false
2023
FY
0001084267
0001084267
2023-01-01
2023-12-31
0001084267
2023-06-30
0001084267
2024-03-25
0001084267
2022-01-01
2022-12-31
0001084267
2023-12-31
0001084267
2022-12-31
0001084267
MOBQ:AAAPreferredStockMember
2023-12-31
0001084267
MOBQ:AAAPreferredStockMember
2022-12-31
0001084267
us-gaap:SeriesEPreferredStockMember
2023-12-31
0001084267
us-gaap:SeriesEPreferredStockMember
2022-12-31
0001084267
us-gaap:SeriesHPreferredStockMember
2023-12-31
0001084267
us-gaap:SeriesHPreferredStockMember
2022-12-31
0001084267
MOBQ:SeriesAAAPreferredStockMember
2023-12-31
0001084267
MOBQ:SeriesAAAPreferredStockMember
2022-12-31
0001084267
MOBQ:SeriesEPreferredStocksMember
2022-12-31
0001084267
MOBQ:SeriesFPreferredStocksMember
2022-12-31
0001084267
MOBQ:SeriesGPreferredStocksMember
2022-12-31
0001084267
MOBQ:SeriesHPreferredStocksMember
2022-12-31
0001084267
MOBQ:SeriesEPreferredStocksMember
2021-12-31
0001084267
MOBQ:SeriesFPreferredStocksMember
2021-12-31
0001084267
MOBQ:SeriesGPreferredStocksMember
2021-12-31
0001084267
MOBQ:SeriesHPreferredStocksMember
2021-12-31
0001084267
MOBQ:SeriesAAAPreferredStocksMember
2022-12-31
0001084267
us-gaap:CommonStockMember
2022-12-31
0001084267
us-gaap:AdditionalPaidInCapitalMember
2022-12-31
0001084267
us-gaap:TreasuryStockCommonMember
2022-12-31
0001084267
us-gaap:RetainedEarningsMember
2022-12-31
0001084267
MOBQ:SeriesAAAPreferredStocksMember
2021-12-31
0001084267
us-gaap:CommonStockMember
2021-12-31
0001084267
us-gaap:AdditionalPaidInCapitalMember
2021-12-31
0001084267
us-gaap:TreasuryStockCommonMember
2021-12-31
0001084267
us-gaap:RetainedEarningsMember
2021-12-31
0001084267
2021-12-31
0001084267
MOBQ:SeriesEPreferredStocksMember
2023-01-01
2023-12-31
0001084267
MOBQ:SeriesFPreferredStocksMember
2023-01-01
2023-12-31
0001084267
MOBQ:SeriesGPreferredStocksMember
2023-01-01
2023-12-31
0001084267
MOBQ:SeriesHPreferredStocksMember
2023-01-01
2023-12-31
0001084267
MOBQ:SeriesEPreferredStocksMember
2022-01-01
2022-12-31
0001084267
MOBQ:SeriesFPreferredStocksMember
2022-01-01
2022-12-31
0001084267
MOBQ:SeriesGPreferredStocksMember
2022-01-01
2022-12-31
0001084267
MOBQ:SeriesHPreferredStocksMember
2022-01-01
2022-12-31
0001084267
MOBQ:SeriesAAAPreferredStocksMember
2023-01-01
2023-12-31
0001084267
us-gaap:CommonStockMember
2023-01-01
2023-12-31
0001084267
us-gaap:AdditionalPaidInCapitalMember
2023-01-01
2023-12-31
0001084267
us-gaap:TreasuryStockCommonMember
2023-01-01
2023-12-31
0001084267
us-gaap:RetainedEarningsMember
2023-01-01
2023-12-31
0001084267
MOBQ:SeriesAAAPreferredStocksMember
2022-01-01
2022-12-31
0001084267
us-gaap:CommonStockMember
2022-01-01
2022-12-31
0001084267
us-gaap:AdditionalPaidInCapitalMember
2022-01-01
2022-12-31
0001084267
us-gaap:TreasuryStockCommonMember
2022-01-01
2022-12-31
0001084267
us-gaap:RetainedEarningsMember
2022-01-01
2022-12-31
0001084267
MOBQ:SeriesEPreferredStocksMember
2023-12-31
0001084267
MOBQ:SeriesFPreferredStocksMember
2023-12-31
0001084267
MOBQ:SeriesGPreferredStocksMember
2023-12-31
0001084267
MOBQ:SeriesHPreferredStocksMember
2023-12-31
0001084267
MOBQ:SeriesAAAPreferredStocksMember
2023-12-31
0001084267
us-gaap:CommonStockMember
2023-12-31
0001084267
us-gaap:AdditionalPaidInCapitalMember
2023-12-31
0001084267
us-gaap:TreasuryStockCommonMember
2023-12-31
0001084267
us-gaap:RetainedEarningsMember
2023-12-31
0001084267
MOBQ:MobiquityTechnologiesIncMember
2023-01-01
2023-12-31
0001084267
MOBQ:AdvangelistsLLCMember
2023-01-01
2023-12-31
0001084267
2023-08-06
2023-08-07
0001084267
MOBQ:TwoCustomerMember
us-gaap:SalesRevenueNetMember
us-gaap:CustomerConcentrationRiskMember
2023-01-01
2023-12-31
0001084267
MOBQ:OneCustomersMember
us-gaap:SalesRevenueNetMember
us-gaap:CustomerConcentrationRiskMember
2022-01-01
2022-12-31
0001084267
MOBQ:FiveCustomersMember
us-gaap:AccountsReceivableMember
us-gaap:CustomerConcentrationRiskMember
2023-01-01
2023-12-31
0001084267
MOBQ:SixCustomersMember
us-gaap:AccountsReceivableMember
us-gaap:CustomerConcentrationRiskMember
2022-01-01
2022-12-31
0001084267
us-gaap:CustomerRelationshipsMember
2023-12-31
0001084267
us-gaap:CustomerRelationshipsMember
2022-12-31
0001084267
us-gaap:SoftwareAndSoftwareDevelopmentCostsMember
2023-12-31
0001084267
us-gaap:SoftwareAndSoftwareDevelopmentCostsMember
2022-12-31
0001084267
MOBQ:ATOS4PMember
2023-01-01
2023-12-31
0001084267
MOBQ:AdHereMember
2023-01-01
2023-12-31
0001084267
us-gaap:SoftwareDevelopmentMember
2023-12-31
0001084267
us-gaap:CustomerRelationshipsMember
2023-12-31
0001084267
MOBQ:EconomicInjuryDisasterLoanMember
2020-06-01
2020-06-30
0001084267
MOBQ:EconomicInjuryDisasterLoanMember
2022-12-31
0001084267
MOBQ:EconomicInjuryDisasterLoanMember
2023-01-04
2023-01-05
0001084267
MOBQ:WalleyeOpportunitiesMasterFundMember
2022-12-30
0001084267
MOBQ:WalleyeOpportunitiesMasterFundMember
2022-12-29
2022-12-30
0001084267
MOBQ:WalleyeOpportunitiesMasterFundMember
2023-01-01
2023-12-31
0001084267
MOBQ:WalleyeOpportunitiesMasterFundMember
MOBQ:IncentiveSharesMember
2022-12-30
0001084267
MOBQ:WalleyeOpportunitiesMasterFundMember
2023-01-01
2023-06-30
0001084267
MOBQ:MerchantAgreementMember
2023-11-01
2023-11-30
0001084267
MOBQ:MerchantAgreementMember
2023-01-01
2023-12-31
0001084267
MOBQ:SalkindOctober2023LoanMember
2023-10-10
0001084267
MOBQ:SalkindOctober2023LoanMember
2023-10-09
2023-10-10
0001084267
MOBQ:SmallBusinessAdministrationLoanMember
2023-12-31
0001084267
MOBQ:SmallBusinessAdministrationLoanMember
2022-12-31
0001084267
MOBQ:MerchantAgreementMember
2023-12-31
0001084267
MOBQ:MerchantAgreementMember
2022-12-31
0001084267
MOBQ:AdvangelistsLLCMember
2023-01-01
2023-12-31
0001084267
us-gaap:CommonStockMember
2023-08-06
2023-08-07
0001084267
us-gaap:PreferredStockMember
2023-12-31
0001084267
MOBQ:SeriesAAPreferredStockMember
2023-12-31
0001084267
MOBQ:SeriesAAAAPreferredStockMember
2023-12-31
0001084267
us-gaap:SeriesCPreferredStockMember
2023-12-31
0001084267
us-gaap:SeriesBPreferredStockMember
2023-12-31
0001084267
us-gaap:SeriesFPreferredStockMember
2023-12-31
0001084267
us-gaap:SeriesGPreferredStockMember
2023-12-31
0001084267
us-gaap:SeriesEPreferredStockMember
2020-01-31
0001084267
MOBQ:ConsultingAgreementMember
MOBQ:JohnColumbiaIncMember
2022-03-01
2022-03-31
0001084267
MOBQ:MrSalkindMember
MOBQ:OneYearConsultingContractMember
2023-10-05
2023-10-06
0001084267
MOBQ:UnrelatedPartyMember
MOBQ:OneYearConsultingContractMember
2023-12-31
0001084267
MOBQ:UnrelatedPartyMember
MOBQ:OneYearConsultingContractMember
2023-01-01
2023-12-31
0001084267
MOBQ:RelatedPartyConvertibleNotesMember
MOBQ:TwoIndividualConversionsMember
2022-01-01
2022-12-31
0001084267
MOBQ:RelatedPartyConvertibleNotesMember
MOBQ:FourIndividualConversionsMember
2022-01-01
2022-12-31
0001084267
MOBQ:RelatedPartyConvertibleNotesMember
MOBQ:SecondConversionMember
2022-01-01
2022-12-31
0001084267
MOBQ:WalleyeOpportunitiesMasterFundMember
2023-04-01
2023-06-30
0001084267
MOBQ:ThirteenIndividualStockSubscriptionAgreementsMember
2022-01-01
2022-12-31
0001084267
MOBQ:SpartanCapitalSecuritiesLLCMember
us-gaap:CommonStockMember
MOBQ:February2023PublicOfferingMember
MOBQ:UnderwritingAgreementMember
2023-02-12
2023-02-13
0001084267
us-gaap:CommonStockMember
MOBQ:PrefundedWarrantMember
MOBQ:February2023PublicOfferingMember
2023-02-12
2023-02-13
0001084267
MOBQ:February2023PublicOfferingMember
2023-02-12
2023-02-13
0001084267
MOBQ:February2023PublicOfferingMember
MOBQ:Series2023WarrantsMember
2023-02-12
2023-02-13
0001084267
MOBQ:February2023PublicOfferingMember
MOBQ:Series2023WarrantsMember
2023-02-13
0001084267
MOBQ:PrefundedWarrantMember
2023-02-12
2023-02-13
0001084267
MOBQ:Series2023WarrantsMember
2023-02-12
2023-02-13
0001084267
us-gaap:CommonStockMember
MOBQ:UnderwritingAgreementMember
2023-02-12
2023-02-13
0001084267
us-gaap:CommonStockMember
MOBQ:UnderwritingAgreementMember
2023-02-13
0001084267
MOBQ:February2023PublicOfferingMember
MOBQ:Series2023WarrantsMember
2023-01-01
2023-12-31
0001084267
MOBQ:UnderwritingAgreementMember
2023-01-01
2023-12-31
0001084267
MOBQ:February2023PublicOfferingMember
MOBQ:Series2023WarrantsMember
2023-12-31
0001084267
MOBQ:June2023PublicOfferingMember
2023-06-29
2023-06-30
0001084267
MOBQ:June2023PublicOfferingMember
2023-06-30
0001084267
MOBQ:June2023PublicOfferingMember
MOBQ:PrefundedWarrantMember
2023-12-31
0001084267
MOBQ:SecuritiesPurchaseAgreementsMember
MOBQ:June2023PublicOfferingMember
2023-06-29
2023-06-30
0001084267
MOBQ:June2023PublicOfferingMember
MOBQ:PrefundedWarrantMember
2023-07-01
2023-07-31
0001084267
MOBQ:June2023PublicOfferingMember
2023-07-01
2023-07-31
0001084267
MOBQ:June2023PublicOfferingMember
2023-07-31
0001084267
us-gaap:RestrictedStockMember
srt:BoardOfDirectorsChairmanMember
MOBQ:Other2023StockTransactionsMember
2023-04-01
2023-04-30
0001084267
us-gaap:RestrictedStockMember
srt:BoardOfDirectorsChairmanMember
MOBQ:Other2023StockTransactionsMember
2023-04-30
0001084267
us-gaap:RestrictedStockMember
srt:ChiefExecutiveOfficerMember
MOBQ:Other2023StockTransactionsMember
2023-04-01
2023-04-30
0001084267
MOBQ:MrSalkindMember
MOBQ:Other2023StockTransactionsMember
2023-04-01
2023-04-30
0001084267
MOBQ:MrSalkindMember
MOBQ:Other2023StockTransactionsMember
2023-04-30
0001084267
us-gaap:RestrictedStockMember
MOBQ:Other2023StockTransactionsMember
2023-04-01
2023-04-30
0001084267
us-gaap:RestrictedStockMember
MOBQ:Other2023StockTransactionsMember
2023-04-30
0001084267
MOBQ:Other2023StockTransactionsMember
2023-04-01
2023-04-30
0001084267
MOBQ:Other2023StockTransactionsMember
2023-04-30
0001084267
MOBQ:MrGeneSalkindMember
us-gaap:SeriesGPreferredStockMember
2023-11-07
0001084267
MOBQ:MrGeneSalkindMember
us-gaap:SeriesGPreferredStockMember
2023-11-06
2023-11-07
0001084267
us-gaap:SeriesGPreferredStockMember
2023-12-18
0001084267
us-gaap:SeriesHPreferredStockMember
2023-12-18
0001084267
us-gaap:SeriesHPreferredStockMember
MOBQ:LegalServicesMember
2023-12-17
2023-12-18
0001084267
MOBQ:PlanEP2023Member
2023-05-15
0001084267
MOBQ:PlanEP2023Member
2023-12-19
0001084267
MOBQ:AnneSProvostMember
MOBQ:Plan2021Member
2022-03-01
2022-03-31
0001084267
MOBQ:Plan2021Member
MOBQ:DeanJuliaMember
2022-04-01
2022-04-30
0001084267
MOBQ:Plan2021Member
MOBQ:DeanJuliaMember
2023-04-01
2023-04-30
0001084267
MOBQ:NateKnightMember
MOBQ:Plan2021Member
2023-03-01
2023-03-31
0001084267
MOBQ:ByronBookerMember
MOBQ:Plan2021Member
2023-04-01
2023-04-30
0001084267
MOBQ:Plan2023Member
2023-12-16
2023-12-19
0001084267
MOBQ:Plan2023Member
2023-12-19
0001084267
MOBQ:OptionsAndWarrantsMember
2023-12-31
0001084267
MOBQ:OptionsAndWarrantsMember
2023-01-01
2023-12-31
0001084267
MOBQ:OptionsAndWarrantsMember
2022-01-01
2022-12-31
0001084267
MOBQ:SecuredConvertibleNotesToRelatedPartyMember
2022-01-01
2022-12-31
0001084267
MOBQ:SecuredConvertibleNotesToRelatedPartyMember
2022-12-31
0001084267
MOBQ:ServiceAgreementMember
2022-01-01
2022-12-31
0001084267
us-gaap:WarrantMember
2023-01-01
2023-12-31
0001084267
us-gaap:WarrantMember
MOBQ:OIDPromissoryNoteMember
2023-01-01
2023-12-31
0001084267
us-gaap:IPOMember
2023-01-01
2023-12-31
0001084267
MOBQ:PrefundedWarrantMember
2023-01-01
2023-12-31
0001084267
MOBQ:PrefundedWarrantMember
2023-06-29
2023-06-30
0001084267
MOBQ:PrefundedWarrantMember
2023-07-01
2023-07-31
0001084267
us-gaap:WarrantMember
2023-12-31
0001084267
us-gaap:StockOptionMember
srt:MinimumMember
2023-01-01
2023-12-31
0001084267
us-gaap:StockOptionMember
srt:MaximumMember
2023-01-01
2023-12-31
0001084267
us-gaap:StockOptionMember
2022-01-01
2022-12-31
0001084267
us-gaap:StockOptionMember
2023-01-01
2023-12-31
0001084267
us-gaap:StockOptionMember
srt:MinimumMember
2022-01-01
2022-12-31
0001084267
us-gaap:StockOptionMember
srt:MaximumMember
2022-01-01
2022-12-31
0001084267
us-gaap:StockOptionMember
2021-12-31
0001084267
us-gaap:StockOptionMember
2021-01-01
2021-12-31
0001084267
us-gaap:StockOptionMember
2022-12-31
0001084267
us-gaap:StockOptionMember
2023-12-31
0001084267
us-gaap:WarrantMember
srt:MinimumMember
2022-01-01
2022-12-31
0001084267
us-gaap:WarrantMember
srt:MaximumMember
2022-01-01
2022-12-31
0001084267
us-gaap:WarrantMember
2022-01-01
2022-12-31
0001084267
us-gaap:WarrantMember
2021-12-31
0001084267
us-gaap:WarrantMember
2021-01-01
2021-12-31
0001084267
us-gaap:WarrantMember
2022-12-31
0001084267
MOBQ:ConvertibleNotesPayableAndAccruedInterestMember
2023-01-01
2023-12-31
0001084267
MOBQ:ConvertibleNotesPayableAndAccruedInterestMember
2022-01-01
2022-12-31
0001084267
MOBQ:StockOptionsMember
2023-01-01
2023-12-31
0001084267
MOBQ:StockOptionsMember
2022-01-01
2022-12-31
0001084267
MOBQ:WarrantsMember
2023-01-01
2023-12-31
0001084267
MOBQ:WarrantsMember
2022-01-01
2022-12-31
0001084267
us-gaap:SeriesAPreferredStockMember
2023-01-01
2023-12-31
0001084267
us-gaap:SeriesAPreferredStockMember
2022-01-01
2022-12-31
0001084267
us-gaap:SeriesHPreferredStockMember
2023-01-01
2023-12-31
0001084267
us-gaap:SeriesHPreferredStockMember
2022-01-01
2022-12-31
0001084267
2023-10-01
2023-12-31
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
xbrli:pure
Table of Contents
MOBIQUITY TECHNOLOGIES, INC.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR
15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023
☐ TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____
COMMISSION FILE NUMBER: 001-41117
MOBIQUITY TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
New York |
11-3427886 |
(State of jurisdiction of
incorporation or organization) |
(I.R.S. Employee
Identification Number) |
|
|
35 Torrington Lane Shoreham, NY |
11786 |
(Address of principal executive offices) |
(Zip Code) |
|
|
Registrant’s telephone number, including area code: |
(516) 246-9422 |
Securities registered pursuant to Section 12(b)
of the Act: None
Securities registered pursuant to Section 12(g)
of the Act:
Common stock, $0.0001 par value, Common stock Purchase
Warrants
____________________________________
(Title of each class)
Indicate by check mark if the registrant is a
well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Check whether the Registrant is not required to
file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes ☐ No ☒
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, every Interactive data file required to be submitted 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 such files). Yes
☒ No ☐
Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company.
See the definitions of “large accelerated filer,” “accelerated filer”, “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 |
☒ |
Smaller reporting company |
☒ |
Emerging growth company |
☐ |
|
|
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 provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant
has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial
reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or
issued its audit report. ☐
If securities are registered pursuant to Section
12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction
of an error to previously issued financial statements. Yes ☐ No ☒
Indicate by check mark whether any of those error
corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s
executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the Registrant
is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of June 30, 2023, the number of shares of Common
Stock held by non-affiliates was approximately 2,268,300 shares based upon 2,574,084 shares of Common Stock outstanding. The approximate
market value based on the last sale (i.e. $1.65 per share as of June 30, 2023) of the Company’s Common Stock held by non-affiliates
was approximately $3,743,000.
The number of shares outstanding of the Registrant’s Common
Stock as of March 25, 2024, was 5,156,333.
On August 7, 2023, we effected a one-for-15 reverse stock split. This
Form 10-K gives retroactive effect to the reverse stock split as if the split had occurred prior to any reported transactions and prior
to the dates on the financial statements included herein.
FORWARD-LOOKING STATEMENTS
We believe this annual report
contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements
are subject to risks and uncertainties and are based on the beliefs and assumptions of our management, based on information currently
available to our management. When we use words such as “believes,” “expects,” “anticipates,” “intends,”
“plans,” “estimates,” “should,” “likely” or similar expressions, we are making forward-looking
statements. Forward-looking statements include information concerning our possible or assumed future results of operations set forth under
“Business” and/or “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Forward-looking
statements are not guarantees of performance. They involve risks, uncertainties and assumptions. Our future results and stockholder values
may differ materially from those expressed in the forward-looking statements. Many of the factors that will determine these results and
values are beyond our ability to control or predict. Stockholders are cautioned not to put undue reliance on any forward-looking statements.
For those statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation
Reform Act of 1995. For a discussion of some of the factors that may cause actual results to differ materially from those suggested by
the forward-looking statements, please read carefully the information under “Risk Factors.” In addition to the Risk Factors
and other important factors discussed elsewhere in this annual report, you should understand that other risks and uncertainties and our
public announcements and filings under the Securities Exchange Act of 1934, as amended could affect our future results and could cause
results to differ materially from those suggested by the forward-looking statements.
As used in this Form 10-K,
the terms “we,” “our,” “us,” “Mobiquity Technologies” or “the Company” refer
to Mobiquity Technologies, Inc. and its subsidiaries, taken as a whole, unless the context otherwise requires it.
Our financial statements are
stated in United States dollars (US$) and are prepared in accordance with Generally Accepted Accounting Principles in the United States.
All references to “common stock” refer to the common shares in our capital stock.
TABLE OF CONTENTS
PART I
Item 1. Business
Company Background
Mobiquity Technologies, Inc.
is a next-generation advertising technology, data compliance and intelligence company which operates through our various proprietary software
platforms. Our product solutions are comprised of three proprietary software platforms:
|
· |
Advertising Technology Operating System (ATOS Platform) |
|
|
|
|
· |
Data Intelligence Platform |
|
|
|
|
· |
Publisher Platform for Monetization and Compliance |
Our Products
The ATOS Platform
Our ATOS platform blends artificial
intelligence (or AI) and machine learning (ML) based optimization technology for automatic ad serving that manages digital advertising
inventory and campaigns. The ATOS platform:
|
· |
creates an automated marketplace of advertisers and publishers on digital media outlets to host online auctions to facilitate the sale of digital advertising (known as digital real estate) targeted at users while engaged on their internet-connected TV, laptop, tablet, desktop computer, mobile, and over-the-top (or OTT) streaming media devices; and |
|
|
|
|
· |
gives advertisers the capability to understand and interact with their audiences and engage them in a meaningful way by using ads in both image and video formats (known as rich media) to increase their awareness, customer base and traffic to their e-commerce site, voting site or physical locations. |
(Screenshot of ATOS Platform Campaign Management landing page.)
Our ATOS platform engages
with an average of approximately 10 billion advertisement opportunities per day, based on our daily logs. Our sales and marketing strategy
for our ATOS platform is focused on providing a de-fragmented operating system that facilitates a considerably more efficient and effective
way for advertisers and publishers to transact with each other. Our goal is to become the programmatic display advertising industry standard
for brands directly and small and medium sized advertisers.
Our ATOS technology is proprietary
and primarily consists of know-how and trade secrets developed internally, as well as certain open-source software.
Users of the ATOS platform
get access to benefits including among other things:
|
· |
ease of set up; |
|
|
|
|
· |
targeting features based on audience profiles and location and context through an in-house data management platform (or DMP); |
|
|
|
|
· |
Inventory management and yield optimization; |
|
|
|
|
· |
support for all rich media creators’ ad tags; |
|
|
|
|
· |
machine learning and AI powered optimization which aids in delivering a higher click through rate on ad links; |
|
|
|
|
· |
support for third-party trackers and custom scripts for make-the-most-of-your media (or MOAT) analytics, Integral Ad Science (or IAS), and forensics to enable independent verification by advertisers for transparency; |
|
|
|
|
· |
detailed campaign wrap-up reporting that gives a breakdown on publishers, categories, demonstrations, and devices to better understand advertisement campaign performance; |
|
|
|
|
· |
access to business intelligence via an analytics dashboard; |
|
|
|
|
· |
advanced ad targeting; |
|
|
|
|
· |
easy campaign uploading; |
|
|
|
|
· |
automated performance optimization; |
|
|
|
|
· |
real time reporting; |
|
|
|
|
· |
fraud prevention tools; and |
|
|
|
|
· |
24x7 support, along with guided managed services to enable users to rapidly harness and operate all the features of the ATOS platform. |
Our ATOS platform includes:
|
· |
Adserver; |
|
|
|
|
· |
Demand Side Platform; |
|
|
|
|
· |
Advertisement quality tools; |
|
|
|
|
· |
Analytics dashboard; |
|
|
|
|
· |
Avails Engine; |
|
|
|
|
· |
Advertisement prediction and delivery tools; |
|
|
|
|
· |
Supply quality tools; |
|
|
|
|
· |
Private marketplace tools; |
|
|
|
|
· |
Audience and location targeting; |
|
|
|
|
· |
Wrap up reports; |
|
|
|
|
· |
An Advertisement software development kit (or SDK); |
|
|
|
|
· |
Prebid adaptor; |
|
|
|
|
· |
contextual targeting; |
|
|
|
|
· |
identity graph capabilities; |
|
|
|
|
· |
cookie syncing; and |
|
|
|
|
· |
the updated version of our quality and security tools, among other things for our ATOS platform. |
Data Intelligence Platform
Our data intelligence platform
provides precise data and insights on consumer’s real-world behavior and trends for use in marketing and research. Our data intelligence
platform technology allows for the ingestion and normalization of various data sources, such as location data, transactional data, contextual
data, and search data to reach the right target audience with the right message. Utilizing massively parallel cluster computing and machine
learning algorithms and technology, our data intelligence solutions make available actionable data for marketers, researchers and application
publishers through an automated platform. We are seeking to generate several revenue streams from our data collection and analysis, including,
among other things; advertising, data licensing, and custom research.
(Screenshot of Data Intelligence HomeGraph landing page.)
We also offer a self-service
alternative through our MobiExchange product, which is a SaaS fee model. MobiExchange is a data focused technology solution that enables
individuals and companies to rapidly build actionable data and insights for their own use. MobiExchange’s easy-to-use, self-service
tools allow users to reduce the complex technical and financial barriers typically associated with turning offline data, and other business
data, into actionable digital products and services. MobiExchange provides out-of-the-box private labeling, flexible branding, content
management, user management, user communications, subscriptions, payment, invoices, reporting, gateways to third party platforms, and
help desk among other things.
Our data intelligence platform
is hosted and managed on Amazon Web Service (AWS) and takes full advantage of open standards for processing, storage, security and big
data technology. Specifically, our data intelligence platform uses the following AWS services: EC2, Lambda, Kafka, Kinesis, S3, Storm,
Spark, Machine Learning, RDS, Redshift, Elastic Map Reduction, CloudWatch, DataBricks, and Elastic Search Service with built-in Kibana
integration.
Publisher Platform for Monetization and Compliance
Our Content publisher platform
is a single-vendor ad tech operating system that allows publishers to better monetize their opt-in user data and advertising inventory.
The platform includes tools for: consent management, audience building, a direct advertising interface and inventory enhancement. Due
to the much publicized developments in privacy and data security laws and regulations (such as the European Union’s General
Data Protection Regulation or GDPR and the California Consumer Privacy Act of 2018 or CCPA by way of example) along with Apple and Google’s removal
of identifiers, we believe that content publishers are facing two material issues: increased costs due to privacy compliance rules, and
decreased revenue due to the restrictions selling user identifier data to third parties. We believe this is causing a paradigm shift in
the publishing market. Previously content publishers could provide user identifier information to demand-side platforms (or DSP’s)
to create user profiles for audience targeting. Now both the user identifier data and the functionality to create profiled data segments
from that identifier data (known as first party data) must be owned by the content publisher. Additionally, publishers must also manage
the targeting of their audiences in-house utilizing this identifier and targeting data. We recently launched our SaaS publisher platform
in response to these needs.
All Publisher data is siloed
and secured, using the highest industry standards, optimizing compliance with privacy and data laws that may be applicable. Our platform
helps publishers worry less about the integrity of their first party data and allows them to focus on effectively monetizing their inventory.
Users of the publisher platform
get access to benefits of our publisher platform, including among other things:
|
· |
A Consent Manager for publishers to meet all privacy requirements in connection with their collection of an audience’s data. |
|
|
|
|
· |
An Audience Builder to build detailed databases of targeted audiences from the user identifier data. |
|
|
|
|
· |
A Direct Purchase Interface to increase revenue from direct advertising sales to target audiences; and |
|
|
|
|
· |
An Inventory Enhancer to enhance the publisher’s supply of audience data with compliant meta-tags. |
(Screenshot of Publisher Platform Audience Management landing page.)
We believe that irrespective
of whether a publisher chooses to engage with us to use our publisher platform or not, they will need to find a solution that allows advertisers
to advertise to the publisher’s audience directly through the publisher.
Our Strategy
We are a cutting-edge AdTech company at the
forefront of data-driven advertising, publisher compliance, and monetization solutions. With a commitment to innovation, we have positioned
ourselves as a next-generation player in the industry, providing a comprehensive suite of services through our three proprietary technology
platforms.
Advangelists Advertising Platform:
The Advangelists advertising platform is a cornerstone
of Mobiquity’s offerings. This advanced platform leverages data analytics and cutting-edge technology to deliver targeted and effective
advertising solutions. By harnessing the power of data, Advangelists enables advertisers to reach their desired audience with precision,
maximizing the impact of their advertising and awareness campaigns.
MobiExchange Data Intelligence Platform:
Mobiquity’s MobiExchange is a data intelligence
platform designed to empower businesses with valuable insights. This platform facilitates the seamless exchange of data, allowing clients
to make informed decisions based on real-time information. MobiExchange plays a pivotal role in enhancing the effectiveness of advertising
strategies by providing a robust foundation of data-driven intelligence.
AdHere Publisher Platform:
The AdHere Publisher platform addresses the critical
aspect of publisher compliance and monetization. This platform empowers publishers to navigate the complex landscape of compliance requirements
seamlessly. Additionally, it offers monetization opportunities for publishers, creating a win-win scenario where content creators can
thrive while adhering to industry standards.
Integrated Revenue Streams:
One of the distinctive features of our company
is its anticipated ability to generate revenue through three independent yet synergistic streams. Each platform - Advangelists, MobiExchange,
and AdHere – is expected in 2024 to contribute to the overall financial success of the company. This integrated approach allows
us to adapt to the evolving needs of the market and provide comprehensive solutions to its clients.
Versatile Collaboration:
Our platforms are designed to work independently,
providing specialized solutions for specific needs. Simultaneously, the platforms seamlessly integrate with each other, offering clients
the flexibility to create customized, end-to-end solutions that cater to diverse requirements. This versatility positions us as a dynamic
and adaptable partner in the rapidly evolving landscape.
In summary, Mobiquity Technologies, Inc. is not
merely an AdTech company; it combines innovation, data-driven precision, and versatility to redefine the standards of advertising, data
intelligence, publisher compliance and monetization. With our proprietary platforms, our company continues to provide clients with the
tools they need to thrive in the digital marketplace.
Our Revenue Sources
We target publishers, brands,
advertising agencies and other advertising technology companies as our audience for our three platform products. We generate revenue from
our platforms through two verticals:
|
· |
The first is licensing one or more of our platforms as a white-label product for use by advertising agencies, demand-side platforms (or DSP’s), brands and publishers. Under the white-label scenario, the user licenses a platform from us and is responsible for running its own business operations and is billed a percentage of amounts spent on advertising run through the platform. |
|
|
|
|
· |
The second revenue stream is a managed services model, in which, the user is billed a higher percentage of revenue run through a platform, but all services are managed by us. |
Our Intellectual Property
Our portfolio of technology
consists of various intellectual property including proprietary source code, trade secrets and know-how that we have developed internally.
We own our technology, although we use open-source software for certain aspects, and we protect it though trade secrets and confidentiality
requirements set out in our employee handbook which each employee acknowledges, and assigning any technology creations and improvements
to us. We also have two patents that relate to our location-based mobile advertising technology business which we are not operating. These
patents and patents pending are not material to, or used in, our platform related technology that we use in our current operations.
Governmental Regulations
Federal, state, and international
laws and regulations govern the collection, use, retention, sharing and security of data that we collect. We strive to comply with all
applicable laws, regulations, self-regulatory requirements, and legal obligations relating to privacy, data protection and consumer protection,
including those relating to the use of data for marketing purposes. As we develop and provide solutions that address new market segments,
we may become subject to additional laws and regulations, which could create unexpected liabilities for us, cause us to incur additional
costs or restrict our operations. From time to time, we may be notified of or otherwise become aware of additional laws and regulations
that governmental organizations or others may claim should be applicable to our business. Our failure to anticipate the application of
these laws and regulations accurately, or other failure to comply, could create liability for us, result in adverse publicity or cause
us to alter our business practices, which could cause our net revenues to decrease, our costs to increase or our business otherwise to
be harmed. See “Item 1A.”
We are subject to general
business regulations and laws as well as regulations and laws specifically governing the internet, e-commerce, and m-commerce in a number
of jurisdictions around the world. Existing and future regulations and laws could impede the growth of the Internet, e-commerce, m-commerce,
or other online services. These regulations and laws may involve taxation, tariffs, privacy and data security, anti-spam, data protection,
content, copyrights, distribution, electronic contracts, electronic communications, and consumer protection. It is not clear how existing
laws and regulations governing issues such as property ownership, sales and other taxes, libel and personal privacy apply to the Internet
as the vast majority of these laws and regulations were adopted prior to the advent of the Internet and do not contemplate or address
the unique issues raised by the Internet, e-commerce or m-commerce. It is possible that general business regulations and laws, or those
specifically governing the Internet, e-commerce or m-commerce may be interpreted and applied in a manner that is inconsistent from one
jurisdiction to another and may conflict with other rules or our practices. See “Risk Factors—Our business practices with
respect to data and consumer protection could give rise to liabilities or reputational harm as a result of governmental regulation, legal
requirements or industry standards relating to consumer privacy, data protection and consumer protection”; and “Risk Factors--
Changes in consumer sentiment or laws, rules or regulations regarding tracking technologies and other privacy matters could have a material
adverse effect on our ability to generate net revenues and could adversely affect our ability to collect data on consumer shopping behavior.”
Competition
We compete in the programmatic
advertising, data management, and user compliance management industries and in all other facets of our business against small, medium
and large companies throughout the United States. Some examples include companies such as Liveramp, The TradeDesk and OneTrust. Although
we can give no assurance that our business will be able to compete against other companies with greater experience and resources, we believe
we have a competitive advantage with our proprietary software and technology platform based on our view that our competitor’s products
do not provide the end-to-end solutions that our product solutions do, and their minimum fees are substantially higher than ours for a
comparative suite of solutions. See “Risk Factors — We face intense and growing competition, which could result in reduced
sales and reduced operating margins and limit our market share.”
Employees and Contractors
As of January 31, 2024, we
have 12 employees, including executive management, technical personnel, salespeople, and support staff employees. We also utilize several
additional firms/persons who provide services to us on a non-exclusive basis as independent consultants.
Customers
For fiscal 2023 and 2022,
sales of our products to two customers generated approximately 73% and 48% of our revenues, respectively. Our contracts with our customers
generally do not obligate them to a specified term and they can generally terminate their relationship with us at any time with a minimal
amount of notice.
Corporate Structure
We operate our business through
two wholly owned subsidiaries, Advangelists, LLC and Mobiquity Networks, Inc. Our corporate structure is as follows:
Reports to Securities Holders
We provide an annual report
that includes audited financial information to our shareholders. We make our financial information equally available to any interested
parties or investors through compliance with the disclosure rules for a small business issuer under the Exchange Act. We are subject to
disclosure filing requirements including filing Annual Reports on Form 10-K annually and Quarterly Reports on Form 10-Q quarterly. In
addition, we will file Current Reports on Form 8-K and other proxy and information statements from time to time as required. The public may read and copy any materials that we file with the Securities and Exchange Commission, including our Forms 10-K, 10-Q and
8-K and registration statements and proxy and information statements, at the SEC’s Public Reference Room at 100 F Street NE, Washington,
DC 20549, or you can read our SEC filings over the Internet at the SEC’s website at http://www.sec.gov.
The public may obtain information
on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330.
Item 1A. Risk Factors
An investment in our securities
is highly speculative, involves a high degree of risk and should be made only by investors who can afford a complete loss. If any of the
following risks actually occurs, then our business, financial condition or results of operations could be materially adversely affected,
the trading of our common stock could decline, and you may lose all or part of your investment therein. In addition to the risks outlined
below, risks and uncertainties not presently known to us or that we currently consider immaterial may also impair our business operations.
Potential risks and uncertainties that could affect our operating results and financial condition include, without limitation, the following:
Risks Relating to our Business Operations
We have a history of
operating losses, and our management has concluded that factors raise substantial doubt about our
ability to continue as a going concern and our auditor has included an explanatory paragraph relating to our ability to continue as a
going concern in its audit report for the past several fiscal years.
To date, we have not been
profitable and have incurred significant losses and cash flow deficits. For the fiscal years ended December 31, 2023, and 2022, we reported
net losses of $6,533,117 and $8,062,328, respectively, and net cash used in operating activities of $4,362,868 and $6,187,383, respectively.
As of December 31, 2023, we had an aggregate accumulated deficit of $217,040,339. Our operating losses for the past several years are
primarily attributable to the transformation of our company into an advertising technology corporation. We can provide no assurances that
our operations will generate consistent or predictable revenue or be profitable in the foreseeable future. Our management has concluded
that our historical recurring losses from operations and negative cash flows from operations as well as our dependence on private equity
and other financings raise substantial doubt about our ability to continue as a going concern, and our auditor has included an explanatory
paragraph relating to our ability to continue as a going concern in its audit report for the past several fiscal years. Our consolidated
financial statements do not include any adjustments that might result from the outcome of this uncertainty. These adjustments would likely
include substantial impairment of the carrying amount of our assets and potential contingent liabilities that may arise if we are unable
to fulfill various operational commitments. In addition, the value of our securities would be greatly impaired. Our ability to continue
as a going concern is dependent upon generating sufficient cash flow from operations and obtaining additional capital and financing. If
our ability to generate cash flow from operations is delayed or reduced and we are unable to raise additional funding from other sources,
we may be unable to continue in business even if this offering is successful. For further discussion about our ability to continue as
a going concern and our plan for future liquidity.
We cannot predict our
future capital needs and we may not be able to secure additional financing.
We have substantial funds
since formation to support our transformation from an integrated marketing company to a technology company. Since we might be unable to
generate recurring or predictable revenue or cash flow to fund our operations, we will likely need to seek additional (perhaps substantial)
equity or debt financing even following this offering to provide the capital required to maintain or expand our operations. We expect
that we will also need additional funding for developing products and services, increasing our sales and marketing capabilities, and acquiring
complementary companies, technologies, and assets (there being no such acquisitions which we have identified or are pursuing as of the
date of this Prospectus), as well as for working capital requirements and other operating and general corporate purposes. We cannot predict
our future capital needs with precision, and we may not be able to secure additional financing on terms satisfactory to us, if at all,
which could lead to termination of our business. If we elect to raise additional funds or additional funds are required, we may seek to
raise funds from time to time through public or private equity offerings, debt financings or other financing alternatives. Additional
equity or debt financing may not be available on acceptable terms, if at all. If we are unable to raise additional capital in sufficient
amounts or on terms acceptable to us, we will be prevented from pursuing operational development and commercialization efforts and our
ability to generate revenues and achieve or sustain profitability will be substantially harmed.
If we raise additional funds
by issuing equity securities, our shareholders will experience dilution. Debt financing, if available, would result in increased fixed
payment obligations and may involve agreements that include covenants limiting or restricting our ability to take specific actions, such
as incurring additional debt, making capital expenditures, or declaring dividends. Any debt financing or additional equity that we raise
may contain terms, such as liquidation and other preferences, which are not favorable to us or our stockholders. If we raise additional
funds through collaboration and licensing arrangements with third parties, it may be necessary to relinquish valuable rights to our technologies,
future revenue streams or product candidates or to grant licenses on terms that may not be favorable to us. Should the financing we require
to sustain our working capital needs be unavailable or prohibitively expensive when we require it, our business, operating results, financial
condition and prospects could be materially and adversely affected, and we may be unable to continue our operations. Failure to secure
additional financing on favorable terms could have severe adverse consequences to us.
Forecasts of our revenue
are difficult.
When purchasing our products
and services, our clients and prospects are often faced with a significant commitment of capital, the need to integrate new software and/or
hardware platforms and other changes in company-wide operational procedures, all of which result in cautious deliberation and evaluation
by prospective clients, longer sales cycles, and delays in completing transactions. Additional delays result from the significant up-front
expenses and substantial time, effort, and other resources necessary for our clients to implement our solutions. For example, depending
on the size of a prospective client’s business and its needs, a sales cycle can range from two weeks to 12 months. Because of these
longer sales cycles, revenues and operating results may vary significantly from period to period. As a result, it is often difficult to
accurately forecast our revenues for any fiscal period as it is not always possible for us to predict the fiscal period in which sales
will actually be completed. This difficulty in predicting revenue, combined with the revenue fluctuations we may experience from period
to period, can adversely affect and cause substantial fluctuations in our stock price.
The reliability of our
product solutions is dependent on data from third parties and the integrity and quality of that data.
Much of the data that we use
is licensed from third-party data suppliers, and we are dependent upon our ability to obtain necessary data licenses on commercially reasonable
terms. We could suffer material adverse consequences if our data suppliers were to withhold their data from us. For example, data suppliers
could withhold their data from us if there is a competitive reason to do so; if we breach our contract with a supplier; if they are acquired
by one of our competitors; if legislation is passed restricting the use or dissemination of the data they provide; or if judicial interpretations
are issued restricting use of such data. Additionally, we could terminate relationships with our data suppliers if they fail to adhere
to our data quality standards. If a substantial number of data suppliers were to withdraw or withhold their data from us, or if we sever
ties with our data suppliers based on their inability to meet our data standards, our ability to provide products and services to our
clients could be materially adversely impacted, which could result in decreased revenues.
The reliability of our solutions
depends upon the integrity and quality of the data in our database. A failure in the integrity or a reduction in the quality of our data
could cause a loss of customer confidence in our solutions, resulting in harm to our brand, loss of revenue and exposure to legal claims.
We may experience an increase in risks to the integrity of our database and quality of our data as we move toward real-time, non-identifiable,
consumer-powered data through our products. We must continue to invest in our database to improve and maintain the quality, timeliness,
and coverage of the data if we are to maintain our competitive position. Failure to do so could result in a material adverse effect on
our business, growth, and revenue prospects.
Our business practices
with respect to data and consumer protection could give rise to liabilities or reputational harm as a result of governmental regulation,
legal requirements or industry standards relating to consumer privacy, data protection and consumer protection.
Federal, state, and international
laws and regulations govern the collection, use, retention, sharing and security of data that we collect. We strive to comply with all
applicable laws, regulations, self-regulatory requirements, and legal obligations relating to privacy, data protection and consumer protection,
including those relating to the use of data for marketing purposes. It is possible, however, that these requirements may be interpreted
and applied in a manner that is inconsistent from one jurisdiction to another and may conflict with other rules or our practices. We cannot
assure you that our practices have complied, comply, or will comply fully with all such laws, regulations, requirements, and obligations.
Any failure, or perceived failure, by us to comply with federal, state, or international laws or regulations, including laws and regulations
regulating privacy, data security, marketing communications or consumer protection, or other policies, self-regulatory requirements or
legal obligations could result in harm to our reputation, a loss in business, and proceedings or actions against us by governmental entities,
consumers, retailers, or others. We may also be contractually liable to indemnify and hold harmless performance marketing networks or
other third parties from the costs or consequences of noncompliance with any laws, regulations, self-regulatory requirements, or other
legal obligations relating to privacy, data protection and consumer protection or any inadvertent or unauthorized use or disclosure of
data that we store or handle as part of operating our business. Any such proceeding or action, and any related indemnification obligation,
could hurt our reputation, force us to incur significant expenses in defense of these proceedings, distract our management, increase our
costs of doing business and cause consumers and retailers to decrease their use of our marketplace, and may result in the imposition of
monetary liability. Furthermore, the costs of compliance with, and other burdens imposed by, the data and privacy laws, regulations, standards,
and policies that are applicable to the businesses of our clients may limit the use and adoption of, and reduce the overall demand for,
our products.
A significant breach of the
confidentiality of the information we hold or of the security of our or our customers’, suppliers’, or other partners’
computer systems could be detrimental to our business, reputation, and results of operations. Our business requires the storage, transmission,
and utilization of data. Although we have security and associated procedures, our databases may be subject to unauthorized access by third
parties. Such third parties could attempt to gain entry to our systems for the purpose of stealing data or disrupting the systems. We
believe we have taken appropriate measures to protect our systems from intrusion, but we cannot be certain that advances in criminal capabilities,
discovery of new vulnerabilities in our systems and attempts to exploit those vulnerabilities, physical system or facility break-ins and
data thefts or other developments will not compromise or breach the technology protecting our systems and the information we possess.
Furthermore, we face increasing cyber security risks as we receive and collect data from new sources, and as we and our customers continue
to develop and operate in cloud-based information technology environments. In the event that our protection efforts are unsuccessful,
and we experience an unauthorized disclosure of confidential information or the security of such information or our systems are compromised,
we could suffer substantial harm. Any breach could result in one or more third parties obtaining unauthorized access to our customers’
data or our data, including personally identifiable information, intellectual property and other confidential business information. Such
a security breach could result in operational disruptions that impair our ability to meet our clients’ requirements, which could
result in decreased revenues. Also, whether there is an actual or a perceived breach of our security, our reputation could suffer irreparable
harm, causing our current and prospective clients to reject our products and services in the future and deterring data suppliers from
supplying us data. Further, we could be forced to expend significant resources in response to a security breach, including repairing system
damage, increasing cyber security protection costs by deploying additional personnel and protection technologies, and litigating and resolving
legal claims, all of which could divert the attention of our management and key personnel away from our business operations. In any event,
a significant security breach could materially harm our business, financial condition and operating results.
Significant system disruptions,
loss of data center capacity or interruption of telecommunication links could adversely affect our business and results of operations.
Our product platforms are
hosted and managed on Amazon Web Service (AWS) and takes full advantage of open standards for processing, storage, security, and big data
technology. Specifically, our data intelligence platform uses the following AWS services: EC2, Lambda, Kafka, Kinesis, S3, Storm, Spark,
Machine Learning, RDS, Redshift, Elastic Map Reduction, CloudWatch, DataBricks, and Elastic Search Service with built-in Kibana integration.
Significant system disruptions, loss of data center capacity or interruption of telecommunication links could adversely affect our business,
results of operations and financial condition. Our business is heavily dependent upon highly complex data processing capability. The ability
of our platform hosts and managers to protect these data centers against damage or interruption from fire, flood, tornadoes, power loss,
telecommunications or equipment failure or other disasters is beyond our control and is critical to our ability to succeed.
We rely on information
technology to operate our business and maintain competitiveness, and any failure to adapt to technological developments or industry trends
could harm our business.
We depend on the use of information
technologies and systems. As our operations grow in size and scope, we will be required to continuously improve and upgrade our systems
and infrastructure while maintaining or improving the reliability and integrity of our infrastructure. Our future success also depends
on our ability to adapt our systems and infrastructure to meet rapidly evolving consumer trends and demands while continuing to improve
the performance, features and reliability of our solutions in response to competitive services and product offerings. The emergence of
alternative platforms will require new investment in technology. New developments in other areas, such as cloud computing, could also
make it easier for competition to enter our markets due to lower up-front technology costs. In addition, we may not be able to maintain
our existing systems or replace or introduce new technologies and systems as quickly as we would like or in a cost-effective manner.
Our technology and associated
business processes may contain undetected errors, which could limit our ability to provide our services and diminish the attractiveness
of our offerings.
Our technology may contain
undetected errors, defects, or bugs. As a result, our customers or end users may discover errors or defects in our technology or the systems
incorporating our technology may not operate as expected. We may discover significant errors or defects in the future that we may not
be able to fix. Our inability to fix any of those errors could limit our ability to provide our solution, impair the reputation of our
brand and diminish the attractiveness of our product offerings to our customers. In addition, we may utilize third party technology
or components in our products, and we rely on those third parties to provide support services to us. Failure of those third parties to
provide necessary support services could materially adversely impact our business.
We need to protect our
intellectual property, or our operating results may suffer.
Third parties may infringe
our intellectual property and we may suffer competitive injury or expend significant resources enforcing our rights. As our business is
focused on data-driven results and analytics, we rely heavily on proprietary information technology. Our proprietary portfolio consists
of various intellectual property including source code, trade secrets, and know-how. The extent to which such rights can be protected
is substantially based on federal, state and common law rights as well as contractual restrictions. The steps we have taken to protect
our intellectual property may not prevent the misappropriation of our proprietary information or deter independent development of
similar technologies by others. If we do not enforce our intellectual property rights vigorously and successfully, our competitive position
may suffer which could harm our operating results.
We could incur substantial
costs and disruption to our business as a result of any claim of infringement of another party’s intellectual property rights,
which could harm our business and operating results.
From time to time, third parties
may claim that one or more of our products or services infringe their intellectual property rights. We analyze and take action in response
to such claims on a case-by-case basis. Any dispute or litigation regarding patents or other intellectual property could be costly and
time-consuming due to the complexity of our technology and the uncertainty of intellectual property litigation, which could divert the
attention of our management and key personnel away from our business operations. A claim of intellectual property infringement could force
us to enter into a costly or restrictive license agreement, which might not be available under acceptable terms or at all or could subject
us to significant damages or to an injunction against development and sale of certain of our products or services.
We face intense and
growing competition, which could result in reduced sales and reduced operating margins and limit our market share.
We compete in the data, marketing,
and research business and in all other facets of our business against small, medium and large companies throughout the United States.
Some examples include companies such as LiveRamp, The TradeDesk and OneTrust. If we are unable to successfully compete for new business
our revenue growth and operating margins may decline. The market for our advertising and marketing technology operating system platform
is competitive. We believe that our competitors’ product offerings do not provide the end-to-end solutions our product solutions
do, and their minimum fees are substantially higher than ours for a comparative suite of solutions. However, barriers to entry in our
markets are relatively low. With the introduction of new technologies and market entrants, we expect competition to intensify in the future.
Some of these competitors may be in a better position to develop new products and strategies that more quickly and effectively respond
to changes in customer requirements in our markets. The introduction of competent, competitive products, pricing strategies or other technologies
by our competitors that are superior to or that achieve greater market acceptance than our products and services could adversely affect
our business. Our failure to meet a client’s expectations in any type of contract may result in an unprofitable engagement, which
could adversely affect our operating results and result in future rejection of our products and services by current and prospective clients.
