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QUOTEMEDIA INC - Quarter Report: 2015 March (Form 10-Q)

CA Filed by Filing Services Canada Inc. 403-717-3898


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
(Mark one)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended March 31, 2015
 
OR
 
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period _________ to _________
 
Commission File Number: 0-28599

QUOTEMEDIA, INC.
 (Exact name of registrant as specified in its charter)
 
Nevada
 
91-2008633
(State or Other Jurisdiction of Incorporation or Organization)
 
(IRS Employer Identification Number)
 
17100 East Shea Boulevard, Suite 230, Fountain Hills, AZ 85268
(Address of Principal Executive Offices)

(480) 905-7311
(Registrant’s Telephone Number, Including Area Code)
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer
o
Accelerated filer
o
Non-accelerated filer 
o
Smaller reporting company 
x
(Do not check if a smaller reporting company)
     
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
 
The Registrant has 90,444,162 shares of common stock outstanding as at May 5, 2015.
 


 
 

 
 
QUOTEMEDIA, INC.
FORM 10-Q for the Quarter Ended March 31, 2015

INDEX
 
     
Page
 
Part I.
Financial Information
     
         
Item 1.
Financial Statements (unaudited):
    3  
           
 
Condensed Consolidated Balance Sheets at March 31, 2015 and December 31, 2014
    3  
           
 
Condensed Consolidated Statements of Operations for the three months ended March 31, 2015 and 2014
    4  
           
 
Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2015 and 2014
    5  
           
 
Notes to Condensed Consolidated Financial Statements
    6  
           
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
    12  
           
Item 4.
Controls and Procedures
    18  
           
Part II.
Other Information
       
           
Item 6.
Exhibits
    19  
           
Signatures
    20  
 
 
2

 
 
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

QUOTEMEDIA, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
 
   
March 31,
2015
   
December 31,
2014
 
             
ASSETS
           
             
Current assets:
           
Cash
  $ 195,697     $ 423,053  
Accounts receivable, net
    466,731       405,727  
Prepaid expenses
    66,479       48,985  
Other current assets
    33,057       40,940  
Total current assets
    761,964       918,705  
                 
Deposits
    17,908       19,273  
Property and equipment, net
    1,509,563       1,486,267  
Goodwill
    110,000       110,000  
Intangible assets
    80,984       82,468  
Total assets
  $ 2,480,419     $ 2,616,713  
                 
LIABILITIES AND STOCKHOLDERS’ DEFICIT
               
                 
Current liabilities:
               
Accounts payable and accrued liabilities
    1,253,299     $ 1,249,659  
Deferred revenue
    541,279       559,214  
Total current liabilities
    1,794,578       1,808,873  
                 
Long-term portion of amounts due to related parties
    8,581,841       8,398,160  
                 
Stockholders’ deficit:
               
Preferred stock, nondesignated, 10,000,000 shares
               
authorized, none issued
    -       -  
Common stock, $0.001 par value, 150,000,000 shares
               
authorized, 90,444,162 and 90,444,162 shares issued
               
and outstanding
    90,445       90,445  
Additional paid-in capital
    9,002,092       8,998,192  
Accumulated deficit
    (16,988,537 )     (16,678,957 )
Total stockholders’ deficit
    (7,896,000 )     (7,590,320 )
                 
Total liabilities and stockholders’ deficit
  $ 2,480,419     $ 2,616,713  
 
See accompanying notes
 
 
3

 

QUOTEMEDIA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
 
   
Three months ended
March 31,
 
   
2015
   
2014
 
             
LICENSING FEES
  $ 2,188,317     $ 2,224,067  
                 
COST OF REVENUE
    1,261,398       1,273,283  
                 
GROSS PROFIT
    926,919       950,784  
                 
OPERATING EXPENSES
               
                 
Sales and marketing
    380,680       414,078  
General and administrative
    483,418       539,600  
Software development
    260,340       244,412  
      1,124,438       1,198,090  
                 
OPERATING LOSS
    (197,519 )     (247,306 )
                 
OTHER INCOME AND (EXPENSE)
               
                 
Foreign exchange gain
    97,998       26,221  
Interest expense (related party)
    (209,251 )     (185,228 )
      (111,253 )     (159,007 )
                 
