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QUOTEMEDIA INC - Quarter Report: 2021 June (Form 10-Q)

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark one)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

 

 

For the quarterly period ended June 30, 2021

 

OR

 

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 ☒     No ☐

 

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 ☒     No ☐

 

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" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer

☐ 

 

Accelerated filer

Non-accelerated filer £

(Do not check if a smaller reporting company)

Smaller reporting company 

 

 

 

Emerging growth company

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐     No ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

 

The Registrant has 90,477,798 shares of common stock outstanding as at August 3, 2021.

 

  

QUOTEMEDIA, INC.

 

FORM 10-Q for the Quarter Ended June 30, 2021

 

INDEX

 

 

 

 

Page

 

Part I.

Financial Information

 

 

 

 

 

 

 

 

Item 1.

Financial Statements (unaudited):

 

3

 

 

 

 

 

 

 

Condensed Consolidated Balance Sheets at June 30, 2021 and December 31, 2020

 

3

 

 

 

 

 

 

 

Condensed Consolidated Statements of Operations for the three and six-month periods ended June 30, 2021 and 2020

 

4

 

 

 

 

 

 

 

Condensed Consolidated Statements of Changes in Series A Redeemable Convertible Preferred Stock and Stockholders’ Deficit for the three and six-month periods ended June 30, 2021 and 2020

 

5

 

 

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the six-month period ended June 30, 2021 and 2020

 

6

 

 

 

 

 

 

 

Notes to Condensed Consolidated Financial Statements

 

7

 

 

 

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

14

 

 

 

 

 

 

Item 4.

Controls and Procedures

 

19

 

 

 

 

 

 

Part II.

Other Information

 

 

 

 

 

 

 

 

Item 6.

Exhibits

 

20

 

 

 

 

 

 

Signatures

 

21

 

 

2

Table of Contents

 

PART I - FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

QUOTEMEDIA, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

 

 

 

June 30,

2021

 

 

 December 31,

2020

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$627,229

 

 

$417,910

 

Accounts receivable, net

 

 

456,571

 

 

 

698,334

 

Prepaid expenses

 

 

203,378

 

 

 

108,477

 

Other current assets

 

 

38,895

 

 

 

113,826

 

Total current assets

 

 

1,326,073

 

 

 

1,338,547

 

 

 

 

 

 

 

 

 

 

Deposits

 

 

21,297

 

 

 

15,886

 

Property and equipment, net

 

 

3,092,739

 

 

 

2,755,537

 

Goodwill

 

 

110,000

 

 

 

110,000

 

Intangible assets

 

 

68,416

 

 

 

61,914

 

Operating lease right-of-use assets

 

 

857,680

 

 

 

671,402

 

 

 

 

 

 

 

 

 

 

Total assets

 

$5,476,205

 

 

$4,953,286

 

 

 

 

 

 

 

 

 

 

LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK, AND STOCKHOLDERS’ DEFICIT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$2,393,149

 

 

$2,026,741

 

Deferred revenue

 

 

739,272

 

 

 

544,902

 

Current portion of operating lease liabilities

 

 

181,240

 

 

 

164,843

 

Current portion of finance lease liabilities

 

 

2,704

 

 

 

11,951

 

Total current liabilities

 

 

3,316,365

 

 

 

2,748,437

 

 

 

 

 

 

 

 

 

 

Paycheck Protection Program loan (Note 8)

 

 

-

 

 

 

133,257

 

Long-term portion of operating lease liabilities

 

 

637,084

 

 

 

504,783

 

Long-term portion of finance lease liabilities

 

 

715

 

 

 

2,108

 

 

 

 

 

 

 

 

 

 

Mezzanine equity:

 

 

 

 

 

 

 

 

Series A Redeemable Convertible Preferred stock, $0.001 par value,

 

 

 

 

 

 

 

 

550,000 shares designated; Shares issued and outstanding:

 

 

 

 

 

 

 

 

123,685 at June 30, 2021 and December 31, 2020

 

 

2,983,857

 

 

 

2,983,857

 

 

 

 

 

 

 

 

 

 

Stockholders’ deficit:

 

 

 

 

 

 

 

 

Common stock, $0.001 par value, 150,000,000 shares authorized, shares issued and

 

 

 

 

 

 

 

 

outstanding: 90,477,798 at June 30, 2021 and December 31, 2020

 

 

90,479

 

 

 

90,479

 

Additional paid-in capital

 

 

19,619,761

 

 

 

19,605,883

 

Accumulated deficit

 

 

(21,172,056)

 

 

(21,115,518)

Total stockholders’ deficit

 

 

(1,461,816)

 

 

(1,419,156)

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders’ deficit

 

$5,476,205

 

 

$4,953,286

 

 

3

Table of Contents

 

QUOTEMEDIA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

 

 

Three-months ended June 30,

 

 

Six-months ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

REVENUE

 

$3,833,018

 

 

$3,029,199

 

 

$7,439,236

 

 

$5,995,783

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

COST OF REVENUE

 

 

2,186,357

 

 

 

1,589,190

 

 

 

4,249,997

 

 

 

3,088,674

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GROSS PROFIT

 

 

1,646,661

 

 

 

1,440,009

 

 

 

3,189,239

 

 

 

2,907,109

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

 

620,122

 

 

 

532,061

 

 

 

1,258,986

 

 

 

1,049,541

 

General and administrative

 

 

685,731

 

 

 

612,693

 

 

 

1,292,971

 

 

 

1,262,746

 

Software development

 

 

439,045

 

 

 

415,192

 

 

 

846,333

 

 

 

841,019

 

 

 

 

1,744,898

 

 

 

1,559,946

 

 

 

3,398,290

 

 

 

3,153,306

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING LOSS

 

 

(98,237)

 

 

(119,937)

 

 

(209,051)

 

 

(246,197)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSES)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange gain (loss)

 

 