Some of our principal competitors offer their products at a lower price, which may result in pricing pressures. These pricing pressures
and increased competition generally could result in reduced sales, reduced margins or the failure of our product and service offerings
to achieve or maintain more widespread market acceptance.
Many of our competitors
are substantially larger than we are and have significantly greater financial, technical, and marketing resources, and have
established direct and indirect channels of distribution. As a result, they are able to devote greater resources to the development,
promotion and sale of their products than we can.
We can provide no assurance
that our business will be able to maintain a competitive technology advantage in the future.
Our ability to generate revenues
is substantially based upon our proprietary intellectual property that we own and protect through trade secrets and agreements with our
employees to maintain ownership of any improvements to our intellectual property. Our ability to generate revenues now and in the future
is based upon maintaining a competitive technology advantage over our competition. We can provide no assurances that we will be able to
maintain a competitive technology advantage in the future over our competitors, many of whom have significantly more experience, more
extensive infrastructure and are better capitalized than us.
No assurances can be
given that we will be able to keep up with a rapidly changing business information market.
Consumer needs and the business
information industry as a whole are in a constant state of change. Our ability to continually improve our current processes and products
in response to these changes and to develop new products and services to meet those needs are essential in maintaining our competitive
position and meeting the increasingly sophisticated requirements of our customers. If we fail to enhance our current products and services
or fail to develop new products in light of emerging industry standards and information requirements, we could lose customers to current
or future competitors, which could result in impairment of our growth prospects and revenues.
The market for programmatic
advertising campaigns is relatively new and evolving. If this market develops slower or differently than we expect, our business, growth
prospects and financial condition would be adversely affected.
A substantial portion of our
revenue has been derived from customers that programmatically purchase and sell advertising inventory through our platform. We expect
that spending on programmatic ad buying and selling will continue to be a significant source of revenue for the foreseeable future, and
that our revenue growth will largely depend on increasing spend through our platform. The market for programmatic ad buying is an emerging
market, and our current and potential customers may not shift quickly enough to programmatic ad buying from other buying methods, reducing
our growth potential. Because our industry is relatively new, we will encounter risks and difficulties frequently encountered by early-stage
companies in similarly rapidly evolving industries, including the need to:
|
· |
Maintain our reputation and build trust with advertisers and digital media property owners; |
|
|
|
|
· |
Offer competitive pricing to publishers, advertisers, and digital media agencies; |
|
|
|
|
· |
Maintain quality and expand quantity of our advertising inventory; |
|
|
|
|
· |
Continue to develop, launch, and upgrade the technologies that enable us to provide our solutions; |
|
|
|
|
· |
Respond to evolving government regulations relating to the internet, telecommunications, mobile, privacy, marketing, and advertising aspects of our business; |
|
|
|
|
· |
Identify, attract, retain, and motivate qualified personnel; and |
|
|
|
|
· |
Cost-effectively manage our operations, including our international operations. |
If the market for programmatic
ad buying deteriorates or develops more slowly than we expect, it could reduce demand for our platform, and our business, growth prospects
and financial condition would be adversely affected.
Our failure to maintain
and grow the customer base on our platform may negatively impact our revenue and business.
To sustain or increase our
revenue, we must regularly add both new advertiser customers and publishers, while simultaneously keeping existing customers to maintain
or increase the amount of advertising inventory purchased through our platform and adopt new features and functionalities that we add
to our platform. If our competitors introduce lower cost or differentiated offerings that compete with or are perceived to compete with
ours, our ability to sell access to our platform to new or existing customers could be impaired. Our agreements with our customers allow
them to change the amount of spending on our platform or terminate our services with limited notice. Our customers typically have relationships
with different providers and there is limited cost to moving budgets to our competitors. As a result, we may have limited visibility as
to our future advertising revenue streams. We cannot assure you that our customers will continue to use our platform or that we will be
able to replace, in a timely or effective manner, departing customers with new customers that generate comparable revenue. If a major
customer representing a significant portion of our business decides to materially reduce its use of our platform or to cease using our
platform altogether, it is possible that our revenue could be significantly reduced.
We rely substantially
on a limited number of customers for a significant percentage of our sales.
For the years ended December
31, 2023, and 2022, total sales of our products to two customers represented approximately 73% and 48% of our revenues, respectively.
Our contracts with our customers generally do not obligate them to a specified term and they can generally terminate their relationship
with us at any time with a minimal amount of notice. If we lose any of our customers, or any of them decide to scale back on purchases
of our products, it will have a material adverse effect on our financial condition and prospects. Therefore, we must engage in continual
sales efforts to maintain revenue, sustain our customer relationships, and expand our client base or our operating results will suffer.
If a significant client fails to renew a contract or renews the contract on terms less favorable to us than before, our business could
be negatively impacted if additional business is not obtained to replace or supplement that which was lost. We may require additional
financial resources to expand our internal and external sales capabilities, although we plan to use a portion of the net proceeds of this
offering for this purpose. We cannot assure that we will be able to sustain our customer relationships and expand our client base. The
loss of any of our current customers or our inability to expand our customer base will have a material adverse effect on our business
plans and prospects.
If we fail to innovate
and make the right investment decisions in our offerings and platform, we may not attract and retain advertisers and publishers and our
revenue and results of operations may decline.
Our industry is subject to
rapid and frequent changes in technology, evolving customer needs and the frequent introduction by our competitors of new and enhanced
offerings. We must constantly make investment decisions regarding our offerings and technology to meet customer demand and evolving industry
standards. We may make wrong decisions regarding these investments. If new or existing competitors have more attractive offerings or functionalities,
we may lose customers or customers may decrease their use of our platform. New customer demands, superior competitive offerings or new
industry standards could require us to make unanticipated and costly changes to our platform or business model. If we fail to adapt to
our rapidly changing industry or to evolving customer needs, demand for our platform could decrease and our business, financial condition
and operating results may be adversely affected.
We may not be able to
integrate, maintain and enhance our advertising solutions to keep pace with technological and market developments.
The market for digital video
advertising solutions is characterized by rapid technological change, evolving industry standards and frequent introductions of new products
and services. To keep pace with technological developments, satisfy increasing publisher and advertiser requirements, maintain the attractiveness
and competitiveness of our advertising solutions and ensure compatibility with evolving industry standards and protocols, we will need
to anticipate and respond to varying product lifecycles, regularly enhance our current advertising solutions and develop and introduce
new solutions and functionality on a timely basis. This requires significant investment of financial and other resources. For example,
we will need to invest significant resources into expanding and developing our platforms in order to maintain a comprehensive solution.
Ad exchanges and other technological developments may displace us or introduce an additional intermediate layer between us and our customers
and digital media properties that could impair our relationships with those customers.
If we fail to detect
advertising fraud, we could harm our reputation and hurt our ability to execute our business plan.
As we are in the business
of providing services to publishers, advertisers, and agencies, we must deliver effective digital advertising campaigns. Despite our efforts
to implement fraud protection techniques in our platforms, some of our advertising and agency campaigns may experience fraudulent and
other invalid impressions, clicks or conversions that advertisers may perceive as undesirable, such as non-human traffic generated by
computers designed to simulate human users and artificially inflate user traffic on websites. These activities could overstate the performance
of any given digital advertising campaign and could harm our reputation. It may be difficult for us to detect fraudulent or malicious
activity because we do not own content and rely in part on our digital media properties to control such activity. Industry
self-regulatory bodies, the U.S. Federal Trade Commission and certain influential members of Congress have increased their scrutiny and
awareness of, and have taken recent actions to address, advertising fraud and other malicious activity. If we fail to detect or prevent
fraudulent or other malicious activity, the affected advertisers may experience or perceive a reduced return on their investment and our
reputation may be harmed. High levels of fraudulent or malicious activity could lead to dissatisfaction with our solutions, refusals to
pay, refund or future credit demands or withdrawal of future business.
The loss of advertisers
and publishers as customers could significantly harm our business, operating results, and financial condition.
Our customer base consists
primarily of advertisers and publishers. We do not have exclusive relationships with advertising agencies, companies that are advertisers,
or publishers, such that we largely depend on agencies to work with us as they embark on advertising campaigns for advertisers. The loss
of agencies as customers and referral sources could significantly harm our business, operating results and financial condition. If we
fail to maintain satisfactory relationships with an advertising agency, we risk losing business from the advertisers represented by that
agency.
Furthermore, advertisers and
publishers may change advertising agencies. If an advertiser switches from an agency that utilizes our platform to one that does not,
we will lose revenue from that advertiser. In addition, some advertising agencies have their own relationships with publishers that are
different than our relationships, such that they might directly connect advertisers with such publishers. Our business may suffer to the
extent that advertising agencies and inventory suppliers purchase and sell advertising inventory directly from one another or through
intermediaries other than us.
Our sales efforts with
advertisers and publishers require significant time and expense.
Attracting new advertisers
and publishers requires substantial time and expense, and we may not be successful in establishing new relationships or in maintaining
or advancing our current relationships. Our solutions, including our programmatic solutions, and our business model often requires us
to spend substantial time and effort educating our own sales force and potential advertisers, advertising agencies, supply side platforms
and digital media properties about our offerings, including providing demonstrations and comparisons against other available solutions.
This process is costly and time-consuming. If we are not successful in targeting, supporting, and streamlining our sales processes, our
ability to grow our business may be adversely affected.
Changes in consumer
sentiment or laws, rules or regulations regarding tracking technologies and other privacy matters could have a material adverse effect
on our ability to generate net revenues and could adversely affect our ability to collect data on consumer shopping behavior.
The collection and use of
electronic information about users is an important element of our data intelligence technology and solutions. However, consumers may become
increasingly resistant to the collection, use and sharing of information, including information used to deliver advertising and to attribute
credit to publishers in performance marketing programs, and take steps to prevent such collection, use and sharing of information. For
example, consumer complaints and/or lawsuits regarding advertising or other tracking technologies in general and our practices specifically
could adversely impact our business. In addition to this change in consumer preferences, if retailers or brands perceive significant negative
consumer reaction to targeted advertising or the tracking of consumers’ activities, they may determine that such advertising or
tracking has the potential to negatively impact their brand. In that case, advertisers may limit or stop the use of our solutions, and
our operating results and financial condition would be adversely affected.
Government regulation
of the Internet, e-commerce and m-commerce is evolving, and unfavorable changes or failure by us to comply with these laws and regulations
could substantially harm our business and results of operations.
We are subject to general
business regulations and laws as well as regulations and laws specifically governing the Internet, e-commerce, and m-commerce in a number
of jurisdictions around the world. Existing and future regulations and laws could impede the growth of the Internet, e-commerce, m-commerce,
or other online services. These regulations and laws may involve taxation, tariffs, privacy and data security, anti-spam, data protection,
content, copyrights, distribution, electronic contracts, electronic communications, and consumer protection. It is not clear how existing
laws and regulations governing issues such as property ownership, sales and other taxes, libel and personal privacy apply to the Internet
as the vast majority of these laws and regulations were adopted prior to the advent of the Internet and do not contemplate or address
the unique issues raised by the Internet, e-commerce or m-commerce. It is possible that general business regulations and laws, or those
specifically governing the Internet, e-commerce or m-commerce may be interpreted and applied in a manner that is inconsistent from one
jurisdiction to another and may conflict with other rules or our practices. We cannot assure you that our practices have complied, comply,
or will comply fully with all such laws and regulations. Any failure, or perceived failure, by us to comply with any of these laws or
regulations could result in damage to our reputation, a loss in business, and proceedings or actions against us by governmental entities
or others. Any such proceeding or action could hurt our reputation, force us to spend significant resources in defense of these proceedings,
distract our management, increase our costs of doing business, and cause consumers and retailers to decrease their use of our marketplace,
and may result in the imposition of monetary liability. We may also be contractually liable to indemnify and hold harmless third parties
from the costs or consequences of noncompliance with any such laws or regulations. In addition, it is possible that governments of one
or more countries may seek to censor content available on our websites and mobile applications or may even attempt to completely block
access to our marketplace. Adverse legal or regulatory developments could substantially harm our business. In particular, in the event
that we are restricted, in whole or in part, from operating in one or more countries, our ability to retain or increase our customer base
may be adversely affected and we may not be able to maintain or grow our net revenues as anticipated.
We may be required to
invest significant monies upfront in capital intensive project(s) which we may be unable to recover.
Failure to recover significant,
up-front capital investments required by certain client contracts could be harmful to the Company’s financial condition and operating
results. Certain of our client contracts require significant investment in the early stages, which we expect to recover through billings
over the life of the contract. These contracts may involve the construction of new computer systems and communications networks or the
development and deployment of new technologies. Substantial performance risk exists in each contract with these characteristics, and some
or all elements of service delivery under these contracts are dependent upon successful completion of the development, construction, and
deployment phases. Failure to successfully meet our contractual requirements under these contracts over their life increases the possibility
that we may not recover our capital investments in these contracts. Failure to recover our capital investments could be detrimental to
the particular engagement as well as our operating results.
We are subject to payment-related
risks and, if our customers do not pay or dispute their invoices, our business, financial condition, and operating results may be adversely
affected.
We may be involved in disputes
with agencies and their advertisers over the operation of our platform, the terms of our agreements or our billings for purchases made
by them through our platform. If we are unable to collect or make adjustments to bills to customers, we could incur write-offs for bad
debt, which could have a material adverse effect on our results of operations for the periods in which the write-offs occur. In the future,
bad debt may exceed reserves for such contingencies and our bad debt exposure may increase over time. Any increase in write-offs for bad
debt could have a materially negative effect on our business, financial condition, and operating results. Even if we are not paid by our
customers on time or at all, we are still obligated to pay for the advertising inventory we have purchased for the advertising campaign,
and as a consequence, our results of operations and financial condition would be adversely impacted.
If we default
on our credit obligations, our operations may be interrupted, and our business and financial results could be adversely affected.
Publishers extend us credit
terms for the purchase of advertising inventory. We currently have outstanding payables to existing publishers. If we are unable to pay
our publishers in a timely fashion, they may elect to no longer sell us inventory to provide for sale to advertisers. Also, it may be
necessary for us to incur additional indebtedness to maintain operations of the Company. If we default on our credit obligations, our
lenders and debt financing holders may, among other things:
|
· |
require repayment of any outstanding obligations or amounts drawn on our credit facilities; |
|
|
|
|
· |
terminate our credit; |
|
|
|
|
· |
stop delivery of ordered equipment; |
|
|
|
|
· |
discontinue our ability to acquire inventory that is sold to advertisers; |
|
|
|
|
· |
require us to accrue interest at higher rates; or |
|
|
|
|
· |
require us to pay significant damages. |
If some or all of these events
were to occur, our operations may be interrupted and our ability to fund our operations or obligations, as well as our business, financial
results, and financial condition, could be adversely affected.
Our failure to recruit
or the loss of management and highly trained and qualified personnel could adversely affect our operations.
Our future success depends
in large part on our current senior management team and our ability to attract and retain additional high-quality management and operating
personnel. Our senior management team’s in-depth knowledge of and deep relationships with the participants in our industry are extremely
valuable to us. Our business also requires skilled technical and marketing personnel, who are in high demand and are often subject to
competing offers. Our failure to recruit and retain qualified personnel could hinder our ability to successfully develop and operate our
business, which could have a material adverse effect on our financial position and operating results. The complexity of our data products,
processing functionality, software systems and services require highly trained professionals to operate, maintain, improve and repair
them. While we presently have a sophisticated, dedicated and experienced team of associates who have a deep understanding of our business,
some of whom have been with Mobiquity for years, the labor market for these individuals has historically been, and is currently, very
competitive due to the limited number of people available with the necessary technical skills and understanding, compensation strategies,
general economic conditions and various other factors. As the business information and marketing industries continue to become more technologically
advanced, we anticipate increased competition for qualified personnel. The loss of the services of highly trained personnel like the Company’s
current team of associates, or the inability to recruit and retain additional, qualified associates, could have a material adverse effect
on our business, financial position or operating results.
We can provide no assurance that our third-party
vendors’ and service providers’ cybersecurity risk management processes, including their policies, controls or procedures,
will be effective in protecting our systems and information.
In the ordinary course
of business, we receive, process, use, and store digitally large amounts of data, including confidential, sensitive, proprietary, and
personal information. Maintaining the integrity and availability of our information technology systems and this information, as well as
appropriate limitations on access and confidentiality of such information, is important to us and our business operations. To this end,
we have implemented policies designed to assess, identify, and manage risks from potential unauthorized occurrences on or through our
information technology systems that may result in adverse effects on the confidentiality, integrity, and availability of these systems
and the data residing in them. While we have taken measures designed to protect the security of the confidential and personal information
under our control, we cannot provide absolute assurance that any security measures that we or our third-party service providers have implemented
will be effective against current or future security threats.
Our cybersecurity program is managed by our Chief
Technology Officer. Most of the information generated and collected by us is stored and maintained by third-party vendors and service
providers, who have demonstrated their own cybersecurity protocols which our management believes to be adequate for protecting our digital
files in their possession. Our CTO is responsible for assessing and managing cybersecurity risks. Our CTO has cybersecurity expertise.
We have no formal cybersecurity policies and processes in place, however, the Board and management believe cybersecurity represents an
important component of our overall approach to risk management and oversight.
We consider cybersecurity,
along with other significant risks that we face, within our overall enterprise risk management framework. Our Board of Directors has oversight
for the most significant risks facing us and for our processes to identify, prioritize, assess, manage, and mitigate those risks. We intend
to provide our Board of Directors with periodic updates on cybersecurity and information technology matters and related risk exposures
from management. Most information is stored directly to Amazon Web Services platforms, which provide market-leading data security for
their centralized servers. Our company follows best practices for security, indemnity and compliance. All connections in and out
of our remote services are done over secure connections, including https and Secure Shell (SSH) protocols. On occasion, limited amounts
of information such as names and emails are exported from our systems solely for the purposes of accounting and filings and is not shared
outside of our company and its contracted accounting consultants, which are under confidentiality agreements.
Cybersecurity threats have not materially affected
our company, including its business strategy, results of operations or financial condition. Our company is not aware of any material security
breach to date. Accordingly, our company has not incurred any expenses over the last two years relating to information security breaches.
The occurrence of cyber-incidents, or a deficiency in our cybersecurity or in those of any of our third party service providers could
negatively impact our business by causing a disruption to our operations, a compromise or corruption of our confidential information and
systems, or damage to our business relationships or reputation, all of which could negatively impact our business and results of operations.
There can be no assurance that our third-party vendors’ and service providers’ cybersecurity risk management processes, including
their policies, controls or procedures, will be effective in protecting our systems and information.
Risks Relating to this Offering and Ownership
of Our Securities
Our common stock is
subject to the “penny stock” rules. These penny stock rules make it difficult to resell securities classified as “penny
stock.”
The Company’s common
stock and warrants were recently delisted from the Nasdaq Capital Markets for failure to meet the continuing listing requirements. Since
the Company’s common stock and warrants are quoted in the OTC Markets, our common stock and warrants are subject to “penny
stock” rules (generally defined as non-exchange traded stock with a per-share price below $5.00). Unless we maintain a per-share
price above $5.00, our common stock and warrants will continue to be a “penny stock.” These rules impose additional sales
practice requirements on broker-dealers that recommend the purchase or sale of penny stocks to persons other than those who qualify as
“established customers” or “accredited investors.” For example, broker-dealers must determine the appropriateness
for non-qualifying persons of investments in penny stocks. Broker-dealers must also provide, prior to a transaction in a penny stock not
otherwise exempt from the rules, a standardized risk disclosure document that provides information about penny stocks and the risks in
the penny stock market. The broker-dealer also must provide the customer with current bid and offer quotations for the penny stock, disclose
the compensation of the broker-dealer and its salesperson in the transaction, furnish monthly account statements showing the market value
of each penny stock held in the customer’s account, provide a special written determination that the penny stock is a suitable investment
for the purchaser, and receive the purchaser’s written agreement to the transaction.
Legal remedies available to
an investor in “penny stocks” may include the following:
|
· |
If a “penny stock” is sold to the investor in violation of the requirements listed above, or other federal or states securities laws, the investor may be able to cancel the purchase and receive a refund of the investment. |
|
|
|
|
· |
If a “penny stock” is sold to the investor in a fraudulent manner, the investor may be able to sue the persons and firms that committed the fraud for damages. |
These requirements may have
the effect of reducing the level of trading activity, if any, in the secondary market for a security that becomes subject to the penny
stock rules. The additional burdens imposed upon broker-dealers by such requirements may discourage broker-dealers from effecting transactions
in our securities, which could severely limit the market price and liquidity of our securities. These requirements may restrict the ability
of broker-dealers to sell our common stock and may affect your ability to resell our common stock.
Many brokerage firms will
discourage or refrain from recommending investments in penny stocks. Most institutional investors will not invest in penny stocks. In
addition, many individual investors will not invest in penny stocks due, among other reasons, to the increased financial risk generally
associated with these investments.
For these reasons, penny stocks
may have a limited market and, consequently, limited liquidity.
The market price of
our common stock is likely to remain highly volatile because of several factors, including a limited public float.
From December 2021 through
December 6, 2023, our common stock traded on the Nasdaq Capital Market. Currently, our common stock and warrants trade under the symbols
“MOBQ” and “MOBQW,” respectively, on the OTC markets. The market price of our common stock has been volatile in
the past and the market price of our common stock and our warrants may be highly volatile in the future. You may not be able to resell
shares of our common stock or warrants following periods of volatility because of the market’s adverse reaction to volatility.
Other factors that could cause
such volatility may include, among other things:
|
· |
actual or anticipated fluctuations in our operating results; |
|
|
|
|
· |
the absence of securities analysts covering us and distributing research and recommendations about us; |
|
|
|
|
· |
we may have a low trading volume for a number of reasons, including that a large portion of our stock is closely held; |
|
|
|
|
· |
overall stock market fluctuations; |
|
|
|
|
· |
announcements concerning our business or those of our competitors; |
|
|
|
|
· |
actual or perceived limitations on our ability to raise capital when we require it, and to raise such capital on favorable terms; |
|
|
|
|
· |
conditions or trends in the industry; |
|
|
|
|
· |
litigation; |
|
|
|
|
· |
changes in market valuations of other similar companies; |
|
|
|
|
· |
future sales of common stock; |
|
|
|
|
· |
departure of key personnel or failure to hire key personnel; and |
|
|
|
|
· |
general market conditions. |
Any of these factors could
have a significant and adverse impact on the market price of our common stock and/or warrants. In addition, the stock market in general
has at times experienced extreme volatility and rapid decline that has often been unrelated or disproportionate to the operating performance
of particular companies. These broad market fluctuations may adversely affect the trading price of our common stock and/or warrants, regardless
of our actual operating performance.
Our future sales of
common stock by management and other stockholders may have an adverse effect on the then prevailing market price of our common stock.
Sales of our common stock
may be made by holders of our public float or by holders of restricted securities in compliance with the provisions of Rule 144 of the
Securities Act of 1933. In general, under Rule 144, a non-affiliated person who has satisfied a six-month holding period in a fully reporting
company under the Securities Exchange Act of 1934 may, sell their restricted common stock without volume limitation, so long as the issuer
is current with all reports under the Exchange Act in order for there to be adequate common public information. Affiliated persons may
also sell their common shares held for at least six months, but affiliated persons will be required to meet certain other requirements,
including manner of sale, notice requirements and volume limitations. Non-affiliated persons who hold their common shares for at least
one year will be able to sell their common stock without the need for there to be current public information in the hands of the public.
Future sales of shares of our public float or by restricted common stock made in compliance with Rule 144 may have an adverse effect on
the then prevailing market price, if any, of our common stock.
As of March 25, 2024, we have
5,156,333 shares of common stock outstanding. The possibility that substantial amounts of common stock and warrants may be sold in the
public market may adversely affect prevailing market prices for our common stock and could impair our ability to raise capital through
the sale of our equity securities or impair our shareholders’ ability to sell on the open market. Additionally, any substantial
increase of our shares that are eligible to be sold into the market in the near future could cause the market price of our common shares
to drop significantly, even if our business is doing well.
As part of our past
restatement process, we have identified a material weakness in our internal control over financial reporting.
In May 2022 and again in November
2022, our Audit Committee concluded, after discussion with the Company’s management and independent registered public accounting
firm BF Borgers, CPA PC, that the previously issued financial statements during the Affected Period should no longer be relied upon due
to:
|
· |
The recording of compensation expense for warrants issued in an equity financing. The warrants were a direct offering cost and should have been recorded as a reduction in additional paid-in capital, |
|
|
|
|
· |
The recording of the sale of warrants for cash that should have increased additional paid-in capital and not other income, |
|
|
|
|
· |
The recording of a mark to market adjustment for stock sold to third parties. The Company recognized a gain as a part of other income and a decrease to additional paid-in capital, this entry was made in error as the Company was not a holder of an investment of its own stock, |
|
|
|
|
· |
The reduction of our net operating loss carryforward and related deferred tax assets; and |
|
|
|
|
· |
Various reclassifications throughout our balance sheet, statement of operations, stockholders’ equity and cash flows to better reflect the nature or classification of each transaction. |
As part of the restatement
process, we have identified a material weakness in our internal control over financial reporting.
A material weakness is a deficiency,
or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material
misstatement of our annual or interim financial statements will not be prevented or detected and corrected on a timely basis. Effective
internal controls are necessary for us to provide reliable financial reports and prevent fraud. We continue to evaluate steps to remediate
the material weakness. These remediation measures may be time consuming and costly and there is no assurance that these initiatives will
ultimately have the intended effects.
Any failure to maintain effective
internal controls could adversely impact our ability to report our financial position and results from operations on a timely and accurate
basis. If our financial statements are not accurate, investors may not have a complete understanding of our operations. Likewise, if our
financial statements are not filed on a timely basis, we could be subject to sanctions or investigations by the stock exchange on which
our ordinary shares and other securities are listed, the SEC or other regulatory authorities. In either case, there could result a material
adverse effect on our business. Ineffective internal controls could also cause investors to lose confidence in our reported financial
information which could have a negative effect on the trading price of our stock.
We can give no assurance that
the measures we have taken and plan to take in the future will remediate the material weakness identified or that any additional material
weaknesses or restatements of financial results will not arise in the future due to a failure to implement and maintain adequate internal
control over financial reporting or circumvention of these controls. In addition, even if we are successful in strengthening our controls
and procedures, in the future those controls, and procedures may not be adequate to prevent or identify irregularities or errors or to
facilitate the fair presentation of our consolidated financial statements.
We in the past identified
significant deficiencies in our internal control over financial reporting that, if not corrected, could result in material misstatements
of our financial statements.
We have concluded that we
had not maintained effective internal control over financial reporting through the three years ended December 31, 2022. The Company determined
that it had deficiencies over financial statements recording in areas of recording revenue and expenses in proper cut off as well as proper
classification of accounts. Significant deficiencies and material weaknesses in our internal control could have a material adverse effect
on us. Due to these deficiencies, there is a reasonable possibility that a material misstatement of the Company’s annual or interim
financial statements will not be prevented or detected on a timely basis. We are continuing to remediate these deficiencies and material
weaknesses. We are taking steps to enhance our internal control environment to establish and maintain effective disclosure and financial
controls and procedures, internal control over financial reporting and changes in corporate governance.
Internal Controls Remediation Efforts
During fiscal 2023, we worked to remediate the
deficiencies and material weaknesses in our internal controls. We have taken steps to enhance our internal control environment to improve
and maintain effective internal control over financial reporting and changes in corporate governance. In this regard, the Company is in
the process of adopting several corporate governance policies, and will expand on its 2021 established Audit Committee and other committees
of the Board of Directors. The Audit Committee, as a priority, initiated the process of segregating tasks and processes to ensure proper
internal controls over financial reporting. In connection with this process the Company:
|
· |
Hired additional staff, both internally and externally, to the Finance department, with sufficient GAAP and public company financial reporting experience. These hires began their duties in Q3 2022. |
|
· |
Hired a consultant, Refidential One, to assist in internal control review, risk assessment, process documentation, gap remediation, control testing and monitoring. Starting in February 2022, Refidential One, in accord with the Company, achieved the following results: |
|
|
o |
Identified internal control issues brought forth by process walkthroughs and internal control testing. |
|
|
o |
Successfully implemented remediations to address such internal control issues in 2022. |
|
|
o |
Implemented monitoring activities to ensure these controls are effective, incorporated the testing of these controls in the second half of 2022, and will continue to test and monitor the controls in 2023 and beyond. |
A material weakness in our
internal control over financial reporting could adversely impact our ability to provide timely and accurate financial information, and
to timely or accurately report our financial condition, results of operations or cash flows or maintain effective disclosure controls
and procedures. If we are unable to report financial information timely and accurately or to maintain effective disclosure controls and
procedures, we could be subject to, among other things, regulatory or enforcement actions by the SEC, any one of which could adversely
affect our business prospects.
We do not intend to
pay dividends for the foreseeable future and thus you must rely on stock appreciation for any return on your investment.
While we are required to pay
dividends on our newly issued Series H Preferred Stock, we do not anticipate paying cash dividends on our common stock in the foreseeable
future. We may not have sufficient funds to legally pay dividends. Even if funds are legally available to pay dividends, we may nevertheless
decide in our sole discretion not to pay dividends. The declaration, payment and amount of any future dividends will be made at the discretion
of our board of directors, and will depend upon, among other things, the results of our operations, cash flows and financial condition,
operating and capital requirements, and other factors our board of directors may consider relevant. There is no assurance that we will
pay any dividends in the future, and, if dividends are paid, there is no assurance with respect to the amount of any such dividend. As
a result, you must rely on stock appreciation and a liquid trading market for any return on your investment. If an active and liquid trading
market does not develop, you may be unable to sell your shares of common stock at the time you
would like to sell.
Our principal stockholders,
directors and executive officers have a material level of control over us, which could delay or prevent a change in our corporate control
favored by our other stockholders.
Currently, our principal stockholders,
directors, and executive officers beneficially own, in the aggregate, more than 50% of our outstanding common stock (including derivative
securities convertible into common stock). The interests of our current directors and executive officers may differ from the interests
of other stockholders. As a result, these current directors and officers could have the ability to exercise material influence over all
corporate actions requiring stockholder approval, irrespective of how our other stockholders may vote, including the following actions:
|
· |
approval of certain mergers and other significant corporate transactions, including a sale of substantially all of our assets and material financing transactions; |
|
|
|
|
· |
election of directors; |
|
|
|
|
· |
adoption of or amendments to stock option plans; or |
|
|
|
|
· |
amendment of charter documents. |
Our certificate of incorporation
grants our board of directors the authority to issue a new series of preferred stock without further approval by our shareholders, which
could adversely affect the rights of the holders of our common shares.
Our board of directors has
the power to fix and determine the relative rights and preferences of preferred stock. Our board of directors also has the power to issue
preferred stock without further shareholder approval, subject to applicable listing regulations. As a result, our board of directors could
authorize the issuance of new series of preferred stock that would grant to holders thereof certain rights in preference to the rights
of our common stockholders to:
|
· |
our assets upon liquidation; |
|
|
|
|
· |
receive dividend payments ahead of holders of common shares; |
|
|
|
|
· |
the redemption of the shares, together with a premium, prior to the redemption of our common shares; |
|
|
|
|
· |
vote to approve matters as a separate class or have more votes per share relative to shares of common stock. |
In addition, our board of
directors could authorize the issuance of new series of preferred stock that is convertible into our common shares or may also authorize
the sale of additional shares of authorized common stock, which could decrease the relative voting power of our common shares or result
in dilution to our existing shareholders.
As a public company,
we are subject to complex legal and accounting requirements that will require us to incur significant expenses and will expose us to risk
of non-compliance.
As a public company, we are
subject to numerous legal and accounting requirements, that do not apply to private companies. The cost of compliance with many of these
requirements is material, not only in absolute terms but, more importantly, in relation to the overall scope of the operations of a small
company. Our management team is relatively inexperienced in complying with these requirements, and our management resources are limited,
which may lead to errors in our accounting and financial statements, and which may impair our operations. This inexperience and lack of
resources may also increase the cost of compliance and may also increase the risk that we will fail to comply. Failure to comply with
these requirements can have numerous adverse consequences including, but not limited to, our inability to file required periodic reports
on a timely basis, resulting in loss of market confidence and/or governmental or private actions against us. We cannot assure you that
we will be able to comply with all of these requirements or that the cost of such compliance will not prove to be a substantial competitive
disadvantage vis-à-vis our privately held and larger public competitors.
General Risk Factors
Certain provisions of
our certificate of incorporation, bylaws and New York law make it more difficult for a third party to acquire us and make a takeover more
difficult to complete, even if such a transaction were in the stockholders’ interest.
Our restated certificate of
incorporation, as amended, and by-laws and New York law contain provisions that are intended to deter coercive takeover practices and
inadequate takeover bids by making such practices or bids unacceptably expensive to the raider and to encourage prospective acquirers
to negotiate with our board of directors rather than to attempt a hostile takeover. In addition, provisions of our restated certificate
of incorporation, as amended, by-laws and New York law impose various procedural and other requirements, which could make it more
difficult for shareholders to effect certain corporate actions. These provisions include, among others:
|
· |
the inability of our shareholders to call a special meeting; |
|
|
|
|
· |
rules regarding how shareholders may present proposals or nominate directors for election at shareholder meetings; |
|
|
|
|
· |
the right of our Board to issue preferred stock without shareholder approval; and |
|
|
|
|
· |
the ability of our directors, and not shareholders, to fill vacancies on our Board. |
We believe these provisions
may help protect our shareholders from coercive or otherwise unfair takeover tactics by requiring potential acquirers to negotiate with
our Board and by providing our Board with more time to assess any acquisition proposal. These provisions are not intended to make our
Company immune from takeovers. In addition, although we believe these provisions collectively provide for an opportunity to receive higher
bids by requiring potential acquirers to negotiate with our Board, they would apply even if the offer may be considered beneficial by
some shareholders. These provisions may also frustrate or prevent any attempts by our shareholders to replace or remove our current management
team by making it more difficult for shareholders to replace members of our Board, which is responsible for appointing the members of
our management.
Our bylaws provide for
limitations of director liability and indemnification of directors and officers and employees.
Our bylaws provide that we
will indemnify our directors, officers and employees to the fullest extent permitted by law. Our bylaws also provide that we are obligated
to advance expenses incurred by a director or officer in advance of the final disposition of any action or proceeding. We believe that
these provisions are necessary to attract and retain qualified persons as directors and officers.
Section 402(b) of the
BCL permits a New York corporation to include in its certificate of incorporation a provision eliminating the potential monetary liability
of a director to the corporation or its shareholders for breach of fiduciary duty as a director; provided that this provision may not
eliminate the liability of a director (i) for acts or omissions in bad faith or which involve intentional misconduct or a knowing
violation of law, (ii) for any transaction from which the director receives an improper personal benefit or (iii) for any acts in violation
of Section 719 of the BCL. Section 719 provides that a director who votes or concurs in a corporate action will be liable to the
corporation for the benefit of its creditors and shareholders for any damages suffered as a result of an action approving (i) an
improper payment of a dividend, (ii) an improper redemption or purchase by the corporation of shares of the corporation, (iii) an
improper distribution of assets to shareholders after dissolution of the corporation without adequately providing for all known liabilities
of the corporation or (iv) the making of an improper loan to a director of the corporation.
The limitation of liability
in our bylaws may discourage stockholders from bringing a lawsuit against directors for breach of their fiduciary duties. They may also
reduce the likelihood of derivative litigation against directors and officers, even though an action, if successful, might provide a benefit
to us and our stockholders. Our results of operations and financial condition may be harmed to the extent we pay the costs of settlement
and damage awards against directors and officers pursuant to these indemnification provisions.
Item 1B. Unresolved Staff Comments
None.
Item 1C. Cybersecurity
In the ordinary course
of business, we receive, process, use, and store digitally large amounts of data, including confidential, sensitive, proprietary, and
personal information. Maintaining the integrity and availability of our information technology systems and this information, as well as
appropriate limitations on access and confidentiality of such information, is important to us and our business operations. To this end,
we have implemented policies designed to assess, identify, and manage risks from potential unauthorized occurrences on or through our
information technology systems that may result in adverse effects on the confidentiality, integrity, and availability of these systems
and the data residing in them. While we have taken measures designed to protect the security of the confidential and personal information
under our control, we cannot provide absolute assurance that any security measures that we or our third-party service providers have implemented
will be effective against current or future security threats.
Our cybersecurity program is managed by our Chief
Technology Officer. Most of the information generated and collected by us is stored and maintained by third-party vendors and service
providers, who have demonstrated their own cybersecurity protocols which our management believes to be adequate for protecting our digital
files in their possession. Our CTO is responsible for assessing and managing cybersecurity risks. Our CTO has cybersecurity expertise.
We have no formal cybersecurity policies and processes in place, however, the Board and management believe cybersecurity represents an
important component of our overall approach to risk management and oversight.
We consider cybersecurity,
along with other significant risks that we face, within our overall enterprise risk management framework. Our Board of Directors has oversight
for the most significant risks facing us and for our processes to identify, prioritize, assess, manage, and mitigate those risks. We intend
to provide our Board of Directors with periodic updates on cybersecurity and information technology matters and related risk exposures
from management. Most information is stored directly to Amazon Web Services platforms, which provide market-leading data security for
their centralized servers. Our company follows best practices for security, indemnity and compliance. All connections in and out
of our remote services are done over secure connections, including https and Secure Shell (SSH) protocols. On occasion, limited amounts
of information such as names and emails are exported from our systems solely for the purposes of accounting and filings and is not shared
outside of our company and its contracted accounting consultants, which are under confidentiality agreements.
Cybersecurity threats have not materially affected
our company, including its business strategy, results of operations or financial condition. Our company is not aware of any material security
breach to date. Accordingly, our company has not incurred any expenses over the last two years relating to information security breaches.
The occurrence of cyber-incidents, or a deficiency in our cybersecurity or in those of any of our third party service providers could
negatively impact our business by causing a disruption to our operations, a compromise or corruption of our confidential information and
systems, or damage to our business relationships or reputation, all of which could negatively impact our business and results of operations.
There can be no assurance that our third-party vendors’ and service providers’ cybersecurity risk management processes, including
their policies, controls or procedures, will be effective in protecting our systems and information.
Item 2. Properties
The Company is presently utilizing
the office space of its Chief Financial Officer as its principal executive office located at 35 Torrington Lane, Shoreham, NY 11786. All
employees of the Company are working remotely.
Item 3. Legal Proceedings
We are not a party to any
pending material legal proceedings, except as follows:
Michael Trepeta, a former
Co-CEO and director of the Company, filed a lawsuit against the Company and its subsidiary, Mobiquity Networks in April 2023 in the New
York State Supreme Court, Nassau County. The claims stem from a Separation Agreement and Release that Mr. Trepeta and the Company entered
into six years ago in April 2017 which terminated Mr. Trepeta’ s employment agreement and discontinued his employment and directorship
with the Company, among other things, by mutual agreement. Mr. Trepeta also gave the Company a release in the Separation Agreement
and Release. Mr. Trepeta has claimed that the Company fraudulently induced him to enter into the Separation Agreement and Release; that
the Company breached Mr. Trepeta’ s employment agreement; and that the Company breached its covenant of good faith and fair dealing
and its fiduciary duty. Mr. Trepeta is claiming not less than $2.5 Million in damages. Based on the Company’s initial internal review
of the situation, the Company believes the claims lack merit and it intends to vigorously defend same. In
December 2023, the Company was notified that its motion to dismiss Mr. Trepeta’s action was granted but Mr. Trepeta has filed a
notice of appeal. Due to uncertainties inherent in litigation, the Company cannot predict the outcome of this matter at this time.
Item 4. Mine Safety Disclosures
Not applicable.
PART II
Item 5. Market for Common Equity, Related Stockholder
Matters, and Issuer
Common Stock
In the past, our Common Stock
traded on the OTCQB under the symbol “MOBQ” on a limited basis. From December 8, 2021 through December 6, 2023, our Common
Stock traded on the NasdaqCM under the same symbol. On December 6, 2023, our Common Stock was delisted from trading due to the Company’s
failure to meet the continued listing requirements of NasdaqCM. Subsequently, our Common Stock has continued to trade in the OTC Markets. The following table sets forth the range of high and low closing sales prices of our Common Stock for the last
two fiscal years.
Quarters Ended | |
High | | |
Low | |
March 31, 2022 | |
$ | 42.00 | | |
$ | 18.00 | |
June 30, 2022 | |
$ | 41.25 | | |
$ | 9.60 | |
September 30, 2022 | |
$ | 37.05 | | |
$ | 13.50 | |
December 31, 2022 | |
$ | 23.85 | | |
$ | 5.10 | |
March 31, 2023 | |
$ | 18.30 | | |
$ | 2.70 | |
June 30, 2023 | |
$ | 5.40 | | |
$ | 1.65 | |
September 30, 2023 | |
$ | 2.10 | | |
$ | 0.64 | |
December 31, 2023 | |
$ | 0.83 | | |
$ | 0.11 | |
The closing sales price on
March 25, 2024, was $1.10 per share. All quotations provided herein reflect inter-dealer prices, without retail mark-up, markdown, or
commissions.
In the event a public market
for our common stock is sustained in the future, sales of our common stock may be made by holders of our public float or by holders of
restricted securities in compliance with the provisions of Rule 144 of the Securities Act of 1933. In general, under Rule 144, a non-affiliated
person who has satisfied a six-month holding period in a fully reporting company under the Securities Exchange Act of 1934 may, sell their
restricted Common Stock without volume limitation, so long as the issuer is current with all reports under the Exchange Act in order for
there to be adequate public information disclosed. Affiliated persons may also sell their common shares held for at least six months,
but affiliated persons will be required to meet certain other requirements, including manner of sale, notice requirements and volume limitations.
Non-affiliated persons who hold their common shares for at least one year will be able to sell their shares without the need for there
to be current public information in the hands of the public. Future sales of shares of our public float or by restricted common stock
made in compliance with Rule 144 may have an adverse effect on the then prevailing market price, if any, of our common stock.
2021 Warrants
Our 2021 Warrants commenced
trading on the NasdaqCM on December 9, 2021, under the symbol “MOBQW.” The warrants are currently exercisable at $74.70. The
closing sales price of the 2021 Warrants on March 25, 2024 was $0.00. All quotations provided herein reflect inter-dealer prices, without
retail mark-up, markdown or commissions.
Holders of Record
As of February 27, 2024,
there were 114 active holders of record of our common stock. The number of record holders was determined from the records of our transfer
agent and does not include beneficial owners of common stock whose shares are held in the names of various security brokers, dealers,
and registered clearing agencies. As of February 15, 2024, the Company has a list consisting of 2,117 beneficial (“NOBO”)
holders who do not object to having their names provided to the Company. The transfer agent of our common stock is Continental Stock
Transfer & Trust Company, New York NY.
DIVIDEND POLICY
The Company has not paid any
cash dividends to date and does not anticipate or contemplate paying cash dividends on our capital stock in the foreseeable future. Since
January 2, 2024, the Company is required to pay monthly cash dividends or common stock dividends to holders of our Series H Preferred
Stock. In the event the Series H Preferred Stockholders elect to receive a monthly cash dividend, the Company may elect to deliver a secured
one-year promissory note bearing interest at the rate of 15% per annum in lieu of paying cash. It is the present intention of management
to utilize all available funds and future earnings for the development of the Company’s business. Any future determination to declare
cash dividends will be made at the discretion of our Board of Directors, subject to applicable laws, and will depend on our financial
condition, results of operations, capital requirements, general business conditions and other factors that our Board of Directors may
deem relevant. Our future ability to pay cash dividends on our capital stock may be limited by any future debt instruments or preferred
securities.
RECENT SALES OF UNREGISTERED SECURITIES
(a) For fiscal 2022, we had no sales or issuances
of unregistered capital stock, except as referenced above and in the table below:
Date of Sale |
|
Title of Security |
|
Number Sold |
|
Consideration Received and Description of Underwriting or Other Discounts to Market
Price or Convertible
Security, Afforded to
Purchasers |
|
Exemption
from
Registration
Claimed |
|
If Option, Warrant or Convertible
Security, terms
of exercise or
conversion |
2022 |
|
Common Stock |
|
3,333 shares |
|
Services rendered |
|
Rule 506, Section 4(2) |
|
Not applicable |
|
|
|
|
|
|
|
|
|
|
|
2022 |
|
Common Stock |
|
125,229 shares
Warrants to purchase 55,510 shares
|
|
Note conversion of
$2,412,500 of Secured debt and $150,000 of unsecured debt |
|
Section 3(a)(9) |
|
Secured debt converted at $18.75 and $22.50 per share and unsecured debt converted at $30.00 and $60.00 per share (1)(2) |
|
|
|
|
|
|
|
|
|
|
|
2022 |
|
Common Stock |
|
61,497 shares |
|
$1,187,500 raised, no commissions paid |
|
Rule 506, Section 4(2) |
|
Not applicable |
(1) |
The secured investor converted $2,502,500 of principal into 166,833 common shares and warrants to purchase 45,611 shares of common stock at an exercise price of $60.00 per share through September 2029. |
(2) |
The secured investor converted $510,000 of principal into 27,200 common shares and warrants to purchase 13,600 shares of common stock at an exercise price of $60.00 per share through September 2029. |
On December 30, 2022, the
Company and Walleye Opportunities Master Fund Ltd, a Cayman Islands company (the Investor), entered into a Securities Purchase Agreement
(the Agreement) for the Investor to purchase from the Company (i) a senior secured 20% original issue discount (OID) nine-month promissory
note in an aggregate gross principal amount of $1,437,500, less the 20% OID of $287,500, for a net subscription amount of $1,150,000 (the
Investor Note), and (ii) a five year warrant to purchase 174,242 shares of the Company’s common stock at an exercise price of $6.60
per share, exercisable commencing July 1, 2023 and expiring December 30, 2027 (the Investor Warrant). Proceeds from the Agreement were
received by the Company in January 2023. If at any time commencing July 1, 2023, the Company issues, sells, or announces for sale, any
shares of its common stock (Subsequent Equity Sale) for a per share price less than the exercise price of the Investor Warrant in effect
immediately prior to such Subsequent Equity Sale, the exercise price of the Investor Warrant on one occasion only shall be reduced to
an amount equal to the issuance price of the Subsequent Equity Sale.
In conjunction with the Agreement,
the Company issued 34,849 shares of common stock, or approximately 5.3% of the Company’s outstanding shares, to the Investor as
an incentive on the transaction (Incentive Shares). Excluding the above referenced Investor Warrant, the shares of Common Stock exercisable
pursuant to such Investor Warrant are not being considered beneficially owned by the Investor until the Investor Warrant is exercisable
within 60 days. Total issuance fees of $138,500 associated with the closing of the Agreement were paid by the Company to Spartan Capital
Securities LLC and the Investor’s counsel, resulting in net proceeds of $1,011,500. Approximately $163,000 of the loan proceeds
were utilized to repay the outstanding principal and accrued interest under the SBA loan (see above).
(b) For fiscal 2023, we had no sales or issuances
of unregistered capital stock, except as described below:
Date of Sale |
|
Title of Security |
|
Number Sold |
|
Consideration Received and Description of Underwriting or Other Discounts to Market
Price or Convertible
Security, Afforded to
Purchasers |
|
Exemption
from
Registration
Claimed |
|
If Option, Warrant or Convertible
Security, terms
of exercise or
conversion |
2023 |
|
Common Stock |
|
291, 891 shares |
|
Services rendered |
|
Rule 506, Section 4(2) |
|
Not applicable |
|
|
|
|
|
|
|
|
|
|
|
2023 |
|
Common Stock |
|
626, 844 shares
2,448,427 warrants |
|
Shares sold for cash |
|
Rule 506, Section 4(2) |
|
Warrant exercise price ranging from $1.50 to 6.975 per share |
|
|
|
|
|
|
|
|
|
|
|
2023 |
|
Common Stock |
|
34, 849 shares |
|
Original issue discount |
|
Section 3 (a)(9) |
|
Not applicable |
|
|
|
|
|
|
|
|
|
|
|
2023 |
|
Common Stock |
|
2,314,026 shares |
|
Warrant conversion |
|
Section 3 (a)(9) |
|
Each warrant exercise price $6.975 |
|
|
|
|
|
|
|
|
|
|
|
2023 |
|
Common Stock |
|
92,378 shares |
|
Interest conversion |
|
Rule 506, Section 4(2) |
|
Not applicable |
In April 2023, the Board
of Directors or the Compensation Committee of the Company’s Board of Directors approved the following transactions:
|
· |
Grant of 6,667 shares of
restricted common stock to Gene Salkind, Chairman of the Board, for services previously rendered, based on a per share value of
$2.505. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 3,333 shares of
restricted common stock each to the Company’s CEO and another member of the Board of Directors for services as directors of
the Company. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 2,000 shares of common
stock to Mr. Salkind as payment for accrued and unpaid interest of approximately $5,000 based on a per share value of $2.505. |
|
· |
Grant of 4,790 shares of
restricted common stock to the Company’s legal counsel as payment for accrued and unpaid services valued at $12,000 and
$2.505 per share. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Issuance of 31,891 shares of restricted
common stock at a per share value of $2.52 as payment and full settlement of outstanding accounts payable with a total carrying
amount of $80,411. |
Shares prices used in
the above transactions were based on the market price of the Company’s common stock on the consummation dates of the transactions.
Exemption from registration is claimed under Section 4(2) of the Securities Act of 1933, as amended.
On
October 6, 2023, Mobiquity Technologies, Inc. (the “Company”) entered into a one-year consulting contract with Gene Salkind
MD, its Chairman of the Board to provide business consulting services to the Company. The Consultant received 150,000 shares of restricted
common stock in consideration for his services under this agreement. Further, on October 10,
2023, the Company received a $300,000 loan from the Marital Trust GST Subject U/W/O Leopold Salkind (the “October 2023 Loan”).
This unsecured loan has a maturity date of November 30, 2023, with interest at the rate of 15% per annum. The note is payable in cash
on the maturity date; however, the Trust has the right to convert into restricted common stock at a conversion price of $0.70 per share
or to apply the loan proceeds to invest on the terms of any private financing completed by the Company prior to the maturity date. Exemption
from registration for the aforesaid transactions is claimed under Section 4(2) of the Securities Act of 1933, as amended.
The
Company’s Chairman of the Board, Gene Salkind and parties associated with him (the “Preferred Shareholders”), invested
$1,503,495 into our newly created Series G Preferred Stock. In this respect, effective November 7, 2023, the Company closed on three Subscription
Agreements for the sale of a combined 300,789 shares of its Series G Preferred Stock for total cash proceeds of $1,200,000, plus conversion
of principal and accrued interest from the October 2023 Loan of $303,495, resulting in an increase in shareholders’ equity of $1,503,495.