LOSS BEFORE INCOME TAXES
    (308,772 )     (406,313 )
                 
Income tax expense
    (808 )     (907 )
                 
NET LOSS
  $ (309,580 )   $ (407,220 )
                 
LOSS PER SHARE
               
                 
Basic and diluted loss per share
  $ (0.00 )   $ (0.00 )
                 
WEIGHTED AVERAGE SHARES OUTSTANDING
               
                 
Basic and diluted
    90,444,162       90,444,162  
 
See accompanying notes
 
 
4

 
 
QUOTEMEDIA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
 
   
Three months ended
March 31,
 
   
2015
   
2014
 
             
Operating activities:
           
             
Net loss
  $ (309,580 )   $ (407,220 )
                 
Adjustments to reconcile net loss to net cash provided
               
by operating activities:
               
Depreciation and amortization
    222,129       209,732  
Bad debt expense
    18,991       5,472  
Stock-based compensation expense
    3,900       2,363  
Changes in assets and liabilities:
               
     Accounts receivable
    (79,995 )     115,804  
     Prepaid expenses
    (17,494 )     6,587  
     Other current assets
    7,883       2,980  
     Deposits
    1,365       657  
     Accounts payable and amounts due to related parties
    187,321       411,314  
     Deferred revenue
    (17,935 )     (40,974 )
Net cash provided by operating activities
    16,585       306,715  
                 
Investing activities:
               
                 
Purchase of fixed assets
    (68,724 )     (53,186 )
Capitalized application software
    (175,217 )     (193,298 )
Net cash used in investing activities
    (243,941 )     (246,484 )
                 
Net increase (decrease) in cash
    (227,356 )     60,231  
                 
Cash and equivalents, beginning of period
    423,053       425,899  
                 
Cash and equivalents, end of period
  $ 195,697     $ 486,130  
 
See accompanying notes
 
 
5

 
 
QUOTEMEDIA, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
 
1.  BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the generally accepted accounting principles for interim financial statements and instructions for Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments, consisting only of normal recurring adjustments considered necessary for a fair presentation, have been included. Operating results for any quarter are not necessarily indicative of the results for any other quarter or for a full year. In connection with the preparation of the condensed consolidated financial statements the Company evaluated subsequent events after the balance sheet date of March 31, 2015 through the filing of this report.
 
These financial statements should be read in conjunction with our financial statements and the notes thereto for the fiscal year ended December 31, 2014 contained in our Form 10-K filed with the Securities and Exchange Commission dated March 31, 2015.

2.  SIGNIFICANT ACCOUNTING POLICIES

a) Nature of operations

We are a software developer and distributor of financial market data and related services to a global marketplace. We specialize in the collection, aggregation, and delivery of both delayed and real-time financial data content via the Internet. We develop and license software components that deliver dynamic content to banks, brokerage firms, financial institutions, mutual fund companies, online information and financial portals, media outlets, public companies, and corporate intranets.

b) Basis of consolidation

The consolidated financial statements include the operations of Quotemedia, Ltd., a wholly owned subsidiary of Quotemedia, Inc. All intercompany transactions and balances have been eliminated.

c) Foreign currency translation and transactions

The U.S. dollar is the functional currency of all our company's operations. Foreign currency asset and liability amounts are remeasured into U.S. dollars at end-of-period exchange rates, except for equipment and intangible assets, which are remeasured at historical rates. Foreign currency income and expenses are remeasured at average exchange rates in effect during the period, except for expenses related to balance sheet amounts remeasured at historical exchange rates. Exchange gains and losses arising from remeasurement of foreign currency-denominated monetary assets and liabilities are included in income in the period in which they occur.

d) Allowances for doubtful accounts
 
We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of the Company’s customers to make required payments. The Company determines the allowance by reviewing the age of the receivables and assessing the anticipated ability of customers to pay. No collateral is required for any of the receivables and the Company does not usually apply financing charges to outstanding accounts receivable balances. If the financial condition of our customers were to deteriorate, adversely affecting their ability to make payments, additional allowances would be required. The allowance for doubtful accounts was $90,000 as at March 31, 2015 and December 31, 2014.
 