19,880

 

 

 

(5,249)

 

 

22,328

 

 

 

5,957

 

Interest expense

 

 

(451)

 

 

(1,191)

 

 

(1,459)

 

 

(2,718)

Other income (Note 8)

 

 

-

 

 

 

-

 

 

 

133,257

 

 

 

-

 

 

 

 

19,429

 

 

 

(6,440)

 

 

154,126

 

 

 

3,239

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS BEFORE INCOME TAXES

 

 

(78,808)

 

 

(126,377)

 

 

(54,925)

 

 

(242,958)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

 

(817)

 

 

(721)

 

 

(1,613)

 

 

(1,465)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET LOSS

 

$(79,625)

 

$(127,098)

 

$(56,538)

 

$(244,423)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LOSS PER SHARE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted loss per share

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE SHARES OUTSTANDING

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

90,477,798

 

 

 

90,477,798

 

 

 

90,477,798

 

 

 

90,477,798

 

 

4

Table of Contents

 

QUOTEMEDIA, INC.

CONDENSED STATEMENTS OF CHANGES IN SERIES A REDEEMABLE CONVERTIBLE

PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT

(UNAUDITED)

 

 

 

Series A Redeemable

Convertible

 Preferred Stock

 

 

Common Stock

 

 

Additional

 

 

 

 

Total Stockholders’

 

Three-months ended June 30, 2021:

 

Number of Shares

 

 

Amount

 

 

Number of

Shares

 

 

Amount

 

 

Paid-in Capital

 

 

Accumulated Deficit

 

 

Equity (Deficit)

 

Balance, March 31, 2021

 

 

123,685

 

 

$2,983,857

 

 

 

90,477,798

 

 

$90,479

 

 

$19,612,822

 

 

$(21,092,431)

 

$(1,389,130)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6,939

 

 

 

 

 

 

 

6,939

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(79,625)

 

 

(79,625)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, June 30, 2021

 

 

123,685

 

 

$2,983,857

 

 

 

90,477,798

 

 

$90,479

 

 

$19,619,761

 

 

$(21,172,056)

 

$(1,461,816)

 

 

 

Series A Redeemable

Convertible

Preferred Stock

 

 

Common Stock

 

 

Additional

 

 

 

 

Total Stockholders’

 

Six-months ended June 30, 2021:

 

Number of Shares

 

 

Amount

 

 

Number of

Shares

 

 

Amount

 

 

Paid-in Capital

 

 

Accumulated Deficit

 

 

Equity (Deficit)

 

Balance, December 31, 2020

 

 

123,685

 

 

$2,983,857

 

 

 

90,477,798

 

 

$90,479

 

 

$19,605,883

 

 

$(21,115,518)

 

$(1,419,156)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13,878

 

 

 

 

 

 

 

13,878

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(56,538)

 

 

(56,538)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, June 30, 2021

 

 

123,685

 

 

$2,983,857

 

 

 

90,477,798

 

 

$90,479

 

 

$19,619,761

 

 

$(21,172,056)

 

$(1,461,816)

 

 

 

Series A Redeemable

Convertible

 Preferred Stock

 

 

Common Stock

 

 

Additional

 

 

 

 

 

Total Stockholders’

 

Three-months ended June 30, 2020:

 

Number of Shares

 

 

Amount

 

 

Number of

Shares

 

 

Amount

 

 

Paid-in Capital

 

 

Accumulated Deficit

 

 

Equity (Deficit)

 

Balance, March 31, 2020

 

 

123,685

 

 

$2,983,857

 

 

 

90,477,798

 

 

$90,479

 

 

$19,580,002

 

 

$(20,586,519)

 

$(916,038)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

12,003

 

 

 

-

 

 

 

12,003

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(127,098)

 

 

(127,098)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, June 30, 2020

 

 

123,685

 

 

$2,983,857

 

 

 

90,477,798

 

 

$90,479

 

 

$19,592,005

 

 

$(20,713,617)

 

$(1,031,133)

 

 

 

Series A Redeemable

Convertible

 Preferred Stock

 

 

Common Stock

 

 

Additional

 

 

 

 

Total Stockholders’

 

Six-months ended June 30, 2020:

 

Number of Shares

 

 

Amount

 

 

Number of

Shares

 

 

Amount

 

 

Paid-in Capital

 

 

Accumulated Deficit

 

 

 Equity (Deficit)

 

Balance, December 31, 2019

 

 

123,685

 

 

$2,983,857

 

 

 

90,477,798

 

 

$90,479

 

 

$19,568,011

 

 

$(20,469,194)

 

$(810,704)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

23,994

 

 

 

-

 

 

 

23,994

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(244,423)

 

 

(244,423)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, June 30, 2020

 

 

123,685

 

 

$2,983,857

 

 

 

90,477,798

 

 

$90,479

 

 

$19,592,005

 

 

$(20,713,617)

 

$(1,031,133)

 

5

Table of Contents

 

QUOTEMEDIA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

 

 

Six-months ended June 30,

 

 

 

2021

 

 

2020

 

OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$(56,538)

 

$(244,423)

 

 

 

 

 

 

 

 

 

Adjustments to reconcile loss to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

750,866

 

 

 

627,339

 

Stock-based compensation expense

 

 

13,878

 

 

 

23,994

 

Gain on forgiveness of PPP loan (Note 8)

 

 

(133,257)

 

 

-

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

241,763

 

 

 

(109,956)

Prepaid expenses

 

 

(94,901)

 

 

7,058

 

Other current assets

 

 

74,931

 

 

 

(19,679)

Deposits

 

 

(5,411)

 

 

(757)

Accounts payable, accrued and other liabilities

 

 

328,828

 

 

 

264,806

 

Deferred revenue

 

 

194,370

 

 

 

(206)

Net cash provided by operating activities

 

 

1,314,529

 

 

 

548,176

 

 

 