Each share of the Series G Preferred Stock is convertible by the Preferred Shareholders at any time after issuance into ten (10) shares
of the Company’s Common Stock, or $0.50 per Common Share (Conversion Ratio). The Series G Preferred Stock will automatically convert
at the same Conversion Ratio upon the Company’s Common Stock reporting of a closing sales price over $5.00 per share for ten (10)
consecutive trading days. The Company did not pay any commissions or other compensation to any third party in connection with the transactions
reported herein. Exemption from registration is claimed under section 4(2) of the Securities Act of 1933, as amended.
On
December 18, 2023, the Company’s Chairman of the Board, Gene Salkind and parties associated with him (the “Preferred Shareholders”),
agreed to exchange all of their Series G Preferred Stock (i.e. 300,789 shares of Series G Preferred Stock) with an issuance value of $1,503,495
into our newly created 751,973 shares Series H Preferred Stock. Also our legal counsel agreed to exchange $33,000 of monies owed to the
law firm for 16,500 shares of Series H Preferred Stock. Each share of the Series H Preferred Stock is convertible by the Preferred Shareholders
at any time after issuance into ten (10) shares of the Company’s Common Stock, or $0.20 per Common Share (Conversion Ratio). The
Series H Preferred Stock will automatically convert at the same Conversion Ratio upon the Company’s Common Stock reporting of a
closing sales price over $2.00 per share for ten (10) consecutive trading days or on December 31, 2026, whichever is earlier. The Company
did not pay any commissions or other compensation to any third party in connection with the transactions reported herein. Exemption from
registration is claimed under section 3(a)(9) of the Securities Act of 1933, as amended.
In
December 2023, the Company’s board of directors approved a 2023 Employee Benefit and Compensation Plan covering shares of common
stock. On December 19, 2023, the Board approved granting five-year Non-Statutory Stock Options to purchase 1,800,000 shares of common
stock, exercisable at $.20 per share to various officers, directors, employees and consultants. Exemption from registration is claimed
under section 4(2) of the Securities Act of 1933, as amended.
In December 2023, the
Company entered into a one-year consulting contract with a non-affiliate person. In accordance with said contract, the consultant received
a signing bonus of 100,000 shares of restricted common stock and warrants to purchase 200,000 shares of common stock, exercisable over
a three-year period at $0.20 per share.
RECENT
PURCHASES OF SECURITIES
In 2023 and 2022, we had no repurchases of our
Common Stock, except as described above.
Item 6. Selected Financial Data
The information required by
Item 6 is not required by issuers that satisfy the definition of “smaller reporting company” under SEC rules.
Item 7. Management’s Discussion and Analysis of Financial Condition
and Results of Operations
The following discussion should be read in conjunction
with our financial statements and the notes thereto appearing elsewhere in this Form 10-K. All statements contained herein that are not
historical facts, including, but not limited to, statements regarding anticipated future capital requirements, our future plan of operations,
our ability to obtain debt, equity or other financing, and our ability to generate cash from operations, are based on current expectations.
These statements are forward-looking in nature and involve a number of risks and uncertainties that may cause the Company’s actual results
in future periods to differ materially from forecasted results.
Our Company
We are a next-generation advertising technology,
data compliance and intelligence company which operates through our three proprietary software platforms in the programmatic advertising
industry.
The Programmatic Advertising Industry
Programmatic advertising refers to the automated
buying and selling of digital ad space. In contrast to manual advertising, which relies on human interaction and negotiation between publishers
and marketers, programmatic ad buying harnesses technology to purchase digital display space. This use of software and algorithms helps
streamline ad buying processes, which is why programmatic has become one of the most indispensable digital marketing tools worldwide.
In 2023, global programmatic ad spend reached an estimated 558 billion U.S. dollars, with spending set to surpass $700 billion by 2026.
The United States remains the leading programmatic advertising market worldwide.
Our Mission
Our mission is to help enterprises in the programmatic
industry become more efficient and effective regarding the monetization of advertising, audience segments and data compliance. We do this
by offering three proprietary solutions: Our ATOS platform for brands and agencies, our data intelligence platform for audience segments
and targeting, and our publisher platform for privacy compliance and publisher monetization.
Our Opportunity
Due to the recent changes to Privacy Laws,
such as GDPR and CCPA, along with Apple and Google’s removal of Identifiers, we believe Publishers are facing two significant
issues: increasing costs due to privacy compliance laws and decreasing revenue, due to the lack of audience targeting. We believe there
is a major paradigm shift occurring in the market, where user data and the targeting intelligence to use it must shift from middlemen
directly to the content publishers. Publishers must own their first party data and manage their audiences’ segments in-house. We
believe that irrespective of whether a publisher chooses to work with us or not, they need to find a solution that allows advertisers
to buy directly from them.
Our Solutions
Programmatic Advertising Platform
Our advertising technology operating system (or
ATOS) platform is a single-vendor end-to-end solution that blends artificial intelligence (or AI) and machine learning (or ML)-based optimization
technology that automatically serves advertising and manages digital advertising campaigns. Our ATOS platform engages with approximately
10 billion advertisement opportunities per day.
As an automated programmatic ecosystem, ATOS increases
speed and performance, by providing dynamic technology that scales in real-time. It is this proprietary cloud-based architecture that
keeps costs down and allows us to pass along savings to our customers. Also, by offering more of the features inherent in a digital advertising
campaign and removing the need for third-party integration of those features, we believe that our ATOS platform can be substantially more
time efficient and cost efficient than other Demand-Side Platforms (or DSPs). Our ATOS platform also decreases the effective cost basis
for users by integrating all the necessary capabilities at no additional cost as compared to the costs to outsource these capabilities
to one or more providers in a fragmented ecosystem. DSP and bidding technologies, AdCop™ Fraud Protection, rich media and ad serving,
attribution, reporting dashboard and DMP are all included in our ATOS platform.
Data Intelligence Platform
Our data intelligence platform provides precise
data and insights on consumer’s real-world behavior and trends for use in marketing and research. Our management believes, based
on our experience in the industry, that we provide one of the most accurate and scaled solution for data collection and analysis, utilizing
multiple internally developed proprietary technologies.
We provide our data intelligence platform to our
customers on a managed services basis, and also offer a self-service alternative through our MobiExchange product, which is a software-as-a-service
(or SaaS) fee model. MobiExchange is a data-focused technology solution that enables users to rapidly build actionable data and insights
for its own use. MobiExchange’s easy-to-use, self-service tools allow anyone to reduce the complex technical and financial barriers
typically associated with turning offline data, and other business data, into actionable digital products and services. MobiExchange provides
out-of-the box private labeling, flexible branding, content management, user management, user communications, subscriptions,
payment, invoices, reporting, gateways to third party platforms, and help desk, among other things.
Publisher Platform for Monetization and Compliance
Our content publisher platform is a single-vendor
ad tech operating system that allows publishers to better monetize their opt-in user data and advertising inventory. The platform includes
tools for: consent management, audience building, a direct advertising interface and inventory enhancement. Our publisher platform provides
content publishers the functionality to use its user identifier data to create inventories of profiled data segments and to target audiences
with advertising using that data, in a data privacy compliant manner.
Our Revenue Sources
We target publishers, brands, advertising agencies
and other advertising technology companies as our audience for our three platform products. Our sales and marketing strategy is focused
on providing a de-fragmented operating system that facilitates a considerably more efficient and effective way for advertisers and publishers
to transact with each other. Our goal is to become the programmatic display advertising industry standard for small and medium sized advertisers.
We generate revenue from our platforms through two verticals:
|
· |
The first is licensing one or more of our platforms as a white-label product for use by advertising agencies, demand-side platforms (or DSP’s), brands and publishers. Under the white-label scenario, the user licenses a platform from us and is responsible for running its own business operations and is billed a percentage of amounts spent on advertising run through the platform. |
|
|
|
|
· |
The third revenue stream is a managed services model, in which, the user is billed a higher percentage of revenue run through a platform, but all services are managed by us. |
Critical Accounting Policies
Our discussion and analysis of our financial condition
and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with generally
accepted accounting principles in the United States (U.S. GAAP). The preparation of financial statements requires management to make estimates
and disclosures on the date of the financial statements. On an on-going basis, we evaluate our estimates including, but not limited to,
those related to revenue recognition. We use authoritative pronouncements, historical experience, and other assumptions as the basis for
making judgments. We believe that the following critical accounting policies affect our more significant judgments and estimates in the
preparation of our financial statements.
Use of Estimates
Preparing financial statements in conformity with
U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure
of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported periods. Actual
results could differ from those estimates, and those estimates may be material.
Risks and Uncertainties
The Company operates in an industry that is subject
to intense competition and changes in consumer demand. The Company’s operations are subject to significant risks and uncertainties
including financial and operational risks including the potential risk of business failure.
The Company has experienced, and in the future
expects to continue to experience, variability in sales and earnings. The factors expected to contribute to this variability include,
among others, (i) the cyclical nature of the industry, (ii) general economic conditions in the various local markets in which the Company
competes, including a potential general downturn in the economy, and (iii) the volatility of prices in connection with the Company’s
distribution of the product. These factors, among others, make it difficult to project the Company’s operating results on a consistent
basis.
Fair Value of Financial Instruments
The Company accounts for financial instruments
at fair value, which as is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (exit
price) in an orderly transaction between market participants at the measurement date. The valuation techniques are based on observable
and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect
certain market assumptions. There are three levels of inputs that may be used to measure fair value:
|
· |
Level 1—Valuation based on unadjusted quoted market prices for identical assets or liabilities in active markets that the Company has the ability to access; |
|
|
|
|
· |
Level 2—Valuation based on observable quoted prices for similar assets and liabilities in active markets; and |
|
|
|
|
· |
Level 3—Valuation based on unobservable inputs that are supported by little or no market activity, which require management’s best estimate of what market participants would use as fair value. |
Fair value estimates discussed herein are based
upon certain market assumptions and pertinent information available to management.
The respective carrying value of certain on-balance-sheet
financial instruments approximated their fair value. These financial instruments include accounts receivable, accounts payable and accrued
expenses, and contract liabilities. On December 31, 2023, and 2022, the carrying amounts of these financial instruments approximated their
fair values due to the short-term nature of these instruments, or they are receivable or payable on demand. The fair value of the Company’s
debt approximates its carrying value based on current financing rates available to the Company and its short-term nature.
The Company does not have any other financial
or non-financial assets or liabilities that would be characterized as Level 1, Level 2, or Level 3 instruments.
Accounts Receivable
Accounts receivable represent customer obligations
under normal trade terms and are stated at the amount management expects to collect from outstanding customer balances. Credit is extended
to customers based on an evaluation of their financial condition and other factors. Interest is not accrued on overdue accounts receivable.
The Company does not require collateral.
Management periodically assesses the Company’s
accounts receivable and, if necessary, establishes an allowance for credit losses. The Company provides an allowance for credit losses
based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. Accounts
determined to be uncollectible are charged to operations when that determination is made.
Bad debt expense (recovery) is recorded as a component
of general and administrative expenses in the accompanying consolidated statements of operations.
Impairment of Long-lived Assets
Management evaluates the recoverability of the
Company’s identifiable intangible assets and other long-lived assets when events or circumstances indicate a potential impairment
exists, in accordance with the provisions of ASC 360-10-35-15 Impairment or Disposal of Long-Lived Assets. Events and circumstances
considered by the Company in determining whether the carrying value of identifiable intangible assets and other long-lived assets may
not be recoverable include but are not limited to significant changes in performance relative to expected operating results; significant
changes in the use of the assets; significant negative industry or economic trends; and changes in the Company’s business strategy.
In determining if impairment exists, the Company estimates the undiscounted cash flows to be generated from the use and ultimate disposition
of these assets and compares this to the carrying amounts of the assets.
If impairment is indicated based on a comparison
of the assets’ carrying values and the undiscounted cash flows, the impairment to be recognized is measured as the amount by which
the carrying amount of the assets exceeds the fair value of the assets.
Revenue Recognition
The Company recognizes revenue in accordance with
Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers (ASC 606) to align revenue recognition
more closely with the delivery of the Company’s services and will provide financial statement readers with enhanced disclosures.
In accordance with ASC 606, revenue is recognized when a customer obtains control of promised services. The amount of revenue recognized
reflects the consideration to which the Company expects to be entitled to receive in exchange for these services. To achieve this core
principle, the Company applies the following five steps:
Identify the contract with a customer.
A contract with a customer exists when (i) the
Company enters into an enforceable contract with a customer that defines each party’s rights regarding the services to be transferred
and identifies the payment terms related to these services, (ii) the contract has commercial substance and, (iii) the Company determines
that collection of substantially all consideration for services that are transferred is probable based on the customer’s intent
and ability to pay the promised consideration. The Company applies judgment in determining the customer’s ability and intention
to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer,
published credit and financial information pertaining to the customer.
Identify the performance obligations in the
contract.
Performance obligations promised in a contract
are identified based on the services that will be transferred to the customer that are both capable of being distinct, whereby the customer
can benefit from the service either on its own or together with other resources that are readily available from third parties or from
the Company, and are distinct in the context of the contract, whereby the transfer of the services is separately identifiable from other
promises in the contract. To the extent a contract includes multiple promised services, the Company must apply judgment to determine whether
promised services are capable of being distinct and distinct in the context of the contract. If these criteria are not met the promised
services are accounted for as a combined performance obligation.
Determine the transaction price.
The transaction price is determined based on the
consideration to which the Company will be entitled in exchange for transferring services to the customer. To the extent the transaction
price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction
price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration.
Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future
reversal of cumulative revenue under the contract will not occur. None of the Company’s contracts as of December 31, 2023 and 2022,
contained a significant financing component or variable consideration terms.
Allocate the transaction price to performance
obligations in the contract.
If the contract contains a single performance
obligation, the entire transaction price is allocated to the single performance obligation. However, if a series of distinct services
that are substantially the same qualifies as a single performance obligation in a contract with variable consideration, the Company must
determine if the variable consideration is attributable to the entire contract or to a specific part of the contract. Contracts that contain
multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone
selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation
or to a distinct service that forms part of a single performance obligation.
Recognize revenue when or as the Company satisfies
a performance obligation.
The Company satisfies performance obligations
either overtime or at a point in time. Revenue is recognized at the time the related performance obligation is satisfied by transferring
a promised service to a customer.
Each of the Company’s customer contracts
is deemed to have a single performance obligation. Payment terms and conditions vary by contract, although terms generally include a requirement
of payment within 30 to 90 days.
Stock-Based Compensation
The Company accounts for our stock-based compensation
under ASC 718 Compensation – Stock Compensation using the fair value-based method. Under this method, compensation
cost is measured at the grant date based on the fair value of the award and is recognized over the requisite service period, which is
generally the vesting period. This guidance establishes standards for the accounting for transactions in which an entity exchanges equity
instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services
that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments.
The Company uses the Black-Scholes model for measuring
the fair value of options and other equity instruments granted to both employees and non-employees.
When determining fair value of stock-based compensation,
the Company considers the following assumptions incorporated into the Black-Scholes model:
|
· |
Exercise price, |
|
|
|
|
· |
Expected dividends, |
|
|
|
|
· |
Expected volatility, |
|
|
|
|
· |
Risk-free interest rate; and |
|
|
|
|
· |
Expected life of option |
Recent Issued Accounting Pronouncements
We consider the applicability and impact of all
new accounting pronouncements on our consolidated financial position, results of operations, stockholders’ deficit, cash flows,
or presentation thereof. Management has evaluated all recent accounting pronouncements as issued by the Financial Accounting Standards
Board (FASB) through the date their consolidated financial statements were available to be issued and found no recent accounting pronouncements
issued, but not yet effective, that when adopted, will have a material impact on the consolidated financial statements of the Company.
Fair Value Measurement of Equity Securities
Subject to Contractual Sale Restrictions: On September 30, 2022, the FASB issued ASU 2022-03 (ASU 2022-03), which clarifies the
guidance in Topic 820 on the fair value measurement of an equity security that is subject to contractual restrictions that prohibit the
sale of an equity security. The ASU also requires specific disclosures related to such an equity security, including (1) the fair value
of such equity securities reflected in the balance sheet, (2) the nature and remaining duration of the corresponding restrictions, and
(3) any circumstances that could cause a lapse in the restrictions. ASU 2022-03 clarifies that a “contractual restriction prohibiting
the sale of an equity security is a characteristic of the reporting entity holding the equity security” and is not included in the
equity security unit of account. Accordingly, an entity should not consider the contractual sale restriction when measuring the equity
security’s fair value (i.e., the entity should not apply a discount related to the contractual sale restriction, as stated in ASC
820-10-35-36B as amended by the ASU). The ASU also prohibits an entity from recognizing a contractual sale restriction as a separate unit
of account. For public business entities, ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, and interim periods
within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of ASU 2022-03 on its consolidated
financial statements and related disclosures.
Recently Adopted Accounting Pronouncements
Financial Instrument – Credit Losses:
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of
Credit Losses on Financial Instruments (ASU 2016-13). ASU 2016-13 replaces the incurred loss impairment methodology
under current GAAP with a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable
and supportable information to inform credit loss estimates. ASU 2016-13 requires the use of a forward-looking expected credit
loss model for accounts receivables, loans, and other financial instruments. In May 2019, the FASB issued ASU 2019-05, which provides
transition relief for entities adopting ASU 2016-13. For entities that have adopted ASU 2016-13, the amendments in ASU 2019-05
are effective for fiscal years beginning after December 15, 2019, including interim periods therein. An entity may adopt ASU No. 2019-05
in any interim period after its issuance if the entity has adopted ASU 2016-13. For all other entities, the effective date will be
the same as the effective date of ASU 2016-13. ASU 2016-13 is effective for fiscal years beginning after December 15, 2022,
including interim periods within those fiscal years. The Company adopted ASU 2016-13 on January 1, 2023, and the adoption of the guidance
did not have a significant impact on its consolidated financial statements and disclosures.
Accounting for Contract Assets and Contract
Liabilities from Contracts with Customers: In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic
805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (ASU 2021-08). Under ASU 2021-08, an acquirer
in a business combination must apply ASC 606 principles when recognizing and measuring acquired contract assets and contract liabilities.
The provisions of ASU 2021-08 are applicable for the Company for fiscal years and interim periods beginning after December 15, 2022. The
Company adopted ASU 2021-08 on January 1, 2023, and the adoption of the guidance did not have a significant impact on its consolidated
financial statements and disclosures.
Plan of Operation
Mobiquity intends to hire several new sales and
sales support individuals to help generate additional revenue using the Advangelists platform, our new Publisher Platform, and the Mobiquity
Networks MobiExchange. Mobiquity’s sales team will focus on Advertising Agencies, Brands, and publishers to help increase both supply
and demand across the Advangelists platform while providing unique data segments utilizing MobiExchange. Together the Advangelists platform
and MobiExchange platform create multiple revenue streams for Mobiquity. The first is licensing the Advangelists platform as a white-label
product for use by Advertising Agencies, DSP’s, Publishers, and Brands. Under the White-Label scenario, the user licenses the technology
and is responsible for running its own business operations and is billed a percentage of volume run through the platform. The second revenue
stream is a managed services model in which the user is billed a higher percentage of revenue run through the platform, but all services
are managed by the Mobiquity/Advangelists team. The third revenue model is a seat model, where the user is billed a percentage of revenue
run through the platform and business operations are shared between the user and the Mobiquity/Advangelists team. Additional revenue can
be generated by offering data segments and digital audiences through MobiExchange for use in omnichannel marketing programs that include
but not limited to programmatic advertising email marketing and SMS. The goal of the sales team is to inform potential users of the benefits
in efficiency and effectiveness of utilizing the end-to-end, fully integrated ATOS created by Advangelists and Mobiquity Networks. New
sales and support individuals are also needed to generate revenue for our new Publisher Platform. The target audiences for this platform
will be website publishers, application publishers, Connected TV (CTV) publishers and Supply-Side Platform (SSP) operators.
Results of Operations
Year Ended December 31, 2023, Compared to Year
Ended December 31, 2022
The following table sets forth certain selected
statement of operations data for the periods indicated in dollars. In addition, we note that the period-to-period comparison may not be
indicative of future performance.
|
|
Year Ended |
|
|
|
December 31, 2023 |
|
|
December 31, 2022 |
|
Revenues |
|
$ |
860,090 |
|
|
$ |
4,167,272 |
|
Cost of revenues |
|
|
480,160 |
|
|
|
2,295,404 |
|
Gross profit |
|
|
379,930 |
|
|
|
1,871,868 |
|
Total operating expenses |
|
|
5,928,678 |
|
|
|
9,213,632 |
|
Loss from operations |
|
$ |
(5,548,748 |
) |
|
$ |
(7,341,764 |
) |
We generated revenues of $860,090 in fiscal 2023
compared to $4,167,272 for the same period of 2022, a decrease of $3,307,182. The decrease can be directly attributed to the lack of political
revenue in 2023 and the downturn in sectors we focused on such as cryptocurrency and automotive. The Company has developed several new
features which we believe will help grow revenue in 2024 and beyond.
Cost of revenues was $480,160 or 56% of revenues
in fiscal 2023 as compared to $2,295,404 or 55% of revenues in fiscal 2022. Costs of revenues include audience building, targeting features
and web services for storage of our data and web engineers who are building and maintaining our platforms. Our ability to capture and
store data for sales does not translate to increased cost of revenues.
Gross profit was $379,930 or 44% of revenues for
fiscal 2023 as compared to $1,871,868 in the same period of 2022 or 45% of revenues.
Operating expenses were $5,928,678 for fiscal
2023 compared to $9,213,632 in the prior year, a decrease of $3,284,954. The decrease in operating costs was primarily related to a decrease
in computer expenses of approximately $756,000, professional fees of approximately $645,000, salaries of approximately $1,293,000, and
commissions of approximately $461,000.
The loss from operations for fiscal 2023 was $5,548,748
as compared to $7,341,764 for the prior year. Our loss from operations decreased by approximately $1,793,000, driven in part by the approximately
$1,500,000 decrease in gross profit discussed above, offset by a decrease in operating expenses of approximately $3,300,000. Approximately
$2,000,000 of the decrease in operating expenses is related to the Company’s capitalization of net software development costs during
2023 related to the development of new products. These costs were primarily internal salaries for technological engineers, and external
consultant costs. Similar projects were not under development during 2022. The Company also reported a decrease in commissions expense
of approximately $540,000, computer and internet expenses of approximately $757,000, and professional fees of approximately $722,000,
a portion of which related to capitalized software development consultant costs. The continuing operating loss is attributable to the
focused effort in creating the products and services required to move forward with our business.
Liquidity and Capital Resources
We have a history of operating losses, and our
management has concluded that factors raise substantial doubt about our ability to continue as a going concern and our auditor has included
an explanatory paragraph relating to our ability to continue as a going concern in its audit report for the fiscal year ended December
31, 2023.
We had cash of $528,272
at December 31, 2023. Cash used in operating activities for the year ended December 31, 2023, was $4,395,868. This resulted from a net
loss of $6,533,117, partially offset by non-cash expenses, including depreciation of property and equipment, and amortization of intangible
assets, of $685,264, stock-based compensation of $306,929, stock issued for service of $148,464, loss on debt extinguishment of $396,322,
and amortization of debt discount of $738,142. For the year ended December 31, 2023, cash used in investing activities was $2,157,930
related to the software development costs. Cash provided by financing activities of $6,861,216 was the result of issuance of common stock
and prefunded warrants, net of issuance costs, of $5,735,499, issuance of preferred stock of $1,233,000, proceeds from the issuance of
debt, net of issuance costs, of $1,511,500, offset by repayments of notes payable totaling $1,618,783.
We had cash of $220,854
at December 31, 2022. Cash used in operating activities for the year ended December 31, 2022, was $6,187,383. This resulted from a net
loss of $8,062,328, partially offset by non-cash expenses, including depreciation and amortization of $609,963, stock-based compensation
of $83,605, stock issued for service of $84,500, loss on debt extinguishment of $855,296, and inducement expense of $101,000. For the
year ended December 31, 2022, cash used in investing activities was $8,004 related to the purchase of property and equipment. Cash provided
by financing activities of $1,030,996 was the result of issuance of common stock, net of issuance costs, of $1,187,500, offset by repayments
of notes payable totaling $156,504.
Our company commenced operations in 1998 and was
initially funded by our three founders, each of whom has made demand loans to our company that have been repaid. Since 1999, we have relied
on equity financing and borrowings from outside investors to supplement our cash flow from operations and expect this to continue in 2023
and beyond until cash flow from our proximity marketing operations becomes substantial.
Debt and Equity Transactions
Investor Note Payable
On December 30, 2022, the Company and Walleye
Opportunities Master Fund Ltd, a Cayman Islands company (the Investor), entered into a Securities Purchase Agreement (the Agreement) for
the Investor to purchase from the Company (i) a senior secured 20% original issue discount (OID) nine-month promissory note in an aggregate
gross principal amount of $1,437,500, less the 20% OID of $287,500, for a net subscription amount of $1,150,000 (the Investor Note), and
(ii) a five year warrant to purchase 174,242 shares of the Company’s common stock at an exercise price of $6.60 per share, exercisable
commencing July 1, 2023 and expiring December 30, 2027 (the Investor Warrant). Proceeds from the Agreement were received by the Company
in January 2023.
In conjunction with the Agreement, the Company
issued 34,849 shares of common stock, or approximately 5.3% of the Company’s outstanding shares at that time, to the Investor as
an incentive on the transaction (Incentive Shares). Excluding the above referenced Investor Warrant, the shares of Common Stock exercisable
pursuant to such Investor Warrant are not being considered beneficially owned by the Investor until the Investor Warrant is exercisable
within 60 days. Total issuance fees of $138,500 associated with the closing of the Agreement were paid by the Company to Spartan Capital
Securities LLC and the Investor’s counsel, resulting in net proceeds of $1,011,500. Approximately $163,000 of the loan proceeds
were utilized to repay the outstanding principal and accrued interest under an SBA loan.
The Investor Note will only become convertible
into common stock upon the occurrence of an Event of Default under and as defined in the Investor Note on terms set forth in the Investor
Note. This Investor Note matures and is payable on or before September 30, 2023, and it provides that the Investor may demand prepayment
after March 31, 2023, and before the maturity date, provided that the purchasers of securities in a future public offering by the Company,
as defined in the Agreement, who hold the purchased Company securities at the time the prepayment demand, unanimously consent to the prepayment.
The Company granted a security interest in all of its assets to the Investor as collateral for its obligations under the Investor Note
pursuant to a Security Agreement. In addition, the Company’s subsidiaries guaranteed the obligations of the Company under the Investor
Note pursuant to a Subsidiary Guarantee and granted a first lien security interest in all their assets to the Investor as additional collateral
pursuant to the Security Agreement. All securities sold in the above-described transaction contain certain piggy-back registration rights
after the completion of our February 2023 Offering (see Note 6 to the consolidated financial statements). On June 30, 2023, the secured
debt was paid in full through the proceeds of our June 2023 Offering.
The aforementioned Investor Warrant was deemed
to be an equity-classified derivative instrument with a fair value of $1,526,363 at the date of closing on the Agreement, incorporating
the use of the Black-Scholes valuation model, and the Incentive Shares were deemed to have a fair value of $318,863 based on the closing
market price of the Company’s common stock on the day preceding the closing of the Agreement. Per accounting guidance under ASC
815, the Company recorded the fair values of the Investor Warrant and Incentive Shares based on the relative fair value allocation method,
which allocates fair values as a percentage of total fair value of the debt, Investor Warrant, and Incentive Shares, in proportion to
the net proceeds received under the Investor Note of $1,150,000. As a result of applying the relative fair value allocation method, the
Investor Warrant was assigned a relative fair value of $586,040 and the Incentive Shares were assigned a relative fair value of $122,426,
at the date of closing on the Agreement. Amortization associated with the total debt discounts is being recognized using the effective
interest method over the term of the Investor Note, which matured on September 30, 2023. For the quarter ended June 30, 2023, $377,149
in amortization on the debt discounts was recognized as interest expense on the accompanying condensed consolidated statement of operations,
and the remaining unamortized debt discounts of $396,322 were written off as loss on debt extinguishment upon full settlement of the Investor
Note in conjunction with proceeds received from the June 2023 Offering.
February 2023 Public Offering
On February 13, 2023, the Company entered into
an underwriting agreement (the Underwriting Agreement) with Spartan Capital Securities, LLC (the Underwriter) relating to a public offering
of 251,842 shares of common stock and pre-funded warrants to purchase 285,792 shares of common stock (the Shares), for net proceeds of
$3,207,500 (the February 2023 Offering). In conjunction with the February 2023 Offering, which closed on February 16, 2023, the investors
also received other Warrants to purchase 806,452 shares of common stock (Series 2023 Warrants) on a cash basis or up to 403,226 shares
on a cashless basis. The offered Shares were priced at $6.975 per combination of one share of common stock or one pre-funded warrant,
accompanied by one Series 2023 Warrant.
Each pre-funded warrant is exercisable at any
time, until fully exercised, to purchase one share of common stock at an exercise price of $0.0015 per share. Each Series 2023 Warrant
is exercisable for five years to purchase 0.1 share of common stock at a cash exercise price of $6.975 per warrant share. The Series 2023
Warrants contain an alternative cashless exercise provision permitting the holder to acquire 0.05 share of common stock for every 0.1
warrant share any time after the earlier of (i) 30 days following the initial exercise date of February 14, 2023, and (ii) the date on
which the aggregate trading volume of the Company’s common stock, beginning on the initial exercise date of the Series 2023 Warrants,
exceeds 2,419,355 shares. Additionally, the exercise price of both the pre-funded warrants and the Series 2023 Warrants are subject to
customary adjustments for stock splits, stock dividends, reclassifications and the like.
Pursuant to the terms of the Underwriter agreement,
and as partial consideration to the Underwriter, the Company issued a warrant for the purchase of 26,882 shares of common stock, exercisable
from February 14, 2023, through February 14, 2028, at an initial exercise price of $7.6725 per share. This warrant was cancelled by the
underwriter on or about June 30, 2023, in connection with the completion of the June 2023 public offering described below. The Company
also granted the Underwriter a 45-day option to purchase up to an additional 80,645 shares and/or pre-funded warrants in lieu of shares
and accompanying Series 2023 Warrants to purchase 120,968 shares at the public offering price less the underwriting discounts and commissions,
to cover over-allotments, if any. No additional shares or pre-funded warrants were purchased by the Underwriter. The Company paid a cash
fee to the Underwriter equal to 8% of the gross proceeds raised in the February 2023 Offering, plus a reimbursement of Underwriter fees
totaling $242,500.
Between the closing of the February 2023 Offering
and June 30, 2023, investors holding pre-funded warrants converted all their pre-funded warrants into 285,792 shares of common stock and
elected the alternative cashless exercise provision for the Series 2023 Warrants, resulting in the issuance of 403,226 shares of common
stock. As of June 30, 2023, all the aforementioned pre-funded warrants and 2023 Warrants were exercised.
June 2023 Public Offering
On June 30, 2023, Mobiquity Technologies, Inc.
closed on a public offering selling an aggregate of 375,000 shares of common stock (and 1,625,000 common stock equivalents in the form
of pre-funded warrants to purchase 1,625,000 common shares) to investors pursuant to Securities Purchase Agreements at a public offering
price of $1.50 per share (or $1.4985 per pre-funded warrant) (the June 2023 Offering), for total gross proceeds of $3,000,000. Placement
agent fees and other offering costs totaled $472,001 and were recorded net of gross proceeds in the Company’s consolidated statement
of stockholders’ equity during the quarter ended June 30, 2023. Each pre-funded warrant is exercisable at any time to purchase one
share of common stock at an exercise price of $0.0015 per share. Additionally, the exercise price of pre-funded warrants is subject to
customary adjustments for stock splits, stock dividends, reclassifications and the like. Spartan Capital Securities, LLC acted as the
Company’s exclusive placement agent of the June 2023 Offering pursuant to a Placement Agent Agreement. The net proceeds to the Company
from the sale of the shares and pre-funded warrants, after deducting the Placement Agent commissions and offering expenses payable by
the Company, was approximately $2,528,000. The Company used $1,437,500 of the proceeds received from the June 2023 Offering to fully satisfy
its Senior Secured 20% OID Promissory Note to Walleye Opportunities Master Fund Ltd. See Note 4 to the consolidated financial statements.
The Company plans to use the remaining funds for working capital. In July 2023, the Company also issued 478,334 shares of common stock
upon exercise of 478,334 pre-funded warrants, increasing the number of outstanding common shares to 2,588,333.
Other 2023 Equity Transactions
In April 2023, the Board of Directors or the Compensation
Committee of the Company’s Board of Directors approved the following transactions:
|
· |
Grant of 6,667 shares of restricted common stock to Gene Salkind, Chairman of the Board, for services previously rendered, based on a per share value of $2.505. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 3,333 shares of restricted common stock each to the Company’s CEO and another member of the Board of Directors for services as directors of the Company. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 2,000 shares of common stock to Mr. Salkind as payment for accrued and unpaid interest of approximately $5,000 based on a per share value of $2.505. |
|
· |
Grant of 4,791 shares of restricted common stock to the Company’s legal counsel as payment for accrued and unpaid services valued at $12,000 and $2.505 per share. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Issuance of 104,143 shares of restricted common stock at a per share value of $2.55 as payment and full settlement of outstanding accounts payable with a total carrying amount of $265,564. |
Shares prices used in the above transaction were
based on the market price of the Company’s common stock on the consummation dates of the transactions.
On October 6, 2023, Mobiquity Technologies, Inc.
(the “Company”) entered a one-year consulting contract with Gene Salkind MD, its Chairman of the Board to provide business
consulting services to the Company. The Consultant received 150,000 shares of restricted common stock in consideration for his services
under this agreement. Further, on October 10, 2023, the Company received a $300,000 loan from the Marital Trust GST Subject U/W/O Leopold
Salkind (the “October 2023 Loan”). This unsecured loan has a maturity date of November 30, 2023, with interest at the rate
of 15% per annum. The note is payable in cash on the maturity date; however, the Trust has the right to convert into restricted common
stock at a conversion price of $0.70 per share or to apply the loan proceeds to invest on the terms of any private financing completed
by the Company prior to the maturity date. Exemption from registration for the aforesaid transactions is claimed under Section 4(2) of
the Securities Act of 1933, as amended.
Effective November 7,
2023, Mr. Gene Salkind and parties associated with him (the “Series G Preferred Shareholders”), invested $1,503,495 into the
Company’s newly created Series G Preferred Stock, formalized through three Subscription Agreements for the sale of a combined 300,789
shares of Series G Preferred Stock for total cash proceeds of $1,200,000, plus the conversion of $300,000 in principal and $3,495 in accrued
interest from the October 2023 Loan, resulting in an increase in shareholders’ equity of $1,503,495. Each share of the Series
G Preferred Stock is convertible by the Series G Preferred Shareholders at any time after issuance into ten (10) shares of the Company’s
Common Stock, or $0.50 per Common Share (Series G Conversion Ratio). The Series G Preferred Stock will automatically convert at the same
Series G Conversion Ratio upon the Company’s Common Stock reporting of a closing sales price over $5.00 per share for ten (10) consecutive
trading days. The Company did not pay any commissions or other compensation to any third party in connection with the transactions reported
herein. Exemption from registration is claimed under section 4(2) of the Securities Act of 1933, as amended.
On December 18, 2023,
the Series G Preferred Shareholders agreed to exchange all 300,789 of the Series G Preferred Stock into 751,730 shares of the Company’s
newly created Series H Preferred Stock. Also our legal counsel agreed to receive 16,500 shares of Series H Preferred Stock in exchange
for $33,000 owed to the firm for legal services. Each share of the Series H Preferred Stock is convertible at any time after issuance
into ten (10) shares of the Company’s Common Stock, or $0.20 per Common Share (Series H Conversion Ratio). The Series H Preferred
Stock will automatically convert at the same Series H Conversion Ratio upon the Company’s Common Stock reporting of a closing sales
price over $2.00 per share for ten (10) consecutive trading days or on December 31, 2026, whichever is earlier. The Company did not pay
any commissions or other compensation to any third party in connection with the transactions reported herein. Exemption from registration
is claimed under section 3(a)(9) of the Securities Act of 1933, as amended.
2023 Employee Benefit
and Compensation Plan
In December 2023, the
Company’s Board of Directors approved a 2023 Employee Benefit and Compensation Plan covering shares of common stock. On December
19, 2023, the Board of Directors approved granting five-year Non-Statutory Stock Options to purchase a maximum of 1,800,000 shares of
common stock, exercisable at $0.20 per share to various officers, directors, employees and consultants. Exemption from registration is
claimed under section 4(2) of the Securities Act of 1933, as amended.
December 2023 Consulting
Contract
In December 2023, the
Company entered into a one-year consulting contract with an unrelated party. In accordance with said contract, the consultant received
a signing bonus of $25,000 in cash, 100,000 shares of restricted common stock, and warrants to purchase 200,000 shares of common stock,
exercisable over a three-year period at $0.20 per share.
Off-Balance Sheet Arrangements
As of December 31, 2023, we did not have any off-balance-sheet
arrangements, as defined in Item 303(a)(4)(ii) of Regulation S-K.
Item 7A. Qualitative and Qualitative Disclosures
about Market Risk
Market risk is the risk
of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates and commodity
prices. Our primary exposure to market risk is interest rate risk associated with our short-term money market investments. The Company
does not have any financial instruments held for trading or other speculative purposes and does not invest in derivative financial instruments,
interest rate swaps or other investments that alter interest rate exposure. The Company does not have any credit facilities with variable
interest rates.
Item 8. Financial Statements
Financial Statements and Supplementary Data
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of
Mobiquity Technologies, Inc.
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated
balance sheet of Mobiquity Technologies, Inc. (the Company) as of December 31, 2023, and the related consolidated statements of operations,
stockholders’ equity and cash flows for the year ended December 31, 2023, and the related consolidated notes (collectively referred
to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects,
the consolidated financial position of the Company as of December 31, 2023, and the results of its operations and its cash flows for the
year ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
Explanatory Paragraph- Going Concern
The accompanying consolidated financial statements
have been prepared assuming the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements,
the Company has incurred operating losses and has incurred negative cash flows from operations and has an accumulated deficit. These and
other factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plan regarding
these matters is also described in Note 1 to the consolidated financial statements. The consolidated financial statements do not include
any adjustments that might result from the outcome of this uncertainty.
Basis for Opinion
These consolidated financial statements are the
responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial
statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United
States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and
the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the
standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged
to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding
of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s
internal control over financial reporting. Accordingly, we express no such opinion.
Our audit included performing procedures to assess
the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures
that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the
consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides
a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters are matters arising
from the current period audit of the financial statements that are required to be communicated to the audit committee and that: (1) relate
to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex
judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole,
and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the
accounts or disclosures to which they relate.
Goodwill Impairment Assessment
As described in Note 2 “Goodwill”
to the consolidated financial statements, the Company’s consolidated Goodwill balance was $1.4 million at December 31, 2023. Goodwill
is tested for impairment by management at least annually at the reporting unit level. The determination of fair value of a reporting unit
for the goodwill impairment test requires management to make significant estimates and assumptions related to forecasts of future revenues
and assumptions used in a market approach valuation method such as comparable valuation multiples. As disclosed by management, changes
in these assumptions could have a significant impact on either the fair value of the reporting unit or intangible assets and the resulting
the impairment charges.
We identified the goodwill impairment assessment
as a critical audit matter. Auditing management’s judgments regarding the assumptions discussed above involved a high degree of
subjectivity.
The primary procedures we performed to address
this critical audit matter included (a) evaluated the reasonableness of management’s revenue forecasts by comparing them to historical
information, year to date current information and other supporting information, (b) evaluated the reasonableness of the comparable valuation
multiples assumptions used in the market approach valuation method, (c) evaluated whether the valuation method used by management was
appropriate and (e) recomputed the valuation amounts and impairment computations, as applicable. We agreed with management’s assessment
for the year ended December 31, 2023 which concluded no impairment had occurred.
Determination of capitalized internal-use
software development costs
As discussed in Notes 2 and 3 to the consolidated
financial statements, the Company capitalizes certain internal-use software costs related to new products as well as existing products
when those costs will result in significant additional functionality. The Company’s capitalized internal-use software asset, net
of accumulated amortization, was $2 million as of December 31, 2023. The Company capitalized $2.2 million of internal-use software costs
during the year ended December 31, 2023.
We identified the determination of capitalized
internal-use software development costs as a critical audit matter because of the degree of subjectivity involved in assessing which projects
and costs met the capitalization criteria.
The primary procedures we performed to address
this critical audit matter included the following. We reviewed the Company’s process to capitalize internal-use software development
costs, including the determination of which software development projects met the capitalization criteria. We evaluated the Company’s
current year software project capitalization conclusions and discussed the objective and status of the software projects with IT department
management to assess those conclusions. We also assessed the reliability of the Company’s conclusions through confirmations and
interviews with a sample of individual internal and external software developers regarding the nature of their development activities.
We agreed with management’s assessment for the year ended December 31, 2023 which concluded capitalization was appropriate.
/s/ Assurance Dimensions
|
|
Assurance Dimensions
|
We have served as the Company’s auditor
since 2023 |
Margate, Florida
|
April 8, 2024 |
PCAOB ID 5036
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
To the Board of Directors and
Stockholders of Mobiquity Technologies, Inc.
Opinion on the Consolidated Financial Statement
We have audited the accompanying consolidated
balance sheet of Mobiquity Technologies, Inc (the Company) as of December 31, 2022, and the related consolidated statements of operations,
stockholders’ equity (deficit), and cash flows for the year ended December 31, 2022, and the related notes (collectively referred
to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects,
the consolidated financial position of the Company as of December 31, 2022, and the results of its operations and its cash flows for year
ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America.
Substantial Doubt Regarding Going Concern
The accompanying consolidated financial statements
have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the consolidated financial statements,
the Company has incurred operating losses, has incurred negative cash flows from operations and has an accumulated deficit. These and
other factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plan regarding
these matters is also described in Note 1 to the consolidated financial statements. The consolidated financial statements do not include
any adjustments that might result from the outcome of this uncertainty.
Basis for Opinion
These consolidated financial statements are the
responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial
statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States)
(PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable
rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the
standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated
financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we
engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding
of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s
internal control over financial reporting. Accordingly, we express no such opinion.
Our audit included performing procedures to assess
the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures
that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the
consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by
management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides
a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below
are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated
to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and
(2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter
in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit
matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. We
determined that there were no critical audit matters.
|
We have served as the Company’s auditor for 2022.
D. Brooks and Associates CPAs, P.A. |
|
|
Palm Beach Gardens, FL |
March 31, 2023, except for the evaluation of the retroactive effect of the reverse
stock split described in Note 1, which is as of April 8, 2024 |
|
PCAOB ID 4048 |
|
Mobiquity Technology, Inc.
Consolidated Balance Sheets
As of December 31, 2023 and 2022
| |
| | |
| |
| |
2023 | | |
2022 | |
Assets | |
| | |
| |
Current Assets | |
| | | |
| | |
Cash | |
$ | 528,272 | | |
$ | 220,854 | |
Accounts receivable | |
| 1,192,538 | | |
| 1,432,179 | |
Less: Allowance for credit losses | |
| (1,157,910 | ) | |
| (1,091,244 | ) |
Accounts receivable, net | |
| 34,628 | | |
| 340,935 | |
Prepaid and other current assets | |
| 149,635 | | |
| 59,200 | |
Total Current Assets | |
| 712,535 | | |
| 620,989 | |
| |
| | | |
| | |
Property and equipment, net | |
| 7,298 | | |
| 15,437 | |
Goodwill | |
| 1,352,865 | | |
| 1,352,865 | |
Intangible assets, net | |
| 76,488 | | |
| 646,284 | |
Capitalized software development costs, net | |
| 2,049,908 | | |
| – | |
| |
| | | |
| | |
Total Assets | |
$ | 4,199,094 | | |
$ | 2,635,575 | |
| |
| | | |
| | |
Liabilities and Stockholders' Equity (Deficit) | |
| | | |
| | |
Current Liabilities | |
| | | |
| | |
Accounts payable and accrued expenses | |
$ | 1,626,914 | | |
$ | 2,067,244 | |
Accrued interest - related party | |
| – | | |
| 235,563 | |
Contract liabilities | |
| 195,135 | | |
| 193,598 | |
Debt, current portion | |
| 168,717 | | |
| – | |
Total Current Liabilities | |
| 1,990,766 | | |
| 2,496,405 | |
| |
| | | |
| | |
Long Term Liabilities | |
| | | |
| | |
Debt, less current portion | |
| – | | |
| 150,000 | |
| |
| | | |
| | |
Total Liabilities | |
| 1,990,766 | | |
| 2,646,405 | |
| |
| | | |
| | |
Commitments and Contingencies (Note 9) | |
| – | | |
| – | |
| |
| | | |
| | |
Stockholders' Equity (Deficit) | |
| | | |
| | |
AAA preferred stock; $0.0001 par value, 1,250,000 shares authorized, 31,413 shares issued and outstanding | |
| 3 | | |
| 3 | |
Preferred stock Series E; $0.0001
par value, 70,000
shares authorized, 61,688
shares issued and outstanding | |
| 6 | | |
| 6 | |
Preferred stock Series H; $0.0001 par value, 770,000 share authorized, 768,473 share issued and outstanding | |
| 78 | | |
| – | |
Common stock; $0.0001 par value, 100,000,000 shares authorized, 3,994,926 and 620,776 shares issued and outstanding | |
| 400 | | |
| 62 | |
Treasury stock, at cost, $0.0001 par value 2,500 shares outstanding | |
| (1,350,000 | ) | |
| (1,350,000 | ) |
Additional paid-in capital | |
| 220,598,180 | | |
| 211,846,321 | |
Accumulated deficit | |
| (217,040,339 | ) | |
| (210,507,222 | ) |
Total Stockholders' Equity (Deficit) | |
| 2,208,328 | | |
| (10,830 | ) |
Total Liabilities and Stockholders' Equity (Deficit) | |
$ | 4,199,094 | | |
$ | 2,635,575 | |
See Notes to consolidated
financial statements.
Mobiquity
Technology, Inc.
Consolidated
Statements of Operations
For
the Years Ended December 31, 2023 and 2022
| |
| | |
| |
| |
2023 | | |
2022 | |
| |
| | |
| |
Revenues | |
$ | 860,090 | | |
$ | 4,167,272 | |
| |
| | | |
| | |
Cost of revenues | |
| 480,160 | | |
| 2,295,404 | |
| |
| | | |
| | |
Gross profit | |
| 379,930 | | |
| 1,871,868 | |
| |
| | | |
| | |
Operating expenses | |
| | | |
| | |
General and administrative expenses | |
| 5,243,414 | | |
| 8,603,669 | |
Depreciation and amortization | |
| 685,264 | | |
| 609,963 | |
Total operating expenses | |
| 5,928,678 | | |
| 9,213,632 | |
| |
| | | |
| | |
Loss from operations | |
| (5,548,748 | ) | |
| (7,341,764 | ) |
| |
| | | |
| | |
Other income (expense) | |
| | | |
| | |
Interest expense | |
| (771,899 | ) | |
| (152,393 | ) |
Loss on debt extinguishment, net | |
| (396,322 | ) | |
| (855,296 | ) |
Inducement expense | |
| – | | |
| (101,000 | ) |
Interest income | |
| 2,506 | | |
| 2,303 | |
Loss on disposal of fixed assets | |
| (695 | ) | |
| (3,673 | ) |
Gain on settlement of liability | |
| – | | |
| 389,495 | |
Total other expense - net | |
| (1,166,410 | ) | |
| (720,564 | ) |
| |
| | | |
| | |
| |
| | | |
| | |
Income tax benefit | |
| 182,041 | | |
| – | |
| |
| | | |
| | |
Net loss | |
$ | (6,533,117 | ) | |
$ | (8,062,328 | ) |
| |
| | | |
| | |
Loss per share - basic | |
$ | (3.18 | ) | |
$ | (14.85 | ) |
Loss per share - diluted | |
$ | (3.18 | ) | |
$ | (14.85 | ) |
| |
| | | |
| | |
Weighted average number of shares outstanding - basic | |
| 2,055,059 | | |
| 542,875 | |
Weighted average number of shares outstanding - diluted | |
| 2,055,059 | | |
| 542,875 | |
See Notes to consolidated financial statements.
Mobiquity
Technology, Inc.