 
6

 
 
QUOTEMEDIA, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
 
e) Accounting Pronouncements

Recently Adopted Accounting Guidance

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. The standard is effective for public entities for annual and interim periods beginning after December 15, 2016. Early adoption is not permitted. The Company is currently evaluating the impact that this guidance will have on our consolidated financial position, results of operations and related disclosures.

In June 2014, the FASB issued ASU No. 2014-12, Compensation - Stock Compensation (Topic 718), which makes amendments to the codification topic 718, Accounting for Share-Based Payments, when the terms of an award provide that a performance target could be achieved after the requisite service period. The new accounting standards update becomes effective for the Company on January 1, 2016. The Company does not expect that this guidance will have an impact on its financial position, results of operations or cash flows as the Company does not currently have any outstanding awards with a performance target that could be achieved after the requisite service period.

In August 2014, the FASB issued ASU No. 2014-15, Disclosures of Uncertainties About an Entity's Ability to Continue as a Going Concern. The new standard provides guidance around management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and to provide related footnote disclosures. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. The Company is currently evaluating the impact that this guidance will have on our consolidated financial position, results of operations and related disclosures.

Other accounting standards that have been issued by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.
 
 
7

 
 
QUOTEMEDIA, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
 
3.  FINANCIAL INSTRUMENTS

a) Fair value of financial instruments

FASB ASC 820, Fair Value Measurements and Disclosures establishes three levels of inputs that may be used to measure fair value: quoted prices in active markets for identical assets or liabilities (referred to as Level 1), observable inputs other than Level 1 that are observable for the asset or liability either directly or indirectly (referred to as Level 2), and unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities (referred to as Level 3).

From time to time we utilize forward contracts that are measured at fair market value on a recurring basis based on Level 2 inputs. We had no forward contracts outstanding at March 31, 2015. At December 31, 2014, the fair market value for forward contracts was a liability of $5,297 and was included in accrued liabilities.
 
b) Derivative instruments

A significant portion of our expenses are paid in Canadian dollars, therefore changes to the exchange rate between the U.S. and Canadian dollar affect our operating results. To manage this exchange rate risk, from time to time we utilize forward contracts to purchase Canadian dollars. Our Company policy limits contracts to maturities of one year or less from the date of issuance. We do not enter into foreign exchange forward contracts for trading purposes.

We account for derivatives and hedging activities in accordance with FASB ASC 815, Derivatives and Hedging, which requires that all derivative instruments be recorded on the balance sheet at their respective fair values. The accounting for changes in the fair value of a derivative instrument is dependent upon whether the derivative has been designated and qualifies as part of a hedging relationship and on the type of hedging relationship.

We have chosen not to elect hedge accounting for these forward contracts; therefore, changes in fair value for these instruments are immediately recognized in earnings and included in our foreign exchange gain (loss). The fluctuations in the value of these forward contracts do, however, generally offset the impact of changes in the value of the underlying risk that they are intended to economically hedge.
 
 
8

 
 
QUOTEMEDIA, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
 
The following table provides gross notional value of foreign currency derivative financial instruments and the related net asset or liability. The table presents the notional amount (at contract exchange rates) and the fair value of the derivatives in U.S. dollars:

   
March 31, 2015
   
December 31, 2014
 
   
Notional
Amount
   
Net Asset
(Liability)
   
Notional
Amount
   
Net Asset
(Liability)
 
                         
Forward contracts
  $ -     $ -     $ 200,000     $ (5,297 )
 
We are required to maintain a margin deposit with a foreign exchange corporation based on the value of the forward contracts outstanding. There were no margin deposits at March 31, 2015. Margin deposits totaling $11,500 are included in other current assets at December 31, 2014.
 
4.  RELATED PARTIES

The following table summarizes amounts due to related parties at March 31, 2015 and December 31, 2014:
 
   
March 31,
2015
   
December 31,
2014
 
Purchase of business unit
  $ 162,683     $ 171,576  
Computer hosting services
    25,699       43,579  
Office rent
    966,712       1,005,367  
Other
    17,276       17,276  
Loan
    851,915       850,112  
Lead generation services
    1,190,016       1,160,754  
Due to Management
    5,367,541       5,149,496  
    $ 8,581,842     $ 8,398,160  

As a matter of policy all related party transactions are subject to review and approval by the Company’s Board of Directors. All amounts due to related parties have been classified as non-current liabilities as we do not expect to repay amounts due to related parties within a year of the March 31, 2015 balance sheet date. Repayments are subject to our company having sufficient cash on hand and are intended not to impair continuing business operations. Our related party creditors have agreed to these repayment terms.
 