 

 

 

 

 

 

 

INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchase of fixed assets

 

 

(35,628)

 

 

(69,104)

Purchase of intangible assets

 

 

(9,999)

 

 

(17,128)

Capitalized application software

 

 

(1,048,943)

 

 

(765,232)

Net cash used in investing activities

 

 

(1,094,570)

 

 

(851,464)

 

 

 

 

 

 

 

 

 

FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Paycheck Protection Program loan

 

 

-

 

 

 

141,257

 

Repayment of finance lease obligations

 

 

(10,640)

 

 

(17,444)

Net cash provided by (used) in financing activities

 

 

(10,640)

 

 

123,813

 

 

 

 

 

 

 

 

 

 

Net increase (decrease) in cash

 

 

209,319

 

 

 

(179,475)

 

 

 

 

 

 

 

 

 

Cash and equivalents, beginning of period

 

 

417,910

 

 

 

815,487

 

 

 

 

 

 

 

 

 

 

Cash and equivalents, end of period

 

$627,229

 

 

$636,012

 

 

6

Table of Contents

 

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 June 30, 2021 through the filing of this report.

 

As of June 30, 2021, the Company has a working capital deficit of $1,990,292. Our current liabilities include deferred revenue of $739,272. The costs expected to be incurred to realize the deferred revenue in the next 12 months are minimal.

 

The Company has a plan in place for the next 12 months to ensure ongoing expenditures are balanced with the expected growth rate and believes cash on hand and cash generated will be sufficient to fund operations for 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. 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.

 

These financial statements should be read in conjunction with our financial statements and the notes thereto for the fiscal year ended December 31, 2020 contained in our Form 10-K filed with the Securities and Exchange Commission dated March 26, 2021.

 

Risks and Uncertainties

 

We are continuing to closely monitor the impact of the COVID-19 pandemic on all aspects of our business, including how it will impact team members, customers, suppliers, and global markets. While our licensed-based revenue is generally more recurring in nature, the uncertainty caused by the COVID-19 pandemic has led some clients to delay purchasing decisions, product and service implementations or cancel or reduce spending with us. Given the dynamic nature of these circumstances, it is too early to assess the full impact of the COVID-19 pandemic on our ongoing business, results of operations, and overall future financial performance.

 

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 earnings 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 $175,000 as of June 30, 2021 and December 31, 2020. Bad debt expense was $58,502 and $23,914 for the three-months ended June 30, 2021 and 2020, respectively. Bad debt expense was $78,324 and $94,845 for the six-months ended June 30, 2021 and 2020, respectively.

 

 

7

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QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

e) Accounting Pronouncements

 

Recently Adopted

 

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes. The standard removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The new standard will be effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. We adopted this Topic 740 on January 1, 2021. The adoption of the new tax standard did not have a material effect on our consolidated financial statements.

 

Not Yet Adopted

 

In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326), which changes the impairment model for most financial assets, including accounts receivable, and replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. The guidance is effective for the Company for interim and annual periods beginning after December 15, 2022. Early adoption is permitted. The Company is currently assessing the timing and impact of adopting ASU 2016-13 on the Company’s consolidated financial statements.

 

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.

 

3. REVENUE

 

Disaggregated Revenue

 

The Company provides market data, financial web content solutions and cloud-based applications. Our revenue by type of service consists of the following:

 

 

 

Three-months ended June 30,

 

 

Six-months ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Portfolio Management Systems

 

 

 

 

 

 

 

 

 

 

 

 

Corporate Quotestream

 

$1,635,071

 

 

$1,053,218

 

 

$3,089,143

 

 

$2,030,135

 

Individual Quotestream

 

 

591,415

 

 

 

455,492

 

 

 

1,154,202

 

 

 

894,126

 

Interactive Content & Data Application

 

 

1,606,532

 

 

 

1,520,489

 

 

 

3,195,891

 

 

 

3,071,522

 

Total revenue

 

$3,833,018

 

 

$3,029,199

 

 

$7,439,236

 

 

$5,995,783

 

 

Deferred Revenue

 

Changes in deferred revenue for the period were as follows:

 

Balance at December 31, 2020

 

$544,902

 

Revenue recognized in the current period from the amounts in the beginning balance

 

 

(337,480)

New deferrals, net of amounts recognized in the current period

 

 

533,641

 

Effects of foreign currency translation

 

 

(1,791)

Balance at June 30, 2021

 

$739,272

 

 

Practical Expedients

 

As permitted under ASU 2014-09 (and related ASUs), unsatisfied performance obligations are not disclosed, as the original expected duration of substantially all of our contracts is one year or less.

 

8

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QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

4. RELATED PARTIES

 

The Company entered into a five-year office lease with 410734 B.C. Ltd. effective May 1, 2021 for approximately $6,800 per month. David M. Shworan is a control person of 410734 B.C. Ltd. At June 30, 2021 and December 31, 2020, there were no amounts due to 410734 B.C. Ltd.

 

The Company entered into a marketing agreement with Bravenet Web Services, Inc. (“Bravenet”) effective November 28, 2019 for approximately $2,500 per month. David M. Shworan is a control person of Bravenet. At June 30, 2021 and December 31,2020, there was $5,000 and $7,500, respectively, due to Bravenet related to this agreement. As a matter of policy all related party transactions are subject to review and approval by the Company’s Board of Directors.

 

5. LEASES

 

We have operating leases for corporate offices and finance leases for certain equipment. Our leases have remaining lease terms of 1 year to 5 years. We determine if an arrangement is a lease at inception. Operating lease assets and liabilities are included in operating lease right-of-use assets and operating lease liabilities, respectively, on our consolidated balance sheets. Finance lease assets and liabilities are included in property and equipment and finance lease liabilities, respectively, on our consolidated balance sheets.