Consolidated
Statements of Stockholders' Equity (Deficit)
For
the Years Ended December 31, 2023 and 2022
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
Series E Preferred Stock | | |
Series F Preferred Stock | | |
Series G Preferred Stock | | |
Series H Preferred Stock | |
| |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Shares | | |
Amount | |
Balance, at December 31, 2022 | |
| 61,688 | | |
$ | 6 | | |
| – | | |
$ | – | | |
| – | | |
$ | – | | |
| – | | |
$ | – | |
Common stock and warrants issued for services | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Common stock issued for settlement of accounts payable | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Common stock and pre-funded warrants issued under public offering, net
of issuance costs | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Common stock issued under cashless warrant exercises and exercise of pre-funded
warrants | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Incentive common stock and warrants issued with long-term debt | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Common stock issued for conversion of accrued interest | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Issuance of common stock for share rounding as a result of reverse stock
split | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Issuance of preferred stock Series F for cash | |
| – | | |
| – | | |
| 1 | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Redemption of preferred stock Series F | |
| – | | |
| – | | |
| (1 | ) | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Issuance of preferred stock Series G for cash and conversion of long-term
debt and accrued interest | |
| – | | |
| – | | |
| – | | |
| – | | |
| 300,789 | | |
| 31 | | |
| – | | |
| – | |
Conversion of preferred stock Series G to preferred stock Series H | |
| – | | |
| – | | |
| – | | |
| – | | |
| (300,789 | ) | |
| (31 | ) | |
| 751,973 | | |
| 76 | |
Issuance of preferred stock Series H for cash | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| 16,500 | | |
| 2 | |
Stock based compensation | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Net Loss | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Balance, at December 31, 2023 | |
| 61,688 | | |
$ | 6 | | |
| – | | |
$ | – | | |
| – | | |
$ | – | | |
| 768,473 | | |
$ | 78 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
| Series E Preferred Stock | | |
| Series F Preferred Stock | | |
| Series G Preferred Stock | | |
| Series H Preferred Stock | |
| |
| Shares | | |
| Amount | | |
| Shares | | |
| Amount | | |
| Shares | | |
| Amount | | |
| Shares | | |
| Amount | |
Balance, at December 31, 2021 (As Restated) | |
| 61,688 | | |
$ | 6 | | |
| – | | |
$ | – | | |
| – | | |
$ | – | | |
| – | | |
$ | – | |
Common stock issued for services | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Common stock issued for cash, net of issuance costs | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Stock based compensation | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Common stock issued for conversion of long-term debt | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Net loss | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | |
Balance, at December 31, 2022 | |
| 61,688 | | |
$ | 6 | | |
| – | | |
$ | – | | |
| – | | |
$ | – | | |
| – | | |
$ | – | |
(continued)
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
| Series
AAA
Preferred Stock | | |
| Common
Stock | | |
| Paid-in | | |
| Treasury
Shares | | |
| Accumulated | | |
| Stockholders' | |
| |
| Shares | | |
| Amount | | |
| Shares | | |
| Amount | | |
| Capital | | |
| Shares | | |
| Amount | | |
| Deficit | | |
| Equity | |
Balance, at December 31, 2022 | |
| 31,413 | | |
$ | 3 | | |
| 620,776 | | |
$ | 62 | | |
$ | 211,846,321 | | |
| 2,500 | | |
$ | (1,350,000 | ) | |
$ | (210,507,222 | ) | |
$ | (10,830 | ) |
Common stock and warrants issued for services | |
| – | | |
| – | | |
| 260,000 | | |
| 26 | | |
| 148,438 | | |
| – | | |
| – | | |
| – | | |
| 148,464 | |
Common stock issued for settlement of accounts payable | |
| – | | |
| – | | |
| 31,891 | | |
| 2 | | |
| 80,409 | | |
| – | | |
| – | | |
| – | | |
| 80,411 | |
Common stock and pre-funded warrants issued under public offering, net
of issuance costs | |
| – | | |
| – | | |
| 626,844 | | |
| 63 | | |
| 5,735,436 | | |
| – | | |
| – | | |
| – | | |
| 5,735,499 | |
Common stock issued under cashless warrant exercises and exercise of pre-funded
warrants | |
| – | | |
| – | | |
| 2,314,026 | | |
| 233 | | |
| (233 | ) | |
| – | | |
| – | | |
| – | | |
| – | |
Incentive common stock and warrants issued with long-term debt | |
| – | | |
| – | | |
| 34,849 | | |
| 4 | | |
| 708,460 | | |
| – | | |
| – | | |
| – | | |
| 708,464 | |
Common stock issued for conversion of accrued interest | |
| – | | |
| – | | |
| 92,378 | | |
| 9 | | |
| 235,554 | | |
| – | | |
| – | | |
| – | | |
| 235,563 | |
Issuance of common stock for share rounding as a result of reverse stock
split | |
| – | | |
| – | | |
| 14,162 | | |
| 1 | | |
| (1 | ) | |
| – | | |
| – | | |
| – | | |
| – | |
Issuance of preferred stock Series F for cash | |
| – | | |
| – | | |
| – | | |
| – | | |
| 100 | | |
| – | | |
| – | | |
| – | | |
| 100 | |
Redemption of preferred stock Series F | |
| – | | |
| – | | |
| – | | |
| – | | |
| (100 | ) | |
| – | | |
| – | | |
| – | | |
| (100 | ) |
Issuance of preferred stock Series G for cash and conversion of long-term
debt and accrued interest | |
| – | | |
| – | | |
| – | | |
| – | | |
| 1,503,914 | | |
| – | | |
| – | | |
| – | | |
| 1,503,945 | |
Conversion of preferred stock Series G to preferred stock
Series H | |
| – | | |
| – | | |
| – | | |
| – | | |
| (45 | ) | |
| – | | |
| – | | |
| – | | |
| – | |
Issuance of preferred stock Series H for cash | |
| – | | |
| – | | |
| – | | |
| – | | |
| 32,998 | | |
| – | | |
| – | | |
| – | | |
| 33,000 | |
Stock based compensation | |
| – | | |
| – | | |
| – | | |
| – | | |
| 306,929 | | |
| – | | |
| – | | |
| – | | |
| 306,929 | |
Net Loss | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| – | | |
| (6,533,117 | ) | |
| (6,533,117 | ) |
Balance, at December 31, 2023 | |
| 31,413 | | |
$ | 3 | | |
| 3,994,926 | | |
$ | 400 | | |
$ | 220,598,180 | | |
| 2,500 | | |
$ | (1,350,000 | ) | |
$ | (217,040,339 | ) | |
$ | 2,208,328 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| |
| Series
AAA
Preferred Stock | | |
| Common
Stock | | |
| Paid-in | | |
| Treasury
Shares | | |
| Accumulated | | |
| Stockholders' | |
| |
| Shares | | |
| Amount | | |
| Shares | | |
| Amount | | |
| Capital | | |
| Shares | | |
| Amount | | |
| Deficit | | |
| Equity | |
Balance, at December 31, 2021 (As Restated) | |
| 31,413 | | |
$ | 3 | | |
| 430,716 | | |
$ | 43 | | |
$ | 206,713,514 | | |
| 2,500 | | |
$ | (1,350,000 | ) | |
$ | (202,444,894 | ) | |
$ | 2,918,672 | |
Common stock issued for services | |
| – | | |
| – | | |
| 3,334 | | |
| – | | |
| 84,500 | | |
| – | | |
| – | | |
| – | | |
| 84,500 | |
Common stock issued for cash, net of issuance costs | |
| – | | |
| – | | |
| 61,497 | | |
| 6 | | |
| 1,187,494 | | |
| – | | |
| – | | |
| – | | |
| 1,187,500 | |
Stock based compensation | |
| – | | |
| – | | |
| – | | |
| – | | |
| 83,605 | | |
| – | | |
| – | | |
| – | | |
| 83,605 | |
Common stock issued for conversion of long-term debt | |
| – | | |
| – | | |
| 125,229 | | |
| 13 | | |
| 3,777,208 | | |
| – | | |
| – | | |
| – | | |
| 3,777,221 | |
Net loss | |
| – | | |
| – | | |
| – | | |
| – | | |
| | | |
| – | | |
| – | | |
| (8,062,328 | ) | |
| (8,062,328 | ) |
Balance, at December 31, 2022 | |
| 31,413 | | |
$ | 3 | | |
| 620,776 | | |
$ | 62 | | |
$ | 211,846,321 | | |
| 2,500 | | |
$ | (1,350,000 | ) | |
$ | (210,507,222 | ) | |
$ | (10,830 | ) |
See Notes to consolidated financial statements.
Mobiquity
Technology, Inc.
Consolidated
Statements of Cash Flows
For
the Years Ended December 31, 2023 and 2022
| |
| | |
| |
| |
2023 | | |
2022 | |
| |
| | |
| |
Cash flows from operating activities: | |
| | | |
| | |
Net loss | |
$ | (6,533,117 | ) | |
$ | (8,062,328 | ) |
| |
| | | |
| | |
Adjustments to reconcile net loss to net cash used in operating activities: | |
| | | |
| | |
Allowance for credit losses | |
| 66,666 | | |
| 270,254 | |
Depreciation | |
| 7,444 | | |
| 9,228 | |
Loss on disposal of fixed asset | |
| 695 | | |
| 3,674 | |
Amortization of intangible assets | |
| 569,796 | | |
| 600,735 | |
Amortization of capitalized software development costs | |
| 108,024 | | |
| – | |
Amortization of debt discount | |
| 738,142 | | |
| – | |
Stock issued for services | |
| 148,464 | | |
| 84,500 | |
Loss on debt extinguishment - related party | |
| 396,322 | | |
| 855,296 | |
Gain on settlement of liability | |
| – | | |
| (389,495 | ) |
Stock-based compensation | |
| 306,929 | | |
| 83,605 | |
Inducement expense | |
| – | | |
| 101,000 | |
Income tax benefit | |
| 180,000 | | |
| – | |
Changes in operating assets and liabilities | |
| | | |
| | |
(Increase) decrease in accounts receivable | |
| 239,641 | | |
| (223,079 | ) |
(Increase) decrease prepaid expenses and other assets | |
| (90,435 | ) | |
| (47,500 | ) |
Decrease in accounts payable and accrued expenses | |
| (535,976 | ) | |
| 333,129 | |
Contract liabilities | |
| 1,537 | | |
| 193,598 | |
Net cash used in operating activities | |
| (4,395,868 | ) | |
| (6,187,383 | ) |
| |
| | | |
| | |
Cash flows from investing activities | |
| | | |
| | |
Purchase of property and equipment | |
| – | | |
| (8,004 | ) |
Payments for software development
costs | |
| (2,157,930 | ) | |
| – | |
Net cash used in investing activities | |
| (2,157,930 | ) | |
| (8,004 | ) |
| |
| | | |
| | |
Cash flows from financing activities | |
| | | |
| | |
Proceeds from the issuance of debt, net of discounts
and debt issuance costs | |
| 1,511,500 | | |
| – | |
Common stock issued for cash, net | |
| – | | |
| 1,187,500 | |
Repayment on notes payable | |
| (1,618,783 | ) | |
| (156,504 | ) |
Issuance of common stock and pre-funded warrants, net
of issuance costs | |
| 5,735,499 | | |
| – | |
Issuance of preferred stock Series G | |
| 1,200,000 | | |
| | |
Issuance of preferred stock Series
H | |
| 33,000 | | |
| – | |
Net cash provided by financing
activities | |
| 6,861,216 | | |
| 1,030,996 | |
| |
| | | |
| | |
Net change in cash | |
| 307,418 | | |
| (5,164,391 | ) |
| |
| | | |
| | |
Cash - beginning of period | |
| 220,854 | | |
| 5,385,245 | |
| |
| | | |
| | |
Cash - end of period | |
$ | 528,272 | | |
$ | 220,854 | |
| |
| | | |
| | |
Supplemental disclosure of cash flow Information | |
| | | |
| | |
Cash paid for interest | |
$ | 43,406 | | |
$ | 145,052 | |
Cash paid for taxes | |
$ | 6,185 | | |
$ | 2,420 | |
| |
| | | |
| | |
Supplemental disclosure of non-cash investing and financing
activities: | |
| | | |
| | |
Issuance of incentive shares
with debt recorded as debt discount | |
$ | 122,426 | | |
$ | – | |
Warrants issued with debt recorded
as debt discount | |
$ | 586,038 | | |
$ | – | |
Common stock issued under cashless
warrant exercises | |
$ | 233 | | |
$ | – | |
Common stock issued for accrued
interest | |
$ | 235,563 | | |
$ | – | |
Common stock issued for settlement
of accounts payable | |
$ | 80,411 | | |
$ | – | |
Common stock issued for conversion
of long-term debt and accrued interest | |
$ | – | | |
$ | 2,820,925 | |
Preferred
stock Series H issued for settlement of accounts payable | |
$ | 33,000 | | |
$ | – | |
Preferred stock Series G issued
for conversion of long-term debt and accrued interest | |
$ | 303,945 | | |
$ | – | |
See Notes to consolidated financial statements.
MOBIQUITY TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2023, AND 2022
NOTE 1 – ORGANIZATION AND NATURE OF OPERATIONS
Mobiquity Technologies,
Inc. (“Mobiquity,” “we,” “our” or “the Company”), and its operating subsidiaries, is a
next generation location data intelligence company. The Company provides precise unique, at-scale location data and insights on consumer’s
real-world behavior and trends for use in marketing and research. We provide one of the most accurate and scaled solutions for mobile
data collection and analysis, utilizing multiple geo-location technologies. The Company is seeking to implement several new revenue streams
from its data collection and analysis, including, but not limited to, Advertising, Data Licensing, Footfall Reporting, Attribution Reporting,
Real Estate Planning, Financial Forecasting and Custom Research. We also are a developer of advertising and marketing technology focused
on the creation, automation, and maintenance of an advertising technology operating system (or ATOS). The ATOS platform blends artificial
intelligence (or AI) and machine learning (ML) based optimization technology for automatic ad serving that manages and runs digital advertising
campaigns.
Mobiquity Technologies, Inc. was incorporated
in the State of New York and has the following subsidiaries:
Schedule of subsidiaries |
|
|
Company Name |
|
State of Incorporation |
Mobiquity Networks, Inc. |
|
New York |
Advangelists, LLC |
|
Delaware |
Mobiquity Networks, Inc.
Mobiquity Networks, Inc. is a wholly owned subsidiary
of Mobiquity Technologies, Inc., commencing operations in January 2011. Mobiquity Networks started and developed as a mobile advertising
technology company focused on driving foot-traffic throughout its indoor network and has evolved and grown into a next generation data
intelligence company. Mobiquity Networks, Inc. operates our data intelligence platform business.
Advangelists, LLC
Advangelists LLC is a wholly owned subsidiary
of Mobiquity Technologies, Inc., acquired through a merger transaction in December 2018, and operates our ATOS platform business.
Reverse Stock Split
On August 7, 2023, we effected a one-for-15 reverse stock split. The
financial statements and notes thereto give retroactive effect to the reverse stock split as if the split had occurred prior to the dates
on the financial statements included herein.
Liquidity, Going Concern and Management’s
Plans
These consolidated financial statements have been
prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the
normal course of business.
As reflected in the accompanying consolidated
financial statements, for the year ended December 31, 2023, the Company had:
· |
Net loss of $6,533,117 and |
· |
Net cash used in operations was $4,395,868 |
Additionally, at December 31, 2023, the Company
had:
· |
Accumulated deficit of $217,040,339 |
· |
Stockholders’ equity of $2,208,328, and |
· |
Working capital deficit of $1,278,231 |
We manage liquidity risk by reviewing, on an ongoing
basis, our sources of liquidity and capital requirements. The Company had cash on hand of $528,272 at December 31, 2023.
The Company has incurred significant losses since
its inception in 1998 and has not demonstrated an ability to generate sufficient revenues from the sales of its products and services
to achieve profitable operations. There can be no assurance that profitable operations will ever be achieved, or if achieved, could be
sustained on a continuing basis. In making this assessment we performed a comprehensive analysis of our current circumstances including:
our financial position, our cash flows and cash usage forecasts for the year ended December 31, 2023, and our current capital structure
including equity-based instruments and our obligations and debts.
Without sufficient revenues from operations, if
the Company does not obtain additional capital, the Company will be required to reduce the scope of its business development activities
or cease operations.
These factors create substantial doubt about the
Company’s ability to continue as a going concern within one year after the date that these consolidated financial statements are
issued, as the Company will need additional capital to meet its financial obligations. These consolidated financial statements do not
include any adjustments that might be necessary if the Company is unable to continue as a going concern. Accordingly, the consolidated
financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the
realization of assets and satisfaction of liabilities and commitments in the ordinary course of business.
Management’s strategic plans include the
following:
· |
Execution of business plan focused on technology development and improvement, |
· |
Seek out equity and/or debt financing to obtain the capital required to meet the Company’s financial obligations. There is no assurance, however, that lenders and investors will continue to advance capital to the Company or that the new business operations will be profitable. |
· |
Continuing to explore and execute prospective partnering, distribution and acquisition opportunities, |
· |
Identifying unique market opportunities that represent potential positive short-term cash flow. |
Coronavirus (“COVID-19”) Pandemic
During the year ended December 31, 2022, the
Company’s financial results and operations were adversely impacted by the COVID-19 pandemic. The Company is a data location company
with a specialty to drive traffic to retail stores. In the prior two (2) years, the Company suffered from the effects of the pandemic
due to lack of traffic to retail stores related to mandated stay-at-home restrictions and the Company drastically curtailed its operations.
The extent to which the Company’s future financial results could be impacted by the COVID-19 pandemic depends on future developments
that are highly uncertain and cannot be predicted at this time. The pandemic also had an effect on the Company’s ability to attain
new customers or retain existing customers, and to collect on its outstanding accounts receivable, resulting in an increase of its allowance
for doubtful accounts. The Company is not aware of any specific event or circumstance that would require an update to its estimates or
judgments or a revision of the carrying value of its assets or liabilities.
These estimates may change, as new events occur,
and additional information is obtained. Actual results could differ materially from these estimates under different assumptions or conditions.
During the year ended December 31, 2023, areas
of the Company’s financial results and operations, other than credit losses, were not otherwise materially adversely impacted by
the COVID-19 pandemic.
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Principles of Consolidation
These consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and include the accounts
of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated.
Business Segments and Concentrations
The Company uses the “management approach”
to identify its reportable segments. The management approach requires companies to report segment financial information consistent with
information used by management for making operating decisions and assessing performance as the basis for identifying the Company’s
reportable segments. The Company manages its business as a single reporting segment.
Customers in the United States accounted for 100%
of our revenues. We do not have any property or equipment outside of the United States.
Use of Estimates
Preparing financial statements in conformity with
U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of Company assets and liabilities, including
the allowance for credit losses, stock-based compensation, the deferred tax asset valuation allowance, and the disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period.
Actual results could differ from those estimates.
Risks and Uncertainties
The Company operates in an industry that is subject
to intense competition and changes in consumer demand. The Company’s operations are subject to significant risk and uncertainties
including financial and operational risks and the potential of overall business failure.
The Company has experienced, and in the future
expects to continue to experience, variability in sales and net earnings. The factors expected to contribute to this variability include,
among others, (i) the cyclical nature of the industry, (ii) general economic conditions in the various local markets in which the Company
competes, including a potential general downturn in the economy, and (iii) the volatility of prices in connection with the Company’s
service offerings. These factors, among others, make it difficult to project the Company’s operating results on a consistent basis.
Fair Value of Financial Instruments
The Company accounts for financial instruments
at fair value, which as is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (exit
price) in an orderly transaction between market participants at the measurement date. The valuation techniques are based on observable
and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect
certain market assumptions. There are three levels of inputs that may be used to measure fair value:
|
· |
Level 1—Valuation based on quoted market prices in active markets that the Company can access for identical assets or liabilities; |
|
|
|
|
· |
Level 2—Valuation based on quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability; and |
|
|
|
|
· |
Level 3—Valuation based on unobservable inputs that are supported by little or no market activity, which require management’s best estimate of what market participants would use as fair value. |
Fair value estimates discussed herein are based
upon certain market assumptions and pertinent information available to management.
The respective carrying value of certain on-balance-sheet
financial instruments approximated their fair value. These financial instruments include accounts receivable, accounts payable and accrued
expenses, and contract liabilities. At December 31, 2023 and December 31, 2022, the carrying amounts of these financial instruments approximated
their fair values due to the short-term nature of these instruments. The fair value of the Company’s long-term debt approximates
its carrying value based on current financing rates available to the Company.
The Company does not have any other financial
or non-financial assets or liabilities that would be characterized as Level 1, Level 2, or Level 3 instruments.
Cash and Cash Equivalents and Concentrations
of Risk
For purposes of presentation in the consolidated
statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less at the purchase
date and money market accounts to be cash equivalents.
At December 31, 2023 and December 31, 2022, the
Company did not have any cash equivalents.
The Company is exposed to credit risk on its cash
in the event of default by the financial institutions to the extent account balances exceed the amount insured by the FDIC, which is $250,000.
At December 31, 2023 and December 31, 2022, the Company did not experience any losses on cash balances in excess of FDIC insured limits.
Any loss incurred or a lack of access to funds could have a significant impact on the Company’s consolidated financial condition,
results of operations, and cash flows.
For fiscal 2023 and 2022, sales of our products
to two customers and one customer generated approximately 73% and 39% of our revenues, respectively. Our contracts with our customers
generally do not obligate them to a specified term and they can generally terminate their relationship with us at any time with a minimal
amount of notice. The loss of one of these customers could have a material adverse effect on our results of operations and financial condition.
Accounts Receivable
Effective January 1, 2023, the Company adopted
Accounting Standards Update (ASU) 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments
(Topic 326), which significantly change how entities measure credit losses for most financial assets and certain other instruments
that are not measured at fair value through net income. The most significant change in this standard is a shift from the incurred loss
model to the expected loss model. Under the standard, disclosures are required to provide users of the consolidated financial statements
with useful information in analyzing an entity’s exposure to credit risk and the measurement of credit losses. Financial assets
held by the Company that are subject to the guidance in Topic 326 were trade accounts receivable. The impact of the adoption was not considered
material to the consolidated financial statements.
Accounts receivable represent customer obligations
under normal trade terms and are stated at the amount management expects to collect from outstanding customer balances. Credit is extended
to customers based on an evaluation of their financial condition and other factors. Interest is not accrued on overdue accounts receivable.
The Company does not require collateral. Five and six of our customers combined accounted for approximately 61% and 42% of outstanding
accounts receivable at December 31, 2023 and 2022, respectively.
The Company had net accounts receivable, net,
of $34,628, $340,935, and $388,112 at December 31, 2023, December 31, 2022, and January 1, 2022, respectively.
Management periodically assesses the Company’s
accounts receivable and, if necessary, establishes an allowance for credit losses. The Company provides its allowance for credit losses
based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. Accounts
determined to be uncollectible losses are charged to operations when that determination is made.
The allowance for credit losses for accounts receivable
and the related activity, for the year ended December 31, 2023, are as follows:
Schedule of allowance for credit losses for accounts receivable
activity | |
|
| |
Balance, December 31, 2022 | |
$ | 1,091,244 | |
Provision for credit losses | |
| 66,666 | |
Balance, December 31, 2023 | |
$ | 1,157,910 | |
Bad debt expense (recovery) is recorded as a component
of general and administrative expenses in the accompanying consolidated statements of operations.
Impairment of Long-lived Assets
Management evaluates the recoverability of the
Company’s identifiable intangible assets and other long-lived assets when events or circumstances indicate a potential impairment
exists, in accordance with the provisions of ASC 360-10-35-15“Impairment or Disposal of Long-Lived Assets.” Events
and circumstances considered by the Company in determining whether the carrying value of identifiable intangible assets and other long-lived
assets may not be recoverable include but are not limited to significant changes in performance relative to expected operating results;
significant changes in the use of the assets; significant negative industry or economic trends; and changes in the Company’s business
strategy. In determining if impairment exists, the Company estimates the undiscounted cash flows to be generated from the use and ultimate
disposition of these assets and compares this to the carrying amounts of the assets.
If impairment is indicated based on a comparison
of the assets’ carrying values and the undiscounted cash flows, the impairment to be recognized is measured as the amount by which
the carrying amount of the assets exceeds the fair value of the assets.
Property and Equipment
Property and equipment are stated at cost less
accumulated depreciation. Depreciation is provided on the straight-line basis over the estimated useful lives of the assets.
Expenditures for repair and maintenance which
do not materially extend the useful lives of property and equipment are charged to operations. When property or equipment is sold or otherwise
disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected
in current results of operations.
Goodwill
The Company’s goodwill represents the excess
of the consideration transferred for the acquisition of Advangelists, LLC in December 2018 over the fair value of the underlying identifiable
net assets acquired. Goodwill is not amortized but instead, it is tested for impairment at least annually. In the event that management
determines that the value of goodwill has become impaired, the Company will record a charge in an amount equal to the excess of the reporting
unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit during the
fiscal quarter in which the determination is made.
The Company performs its annual impairment tests
of goodwill as of December 31st of each year, or more frequently, if certain indicators are present. Goodwill is required to be tested
for impairment at the reporting unit level. A reporting unit is an operating segment or one level below the operating segment level, which
is referred to as a component. Management identifies its reporting units by assessing whether components (i) have discrete financial information
available, (ii) engage in business activities, and (iii) whether a segment manager regularly reviews the component’s operating results.
Net assets and goodwill of acquired businesses are allocated to the reporting unit associated with the acquired business based on the
anticipated organizational structure of the combined entities. If two or more components are deemed economically similar, those components
are aggregated into one reporting unit when performing the annual goodwill impairment review. The Company has one reporting unit as of
December 31, 2023, and 2022. No impairment of goodwill was recognized by the Company during fiscal 2023 or 2022.
Intangible Assets
In December 2018, the Company acquired the majority
of its intangible assets through its acquisition of Advangelists LLC, which included customer relationships and the ATOS platform technology.
The Company amortizes its identifiable definite-lived intangible assets over an estimated period of 5 years.
Capitalized Software Development Costs
In accordance with ASC 350-40, Internal Use Software,
the Company capitalizes certain internal-use software development costs associated with creating and enhancing internally developed software
related to its platforms. Software development activities generally consist of three stages (i) the research and planning stage, (ii)
the application and development stage, and (iii) the post-implementation stage. Costs incurred in the research and planning stage and
in the post-implementation stage of software development, or other maintenance and development expenses that do not meet the qualification
for capitalization, are expensed as incurred. Costs incurred in the application and development stage, including significant enhancements
and upgrades, are capitalized. These costs include personnel and related employee benefits expenses for employees or consultants directly
associated with and who devote time to software projects and external direct costs of materials obtained in developing the software. These
software developments and acquired technology are amortized on a straight-line basis over the estimated useful life of five years upon
the initial release of the software or additional features. The Company reviews the software development costs for impairment when circumstances
indicate their carrying amounts may not be recoverable. If the carrying value of an asset group is not recoverable, the Company recognizes
an impairment loss for the excess of carrying value over the fair value in its consolidated statements of operations. See Note 3 for further
details.
Derivative Financial Instruments
The Company analyzes all financial instruments
with features of both liabilities and equity under FASB ASC Topic No. 480, (ASC 480), Distinguishing Liabilities from Equity and
FASB ASC Topic No. 815, (ASC 815) Derivatives and Hedging.
Terms of financial instruments are reviewed to
determine whether or not they contain embedded derivative instruments that are required to be accounted for separately from the host contract
under ASC 815 and recorded on the balance sheet at fair value. Derivative liabilities are remeasured to reflect fair value at each reporting
period, with any increase or decrease in the fair value being recorded in results of operations. The Company generally incorporates a
binomial model to determine fair value. Upon conversion of a debt instrument where an embedded conversion option has been bifurcated and
accounted for separately as a derivative liability, the Company records the resulting shares issued at fair value, derecognizes all related
debt principal, derivative liability, and debt discount, and recognizes a net gain or loss on debt extinguishment. Equity instruments
that are initially classified as equity that become subject to reclassification under ASC 815 are reclassified to liabilities at the fair
value of the instrument on the reclassification date. The Company does not use derivative instruments to hedge exposures to cash flow,
market or foreign currency risk. As of December 31, 2023 and 2022, the Company had no derivative instruments.
Debt Issuance Costs and Debt Discounts
Debt discounts, debt issuance costs paid to lenders
or third parties, and other original issue discounts on debt, are recorded as debt discount or debt issuance costs and amortized to interest
expense in the consolidated statements of operations, over the term of the underlying debt instrument, using the effective interest method,
with the unamortized portion reported net with related principal outstanding on the consolidated balance sheet. For the year ended December
31, 2023, the Company recorded $738,142 in interest expense associated with the amortization of debt discounts and debt issuance costs
incurred on debt issued during the period. There are no unamortized debt discounts remaining at December 31, 2023 as a result of full
debt settlement during the quarter ended June 30, 2023. See Note 4 regarding the accounting for debt discounts and debt issuance costs
during 2023. There was no amortization of debt discounts for the year ended December 31, 2022 or unamortized debt discounts outstanding
at December 31, 2022.
Revenue Recognition
The Company’s revenues are generated from
internet advertising, the Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers (ASC 606).
In accordance with ASC 606, revenue is recognized when promised services are transferred to a customer. The amount of revenue recognized
reflects the consideration to which the Company expects to be entitled to receive in exchange for these services. To achieve this core
principle, the Company applies the following five steps:
Identify the contract with a customer.
A contract with a customer exists when (i) the
Company enters into an enforceable contract with a customer that defines each party’s rights regarding the services to be transferred
and identifies the payment terms related to these services, (ii) the contract has commercial substance and, (iii) the Company determines
that collection of substantially all consideration for services that are transferred is probable based on the customer’s intent
and ability to pay the promised consideration. The Company applies judgment in determining the customer’s ability and intention
to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer,
published credit and financial information pertaining to the customer.
Identify the performance obligations in the
contract.
Performance obligations promised in a contract
are identified based on the services that will be transferred to the customer that are both capable of being distinct, whereby the customer
can benefit from the service either on its own or together with other resources that are readily available from third parties or from
the Company, and are distinct in the context of the contract, whereby the transfer of the services is separately identifiable from other
promises in the contract. To the extent a contract includes multiple promised services (performance obligations), the Company must apply
judgment to determine whether promised services are capable of being distinct and distinct in the context of the contract. If these criteria
are not met the promised services are accounted for as a combined performance obligation. Currently, the Company does not have any contracts
that contain multiple performance obligations.
Determine the transaction price.
The transaction price is determined based on
the consideration to which the Company will be entitled in exchange for transferring services to the customer. To the extent the transaction
price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction
price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration.
Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future
reversal of cumulative revenue under the contract will not occur. None of the Company’s contracts as of December 31, 2023, and
2022 contained a significant financing component or variable consideration terms.
Allocate the transaction price to performance
obligations in the contract.
If the contract contains a single performance
obligation, the entire transaction price is allocated to the single performance obligation. However, if a series of distinct services
that are substantially the same qualifies as a single performance obligation in a contract with variable consideration, the Company must
determine if the variable consideration is attributable to the entire contract or to a specific part of the contract. Contracts that contain
multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone
selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation
or to a distinct service that forms part of a single performance obligation.
Recognize revenue when or as the Company satisfies
a performance obligation.
The Company satisfies performance obligations
at a point in time. Revenue is recognized at the time the related performance obligation is satisfied by transferring the promised service
to a customer. Under both managed services arrangements or self-service arrangements, the Company’s promised services under the
contracts include identification, bidding and purchasing of advertisement opportunities. The Company also generally has discretion in
establishing the pricing of the ads. Since the Company is controlling the promise to deliver the contracted services, the Company is considered
the principal in all arrangements for revenue recognition purposes. The performance obligations are satisfied, and revenue recognition,
primarily upon publication of customer advertising content.
All revenues recognized were derived from internet
advertising for the years ended December 31, 2023, and 2022.
Payment terms and conditions vary by contract,
although terms generally include a requirement of payment within 30 to 90 days.
Contract Liabilities
Contract liabilities represent deposits made
by customers before the satisfaction of performance obligation and recognition of revenue. Upon completion of the performance
obligation(s) that the Company has with the customer based on the terms of the contract, the liability for the customer deposit is
relieved and revenue is recognized. As of December 31, 2023 and 2022, there were $195,135
and $193,598,
respectively, in contract liabilities outstanding. Contract liabilities are expected to be recognized as revenue within the year
following December 31. There were no contract liabilities outstanding at January 1, 2022.
Advertising
Advertising costs are expensed as incurred. Advertising
costs are included as a component of general and administrative expenses in the consolidated statements of operations. Advertising costs
incurred were insignificant for the years ended December 31, 2023 and 2022.
Stock-Based Compensation
The Company accounts for our stock-based compensation,
including stock options and common stock warrants, under ASC 718 Compensation – Stock Compensation, using the fair value-based
method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the
requisite service period for employee awards, which is usually the vesting period, and when the goods are obtained or services are received,
for nonemployee awards. This guidance establishes standards for the accounting for transactions in which an entity exchanges its equity
instruments for goods or services. It also applies to transactions in which an entity incurs liabilities in exchange for goods or services
that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments.
In connection with certain financing, consulting
and collaboration arrangements, the Company may issue warrants to purchase shares of its common stock. The outstanding warrants are standalone
instruments that are not puttable or mandatorily redeemable by the holder and are classified as equity awards.
The fair value of stock-based compensation is
generally determined using the Black-Scholes valuation model as of the date of the grant or the date at which the performance of the services
is completed (measurement date).
When determining fair value of stock-based compensation,
the Company considers the following assumptions in the Black-Scholes model:
· |
Exercise price, |
· |
Expected dividends, |
· |
Expected volatility, |
· |
Risk-free interest rate; and |
· |
Expected life of option |
Income Taxes
The Company accounts for income tax using the
asset and liability method prescribed by ASC 740, Income Taxes (ASC 740). Under this method, deferred tax assets and liabilities
are determined based on temporary differences between the financial reporting and tax bases of assets and liabilities using enacted tax
rates that will be in effect in the year in which the differences are expected to reverse. The Company records a valuation allowance to
offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that all or some portion of the deferred
tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as gain or loss in the period that
includes the enactment date.
The Company follows the accounting guidance for
uncertainty in income taxes using the provisions of ASC 740. Using that guidance, tax positions initially need to be recognized in the
consolidated financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities.
As of December 31, 2023, and 2022, the Company did not identify any uncertain tax positions that qualify for either recognition or disclosure
in the consolidated financial statements.
The Company recognizes interest and penalties,
if any, related to recognized uncertain income tax positions, in other expense. No interest and penalties related to uncertain income
tax positions were recorded for the years ended December 31, 2023, and 2022. Open tax years subject to examination by the Internal Revenue
Service generally remain open for three years from the filing date. Tax years subject to examination by the state jurisdictions generally
remain open for up to four years from the filing date.
Related Parties
Parties are considered to be related to the Company
if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with
the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal
owners of the Company and its management and other parties with which the Company may deal with if one party controls or can significantly
influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully
pursuing its own separate interests.
Recent Issued Accounting Pronouncement
We consider the applicability and impact of all
new accounting pronouncements on our consolidated financial position, results of operations, stockholders’ deficit, cash flows,
or presentation thereof. Management has evaluated all recent accounting pronouncements as issued by the Financial Accounting Standards
Board (FASB) through the date these consolidated financial statements were available to be issued and found no recent accounting pronouncements
issued, but not yet effective, that when adopted, will have a material impact on the consolidated financial statements of the Company.
Fair Value Measurement of Equity Securities
Subject to Contractual Sale Restrictions: On September 30, 2022, the FASB issued ASU 2022-03 (ASU 2022-03), which clarifies the
guidance in Topic 820 on the fair value measurement of an equity security that is subject to contractual restrictions that prohibit the
sale of an equity security. The ASU also requires specific disclosures related to such an equity security, including (1) the fair value
of such equity securities reflected in the balance sheet, (2) the nature and remaining duration of the corresponding restrictions, and
(3) any circumstances that could cause a lapse in the restrictions. ASU 2022-03 clarifies that a “contractual restriction prohibiting
the sale of an equity security is a characteristic of the reporting entity holding the equity security” and is not included in the
equity security’s unit of account. Accordingly, an entity should not consider the contractual sale restriction when measuring the
equity security’s fair value (i.e., the entity should not apply a discount related to the contractual sale restriction, as stated
in ASC 820-10-35-36B as amended by the ASU). The ASU also prohibits an entity from recognizing a contractual sale restriction as a separate
unit of account. For public business entities, ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, and interim
periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of ASU 2022-03 on its
consolidated financial statements and related disclosures.
Recently Adopted Accounting Pronouncements
Financial Instrument – Credit Losses:
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of
Credit Losses on Financial Instruments (ASU 2016-13). ASU 2016-13 replaces the incurred loss impairment methodology
under current GAAP with a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable
and supportable information to inform credit loss estimates. ASU 2016-13 requires the use of a forward-looking expected credit
loss model for accounts receivables, loans, and other financial instruments. In May 2019, the FASB issued ASU 2019-05, which provides
transition relief for entities adopting ASU 2016-13. For entities that have adopted ASU 2016-13, the amendments in ASU 2019-05
are effective for fiscal years beginning after December 15, 2019, including interim periods therein. An entity may early adopt ASU No.
2019-05 in any interim period after its issuance if the entity has adopted ASU 2016-13. For all other entities, the effective date
will be the same as the effective date of ASU 2016-13. ASU 2016-13 is effective for fiscal years beginning after December 15,
2022, including interim periods within those fiscal years. The Company adopted ASU 2016-13 on January 1, 2023, and the adoption of the
guidance did not have a significant impact on the Company’s consolidated financial statements and disclosures.
Accounting for Contract Assets and Contract
Liabilities from Contracts with Customers: In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic
805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (ASU 2021-08). Under ASU 2021-08, an acquirer
in a business combination must apply ASC 606 principles when recognizing and measuring acquired contract assets and contract liabilities.
The provisions of ASU 2021-08 are applicable for the Company for fiscal years and interim periods beginning after December 15, 2022. The
Company adopted ASU 2021-08 on January 1, 2023, and the adoption of the guidance did not have an impact on the Company’s consolidated
financial statements and related disclosures.
NOTE 3: INTANGIBLE ASSETS
Definite-Lived Intangible Assets
The
Company’s definite-lived intangible assets consist of capitalized software development costs and a customer relationship asset
acquired through the Advangelists, LLC acquisition in 2018. The intangible assets are being amortized over their estimated useful lives of five
years. The Company periodically evaluates the reasonableness of the useful lives of these assets. These assets are also reviewed for impairment
or obsolescence when events or circumstances indicate that the carrying amount may not be recoverable. If the carrying amount of an asset
exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds
the fair value of the asset.
Schedule of intangible assets |
|
|
|
|
|
|
|
|
|
|
Useful Life |
|
December 31, 2023 |
|
|
December 31, 2022 |
|
|
|
|
|
|
|
|
|
|
Customer relationships |
|
5 years |
|
$ |
3,003,676 |
|
|
$ |
3,003,676 |
|
Less accumulated amortization |
|
|
|
|
(2,927,188 |
) |
|
|
(2,357,392 |
) |
Net carrying value, customer relationships |
|
|
|
$ |
76,488 |
|
|
$ |
646,284 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Software development costs |
|
5 years |
|
$ |
2,157,932 |
|
|
$ |
– |
|
Less accumulated amortization |
|
|
|
|
(108,024 |
) |
|
|
– |
|
Net carrying value, software development costs |
|
|
|
$ |
2,049,908 |
|
|
$ |
– |
|
During the years ended December 31, 2023 and
2022, the Company recognized $569,796
and $600,735
of amortization expense, respectively, related to intangible assets. Amortization expense is included in general and administrative expenses on the consolidated statements of operations.
For the year ended December 31, 2023, the Company
capitalized a total of approximately $2,158,000 of costs associated with the development of its new software enhancements, referred to
as ATOS4P and AdHere, of which approximately $864,000 and $1,294,000 were capitalized to each project, respectively. The Company recognized
$108,024 in amortization
expense for the year ended December 31, 2023 related to capitalized software development costs associated with its ATOS4P product that
is currently being marketed to the general public As of December 31, 2023, the Company has not commenced amortization of the costs associated
with the AdHere technology as the product had not yet been released to the general public. The release of AdHere to the general public is expected to occur in
the second quarter of 2024.
Future annual amortization of customer relationships
and ATOS4P software development costs for products being marketed at December 31, 2023, is as follows:
Schedule of future annual amortization of intangible assets | |
| | |
|
| |
Software Development Costs | | |
Customer Relationships |
2024 | |
$ | 172,836 | | |
$76,488 |
2025 | |
| 172,836 | | |
– |
2026 | |
| 172,836 | | |
– |
2027 | |
| 172,836 | | |
– |
2028 | |
| 64,813 | | |
– |
Total | |
$ | 756,156 | | |
$76,488 |
NOTE 4 – DEBT
Small Business Administration Loan
In June 2020, the Company received an Economic
Injury Disaster Loan of $150,000 from the Small Business Administration (SBA) which carries a thirty-year term, and interest at 3.7% per
annum, with a maturity date in July of 2050. The loan is to be repaid in monthly installments, including principal and interest, of $731,
beginning twelve months from the date of the loan. Total accrued and unpaid interest on the debt was $13,594 at December 31, 2022 and
is included in accounts payable and accrued expenses on the accompanying consolidated balance sheet. On January 5, 2023, the Company paid
$163,885 to the Small Business Administration to pay off all outstanding principal and accrued interest on the Company’s SBA loan.
Investor Note Payable
On December 30, 2022, the Company and Walleye
Opportunities Master Fund Ltd, a Cayman Islands company (the Investor), entered into a Securities Purchase Agreement (the SPA) for the
Investor to purchase from the Company (i) a senior secured 20% original issue discount (OID) nine-month promissory note in an aggregate
gross principal amount of $1,437,500, less the 20% OID of $287,500, for a net subscription amount of $1,150,000 (the Investor Note), and
(ii) a five year warrant to purchase 174,242 shares of the Company’s common stock at an exercise price of $6.60 per share, exercisable
commencing July 1, 2023 and expiring December 30, 2027 (the Investor Warrant). Proceeds from the SPA were received by the Company in January
2023. Per terms of the SPA, if at any time commencing July 1, 2023, the Company issues, sells, or announces for sale, any shares of its
common stock (Subsequent Equity Sale) for a per share price less than the exercise price of the Investor Warrant in effect immediately
prior to such Subsequent Equity Sale, the exercise price of the Investor Warrant shall be reduced to an amount equal to the issuance price
of the Subsequent Equity Sale.
In conjunction with the SPA, the Company issued
34,849 shares of common stock, or approximately 5.3% of the Company’s outstanding shares at the time, to the Investor as an incentive
on the transaction (Incentive Shares). Excluding the above-referenced Investor Warrant, the shares of common stock exercisable pursuant
to such Investor Warrant are not being considered beneficially owned by the Investor until the Investor Warrant is exercisable within
60 days. Total issuance fees of $138,500 associated with the closing of the SPA were paid by the Company to Spartan Capital Securities
LLC and the Investor’s counsel, resulting in net proceeds of $1,011,500. Approximately $163,000 of the loan proceeds were utilized
to repay the outstanding principal and accrued interest under the SBA loan (see above).
The Investor Note will only become convertible
into common stock upon the occurrence of an Event of Default under and as defined in the Investor Note on terms set forth in the Investor
Note. This Investor Note matures and was payable on or before September 30, 2023, and it provided that the Investor may demand prepayment
after March 31, 2023 and before the maturity date, provided that the purchasers of securities in a future public offering by the Company,
as defined in the SPA, who hold the purchased Company securities at the time the prepayment demand, unanimously consent to the prepayment.
The Company granted a security interest in all of its assets to the Investor as collateral for its obligations under the Investor Note
pursuant to a Security Agreement. In addition, the Company’s subsidiaries guaranteed the obligations of the Company under the Investor
Note pursuant to a Subsidiary Guarantee and granted a first lien security interest in all of their assets to the Investor as additional
collateral pursuant to the Security Agreement. All securities sold in the above-described transaction contain certain piggy-back registration
rights after the completion of the Company’s February 2023 Offering. On June 30, 2023, the secured debt was paid in full through
the proceeds of the Company’s June 2023 Offering. See Note 6.
The aforementioned Investor Warrant was deemed
to be an equity-classified derivative instrument with a fair value of $1,526,363 at the date of closing on the SPA, incorporating the
use of the Black-Scholes valuation model, and the Incentive Shares were deemed to have a fair value of $318,863 based on the closing market
price of the Company’s common stock on the day preceding the closing of the Agreement. Per accounting guidance under ASC 815, the
Company recorded the fair values of the Investor Warrant and Incentive Shares based on the relative fair value allocation method, which
allocates fair values as a percentage of total fair value of the debt, Investor Warrant, and Incentive Shares, in proportion to the net
proceeds received (after deducting fees paid to lender) under the Investor Note of $1,150,000. As a result of applying the relative fair
value allocation method, the Investor Warrant was assigned a relative fair value of $586,040 and the Incentive Shares were assigned a
relative fair value of $122,426, at the date of closing on the SPA. The fair values of the Investor Warrant, the Incentive Shares, the
OID of $287,500, and the $138,500 in debt issuance costs paid, were recorded as debt discounts and debt issuance costs totaling $1,134,466.
Amortization associated with the total debt discounts is being recognized using the effective interest method over the term of the Investor
Note, which matured on September 30, 2023. For the six months ended June 30, 2023, $738,142 in amortization on the debt discounts was
recognized as interest expense and is included on the accompanying consolidated statement of operations for the year ended December 31,
2023. The remaining unamortized debt discounts at June 30, 2023 of $396,322 were written off as loss on debt extinguishment as of June
30, 2023, upon full settlement of the Investor Note in conjunction with proceeds received from the June 2023 Public Offering. See Note
6.
Merchant Agreement
In November 2023, the Company entered into an
agreement for the purchase and sale of future receivables (Merchant Agreement) with a financial institution for the sale of future receivables
in exchange for $200,000 in funding (the Purchase Price). The Purchase Price is to be repaid through daily payments representing 10% of
future customer payments on receivables until a total of $272,000 is paid. In connection with the Merchant Agreement, and as additional
consideration, the Company has agreed to issue shares of its Common Stock to the financial institution in an amount equal to 5% of the
Purchase Price. The number of shares issued is equal to 5% of the Purchase Price divided by the average closing per share price of the
common stock for the previous twenty (20) days from the signed date of the Merchant Agreement. Approximately $25,000 in interest expense
has been recognized under the Merchant Agreement for the year ended December 31, 2023. The balance of the Merchant Agreement funding is
expected to be repaid in full during 2024.
Salkind October 2023 Loan
On October 10, 2023, the Company received a $300,000
loan from the Marital Trust GST Subject U/W/O Leopold Salkind (Salkind October 2023 Loan), a related party through the Company’s
Board chair. This unsecured loan has a maturity date of November 30, 2023, with interest at the rate of 15% per annum. The note is payable
in cash on the maturity date; however, the debt holder has the right to convert the loan into restricted common stock at a conversion
price of $0.70 per share or to apply the loan repayment to invest on the terms of any private financing completed by the Company prior
to the maturity date. Exemption from registration for the aforesaid transactions is claimed under Section 4(2) of the Securities Act of
1933, as amended. In November 2023, the Salkind October 2023 Loan principal outstanding of $300,000 plus accrued and unpaid interest,
were converted into shares of the newly designated Series G Preferred Stock. See Note 6.
Following is a summary of debt outstanding at
December 31:
Schedule of debt outstanding | |
| | |
| |
| |
December 31, 2023 | | |
December 31, 2022 | |
Small Business Administration Loan | |
$ | – | | |
$ | 150,000 | |
Merchant Agreement | |
| 168,717 | | |
| – | |
Total Debt | |
| 168,717 | | |
| 150,000 | |
Current portion of debt | |
| 168,717 | | |
| – | |
Long-term portion of debt | |
$ | – | | |
$ | 150,000 | |
NOTE 5 – INCOME TAXES
The Company has federal net operating loss carryforwards
(“NOL’s) of approximately $59,080,000 and $53,838,000 at December 31, 2023 and 2022, respectively, which may be available
to reduce future taxable income indefinitely. During the year ended December 31, 2023, the Company recognized $180,000
in income tax benefit as a result of the noncash settlement of an income tax obligation assumed through its 2018 acquisition of Advangelists,
LLC.
The tax effects of temporary differences which
give rise to deferred tax assets are summarized as follows:
Schedule of deferred tax assets | |
| | |
| |
| |
December 31, | |
| |
2023 | | |
2022 | |
Deferred tax assets | |
| | | |
| | |
Net operating losses | |
$ | 14,929,000 | | |
$ | 13,433,000 | |
Accounts receivable | |
| 302,000 | | |
| 286,000 | |
Valuation allowance | |
| (15,097,000 | ) | |
| (13,585,000 | ) |
Net deferred tax assets | |
| 134,000 | | |
| 134,000 | |
| |
| | | |
| | |
Deferred tax liabilities | |
| | | |
| | |
Property and equipment | |
| (134,000 | ) | |
| (134,000 | ) |
Net deferred tax assets | |
$ | – | | |
$ | – | |
The change in the Company’s valuation allowance
was an increase of $1,512,000 and $3,045,000 for the years ended December 31, 2023 and 2022, respectively, primarily related to the increases
in net operating losses.
A reconciliation of the federal statutory rate
to the Company’s effective tax rate is as follows:
Schedule of effective tax rate | |
| | |
| |
| |
Year Ended December 31, | |
| |
2023 | | |
2022 | |
Federal income tax at statutory rates | |
| (21.00% | ) | |
| (21.00% | ) |
Change in deferred tax asset valuation allowance | |
| 25.00% | | |
| 25.00% | |
Other | |
| (4.00% | ) | |
| (4.00% | ) |
Income taxes at effective rates | |
| 0.00% | | |
| 0.00% | |
NOTE 6 – STOCKHOLDERS’
EQUITY
On August 7, 2023, the Company effected a 1-for-15
reverse stock split of its common stock, with all fractional common shares rounded up to the nearest whole number. The effects of this
rounding resulted in the issuance of 14,162 additional shares of common stock at the time of the split.
The Company’s authorized capital stock consists
of 105,000,000 shares, comprised of 100,000,000 shares of common stock, per share par value $0.0001, and 5,000,000 shares of preferred
stock, per share par value $0.0001.
Of the 5,000,000 shares of preferred stock authorized,
the Board of Directors has designated the following:
|
· |
1,500,000 shares as Series AA Preferred Stock, none outstanding |
|
· |
1,250,000 shares as Series AAA Preferred Stock, 31,413 shares outstanding |
|
· |
1,250 shares as Series AAAA Preferred Stock, all previously outstanding shares of which have been redeemed or converted |
|
· |
1,500 shares as Series C Preferred Stock, none outstanding |
|
· |
2 shares as Series B Preferred Stock, all previously outstanding shares of which have been redeemed or converted |
|
·
|
70,000 shares as Series E Preferred Stock, 61,688
shares outstanding
|
|
· |
One 1 share of Series F Preferred Stock, none outstanding |
|
· |
300,789 shares of Series G Preferred Stock, none
outstanding |
|
· |
770,000 shares of Series H Preferred Stock, 768,473
outstanding |
Rights Under Preferred Stock
The Company’s classes of preferred stock
include the following provisions:
Optional Conversion Rights of Preferred Stock
| · | Series AA – one share convertible into 3.33 shares of common stock |
| · | Series AAA – one share convertible into 6.67 shares of common stock |
| · | Series C – one share convertible into 6,667 shares of common stock |
| · | Series E – one share at a rate of its Stated Value, as defined, divided by $0.08, convertible commencing
January 31, 2020 |
| · | Series G – one share convertible into shares of common stock at a rate of its Stated Value ($5.00
at December 31, 2023) divided by $0.50 (Series G Conversion Ratio) |
| · | Series H – one share convertible into shares of common stock at a rate of its Stated Value ($2.00
at December 31, 2023) divided by $0.20 (Series H Conversion Ratio) |
Redemption Rights
Series E preferred stock is redeemable at any
time upon 30 days’ written notice by the Company and the shareholders, at a rate of 100% of the Stated Value, as defined.
Warrant Coverage
Series C preferred stock carries 100% warrant
coverage upon preferred stock conversion, warrants exercisable through September 30, 2023, at an exercise price of $60 per share, per
split.
Mandatory Conversion Right
Any outstanding shares of Series G Preferred Stock
shall automatically convert into common stock based on the Series G Conversion Ratio in the event that the closing sales price of the
Company’s common stock for ten (10) consecutive trading days closes over $5.00 per share.
Any outstanding shares of Series H Preferred Stock
shall automatically convert into common stock based on the Series H Conversion Ratio at the earlier of (i) December 31, 2026, or (ii)
at such time as the closing sale price of the Company’s common stock exceeds $2.00 per share for ten (10) consecutive trading days.
Mandatory Dividend
Commencing after the later of (i) the first day
of the calendar month after the month in which the Series G share are issued or (ii) January 2, 2024, the holders of outstanding shares
of Series G Preferred Stock shall receive a monthly dividend of 20% of the Stated Value per share. The dividend shall be paid at the election
of the majority holder of the Series G Preferred Stock in cash or in common stock.