5.  STOCK-BASED COMPENSATION

FASB ASC 718, Stock Compensation requires all share-based payments to employees, including grants of employee stock options, to be recognized as compensation expense over the service period (generally the vesting period) in the consolidated financial statements based on their fair values. The impact of forfeitures that may occur prior to vesting is also estimated and considered in the amount recognized.
 
 
9

 
 
QUOTEMEDIA, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
 
Total estimated stock-based compensation expense, related to all of the Company’s stock-based awards, recognized for the three months ended March 31, 2015 and 2014 was comprised as follows:

   
Three months ended
March 31,
 
   
2015
   
2014
 
Sales and marketing
  $ 1,899     $ 362  
General and administrative
    2,001       2,001  
Total stock-based compensation
  $ 3,900     $ 2,363  

At March 31, 2015 there was $20,206 of unrecognized compensation cost related to non-vested share-based payments which is expected to be recognized over a weighted-average period of 0.97 years.

The following table represents stock option and warrant activity for the three months ended March 31, 2015:
 
   
Options and
Warrants
   
Weighted-
Average
Exercise Price
 
Outstanding at December 31, 2014
    11,877,803     $ 0.04  
                 
Stock options forfeited/expired
    (50,000 )   $ 0.04  
                 
Outstanding at March 31, 2015
    11,827,803     $ 0.04  
 
The following table summarizes our non-vested stock option and warrant activity for the three months ended March 31, 2015:
 
         
Weighted-
 
   
Options and
   
Average Grant
 
   
Warrants
   
Date Fair Value
 
Non-vested stock options and warrants at
           
December 31, 2014
    298,323     $ 0.04  
Vested during the period
    (5,001 )   $ 0.07  
Non-vested stock options and warrants at
               
March 31, 2015
    293,322     $ 0.04  
 
                       
Options and Warrants
 
     
Options and Warrants Outstanding
   
Exercisable
 
           
Weighted
                   
     
Number
   
Average
   
Weighted
   
Number
   
Weighted
 
     
Outstanding at
   
Remaining
   
Average
   
Exercisable at
   
Average
 
     
March 31,
   
Contractual
   
Exercise
   
March 31,
   
Exercise
 
     
2015
   
Life
   
Price
   
2015
   
Price
 
                                 
$0.05-0.07       11,827,803       2.70     $ 0.04       11,534,481     $ 0.04  

 
10

 
 
QUOTEMEDIA, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
 
As at March 31, 2015 all stock options and warrants have been granted with exercise prices equal to or greater than the market value of the underlying common shares on the date of grant.

At March 31, 2015 the aggregate intrinsic value of options and warrants outstanding was $1,236,296. The aggregate intrinsic value of options and warrants exercisable was $1,205,546. The intrinsic value of stock options and warrants are calculated as the amount by which the market price of our common stock exceeds the exercise price of the option or warrant.
 
6.  LOSS PER SHARE

The basic and diluted net loss per share was $(0.00) and $(0.00) per share for the three months ended March 31, 2015 and 2014, respectively. There were 11,827,803 stock options and warrants excluded from the calculation of dilutive loss per share for the three months ended March 31, 2015 and 2014 because they were anti-dilutive.
 
 
11

 
 
ITEM 2. Management’s Discussion and Analysis
 
The following discussion should be read in conjunction with our financial statements and notes thereto included elsewhere in this report. We caution readers regarding certain forward looking statements in the following discussion, elsewhere in this report, and in any other statements, made by, or on behalf of our company, whether or not in future filings with the Securities and Exchange Commission. Forward-looking statements are statements not based on historical information and which relate to future operations, strategies, financial results, or other developments. Forward-looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, economic, and competitive uncertainties and contingencies, many of which are beyond our control and many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward looking statements made by, or on behalf of, our company. Uncertainties and contingencies that might cause such differences include those risk factors disclosed in our annual report on Form 10-K for the year ended December 31, 2014 and other reports filed from time to time with the SEC.

