2013
Customer Concentration Risk [Member]
Sales Revenue [Member]
Apollo Group [Member]
Jun. 30, 2012
Customer Concentration Risk [Member]
Sales Revenue [Member]
Apollo Group [Member]
Jun. 30, 2012
Customer Concentration Risk [Member]
Sales Revenue [Member]
Monster Worldwide [Member]
Jun. 30, 2012
Customer Concentration Risk [Member]
Sales Revenue [Member]
Monster Worldwide [Member]
Jun. 30, 2013
Customer Concentration Risk [Member]
Sales Revenue [Member]
Major Customers One And Two [Member]
Jun. 30, 2012
Customer Concentration Risk [Member]
Sales Revenue [Member]
Major Customers One And Two [Member]
Jun. 30, 2013
Customer Concentration Risk [Member]
Sales Revenue [Member]
Major Customers One And Two [Member]
Jun. 30, 2012
Customer Concentration Risk [Member]
Sales Revenue [Member]
Major Customers One And Two [Member]
Jun. 30, 2013
Customer Concentration Risk [Member]
Accounts Receivable [Member]
Apollo Group [Member]
Dec. 31, 2012
Customer Concentration Risk [Member]
Accounts Receivable [Member]
Apollo Group [Member]
Dec. 31, 2012
Customer Concentration Risk [Member]
Accounts Receivable [Member]
Monster Worldwide [Member]
Dec. 31, 2012
Customer Concentration Risk [Member]
Accounts Receivable [Member]
Major Customers One And Two [Member]
Concentration Risk [Line Items]
Amount of fixed quarterly revenue payments owed to company per revenue agreement with customer $ 500,000
Commission percentage 0.00% 20.00% 15.00%
Commission Revenue Threshold 10,000,000 50,000,000 10,000,000 50,000,000
Amount of fixed annual revenue payments owed to company per revenue agreement with customer 116,667 116,667 150,000 150,000 4,000,000
Concentration risk percentage 51.00% 52.00% 40.00% 32.00% 40.00% 30.00% 66.00% 66.00% 91.00% 98.00% 92.00% 96.00% 86.00% 20.00% 52.00% 72.00%
The maximum advertising fees payable by customer, per agreement 150,000 150,000
Advertising revenue 420,809 513,877 804,932 1,028,538 0 75,000 0 150,000 34,914 64,300 39,039 64,300
Total revenue 976,920 1,513,877 1,896,723 3,028,538 350,000 700,000 885,000 1,489,000 1,739,000 2,914,000
Accounts receivable $ 447,086 $ 447,086 $ 1,923,048 $ 385,000 $ 1,400,000
------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d Content-Location: file:///C:/604d0a02_c639_4eb3_a788_e0e56b02077d/Worksheets/filelist.xml Content-Transfer-Encoding: quoted-printable Content-Type: text/html; charset="us-ascii" ------=_NextPart_604d0a02_c639_4eb3_a788_e0e56b02077d--