Commencing January 2, 2024, the holders of outstanding
shares of Series H Preferred Stock shall receive a monthly dividend of 1% of the Stated Value per share. The dividend shall be paid at
the election of the majority holder of the Series H Preferred Stock in cash or in common stock. If the election is for cash payment, the
Company has the right to deliver a one-year secured note bearing interest at the rate of 15% per annum in lieu of paying cash.
Liquidation Preference
The Series G and Series H Preferred Stock have
a liquidation preference of the Stated Value per share plus accrued and unpaid dividends.
Shares Issued for Services
In March 2022, the Company entered into a consulting
agreement with John Columbia, Inc. to provide business advisory services. As compensation under the agreement, the Company issued 3,333
shares of common stock, fair valued at $25.35 per share, for a total of $84,500 in exchange for services rendered, as well as monthly
payments of $20,000 over the term of the agreement, recognized as general and administrative services on the accompanying consolidated
statement of operations.
On October 6, 2023, the Company entered into a
one-year consulting contract with Mr. Gene Salkind, its Chairman of the Board, to provide business consulting services to the Company.
Mr. Salkind received 150,000 shares of restricted common stock, valued at $103,500, in consideration for his services under this agreement.
In December 2023,
the Company entered into a one-year consulting contract with an unrelated party. In accordance with said contract, the consultant
received a signing bonus of $25,000
in cash, 100,000
shares of restricted common stock valued at $14,000,
and warrants to purchase 200,000
shares of common stock, exercisable over a 3 three-year period at $0.20 per share, valued at $25,000. In addition, the consultant is
to receive monthly cash payments of $12,500 over the term of the agreement. The total value of the signing bonus, shares of
restricted common stock, and warrants, totaling $64,000, was recorded as a prepaid asset on the accompanying consolidated balance
sheet and is being amortized through general and administrative expenses over the one-year term of the agreement. As of the year
ended December 31, 2023, the Company recognized $3,690 of expense associated with amortization of the prepaid asset with $60,310
remaining unamortized at December 31, 2023.
Common Stock Issued Upon Conversion of Debt
During 2022, a total of
$2,562,500 of related party Convertible Notes principal outstanding was converted into a total of 118,422 shares of common stock at conversion
prices of $18.75 and $22.50 per share under two individual conversions. The conversions resulted in the Company recognizing $855,296 in
loss on debt extinguishment and additional paid-in capital as a result of 59,211 additional common stock warrants issued by the Company
upon conversion of the debt and the reduction of the conversion price.
During 2022, the remaining
$250,000 in outstanding principal under the Convertible Notes was converted into 6,807 shares of common stock at conversion prices of
$30.00 and $60.00 per share under four individual conversions. Conversion of $150,000 in such principal was considered an inducement transaction
under U.S. GAAP resulting in the recording of additional $101,000 in inducement expense and additional paid-in capital. The balance of
$100,000 in debt principal, plus $8,425 in accrued interest, was converted during 2022 into 1,807 shares of common stock at the conversion
rate of $60.00 per share. Therefore, the $108,425 of principal and accrued interest was reclassified to stockholders’ equity upon
conversion.
Common Stock Issued in Conjunction with Debt Issuance
On December 30, 2022, the Company and Walleye
Opportunities Master Fund Ltd, a Cayman Islands company (the Investor), entered into a Securities Purchase Agreement (the Agreement) for
the Investor to purchase from the Company (i) a senior secured 20% original issue discount (OID) nine-month promissory note in an aggregate
gross principal amount of $1,437,500, less the 20% OID of $287,500, for a net subscription amount of $1,150,000 (the Investor Note), and
(ii) a five year warrant to purchase 174,242 shares of the Company’s common stock at an exercise price of $6.60 per share, exercisable
commencing July 1, 2023 and expiring December 30, 2027 (the Investor Warrant). Proceeds from the Agreement were received by the Company
in January 2023.
In conjunction with the Agreement, the Company
issued 34,849 shares of common stock, or approximately 5.3% of the Company’s outstanding shares at that time, to the Investor as
an incentive on the transaction (Incentive Shares). Excluding the above referenced Investor Warrant, the shares of Common Stock exercisable
pursuant to such Investor Warrant are not being considered beneficially owned by the Investor until the Investor Warrant is exercisable
within 60 days. Total issuance fees of $138,500 associated with the closing of the Agreement were paid by the Company to Spartan Capital
Securities LLC and the Investor’s counsel, resulting in net proceeds of $1,011,500. Approximately $163,000 of the loan proceeds
were utilized to repay the outstanding principal and accrued interest under an SBA loan.
The Investor Note will only become
convertible into common stock upon the occurrence of an Event of Default under and as defined in the Investor Note on terms set
forth in the Investor Note. This Investor Note matures and is payable on or before September 30, 2023, and it provides that the
Investor may demand prepayment after March 31, 2023, and before the maturity date, provided that the purchasers of securities in a
future public offering by the Company, as defined in the Agreement, who hold the purchased Company securities at the time the
prepayment demand, unanimously consent to the prepayment. The Company granted a security interest in all of its assets to the
Investor as collateral for its obligations under the Investor Note pursuant to a Security Agreement. In addition, the
Company’s subsidiaries guaranteed the obligations of the Company under the Investor Note pursuant to a Subsidiary Guarantee
and granted a first lien security interest in all their assets to the Investor as additional collateral pursuant to the Security
Agreement. All securities sold in the above-described transaction contain certain piggy-back registration rights after the
completion of our February 2023 Offering (see Note 6 to the consolidated financial statements). As of June 30, 2023, the secured
debt was paid in full through the proceeds of our June 2023 Offering.
The aforementioned Investor Warrant was deemed
to be an equity-classified derivative instrument with a fair value of $1,526,363 at the date of closing on the Agreement, incorporating
the use of the Black-Scholes valuation model, and the Incentive Shares were deemed to have a fair value of $318,863 based on the closing
market price of the Company’s common stock on the day preceding the closing of the Agreement. Per accounting guidance under ASC
815, the Company recorded the fair values of the Investor Warrant and Incentive Shares based on the relative fair value allocation method,
which allocates fair values as a percentage of total fair value of the debt, Investor Warrant, and Incentive Shares, in proportion to
the net proceeds received under the Investor Note of $1,150,000. As a result of applying the relative fair value allocation method, the
Investor Warrant was assigned a relative fair value of $586,040 and the Incentive Shares were assigned a relative fair value of $122,426,
at the date of closing on the Agreement. Amortization associated with the total debt discounts is being recognized using the effective
interest method over the term of the Investor Note, which matured on September 30, 2023. For the quarter ended June 30, 2023, $377,149
in amortization on the debt discounts was recognized as interest expense on the accompanying condensed consolidated statement of operations,
and the remaining unamortized debt discounts of $396,322 were written off as loss on debt extinguishment upon full settlement of the Investor
Note in conjunction with proceeds received from the June 2023 Offering.
Common Stock Issued for Cash
During the year ended December 31, 2022, the Company
issued 61,497 shares of common stock at $18.75 per share for total cash proceeds of $1,187,500 under thirteen individual stock subscription
agreements.
February 2023 Public Offering
On February 13, 2023, the Company entered into
an underwriting agreement (the Underwriting Agreement) with Spartan Capital Securities, LLC (the Underwriter) relating to a public offering
of 251,842 shares of common stock and pre-funded warrants to purchase 285,792 shares of common stock (the Shares), for net proceeds of
$3,207,500 (the February 2023 Offering). In conjunction with the February 2023 Offering, which closed on February 16, 2023, the investors
also received other Warrants to purchase 806,452 shares of common stock (Series 2023 Warrants) on a cash basis or up to 403,226 shares
on a cashless basis. The offered Shares were priced at $6.975 per combination of one share of common stock or one pre-funded warrant,
accompanied by one Series 2023 Warrant.
Each pre-funded warrant is exercisable at any
time, until fully exercised, to purchase one share of common stock at an exercise price of $0.0015 per share. Each Series 2023 Warrant
is exercisable for five years to purchase 0.1 share of common stock at a cash exercise price of $6.975 per warrant share. The Series 2023
Warrants contain an alternative cashless exercise provision permitting the holder to acquire 0.05 share of common stock for every 0.1
warrant share any time after the earlier of (i) 30 days following the initial exercise date of February 14, 2023, and (ii) the date on
which the aggregate trading volume of the Company’s common stock, beginning on the initial exercise date of the Series 2023 Warrants,
exceeds 2,419,355 shares. Additionally, the exercise price of both the pre-funded warrants and the Series 2023 Warrants are subject to
customary adjustments for stock splits, stock dividends, reclassifications and the like.
Pursuant to the terms of the Underwriter agreement,
and as partial consideration to the Underwriter, the Company issued a warrant for the purchase of 26,882 shares of common stock, exercisable
from February 14, 2023, through February 14, 2028, at an initial exercise price of $7.6725 per share. This warrant was cancelled by the
underwriter on or about June 30, 2023, in connection with the completion of the June 2023 public offering described below. The Company
also granted the Underwriter a 45-day option to purchase up to an additional 80,645 shares and/or pre-funded warrants in lieu of shares
and accompanying Series 2023 Warrants to purchase 120,968 shares at the public offering price less the underwriting discounts and commissions,
to cover over-allotments, if any. No additional shares or pre-funded warrants were purchased by the Underwriter. The Company paid a cash
fee to the Underwriter equal to 8% of the gross proceeds raised in the February 2023 Offering, plus a reimbursement of Underwriter fees
totaling $242,500.
Between the closing of the February 2023 Offering
and June 30, 2023, investors holding pre-funded warrants converted all their pre-funded warrants into 285,792 shares of common stock and
elected the alternative cashless exercise provision for the Series 2023 Warrants, resulting in the issuance of 403,226 shares of common
stock. As of June 30, 2023, all the aforementioned pre-funded warrants and 2023 Warrants were exercised.
June 2023 Public Offering
On June 30, 2023, Mobiquity Technologies, Inc.
closed on a public offering selling an aggregate of 375,000 shares of common stock (and 1,625,000 common stock equivalents in the form
of pre-funded warrants to purchase 1,625,000 common shares) to investors pursuant to Securities Purchase Agreements at a public offering
price of $1.50 per share (or $1.4985 per pre-funded warrant) (the June 2023 Offering), for total gross proceeds of $3,000,000. Placement
agent fees and other offering costs totaled $472,001 and were recorded net of gross proceeds in the Company’s consolidated statement
of stockholders’ equity during the quarter ended June 30, 2023. Each pre-funded warrant is exercisable at any time to purchase one
share of common stock at an exercise price of $0.0015 per share. Additionally, the exercise price of pre-funded warrants is subject to
customary adjustments for stock splits, stock dividends, reclassifications and the like. Spartan Capital Securities, LLC acted as the
Company’s exclusive placement agent of the June 2023 Offering pursuant to a Placement Agent Agreement. The net proceeds to the Company
from the sale of the shares and pre-funded warrants, after deducting the Placement Agent commissions and offering expenses payable by
the Company, was approximately $2,528,000. The Company used $1,437,500 of the proceeds received from the June 2023 Offering to fully satisfy
its Senior Secured 20% OID Promissory Note to Walleye Opportunities Master Fund Ltd. See Note 4 to the consolidated financial statements.
The Company plans to use the remaining funds for working capital. In July 2023, the Company also issued 478,334 shares of common stock
upon exercise of 478,334 pre-funded warrants, increasing the number of outstanding common shares to 2,588,333.
Other 2023 Stock Transactions
In April 2023, the Board of Directors or the Compensation
Committee of the Company’s Board of Directors approved the following transactions:
|
· |
Grant of 6,667 shares of restricted common stock to Gene Salkind, Chairman of the Board, for services previously rendered, based on a per share value of $2.505. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 3,333 shares of restricted common stock each to the Company’s CEO and another member of the Board of Directors for services as directors of the Company. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 2,000 shares of common stock to Mr. Salkind as payment for accrued and unpaid interest of approximately $5,000 based on a per share value of $2.505. |
|
· |
Grant of 4,791 shares of restricted common stock to the Company’s legal counsel as payment for accrued and unpaid services valued at $12,000 and $2.505 per share. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Issuance of a total of 31,891
shares of restricted common stock at a per share value of $2.52
as payment and full settlement of outstanding accounts payable with a total carrying amount of $80,411. |
Share prices used in the above transaction were
based on the market price of the Company’s common stock on the consummation dates of the transactions.
Salkind October 2023 Loan Conversion and
Series G Preferred Stock Issuance
Effective November 7,
2023, Mr. Gene Salkind and parties associated with him (the “Series G Preferred Shareholders”), invested $1,503,495 into the
Company’s newly created Series G Preferred Stock, formalized through three Subscription Agreements for the sale of a combined 300,789
shares of Series G Preferred Stock for total cash proceeds of $1,200,000, plus the conversion of $300,000 in principal and $3,495 in accrued
interest from the Salkind October 2023 Loan (see Note 4). Each share of the Series G Preferred Stock is convertible by the Series G Preferred
Shareholders at any time after issuance into ten (10) shares of the Company’s Common Stock, or $0.50 per Common Share (Series G
Conversion Ratio). The Series G Preferred Stock will automatically convert at the same Series G Conversion Ratio upon the Company’s
Common Stock reporting of a closing sales price over $5.00 per share for ten (10) consecutive trading days. The Company did not pay any
commissions or other compensation to any third party in connection with the transactions reported herein. Exemption from registration
is claimed under section 4(2) of the Securities Act of 1933, as amended.
Series H Preferred
Stock Issuances
On December 18,
2023, the Series G Preferred Shareholders agreed to exchange all 300,789 of
the Series G Preferred Stock into 751,730 shares
of the Company’s newly created Series H Preferred Stock. Also our legal counsel agreed to exchange $33,000
of monies owed to the law firm for 16,500 shares
of Series H Preferred Stock. Each share of the Series H Preferred Stock is convertible at any time
after issuance into ten (10) shares of the Company’s Common Stock, or $0.20 per
Common Share (Series H Conversion Ratio). The Series H Preferred Stock will automatically convert at the same Series H Conversion
Ratio upon the Company’s Common Stock reporting of a closing sales price over $2.00 per
share for ten (10) consecutive trading days or on December 31, 2026, whichever is earlier. The Company did not pay any commissions
or other compensation to any third party in connection with the transactions reported herein. Exemption from registration is claimed
under section 3(a)(9) of the Securities Act of 1933, as amended.
NOTE 7 – STOCK OPTION PLANS AND WARRANTS
During Fiscal 2005, the Company established, and
the stockholders approved, an Employee Benefit and Consulting Services Compensation Plan (the “2005 Plan”) for the granting
of up to 334 non-statutory and incentive stock options and stock awards to directors, officers, consultants and key employees of the Company.
On June 9, 2005, the Board of Directors amended the Plan to increase the number of stock options and awards to be granted under the Plan
to 667 shares. During Fiscal 2009, the Company established a plan of long-term stock-based compensation incentives for selected Eligible
Participants of the Company covering 667 shares. This plan was adopted by the Board of Directors and approved by stockholders in October
2009 (the “2009 Plan”). In September 2013, the Company’s stockholders approved an increase in the number of shares covered
by the 2009 Plan to 1,667 shares. In the first quarter of 2016, the Board approved, and stockholders ratified a 2016 Employee Benefit
and Consulting Services Compensation Plan covering 1,667 shares (the “2016 Plan”) and approved moving all options which exceeded
the 2009 Plan limits to the 2016 Plan. In December 2018, the Board of Directors adopted and in February 2019 the stockholders ratified
the 2018 Employee Benefit and Consulting Services Compensation Plan covering 5,000 shares (the “2018 Plan”). On April 2, 2019,
the Board approved the “2019 Plan” identical to the 2018 Plan, except that the 2019 Plan covers 10,000 shares. The 2019 Plan
required stockholder approval by April 2, 2020, to be able to grant incentive stock options under the 2019 Plan. On October 13, 2021,
the Board approved the “2021 Plan” identical to the 2018 Plan, except that the 2021 Plan covers 73,334 shares. The 2021 Plan
required stockholder approval by October 13, 2022, to be able to grant incentive stock options under the 2021 Plan. On April 17, 2023,
the Board approved an Equity Participation Plan similar to the Plans described herein, except that this Plan also provides for the grant
of Restricted Unit Awards (the “2023 EP Plan”). Under the 2023 EP Plan, which was approved by stockholders on May 15, 2023,
a maximum of 166,667 shares may be granted under the 2023 EP Plan. On December 19, 2023, the Board approved the 2023 Plan identical to
the 2018 Plan, except that the 2023 Plan covers 2,000,000 shares. The 2005 Plan, 2009 Plan, 2016 Plan, 2018 Plan, 2019 Plan, 2021 Plan,
the 2023 EP Plan, and 2023 Plan are collectively referred to as the “Plans.”
In March of 2022, Anne S. Provost was elected
to the board of directors and was granted 1,667 options from the Company’s 2021 Plan with immediate vesting, at an exercise price
of $68.55, and expiration of December 2031.
In April of 2022 and April 2023, Dean Julia
was granted 833
options each year from the Company’s 2021 Plan with immediate vesting, at an exercise price of $23.25
and $3.30
and expiration of April 2031 and April 2032, respectively.
In March and April 2023, Nate Knight and Byron
Booker were each granted 1,667 options from the Company’s 2021 Plan with immediate vesting, at an exercise price of $3.30, and expiration
of March 2028 and April 2028, respectively.
On December 19,
2023, the board approved, under the 2023 Plan, granting five-year Non-Statutory Stock Options to purchase 1,800,000
shares of common stock, immediately exercisable at $0.20
per share to various officers, directors, employees and consultants. Exemption from registration is claimed under section 4(2) of
the Securities Act of 1933, as amended.
All stock options under the Plans are granted
at or above the fair market value of the common stock at the grant date. Employee and non-employee stock options vest over varying periods
and generally expire either 5 or 10 years from the grant date. The fair value of options at the date of grant was estimated using the
Black-Scholes option pricing model. For option grants, the Company will take into consideration payments subject to the provisions
of ASC 718 Stock Compensation. The weighted average assumptions made in calculating the fair values of options granted during fiscal
2023 and 2022 are as follows:
Schedule of assumptions used |
|
|
|
|
|
|
|
|
Year Ended
December 31 |
|
|
|
2023 |
|
|
2022 |
|
Expected volatility |
|
|
165% -229% |
|
|
|
194% |
|
Expected dividend yield |
|
|
– |
|
|
|
– |
|
Risk-free interest rate |
|
|
3.43% – 4.15% |
|
|
|
2.14% -2.55% |
|
Expected term (in years) |
|
|
5.00 – 10.00 |
|
|
|
6.75 |
|
Schedule of options outstanding | |
| | |
| | |
| | |
| |
| |
Share | | |
Weighted Average Exercise Price | | |
Weighted Average Remaining Contractual Term (Years) | | |
Aggregate Intrinsic Value | |
Outstanding, January 1, 2022 | |
| 76,439 | | |
$ | 250.35 | | |
| 8.39 | | |
$ | – | |
Granted | |
| 2,500 | | |
$ | 53.40 | | |
| 8.72 | | |
$ | – | |
Cancelled & expired | |
| (713 | ) | |
$ | 326.55 | | |
| – | | |
$ | – | |
Outstanding, December 31, 2022 | |
| 78,226 | | |
$ | 243.30 | | |
| 7.44 | | |
$ | – | |
| |
| | | |
| | | |
| | | |
| | |
Granted | |
| 1,804,167 | | |
$ | 0.21 | | |
| 4.97 | | |
$ | – | |
Cancelled & expired | |
| (6,118 | ) | |
$ | – | | |
| – | | |
$ | – | |
Outstanding, December 31, 2023 | |
| 1,876,275 | | |
$ | 9.11 | | |
| 5.05 | | |
$ | 252,000 | |
Options exercisable, December 31, 2023 | |
| 1,876,270 | | |
$ | 9.12 | | |
| 5.05 | | |
$ | 252,000 | |
The weighted-average grant-date fair value of
options granted during fiscal 2023, was $0.21.
The aggregate intrinsic value of options outstanding
and options exercisable on December 31, 2023, is calculated as the difference between the exercise price of the underlying options and
the market price of the Company’s common stock for the shares that had exercise prices lower than the $0.34 closing price of the Company’s
common stock on December 31, 2023. Stock-based compensation expense related to stock options was $306,929 and $83,605 for the fiscal years
ended December 31, 2023, and 2022, respectively, and is included in general and administrative expenses on the accompanying consolidated
statements of operations.
As of December 31, 2023, the unamortized compensation
cost related to unvested stock option awards is $1,176, with $936 and $240 expected to be recognized during fiscal 2024 and 2025, respectively.
Warrants
During fiscal 2022, the Company issued 59,211
warrants in connection with the conversion of secured convertible notes to a related party, with an exercise price of $60.00
per share, immediately exercisable through September 2029. In addition, a total of 1,000 common stock warrants were issued
to a contractor throughout 2022 under a service agreement.
During the fiscal year ended December 31, 2023,
the Company issued a total of 2,849,551 common stock warrants. Total warrant shares issued included 174,242 shares issued in July 2023
in connection with the 20% OID Promissory note (see Note 4) which are exercisable commencing July 1, 2023, through December 30, 2027.
In February 2023, 850,308 warrant shares were issued in connection with the February 2023 Public Offering, including 285,792 of pre-funded
warrants (see Note 6) with a five-year contractual term, expiring February 14, 2028. On June 30, 2023, an additional 1,625,000 pre-funded
warrants were issued with a five-year term in connection with the June 2023 Public Offering. During July 2023, 478,333 pre-funded warrants
issued under the June 2023 Public Offering were exercised. In December 2023, the Company entered into a one-year consulting contract with
an unrelated party. In accordance with said contract, the consultant received warrants to purchase 200,000 shares of common stock, exercisable
over a three-year period at $0.20 per share.
The weighted average assumptions made in calculating
the fair value of warrants granted during the years ended December 31, 2023 and 2022, are as follows:
Schedule of warrant assumptions |
|
|
|
|
|
|
|
|
|
|
Year Ended
December 31, |
|
|
|
2023 |
|
|
2022 |
|
Expected volatility |
|
|
277% |
|
|
|
163% - 198% |
|
Expected dividend yield |
|
|
– |
|
|
|
– |
|
Risk-free interest rate |
|
|
4.71% |
|
|
|
1.62% – 4.25% |
|
Expected term (in years) |
|
|
1.50 |
|
|
|
3.00 – 5.00 |
|
Schedule of warrants outstanding | |
| | |
| | |
| | |
| |
| |
Shares | | |
Weighted Average Exercise Price | | |
Weighted Average Remaining
Contractual Term (Years) | | |
Aggregate Intrinsic Value | |
Outstanding, January 1, 2022 | |
| 253,348 | | |
$ | 227.85 | | |
| 4.68 | | |
$ | – | |
Granted | |
| 60,211 | | |
$ | 60.15 | | |
| 8.61 | | |
$ | – | |
Cancelled
& expired | |
| (1,305 | ) | |
$ | 340.95 | | |
| – | | |
$ | – | |
Outstanding, December 31, 2022 | |
| 312,254 | | |
$ | 195.15 | | |
| 4.73 | | |
$ | – | |
| |
| | | |
| | | |
| | | |
| | |
Granted | |
| 2849,551 | | |
$ | 3.36 | | |
| 4.25 | | |
$ | – | |
Exercised* | |
| (2,448,427 | ) | |
$ | 3.36 | | |
| – | | |
$ | – | |
Expired | |
| (60,019 | ) | |
$ | – | | |
| – | | |
$ | – | |
Outstanding, December 31, 2023 | |
| 653,358 | | |
$ | 58.54 | | |
| 4.20 | | |
$ | 28,000 | |
Warrants exercisable, December 31, 2023 | |
| 653,358 | | |
$ | 58.54 | | |
| 4.20 | | |
$ | 28,000 | |
NOTE 8 – EARNINGS (LOSS) PER SHARE
Pursuant to ASC 260, Earnings Per Share, basic
earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding
for the periods presented.
Diluted earnings (loss) per share is computed
by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive
securities outstanding during the period. Potentially dilutive common shares may consist of common stock issuable for stock options and
warrants (using the treasury stock method), convertible notes and common stock issuable. These common stock equivalents may be dilutive
in the future. In the event of a net loss, diluted loss per share is the same as basic loss per share since the effect of the potential
common stock equivalents upon conversion would be anti-dilutive.
The following potentially dilutive equity securities
outstanding as of December 31, 2023 and 2022 are as follows:
Schedule of anti dilutive securities | |
| | |
| |
| |
December 31, 2023 | | |
December 31, 2022 | |
Convertible notes payable and accrued interest | |
| – | | |
| 3,926 | |
Stock options | |
| 1,876,275 | | |
| 78,226 | |
Warrants | |
| 653,358 | | |
| 312,254 | |
Series AAA preferred stock | |
| 209,525 | | |
| – | |
Series H preferred stock | |
| 7,684,730 | | |
| – | |
Total common stock equivalents | |
| 10,423,888 | | |
| 394,406 | |
NOTE 9 – COMMITMENTS AND
CONTINGENCIES
Litigation
Michael Trepeta, a former Co-CEO and director
of the Company, filed a lawsuit against the Company and its subsidiary, Mobiquity Networks in April 2023 in the New York State Supreme
Court, Nassau County. The claims stem from a Separation Agreement and Release that Mr. Trepeta and the Company entered into six years
ago in April 2017 which terminated Mr. Trepeta’ s employment agreement and discontinued his employment and directorship with the
Company, among other things, by mutual agreement. Mr. Trepeta also gave the Company a release in the Separation Agreement and Release.
Mr. Trepeta has claimed that the Company fraudulently induced him to enter into the Separation Agreement and Release; that the Company
breached Mr. Trepeta’ s employment agreement; and that the Company breached its covenant of good faith and fair dealing and its
fiduciary duty. Mr. Trepeta is claiming not less than $2.5 Million in damages. Based on the Company’s initial internal review of
the situation, the Company believes the claims lack merit and it intends to vigorously defend same. In December 2023, the Company was
notified that its motion to dismiss Mr. Trepeta’s action was granted but Mr. Trepeta has filed a notice of appeal. Due to uncertainties
inherent in litigation, the Company cannot predict the outcome of this matter at this time.
NOTE 10 – SUBSEQUENT EVENTS
Issuance of Common Stock for Settlement of Liabilities
In January 2024, the Company issued 100,000 shares
of its common stock in full settlement of vendor liabilities outstanding at an amount equal to approximately $50,000. In March 2024, the
Company issued 18,000 shares of its common stock in settlement of an outstanding vendor liabilities at an amount equal to $12,000 stock
at per share prices ranging from $0.50 to $1.00.
Merchant Agreement
In February 2024, the Company entered into an
agreement for the purchase and sale of future receivables (Merchant Agreement) with a financial institution for the sale of future receivables
in exchange for $150,000 in funding (the Purchase Price). The Purchase Price is to be repaid through daily payments representing 10% of
future customer payments on receivables until a total of approximately $179,000 is paid. In connection with the Merchant Agreement, and
as additional consideration, the Company has agreed to issue shares of its Common Stock to the financial institution in an amount equal
to 5% of the Purchase Price. The number of shares issued is equal to 5% of the Purchase Price divided by the average closing per share
price of the common stock for the previous twenty (20) days from the signed date of the Merchant Agreement. The balance of the Merchant
Agreement funding is expected to be repaid in full during 2024.
Promissory Notes
In February 2024, Dr. Salkind, Board Chair, loaned
the Company $150,000 of short-term debt financing for working capital. The loan is payable on demand.
On March 13, 2024, the Company issued a promissory
note in the principal amount of $126,500 with an Original Issue Discount of $16,500. Interest is charged on the principal at 14% upon
issuance of the promissory note, totaling $17,710, and is payable, along with principal, in five individual payments commencing September
15, 2024 through the maturity date of January 15, 2025.
Solely upon an event of default, and at the option
of the holder of the promissory note, all amounts outstanding under the promissory note become convertible into shares of the Company’s
common stock, at a conversion price equal to 65% of the lowest trading price of the Company’s common stock during the ten trading
days prior to the conversion date. In the event of default, the note shall become due and payable at 150% of the outstanding principal
amount of the note plus accrued and unpaid interest, plus any other amounts owed under the note.
Issuance of Common Stock for Cash
Between January and March 2024, the Company raised a total of $365,000
in cash from various accredited investors in conjunction with common stock subscription agreements, resulting in the issuance of a total
of 1,053,334 shares at per share prices ranging from $0.30 to $0.60.
Item 9. Changes in
and Disagreements With Accountants on Accounting and Financial Disclosure
(1) Previous Independent Auditors 2022:
|
a. |
On June 28, 2022, the Board of Directors dismissed BF Borgers CPA PC (“BF”) as the Company’s independent accountants. |
|
|
|
|
b. |
BF’s report on the financial
statements for the years ended December 31, 2021, and 2020, contained no adverse opinion or disclaimer of opinion and was not
qualified or modified as to audit scope or accounting. |
|
|
|
|
c. |
The Audit Committee of our Board of
Directors participated in and approved the decision to change independent accountants. Through the period covered by the financial
review of financial statements of the quarterly period ending March 31, 2022, there have been no disagreements with BF on any matter
of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not
resolved to the satisfaction of BF, would have caused them to make reference thereto in their report on the financial
statements. Through the interim period June 27, 2022 (the date of dismissal of the former accountant), there have been no
disagreements with BF on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements if not resolved to the satisfaction of BF would have caused them to make reference thereto in
their report on the financial statements. |
|
|
|
|
d. |
We have authorized BF Borgers CPA PC to respond fully to the inquiries of the successor accountant. |
|
|
|
|
e. |
During the interim period through June 28,
2022, there have been no reportable events with us as set forth in Item 304(a)(1)(iv) of Regulation S-K. |
(2) New Independent Accountants:
|
a. |
On June 29, 2022, the Company engaged D.
Brooks & Associates CPAs as its new registered independent public accountant. During the years ended December 31, 2021, and 2022,
and prior to June 29, 2022 (the date of the new engagement), we did not consult with D. Brooks & Associates CPAs regarding (i) the
application of accounting principles to a specified transaction, (ii) the type of audit opinion that might be rendered on the Company’s
financial statements by D. Brooks & Associates CPAs in either case where written or oral advice provided by D. Brooks &
Associates CPAs would be an important factor considered by us in reaching a decision as to any accounting, auditing or financial reporting
issues or (iii) any other matter that was the subject of a disagreement between us and our former auditor or was a reportable event (as
described in Items 304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K, respectively). |
(1) Previous Independent Auditors 2023:
|
a. |
On June 5, 2023, the Board of Directors dismissed D. Brooks & Associates
CPAs (“DB”) as the Company’s
independent accountants. |
|
|
|
|
b. |
DB’s report on the financial statements for the year ended
December 31, 2022, contained no adverse opinion or disclaimer of opinion and was not qualified or modified as to audit scope or
accounting. |
|
|
|
|
c. |
The Audit Committee of our Board of Directors participated in and
approved the decision to change independent accountants. Through the period covered by the financial review of financial statements
of the quarterly period ending March 31, 2023, there have been no disagreements with DB on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction
of DB, would have caused them to make reference thereto in their report on the financial statements. Through the interim period
June 5, 2023 (the date of dismissal of the former accountant), there have been no disagreements with DB on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements if not resolved to the
satisfaction of DB would have caused them to make reference thereto in their report on the financial statements. |
|
|
|
|
d. |
We have authorized DB to respond fully to the inquiries of the successor accountant. |
|
|
|
|
e. |
During the interim period through June 5, 2023, there have been
no reportable events with us as set forth in Item 304(a)(1)(iv) of Regulation S-K. |
|
|
|
|
f. |
The Company provided a copy of the foregoing disclosures to DB
prior to the date of the filing of this Report and requested that DB furnish a letter addressed to the Securities & Exchange
Commission stating whether or not it agrees with the statements in this Report. A copy of such letter is filed as Exhibit 16.1 to
this Form 8-K. |
(2) New Independent Accountants:
|
a. |
Subsequent to notifying D. Brooks & Associates CPAs of the
firm’s dismissal, the Company engaged Assurance Dimensions , Inc. as its new registered independent public accountant. During the
year ended December 31, 2022 and prior to June 5, 2023 (the date of the new engagement), we did not consult with Assurance Dimensions
, Inc. regarding (i) the application of accounting principles to a specified transaction, (ii) the type of audit opinion that might be
rendered on the Company’s financial statements by Assurance Dimensions, Inc. in either case where written or oral advice
provided by Assurance Dimensions , Inc. would be an important factor considered by us in reaching a decision as to any accounting, auditing
or financial reporting issues or (iii) any other matter that was the subject of a disagreement between us and our former auditor or was
a reportable event (as described in Items 304(a)(1)(iv) or Item 304(a)(1)(v) of Regulation S-K, respectively). |
Item 9A. Controls and Procedures.
As required by Rules 13a-15 and 15d-15 under the
Exchange Act, our Chief Executive Officer and Chief Financial Officer evaluated the effectiveness of the disclosure controls and procedures
as of September 30,2023 and quarterly since that date. Based upon this evaluation, the Chief Executive Officer and Chief Financial Officer
have concluded that our disclosure controls and procedures were not effective as of December 31, 2023, due primarily to the Company’s
lack of segregation of duties in the finance and accounting department similar to other companies our size.
We maintain disclosure controls and procedures,
which are designed to ensure that information required to be disclosed in the reports we file or submit under the Securities Exchange
Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange
Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our CEO and CFO,
as appropriate, to allow timely decisions regarding required disclosure.
There were changes in the Company’s internal control
over financial reporting during the most recently completed fiscal year, which includes the integration of the new staff, that have materially
affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.
We performed additional analysis as deemed necessary
to ensure that our financial statements were prepared in accordance with U.S. generally accepted accounting principles. Accordingly, the
management believes that the financial statements included in this Form 10-Q present fairly in all material respects our financial position,
results of operations and cash flows for the period presented.
Continuing Internal Controls Remediation Efforts
During fiscal 2022 the Company identified control
gaps and deficiencies. The Company continues to mitigate and remediate the gaps, deficiencies, and material weaknesses in its internal
controls. The Board of Directors and The Audit Committee, as a priority, initiated these remediation activities to ensure the Company
has proper internal controls over financial reporting and corporate governance. The Company has instituted independent monitoring and
testing of these aforementioned controls. These procedures were applied during fiscal 2023 and will continue in fiscal 2024, with mitigation
and revision of controls continuing to be an ongoing process. Management has decided to defer the allocation of the additional talent
necessary for the full implementation of the planned remediations until late fiscal 2024. The Company has instituted detective controls
as well as independent monitoring and testing of these aforementioned controls, which gives management comfort that reporting represents
the financial results of the Company in all material respects.
Item 9B. Other Information.
During the quarter
ended December 31, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement”
or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
In December 2023, the
Company’s board of directors approved a 2023 Employee Benefit and Compensation Plan covering shares of common stock. On December
19, 2023, the board approved granting five-year Non-Statutory Stock Options to purchase 1,800,000 shares of common stock, exercisable
at $.20 per share to various officers, directors, employees and consultants. Exemption from registration is claimed under section 4(2)
of the Securities Act of 1933, as amended.
Issuance of Common Stock for Settlement of Liabilities and Common
Stock Sales for Cash
Between January and March
2024, the Company raised $365,000 in cash and converted an additional $62,000 in vendor liabilities at prices ranging from $0.30 per share
to $1.00 per share, bringing the number of outstanding shares of common stock to 5,156,333 shares. Exemption from registration is claimed
under Section 4(2) of the Securities Act of 1933, as amended. No commissions were paid with respect to the aforementioned securities transactions.
Promissory Notes
In February 2024, Dr. Salkind, Board Chair, loaned
the Company $150,000 of short-term debt financing for working capital. The loan is repayable upon demand.
On March 13, 2024, the Company issued a promissory
note in the principal amount of $126,500 with an Original Issue Discount of $16,500. Interest is charged on the principal at 14% upon
issuance of the promissory note, totaling $17,710, and is payable, along with principal, in five individual payments commencing September
15, 2024 through the maturity date of January 15, 2025. Solely upon an event of default, and at the option of the holder of the promissory
note, all amounts outstanding under the promissory note become convertible into shares of the Company’s common stock, at a conversion
price equal to 65% of the lowest trading price of the Company’s common stock during the ten trading days prior to the conversion
date. In the event of default, the note shall become due and payable at 150% of the outstanding principal amount of the note plus accrued
and unpaid interest, plus any other amounts owed under the note. Exemption from registration is claimed under Section 4(2) of the Securities
Act of 1933, as amended. Approximately $3,000 of fees were paid with respect to the securities transaction.
Merchant Agreement
In February 2024, the Company entered into an
agreement for the purchase and sale of future receivables (Merchant Agreement) with a financial institution for the sale of future receivables
in exchange for $150,000 in funding (the Purchase Price). The Purchase Price is to be repaid through daily payments representing 10% of
future customer payments on receivables until a total of approximately $179,000 is paid. In connection with the Merchant Agreement, and
as additional consideration, the Company has agreed to issue shares of its Common Stock to the financial institution in an amount equal
to 5% of the Purchase Price. The number of shares issued is equal to 5% of the Purchase Price divided by the average closing per share
price of the common stock for the previous twenty (20) days from the signed date of the Merchant Agreement. The balance of the Merchant
Agreement funding is expected to be repaid in full during 2024.
PART III
Item 10. Directors, Executive Officers and
Corporate Governance
The following table sets forth the name, age,
position and tenure of our directors.
Name |
|
Age |
|
Position(s) |
|
Served as a
Director Since |
Dean L. Julia |
|
56 |
|
Chief Executive Officer, President, Treasurer, Director, Co-Founder |
|
1998 |
Dr. Gene Salkind, M.D. |
|
70 |
|
Chairman of the Board |
|
2019 |
Anne S. Provost |
|
60 |
|
Director |
|
2022 |
Nate Knight
|
|
74
|
|
Director
|
|
2023
|
Byron Booker |
|
51 |
|
Director |
|
2023 |
Directors
Our Board currently consists of five members.
Our directors hold office until their successors have been elected and qualified or until the earlier of their resignation or removal.
The following biographical descriptions set forth
certain information with respect to each director:
Dean L. Julia. Mr. Julia works at
Mobiquity Technologies, Inc. where he has served as its Chief Executive Officer since December 2000. Mr. Julia co-founded Mobiquity in
1998. Mr. Julia is responsible for establishing our overall strategy and fostering key relationships with technology partners and developers.
Mr. Julia also works at Mobiquity Networks, Inc., Mobiquity’ s wholly owned subsidiary, since its formation in 2011. Mr. Julia is
responsible for the integration of the sales and intellectual property departments of Mobiquity. From September 1996 through February
1998, Mr. Julia served as President and Chief Executive Officer of DLJ Consulting, a financial intermediary consultant for public and
private companies. Mr. Julia has served on the board since its inception. Mr. Julia is a graduate of Hofstra University with a Bachelor
of Business Administration in 1990. Except for Mobiquity Technologies, Inc., Mr. Julia does not hold, and has not previously held, any
directorships in any publicly traded reporting companies.
Gene Salkind, M.D. Dr. Salkind has
served as a director of Mobiquity since January 2019 and Chairman of our board of directors since October 2019. Dr. Salkind is a prominent
practicing neurosurgeon, and he has been a shareholder and has worked as President of Bruno & Salkind M.D. P.C. since 1985. He has
also worked at Holy Redeemer Hospital where he is the Chief of Neurosurgery, a position he has held since 2001. Dr. Salkind is board certified
in neurological surgery by the American Board of Neurological Surgery. He served as Chief of Neurosurgery of Albert Einstein Medical Center
in Philadelphia from 1997 to 2002, and of Jeanes Hospital in Philadelphia from 1990 to 2000. In addition to Dr. Salkind’s medical
career, he is a tech-company investor, with experience guiding small and micro-cap companies in their development and growth, including
up-listings to national securities exchanges. His experience will help the Company with its business growth and corporate finance strategies.
Dr. Salkind is a graduate of Lewis Katz School of Medicine at Temple University with a Doctor of Medicine in 1979. Dr. Salkind is a graduate
of the University of Pennsylvania with a B.A. in Biology, cum laude in 1974. From 2021 to present, Dr. Salkind has served as a
director at Grove Holdings, Inc., which expects to be a publicly traded company in sixty to ninety days. From 2018 to present, Dr. Salkind
has served as a director at CURE Pharmaceutical Holding Corp., a publicly traded company. From 2014 to 2020, Dr. Salkind served as a director
at Dermtech Intl., a publicly traded company.
Anne S. Provost is employed full-time
with EIZO Rugged Solutions Inc. since November 2023 as their controller and will become the CFO in May 2024. She was previously employed
with TNR Technical, Inc. in various capacities from 1996 to 2023. She served as its Chief Financial Officer since 2008 and was Acting
President and COO from 2013 to 2015 and from 2022 to 2023. Prior to TNR, she worked as a Business Manager with the Orlando Business Journal.
She graduated from the University of Central Florida in 1991 with a BSBA, Accounting. She completed her undergraduate degree while working
full-time in the accounting departments of various Orlando law firms. In 2008, she obtained an Executive MBA from the University of Central
Florida.
Nate Knight is an accomplished business
leader with over 30 years of experience as a public accountant, served as an independent director and Chief Financial Officer of United
Heath Products, a publicly traded company, from 2013 to 2020. During his tenure, he brought extensive expertise and knowledge to the company’s
financial operations. Additionally, from 1973 to 2004, Mr. Knight owned and operated his own accounting business, further honing his financial
acumen. Prior to joining United Heath Products, he worked as an internal auditor at Prime Alliance Bank from 2004 to 2010.
Byron Booker is the CEO of Lookhu
Inc., a multi-channel streaming platform which he founded in 2014. He is a seasoned entrepreneur in the entertainment industry with extensive
experience in live streaming, content licensing, video production, and music production, having secured deals with Sony ATV and Universal
Music Group, in addition to working with renowned artists such as Chris Brown, Rihanna, P Diddy and Pit Bull. Mr. Booker’s most recent
work includes the executive production of the visual album titled “Raydemption,” featuring celebrities such as Ray J, Princess
Love, FloRida, Brandy, and Snoop Dogg. He has also produced successful films and live events alongside social media influencers Vitaly,
Tim Delghetto, Tonio Skitz, and Kinsey Wolanski, featuring movie icons Danny Trejo and Tiny Lister, including the all-time record for
any event at the South by Southwest film festival in 2013 with over 300,000 concurrent streams. He is also chairman of the Recording Artists
Guild, an association of over 12,000 recording artists worldwide, which he founded in 2009. Mr. Booker received a bachelor’s
degree in business studies from Dallas Baptist University.
Board Committees
Audit Committee
The Board has established an Audit Committee currently
consisting of Ms. Provost (Chairman) and Messrs. Booker and Knight. The Audit Committee’s primary functions are to oversee and review:
the integrity of the Company’s consolidated financial statements and other financial information furnished by the Company, the Company’s
compliance with legal and regulatory requirements, the Company’s systems of internal accounting and financial controls, the independent
auditor’s engagement, qualifications, performance, compensation and independence, related party transactions, and compliance with
the Company’s Code of Business Conduct and Ethics.
Each member of the Audit Committee is “independent”
as that term is defined under the applicable rules of the SEC and the applicable rules of Nasdaq. The Board has determined that each Audit
Committee member has sufficient knowledge in financial and auditing matters to serve on the Committee. The Board determined that Ms. Provost
and Mr. Knight is each an “audit committee financial expert,” as defined under the applicable rules of the SEC and the applicable
rules of The Nasdaq Stock Market.
Compensation Committee
The Compensation Committee of the Board of Directors
is currently composed of the following three non-employee directors: Mr. Knight (Chairman) and Mr. Booker and Ms. Provost. None of these
Compensation Committee members was an officer or employee of the Company during the year. Each member of the Compensation Committee is
“independent” as that term is defined under the applicable rules of the SEC and the applicable rules of Nasdaq. The responsibilities
of the Compensation Committee include overseeing the evaluation of executive officers (including the Chief Executive Officer) of the Company,
determining the compensation of executive officers of the Company, and overseeing the management of risks associated therewith. The Compensation
Committee determines and approves the Chief Executive Officer’s compensation. The Compensation Committee also administers the Company’s
equity-based plans and makes recommendations to the board with respect to actions that are subject to approval of the board regarding
such plans. The Compensation Committee also reviews and makes recommendations to the board with respect to the compensation of directors.
The Compensation Committee monitors the risks associated with the Company’s compensation policies and practices as contemplated
by Item 402(s) of Regulation S-K.
Nominating and Corporate
Governance Committee
The Nominating and Corporate Governance Committee
of the Board of Directors is currently composed of Messrs. Booker (Chairman) and Knight and Ms. Provost. None of these members was an
officer or employee of the Company during the year. Each member of the Nominating and Corporate Governance Committee is “independent”
as that term is defined under the applicable rules of the SEC and the applicable rules of NasdaqCM. The Nominating and Corporate Governance
Committee nominates individuals to be elected to the board of directors by our stockholders. The Nominating and Corporate Governance Committee
considers recommendations from stockholders if submitted in a timely manner in accordance with the procedures set forth in our bylaws
and will apply the same criteria to all persons being considered.
Executive Officers
The following table sets forth certain information regarding our current
executive officers:
NAME |
|
AGE |
|
POSITION |
Dean L. Julia |
|
56 |
|
Chief Executive Officer/President/Treasurer/Director/Co-Founder |
Paul Bauersfeld |
|
59 |
|
Chief Technology Officer |
Sean J. McDonnell, CPA |
|
62 |
|
Chief Financial Officer |
Sean Trepeta |
|
56 |
|
President of Mobiquity Networks /Secretary of the Company |
Deepanker Katyal |
|
37 |
|
Chief Executive Officer of Advangelists |
Our executive officers are
elected by, and serve at the discretion of, our Board. The business experience for the past five years, and in some instances, for prior
years, of each of our executive officers is as follows:
Dean L. Julia. For Mr. Julia’s
biography, please see the section entitled “Directors.”
Paul Bauersfeld. Mr. Bauersfeld
works at Mobiquity Technologies, Inc. where he has served as the Chief Technology Officer since June 2013. From 2003 to 2013, he worked
at Varsity Networks, an online media and services company dedicated to serving the local sports market through technology, which he founded
and where he served as its Chief Executive Officer. From 2000 to 2001, he worked at MessageOne, where he served as its Chief Executive
Officer. From 1999 to 2000, he worked at Ziff-Davies where he served as its Vice President of eCommerce. From 1997 to 1999, he worked
at Viacom’s Nickelodeon Online, where he served as its Technology Director. From 1996 to 1997, he worked at GiftOne, where he served
as its President. From 1988 to 1993, he worked at Apple Computer where he served in various engineering positions. From 1986 to 1988 he
worked at Xerox Corporation. Mr. Bauersfeld brings over 20 years of knowledge and experience as an executive, engineer and entrepreneur
in the technology, and software product development industries. His experience in these industries will help the company develop its products
and technologies. Mr. Bauersfeld is a graduate of the Rochester Institute of Technology with a B.S. in Electrical Engineering in 1986.
Mr. Bauersfeld does not hold, and has not previously held, any directorships in any publicly traded reporting companies.
Sean J. McDonnell, CPA. Mr. McDonnell
works at Mobiquity Technologies, Inc. where he has served as the Chief Financial Officer since January 2005. From January 1990 to present,
he has owned and operated Sean J. McDonnell CPA, P.C., a private accounting and tax practice. From 1985 to 1990, he worked at Breiner
& Bodian CPAs where he served as a senior staff member. Mr. McDonnell brings knowledge and experience in the accounting, finance and
tax industries. Mr. McDonnell is a graduate of Dowling College with a Bachelor of Business Administration in 1984. Mr. McDonnell does
not hold, and has not previously held, any directorships in any reporting companies.
Sean Trepeta. Mr. Trepeta works
at our wholly owned subsidiary, Mobiquity Networks, Inc. where he has served as President since January 2011. He is also the Secretary
of the Company since November 2021. From 2007 to 2011, he worked at Varsity Networks where he served as its President. From 1998 to 2007,
Mr. Trepeta worked at OPEX Communications, Inc., a telecommunication service provider specializing in traditional long-distance, wireless,
and dedicated services, where he served as its President. From 1996 to 1998 he worked at U.S. Buying Group, Inc., where he served as Vice
President of Sales and Marketing and was responsible for developing a small business-buying program, which included value added services
such as overnight shipping, office supplies, and computer software products, as well as a full line of telecommunications services. Mr.
Trepeta also developed and implemented the agent and carrier divisions of U.S. Buying Group. Mr. Trepeta brings 25 years of knowledge
and experience in sales and marketing to our Company to help us grow sales and develop marketing strategies. Mr. Trepeta is a graduate
of the State University of New York at Cortland with a B.S. in Education in 1990. Mr. Trepeta served on our Board of Directors from December
2011 to December 2021, at which time he resigned in order to accommodate our Board restructure from three directors five directors including
three independent directors when our common stock became listed on the NASDAQ Capital Market. Mr. Trepeta does not hold any directorships
in any publicly traded reporting companies.
Deepanker Katyal. Mr. Katyal works
at the Company’s wholly owned subsidiary, Advangelists, LLC where he has served as the Chief Executive Officer since the 2017 (prior
to the Company’s acquisition of an interest in Advangelists by merger in November 2018). From January 2017 to present, he has also
served as an advisor providing business and product advice to Q1media, a digital media services company. Additionally, from 2016 to present,
he has served as a strategic advisor to Silicon Valley Stealth Mode Products, a private company. From May 2016 to April 2017, he served
as a strategic advisor to Airupt Inc., a mobile marketing platform for brands. From May 2016 to March 2017, he was head of Partnership
and Strategy for Adtile Technologies, a mobile publishing and advertising solution company. From November 2015 to 2016, he served as a
strategic advisor to Moonraft Innovation Labs, a company that creates customer experiences to differentiate the entities’ clients
in the market by creating and designing interactive experiences across physical and digital customer touch points. From April 2014 to
May 2016, he also served as a member of the innovation team at Opera Mediaworks, a mobile advertising platform company. Mr. Katyal brings
knowledge and experience in software engineering, leading business development efforts, strategic partnerships, and product development
and strategy. His experience will help the Company grow and develop its technology and product strategies. Mr. Katyal was a director of
our Company from December 2018 following our merger transaction with Advangelists until May 2020, when he stepped down from that position
to attend to family matters and focus his working-time commitment on running the day-to-day operations of Advangelists. He does not hold
any directorships in any publicly traded reporting companies.
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE
ACT
Section 16(a) of the Securities Exchange Act of
1934, as amended, requires our officers and directors, and persons who own more than ten percent of a registered class of our equity securities,
to file reports of ownership and changes in ownership with the Securities and Exchange Commission (the “Commission”). Officers,
directors and greater than ten percent stockholders are required by the Commission’s regulations to furnish us with copies of all Section
16(a) forms they file. During fiscal 2023, to the best of the knowledge of the Company’s directors and officers, no form 3’s,
form 4’s or form 5’s was filed late, except for Nate Knight’s initial filings when he became a director in March
2023 and Mr. Julia’s certain Form 5’s relating to prior years filings.