 

Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. We elected the short-term lease exception and therefore only recognize right-of-use assets and lease liabilities for leases with a term greater than one year. When determining lease terms, we factor in options to extend or terminate leases when it is reasonably certain that we will exercise that option. We have lease agreements with lease and non-lease components, which are generally accounted for separately. For certain leases we account for the lease and non-lease components as a single lease component.

 

Supplemental balance sheet information related to leases was as follows:

 

 

 

June 30,

2021

 

 

December 31,

2020

 

 

 

 

 

 

 

 

Operating Leases

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating lease right-of-use assets

 

$857,680

 

 

$671,402

 

 

 

 

 

 

 

 

 

 

Current portion of operating lease liability

 

$181,240

 

 

$164,843

 

Long-term portion of operating lease liability

 

 

637,084

 

 

 

504,783

 

Total operating lease liability

 

$818,324

 

 

$669,626

 

 

 

 

 

 

 

 

 

 

Finance Leases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Computer equipment on financing lease

 

$11,929

 

 

$101,049

 

Less: accumulated depreciation

 

 

10,007

 

 

 

85,936

 

Property and equipment, net

 

$1,922

 

 

$15,113

 

 

 

 

 

 

 

 

 

 

Current portion of finance lease liability

 

 

2,704

 

 

 

11,951

 

Long-term portion of finance lease liability

 

 

715

 

 

 

2,108

 

Total finance lease liability

 

$3,419

 

 

$14,059

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,

2021

 

 

December 31,

2020

 

Weighted Average Remaining Lease Term

 

 

 

 

 

 

Operating leases

 

3.8 years

 

 

4.1 years

 

Finance leases

 

1.5 years

 

 

0.9 years

 

Weighted Average Discount Rate

 

 

 

 

 

 

Operating leases

 

 

9.7%

 

 

9.7%

Finance leases

 

 

7.5%

 

 

8.8%

 

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QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

Maturities of lease liabilities were as follows: 

 

Year ending December 31,

 

Operating

Leases 

 

 

Finance

Leases 

 

2021 (excluding the six-months ended June 30, 2021)

 

$129,647

 

 

$1,434

 

2022

 

 

246,816

 

 

 

2,157

 

2023

 

 

234,179

 

 

 

-

 

2024

 

 

220,300

 

 

 

-

 

2025

 

 

147,590

 

 

 

-

 

Thereafter

 

 

20,900

 

 

 

-

 

Total lease payments

 

 

999,432

 

 

 

3,591

 

Less imputed interest

 

 

(181,108)

 

 

(172)

Total

 

$818,324

 

 

$3,419

 

 

The components of lease expense for the three and six-month periods ended June 30, 2021 and 2020 were as follows:

 

 

 

Three-months ended June 30,

 

 

Six-months ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Operating lease costs:

 

 

 

 

 

 

 

 

 

 

 

 

Operating lease costs

 

$65,185

 

 

$57,205

 

 

$130,812

 

 

$114,161

 

Short-term lease costs

 

 

14,946

 

 

 

25,500

 

 

 

37,349

 

 

 

50,999

 

Total operating lease costs

 

$80,131

 

 

$82,705

 

 

$168,161

 

 

$165,160

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Finance lease costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization

 

$2,596

 

 

$8,763

 

 

$13,191

 

 

$17,526

 

Interest

 

 

6

 

 

 

821

 

 

 

148

 

 

 

1,770

 

Total finance lease costs

 

$2,602

 

 

$9,584

 

 

$13,339

 

 

$19,296

 

 

Supplemental cash flow information for the six-month period ended June 30, 2021 and 2020 related to leases was as follows:

 

 

 

2021

 

 

2020

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

Operating cash flows from operating leases

 

$134,180

 

 

$113,953

 

Operating cash flows from finance leases

 

 

148

 

 

 

1,770

 

Right-of-use assets obtained in exchange for lease obligations:

 

 

 

 

 

 

 

 

Operating leases

 

 

231,734

 

 

 

-

 

 

6. REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT

 

a) Redeemable Convertible Preferred Stock

 

We are authorized to issue up to 10,000,000 non-designated preferred shares at the Board of Directors’ discretion.

 

A total of 550,000 shares of the Company’s Preferred Stock are designated as “Series A Redeemable Convertible Preferred Stock.” The Series A Redeemable Convertible Preferred Stock has no dividend or voting rights.

 

At June 30, 2021, 123,685 shares of Series A Redeemable Convertible Preferred Stock were outstanding. No shares of Series A Redeemable Convertible Preferred Stock were issued or redeemed during the three and six-months ended June 30, 2021 and 2020.

 

Redemption Rights

 

Holders of Series A Redeemable Convertible Preferred Stock shall have the right to convert their shares into shares of common stock at the rate of 83.33 shares of common stock for one share of Series A Redeemable Convertible Preferred Stock, at any time following the date the closing price of a share of common stock on a securities exchange or actively traded over-the-counter market has exceeded $0.30 for ninety (90) consecutive trading days. The conversion rights are subject to the availability of authorized but unissued shares of common stock.

 

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QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

In addition, 1,000 Series A Redeemable Convertible Preferred Stock may be redeemed at the holder’s option at the liquidation value of $25 per share if the cash balance of the Company as reported at the end of each fiscal quarter exceeds $400,000.

 

In accordance with ASC 480-10-S99, because a limited number of Series A Redeemable Convertible Preferred Stock may be redeemed at the holder’s option if the above criteria are met, it was classified as mezzanine equity and not permanent equity.

 

In the event of any liquidation, dissolution, or winding up of the Company, whether voluntary or involuntary, before any distribution or payment is made to any holders of any shares of common stock, the holders of shares of Series A Redeemable Convertible Preferred Stock shall be entitled to be paid first out of the assets of the Corporation available for distribution to holders of the Company’s capital stock whether such assets are capital, surplus, or earnings, an amount equal to $25.00 per share of Series A Redeemable Convertible Preferred Stock.