We disclaim any obligation to update forward-looking statements. All references to “we”, “our”, “us”, or “quotemedia” refer to QuoteMedia, Inc., and its predecessors, operating divisions, and subsidiaries.

This report should be read in conjunction with our Form 10-K for the fiscal year ended December 31, 2014 filed with the Securities and Exchange Commission.

Overview

We are a developer of financial software and a distributor of market data and research information to online brokerages, clearing firms, banks, media properties, public companies and financial service corporations worldwide. Through the aggregation of information from many direct data, news, and research sources, we offer a comprehensive range of solutions for all market-related information provisioning requirements.

We have three general product lines: Data Feed Services, Interactive Content and Data Applications, and Portfolio Management Systems.

Our Data Feed Services consist of raw streaming real-time market data delivered over the Internet or via dedicated telecommunication lines, and supplemental fundamental, historical, and analytical data, keyed to the same symbology, which provides a complete market data solution to be offered to our customers. Currently, QuoteMedia’s Data Feed services include complete coverage of North American exchanges and over 70 exchanges worldwide.

Our Interactive Content and Data Applications consist of a suite of software applications that provide publicly traded company and market information to corporate clients via the Internet. Products include stock market quotes, fundamentals, historical and interactive charts, company news, filings, option chains, insider transactions, corporate financials, corporate profiles, screeners, market research information, investor relations provisions, level II, watch lists, and real-time quotes. All of our content solutions are completely customizable and embed directly into client Web pages for seamless integration with existing content. We are also in the process of launching Qmod, our new proprietary Web delivery system. Qmod was created for secure market data provisioning as well as ease of integration and unlimited customization. Additionally, QMod delivers responsive content designed to adapt on the fly when rendered on mobile devices or standard web pages – automatically resizing and reformatting to fit the device on which it is displayed.
 
 
12

 
 
Our Portfolio Management Systems consist of Quotestream, Quotestream Mobile, Quotestream Professional, and our Web Portfolio Management systems. Quotestream Desktop is an Internet-based streaming online portfolio management system that delivers real-time and delayed market data to both consumer and corporate markets. Quotestream has been designed for syndication and private branding by brokerage, banking, and Web portal companies. Quotestream’s enhanced features and functionality – most notably tick-by-tick true streaming data, significantly enhanced charting features, and a broad range of additional research and analytical content and functionality – offer a professional-level experience to nonprofessional users.

Quotestream Professional is designed specifically for use by financial services professionals and their support personnel, offering exceptional coverage and functionality at extremely aggressive pricing. Quotestream Professional features broad market coverage, reliability, complete flexibility, ultra low-latency tick-by-tick data, as well as completely customizable screens, advanced charting, comprehensive technical analysis, news and research data.

Quotestream Mobile is a true companion product to the Quotestream desktop products (Quotestream and Quotestream Professional) – any changes made to portfolios in either the desktop or mobile application are automatically reflected in the other.

A key feature of QuoteMedia’s business model is that all of our product lines generate recurring monthly licensing revenue from each client. Contracts to license Quotestream to our corporate clients, for example, typically have a term of one to three years and are automatically renewed unless notice is given at least 90 days prior to the expiration of the current license term. We also generate Quotestream revenue through individual end-user licenses on a monthly or annual subscription fee basis. Interactive Content and Data Applications and Market Data Feeds are licensed for a monthly, quarterly, annual, or biannual subscription fee. Contracts to license our Financial Data Products and Data Feeds typically have a term of one to three years and are automatically renewed unless notice is given 90 days prior to the expiration of the contract term.

Business environment and trends
 
The global financial markets have experienced extreme volatility and disruption in recent years. As a result, financial institutions globally have acted to control or reduce operational spending. While in some areas the anticipated impact of current market conditions may lead to a decision to reduce demand for market data and related services, we expect overall spending on financial information services will grow modestly over the next several years.