Item 11. Executive Compensation.
The following table sets forth the overall compensation
earned over the fiscal years ended December 31, 2023, and 2022 by:
|
· |
each person who served as the principal executive officer of the company during fiscal year 2023 and 2022; |
|
|
|
|
· |
the Company’s most highly compensated (up to a maximum of two) executive officers as of December 31, 2023, and 2022 with compensation during fiscal years 2023 and 2022 of $100,000 or more; and |
|
|
|
|
· |
those two individuals, if any, who would have otherwise been in included in bullet point above but for the fact that they were not serving as an executive of the company as of December 31, 2023. |
Name and Principal |
|
|
|
|
Salary |
|
|
Bonus |
|
|
Stock |
|
|
Option Awards |
|
|
All Other Compensation |
|
|
Total |
|
Position |
|
Year |
|
|
($) |
|
|
($) |
|
|
Awards |
|
|
($)(1) |
|
|
($)(2)(3) |
|
|
($) |
|
Dean L. Julia |
|
2022 |
|
|
$ |
346,154 |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
-- |
|
|
$ |
59,605 |
|
|
$ |
405,759 |
|
CEO of the Company |
|
2023 |
|
|
$ |
328,746 |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
150,100 |
|
|
$ |
51,461 |
|
|
$ |
530,307 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deepanker Katyal |
|
2022 |
|
|
$ |
387,666 |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
– |
|
|
$ |
40,086 |
|
|
$ |
427,752 |
|
CEO of Advangelists |
|
2023 |
|
|
$ |
357,692 |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
7,900 |
|
|
$ |
17,083 |
|
|
$ |
382,675 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Paul Bauersfeld |
|
2022 |
|
|
$ |
288,462 |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
– |
|
|
$ |
31,800 |
|
|
$ |
320,262 |
|
Chief Technology Officer |
|
2023 |
|
|
$ |
274,039 |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
23,700 |
|
|
$ |
38,748 |
|
|
$ |
336,487 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sean Trepeta |
|
2022 |
|
|
$ |
230,769 |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
– |
|
|
$ |
31,800 |
|
|
$ |
262,569 |
|
President of Mobiquity Networks |
|
2023 |
|
|
$ |
– |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
– |
|
|
$ |
– |
|
|
$ |
– |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sean McDonnell |
|
2022 |
|
|
$ |
137,500 |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
– |
|
|
$ |
– |
|
|
$ |
137,500 |
|
CFO of the Company |
|
2023 |
|
|
$ |
– |
|
|
$ |
– |
|
$ |
– |
|
|
$ |
– |
|
|
$ |
– |
|
|
$ |
– |
|
(1) The options and restricted
stock awards presented in this table for fiscal years 2023 and 2022 reflect the full grant date fair value, as if the total dollar amount
were earned in the year of grant. The stock awards are valued based on the fair market value of such shares on the date of grant and are
charged to compensation expense over the related vesting period. The options are valued at the date of grant based upon the Black-Scholes
method of valuation, which is expensed over the service period over which the options become vested. As a general rule, for time-in-service-based
options, the company will immediately expense any option or portion thereof which is vested upon grant, while expensing the balance on
a pro rata basis over the remaining vesting term of the option.
(2) Includes all other compensation
not reported in the preceding columns, including (i) perquisites and other personal benefits, or property, unless the aggregate amount
of such compensation is less than $10,000; (ii) any “gross-ups” or other amounts reimbursed during the fiscal year for the
payment of taxes; (iii) discounts from market price with respect to securities purchased from the company except to the extent available
generally to all security holders or to all salaried employees; (iv) any amounts paid or accrued in connection with any termination (including
without limitation through retirement, resignation, severance or constructive termination, including change of responsibilities) or change
in control; (v) contributions to vested and unvested defined contribution plans; (vi) any insurance premiums paid by, or on behalf of,
the company relating to life insurance for the benefit of the named executive officer; and (vii) any dividends or other earnings paid
on stock or option awards that are not factored into the grant date fair value required to be reported in a preceding column.
(3) Includes compensation for
service as a director described under Director Compensation, below.
No outstanding common share purchase option or
other equity-based award granted to or held by any named executive officer in the past two years were re-priced or otherwise materially
modified, including extension of exercise periods, the change of vesting or forfeiture conditions, the change or elimination of applicable
performance criteria, or the change of the bases upon which returns are determined, nor was there any waiver or modification of any specified
performance target, goal or condition to payout, except as follows:
Executive Officer Outstanding Equity Awards at Fiscal Year-End
The following table provides certain information
concerning any common share purchase options, stock awards or equity incentive plan awards held by each of our named executive officers
that were outstanding as of December 31, 2023. The number of shares of common stock referred to in this “Executive Compensation”
section gives effect to the one-for-fifteen share reverse stock split that we effectuated on August 7, 2023, unless the context clearly
indicates otherwise.
Option Awards |
|
|
|
Stock Awards |
Name |
|
Number of Securities Underlying Unexercised Options(#) Exercisable |
|
Number of Securities Underlying Unexercised Options(#) Unexercisable |
|
Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) |
|
Option Exercise Price
($) |
|
Option Expiration Date |
|
Number of Shares or Units of Stock That Have Not Vested (#) |
|
Market
Value of
Shares
or
Units of
Stock That
Have
Not
Vested |
|
Equity
Incentive
Plan
Awards:
Number
of
Unearned
Shares,
Units or
Other
Rights
That
Have
Not
Vested |
|
Equity
Incentive Plan
Awards:
Market or
Payout Value
of
Unearned
Shares, Units or
Other Rights
That Have Not
Vested |
|
Dean L.Julia |
|
4,167 |
|
– |
|
– |
|
$ |
900.00 |
|
4/2/29 |
|
– |
|
– |
|
– |
|
– |
|
(1) |
|
833 |
|
– |
|
– |
|
$ |
900.00 |
|
4/1/30 |
|
– |
|
– |
|
– |
|
– |
|
|
|
833 |
|
– |
|
– |
|
$ |
900.00 |
|
4/1/31 |
|
– |
|
– |
|
– |
|
– |
|
|
|
15,000 |
|
– |
|
– |
|
$ |
68.48 |
|
12/8/31 |
|
– |
|
– |
|
– |
|
– |
|
|
|
1,667 |
|
– |
|
– |
|
$ |
68.48 |
|
12/8/31 |
|
– |
|
– |
|
– |
|
– |
|
|
|
833 |
|
– |
|
– |
|
$ |
22.50 |
|
4/1/31 |
|
– |
|
– |
|
– |
|
– |
|
|
|
833 |
|
– |
|
– |
|
$ |
3.30 |
|
4/1/32 |
|
– |
|
– |
|
– |
|
– |
|
|
|
950,000 |
|
– |
|
– |
|
$ |
0.20 |
|
12/19/28 |
|
– |
|
– |
|
– |
|
– |
|
|
|
25,000 |
|
– |
|
– |
|
$ |
0.20 |
|
12/19/28 |
|
– |
|
– |
|
– |
|
– |
|
|
|
667 |
|
– |
|
– |
|
$ |
68.48 |
|
12/8/31 |
|
– |
|
– |
|
– |
|
– |
|
Deepanker Katyal |
|
1,667 |
|
– |
|
– |
|
$ |
540.00 |
|
9/13/24 |
|
– |
|
– |
|
– |
|
– |
|
(1) |
|
833 |
|
– |
|
– |
|
$ |
540.00 |
|
9/13/25 |
|
– |
|
– |
|
– |
|
– |
|
|
|
50,000 |
|
– |
|
– |
|
$ |
0.20 |
|
12/19/28 |
|
– |
|
– |
|
– |
|
– |
|
Paul Bauersfeld |
|
1,667 |
|
– |
|
– |
|
$ |
900.00 |
|
4/2/29 |
|
– |
|
– |
|
– |
|
– |
|
(1) |
|
8,333 |
|
– |
|
– |
|
$ |
68.48 |
|
12/8/31 |
|
– |
|
– |
|
– |
|
– |
|
|
|
150,000 |
|
– |
|
– |
|
$ |
0.20 |
|
12/19/28 |
|
– |
|
– |
|
– |
|
– |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sean |
|
1,667 |
|
– |
|
– |
|
$ |
900.00 |
|
4/2/29 |
|
– |
|
– |
|
– |
|
– |
|
Trepeta |
|
8,333 |
|
– |
|
– |
|
$ |
68.48 |
|
12/8/31 |
|
– |
|
– |
|
– |
|
– |
|
|
|
50,000 |
|
– |
|
– |
|
$ |
0.20 |
|
12/19/28 |
|
– |
|
– |
|
– |
|
– |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sean |
|
1,667 |
|
– |
|
– |
|
$ |
68.48 |
|
12/8/31 |
|
– |
|
– |
|
– |
|
– |
|
McDonnell (1) |
|
50,000 |
|
– |
|
– |
|
$ |
0.20 |
|
12/19/28 |
|
– |
|
– |
|
– |
|
– |
|
(1) |
All options contain cashless exercise provisions. |
Employment Agreements
In April of 2020, due to the COVID-19 pandemic
all employees’ salaries were reduced by 40% and we terminated one employee. In October of 2020 the employees pay reduction was reduced
to a 20% reduction where it stands through December 17, 2021, employees’ salaries were returned to full pay. In September of 2023,
due to the downturn of business most employees’ salaries were reduced by 50% through November of 2023. In November of 2023 employees’
salaries were returned to full pay.
Dean Julia
Dean Julia is employed as the Company’s
Chief Executive Officer under an employment agreement with an initial term of three years which commenced on April 2, 2019. In January
2022, his employment agreement automatically was renewed for a period of an additional two years. Mr. Julia’s annual base salary
is $360,000. In addition to his base salary, Mr. Julia is entitled to a quarterly bonus of at least 1% of gross revenue for each completed
fiscal quarter, so long as the Company’s gross revenue meets or exceeds 75% of management’s stated goal. The quarterly bonus
may be paid either in cash, common stock or stock options, at Mr. Julia’s election. Should his employment agreement be terminated
prior to the end of any fiscal year for any reason, other than for cause by the Company, a pro rata portion of the quarterly bonus shall
be paid within 30 days of termination. The Company’s board of directors will determine a revenue target each year for the purpose of calculating
the quarterly bonus in that year. Mr. Julia also received a signing bonus of vested 10-year options to purchase 62,500 shares, exercisable
at $60 per share. Additionally, he is also entitled to 10-year options to purchase an additional 12,500 shares of common stock, exercisable
at $60 per share, annually on April 1st of each year which commenced on April 1, 2020. Additionally, if the Company is acquired
through a board of directors-approved change in control of at least 50% of the Company’s outstanding voting stock, or the sale of
all or substantially all of the Company’s assets, Mr. Julia shall be entitled to receive a payment in-kind equal to 3% of the consideration
paid in connection with that transaction. He is also entitled to paid disability insurance and term life insurance at an annual cost of
not more than $15,000. Additionally, he is also entitled to receive health, dental and 401(k) benefits as is made available by the Company
for its other senior officers, as well as indemnification by the Company to the fullest extent permitted by law, and the Company’s
certificate of incorporation and bylaws. Mr. Julia also has the use of a Company-leased or -owned automobile. Mr. Julia’s employment
agreement contains customary non-competition and non-solicitation of Company customers or employees’ provisions during the term
of the agreement. The Company may terminate Mr. Julia’s employment for cause, and Mr. Julia may terminate his employment at any
time on three-months’ notice. Also, the Company may terminate Mr. Julia’s employment agreement on Mr. Julia’s death
or disability – disability being unable to perform his essential functions for four consecutive months due to physical, mental of
emotional incapacity resulting from sickness, disease, or injury. In each of these termination cases, the Company is obligated only to
pay Mr. Julia amounts that were due or accrued prior to termination, plus, other than in a for-cause-termination, any pro-rata quarterly
bonus described above.
Paul Bauersfeld
Paul Bauersfeld is employed as the Company’s
Chief Technology Officer under an at-will employment agreement which commenced on April 2, 2019. Mr. Bauersfeld’s monthly salary
is $25,000. Mr. Bauersfeld is entitled to a quarterly bonus of at least 1% of gross revenue for each completed fiscal quarter, so long
as the Company’s gross revenue meets or exceeds management’s stated goal. The quarterly bonus may be paid either in cash,
common stock or stock options, at Mr. Bauersfeld’s election. Should his employment agreement be terminated prior to the end of any
fiscal year for any reason, other than for cause by the Company, a pro rata portion of the quarterly bonus shall be paid within 30 days
of termination. The Company’s board of directors will determine a revenue target each year for the purpose of calculating the quarterly
bonus in that year. Mr. Bauersfeld also received a signing bonus of 10-year options to purchase 25,000 shares, exercisable at $60 per
share; 35% of which vested immediately, 35% of which vested on April 2, 2020 and 30% of which vested on April 2, 2021. Mr. Bauersfeld
is entitled to participate in the Company’s health plans as well as indemnification by the Company to the fullest extent permitted
by law, and the Company’s certificate of incorporation and bylaws. Mr. Bauersfeld’s employment agreement contains customary
non-competition and non-solicitation of Company customers or employees’ provisions during the term of the agreement. Although Mr.
Bauersfeld’s employment agreement is at-will, the Company may terminate Mr. Bauersfeld’s employment for cause. In the event
Mr. Bauersfeld’s employment agreement is terminated other than for cause by the Company, the Company will pay Mr. Bauersfeld severance
pay equal to three months of his salary.
Sean Trepeta
Sean Trepeta is employed as President of our wholly
owned subsidiary, Mobiquity Networks, Inc. under an at-will employment agreement which commenced on April 2, 2019. Mr. Trepeta’s
monthly salary is $20,000. Mr. Trepeta is entitled to a quarterly bonus of at least 1% of gross revenue for each completed fiscal quarter,
so long as the Company’s gross revenue meets or exceeds management’s stated goal. The quarterly bonus may be paid either in
cash, common stock or stock options, at Mr. Trepeta’s election. Should his employment agreement be terminated prior to the end of
any fiscal year for any reason, other than for cause by the Company, a pro rata portion of the quarterly bonus shall be paid within 30
days of termination. The Company’s board of directors will determine a revenue target each year for the purpose of calculating the quarterly
bonus in that year. Mr. Trepeta also received a signing bonus of 10-year options to purchase 25,000 shares, exercisable at $60 per share;
35% of which vested immediately, 35% of which vested on April 2, 2020, and 30% of which vested on April 2, 2021. Mr. Trepeta is entitled
to participate in the Company’s health plans as well as indemnification by the Company to the fullest extent permitted by law, and
the Company’s certificate of incorporation and bylaws. Mr. Trepeta’s employment agreement contains customary non-competition
and non-solicitation of Company customers or employees’ provisions during the term of the agreement. Although Mr. Trepeta’s
employment agreement is at-will, the Company may terminate Mr. Trepeta’s employment for cause. In the event Mr. Trepeta’s
employment agreement is terminated other than for cause by the Company, the Company will pay Mr. Trepeta severance pay equal to three
months of his salary.
Deepanker Katyal
Deepanker Katyal is employed as Chief Executive
Officer of our wholly owned subsidiary, Advangelists, LLC on at at-will basis on the same substantive terms as his January 4, 2022 Employment
Agreement with Advangelists which expired on January 4, 2023. Mr. Katyal’s annual base salary is $400,000. Mr. Katyal’s employment
agreement also provides the following compensation: commissions equal to 10% of the net revenues derived from all New Katyal Managed Accounts
(as was defined in the employment agreement – being accounts directly introduced by Mr. Katyal or assigned to Employee in writing
by the Manager of the Company).
Mr. Katyal is entitled to a monthly allowance
of up to $550 per month to cover lease or purchase finance costs of an automobile during his employment. Mr. Katyal’s employment
agreement provides for indemnification by the Company to the fullest extent permitted by the Company’s certificate of incorporation
and bylaws, as well as participation in all benefit plans, programs, and perquisites as are generally provided by Advangelists to its
employees, including medical, dental, life insurance, disability and 401(k) participation. Mr. Katyal’s employment agreement contains
customary non-solicitation of Company customers or employees’ provisions during the term of the agreement and for one year after
termination. The agreement provides for termination by Advangelists for cause upon 30 days’ prior written notice: and without cause
after 60 days’ prior written notice. Mr. Kaytal’s employment agreement provides for assignment of ownership rights regarding
intellectual property created by Mr. Katyal relating to the Company’s business.
Sean McDonnell
Sean McDonnell is employed as the Company’s
Chief Financial Officer on a non-full-time basis as an employee at-will with no employment agreement. He has a monthly base salary of
$11,000 and he is eligible to receive options and other bonuses at the discretion of the board.
Gene Salkind
The Company’s compensation committee has
approved a one year consulting agreement to issue up to 150,000 restricted shares of common stock to Gene Salkind, Chairman of the Board.
Director Compensation
Currently, one director of the Company is an executive
officer of the Company. He receives compensation as an officer as described above under the heading “Executive Compensation”
and as a director. Also, our Chairman of the Board receives compensation pursuant to a consulting contract as described above. All Board
members received Options under our Compensation Plans described below. On March 18, 2022, the board of directors approved the payment
of $1,000 per month to be paid to each member of the board of directors for serving on the board and any committees thereof. Future compensation
of board members/committee members are at the discretion of the board.
Employee Benefit and Consulting Services Compensation
Plans
During Fiscal 2005, the Company established, and
the stockholders approved, an Employee Benefit and Consulting Services Compensation Plan (the “2005 Plan”) for the granting
of up to 334 non-statutory and incentive stock options and stock awards to directors, officers, consultants and key employees of the Company.
On June 9, 2005, the Board of Directors amended the Plan to increase the number of stock options and awards to be granted under the Plan
to 667 shares. During Fiscal 2009, the Company established a plan of long-term stock-based compensation incentives for selected Eligible
Participants of the Company covering 667 shares. This plan was adopted by the Board of Directors and approved by stockholders in October
2009 (the “2009 Plan”). In September 2013, the Company’s stockholders approved an increase in the number of shares covered
by the 2009 Plan to 1,667 shares. In the first quarter of 2016, the Board approved, and stockholders ratified a 2016 Employee Benefit
and Consulting Services Compensation Plan covering 1,667 shares (the “2016 Plan”) and approved moving all options which exceeded
the 2009 Plan limits to the 2016 Plan. In December 2018, the Board of Directors adopted and in February 2019 the stockholders ratified
the 2018 Employee Benefit and Consulting Services Compensation Plan covering 5,000 shares (the “2018 Plan”). On April 2, 2019,
the Board approved the “2019 Plan” identical to the 2018 Plan, except that the 2019 Plan covers 10,000 shares. The 2019 Plan
required stockholder approval by April 2, 2020, to be able to grant incentive stock options under the 2019 Plan. On October 13, 2021,
the Board approved the “2021 Plan” identical to the 2018 Plan, except that the 2021 Plan covers 73,334 shares. The 2021 Plan
required stockholder approval by October 13, 2022, to be able to grant incentive stock options under the 2021 Plan. On April 17, 2023,
the Board approved an Equity Participation Plan similar to the Plans described herein, except that this Plan also provides for the grant
of Restricted Unit Awards (the “2023 EP Plan”). Under the 2023 EP Plan, which was approved by stockholders on May 15, 2023,
a maximum of 166,667 shares may be granted under the 2023 EP Plan. On December 19, 2023, the Board approved the 2023 Plan identical to
the 2018 Plan, except that the 2023 Plan covers 2,000,000 shares. The 2005 Plan, 2009 Plan, 2016 Plan, 2018 Plan, 2019 Plan, 2021 Plan,
the 2023 EP Plan, and 2023 Plan are collectively referred to as the “Plans.”
In March of 2022, Anne S. Provost was elected
to the board of directors and was granted 1,667 options from the Company’s 2021 Plan with immediate vesting, at an exercise price
of $68.55, and expiration of December 2031.
In April of 2022 and April 2023, Dean Julia was
granted 834 options from the Company’s 2021 Plan with immediate vesting, at an exercise price of $23.25 and $3.30 and expiration
of April 2031 and April 2032, respectively.
In March and April 2023, Nate Knight and Byron
Booker were each granted 1,667 options from the Company’s 2021 Plan with immediate vesting, at an exercise price of $3.30, and expiration
of March 2028 and April 2028, respectively.
On December 19, 2023,
the board approved, under the 2023 Plan, granting five-year Non-Statutory Stock Options to purchase 1,800,000 shares of common stock,
exercisable at $.20 per share to various officers, directors, employees and consultants. Exemption from registration is claimed under
section 4(2) of the Securities Act of 1933, as amended.
Administration
A Committee of the Board shall determine at any
time and from time to time after the Effective Date of the Plan: (i) the Eligible Participants; (ii) the number of shares of Common Stock
issuable directly or to be granted pursuant to the Option which an Eligible Participant may exercise; (iii) the price per share at which
each Option may be exercised, including the form of consideration to be paid, or the value per share if a direct issue of stock; and (iv)
the terms on which each Option may be granted. Such a determination may from time to time be amended or altered at the sole discretion
of the Committee. Options granted to officers and/or directors of the Company shall be granted by the Board, or by the Committee, if the
Committee is composed of all members who are Non-Employee Directors.
Types of Awards
The Plans are designed to enable us to offer certain
officers, employees, directors and consultants of us and our subsidiaries equity interests in us and other incentive awards in order to
attract, retain and reward such individuals and to strengthen the mutuality of interests between such individuals and our stockholders.
In furtherance of this purpose, the Plans contain provisions for granting non-statutory stock options and incentive stock options and
common stock awards.
Stock Options
A “stock option” is a contractual
right to purchase a number of shares of common stock at a price determined on the date the option is granted. An incentive stock option
is an option granted under the Internal Revenue Code of 1986 to our employees with certain tax advantages to the grantee over non-statutory
stock options. The option price per share of common stock purchasable upon exercise of a stock option and the time or times at which such
options shall be exercisable shall be determined by the Board at the time of grant. Such option price in the case of incentive stock options
shall not be less than 100% of the fair market value of the common stock on the date of grant and may be granted below fair market value
in the case of non-statutory stock options. Incentive stock options granted to owners of 10% or more of our common stock must be granted
at an exercise price of at least 110% of the fair market value of our common stock and may not have a term greater than five years. Also,
the value of incentive options vesting to any employee cannot exceed $100,000 in any calendar year. The option price of our options must
be paid in cash, money order, check or common stock of the company. The non-statutory stock options may also contain at the time of grant,
at the discretion of the board, certain other cashless exercise provisions. These cashless exercise provisions are included in the currently
outstanding non-statutory stock options granted by the board.
Options shall be exercisable at the times and
subject to the conditions determined by the Board at the date of grant, but no option may be exercisable more than ten years after the
date it is granted. If the optionee ceases to be an employee of our company for any reason other than death, any incentive stock option
exercisable on the date of the termination of employment may be exercised for a period of thirty days or until the expiration of the stated
term of the option, whichever period is shorter. In the event of the optionee’s death, any incentive stock option exercisable at
the date of death may be exercised by the legal heirs of the optionee from the date of death until the expiration of the stated term of
the option or six months from the date of death, whichever event first occurs. In the event of disability of the optionee, any incentive
stock options shall expire on the stated date that the Option would otherwise have expired or 12 months from the date of disability, whichever
event first occurs. The termination and other provisions of a non-statutory stock option shall be fixed by the board of directors at the
date of grant of each respective option.
Common Stock Award
Common stock awards are shares of common stock
that will be issued to a recipient pursuant to the terms of the grant. Only a small number of shares have been granted under the Plans.
Awards
As of December 31, 2023, the Company has granted
a total of 1,850,151 options under the Plans and a total of 26,124 options outside the Plans, or a total of options to purchase 1,876,275
shares of the Company’s Common Stock with a weighted average exercise price of $9.11 per share. The Board has granted options with
varying terms. The Company has also granted various officers, directors and employees of Advangelists, warrants to purchase an
aggregate of 105,000 shares at varying terms.
It is not possible to predict the individuals
who will receive future awards under the Plans or outside the Plans or the number of shares of Common Stock covered by any future award
because such awards are wholly within the discretion of the Board. The table below contains information as of December 31, 2023, on the
known benefits provided to certain people and group of persons who own options under or outside the Plans.
| |
Number of Shares Subject to Options/Warrants | | |
Average Exercise Price ($) per Share | | |
Value of Unexercised Options/ Warrants at Dec. 31, 2023 (1) | |
Dean L. Julia | |
| 999,833 | | |
$ | 6.65 | | |
$ | – | |
Sean McDonnell | |
| 51,667 | | |
$ | 2.40 | | |
$ | – | |
Sean Trepeta | |
| 60,000 | | |
$ | 34.68 | | |
$ | – | |
Paul Bauersfeld | |
| 160,000 | | |
$ | 13.13 | | |
$ | – | |
Deepanker Katyal | |
| 61,068 | | |
$ | 140.12 | | |
$ | – | |
Executive Officers as a group | |
| 1,332,568 | | |
$ | 14.65 | | |
$ | – | |
Gene Salkind | |
| 161,544 | | |
$ | 23.10 | | |
$ | – | |
Three Independent Directors as a group | |
| 155,001 | | |
$ | 1.00 | | |
$ | – | |
(1) Value is normally calculated
by multiplying (a) the difference between the market value per share at period end ($0.34 based upon a last sale on December 31, 2023),
and the option exercise price by (b) the number of shares of Common Stock underlying the option.
Eligibility
Our officers, employees, directors, and consultants
of Mobiquity and our subsidiaries are eligible to be granted stock options, and common stock awards.
Termination or Amendment of the Plans
The board may at any time amend, discontinue,
or terminate all or any part of the Plans, provided, however, that unless otherwise required by law, the rights of a participant may not
be impaired without his or her consent, and provided that we will seek the approval of our stockholders for any amendment if such approval
is necessary to comply with any applicable federal or state securities laws or rules or regulations.
Nate Knight Options
On March 16, 2023, Michael A. Wright resigned
from the Board and was replaced by Nate Knight. Mr. Knight has been granted under the Company’s 2021 plan five year vested non-statutory
options to purchase 1,667 common shares at an exercise price of $3.30 per share exercisable at any time after the date of grant. He will
also receive the same cash consideration per month that is paid to other Board members.
Byron Booker Options
On April 4, 2023, Peter Zurkow resigned from the
Board and was replaced by Byron Booker. Mr. Booker has been granted under the Company’s 2021 plan five year vested non-statutory
options to purchase 1,667 common shares at an exercise price of $3.30 per share exercisable at any time after the date of grant. He will
also receive the same cash consideration per month that is paid to other Board members.
2023 Equity Participation Plan
Purpose and Effective Date
The purpose of the 2023 Equity Participation (the
“2023 EP Plan”) is to provide for the success and enhance the value of the Company by linking participants’ personal
interests with those of the Company’s stockholders, and employees, by providing participants with an incentive for outstanding performance,
and to motivate, attract and retain the services of participants upon whom the success of the Company depends. The 2023 EP Plan is flexible
in that it provides for the grant of Incentive Stock Options, Non-statutory Stock Options, Stock Appreciation Rights, Restricted Stock,
Restricted Stock Units and Stock Bonuses. The 2023 EP Plan became effective as of April 17, 2023 (the “Effective Date”) and
was approved by stockholders on May 15, 2023.
Administration of the 2023 EP Plan
The 2023 EP Plan will be administered by the Compensation
Committee of the Board of Directors of the Company which currently consists of Byron Booker, Nate Knight and Anne Provost, who are all
outside independent directors, or by such other committee consisting of not less than two outside independent directors appointed by the
Board of Directors (the “Committee”).
Shares Subject to the 2023 EP Plan
The 2023 EP Plan authorizes the grant of awards
relating to 166,667 shares of the Company’s common stock.
If any corporate transaction occurs which causes
a change in the capitalization of the Company, the Committee is authorized to make such adjustments to the number and class of shares
of the Company’s common stock delivered, and the number and class and/or price of shares of the Company’s common stock subject
to outstanding awards granted under the 2023 EP Plan, as it deems appropriate and equitable to prevent dilution or enlargement of the
rights of the 2023 EP Plan participants (referred to as “Grantees” in the 2023 EP Plan).
Eligibility and Participation
Employees eligible to participate in the 2023
EP Plan include management and key employees of the Company and its subsidiaries, as determined by the Committee, including employees
who are members of the Board. Directors who are not Company employees, and consultants who provide services to the Company that are not
in connection with capital raising transactions or securities market promotion, also will be able to participate in the 2023 EP Plan.
As of the Effective Date, it is anticipated that the approximate number of individuals who will be eligible to participate under the 2023
EP Plan will be at least 30.
Amendment and Termination of the 2023 EP Plan
In no event may any award under the 2023 EP Plan
be granted on or after the tenth anniversary of the 2023 EP Plan’s Effective Date. The Board may amend, modify or terminate the
2023 EP Plan at any time; provided that no amendment requiring stockholder approval for the 2023 EP Plan to continue to comply with Sections
409A or 422 of the Internal Revenue Code of 1986, shall be effective unless approved by stockholders, and no amendment, termination or
modification shall materially and adversely affect any outstanding award without the consent of the participant.
Awards Under the 2023 EP Plan
Stock Options.
The Committee may grant Incentive Stock Options
(or ISOs) and Non Qualified Stock Options (or non ISOs) under the 2023 EP Plan. As described below, there are certain tax advantages to
employees who receive ISOs; however, certain restrictions also apply to such grants. First, ISOs can be granted only to employees (not
to non-employee directors or consultants), and the option exercise price for each ISO shall be at least equal to 100% of the fair market
value of a share of the Company’s common stock on the date the ISO is granted (or 110% in the case of an individual who is a 10%
or more owner of the Company). Second, an ISO may not be exercised later than 10 years after the date of grant (or 5 years in the case
of 10% or more owners of the Company).
Options (ISOs and non ISOs) also may not be exercised
later than 3 months (one year in the case of a termination of employment due to disability) after the Grantee’s termination of employment
other than due to his or her death.
Lastly, common stock will be deemed to be acquired
under an ISO only with respect to the first $100,000 worth of common stock (valued on the date of grant) first exercisable in any one
calendar year. In other words, if under an ISO, the participant vests in the right to acquire more than $100,000 worth of shares of common
stock in any one calendar year, the excess number of shares will not be deemed to have been acquired under a non ISO.
Options (ISOs and non ISOs) shall expire at such
times as the Committee determines at the time of grant; provided, however, that no Option shall be exercisable later than the tenth anniversary
of its grant. Options granted under the 2023 EP Plan shall be exercisable at such times and subject to such restrictions, vesting criteria
and conditions as the Committee shall approve. Unless otherwise provided in the Award Agreement, if the employment of an employee by,
or the services of a non-employee director for, or consultant or advisor to, the Company or a parent or subsidiary of the Company, terminate
for any reasons, then his Option may be exercised at any time within three months after such termination.
The Option exercise price is payable in cash or
by check; in shares of the Company’s common stock having a fair market value equal to the exercise price; if provided for in the
option award agreement, by the Grantee’s check in an amount at least equal to the par value of the common stock being acquired,
together with a promissory note; by share withholding; or by a combination of the foregoing. Alternatively, if provided for in the option
award agreement, the Grantee may elect to have the Company reduce the number of shares otherwise issuable by a number of shares having
a fair market value equal to the exercise price of the Option being exercised.
Options may be transferred only under the laws
of descent and distribution and, during the Grantee’s lifetime, shall be exercisable only by the Grantee or his or her legal representative.
Additionally, non ISOs may be transferred in whole or in part during a Grantee’s lifetime, upon the approval of the Committee, to
a Grantee’s family members through a gift or domestic relations order. Each option award agreement shall specify the Grantee’s
(or his or her beneficiary’s) rights in the event of retirement, death or other termination of employment.
For the Option to qualify for the exception to
the restrictions imposed on non-qualified deferred compensation under Section 409A of the Code, the exercise price (per share of common
stock) of any Option must at all times be no less than the fair market value of one share of the underlying common stock determined on
the date the Option is granted.
Options may be subject to time and other vesting
requirements, such as the attainment of individual or Company-related performance goals and targets as may be provided in the Award Agreement.
Stock Appreciation Rights.
Stock Appreciation Rights (or SARs) may be granted
under the 2023 EP Plan in such amounts and under such other terms and conditions as the Committee shall determine. The base value of a
SAR shall be equal to the fair market value of a share of the Company’s common stock on the date of grant. The term of any SAR granted
under the 2023 EP Plan shall be determined by the Committee, provided that the term of any SAR may not exceed ten years.
SARs may be exercised upon such terms and conditions
as are imposed by the Committee and set forth under the SAR award agreement. Upon the exercise of an SAR, the Grantee will receive the
difference between the fair market value of a share of the Company’s common stock on the date of exercise and the base value of
the SAR multiplied by the number of shares with respect to which the SAR is exercised. Payment due upon exercise may be in cash or by
check; in shares of the Company’s common stock having a fair market value equal to the base value; if provided for in the Award
Agreement, by the Grantee’s check in an amount at least equal to the par value of the common stock being acquired, together with
a promissory note; by share withholding; or by a combination of the foregoing. Alternatively, if provided for in the SAR award agreement,
the Grantee may elect to have the Company reduce the number of shares otherwise issuable by a number of shares having a fair market value
equal to the base value of the SAR being exercised. The Company may, in its sole discretion, withhold from any such cash payment any amount
necessary to satisfy the Company’s obligation for withholding taxes with respect to such payment.
SARs may be transferred only under the laws of
descent and distribution and, during the Grantee’s lifetime, shall be exercisable only by the Grantee or his or her legal representative.
Additionally, SARs may be transferred in whole or in part during a Grantee’s lifetime, upon the approval of the Committee, to a
Grantee’s family members through a gift or domestic relations order. Each SAR award agreement shall specify the Grantee’s
(or his or her beneficiary’s) rights in the event of retirement, death or other termination of employment.
SARs may be subject to time and other vesting
requirements, such as the attainment of individual or Company-related performance goals and targets.
Restricted Stock.
Restricted Stock are shares of common stock awarded
to a Grantee in amounts and subject to vesting criteria and other terms and conditions as determined by the Committee. The Committee may
impose conditions and/or restrictions on the vesting of any shares of Restricted Stock as it deems advisable, including, among others,
length of service, corporate performance, or attainment of individual or group performance goals. The Restricted Stock is subject to forfeiture
back to the Company in the event the vesting requirements are not met. The period during which such requirements are in effect is referred
to as the “restriction period”.
Restricted Stock may not be sold, transferred,
pledged, assigned or otherwise alienated or hypothecated until the shares are vested.
During the restriction period, the Grantee will
be the record owner of the Restricted Stock and will be entitled to receive all dividends and other distributions paid with respect to
the shares while they are so restricted. However, any dividends or distributions, whether paid in shares of Company stock, cash or other
property, paid during the restricted period will be held by the Company or third party custodian or trustee and will be subject to the
same restrictions as the Restricted Stock.
A Grantee will forfeit all shares of Restricted
Stock which do not vest, along with any dividends or distribution on those shares paid during the restriction period, back to the Company.
Restricted Stock Units.
Each Restricted Stock Unit (or RSU) represents
a promise by the Company to deliver to the Grantee one share of common stock at a predetermined date in the future. RSUs may be granted
in the amounts and subject to terms and conditions as determined by the Committee. The Committee may impose the conditions and/or
restrictions for the vesting of RSUs as it deems advisable, which may be of the same nature and type as those which may be imposed on
Restricted Stock as described above. RSUs are subject to forfeiture in the event the vesting requirements are not met.
Stock Bonus Grants.
Stock bonus grants are shares of common stock
which may be awarded to a Grantee as a bonus in the amounts and subject to such terms and conditions as determined by the Committee which
may be of the same nature and type as those which may be imposed on Restricted Stock as described above. The Committee will set performance
and other goals for the attainment of stock bonuses, which, depending on the extent to which they are met during the performance periods
established by the Committee, will determine the number of bonus stock shares that will be paid to the Grantee.
Prior to the date on which a stock bonus grant
is required to be paid, the stock bonus grant will constitute an unfunded, unsecured promise by the Company to distribute common stock
in the future.
Liquidation, Merger, or Consolidation of the
Company
If the Board approves a plan of liquidation or
a merger or consolidation which results in a change in 50% or more of the voting control of the Company, the Committee may, in its sole
discretion, provide that an Option must be exercised within 20 days following the date of such notice or it will be terminated. In the
event such notice is given, the Option shall become immediately exercisable in full.
Grant Information
As of December 31, 2023, no awards have been made
under the 2023 EP Plan.
Item 12. Security Ownership of Certain Beneficial
Owners and Management and Related Stockholder Matters.
The following table sets forth certain information
regarding beneficial ownership of our voting stock as of March 25, 2024, based upon common shares outstanding and by:
|
· |
each person or group of affiliated persons known by us to be the beneficial owner of more than 5% of any class of our voting stock; |
|
|
|
|
· |
each “named executive officer” of the Company; |
|
|
|
|
· |
each of our directors; and |
|
|
|
|
· |
all executive officers and directors as a group. |
Unless otherwise noted below, the address of each
person listed on the table is c/o Mobiquity Technologies, Inc. at the address set forth herein. To our knowledge, each person listed below
has sole voting and investment power over the shares shown as beneficially owned except to the extent jointly owned with spouses or otherwise
noted below. Beneficial ownership is determined in accordance with the rules of the SEC. The information does not necessarily indicate
ownership for any other purpose. Under these rules, shares of stock which a person has the right to acquire (i.e., by the exercise of
any option or the conversion of such person’s outstanding Preferred Stock) within 60 days after March 25, 2024, are deemed to be
beneficially owned and outstanding for purposes of calculating the number of shares and the percentage beneficially owned by that person.
However, these shares are not deemed to be beneficially owned and outstanding for purposes of computing the percentage beneficially owned
by any other person. The percentage of shares owned as of March 25, 2024, is based upon 5,156,333 shares of Common Stock outstanding on
that date.
Name and Address of Beneficial Owner |
|
Shares of
Common
Stock |
|
Number of
Shares
Underlying
Convertible
Preferred
Stock,
Options and
Warrants |
|
Total
Shares
Beneficially
Owned |
|
Percentage
of
Shares
Beneficially
Owned (%) |
|
Directors and Executive Officers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Paul Bauersfeld |
|
|
50 |
|
|
|
160,000 |
|
|
|
160,050 |
|
|
|
* |
|
|
Dean L. Julia |
|
|
3,659 |
|
|
|
999,833 |
|
|
|
1,003,492 |
|
|
|
16.2 |
|
|
Sean Trepeta |
|
|
2,525 |
|
|
|
60,000 |
|
|
|
62,525 |
|
|
|
* |
|
|
Sean McDonnell |
|
|
168 |
|
|
|
51,667 |
|
|
|
51,835 |
|
|
|
* |
|
|
Deepankar Katyal |
|
|
– |
|
|
|
61,068 |
|
|
|
61,068 |
|
|
|
* |
|
|
Nate Knight |
|
|
– |
|
|
|
51,667 |
|
|
|
51,667 |
|
|
|
* |
|
|
Gene Salkind |
|
|
548,535 |
|
|
|
7,681,274 |
|
|
|
8,229,809 |
|
|
|
64.1 |
|
|
Anne S. Provost |
|
|
– |
|
|
|
51,667 |
|
|
|
51,667 |
|
|
|
* |
|
|
Byron Booker |
|
|
– |
|
|
|
51,667 |
|
|
|
51,667 |
|
|
|
* |
|
|
All Officers and directors as a group (nine persons) |
|
|
454,937 |
|
|
|
9,168,843 |
|
|
|
9,658,336 |
|
|
|
67.4 |
|
|
* Less than one percent.
Item 13. Certain Relationships and Related Transactions and Director
Independence.
We describe below all transactions and series
of similar transactions, other than compensation arrangements, during our last three fiscal years, to which we were a party or will be
a party in which:
|
· |
the amounts exceeded or will exceed $120,000; and |
|
|
|
|
· |
any of our directors, executive officers, or holders of more than 5% of our capital stock, or any member of the immediate family of the foregoing persons, had or will have a direct or indirect material interest. |
Compensation arrangements for our directors and named executive officers
are described herein under “Executive Compensation.”
Employment Agreements and Executive Compensation
We have entered into various employment agreements
as described under the heading “Executive Compensation”. These agreements also provide for us to indemnify such officers and/or
directors to the maximum extent permitted by law. We also carry directors’ and officers’ liability insurance which protects
each of our officers and directors up to the policy maximum of $1.5 million, subject to a $1.5 million deductible for securities claims
and $75,000 for other claims. For more information regarding our employment agreements and indemnification provisions, see “Executive Compensation.”
Salkind October 2023 Loan
On October 10, 2023, the Company received a $300,000
loan from the Marital Trust GST Subject U/W/O Leopold Salkind (the “October 2023 Loan”), a related party through the Company’s
Board chair. This unsecured loan has a maturity date of November 30, 2023, with interest at the rate of 15% per annum. The note is payable
in cash on the maturity date; however, the debt holder has the right to convert the loan into restricted common stock at a conversion
price of $0.70 per share or to apply the loan repayment to invest on the terms of any private financing completed by the Company prior
to the maturity date. Exemption from registration for the aforesaid transactions is claimed under Section 4(2) of the Securities Act of
1933, as amended. In November 2023, the October 2023 Loan principal outstanding of $300,000 plus accrued and unpaid interest, were converted
into shares of the newly designated Series G Preferred Stock.
2023 Stock Transactions with Officers and/or
Directors
In April 2023, the Board of Directors or the Compensation
Committee of the Company’s Board of Directors approved the following transactions:
|
· |
Grant of 6,667 shares of restricted common stock to Gene Salkind, Chairman of the Board, for services previously rendered, based on a per share value of $2.505. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 3,333 shares of restricted common stock each to the Company’s CEO and another member of the Board of Directors for services as directors of the Company. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 2,000 shares of common stock to Mr. Salkind as payment for accrued and unpaid interest of approximately $5,000 based on a per share value of $2.505. |
|
· |
Grant of 4,791 shares of restricted common stock to the Company’s legal counsel as payment for accrued and unpaid services valued at $12,000 and $2.505 per share. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Issuance of 104,143 shares of restricted common stock at a per share value of $2.55 as payment and full settlement of outstanding accounts payable with a total carrying amount of $265,564. |
Share prices used in the above transaction were
based on the market price of the Company’s common stock on the consummation dates of the transactions.
Salkind October 2023 Loan Conversion and
Series G Preferred Stock Issuance
Effective November 7,
2023, Mr. Gene Salkind and parties associated with him (the “Series G Preferred Shareholders”), invested $1,503,495 into the
Company’s newly created Series G Preferred Stock, formalized through three Subscription Agreements for the sale of a combined 300,789
shares of Series G Preferred Stock for total cash proceeds of $1,200,000, plus the conversion of $300,000 in principal and $3,495 in accrued
interest from the Salkind October 2023 Loan (see Note 4). Each share of the Series G Preferred Stock is convertible by the Series G Preferred
Shareholders at any time after issuance into ten (10) shares of the Company’s Common Stock, or $0.50 per Common Share (Series G
Conversion Ratio). The Series G Preferred Stock will automatically convert at the same Series G Conversion Ratio upon the Company’s
Common Stock reporting of a closing sales price over $5.00 per share for ten (10) consecutive trading days. The Company did not pay any
commissions or other compensation to any third party in connection with the transactions reported herein. Exemption from registration
is claimed under section 4(2) of the Securities Act of 1933, as amended.
Series H Preferred
Stock Issuances
On December 18, 2023,
the Series G Preferred Shareholders agreed to exchange all 300,789 of the Series G Preferred Stock into 751,730 shares of the Company’s
newly created Series H Preferred Stock. Also our legal counsel agreed to exchange $33,000 of monies owed to the law firm for 16,500 shares
of Series H preferred Stock. Each share of the Series H Preferred Stock is convertible at any time after issuance into ten (10) shares
of the Company’s Common Stock, or $0.20 per Common Share (Series H Conversion Ratio). The Series H Preferred Stock will automatically
convert at the same Series H Conversion Ratio upon the Company’s Common Stock reporting of a closing sales price over $2.00 per
share for ten (10) consecutive trading days or on December 31, 2026, whichever is earlier. The Company did not pay any commissions or
other compensation to any third party in connection with the transactions reported herein. Exemption from registration is claimed under
section 3(a)(9) of the Securities Act of 1933, as amended.
In December 2023, the
Company’s board of directors approved a 2023 Employee Benefit and Compensation Plan covering shares of common stock. On December
19, 2023, the Board approved granting five-year Non-Statutory Stock Options to purchase 1,800,000 shares of common stock, exercisable
at $.20 per share to various officers, directors, employees and consultants. Exemption from registration is claimed under section 4(2)
of the Securities Act of 1933, as amended.
Notes to the Financial Statements and Other
Disclosures
The disclosures contained in this Form 10-K, in
particular in the notes to our consolidated financial statements describe various other transactions between the Company’s and its
officers, directors and principal shareholders.
Item 14. Principal Accountant Fees and Services.
The following table presents fees for professional
services rendered for the audit of the Company’s consolidated financial statements and fees for other services. On July 16, 2018,
the Company engaged BF Borgers CPA PC as our registered independent public accountants. Their fees are described in the table below. In
2022 we engaged D Brooks and Associates CPA’s PC starting for the second quarter of 2022 and Assurance Dimensions and Associates
in the second quarter of 2023.
| |
Year Ended December 31, | |
| |
2023 | | |
2022 | |
Audit fees | |
$ | 51,000 | | |
$ | 54,000 | |
Audit- related fees | |
| 86,000 | | |
| 55,000 | |
Tax fees | |
| – | | |
| – | |
All other fees | |
| 25,822 | | |
| 66,000 | |
Total fees | |
$ | 162,822 | | |
$ | 175,000 | |
Policy on Board Pre-Approval of Services of
Independent Registered Public Accounting Firm
Our Board has responsibility for appointing, setting
compensation and overseeing the work of the independent registered public accounting firm. In recognition of this responsibility, the
Board has established a policy to pre-approve all audit and permissible non-audit services provided by the independent registered public
accounting firm. Prior to engagement of the independent registered public accounting firm for the following year’s audit, management
will submit to the Board for approval a description of services expected to be rendered during that year for each of following categories
of services:
Audit services include audit work performed
in the preparation and audit of the annual financial statements, review of quarterly financial statements, reading of annual, quarterly
and current reports, as well as work that generally only the independent auditor can reasonably be expected to provide, such as the provision
of consents and comfort letters in connection with the filing of registration statements.
Audit-related services are for assurance
and related services that are traditionally performed by the independent auditor, including due diligence related to mergers and acquisitions
and special procedures required to meet certain regulatory requirements.
Tax services consist principally of assistance
with tax compliance and reporting, as well as certain tax planning consultations.
Other services are those associated with
services not captured in the other categories. We generally do not request such services from our independent auditor.
Prior to the engagement, the Board pre-approves
these services by category of service. The fees are budgeted, and the Board requires the independent registered public accounting firm
and management to report actual fees versus the budget periodically throughout the year by category of service. During the year, circumstances
may arise when it may become necessary to engage the independent registered public accounting firm for additional services not contemplated
in the original pre-approval. In those instances, the Board requires specific pre-approval before engaging the independent registered
public accounting firm.
The Board may delegate pre-approval authority
to one or more of its members. The member to whom such authority is delegated must report, for informational purposes only, any pre-approval
decisions to the audit Board at its next scheduled meeting.
None of the services described above provided
by our auditors were approved by the Board pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
New Auditor
In June of 2023, the Company engaged Assurance
Dimensions as its new registered independent public accounting firm. For the period June 2023 through December 31, 2023, we paid Assurance
Dimensions for its review of the quarterly financial statements and other Exchange Act matters.
On June 29, 2022, the Company engaged D. Brooks
& Associates CPAs as its new registered independent public accountant. For the period June 29, 2022, through December 31, 2022, the
company paid D. Brooks & Associates CPAs an aggregate of $46,888 for its review of the quarterly financial statements and other Exchange
Act matters for the periods ended June 30, 2022, and September 30, 2022.