 

b) Common stock

 

No shares of common stock were issued during the three and six-months ended June 30, 2021 and 2020.

 

c) Stock Options and Warrants

 

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.

 

Total stock-based compensation expense, related to all of the Company’s stock-based awards, recognized for the three and six-month periods ended June 30, 2021 and 2020 was comprised as follows:

 

 

 

Three-months ended June 30,

 

 

Six-months ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

$4,239

 

 

$9,303

 

 

$8,478

 

 

$18,594

 

General and administrative

 

 

2,700

 

 

 

2,700

 

 

 

5,400

 

 

 

5,400

 

Stock-based compensation expense

 

$6,939

 

 

$12,003

 

 

$13,878

 

 

$23,994

 

 

Common Stock Options and Warrants

 

The following table summarizes our common stock option and warrant activity for the six-months ended June 30, 2021:

 

 

 

Common Stock Options

and Warrants 

 

 

Weighted-Average Grant Date Exercise Price 

 

Outstanding at January 1, 2021

 

 

26,372,803

 

 

$0.06

 

Forfeited during the period

 

 

(600,000)

 

$0.04

 

Outstanding at June 30, 2021

 

 

25,772,803

 

 

$0.06

 

 

The following table summarizes our non-vested common stock option and warrant activity for the six-months ended June 30, 2021:

 

 

 

Common Stock Options

and Warrants 

 

 

Weighted-Average Grant Date Exercise Price

 

Non-vested at January 1, 2021

 

 

3,700,000

 

 

$0.08

 

Vested during the period

 

 

(425,000)

 

$0.04

 

Non-vested at June 30, 2021

 

 

3,275,000

 

 

$0.09

 

 

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QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

The following table summarizes the weighted average remaining contractual life and exercise price of common stock options and warrants outstanding at June 30, 2021:

 

 

 

Common Stock Options and Warrants Outstanding

 

 

Common Stock Options

and Warrants Exercisable

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

Weighted

 

 

 

 

Weighted

 

 

 

 

 

Remaining

 

 

Average

 

 

 

 

Average

 

 

 

Number

 

 

Contractual

 

 

Exercise

 

 

Number

 

 

Exercise

 

 

 

Outstanding

 

 

Life (Years)

 

 

Price

 

 

Exercisable

 

 

Price

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$0.03-0.11

 

 

25,772,803

 

 

 

8.0

 

 

$0.06

 

 

 

22,497,803

 

 

$0.05

 

 

At June 30, 2021, there was $13,878 of unrecognized compensation cost related to non-vested options and warrants granted to purchase common stock which is expected to be recognized over a weighted-average period of 1.3 years.

 

All stock options and warrants to purchase common stock 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 June 30, 2021, the aggregate intrinsic value of options and warrants outstanding was $2,890,110. The aggregate intrinsic value of options and warrants exercisable was $2,626,735. 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.

 

Preferred Stock Warrants

 

Pursuant to the December 28, 2017 Compensation Agreement with David M. Shworan, the President and Chief Executive Officer of QuoteMedia, Ltd., a wholly owned subsidiary of Quotemedia, Inc., the Company issued Mr. Shworan warrants to purchase shares of Series A Redeemable Convertible Preferred Stock (“Compensation Preferred Stock Warrants”) in lieu of a cash salary. From the period December 28, 2017 to December 31, 2019 the Company issued a total of 31,250 Compensation Preferred Stock Warrants at an exercise price equal to $1.00 per share.

 

Also pursuant to the Compensation Agreement with Mr. Shworan, on December 28, 2017 the Company issued Mr. Shworan warrants to purchase up to 382,243 shares of Series A Redeemable Convertible Preferred Stock at an exercise price equal to $1.00 per share (“Liquidity Preferred Stock Warrant”). The Liquidity Preferred Stock Warrants only vest and become exercisable on the consummation of a Liquidity Event as defined in the Company’s Certificate of Designation of Series A Redeemable Convertible Preferred Stock. The probability of the liquidity event performance condition is not currently determinable or probable; therefore, no compensation expense has been recognized as of June 30, 2021. The probability is re-evaluated each reporting period. As of June 30, 2021, there was $9,173,832 in unrecognized stock-based compensation expense related to these Liquidity Preferred Stock Warrants. Since the Liquidity Preferred Stock Warrants only vest and become exercisable on the consummation of a Liquidity Event which is currently determined not to be probable, we are also unable to determine the weighted-average period over which the unrecognized compensation cost will be recognized.

 

As of June 30, 2021, there were a total of 413,493 preferred stock warrants outstanding with a weighted average remaining contractual life of 26.5 years. As of June 30, 2021, 31,250 preferred stock warrants were exercisable. No preferred stock warrants were exercised for the three and six-month periods ended June 30, 2021 and 2020.

 

12

Table of Contents

 

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

7. LOSS PER SHARE

 

Basic net income per share is computed by dividing net income during the period by the weighted-average number of common shares outstanding, excluding the dilutive effects of common stock equivalents. Common stock equivalents include redeemable convertible preferred stock, stock options and warrants. Diluted net income per share is computed by dividing net income by the weighted-average number of dilutive common shares outstanding during the period. Diluted shares outstanding is calculated using the treasury stock method by adding to the weighted shares outstanding any potential shares of common stock from outstanding redeemable convertible preferred stock, stock options and warrants that are in-the-money. In periods when a net loss is reported, all common stock equivalents are excluded from the calculation because they would have an anti-dilutive effect, meaning the loss per share would be reduced. Therefore, in periods when a loss is reported, the calculation of basic and dilutive loss per share results in the same value. The calculations for basic and diluted loss per share for the three and six-month periods ended June 30, 2021 and 2020 are as follows:

 

 

 

Three-months ended June 30,

 

 

Six-months ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$(79,625)

 

$(127,098)

 

$(56,538)

 