Since December 31, 2014, the U.S. dollar has appreciated approximately 9% versus the Canadian dollar. This will result in lowering both our reported Canadian dollar revenues and expenses in 2015 compared to 2014 once translated into U.S. dollars. Approximately 27% of our revenues and 28% of our expenses are in Canadian dollars, so while the appreciation of the U.S. dollar will lower 2015 revenue figures compared to 2014, it will have little impact our bottom line in 2015.
 
 
13

 
 
Plan of operation

In 2015 we will maintain our focus on marketing Quotestream for deployments by brokerage firms to their retail clients and continue our expansion into the investment professional market with Quotestream Professional. Our deployment of native applications for the iPhone, Android and Blackberry mobile devices is an important new development that we are planning to exploit this year. We also plan to continue the growth of our Data Feed Services client base and to increase the sales of its Interactive Content and Data Applications, particularly in the context of large-scale enterprise deployments encompassing solutions ranging across several product lines. Broad expansion of data and news coverage is also a priority for 2015.
 
Important new development projects for remainder of 2015 include roll-out of recently completed trade integration capabilities, allowing our Quotestream to interact with our brokerage clients’ back-end trade execution and reporting platforms to enable on-the-fly trade execution and tracking of holdings. In 2015 we are also launching QMOD, our new Web content and data feed product line using new dynamically updating data delivery mechanisms and proprietary content libraries, as well as advanced HTML5 solutions that offer dynamically updating real-time market data and next-generation interactivity.

Opportunistically, efforts will be made to evaluate and pursue the development of additional new products that may eventually be commercialized by our company. Although not currently anticipated, we may require additional capital to execute our proposed plan of operation. There can be no assurance that such additional capital will be available to our company on commercially reasonable terms or at all.

Our future performance will be subject to a number of business factors, including those beyond our control, such as a continuation of market uncertainty and evolving industry needs and preferences, as well as the level of competition and our ability to continue to successfully market our products and technology. There can be no assurance that we will be able to successfully implement our marketing strategy, continue our revenue growth, or achieve profitable operations.

Results of Operations
 
Revenue
 
   
Three Months ended March 31,
       
   
2015
   
2014
   
Change ($)
   
Change (%)
 
                         
 Corporate Quotestream
  $ 685,686     $ 644,744     $ 40,942       6.4 %
 Individual Quotestream
    405,897       423,695       (17,798 )     (4.2 )%
Total Portfolio Management Systems
     1,091,583        1,068,439        23,144       2.2 %
Interactive Content and Data Applications
    1,096,734       1,155,628       (58,894 )     (5.1 )%
Total Licensing Revenue
  $ 2,188,317     $ 2,224,067     $ (35,750 )     (1.6 )%

 
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Total licensing revenue decreased 1.6% when comparing the three months ended March 31, 2015 and 2014. When comparing the first quarter of 2015 to the comparative period in 2014, the average U.S. dollar exchange rate appreciated 12% versus the average Canadian dollar exchange rate. This resulted in lowering our reported Canadian dollar revenues in 2015 compared to 2014 once translated into U.S. dollars. Approximately 27% of our revenues are in Canadian dollars, so the appreciation of the U.S. dollar lowered revenue by approximately 3% compared to the first quarter of 2014.

Total Portfolio Management System revenue increased by 2.2% when comparing the three month periods ended March 31, 2015 and 2014, due to an increase in Corporate Quotestream Revenue that was offset by a decrease in individual Quotestream revenue.

Corporate Quotestream revenue increased 6.4% from the comparative period in 2014. The increase is due to new contracts signed since the comparative period, offset by the depreciation of the Canadian dollar. The depreciation of the Canadian dollar resulted in a 4.7% decrease in Corporate Quotestream revenue as approximately 36% of our Corporate Quotestream revenue is in Canadian dollars.

Our individual Quotestream revenue decreased by 4.2% from the comparative period in 2014. The depreciation of the Canadian dollar resulted in a 4.7% decrease in Individual Quotestream revenue as approximately 40% of our individual Quotestream revenue is in Canadian dollars.

Interactive Content and Data Application revenue decreased 5.1% from the comparative period in 2014. The decrease is due to a decrease in average revenue per Interactive Content and Data Application client contract. Approximately 2% of the decrease was due to the depreciation of the Canadian dollar as 17% of our Interactive Content and Data Application revenue is in Canadian dollars.