PART IV
Item 15. Exhibits, Financial Statement Schedules
(a) FINANCIAL STATEMENTS
The following documents are filed under ITEM 8 FINANCIAL STATEMENTS as the financial statements of the Company for the years ended December 31, 2023, and 2022:
Reports of Independent Registered Public Accounting Firms
Consolidated Balance Sheets
Consolidated Statements of Operations
Consolidated Statement of Stockholders’ Equity
Notes to Consolidated Financial Statements
Item 16. Exhibits
Exhibit |
|
|
Number |
|
Exhibit Title |
2.1 |
|
Agreement and Plan of Merger dated November 20, 2018 between Mobiquity Technologies, Inc., Glen Eagles Acquisition LP, Avng Acquisition Sub, LLC, Advangelists, LLC, and Deepankar Katyal as Member Representative (the “Advangelists Merger Agreement”) (Incorporated by reference to Form 8-K dated December 11, 2018.) |
2.2 |
|
First Amendment to the Advangelists Merger Agreement dated December 6, 2018 (Incorporated by reference to Form 8-K dated December 11, 2018.) |
2.3 |
|
Membership Interest Purchase Agreement dated as of April 30, 2019 between Mobiquity Technologies, Inc. and Glen Eagles Acquisition LP (Incorporated by reference to Form 8-K dated April 30, 2019.) |
2.4 |
|
Membership Interest Purchase Agreement, effective as of May 8, 2019 between Mobiquity Technologies, Inc. and Gopher Protocol, Inc. (Incorporated by reference to Form 8-K dated May 10, 2019.) |
2.5 |
|
Assignment and Assumption Agreement effective as of May 8, 2019 between Mobiquity Technologies, Inc. and Gopher Protocol, Inc. (Incorporated by reference to Form 8-K dated May 10, 2019.) |
2.6 |
|
Stock Purchase Agreement, effective as of September 13, 2019, by and between Mobiquity Technologies, Inc. and GBT Technologies, Inc. (Incorporated by reference to Form 8-K dated September 13, 2019.) |
2.7 |
|
Subscription Agreement, dated as of September 13, 2019, by and between Mobiquity Technologies, Inc. and Dr. Gene Salkind (Incorporated by reference to Form 8-K/A dated September 13, 2019.) |
2.8 |
|
Subscription Agreement, dated as of September 13, 2019, by and between Mobiquity Technologies, Inc. and Marital Trust GST Subject U/W/O Leopold Salkind (Incorporated by reference to Form 8-K/A dated September 13, 2019.) |
2.9 |
|
Securities Purchase Agreement dated September 20, 2021 by and between Mobiquity Technologies, Inc. and Talos Victory Fund, LLC (Incorporated by reference to Form 8-K dated September 20, 2021.) |
Exhibit |
|
|
Number |
|
Exhibit Title |
2.10 |
|
Securities Purchase Agreement dated September 20, 2021 by and between Mobiquity Technologies, Inc. and Blue Lake Partners LLC (Incorporated by reference to Form 8-K dated September 20, 2021.) |
2.11 |
|
Securities Purchase Agreement dated December 30, 2022 with Walleye (Incorporated by reference to Form 8-K filed with the SEC on January 4, 2023) |
3.1 |
|
Certificate of Incorporation filed March 26, 1998 (Incorporated by reference to Registrant’s Registration Statement on Form 10-SB as filed with the Commission on February 10, 2005) |
3.2 |
|
Amendment to Certificate of Incorporation filed June 10, 1999 (Incorporated by reference to Registrant’s Registration Statement on Form 10-SB as filed with the Commission on February 10, 2005) |
3.3 |
|
Amendment to Certificate of Incorporation approved by stockholders in 2005(Incorporated by reference to Registrant’s Registration Statement on Form 10-SB as filed with the Commission on February 10, 2005) |
3.4 |
|
Amendment to Certificate of Incorporation dated September 11, 2008 (Incorporated by reference to the Registrant’s Form 10-K for its fiscal year ended December 31, 2012.) |
3.5 |
|
Amendment to Certificate of Incorporation dated October 7, 2009 (Incorporated by reference to the Registrant’s Form 10-K for its fiscal year ended December 31, 2012.) |
3.6 |
|
Amendment to Certificate of Incorporation dated May 18, 2012 (Incorporated by reference to the Registrant’s Form 10-K for its fiscal year ended December 31, 2012.) |
3.7 |
|
Amendment to Certificate of Incorporation dated September 10, 2013 (Incorporated by reference to Registrant’s Form 8-K filed on September 11, 2013.) |
3.8 |
|
Amendment to Certificate of Incorporation filed December 22, 2015 (Incorporated by reference to Form 10-K for the fiscal year ended December 31, 2015.) |
3.9 |
|
Amendment to Certificate of Incorporation dated March 23, 2016 (Incorporated by reference to Form 8-K dated March 24, 2016.) |
3.10 |
|
Amendment to Certificate of Incorporation dated February 28, 2017 (Incorporated by reference to Form 8-K dated March 1, 2017.) |
3.11 |
|
Amendment to Certificate of Incorporation dated September 2018 (Incorporated by reference to Form 10-K for the fiscal year ended December 31, 2018.) |
3.12 |
|
Amendment to Certificate of Incorporation dated February 2019 (Incorporated by reference to Form 10-K for the fiscal year ended December 31, 2018.) |
3.13 |
|
Amendment to Certificate of Incorporation dated December 17, 2018 (Incorporated by reference to Form 10-K for the fiscal year ended December 31, 2018.) |
3.14 |
|
Amendment to Certificate of Incorporation dated December 4, 2018 (Incorporated by reference to Form 10-K for the fiscal year ended December 31, 2018.) |
3.15 |
|
Restated Certificate of Incorporation dated July 16, 2019 (Incorporated by reference to Form 8-K dated July 15, 2019.) |
3.16 |
|
Amendment
to Certificate of Incorporation-Series dated September 23, 2019 *** |
3.17 |
|
Amendment
to Certificate of Incorporation dated August 24, 2020*** |
3.18 |
|
Amendment to Restated Certificate of Incorporation dated June 15, 2023***** |
3.19 |
|
Amended By-Laws (Incorporated by reference to Registrant’s Registration Statement on Form 10-SB as filed with the Commission on February 10, 2005) |
3.20 |
|
2014 Amendment to By-Laws (Incorporated by reference to Form 8-K filed with the SEC on December 24, 2014.) |
3.21 |
|
November
2021 Amendment to By-Laws**** |
3.22 |
|
Amendment No. 3 to Bylaws (Incorporated by reference to Form 8-K filed with the SEC on May 16, 2023.) |
3.23 |
|
Amendment to Certificate of Incorporation dated November 27, 2023* |
3.24 |
|
Amendment to Certificate of Incorporation dated December 28, 2023* |
Exhibit |
|
|
Number |
|
Exhibit Title |
4.1 |
|
Amended and Restated $7,512,500 Promissory Note dated as of May 10, 2019 from Mobiquity Technologies, Inc. to Deepanker Katyal, as representative of the former members of Advangelists, LLC (Incorporated by reference to Form 8-K dated May 10, 2019.) |
4.2 |
|
Second Amended and Restated Promissory Note, dated as of September 13, 2019, by and between Mobiquity Technologies, Inc. and Deepankar Katyal, as representative of the former owners of Advangelists, LLC (Incorporated by reference to Form 8-K dated September 13, 2019.) |
4.3 |
|
Form of Common Stock Purchase Warrant (Incorporated by reference to Form 8-K dated September 13, 2019.) |
4.4 |
|
Convertible Promissory Note in favor of Dr. Gene Salkind, dated as of September 13, 2019 (Incorporated by reference to Form 8-K/A dated September 13, 2019.) |
4.5 |
|
Amended and Restated Convertible Promissory Note in favor of Dr. Gene Salkind, dated as of December 31, 2019 *** |
4.6 |
|
Second
Amended and Restated Convertible Promissory Note in favor of Dr. Gene Salkind, dated as of April 1, 2019
*** |
4.7 |
|
Convertible Promissory Note in favor of Marital Trust GST Subject U/W/O Leopold Salkind, dated as of September 13, 2019 (Incorporated by reference to Form 8-K/A dated September 13, 2019.) |
4.8 |
|
Amended and Restated Convertible Promissory Note in favor of Marital Trust GST Subject U/W/O Leopold Salkind, dated as of December 31, 2019*** |
4.9 |
|
Second Amended and Restated Convertible Promissory Note in favor of Marital Trust GST Subject U/W/O Leopold Salkind, dated as of April 1, 2019*** |
4.10 |
|
Form of Lender Warrant (Incorporated by reference to Form 8-K/A dated September 13, 2019.) |
4.11 |
|
Promissory Note in favor of Talos Victory Fund, LLC dated September 20, 2021 (Incorporated by reference to Form 8-K dated September 20, 2021.) |
4.12 |
|
Promissory Note in favor of Blue Lake Partners LLC dated September 20, 2021 (Incorporated by reference to Form 8-K dated September 20, 2021.) |
4.13 |
|
Common Stock Purchase Warrant dated September 20, 2021 issued to Talos Victory Fund, LLC (Incorporated by reference to Form 8-K dated September 20, 2021.) |
4.14 |
|
Common Stock Purchase Warrant dated September 20, 2021 issued to Blue Lake Partners LLC (Incorporated by reference to Form 8-K dated September 20, 2021.) |
4.15 |
|
Form
of 2021 Representative’s warrant*** |
4.16 |
|
Form
of 2021Warrant Agent Agreement by and between the Company and Continental Stock Transfer & Trust Company*** |
4.17 |
|
Form of 2021 Warrant (Annex C to the Form of Warrant Agent Agreement attached as Exhibit 4.16)*** |
4.18 |
|
Form of Representative’s Warrant*** |
4.19 |
|
Form of Series 2023 Warrant*** |
4.20 |
|
Form
of Pre-funded Warrant(Form 2023)*** |
4.21 |
|
Form of Investor Convertible Debt Subscription Agreement (5% Original Issue Discount)*** |
4.22 |
|
Form of Investor Convertible Debt Subscription Agreement (10% Original Issue Discount)*** |
4.23 |
|
Form of Investor Convertible Debt Subscription Agreement (10% Annual Interest)*** |
4.24 |
|
Promissory Note dated December 30, 2022 issued to Walleye (Incorporated by reference to Form 8-K filed with the SEC on January 4, 2023) |
4.25 |
|
Amendment dated February 7, 2023 to Promissory Note dated December 30, 2022 issued to Walleye**** |
4.26 |
|
Warrant dated December 30, 2022 issued to Walleye (Incorporated by reference to Form 8-K filed with the SEC on January 4, 2023) |
4.27 |
|
Form of Pre-funded Warrant for the Offering***** |
4.28 |
|
Amendment dated February 13, 2023 to Promissory Note dated December 30, 2022 issued to Walleye***** |
Exhibit |
|
|
Number |
|
Exhibit Title |
10.1 |
|
Employment Agreement dated April 2, 2019 – Dean L. Julia (Incorporated by reference to Form 10-K/A filed with the SEC on April 26, 2019.) |
10.2 |
|
Employment Agreement dated April 2, 2019 – Sean Trepeta (Incorporated by reference to Form 10-K/A filed with the SEC on April 26, 2019.) |
10.3 |
|
Employment Agreement dated April 2, 2019 – Paul Bauersfeld (Incorporated by reference to Form 10-K/A filed with the SEC on April 26, 2019.) |
10.4 |
|
Employment Agreement dated January 4, 2022 – Deepanker Katyal (Incorporated by reference to Form 10-K filed with the SEC on March 30, 2022) |
10.5 |
|
Security Agreement and Subsidiary Guarantee with Walleye(Incorporated by reference to Form 8-K filed with the SEC on January 4, 2023) |
21.1 |
|
Subsidiaries of the Issuer (Incorporated by reference to Form 10-K for the fiscal year ended December 31, 2018.) |
31.1 |
|
Rule 13a-14(a) Certification in accordance with section 302of the Sarbanes-Oxley Act of 2002* |
31.2 |
|
Rule 13a-14(a) Certification in accordance with section 302of the Sarbanes-Oxley Act of 2002* |
32.1 |
|
Certification Pursuant to 18.U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002* |
32.2 |
|
Certification Pursuant to 18.U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002* |
99.1 |
|
2005 Employee Benefit and Consulting Services Compensation Plan (Incorporated by reference to Registrant’s Registration Statement on Form 10-SB/A filed with the Commission March 21, 2005.) |
99.2 |
|
Amendment to 2005 Plan (Incorporated by reference to the Registrant’s Form 10-QSB/A filed with the Commission on August 15, 2005.) |
99.3 |
|
2009 Employee Benefit and Consulting Services Compensation Plan (Incorporated by reference to Form 10-K filed for the fiscal year ended December 31, 2009.) |
99.4 |
|
2018 Employee Benefit and Consulting Services Compensation Plan. (Incorporated by reference to Definitive Proxy Statement filed with the SEC on January 11, 2019.) |
99.5 |
|
2021
Employee Benefit and Consulting Compensation Plan*** |
99.6 |
|
2023 Equity Participation Plan (Incorporated by reference to Definitive Proxy Statement filed with the SEC on April 18, 2023.) |
99.7 |
|
2023 Employee Benefit and Consulting Compensation Plan* |
101.INS |
|
Inline
XBRL Instance Document * |
101.SCH |
|
Inline
Document, XBRL Taxonomy Extension * |
101.CAL |
|
Inline
Calculation Linkbase, XBRL Taxonomy Extension Definition * |
101.DEF |
|
Inline
Linkbase, XBRL Taxonomy Extension Labels * |
101.LAB |
|
Inline
Linkbase, XBRL Taxonomy Extension * |
101.PRE |
|
Inline
Presentation Linkbase * |
* |
Filed
herewith. |
** |
To
be filed by amendment |
*** |
Previously
filed under Form S-1 Registration Statement, File No. 333-260364. |
**** |
Previously
filed under Form S-1 Registration Statement File No.333-269293. |
***** |
Previously
filed under Form S-1 Registration Statement File No. 333-272572 |
(c) FINANCIAL STATEMENT SCHEDULES
We are not filing any financial statement schedules
as part of this Form 10-K because such schedules are either not applicable or the required information is included in the financial statements
or notes thereto.
SIGNATURES
Pursuant to the requirements
Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has caused this Report to be signed on its behalf by the undersigned,
thereunto duly authorized.
|
MOBIQUITY TECHNOLOGIES, INC. |
|
|
|
|
By: |
/s/ Dean L. Julia |
|
|
Dean L. Julia, |
|
|
Principal Executive Officer |
Dated: Shoreham, New York
April 8, 2024
Pursuant to the requirements
of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in
the capacities and on the dates indicated:
Name |
|
Title |
|
|
Date |
|
/s/ Dean L. Julia |
|
Principal Executive Officer and Director |
|
|
April 8, 2024 |
|
Dean L. Julia |
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/Anne S. Provost |
|
Director |
|
|
April 8, 2024 |
|
Anne S. Provost |
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Byron Booker |
|
Director |
|
|
April 8, 2024
|
|
Byron Booker |
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/Sean J. McDonnell, CPA |
|
Principal Financial Officer |
|
|
April 8, 2024 |
|
Sean J. McDonnell |
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/Nate Knight |
|
Director |
|
|
April 8, 2024 |
|
Nate Knight |
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/Gene Salkind |
|
Chairman of the Board |
|
|
April 8, 2024 |
|
Gene Salkind |
|
|
|
|
|
|
Dean L. Julia, Anne S. Provost, Byron Booker,
Nate Knight and Dr. Gene Salkind represent all the current members of the Board of Directors.
Exhibit 3.23
1 New York State Department of State Division of Corporations, State Records and Uniform Commercial Code Please print this email for your records. Thank you for submitting your CERTIFICATE OF AMENDMENT through the Department of State's Online Filing System. The CERTIFICATE OF AMENDMENT has been filed by the Department of State. We have attached the official filing receipt and any related document(s) for the following entity: DOS ID: Entity Name: County: Filing Date: 2243131 MOBIQUITY TECHNOLOGIES, INC. NASSAU 11/27/2023 Statement Due: 03/31/2024 ☐ Retain this letter and attachment(s) for your records. The Department of State does not mail additional copies of the filing receipt or related attachment(s). ☐ Business Corporations are required to file a Biennial Statement with the Department of State. To receive an email notice when the Biennial Statement is due, provide an email address at the Department of State's Email Address Submission/Update Service . Resources ☐ Instructions for filing Certificates of Correction, Certificates of Amendment and other documents with the Department of State ☐ Corporation tax information Contact Information ☐ Department of State: Email the Division of Corporations at corporations@dos.ny.gov. ☐ Department of Taxation and Finance: Visit Contact us for self - help options and telephone numbers.
NEW YORK STATE DEPARTMENT OF STATE DIVISION OF CORPORATIONS, STATE RECORDS AND UNIFORM COMMERCIAL CODE FILING RECEIPT ENTITY NAME : DOCUMENT TYPE : ENTITY TYPE : MOBIQUITY TECHNOLOGIES, INC. CERTIFICATE OF AMENDMENT DOMESTIC BUSINESS CORPORATION DOS ID : FILE DATE : FILE NUMBER : TRANSACTION NUMBER : EXISTENCE DATE : DURATION/DISSOLUTION : COUNTY : 2243131 11/27/2023 231127003496 202311270002018 - 2662574 03/26/1998 PERPETUAL NASSAU SERVICE OF PROCESS ADDRESS : DEAN JULIA 35 TORRINGTON LANE, SHOREHAM, NY, 11786, USA ELECTRONIC SERVICE OF PROCESS EMAIL ADDRESS : N/A FILER : RUSKIN MOSCOU FALTISCHEK, PC 1425 RXR PLAZA, 15TH FLOOR, UNIONDALE, NY, 11556, USA CORPORATION SERVICE COMPANY 45 124776 9AM SERVICE COMPANY : SERVICE COMPANY ACCOUNT : CUSTOMER REFERENCE : You may verify this document online at : AUTHENTICATION NUMBER : http://ecorp.dos.ny.gov 100004724680 $220.00 TOTAL PAYMENTS RECEIVED: $220.00 TOTAL FEES: $0.00 CASH: $60.00 FILING FEE: $0.00 CHECK/MONEY ORDER: $0.00 CERTIFICATE OF STATUS: $0.00 CREDIT CARD: $10.00 CERTIFIED COPY: $220.00 DRAWDOWN ACCOUNT: $0.00 COPY REQUEST: $0.00 REFUND DUE: $150.00 EXPEDITED HANDLING:
I hereby certify that the annexed copy for MOBIQUITY TECHNOLOGIES, INC., File Number 231127003496 has been compared with the original document in the custody of the Secretary of State and that the same is true copy of said original. STATE OF NEW YORK DEPARTMENT OF STATE WITNESS my hand and official seal of the Department of State, at the City of Albany, on November 27 , 2023 . Brendan C. Hughes Executive Deputy Secretary of State Authentication Number: 100004724682 To Verify the authenticity of this document you may access the Division of Corporation's Document Authentication Website at http://ecorp.dos.ny.gov
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Filed with the NYS Department of State on 11/27/2023 Filing Number: 231127003496 DOS ID: 2243131
Exhibit 3.24
1 New York State Department of State Division of Corporations, State Records and Uniform Commercial Code Please print this email for your records. Thank you for submitting your CERTIFICATE OF AMENDMENT through the Department of State's Online Filing System. The CERTIFICATE OF AMENDMENT has been filed by the Department of State. We have attached the official filing receipt and any related document(s) for the following entity: DOS ID: Entity Name: County: Filing Date: 2243131 MOBIQUITY TECHNOLOGIES, INC. NASSAU 12/28/2023 Statement Due: 03/31/2024 ☐ Retain this letter and attachment(s) for your records. The Department of State does not mail additional copies of the filing receipt or related attachment(s). ☐ Business Corporations are required to file a Biennial Statement with the Department of State. To receive an email notice when the Biennial Statement is due, provide an email address at the Department of State's Email Address Submission/Update Service . Resources ☐ Instructions for filing Certificates of Correction, Certificates of Amendment and other documents with the Department of State ☐ Corporation tax information Contact Information ☐ Department of State: Email the Division of Corporations at corporations@dos.ny.gov. ☐ Department of Taxation and Finance: Visit Contact us for self - help options and telephone numbers.
NEW YORK STATE DEPARTMENT OF STATE DIVISION OF CORPORATIONS, STATE RECORDS AND UNIFORM COMMERCIAL CODE FILING RECEIPT ENTITY NAME : DOCUMENT TYPE : ENTITY TYPE : MOBIQUITY TECHNOLOGIES, INC. CERTIFICATE OF AMENDMENT DOMESTIC BUSINESS CORPORATION DOS ID : FILE DATE : FILE NUMBER : TRANSACTION NUMBER : EXISTENCE DATE : DURATION/DISSOLUTION : COUNTY : 2243131 12/28/2023 231228002921 202312280001650 - 2767923 03/26/1998 PERPETUAL NASSAU SERVICE OF PROCESS ADDRESS : DEAN JULIA 35 TORRINGTON LANE, SHOREHAM, NY, 11786, USA ELECTRONIC SERVICE OF PROCESS EMAIL ADDRESS : N/A FILER : RUSKIN MOSCOU FALTISCHEK, P.C. 1425 RXR PLAZA, 15TH FLOOR UNIONDALE, NY, 11556, USA CORPORATION SERVICE COMPANY 45 SERVICE COMPANY : SERVICE COMPANY ACCOUNT : You may verify this document online at : AUTHENTICATION NUMBER : http://ecorp.dos.ny.gov 100004908280 $145.00 TOTAL PAYMENTS RECEIVED: $145.00 TOTAL FEES: $0.00 CASH: $60.00 FILING FEE: $0.00 CHECK/MONEY ORDER: $0.00 CERTIFICATE OF STATUS: $0.00 CREDIT CARD: $10.00 CERTIFIED COPY: $145.00 DRAWDOWN ACCOUNT: $0.00 COPY REQUEST: $0.00 REFUND DUE: $75.00 EXPEDITED HANDLING:
I hereby certify that the annexed copy for MOBIQUITY TECHNOLOGIES, INC., File Number 231228002921 has been compared with the original document in the custody of the Secretary of State and that the same is true copy of said original. STATE OF NEW YORK DEPARTMENT OF STATE WITNESS my hand and official seal of the Department of State, at the City of Albany, on December 28 , 2023 . Brendan C. Hughes Executive Deputy Secretary of State Authentication Number: 100004908281 To Verify the authenticity of this document you may access the Division of Corporation's Document Authentication Website at http://ecorp.dos.ny.gov
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Filed with the NYS Department of State on 12/28/2023 Filing Number: 231228002921 DOS ID: 2243131
Exhibit 31.1
CERTIFICATION PURSUANT TO
RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES
EXCHANGE ACT OF 1934, AS AMENDED
I, Dean L. Julia certifies that: |
|
|
1. |
I have reviewed this annual report on Form 10-K of Mobiquity Technologies, Inc.; |
|
|
2 |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
|
|
3. |
Based on my knowledge, the consolidated financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
|
|
4. |
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
|
|
|
a) |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
|
|
|
b) |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles; |
|
|
|
c) |
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
|
|
|
d) |
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
|
|
5. |
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors: |
|
|
|
a) |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
|
|
|
b) |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: April 8, 2024
/s/ Dean L. Julia |
|
Principal Executive Officer |
|
Exhibit 31.2
CERTIFICATION PURSUANT TO
RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES
EXCHANGE ACT OF 1934, AS AMENDED
I, Sean McDonnell certifies that: |
|
|
1. |
I have reviewed this annual report on Form 10-K of Mobiquity Technologies, Inc.; |
|
|
2 |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
|
|
3. |
Based on my knowledge, the consolidated financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
|
|
4. |
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
|
|
|
a) |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
|
|
|
b) |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles; |
|
|
|
c) |
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
|
|
|
d) |
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
|
|
5. |
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors: |
|
|
|
a) |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
|
|
|
b) |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: April 8, 2024
/s/ Sean McDonnell |
|
Principal Financial Officer |
|
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
In connection with the Annual Report of Mobiquity Technologies, Inc.
(the “registrant”) on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission
on the date hereof (the “report”), I, Dean L. Julia, Principal Executive Officer of the registrant, certify, pursuant to 18
U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:
(1) The report fully complies with the requirements of section 13(a)
or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2) The information contained in the report fairly presents, in all
material respects, the financial condition and results of operations of the registrant.
Date: April 8, 2024
/s/ Dean L. Julia |
|
Principal Executive Officer |
|
Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
In connection with the Annual Report of Mobiquity
Technologies, Inc. (the “registrant”) on Form 10-K for the year ended December 31, 2023, as filed with the Securities
and Exchange Commission on the date hereof (the “report”), I, Sean McDonnell, Principal Financial Officer of the registrant,
certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:
(1) The report fully complies with the requirements of section 13(a)
or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2) The information contained in the report fairly presents, in all
material respects, the financial condition and results of operations of the registrant.
Date: April 8, 2024
/s/ Sean McDonnell |
|
Principal Financial Officer |
|
Exhibit 99.7
MOBIQUITY
TECHNOLOGIES, INC.
2023
EMPLOYEE BENEFIT AND CONSULTING SERVICES COMPENSATION PLAN
SECTION
1. INTRODUCTION
1.1
Establishment. Mobiquity Technologies, Inc., a New York corporation (the “Company”), hereby establishes a plan
of long-term stock-based compensation incentives for selected Eligible Participants (defined below) of the Company and its affiliated
corporations. This plan was adopted on December 14, 2023 (the “Adoption Date”) by the Board of Directors, subject to stockholder
ratification within one year and shall be known as the 2023 Employee Benefit and Consulting Services Compensation Plan (the “Plan”).
The effective date of the Plan and duration of the Plan is set forth in section 17 herein.
1.2
Purpose. The purpose of the Plan is to further the success of the Company and its Subsidiaries by making available Common
Stock of the Company for purchase by eligible directors, officers, consultants and key employees of the Company and its Subsidiaries
and thus to provide an additional incentive to such personnel to continue to serve the Company and its Subsidiaries and to give them
a greater interest as stockholders in the success of the Company. It is intended that this Plan be considered an “Employee Benefit
Plan” within the meaning of Regulation 405 of the Securities Act of 1933, as amended (the “1933 Act”).
The Company
intends this Plan to enable the Company to issue, pursuant hereto, Incentive Stock Options as such term is defined in Section 422 of
the Internal Revenue Code of 1986, as amended from time to time (the “Code”). The Company also intends this Plan to enable
it to issue similar options which will not, however, be qualified as Incentive Stock Options (also known as “Non-Statutory Stock
Options”) and to issue stock in exchange for services rendered.
The Plan shall
become effective as provided in Section 17, provided; however, Incentive Stock Options may not be exercised and will be void and of no
further force and effect if the Plan is not approved by stockholders within 12 months of the Adoption Date of the Plan.
SECTION
2. DEFINITIONS
The following definitions shall be applicable to the terms
used in the Plan:
2.1
“Affiliated Corporation” means any corporation that is either a parent corporation with respect to the Company
or a subsidiary corporation with respect to the Company (within the meaning of Sections 424(e) and (f), respectively, of the Code).
2.2
“Board” means the Board of Directors of the Company.
2.3
“Committee” means a committee designated by the Board of Directors to administer the Plan or, if no committee
is so designated, the Board of Directors. The Board of Directors, in its sole discretion, may at any time remove any member of the Committee
and appoint another Director to fill any vacancy on the Committee. The Committee shall consist of at least two members of the Board of
Directors, preferably (but not required) all of whom are Non-Employee Directors. For the purposes of the Plan, a director or member of
the Committee shall qualify asa“Non-Employee Director” only if such person qualifies as a Non-Employee Director within the
meaning of paragraph (b)(3)(i) of Rule 16b-3 promulgated under the Securities Exchange Act of 1934, as amended.
2.4
“Common Stock” means the Company’s $.0001 par value voting common stock.
2.5
“Company” means Mobiquity Technologies, Inc., a New York corporation.
2.6
“Disability” means permanent total disability as defined in the Code.
2.7
“Effective Date” means the effective date of the Plan, as set forth in Section 17 hereof.
2.8
“Eligible Participant” or “Participant” means any employee, director, officer, consultant,
or advisor of the Company who is determined (in accordance with the provisions of Section 4 hereof) to be eligible to receive stock and
exercise stock options hereunder. Not withstanding the foregoing, no consultant or advisor shall receive options unless such person is
eligible to receive same under an employee benefit plan which would be filed under a Form S-8 Registration Statement.
2.9
“Fair Market Value” with respect to Common Stock means fair market value of a share of Common Stock as determined
as of the date of grant in accordance with Section 422(c)(7) of the Code and the Regulations applicable thereto. In this respect, the
Fair Market Value of the Common Stock shall be determined as follows:
(i)
If the Common Stock is listed on or quoted on any established stock exchange or a national market system, including without limitation,
NYSE Alternext US LLC, the NASDAQ National Market or the NASDAQ Capital Market, its fair market value shall be the mean between the high
and low sales price for such stock on such exchange or system on the date of such grant, as reported in The Wall Street Journal or such
other source as the Board deems reliable, or, if none, shall be the mean of the closing “bid” and “ask” prices,
if any, for the Common Stock on the date of such grant, as reported in The Wall Street Journal or such other source as the Board deems
reliable, or, if none, shall be determined by taking a weighted average of the means between the highest and lowest sales on the nearest
date before and the nearest date after the date of grant in accordance with Section 25.2512-2 of the Regulations;
(ii)
If the Common Stock is not then listed or quoted on any established stock exchange or national market system, including without
limitation, the NASDAQ National Market or the NASDAQ Capital Market or the OTC Electronic Bulletin Board, its fair market value shall
be the average of the “bid” prices, if any, for the Common Stock on the date of such grant, as reported in National Daily
Quotation Service or such other source as the Board deems reliable; or, if none, shall be determined by taking a weighted average of
the means between the highest and lowest sales on the nearest date before and the nearest date after the date of grant in accordance
with Section 25.2512-2 of the Regulations; and
(iii)
If the Fair Market Value of the Common Stock cannot be determined under either (i) or (ii) of Section (c) above, the Fair Market
Value thereof shall be determined in good faith by the Board.
(iv)
Regardless of (i) or (ii) of Section (c) above, if the last sales price is reported, that value should be used.
2.10
“Grant” means the action of the Board or Committee at the time of grant of an Option or direct issuance of a share
of Common Stock.
2.11
“Incentive Stock Option” means any incentive stock option as defined in Section 422(b) of the Code granted to an individual
for any reason connected with his employment by the Company at the time of the granting of a given option under the Plan.
2.12
“Modification” means any change in the terms of an option which would constitute a “modification” as defined
in Section 424(h)(3) of the Code, including, without limitation, such a modification to an option as effected by a change in the Plan
and any other change in the Plan which would increase the number of shares reserved for options under the Plan, materially change the
administration of the Plan (except as permitted in paragraphs 4(c) hereof) or that would otherwise materially increase the benefits accruing
to, or available for, participants in the Plan; provided, however, that registration of Option shares under the Securities Act of 1933,
as amended, shall not be deemed a Modification.
2.13
“Non-Statutory Stock Option” means any option granted under this Plan other than an Incentive Stock Option.
2.14
“Option” means the grant to an Eligible Participant of a right to acquire shares of Restricted Stock of the
Company, unless said shares are duly registered, and thus freely tradable, pursuant to a Grant of Option approved by the Committee and
executed and delivered by the Company. “Options” means any Incentive Stock Option or Non-Statutory Stock Option, unless otherwise
indicated or required by context.
2.15
“Registered Stock” means shares of Common Stock, $.0001 par value, of the Company underlying an Option which,
if specified in the written Option are, upon issuance, freely tradable by virtue of having been registered with the Securities and Exchange
Commission on a Form S-8 Registration Statement, or another appropriate registration statement, and which shares have been issued subject
to the “blue sky” provisions of any appropriate state jurisdiction. Special resale restrictions may, however, apply to officers,
directors, control shareholders and affiliates of the Company and such individuals or entities will be required to obtain an opinion
of counsel as regards their ability to resell shares received pursuant to this Plan.
2.16
“Subsidiary” means any corporation which is a “subsidiary corporation” as defined in Section 424(f) of
the Code, and the regulations thereto.
2.17
“10% Stockholder” means a person who owns stock possessing more than 10% of the total combined voting power of all
classes of stock of Company or of any parent or subsidiary of the Company after giving effect to the attribution of stock ownership provisions
of Section 424(d) of the Code.
2.18
“Stock” or “Restricted Stock” means shares of Common Stock, $.0001 par value, of the Company
issuable directly under the Plan or underlying the grant of the Option, which are, upon issuance, subject to the restrictions set forth
in Section 11 herein.
References
in these definitions to provisions of the Code shall, when appropriate to effectuate the purposed of this Plan, be deemed to be references
to such provisions of the Code and regulations promulgated thereunder as the same may be from time to time amended or to successor provisions
to such provisions. Terms defined elsewhere in this Plan shall have the meanings set forth in such respective definitions. The term “Subsidiary”
or “Subsidiaries” shall be deemed to include any parent corporation (if any) as defined in Section 424(e) of the Code. Wherever
appropriate, words used in the Plan in the singular may mean the plural, the plural may mean the singular, and the masculine may mean
the feminine.
SECTION
3. ADMINISTRATION OF THE PLAN
The Plan is
a plan of long-term stock-based compensation incentives for selected Eligible Participants of the Company. In the absence of contrary
action by the Board, and except for action taken by the Committee pursuant to Section 4 in connection with the determination of Eligible
Participants, any action taken by the Committee or by the Board with respect to the implementation, interpretation or administration
of the Plan shall be final, conclusive and binding. This Plan may be administered by the Committee, the Board or both, in the sole discretion
of the Board.
SECTION
4. ELIGIBILITY AND AWARDS
The Committee
shall determine at any time and from time to time after the Effective Date of the Plan: (i) the Eligible Participants; (ii) the number
of shares of Common Stock issuable directly or to be granted pursuant to the Option which an Eligible Participant may exercise; (iii)
the price per share at which each Option may be exercised, including the form of consideration to be paid, or the value per share if
a direct issue of stock; and (iv) the terms on which each Option may be granted. Such determination, may from time to time be amended
or altered at the sole discretion of the Committee. Options granted to officers and/or directors of the Company shall be granted by the
Board, or by the Committee, if the Committee is composed of all members who are Non-Employee Directors.
SECTION
5. GRANT OF OPTION
Subject to
the terms and provisions of this Plan, the terms and conditions under which the Option may be granted to an Eligible Participant shall
be established by the Committee and the Grant of an Option hereunder shall be in the form attached hereto as Appendix A and made
a part hereof and containing such changes thereto and such other provisions as the Committee, in its sole discretion, may determine.
Notwithstanding the foregoing provisions of this Section 5, each Grant of Option shall incorporate the provisions of this Plan by reference.
Options may
be granted after the Effective Date by the Committee and instruments evidencing such grant(s) may similarly be so issued, but in each
case where Incentive Stock Options are granted, such Incentive Stock Options and such instruments shall be subject to the approval and
ratification of the Plan by the stockholders of the Company within one year of the Effective Date of the Plan, and notwithstanding anything
in the Plan that may be deemed to be to the contrary, no Incentive Stock Option may be exercised unless and until such approval and ratification
is obtained. In the event such approval and ratification shall not be obtained, all Incentive Stock Options that may have been granted
pursuant to the Plan shall be converted into Non-Statutory Stock Options, but shall be subject to the same termination provisions applicable
to the originally granted Incentive Stock Options. The shares of Common Stock underlying an Incentive Stock Option may be sold in a disqualifying
disposition under Section 421(b) of the Code. No Option shall be granted for a term of more than 1O years from the date of Grant. In
the case of Incentive Stock Options granted to a 10% stockholder, the term of the Incentive Stock Option shall not exceed five years
from the date of Grant.
The Committee
shall determine the exercise price of each Option granted under the Plan. Non Statutory Stock Options may be granted at any price determined
by the Board even if the exercise price of the Non-Statutory Stock Options is at a price below the Fair Market Value of the Company’s
Common Stock on the date of Grant. In the case of Incentive Stock Options, the following rules shall also apply:
(A)
The purchase price of an Incentive Stock Option may not be less than the Fair Market Value of the Common Stock at the time of
Grant, except that in the case of a 10% Stockholder who receives an Incentive Stock Option, the purchase price may not be less than 110%
of such Fair Market Value.
(B)
The aggregate fair market value (determined at the time the Option is granted) of the optioned stock for which Incentive Stock
Options are exercisable for the first time by any employee during any calendar year (under all such Plans of the Company and its subsidiaries)
shall not exceed $100,000.
SECTION
6. TOTAL NUMBER OF SHARES OF COMMON STOCK
The total
number of shares of Common Stock reserved for issuance by the Company either directly or underlying Options granted under this Plan from
inception to date is 2,000,000. The total number of shares of Common Stock reserved for such issuance may be increased only by a resolution
adopted by the Board of Directors and amendment of the Plan. Stockholder approval of such increase or other Modification of the Plan
within one year of Effective Date shall be required in the event Incentive Stock Options are granted or to be granted under the Plan.
Common Stock issued under the Plan may be authorized and unissued or reacquired Common Stock of the Company.
SECTION
7. PURCHASE OF SHARES OF COMMON STOCK
7.1
As soon as practicable after the determination by the Committee of the Eligible Participants and the number of shares an Eligible
Participant may be issued directly or granted pursuant to an Option, the Committee shall give written notice thereof to each Eligible
Participant, which notice in the case of Option Grants shall be accompanied by the Grant of Option to be executed by such Eligible Participant.
Upon vesting of Option, an Eligible Participant may exercise his right to an Option to purchase Common Stock by providing written notice
as specified in the Grant of Option.
7.2
The exercise price for each Option to purchase shares of Common Stock pursuant to paragraph 7.1 shall be as determined by the
Committee based upon the provisions contained in Section 5 herein, it being understood that the price so determined by the Committee
may vary from one Eligible Participant to another.
SECTION
8. PAYMENT UPON EXERCISE OF OPTION OR DIRECT ISSUANCE
The Committee
shall determine the terms of the Grant of Option and the exercise price or direct issue price for payment or services by each Participant
for his shares of Common Stock granted thereunder. Such terms shall be set forth or referred to in the Grant of Option or resolution
authorizing the share issuance. The terms and/or prices so set by the Committee may vary from one Participant to another. Options granted
under the Plan may provide for the payment of the exercise price by delivery of (i) cash or a check payable to the order of the Company
in an amount equal to the exercise price of such Options, (ii) shares of Common Stock owned by the optionee having a Fair Market Value
equal in amount to the exercise price of such Options, or (iii) any combination of (i) and (ii), provided, however, that payment of the
exercise price by delivery of shares of Common Stock owned by such optionee may be made only upon the condition that such payment does
not result in a charge to earnings for financial accounting purposes as determined by the Committee, unless such condition is waived
by the Committee at anytime between the date of grant and the date of exercise. The Fair Market Value of any shares of Common Stock which
may be delivered to the Company for payment of the exercise price upon exercise of an Option shall be determined by the Committee in
the manner set forth in the Grant of Option. Reference is made to Section 14 which provides that the Committee may, in its discretion,
have the Company make loans to option holders to pay the exercise price and/or in the case of Non-Statutory Stock Options, adopt additional
cashless exercise provisions in form satisfactory to it, which provisions would be established at the time of Grant of each Non Statutory
Stock Option and incorporated into the Grant of Option.
SECTION
9. DELIVERY OF SHARES OF COMMON STOCK UPON EXERCISE
The Company
shall deliver to or on behalf of each Participant such number of shares of Common Stock as such Participant elects to purchase upon direct
issuance or upon exercise of the Option. Such shares shall be fully paid and nonassessable upon the issuance thereof and shall be represented
by a certificate or certificates registered in the name of the Participant and, if Restricted Stock, stamped with an appropriate legend
referring to the restrictions thereon, as described in Section 11 herein.
SECTION
10. RIGHTS OF EMPLOYEES; NON-TRANSFERABILITY; EXERCISE OF OPTIONS; TERMINATION OF EMPLOYMENT; WITHHOLDING OBLIGATIONS
10.1
Employment Nothing contained in the Plan or in any Stock Option, Restricted Stock award or other Common Stock award granted
under the Plan shall confer upon any Participant any right with respect to the continuation of his or her employment by the Company or
any Affiliated Corporation, or interfere in any way with the right of the Company or any Affiliated Corporation, subject to the terms
of any separate employment agreement to the contrary, at any time to terminate such employment or to increase or decrease the compensation
of the Participant from the rate in existence at the time of the grant of a Stock Option or other Common Stock award. Whether an authorized
leave of absence, or absence in military or government service, shall constitute termination of employment shall be determined by the
Committee at the time.
10.2
Non-transferability. No right or interest of any Participant in a Stock Option award shall be assignable or transferable
during the lifetime of the Participant, either voluntarily or involuntarily, or subjected to any lien, directly or indirectly, by operation
of law, or otherwise, including execution, levy, garnishment, attachment, pledge or bankruptcy. In the event of a Participant’s
death, a Participant’s rights and interest in Stock Option awards shall be transferable by testamentary will or the laws of descent
and distribution. Notwithstanding anything contained herein to the contrary, the Company shall permit the assignment or transfer of an
Option to Optionee’s children, grandchildren, spouse or trusts established solely for their benefits (the “Family Members”),
but only if the assignment or transfer is without consideration and the Option remains subject to the provisions of the Plan.
10.3 Exercise of Options.
An Option granted under the Plan, to the extent vested, shall be exercisable at such time or times, whether or not in installments, as
the Committee shall prescribe at the time the Option is granted. An Option which has become exercisable may be exercised in accordance
with its terms as to any or all full shares purchasable under the provisions of the Option. The purchase price of the shares shall be
paid upon the exercise of the Option in accordance with the provisions of the Grant of Option, and the Company shall not be required
to deliver certificates for such shares until such payment has been made. Except as provided in Section 10.4, an Incentive Stock Option
may not be exercised at any time unless the holder thereof is then an employee of the Company or any subsidiaries and shall have been
continuously employed by the Company or any subsidiaries since the date of grant (As used in this Plan, the terms “employ”
and “employment” shall be deemed to refer to employment as an employee in any such capacity, and “termination of employment”
shall be deemed to mean termination of employment as an employee in all of such capacities and continuation of employment as an employee
in none of such capacities.)
10.4
Termination of Employment. Except in the case of Optionee’s death or disability as provided below, in the event of
termination of employment of a person to whom an Incentive Stock Option has been granted under the Plan, notwithstanding the reason for
termination (such as termination for cause, without cause or voluntary on the part of the optionee,), any Incentive Stock Option held
by him or a Family Member under the Plan, to the extent not theretofore exercised by the Optionee or Family Member, shall on the 30th
day after termination of employment be null and void. Incentive Stock Options granted under the Plan shall not be affected by any change
of employment so long as the holder continues in the employ of the Company or any subsidiaries. Nothing in the Plan or in any Option
granted pursuant to the Plan shall confer on any individual any right to continue in the employ of the Company or any subsidiaries or
affiliates or interfere in any way with the right of the Company or any subsidiaries or affiliates to terminate his employment or occupancy
of any corporate office at any time.
In the event
of the death of an Optionee to whom an Incentive Stock Option has been granted under the Plan while he is in the employ of the Company
or a subsidiary, such Incentive Stock Option may be exercised (to the extent of the number of shares covered by the Incentive Stock Option
which were purchasable by the Optionee at the date of his death) by the lawful owner at any time within a period of six months after
his death, but in no event after the day in which the Incentive Stock Option would otherwise terminate under the Grant of Option.
In the event
of termination of employment of a person to whom an Incentive Stock Option has been granted under the Plan by reason of the disability
of such person, the optionee or his Family Member who is then the holder of the Option may exercise his Incentive Stock Option at any
time within one year after such termination of employment but in no event after the day in which the Incentive Stock Option would otherwise
terminate, to the extent of the number of shares covered by his Incentive Stock Option which were purchasable by him at the date of the
termination of employment. In the case of Non-Statutory Options, the Committee shall determine at the time of Grant, all applicable termination
provisions of Options, if any, and shall incorporate them into the Grant of Option.
10.5
Federal Income Tax or Other Withholding Amounts. In respect to the direct issuance of Common Stock or the exercise of Non-Statutory
Stock Options or any Incentive Stock Options which fail to qualify as such for any reason, any required federal income tax or other withholding
amount shall be paid (in full) by the Option Holder or Family Member as the case may be, to the Company in cash or by certified check
at the time required by applicable federal and/or other laws. The Company shall not be required to deliver certificates for such shares
until all such payments have been made, and until the Company has had an opportunity (at its sole discretion) to obtain verification
from the Option Holder that all federal income tax or other withholding amounts have been properly calculated and paid.
SECTION 11. GENERAL
RESTRICTIONS
11.1
Restrictive Legend. All shares of Common Stock issued or issuable under this plan, unless qualified as Registered Stock
as defined in Section 2 hereinabove, shall be restricted, and certificates representing the shares shall bear a restrictive legend reading
substantially as follows:
The
shares represented by this certificate have not been registered under the Securities Act of 1933. The shares have been acquired for investment
and may not be sold, transferred or pledged in the absence of an effective registration statement for these shares under the Securities
Act of 1933 or an opinion of the Company’s counsel that registration is not required under said Act.
The Company
may, at its option, register the Registered Stock on a Form S-8 Registration Statement, or other appropriate form of registration statement,
for exercise and subsequent sale in accordance with the 1933 Act.
11.2
Investment Representations. The Company may require any person to whom a Stock Option, Restricted Stock award, or other
Common Stock award is granted, as a condition of exercising such Stock Option, or receiving such Restricted Stock award, or other Common
Stock award, to give written assurances in substance and form satisfactory to the Company and its counsel to the effect that such person
is acquiring the Common Stock subject to the Stock Option, Restricted Stock award, or other Common Stock award for his or her own account
for investment and not with any present intention of selling or otherwise distributing the same, and to such other effects as the Company
deems necessary or appropriate in order to comply with federal and applicable state securities laws.
11.3
Compliance with Securities Laws. Each Stock Option and Stock Grant shall be subject to the requirement that if at any time
counsel to the Company shall determine that the listing, registration or qualification of the shares subject to such Stock Option or
Stock Grant upon any securities exchange or under any state or federal law, or the consent or approval of any governmental or regulatory
body, is necessary as a condition of, or in connection with, the issuance or purchase of shares thereunder, such Stock Option or Stock
Grant may not be accepted or exercised in whole or in part unless such listing, registration, qualification, consent or approval shall
have been effected or obtained on conditions acceptable to the Committee. Nothing herein shall be deemed to require the Company to apply
for or to obtain such listing, registration or qualification.
11.4
Limitation of Rights in the Underlying Shares. A holder of an Option shall not be deemed for any purpose to be a stockholder
of the Company with respect to such Option except to the extent that such Option shall have been exercised with respect thereto and,
in addition, a stock certificate shall have been issued theretofore and delivered to the holder.
SECTION 12. BURDEN AND BENEFIT
The terms
and provisions of this Plan shall be binding upon, and shall inure to the benefit of, each Participant, his executives or administrators,
heirs, and personal and legal representatives and Family Members who become lawful transferees of Options granted hereunder.
SECTION
13. PLAN BINDING UPON LAWFUL TRANSFEREES
In the event
of an Optionee’s death and Options are to be transferred to the Optionee’s legal heirs and distributors, or in the event
of transfers during the Optionee’s lifetime to his Family Members, such parties shall take such Options subject to all provisions
and conditions of this Plan, and, as a condition precedent to the transfer of such Options, such parties shall agree to be bound by all
provisions of this Plan.
SECTION
14. LOANS/ADDITIONAL CASHLESS EXERCISE PROVISIONS
At the discretion
of the Committee, the Company may loan to the Optionee some or all of the purchase price of the shares acquired upon exercise of an Option
granted under the Plan. The Committee, in its sole discretion, may also grant Non-Statutory Stock Options with payment of the exercise
price to be made (but not within the first six months from the date of Grant) through additional cashless exercise provisions to be established
by the Committee and set forth in the Grant of Option.
SECTION
15. CHANGES IN CAPITAL STRUCTURE OF THE COMPANY
Subject to compliance with
the requirements for qualification of the Plan and of the Options issued or to be issued thereunder as “Incentive Stock Options”
under applicable provisions of federal laws and regulations, the aggregate number and class of shares as to which Options may be granted
under the Plan, the number and class of shares covered by each outstanding Option and the price per share thereof (but not the total
price}, and each such Option, shall all be proportionately adjusted for any recapitalization or reclassification, and any increase or
decrease in the number of issued shares of Common Stock of the Company resulting from a split-up or consolidation of shares or any like
capital adjustment, or the payment of any dividends in Common Stock, or any other increase or decrease in the number of issued shares
of Common Stock of the Company without receipt of consideration by the Company.
In the event
that the outstanding shares of Common Stock are increased, decreased or changed into or exchanged for a different number or kind of shares
or other securities of the Company or of another corporation (or entity) by reason of any reorganization, merger, or consolidation, appropriate
adjustment shall be made in accordance with Section 424(a) of the Code, in the number and kind of shares as to which Options may be granted
under the Plan and as to which outstanding options or portions thereof then unexercised shall be exercisable, to the end that the proportionate
interest of the grantee shall be maintained as before the occurrence of such event. Such adjustment in outstanding options shall be made
without change in the total price applicable to the unexercised portion of such Options and with a corresponding adjustment in the exercise
price per share.
In addition, unless otherwise determined
by the Committee in its sole discretion, in the case of any (i) sale or conveyance to another entity of all or substantially all of the
property and assets of the Company or (ii) Change in Control (as hereinafter defined) of the Company, the purchaser(s) of the Company’s
assets or stock may, in his, her or its discretion, deliver to the Optionee the same kind of consideration that is delivered to the stockholders
of the Company as a result of such sale, conveyance or Change in Control, or the Committee may cancel all outstanding options in exchange
for consideration in cash or in kind which consideration in both cases shall be equal in value to the value of those shares of stock
or other securities the Optionee would have received had the Option been exercised (to the extent then exercisable) and no disposition
of the shares acquired upon such exercise had been made prior to such sale, conveyance or Change in Control, less the exercise price
therefor. Upon receipt of such consideration, the Options shall immediately terminate and be of no further force and effect. The value
of the stock or other securities the grantee would have received if the Option had been exercised shall be determined in good faith by
the Committee, and in the case of shares of Common Stock, in accordance with the determination of Fair Market Value of Common Stock as
set forth herein.
The Committee shall
also have the power and right to accelerate the exercisability of any Options, notwithstanding any limitations in this Plan or in the
Grant of Option, upon such a sale, conveyance or Change in Control. Upon such acceleration, any options or portion thereof originally
designated as Incentive Stock Options that no longer qualify as Incentive Stock Options under Section 422 of the Code as a result of
such acceleration shall be redesignated as Non-Statutory Stock Options.
A “Change in Control”
shall be deemed to have occurred if any person, or any two or more persons acting as a group, and all affiliates of such person or persons,
who prior to such time owned less than fifty (50%) percent of the then outstanding Common Stock, shall acquire such additional shares
of Common Stock in one or more transactions, or series of transactions, such that following such transaction(s), such person or group
and affiliates beneficially own fifty (50%) percent or more of the Common Stock outstanding.
If by reason
of a corporate merger, consolidation, acquisition of property or stock, separation, reorganization, or liquidation, the Committee shall
authorize the issuance or assumption of Option(s) in a transaction to which Section 424(a) of the Code applies, then, notwithstanding
any other provision of the Plan, the Committee may grant Option(s) upon such terms and conditions as it may deem appropriate for the
purpose of assumption of the old option, or substitution of a new Option for the old Option, in conformity with the provisions of such
Section 424(a) of the Code and the Regulations thereunder, and any such option shall not reduce the number of shares otherwise available
for issuance under the Plan.
No fraction
of a share shall be purchasable or deliverable upon the exercise of any Option, but in the event any adjustment hereunder in the number
of shares covered by the Option shall cause such number to include a fraction of a share, such fraction shall be adjusted to the nearest
smaller whole number of shares.
SECTION 16. PLAN MODIFICATION AND AMENDMENT
Modifications
or other amendments to the Plan may be made by the stockholders of the Company. The Plan may also be amended by the Committee; provided,
however, that if Incentive Stock Options are granted or to be granted under the Plan, no amendment which shall constitute a Modification
shall be effective unless approved by the stockholders of the Company within 12 months before or after the adoption of the Modification.
No termination, Modification, or amendment of the Plan, may, without the consent of the optionee to whom any Option shall theretofore
have been granted, adversely affect the rights of such optionee under such Option; nor shall any such Modification or amendment be deemed
to effect a Modification, extension or renewal of any Incentive Stock Option previously granted except pursuant to an express written
agreement to such effect, executed by the Company and the optionee.
SECTION 17.
EFFECTIVE DATE OF THE PLAN
17.1
Effective Date. The Plan is effective as of December 14, 2023.
17.2
Duration of the Plan. The Plan shall terminate at midnight on December 13, 2033 which is the day before the tenth anniversary
of the Effective Date, and may be terminated prior thereto by action of the Committee of Directors; and no Stock Option, Restricted Stock
Award or other Common Stock award shall be granted after such termination. Stock Options, Restricted Stock Awards and other Common Stock
awards outstanding at the time of the Plan termination may continue to be exercised, or become free of restrictions, in accordance with
their terms.
Executed as a sealed instrument as of the 14th
day of December, 2023.
|
MOBIQUITY TECHNOLOGIES, INC. |
|
|
|
|
|
By: |
/s/ Dean L. Julia |
|
|
Dean L. Julia, Chief Executive Officer |
APPENDIX
A
FORM OF
GRANT OF OPTION PURSUANT
TO THE
MOBIQUITY TECHNOLOGIES, INC.