$(244,423)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding - basic and diluted

 

 

90,477,798

 

 

 

90,477,798

 

 

 

90,477,798

 

 

 

90,477,798

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share – basic and diluted

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

$(0.00)

 

The number of shares of potentially dilutive common stock related to options, warrants and redeemable convertible preferred stock that were excluded from the calculation of dilutive shares since the inclusion of such shares would be anti-dilutive for the three and six-month periods ended June 30, 2021 and 2020 are shown below:

 

 

 

Three-months ended June 30,

 

 

Six-months ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options and warrants to purchase

 

 

 

 

 

 

 

 

 

 

 

 

common stock

 

 

15,968,192

 

 

 

12,256,740

 

 

 

16,261,354

 

 

 

13,679,312

 

Warrants to purchase redeemable

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

convertible preferred stock

 

 

2,499,900

 

 

 

2,499,900

 

 

 

2,499,900

 

 

 

2,499,900

 

Redeemable convertible preferred stock

 

 

10,306,671

 

 

 

10,306,671

 

 

 

10,306,671

 

 

 

10,306,671

 

Total potential common shares excluded

 

 

28,774,763

 

 

 

25,063,311

 

 

 

29,067,925

 

 

 

26,485,883

 

 

8. PAYCHECK PROTECTION PROGRAM

 

On May 4, 2020, the Company received a $133,257 loan under the Paycheck Protection Program (“PPP”). The PPP, established as part of the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”), provides qualifying businesses with these proceeds for amounts up to 2.5 times of the average monthly payroll expenses of the qualifying business. The proceeds and accrued interest are forgivable after twenty-four weeks, known as the covered period, as long as the borrower uses the proceeds for eligible purposes, including payroll, benefits, rent and utilities, and maintains its payroll levels. The PPP loan was forgiven in its entirety on February 19, 2021. In accordance with ASC 470, Debt, the forgiveness of the loan was recognized as other income on our consolidated statements of operations.

 

13

Table of Contents

 

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, 2020 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, 2020 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: Interactive Content and Data Applications, Data Feed Services, and Portfolio Management Systems. For financial reporting purposes, our product categories share similar economic characteristics and share costs; therefore, they are combined into one reporting segment.

 

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 continuing to develop and launch new modules of QModTM, 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 search engine optimized (SEO) ready 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.

 

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 offered to our customers. Currently, QuoteMedia’s Data Feed services include complete coverage of North American exchanges and over 70 exchanges worldwide. For financial reporting purposes, Data Feed Services revenue is included in the Interactive Content and Data Applications revenue totals.

 

Our Portfolio Management Systems consist of QuotestreamTM, 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 specifically designed for use by financial services professionals, 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.

 

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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 semi-annual 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 experienced extreme volatility and disruption over the past year due to COVID-19 pandemic. While global financial markets are recovering, risk still exists therefore we will continue to closely monitor the impact of the COVID-19 pandemic on all aspects of our business, including how it will impact team members, customers, suppliers, and global markets. Most of our employees, particularly in Canada, continue to work remotely.

 

While our licensed-based revenue is generally more recurring in nature, the uncertainty caused by the COVID-19 pandemic had led some clients to delay purchasing decisions, product and service implementations or cancel or reduce spending with in 2020. While the impact of COVID-19 appears to be diminishing, we are focused on maintaining a strong balance sheet and liquidity position and will continue to closely monitor the potential impact of COVID-19 and adjust our response going forward as circumstances dictate.

 

On May 4, 2020, the Company received a $133,257 loan under the Paycheck Protection Program (“PPP”). On February 19, 2021, the Company received forgiveness from the SBA for its PPP loan in its entirety. The Company recognized the forgiveness of the loan as other income on our consolidated statements of operations. See Financial Statement Note 8 – Paycheck Protection Program.

 

Our revenue grew 27% and 24% when comparing the three and six-month periods ended June 30, 2021 to the comparative 2020 periods. Based on clients currently under contract, we expect to maintain similar revenue growth for the remainder of 2021.

 

Plan of Operation

 

For the remainder of 2021 and into 2022 we plan to continue to expand our product lines and improve our infrastructure. We plan to continue to add more features and data to our existing products and release newer versions with improved performance and flexibility for client integration.

 

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. We also plan to continue the growth of our Data Feed Services client base, particularly through the addition of major new international data feed coverage, as well as new data delivery products.

 

QuoteMedia will continue to focus on increasing 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. QMod is a major component of this strategy, given the broad demand for mobile-ready, SEO-friendly Web content.

 

Important development projects for the remainder of 2021 include broad expansion of data and news coverage, including the addition of a wide array of international exchange data and news and video feeds, expansion of fixed-income coverage, and the introduction of several new and upgraded market information products.

 

New deployments of our trade integration capabilities, which allow our Quotestream applications to interact with our brokerage clients’ back-end trade execution and reporting platforms (enabling on-the-fly trade execution and tracking of holdings) are underway and will continue to be a priority in the coming year.

 

We are also creating new proprietary data sets, analytics, and scoring mechanisms. We are now aggregating data direct from the sources to produce data sets that are proprietary to QuoteMedia. This allows us to offer our clients new data products and lower our product costs structure as we replace some of our existing data providers with our own lower cost data.

 

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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.

 

Critical Accounting Policies and Estimates

 

In the 2020 Annual Report, we disclose our critical accounting policies and estimates upon which our financial statements are derived. There have been no material changes to these policies since December 31, 2020 that are not included in Note 3 of the accompanying consolidated financial statements for the three and six-months ended June 30, 2021. Readers are encouraged to read the 2020 Annual Report in conjunction.