Cost of Revenue and Gross Profit Summary
 
   
2015
   
2014
   
Change ($)
   
Change (%)
 
                         
Three months ended March 31,
       
                         
Cost of revenue
  $ 1,261,398     $ 1,273,283     $ (11,885 )     (1 )%
Gross profit
  $ 926,919     $ 950,784     $ (23,865 )     (3 %)
Gross margin %
    42 %     43 %                

Our cost of revenue consists of fixed and variable stock exchange fees and data feed provisioning costs. Cost of revenue also includes amortization of capitalized application software costs. We capitalize the costs associated with developing new products once technological feasibility has been established.

Cost of revenue remained relatively unchanged when comparing the three month periods ended March 31, 2015 and 2014. We reduced our data feed and data line costs versus the comparative period by switching vendors. This was offset by increased fixed stock exchange fees due to new and increased fees levied by a number of stock exchanges.
 
 
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Overall, the cost of revenue increased as a percentage of sales, as evidenced by our gross margin percentage which decreased to 42% for the three month period ended March 31, 2015 from 43% in the respective comparative period in 2014.

Operating Expenses Summary

   
2015
   
2014
   
Change ($)
   
Change (%)
 
                         
Three months ended March 31,
       
                         
Sales and marketing
  $ 380,680     $ 414,078     $ (33,398 )     (8 )%
General and administrative
    483,418       539,600       (56,182 )     (10 )%
Software development
    260,340       244,412       15,928       7 %
Total operating expenses
  $ 1,124,438     $ 1,198,090     $ (73,652 )     (6 %)

Sales and Marketing

Sales and marketing consists primarily of sales and customer service salaries, investor relations, travel and advertising expenses. Sales and marketing expenses decreased 8% for the three month period ended March 31, 2015 when compared to the same period in 2014. The decrease is due to the 12% depreciation from the comparative quarter of the Canadian dollar versus the U.S. dollar, as the majority of our sales and marketing expenses are incurred in Canadian dollars.

General and Administrative

General and administrative expenses consist primarily of salaries expense, office rent, customer service outsourcing, insurance premiums, and professional fees. General and administrative expenses decreased 10% for the three month period ended March 31, 2015 when compared to the same period in 2014. The decrease is primarily due to a decrease in customer service outsourcing expenses. Starting in July 2013, we outsourced our level 1 customer service functions. This outsourcing agreement was terminated effective May 31, 2014 and customer service functions were moved back in house and included in development expenses.
 
Software Development

Software development expenses consist primarily of costs associated with the design, programming, and testing of our software applications prior to the establishment of technological feasibility. Software development expenses also include costs incurred to maintain our software applications.

Software development expenses increased 7% for the three month period ended March 31, 2015 when compared to the same period in 2014 due to hiring additional development personnel. We terminated our agreement to outsource our level 1 customer service functions effective May 31, 2014. We added development personnel in June 2014 to perform all customer service functions internally. Customer service outsourcing expense was recorded in General and Administrative expense in the comparative period. The increase was offset by the 12% average appreciation of the U.S. dollar from the comparative period, as our development expenses are incurred mainly in Canadian dollars.
 
 
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We capitalized $175,217 of development costs for the three months ended March 31, 2015, compared to $193,298 for the same period in 2014. These costs relate to the development of application software used by subscribers to access, manage, and analyze information in our databases. Capitalized costs associated with application software are amortized over their estimated economic life of three years.

Other Income and (Expense) Summary

   
2015
   
2014
 
             
Three months ended March 31,
           
             
Foreign exchange gain (loss)
  $ 97,998     $ 26,221  
Interest expense
    (209,251 )     (185,228 )
Total other income and (expenses)
  $ (111,253 )   $ (159,007 )
 
Foreign Exchange Gain (Loss)

We recognized foreign exchange gain of $97,998 for the three month period ended March 31, 2015, compared to foreign exchange gain of $26,221 for the same period in 2014. Exchange gains and losses primarily arise from the re-measurement of Canadian dollar monetary assets and liabilities into U.S. dollars. The change in fair value for outstanding foreign exchange forward contracts is also included in foreign exchange gains and losses as well as gains and losses recognized from foreign exchange forward contracts exercised during the period.