 

Results of Operations

 

Revenue

 

Three-months ended June 30,

 

2021

 

 

2020

 

 

Change ($)

 

 

Change (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate Quotestream

 

$1,635,071

 

 

$1,053,218

 

 

$581,853

 

 

 

55%

Individual Quotestream

 

 

591,415

 

 

 

455,492

 

 

 

135,923

 

 

 

30%

Total portfolio management systems

 

 

2,226,486

 

 

 

1,508,710

 

 

 

717,776

 

 

 

48%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interactive content and data applications

 

 

1,606,532

 

 

 

1,520,489

 

 

 

86,043

 

 

 

6%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total subscription revenue

 

$3,833,018

 

 

$3,029,199

 

 

$803,819

 

 

 

27%

 

Six-months ended June 30,

 

2021

 

 

2020

 

 

Change ($)

 

 

Change (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate Quotestream

 

$3,089,143

 

 

$2,030,135

 

 

$1,059,008

 

 

 

52%

Individual Quotestream

 

 

1,154,202

 

 

 

894,126

 

 

 

260,076

 

 

 

29%

Total portfolio management systems

 

 

4,243,345

 

 

 

2,924,261

 

 

 

1,319,084

 

 

 

45%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interactive content and data applications

 

 

3,195,891

 

 

 

3,071,522

 

 

 

124,369

 

 

 

4%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total subscription revenue

 

$7,439,236

 

 

$5,995,783

 

 

$1,443,453

 

 

 

24%

 

Total revenue increased 27% and 24% when comparing the three and six-month periods ended June 30, 2021 and 2020.

 

Our total Portfolio Management System revenue increased by 48% and 45% when comparing the three and six-month periods ended June 30, 2021 from the comparative periods, due to increases in both Corporate Quotestream and Individual Quotestream revenue.

 

Corporate Quotestream revenue increased 55% and 52% for the three and six-month periods ended June 30, 2021 from the comparative periods in 2020 primarily due to new contracts signed since the comparative periods and increases in the number of subscribers for existing clients. The increases are attributable in part to improvements and upgrades made to our Portfolio Management products as the additional data offerings and improved functionality have contributed to increases in our average revenue per customer. We have also been able to take advantage of new opportunities arising from the economic downturn related to COVID-19 as financial sector firms are looking for more efficient and cost-effective solutions to their data and technology needs. We also believe there has been an increase in the need for our services for customers working remotely during the pandemic, a trend we expect to continue for the foreseeable future.

 

Individual Quotestream revenue increased 30% and 29% for the three and six-month periods ended June 30, 2021 from the comparative periods in 2020. There were increases in total users and average revenue per user, which can be attributed to new marketing efforts initiated since the comparative periods and more customers working remotely due to COVID-19.

 

Interactive Content and Data Application revenue increased 6% and 4% when comparing the three and six-month periods ended June 30, 2021 and 2020, mainly attributable to increases in the average revenue per client. The launch of new products and the expansion of our data coverage have allowed us to attract new, larger clients to replace some of our smaller clients lost due to the economic hardship related to COVID-19.

 

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Cost of Revenue and Gross Profit Summary

 

Three-months ended June 30,

 

2021

 

 

2020

 

 

Change ($)

 

 

Change (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

$2,186,357

 

 

$1,589,190

 

 

$597,167

 

 

 

38%

Gross profit

 

$1,646,661

 

 

$1,440,009

 

 

$206,652

 

 

 

14%

Gross margin %

 

 

43%

 

 

48%

 

 

 

 

 

 

 

 

 

Six-months ended June 30,

 

2021

 

 

2020

 

 

Change ($)

 

 

Change (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

$4,249,997

 

 

$3,088,674

 

 

$1,161,323

 

 

 

38%

Gross profit

 

$3,189,239

 

 

$2,907,109

 

 

$282,130

 

 

 

10%

Gross margin %

 

 

43%

 

 

48%

 

 

 

 

 

 

 

 

 

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 internal-use software costs. We capitalize the costs associated with developing new products during the application development stage.

 

We launched a major growth initiative in early 2020, investing in infrastructure, new product development, data collection, and the expansion of our global market coverage. As a result, our cost of revenue increased 38% for the three and six-month periods ended June 30, 2021 from the comparative periods in 2020. We incurred increased stock exchange fees related to increased usage and new market data added since the comparative periods, and increased amortization expenses associated with internally developed application software.

 

Overall, the cost of revenue increased as a percentage of sales, as evidenced by our gross margin percentage that decreased to 43% for the three and six-month periods ended June 30, 2021 from 48% in the comparative periods. Our gross margins have also been impacted by our revenue mix, as our Portfolio Management System revenue has been growing at a higher rate than our Interactive Content revenue which typically has higher gross margins.

 

Operating Expenses Summary

 

Three-months ended June 30,

 

2021

 

 

2020

 

 

Change ($)

 

 

Change (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

$620,122

 

 

$532,061

 

 

$88,061

 

 

 

17%

General and administrative

 

 

685,731

 

 

 

612,693

 

 

 

73,038

 

 

 

12%

Software development

 

 

439,045

 

 

 

415,192

 

 

 

23,853

 

 

 

6%

Total operating expenses

 

$1,744,898

 

 

$1,559,946

 

 

$184,952

 

 

 

12%

 

Six-months ended June 30,

 

2021

 

 

2020

 

 

Change ($)

 

 

Change (%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing

 

$1,258,986

 

 

$1,049,541

 

 

$209,445

 

 

 

20%

General and administrative

 

 

1,292,971

 

 

 

1,262,746

 

 

 

30,225

 

 

 

2%

Software development

 

 

846,333

 

 

 

841,019

 

 

 

5,314

 

 

 

1%

Total operating expenses

 

$3,398,290

 

 

$3,153,306

 

 

$244,984

 

 

 

8%

 

Sales and Marketing

 

Sales and marketing consist primarily of sales and customer service salaries, investor relations, travel and advertising expenses. Sales and marketing expenses increased by 17% and 20% when comparing the three and six-month periods ended June 30, 2021 from the comparative periods in 2020. The increases are a result of additional sales personnel hired to support our growth initiative.

 

General and Administrative

 

General and administrative expenses consist primarily of salaries expense, office rent, insurance premiums, and professional fees. General and administrative expenses remained relatively unchanged from the comparative periods, increasing 12% and 2% when comparing the three and six-month periods ended June 30, 2021 to the same periods in 2020. The 12% increase for the three months ended June 30, 2021 was due to a large bad debt incurred during the quarter.

 

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Software Development

 

Software development expenses consist primarily of costs associated with the design, programming, and testing of our software applications during the preliminary project stage. Software development expenses also include costs incurred to maintain our software applications.

 

Software development expenses remained relatively unchanged from the comparative periods, increasing 6% and 1% for the three and six-month periods ended June 30, 2021 when compared to the same periods in 2020, The 6% increase for the three month period ended June 31, 2021 was due to hiring additional development personnel during the quarter. We capitalized $489,306 and $1.048,943 of development costs for the three and six-month periods ended June 30, 2021 compared to $429,683 and $765,232 in the same periods in 2020. 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

 

Three-months ended June 30,

 

2021

 

 

2020

 

 

 

 

 

 

 

 

Foreign exchange gain (loss)

 

$19,880

 

 

$(5,249)

Interest expense

 

 

(451)

 

 

(1,191)

Total other income (expenses), net

 

$19,429

 

 

$(6,440)

 

Six-months ended June 30,

 

2021

 

 

2020

 

 

 

 

 

 

 

 

Foreign exchange gain

 

$22,328

 

 

$5,957

 

Interest expense

 

 

(1,459)

 

 

(2,718)

Other income

 

 

133,257

 

 

 

-

 

Total other income, net

 

$154,126

 

 

$3,239

 

 

Foreign Exchange Gain (Loss)

 

We incurred foreign exchange gains of $19,880 and $22,328 for the three and six-month periods ended June 30, 2021 compared to foreign exchange loss of $5,249 and gain of $5,957 in the comparative 2020 periods, respectively. Foreign exchange gains and losses arise from the re-measurement of Canadian dollar monetary assets and liabilities into U.S. dollars and from exchange rate fluctuations between transaction and settlement dates for foreign currency denominated transactions.

 

Interest Expense

 

Interest expense relates primarily to the interest expense associated with our finance leases and was relatively unchanged from the comparative periods. Interest expense of $451 and $1,459 was incurred for the three and six-month periods ended June 30, 2021, compared to $1,191 and $2,718 incurred in the same 2020 periods.

 

Other Income

 

Other income was $133,257 for the three and six-month periods ended June 30, 2021. On May 4, 2020, the Company received a $133,257 loan under the Paycheck Protection Program (“PPP”). The PPP loan was forgiven in its entirety on February 19, 2021 and was recognized as other income. No other income was recognized in the comparative 2020 periods. See Financial Statement Note 8 “Paycheck Protection Program”.

 

Provision for Income Taxes

 

For the three and six-month periods ended June 30, 2021, the Company recorded Canadian income tax expense of $817 and $1,613 compared to $721 and $1,465 in the comparative periods in 2020.

 

Net Loss for the Period

 

As a result of the foregoing, our net losses for the three and six-month periods ended June 30, 2021 were $79,625 and $56,538 compared to net losses of $127,098 and $244,423 for the three and six-month periods ended June 30, 2020. Basic and diluted losses per share were $(0.00) for the three and six-month periods ended June 30, 2021, and $(0.00) for the three and six-month periods ended June 30, 2020.

 

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Liquidity and Capital Resources

 

Our cash totaled $627,229 at June 30, 2021, as compared with $417,910 at December 31, 2020, an increase of $209,319. Net cash of $1,314,529 was provided by operations for the six-month period ended June 30, 2021, primarily due to the net income during the period adjusted for non-cash charges and the increase in accounts payable. Net cash used in investing activities for the six-month period ended June 30, 2021 was $1,094,570 resulting primarily from capitalized application software costs. Cash used in financing activities for the six-month period ended June 30, 2021 was $10,640 related to the repayment of capital lease financing.

 

We typically operate with a working capital deficit. As of June 30, 2021 our working capital deficit is $1,990,292, however current liabilities include $739,272 in deferred revenue and the expected costs necessary to realize the deferred revenue are minimal. If circumstances dictate, we have the flexibility to reduce development spending to maintain a strong liquidity position.

 

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 through May 2022. 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. Further, current adverse capital and credit market conditions could limit our access to capital. We may be unable to raise capital or bear an unattractive cost of capital that could reduce our financial flexibility.

 

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.

 

Preferred Stock Redemption Rights

 

At June 30, 2021, 123,685 shares of Series A Redeemable Convertible Preferred Stock were outstanding and 1,000 shares may be redeemed at the holder’s option at the liquidation value of $25 per share if the cash balance of the Company as reported at the end of each fiscal quarter exceeds $400,000. See Financial Statement Note 6 a) “Preferred shares”.

 

Foreign Exchange Risk

 

Approximately 28% of our consolidated revenue and 34% percent of our consolidated expenses are denominated in Canadian dollars; therefore, our consolidated cashflow may be impacted by foreign exchange fluctuations.

 

Off-Balance Sheet Arrangements

 

At June 30, 2021 and December 31, 2020, we did not have any unconsolidated entities or financial partnerships, or other off-balance sheet arrangements.

 

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 June 30, 2021 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 six-month period ended June 30, 2021, 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

 

Certification of Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange Act of 1934, as amended.

31.2

 

Certification of Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange Act of 1934, as amended.

32.1

 

Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2

 

Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

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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.

 

By:

/s/ Keith J. Randall

 

 

Keith J. Randall

 

 

Chief Executive Officer and Chief Financial Officer

 

 

(Duly authorized officer and principal financial officer)

 

 

Dated: August 12, 2021

 

 
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