The foreign exchange gain for the three month period ended March 31, 2015 is due to the gain arising from the re-measurement of Canadian dollar monetary assets and liabilities into U.S. dollars as we have a net Canadian dollar liability and the Canadian dollar depreciated 8.7% versus the U.S. dollar from December 31, 2014 to March 31, 2015. The foreign exchange gain was offset by losses related to foreign currency contracts exercised during Q1 2015.

Interest Expense

Interest is accrued on certain amounts owed to related parties. Interest expense increased for the three months ended March 31, 2015 due to additional accruals related to unpaid related party expenses incurred since the comparative period in 2014. Interest is accrued at 10% per annum. Interest income earned on cash balances is netted against interest expense.

Provision for Income Taxes

For the three month period ended March 31, 2015, the Company recorded Canadian income tax expense of $808, compared to $907 in the comparative period in 2014.
 
 
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Net Loss for the Period

As a result of the foregoing, net loss for the three months ended March 31, 2015 was $309,580 or $(0.00) per share compared to a net loss of $407,220 or $(0.00) per share for the three months ended March 31, 2014.

Liquidity and Capital Resources

Our cash totaled $195,697 at March 31, 2015, as compared with $423,053 at December 31, 2014, a decrease of $227,356. Net cash of $16,585 was provided by operations for the three months ended March 31, 2015, primarily due to the increase in accounts payable and amounts due to related parties, offset by the net loss for the period adjusted for non-cash charges. Net cash used in investing activities for the three months ended March 31, 2015 was $243,941 resulting from capitalized application software costs and the purchase of new computer equipment. There were no financing activities for the three month period ended March 31, 2015.

Our current liabilities include deferred revenue of $541,279. The costs expected to be incurred to realize the deferred revenue in the next 12 months are minimal.

Our long term liabilities include $8,581,841 due to related parties. All repayments of amounts due to related parties must be approved by our Board of Directors. Repayments are subject to our company having sufficient cash on hand and are intended not to impair continuing business operations.

Based on the factors discussed above, we believe that our cash on hand and cash generated from operations will be sufficient to fund our current operations for at least the next 12 months. However, to implement our business plan may require additional financing. Additional financings may come from future equity or debt offerings that could result in dilution to our stockholders.

Our long-term liquidity requirements will depend on many factors, including the rate at which we expand our business, and whether we do so internally or through acquisitions. To the extent that the funds generated from operations are insufficient to fund our activities in the long term, we may be required to raise additional funds through public or private financing. No assurance can be given that additional financing will be available or that, if it is available, it will be on terms acceptable to us.

ITEM 4. Controls and Procedures

Under the supervision and with the participation of our Chairman of the Board and Chairman of the Audit Committee, Chief Executive Officer and Chief Financial Officer, we completed an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) to the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on that evaluation, we and our management have concluded that our disclosure controls and procedures at March 31, 2015 were effective at the reasonable assurance level to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and are designed to ensure that information required to be disclosed by us in these reports is accumulated and communicated to our management, as appropriate to allow timely decisions regarding required disclosures. In the three months ended March 31, 2015, there has been no change in our internal control over financial reporting that has materially affected, or is reasonably likely to affect, our internal control over financial reporting.
 
We will consider further actions and continue to evaluate the effectiveness of our disclosure controls and internal controls and procedures on an ongoing basis, taking corrective action as appropriate. Management does not expect that disclosure controls and procedures or internal controls can prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable and not absolute assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. While management believes that its disclosure controls and procedures provide reasonable assurance that fraud can be detected and prevented, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.
 
 
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PART II - OTHER INFORMATION
 
ITEM 6. EXHIBITS
 
Exhibit Number
 
Description of Exhibit
     
31.1
 
31.2
 
32.1
 
32.2
 

 
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SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
 
QUOTEMEDIA, INC.
 
       
Dated: May 13, 2015
By:
/s/ R. Keith Guelpa  
    R. Keith Guelpa,  
    President and Chief Executive Officer  
    (Principal Executive Officer)  
       
       
 
By:
/s/ Keith J. Randall  
   
Keith J. Randall,
 
   
Chief Financial Officer
(Principal Accounting Officer)
 
 
 
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