2023 EMPLOYEE BENEFIT
AND CONSULTING SERVICES COMPENSATION PLAN
Mobiquity Technologies,
Inc., a New York corporation (the “Company”), hereby grants to ________________(“Optionee”) an Incentive
(Non-Statutory) Stock Option to purchase ______ shares of common stock, $.0001 par value (the “Shares”) of the Company
at the purchase price of $______ per share (the “Purchase Price”). This Grant of Option is exercisable in whole or in
part at the principal offices of the Company and upon payment in cash or shares of the Company’s Common Stock as permitted
under the Plan, or in the case of a Non-Statutory Stock Option, through the cashless exercise provisions established by the
Committee at the time of Grant and set forth below or in Appendix I.
This Option
is granted pursuant to the 2023 Employee Benefit and Consulting Services Compensation Plan (the “Plan”), a copy of which
is appended hereto. This Option, if it is an Incentive Stock Option, shall be terminated pursuant to the provisions contained in Section
10.4 of the Plan. This Option, if it is a Non-Statutory Stock Option Plan, shall be terminated pursuant to provisions, if any, set forth
by the Committee or the Committee, as the case may be, in the minutes approving the Grant of Options described herein. Such termination
provisions shall be annexed hereto as Appendix I and are incorporated herein.
Subject to the
preceding paragraph, this Grant of Option, or any portion thereof, may be exercised only to the extent vested per Appendix I, and must
be exercised by Optionee or Optionee’s permitted transferees as described in the Plan no later than _______________ (the “Expiration
Date”) by (i) notice in writing, sent by facsimile copy to the Company at its address set forth above; and (ii) payment of the
Purchase Price pursuant to the terms of this Grant of Option and the Company’s Plan. The notice must refer to this Grant of Option,
and it must specify the number of shares being purchased, and recite the consideration being paid therefor. Notice shall be deemed given
on the date on which the notice is delivered to the Company by facsimile transmission bearing an authorized signature of Optionee.
This Grant
of Option shall be considered validly exercised once the Company has received written notice of such exercise and payment therefor has
been received and in the case of checks or money orders, has cleared the banking system.
If Optionee
fails to exercise this Grant of Option in accordance with this Agreement, then this Agreement shall terminate and have no force and effect,
in which event the Company and Optionee shall have no liability to each other with respect to this Grant of Option.
This Grant
of Option may be executed simultaneously in two or more counterparts, each of which shall be deemed an original, but all of which together
shall constitute one and the same instrument. Execution and delivery of this Grant of Option by exchange of facsimile copies bearing
the facsimile signature of a party hereto shall constitute a valid and binding execution and delivery of this Grant of Option by such
party. Such facsimile copies shall constitute enforceable original documents.
The validity,
construction and enforceability of this Grant of Option shall be construed under and governed by the laws of the State of New York,
without regard to its rules concerning conflicts of laws, and any action brought to enforce this Grant of Option or resolve any
controversy, breach or disagreement relative hereto shall be brought only in a court of competent jurisdiction within the county of
___________________, New York.
The Shares may not be sold,
assigned, transferred or permitted to be transferred, whether voluntarily, involuntarily or by operation of law, delivered, encumbered,
pledged, hypothecated or otherwise disposed of until (i) the Shares have been registered with the Securities and Exchange Commission
pursuant to an effective registration statement on Form S-8, or such other form of registration statement as may be appropriate, in the
discretion of the Company; or (ii) an Opinion of Counsel, satisfactory to the Company, has been received, which opinion sets forth the
basis and availability of any exemption for resale or transfer from federal or state securities registration requirements.
This Grant
of Option may not be assigned, transferred or hypothecated (except as permitted under the Plan) and any other purported assignment, transfer
or hypothecation shall be void ab initio and shall be of no force or effect.
For purposes
of any applicable cashless exercise provisions of this Option, the “fair market value” per Share shall mean the market price
of one share of Common Stock on the last business day before the effective date of exercise of the Option. If the Common Stock is then
traded on a national securities exchange or admitted to unlisted trading privileges on such an exchange, or is listed on the NASDAQ Stock
Market (the “NASDAQ Market”), the market price as of a specified day shall be the last reported sale price of one share of
Common Stock on such exchange or on the NASDAQ Market on such date or if no such sale is made on such day, the mean of the closing bid
and asked prices for such day on such exchange or on the NASDAQ Market. If the Common Stock is not so listed or admitted to unlisted
trading privileges the market price as of a specified day shall be the mean of the last bid and asked prices for one share of Common
Stock reported on such date (x) by the NASO or (y) if reports are unavailable under clause (x) above by the National Quotation Bureau
Incorporated. If the Common Stock is not so listed or admitted to unlisted trading privileges and bid and asked prices are not reported,
the market price of one share of Common Stock as of a specified day shall be determined in good faith by written resolution of the Board
of Directors of the Company or the Committee.
The Shares
[insert appropriate language: “have” or “have not”] been registered with the Securities
and Exchange Commission pursuant to a registration statement on Form S-8.
IN WITNESS WHEREOF, this
Grant of Option has been executed effective as of ______________, 20___.
|
MOBIQUITY TECHNOLOGIES, INC. |
|
|
|
|
|
By: |
NOT FOR EXECUTION
|
|
|
(Authorized Executive Officer) |
|
|
|
|
|
|
|
|
|
OPTIONEE: |
|
|
|
|
|
NOT FOR EXECUTION |
|
|
|
|
|
APPENDIX I
[Describe termination
provisions of Non-Statutory Stock Options]
Grant of Option
pursuant to MOBIQUITY
TECHNOLOGIES, INC. 2023 Employee Benefit and
Consulting Services Compensation Plan, dated
December 14, 2023.
Optionee: |
|
|
Options
Granted:
|
|
|
Purchase Price: |
$ _________________________________per Share |
|
Date of Grant: |
|
|
Exercise Period: |
__________ to _____________________________ |
|
Vesting Schedule: |
option on |
|
|
|
|
# of shares |
|
date vested |
(assuming continued employee or consultant status, etc.) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vested Options Exercised to Date: |
|
(including this exercise) |
Balance of Vested Options to be Exercised: |
|
|
CASHLESS EXERCISE PROVISIONS APPLICABLE ONLY TO
NON-STATUTORY STOCK
OPTIONS AT DISCRETION
OF COMMITTEE AT TIME
OF GRANT
“Cashless
Right to Convert Non-Statutory Stock Option into Stock Net Issuance. In addition to and without limiting the rights of the Holder
under the terms of this Non-Statutory Stock Option, the Holder may elect to exercise this Option (but not within the first six months
from the date of Grant) with respect to then Vested Shares (the “Conversion Right”), the aggregate value of which Vested
Shares shall be equal to the “in-the-money” value of this Option or the portion thereof being converted as set forth below.
The Conversion Right may be exercised by the Holder by surrender of this Option at the principal office of the Company together with
notice of the Holder’s intention to exercise the Cashless Conversion Right, in which event the Company shall issue to the Holder
a number of Vested Shares computed using the following formula.
| X= Y (A-B) |
| A |
Where: X | The number of Vested Shares to be issued to the Holder. |
| |
| Y | The number of Vested Shares
representing the portion of this Option that is being converted and cancelled in payment
of Shares issued to the Holder. |
| | |
| A | The fair market value of one Share of Common Stock of the
Company. |
| | |
| B | The Exercise Price (as adjusted to the date of such calculations). |
For example,
if an Option Holder has 3,000 Options exercisable at $3.00 per share, 2,000 Options are vested, the market value is $6.00 per share and
the holder desires to convert the Option to the extent vested through the cashless exercise provisions, the Holder would receive 1,000
Vested Shares upon conversion and cancellation of the 2,000 Options.
NOTICE OF EXERCISE
(TO BE SIGNED ONLY UPON EXERCISE
OF THE OPTION)
TO: MOBIQUITY TECHNOLOGIES, INC. (“Optionor”)
The undersigned, the holder
of the Grant of Option described above, hereby irrevocably elects to exercise the purchase rights represented by such Grant of Option
for, and to purchase thereunder, ______________shares of the Common Stock of Mobiquity Technologies, Inc., and herewith makes payment
of______________________therefor. Optionee requests that the certificates for such shares be issued in the name of Optionee and be delivered
to Optionee at the address of __________________________________, and if such shares shall not be all of the shares purchasable hereunder, represents that a new Subscription
of like tenor for the appropriate balance of the shares, or a portion thereof, purchasable under the Grant of Option pursuant to the
Mobiquity Technologies, Inc. 2023 Employee Benefit and Consulting Services Compensation Plan to be delivered to Optionor when and as
appropriate.
|
OPTIONEE: |
|
|
|
|
Dated: _________________________ |
_________________________ |
v3.24.1.u1
Cover - USD ($)
|
12 Months Ended |
|
|
Dec. 31, 2023 |
Dec. 31, 2022 |
Mar. 25, 2024 |
Jun. 30, 2023 |
Cover [Abstract] |
|
|
|
|
Document Type |
10-K
|
|
|
|
Amendment Flag |
false
|
|
|
|
Document Annual Report |
true
|
|
|
|
Document Transition Report |
false
|
|
|
|
Document Period End Date |
Dec. 31, 2023
|
|
|
|
Document Fiscal Period Focus |
FY
|
|
|
|
Document Fiscal Year Focus |
2023
|
|
|
|
Current Fiscal Year End Date |
--12-31
|
|
|
|
Entity File Number |
001-41117
|
|
|
|
Entity Registrant Name |
MOBIQUITY TECHNOLOGIES, INC.
|
|
|
|
Entity Central Index Key |
0001084267
|
|
|
|
Entity Tax Identification Number |
11-3427886
|
|
|
|
Entity Incorporation, State or Country Code |
NY
|
|
|
|
Entity Address, Address Line One |
35 Torrington Lane
|
|
|
|
Entity Address, City or Town |
Shoreham
|
|
|
|
Entity Address, State or Province |
NY
|
|
|
|
Entity Address, Postal Zip Code |
11786
|
|
|
|
City Area Code |
516
|
|
|
|
Local Phone Number |
246-9422
|
|
|
|
Entity Registrant Name |
Common stock, $0.0001 par value, Common stock Purchase
Warrants
|
|
|
|
Entity Well-known Seasoned Issuer |
No
|
|
|
|
Entity Voluntary Filers |
No
|
|
|
|
Entity Current Reporting Status |
Yes
|
|
|
|
Entity Interactive Data Current |
Yes
|
|
|
|
Entity Filer Category |
Non-accelerated Filer
|
|
|
|
Entity Small Business |
true
|
|
|
|
Entity Emerging Growth Company |
false
|
|
|
|
Entity Shell Company |
false
|
|
|
|
Entity Public Float |
|
|
|
$ 3,743,000
|
Entity Common Stock, Shares Outstanding |
|
|
5,156,333
|
|
ICFR Auditor Attestation Flag |
false
|
|
|
|
Document Financial Statement Error Correction [Flag] |
false
|
|
|
|
Auditor Name |
Assurance Dimensions
|
D. Brooks and Associates CPAs, P.A.
|
|
|
Auditor Location |
Margate, Florida
|
Palm Beach Gardens, FL
|
|
|
Auditor Firm ID |
5036
|
4048
|
|
|
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionPCAOB issued Audit Firm Identifier
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 10-K -Number 249 -Section 310
Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 20-F -Number 249 -Section 220 -Subsection f
Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 40-F -Number 249 -Section 240 -Subsection f
+ Details
Name: |
dei_AuditorFirmId |
Namespace Prefix: |
dei_ |
Data Type: |
dei:nonemptySequenceNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 10-K -Number 249 -Section 310
Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 20-F -Number 249 -Section 220 -Subsection f
Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 40-F -Number 249 -Section 240 -Subsection f
+ Details
Name: |
dei_AuditorLocation |
Namespace Prefix: |
dei_ |
Data Type: |
dei:internationalNameItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 10-K -Number 249 -Section 310
Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 20-F -Number 249 -Section 220 -Subsection f
Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 40-F -Number 249 -Section 240 -Subsection f
+ Details
Name: |
dei_AuditorName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:internationalNameItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionEnd date of current fiscal year in the format --MM-DD.
+ References
+ Details
Name: |
dei_CurrentFiscalYearEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:gMonthDayItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true only for a form used as an annual report.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 10-K -Number 249 -Section 310
Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 20-F -Number 249 -Section 220 -Subsection f
Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 40-F -Number 249 -Section 240 -Subsection f
+ Details
Name: |
dei_DocumentAnnualReport |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicates whether any of the financial statement period in the filing include a restatement due to error correction.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-K -Number 229 -Section 402 -Subsection w
Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 10-K -Number 249 -Section 310
Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 20-F -Number 249 -Section 220 -Subsection f
Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 40-F -Number 249 -Section 240 -Subsection f
+ Details
Name: |
dei_DocumentFinStmtErrorCorrectionFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY.
+ References
+ Details
Name: |
dei_DocumentFiscalPeriodFocus |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fiscalPeriodItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThis is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.
+ References
+ Details
Name: |
dei_DocumentFiscalYearFocus |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:gYearItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true only for a form used as a transition report.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Forms 10-K, 10-Q, 20-F -Number 240 -Section 13 -Subsection a-1
+ Details
Name: |
dei_DocumentTransitionReport |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the state or province.
+ References
+ Details
Name: |
dei_EntityAddressStateOrProvince |
Namespace Prefix: |
dei_ |
Data Type: |
dei:stateOrProvinceItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.
+ References
+ Details
Name: |
dei_EntityCommonStockSharesOutstanding |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionIndicate 'Yes' or 'No' whether registrants (1) have 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 registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.
+ References
+ Details
Name: |
dei_EntityCurrentReportingStatus |
Namespace Prefix: |
dei_ |
Data Type: |
dei:yesNoItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityFilerCategory |
Namespace Prefix: |
dei_ |
Data Type: |
dei:filerCategoryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-T -Number 232 -Section 405
+ Details
Name: |
dei_EntityInteractiveDataCurrent |
Namespace Prefix: |
dei_ |
Data Type: |
dei:yesNoItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.
+ References
+ Details
Name: |
dei_EntityPublicFloat |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityShellCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicates that the company is a Smaller Reporting Company (SRC).
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntitySmallBusiness |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate 'Yes' or 'No' if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
+ References
+ Details
Name: |
dei_EntityVoluntaryFilers |
Namespace Prefix: |
dei_ |
Data Type: |
dei:yesNoItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate 'Yes' or 'No' if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 405
+ Details
Name: |
dei_EntityWellKnownSeasonedIssuer |
Namespace Prefix: |
dei_ |
Data Type: |
dei:yesNoItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 10-K -Number 249 -Section 310
Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 20-F -Number 249 -Section 220 -Subsection f
Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Form 40-F -Number 249 -Section 240 -Subsection f
+ Details
Name: |
dei_IcfrAuditorAttestationFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTitle of a 12(g) registered security.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection g
+ Details
Name: |
dei_Security12gTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
Consolidated Balance Sheets - USD ($)
|
Dec. 31, 2023 |
Dec. 31, 2022 |
Current Assets |
|
|
Cash |
$ 528,272
|
$ 220,854
|
Accounts receivable |
1,192,538
|
1,432,179
|
Less: Allowance for credit losses |
(1,157,910)
|
(1,091,244)
|
Accounts receivable, net |
34,628
|
340,935
|
Prepaid and other current assets |
149,635
|
59,200
|
Total Current Assets |
712,535
|
620,989
|
Property and equipment, net |
7,298
|
15,437
|
Goodwill |
1,352,865
|
1,352,865
|
Intangible assets, net |
76,488
|
646,284
|
Capitalized software development costs, net |
2,049,908
|
0
|
Total Assets |
4,199,094
|
2,635,575
|
Current Liabilities |
|
|
Accounts payable and accrued expenses |
1,626,914
|
2,067,244
|
Accrued interest - related party |
0
|
235,563
|
Contract liabilities |
195,135
|
193,598
|
Debt, current portion |
168,717
|
0
|
Total Current Liabilities |
1,990,766
|
2,496,405
|
Long Term Liabilities |
|
|
Debt, less current portion |
0
|
150,000
|
Total Liabilities |
1,990,766
|
2,646,405
|
Commitments and Contingencies (Note 9) |
|
|
Stockholders' Equity (Deficit) |
|
|
Common stock; $0.0001 par value, 100,000,000 shares authorized, 3,994,926 and 620,776 shares issued and outstanding |
400
|
62
|
Treasury stock, at cost, $0.0001 par value 2,500 shares outstanding |
(1,350,000)
|
(1,350,000)
|
Additional paid-in capital |
220,598,180
|
211,846,321
|
Accumulated deficit |
(217,040,339)
|
(210,507,222)
|
Total Stockholders' Equity (Deficit) |
2,208,328
|
(10,830)
|
Total Liabilities and Stockholders' Equity (Deficit) |
4,199,094
|
2,635,575
|
A A A Preferred Stock [Member] |
|
|
Stockholders' Equity (Deficit) |
|
|
Preferred stock, value |
3
|
3
|
Series E Preferred Stock [Member] |
|
|
Stockholders' Equity (Deficit) |
|
|
Preferred stock, value |
6
|
6
|
Series H Preferred Stock [Member] |
|
|
Stockholders' Equity (Deficit) |
|
|
Preferred stock, value |
$ 78
|
$ 0
|
X |
- DefinitionCarrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.19(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_AccountsPayableCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount, before allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(3)(a)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483467/210-10-45-1
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481990/310-10-45-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481990/310-10-45-9
+ Details
Name: |
us-gaap_AccountsReceivableGrossCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481990/310-10-45-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481990/310-10-45-9
+ Details
Name: |
us-gaap_AccountsReceivableNetCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of excess of issue price over par or stated value of stock and from other transaction involving stock or stockholder. Includes, but is not limited to, additional paid-in capital (APIC) for common and preferred stock.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(18)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(30)(a)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_AdditionalPaidInCapital |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount of allowance for credit loss on accounts receivable, classified as current.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 326 -SubTopic 20 -Name Accounting Standards Codification -Section 45 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479344/326-20-45-1
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481962/310-10-50-4
+ Details
Name: |
us-gaap_AllowanceForDoubtfulAccountsReceivableCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionSum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (bb) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481203/810-10-50-3
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 25 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481231/810-10-45-25
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 6: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 7: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-12
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(12)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(8)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(18)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 13: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 14: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481404/852-10-50-7
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 26: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-03(11)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479853/942-210-S99-1
+ Details
Name: |
us-gaap_Assets |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionSum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (bb) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481203/810-10-50-3
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 25 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481231/810-10-45-25
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 6: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483467/210-10-45-1
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(9)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481404/852-10-50-7
+ Details
Name: |
us-gaap_AssetsCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
us-gaap_AssetsCurrentAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe carrying amount of capitalized computer software costs net of accumulated amortization as of the balance sheet date.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 985 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481283/985-20-50-1
+ Details
Name: |
us-gaap_CapitalizedComputerSoftwareNet |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483467/210-10-45-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-4
+ Details
Name: |
us-gaap_CashAndCashEquivalentsAtCarryingValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionRepresents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(19)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(15)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 942 -SubTopic 210 -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-03.17) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479853/942-210-S99-1
Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.25) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CommitmentsAndContingencies |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(22)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CommonStockValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as current.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 606 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479837/606-10-45-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 606 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479806/606-10-50-8
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 606 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479837/606-10-45-2
+ Details
Name: |
us-gaap_ContractWithCustomerLiabilityCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 24 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482548/350-20-55-24
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(15)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Section 45 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482598/350-20-45-1
Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482573/350-20-50-1
Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482573/350-20-50-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 942 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-03(10)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479853/942-210-S99-1
+ Details
Name: |
us-gaap_Goodwill |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionSum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 2 -Subparagraph ((a)(1),(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 45 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482686/350-30-45-1
+ Details
Name: |
us-gaap_IntangibleAssetsNetExcludingGoodwill |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionCarrying value as of the balance sheet date of [accrued] interest payable on all forms of debt, including trade payables, that has been incurred and is unpaid. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.20) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_InterestPayableCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionSum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481203/810-10-50-3
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 25 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481231/810-10-45-25
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (bb) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481203/810-10-50-3
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 7: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-12
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(14)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 19: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481404/852-10-50-7
Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481404/852-10-50-7
Reference 21: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 22: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.19-26) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_Liabilities |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(25)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-03(23)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479853/942-210-S99-1
Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(32)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_LiabilitiesAndStockholdersEquity |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionTotal obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481203/810-10-50-3
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 25 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481231/810-10-45-25
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 810 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (bb) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481203/810-10-50-3
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 7: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483467/210-10-45-5
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 19: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481404/852-10-50-7
Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481404/852-10-50-7
Reference 21: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.21) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_LiabilitiesCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
us-gaap_LiabilitiesCurrentAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt classified as current. Excludes lease obligation.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(20)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_LongTermDebtCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt classified as noncurrent. Excludes lease obligation.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(22)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_LongTermDebtNoncurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
us-gaap_LongTermDebtNoncurrentAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(21)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PreferredStockValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets.
+ References
+ Details
Name: |
us-gaap_PrepaidExpenseAndOtherAssets |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -SubTopic 10 -Topic 360 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482099/360-10-50-1
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(8)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 942 -SubTopic 360 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480842/942-360-50-1
+ Details
Name: |
us-gaap_PropertyPlantAndEquipmentNet |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of accumulated undistributed earnings (deficit).
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 2 -Subparagraph (g)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480016/944-40-65-2
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480016/944-40-65-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480990/946-20-50-11
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(23)(a)(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(17)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(30)(a)(3)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_RetainedEarningsAccumulatedDeficit |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-12
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(19)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.6-05(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-2
Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(6)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(7)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(31)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(30)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 14: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SAB Topic 4.E) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480418/310-10-S99-2
+ Details
Name: |
us-gaap_StockholdersEquity |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
us-gaap_StockholdersEquityAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount allocated to previously issued common shares repurchased by the issuing entity and held in treasury.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 505 -SubTopic 30 -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481520/505-30-50-4
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 505 -SubTopic 30 -Section 45 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481549/505-30-45-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.30) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_TreasuryStockCommonValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=MOBQ_AAAPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesEPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesHPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
Consolidated Balance Sheets (Parenthetical) - $ / shares
|
Dec. 31, 2023 |
Dec. 31, 2022 |
Common stock, par value |
$ 0.0001
|
$ 0.0001
|
Common stock, shares authorized |
100,000,000
|
100,000,000
|
Common stock, shares issued |
3,994,926
|
620,776
|
Common stock, shares outstanding |
3,994,926
|
620,776
|
Treasury stock, par value |
$ 0.0001
|
$ 0.0001
|
Treasury stock, shares outstanding |
2,500
|
2,500
|
Series A A A Preferred Stock [Member] |
|
|
Preferred stock, par value |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
1,250,000
|
1,250,000
|
Preferred stock, shares issued |
31,413
|
31,413
|
Preferred stock, shares outstanding |
31,413
|
31,413
|
Series E Preferred Stock [Member] |
|
|
Preferred stock, par value |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
70,000
|
70,000
|
Preferred stock, shares issued |
61,688
|
61,688
|
Preferred stock, shares outstanding |
61,688
|
61,688
|
Series H Preferred Stock [Member] |
|
|
Preferred stock, par value |
$ 0.0001
|
$ 0.0001
|
Preferred stock, shares authorized |
770,000
|
770,000
|
Preferred stock, shares issued |
768,473
|
768,473
|
Preferred stock, shares outstanding |
768,473
|
768,473
|
X |
- DefinitionFace amount or stated value per share of treasury stock.
+ References
+ Details
Name: |
MOBQ_TreasuryStockParOrStatedValuePerShare |
Namespace Prefix: |
MOBQ_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_TreasuryStockSharesOutstanding |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionFace amount or stated value per share of common stock.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CommonStockParOrStatedValuePerShare |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionThe maximum number of common shares permitted to be issued by an entity's charter and bylaws.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(16)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CommonStockSharesAuthorized |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionTotal number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CommonStockSharesIssued |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNumber of shares of common stock outstanding. Common stock represent the ownership interest in a corporation.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.6-05(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-2
Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(16)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(7)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CommonStockSharesOutstanding |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionFace amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PreferredStockParOrStatedValuePerShare |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionThe maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(16)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PreferredStockSharesAuthorized |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionTotal number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PreferredStockSharesIssued |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionAggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.6-05(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-2
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(16)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(7)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PreferredStockSharesOutstanding |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=MOBQ_SeriesAAAPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesEPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesHPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
Consolidated Statements of Operations - USD ($)
|
12 Months Ended |
Dec. 31, 2023 |
Dec. 31, 2022 |
Income Statement [Abstract] |
|
|
Revenues |
$ 860,090
|
$ 4,167,272
|
Cost of revenues |
480,160
|
2,295,404
|
Gross profit |
379,930
|
1,871,868
|
Operating expenses |
|
|
General and administrative expenses |
5,243,414
|
8,603,669
|
Depreciation and amortization |
685,264
|
609,963
|
Total operating expenses |
5,928,678
|
9,213,632
|
Loss from operations |
(5,548,748)
|
(7,341,764)
|
Other income (expense) |
|
|
Interest expense |
(771,899)
|
(152,393)
|
Loss on debt extinguishment, net |
(396,322)
|
(855,296)
|
Inducement expense |
0
|
(101,000)
|
Interest income |
2,506
|
2,303
|
Loss on disposal of fixed assets |
(695)
|
(3,673)
|
Gain on settlement of liability |
0
|
389,495
|
Total other expense - net |
(1,166,410)
|
(720,564)
|
Net loss before income taxes |
(6,715,158)
|
(8,062,328)
|
Income tax benefit |
182,041
|
0
|
Net loss |
$ (6,533,117)
|
$ (8,062,328)
|
Loss per share - basic |
$ (3.18)
|
$ (14.85)
|
Loss per share - diluted |
$ (3.18)
|
$ (14.85)
|
Weighted average number of shares outstanding - basic |
2,055,059
|
542,875
|
Weighted average number of shares outstanding - diluted |
2,055,059
|
542,875
|
X |
- References
+ Details
Name: |
MOBQ_GainOnSettlementOfLiability |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_InducementExpense |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe aggregate cost of goods produced and sold and services rendered during the reporting period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 14: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03.2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
+ Details
Name: |
us-gaap_CostOfRevenue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
+ Details
Name: |
us-gaap_DepreciationDepletionAndAmortization |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-3
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 15 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482635/260-10-55-15
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (e)(4) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-7
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-2
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 60B -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-4
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-1
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-10
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(25)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 942 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-04(27)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-04(23)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1
Reference 16: http://www.xbrl.org/2003/role/exampleRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 52 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482635/260-10-55-52
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-7
+ Details
Name: |
us-gaap_EarningsPerShareBasic |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-3
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 15 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482635/260-10-55-15
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (e)(4) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-7
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-2
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 60B -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-4
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-1
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(25)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 942 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-04(27)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-04(23)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1
Reference 15: http://www.xbrl.org/2003/role/exampleRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 52 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482635/260-10-55-52
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-7
+ Details
Name: |
us-gaap_EarningsPerShareDiluted |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe difference between the reacquisition price and the net carrying amount of the extinguished debt recognized currently as a component of income in the period of extinguishment, net of tax.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 470 -SubTopic 50 -Section 40 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481303/470-50-40-2
+ Details
Name: |
us-gaap_ExtinguishmentOfDebtGainLossNetOfTax |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAmount of gain (loss) on sale or disposal of assets, including but not limited to property plant and equipment, intangible assets and equity in securities of subsidiaries or equity method investee.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
+ Details
Name: |
us-gaap_GainLossOnDispositionOfAssets1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-07(2)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03.4) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
+ Details
Name: |
us-gaap_GeneralAndAdministrativeExpense |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 17: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 19: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03.1,2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
+ Details
Name: |
us-gaap_GrossProfit |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_IncomeStatementAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe amount of interest income and other income recognized during the period. Included in this element is interest derived from investments in debt securities, cash and cash equivalents, and other investments which reflect the time value of money or transactions in which the payments are for the use or forbearance of money and other income from ancillary business-related activities (that is, excluding major activities considered part of the normal operations of the business).
+ References
+ Details
Name: |
us-gaap_InterestAndOtherIncome |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAmount of the cost of borrowed funds accounted for as interest expense.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-10
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section 45 -Paragraph 3 -Subparagraph (i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483581/946-220-45-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-07(3)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-3
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-04.9) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (210.5-03(11)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 835 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483013/835-20-50-1
+ Details
Name: |
us-gaap_InterestExpense |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe portion of profit or loss for the period, net of income taxes, which is attributable to the parent.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482765/220-10-50-6
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-8
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-9
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-4
Reference 13: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-10
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section 45 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483581/946-220-45-7
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-04(18)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-07(9)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(1)(d)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 29: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 30: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 31: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 60B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B
Reference 32: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31
Reference 33: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 34: http://www.xbrl.org/2003/role/disclosureRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483499/205-20-50-7
Reference 35: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 36: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1A
Reference 37: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1B
Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(20)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 39: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-04(22)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1
+ Details
Name: |
us-gaap_NetIncomeLoss |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03.7) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
+ Details
Name: |
us-gaap_NonoperatingIncomeExpense |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_NonoperatingIncomeExpenseAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionGenerally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense.
+ References
+ Details
Name: |
us-gaap_OperatingExpenses |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_OperatingExpensesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe net result for the period of deducting operating expenses from operating revenues.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 4: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
+ Details
Name: |
us-gaap_OperatingIncomeLoss |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAmount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 42 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-42
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 40 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-40
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 41 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-41
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 942 -SubTopic 235 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-05(b)(2)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479557/942-235-S99-1
+ Details
Name: |
us-gaap_Revenues |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 16 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-16
+ Details
Name: |
us-gaap_WeightedAverageNumberOfDilutedSharesOutstanding |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNumber of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-10
+ Details
Name: |
us-gaap_WeightedAverageNumberOfSharesOutstandingBasic |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)
|
Series E Preferred Stocks [Member] |
Series F Preferred Stocks [Member] |
Series G Preferred Stocks [Member] |
Series H Preferred Stocks [Member] |
Series A A A Preferred Stocks [Member] |
Common Stock [Member] |
Additional Paid-in Capital [Member] |
Treasury Stock, Common [Member] |
Retained Earnings [Member] |
Total |
Balance, at December 31, 2021 (As Restated) at Dec. 31, 2021 |
$ 6
|
$ 0
|
$ 0
|
$ 0
|
$ 3
|
$ 43
|
$ 206,713,514
|
$ (1,350,000)
|
$ (202,444,894)
|
$ 2,918,672
|
Beginning balance, shares at Dec. 31, 2021 |
61,688
|
0
|
0
|
0
|
31,413
|
430,716
|
|
2,500
|
|
|
Common stock issued for services |
|
|
|
|
|
|
84,500
|
|
|
84,500
|
Common stock issued for services, shares |
|
|
|
|
|
3,334
|
|
|
|
|
Common stock issued for cash, net of issuance costs |
|
|
|
|
|
$ 6
|
1,187,494
|
|
|
1,187,500
|
Common stock issued for cash, net of issuance costs, shares |
|
|
|
|
|
61,497
|
|
|
|
|
Stock based compensation |
|
|
|
|
|
|
83,605
|
|
|
83,605
|
Common stock issued for conversion of long-term debt |
|
|
|
|
|
$ 13
|
3,777,208
|
|
|
3,777,221
|
Common stock issued for conversion of long-term debt, shares |
|
|
|
|
|
125,229
|
|
|
|
|
Net loss |
|
|
|
|
|
|
|
|
(8,062,328)
|
(8,062,328)
|
Ending balance, value at Dec. 31, 2022 |
$ 6
|
$ 0
|
$ 0
|
$ 0
|
$ 3
|
$ 62
|
211,846,321
|
$ (1,350,000)
|
(210,507,222)
|
(10,830)
|
Ending balance, shares at Dec. 31, 2022 |
61,688
|
0
|
0
|
0
|
31,413
|
620,776
|
|
2,500
|
|
|
Common stock and warrants issued for services |
|
|
|
|
|
$ 26
|
148,438
|
|
|
148,464
|
Common stock and warrants issued for services, shares |
|
|
|
|
|
260,000
|
|
|
|
|
Common stock issued for settlement of accounts payable |
|
|
|
|
|
$ 2
|
80,409
|
|
|
80,411
|
Common stock issued for settlement of accounts payable, shares |
|
|
|
|
|
31,891
|
|
|
|
|
Common stock and pre-funded warrants issued under public offering, net of issuance costs |
|
|
|
|
|
$ 63
|
5,735,436
|
|
|
5,735,499
|
Common stock and pre-funded warrants issued under public offering, net of issuance costs, shares |
|
|
|
|
|
626,844
|
|
|
|
|
Common stock issued under cashless warrant exercises and exercise of pre-funded warrants |
|
|
|
|
|
$ 233
|
(233)
|
|
|
|
Common stock issued under cashless warrant exercises and exercise of pre-funded warrants, shares |
|
|
|
|
|
2,314,026
|
|
|
|
|
Incentive common stock and warrants issued with long-term debt |
|
|
|
|
|
$ 4
|
708,460
|
|
|
708,464
|
Incentive common stock and warrants issued with long-term debt, shares |
|
|
|
|
|
34,849
|
|
|
|
|
Common stock issued for conversion of accrued interest |
|
|
|
|
|
$ 9
|
235,554
|
|
|
235,563
|
Common stock issued for conversion of accrued interest, shares |
|
|
|
|
|
92,378
|
|
|
|
|
Issuance of common stock for share rounding as a result of reverse stock split |
|
|
|
|
|
$ 1
|
(1)
|
|
|
|
Issuance of common stock for share rounding as a result of reverse stock split, shares |
|
|
|
|
|
14,162
|
|
|
|
|
Issuance of preferred stock Series F for cash |
|
|
|
|
|
|
100
|
|
|
100
|
Issuance of preferred stock Series F for cash, shares |
|
1
|
|
|
|
|
|
|
|
|
Redemption of preferred stock Series F |
|
|
|
|
|
|
(100)
|
|
|
(100)
|
Redemption of preferred stock Series F, shares |
|
(1)
|
|
|
|
|
|
|
|
|
Issuance of preferred stock Series G for cash and conversion of long-term debt and accrued interest |
|
|
$ 31
|
|
|
|
1,503,914
|
|
|
1,503,945
|
Issuance of preferred stock Series G for cash and conversion of long-term debt and accrued interest, shares |
|
|
300,789
|
|
|
|
|
|
|
|
Conversion of preferred stock Series G to preferred stock Series H |
|
|
$ (31)
|
$ 76
|
|
|
(45)
|
|
|
|
Conversion of preferred stock Series G to preferred stock Series H, shares |
|
|
(300,789)
|
751,973
|
|
|
|
|
|
|
Issuance of preferred stock Series H for cash |
|
|
|
$ 2
|
|
|
32,998
|
|
|
33,000
|
Issuance of preferred stock Series H for cash, shares |
|
|
|
16,500
|
|
|
|
|
|
|
Stock based compensation |
|
|
|
|
|
|
306,929
|
|
|
306,929
|
Net loss |
|
|
|
|
|
|
|
|
(6,533,117)
|
(6,533,117)
|
Ending balance, value at Dec. 31, 2023 |
$ 6
|
$ 0
|
$ 0
|
$ 78
|
$ 3
|
$ 400
|
$ 220,598,180
|
$ (1,350,000)
|
$ (217,040,339)
|
$ 2,208,328
|
Ending balance, shares at Dec. 31, 2023 |
61,688
|
0
|
0
|
768,473
|
31,413
|
3,994,926
|
|
2,500
|
|
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockAndPrefundedWarrantsIssuedUnderPublicOfferingNetOfIssuanceCostsShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockAndPrefundedWarrantsIssuedUnderPublicOfferingNetOfIssuanceCostsValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockAndWarrantsIssuedForServicesShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockAndWarrantsIssuedForServicesValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForCashNetOfIssuanceCostsShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForCashNetOfIssuanceCostsValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForConversionOfAccruedInterestShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForConversionOfAccruedInterestValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForConversionOfLongtermDebtShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForSettlementOfAccountsPayableShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForSettlementOfAccountsPayableValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedUnderCashlessWarrantExercisesAndExerciseOfPrefundedWarrantsShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedUnderCashlessWarrantExercisesAndExerciseOfPrefundedWarrantsValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_ConversionOfPreferredStockSeriesGToPreferredStockSeriesHShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_ConversionOfPreferredStockSeriesGToPreferredStockSeriesHValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IncentiveCommonStockAndWarrantsIssuedWithLongtermDebtShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IncentiveCommonStockAndWarrantsIssuedWithLongtermDebtValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfCommonStockForShareRoundingAsResultOfReverseStockSplitShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfCommonStockForShareRoundingAsResultOfReverseStockSplitValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfPreferredStockSeriesFForCashShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfPreferredStockSeriesFForCashValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfPreferredStockSeriesGForCashAndConversionOfLongtermDebtAndAccruedInterestShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfPreferredStockSeriesGForCashAndConversionOfLongtermDebtAndAccruedInterestValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfPreferredStockSeriesHForCashShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfPreferredStockSeriesHForCashValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_RedemptionOfPreferredStockSeriesFShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_RedemptionOfPreferredStockSeriesFValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAmount of increase to additional paid-in capital (APIC) for recognition of cost for award under share-based payment arrangement.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 20 -Section 55 -Paragraph 13 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481089/718-20-55-13
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 20 -Section 55 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481089/718-20-55-12
+ Details
Name: |
us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe portion of profit or loss for the period, net of income taxes, which is attributable to the parent.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482765/220-10-50-6
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-8
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-9
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-4
Reference 13: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-10
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section 45 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483581/946-220-45-7
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-04(18)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-07(9)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(1)(d)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 29: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 30: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 31: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 60B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B
Reference 32: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31
Reference 33: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 34: http://www.xbrl.org/2003/role/disclosureRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483499/205-20-50-7
Reference 35: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 36: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1A
Reference 37: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1B
Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(20)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 39: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-04(22)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1
+ Details
Name: |
us-gaap_NetIncomeLoss |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionNumber of shares issued which are neither cancelled nor held in the treasury.
+ References
+ Details
Name: |
us-gaap_SharesOutstanding |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNumber of shares issued in lieu of cash for services contributed to the entity. Number of shares includes, but is not limited to, shares issued for services contributed by vendors and founders.
+ References
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodSharesIssuedForServices |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe gross value of stock issued during the period upon the conversion of convertible securities.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.29-31) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecurities |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionValue of stock issued in lieu of cash for services contributed to the entity. Value of the stock issued includes, but is not limited to, services contributed by vendors and founders.
+ References
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodValueIssuedForServices |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAmount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-12
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(19)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.6-05(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-2
Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(6)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(7)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(31)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(30)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 14: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SAB Topic 4.E) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480418/310-10-S99-2
+ Details
Name: |
us-gaap_StockholdersEquity |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
v3.24.1.u1
Consolidated Statements of Cash Flows - USD ($)
|
12 Months Ended |
Dec. 31, 2023 |
Dec. 31, 2022 |
Cash flows from operating activities: |
|
|
Net loss |
$ (6,533,117)
|
$ (8,062,328)
|
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
Allowance for credit losses |
66,666
|
270,254
|
Depreciation |
7,444
|
9,228
|
Loss on disposal of fixed asset |
695
|
3,674
|
Amortization of intangible assets |
569,796
|
600,735
|
Amortization of capitalized software development costs |
108,024
|
0
|
Amortization of debt discount |
738,142
|
0
|
Stock issued for services |
148,464
|
84,500
|
Loss on debt extinguishment - related party |
396,322
|
855,296
|
Gain on settlement of liability |
0
|
(389,495)
|
Stock-based compensation |
306,929
|
83,605
|
Inducement expense |
(0)
|
101,000
|
Income tax benefit |
180,000
|
0
|
Changes in operating assets and liabilities |
|
|
(Increase) decrease in accounts receivable |
239,641
|
(223,079)
|
(Increase) decrease prepaid expenses and other assets |
(90,435)
|
(47,500)
|
Decrease in accounts payable and accrued expenses |
(535,976)
|
333,129
|
Contract liabilities |
1,537
|
193,598
|
Net cash used in operating activities |
(4,395,868)
|
(6,187,383)
|
Cash flows from investing activities |
|
|
Purchase of property and equipment |
0
|
(8,004)
|
Payments for software development costs |
(2,157,930)
|
0
|
Net cash used in investing activities |
(2,157,930)
|
(8,004)
|
Cash flows from financing activities |
|
|
Proceeds from the issuance of debt, net of discounts and debt issuance costs |
1,511,500
|
0
|
Common stock issued for cash, net |
0
|
1,187,500
|
Repayment on notes payable |
(1,618,783)
|
(156,504)
|
Issuance of common stock and pre-funded warrants, net of issuance costs |
5,735,499
|
0
|
Issuance of preferred stock Series G |
1,200,000
|
|
Issuance of preferred stock Series H |
33,000
|
0
|
Net cash provided by financing activities |
6,861,216
|
1,030,996
|
Net change in cash |
307,418
|
(5,164,391)
|
Cash - beginning of period |
220,854
|
5,385,245
|
Cash - end of period |
528,272
|
220,854
|
Supplemental disclosure of cash flow Information |
|
|
Cash paid for interest |
43,406
|
145,052
|
Cash paid for taxes |
6,185
|
2,420
|
Supplemental disclosure of non-cash investing and financing activities: |
|
|
Issuance of incentive shares with debt recorded as debt discount |
122,426
|
0
|
Warrants issued with debt recorded as debt discount |
586,038
|
0
|
Common stock issued under cashless warrant exercises |
233
|
0
|
Common stock issued for accrued interest |
235,563
|
0
|
Common stock issued for settlement of accounts payable |
80,411
|
0
|
Common stock issued for conversion of long-term debt and accrued interest |
0
|
2,820,925
|
Preferred stock Series H issued for settlement of accounts payable |
33,000
|
0
|
Preferred stock Series G issued for conversion of long-term debt and accrued interest |
$ 303,945
|
$ 0
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForAccruedInterest |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForConversionOfLongtermDebtAndAccruedInterest |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedForSettlementOfAccountsPayable |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockIssuedUnderCashlessWarrantExercises |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_GainLossOnSettlementOfLiability |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_InducementExpense |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_IssuanceOfIncentiveSharesWithDebtRecordedAsDebtDiscount |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_LossOnDebtExtinguishmentRelatedParty |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_PreferredStockSeriesGIssuedForConversionOfLongtermDebtAndAccruedInterest |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_PreferredStockSeriesHIssuedForSettlementOfAccountsPayable |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_ProceedsFromIssuanceOfPreferredStockSeriesG |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_ProceedsFromIssuanceOfPreferredStockSeriesH |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantsIssuedWithDebtRecordedAsDebtDiscount |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of amortization expense attributable to debt discount (premium) and debt issuance costs.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69E -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69E
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69F -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69F
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 835 -SubTopic 30 -Name Accounting Standards Codification -Section 45 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-3
+ Details
Name: |
us-gaap_AmortizationOfFinancingCostsAndDiscounts |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482686/350-30-45-2
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 2 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_AmortizationOfIntangibleAssets |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of expense for amortization of capitalized computer software costs.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 985 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481283/985-20-50-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(1) -SubTopic 20 -Topic 985 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481283/985-20-50-1
+ Details
Name: |
us-gaap_CapitalizedComputerSoftwareAmortization1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage. Excludes amount for disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-8
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 24 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-24
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-4
+ Details
Name: |
us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of increase (decrease) in cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; excluding effect from exchange rate change. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 24 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-24
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 1 -SubTopic 230 -Topic 830 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481877/830-230-45-1
+ Details
Name: |
us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 360 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482099/360-10-50-1
+ Details
Name: |
us-gaap_Depreciation |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of gain (loss) on sale or disposal of property, plant and equipment assets, excluding oil and gas property and timber property.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 360 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482130/360-10-45-5
Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 360 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482099/360-10-50-3
+ Details
Name: |
us-gaap_GainLossOnDispositionOfAssets |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
+ Details
Name: |
us-gaap_IncreaseDecreaseInAccountsReceivable |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe increase (decrease) during the reporting period in the aggregate amount of expenses incurred but not yet paid.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
+ Details
Name: |
us-gaap_IncreaseDecreaseInAccruedLiabilities |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of increase (decrease) in obligation to transfer good or service to customer for which consideration has been received or is receivable.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 912 -SubTopic 310 -Name Accounting Standards Codification -Section 45 -Paragraph 11 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482312/912-310-45-11
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
+ Details
Name: |
us-gaap_IncreaseDecreaseInContractWithCustomerLiability |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_IncreaseDecreaseInOtherOperatingAssetsAndLiabilitiesNetAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of increase (decrease) in prepaid expenses, and assets classified as other.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
+ Details
Name: |
us-gaap_IncreaseDecreaseInPrepaidDeferredExpenseAndOtherAssets |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAmount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 17 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-17
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 25 -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-25
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-2
+ Details
Name: |
us-gaap_InterestPaidNet |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionFair value of share-based compensation granted to nonemployees as payment for services rendered or acknowledged claims.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
+ Details
Name: |
us-gaap_IssuanceOfStockAndWarrantsForServicesOrClaims |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 24 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-24
+ Details
Name: |
us-gaap_NetCashProvidedByUsedInFinancingActivities |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_NetCashProvidedByUsedInFinancingActivitiesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 24 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-24
+ Details
Name: |
us-gaap_NetCashProvidedByUsedInInvestingActivities |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 24 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-24
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 25 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-25
+ Details
Name: |
us-gaap_NetCashProvidedByUsedInOperatingActivities |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_NetCashProvidedByUsedInOperatingActivitiesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe portion of profit or loss for the period, net of income taxes, which is attributable to the parent.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482765/220-10-50-6
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-8
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-9
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-4
Reference 13: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-10
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section 45 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483581/946-220-45-7
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-04(18)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-07(9)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(1)(d)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 29: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 30: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 31: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 60B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B
Reference 32: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31
Reference 33: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 34: http://www.xbrl.org/2003/role/disclosureRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483499/205-20-50-7
Reference 35: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 36: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1A
Reference 37: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1B
Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(20)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 39: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-04(22)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1
+ Details
Name: |
us-gaap_NetIncomeLoss |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_NoncashInvestingAndFinancingItemsAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 13 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-13
+ Details
Name: |
us-gaap_PaymentsToAcquirePropertyPlantAndEquipment |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe cash outflow associated with the development or modification of software programs or applications for internal use (that is, not to be sold, leased or otherwise marketed to others) that qualify for capitalization.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 13 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-13
+ Details
Name: |
us-gaap_PaymentsToDevelopSoftware |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe cash inflow from the additional capital contribution to the entity.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 14 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-14
+ Details
Name: |
us-gaap_ProceedsFromIssuanceOfCommonStock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe cash inflow during the period from additional borrowings in aggregate debt. Includes proceeds from short-term and long-term debt.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 14 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-14
+ Details
Name: |
us-gaap_ProceedsFromIssuanceOfDebt |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of cash inflow from the issuance of equity classified as other.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 14 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-14
+ Details
Name: |
us-gaap_ProceedsFromOtherEquity |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of expense (reversal of expense) for expected credit loss on accounts receivable.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 326 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479319/326-20-50-13
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
+ Details
Name: |
us-gaap_ProvisionForDoubtfulAccounts |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe cash outflow for a borrowing supported by a written promise to pay an obligation.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 15 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-15
+ Details
Name: |
us-gaap_RepaymentsOfNotesPayable |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAmount of noncash expense for share-based payment arrangement.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
+ Details
Name: |
us-gaap_ShareBasedCompensation |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
v3.24.1.u1
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-K -Number 229 -Section 402 -Subsection v -Paragraph 1
+ Details
Name: |
ecd_PvpTable |
Namespace Prefix: |
ecd_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe portion of profit or loss for the period, net of income taxes, which is attributable to the parent.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482765/220-10-50-6
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-8
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-9
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-4
Reference 13: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-10
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section 45 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483581/946-220-45-7
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-04(18)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-07(9)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(1)(d)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 29: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 30: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 31: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 60B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B
Reference 32: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31
Reference 33: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 34: http://www.xbrl.org/2003/role/disclosureRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483499/205-20-50-7
Reference 35: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 36: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1A
Reference 37: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1B
Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(20)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 39: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-04(22)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1
+ Details
Name: |
us-gaap_NetIncomeLoss |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
v3.24.1.u1
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-K -Number 229 -Section 408 -Subsection a -Paragraph 1
+ Details
Name: |
ecd_NonRule10b51ArrAdoptedFlag |
Namespace Prefix: |
ecd_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-K -Number 229 -Section 408 -Subsection a -Paragraph 1
+ Details
Name: |
ecd_NonRule10b51ArrTrmntdFlag |
Namespace Prefix: |
ecd_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-K -Number 229 -Section 408 -Subsection a -Paragraph 1
+ Details
Name: |
ecd_Rule10b51ArrAdoptedFlag |
Namespace Prefix: |
ecd_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-K -Number 229 -Section 408 -Subsection a -Paragraph 1
+ Details
Name: |
ecd_Rule10b51ArrTrmntdFlag |
Namespace Prefix: |
ecd_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-K -Number 229 -Section 408 -Subsection a -Paragraph 2 -Subparagraph A
+ Details
Name: |
ecd_TradingArrByIndTable |
Namespace Prefix: |
ecd_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
ORGANIZATION AND NATURE OF OPERATIONS
|
12 Months Ended |
Dec. 31, 2023 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
|
ORGANIZATION AND NATURE OF OPERATIONS |
NOTE 1 – ORGANIZATION AND NATURE OF OPERATIONS
Mobiquity Technologies,
Inc. (“Mobiquity,” “we,” “our” or “the Company”), and its operating subsidiaries, is a
next generation location data intelligence company. The Company provides precise unique, at-scale location data and insights on consumer’s
real-world behavior and trends for use in marketing and research. We provide one of the most accurate and scaled solutions for mobile
data collection and analysis, utilizing multiple geo-location technologies. The Company is seeking to implement several new revenue streams
from its data collection and analysis, including, but not limited to, Advertising, Data Licensing, Footfall Reporting, Attribution Reporting,
Real Estate Planning, Financial Forecasting and Custom Research. We also are a developer of advertising and marketing technology focused
on the creation, automation, and maintenance of an advertising technology operating system (or ATOS). The ATOS platform blends artificial
intelligence (or AI) and machine learning (ML) based optimization technology for automatic ad serving that manages and runs digital advertising
campaigns.
Mobiquity Technologies, Inc. was incorporated
in the State of New York and has the following subsidiaries:
Schedule of subsidiaries |
|
|
Company Name |
|
State of Incorporation |
Mobiquity Networks, Inc. |
|
New York |
Advangelists, LLC |
|
Delaware |
Mobiquity Networks, Inc.
Mobiquity Networks, Inc. is a wholly owned subsidiary
of Mobiquity Technologies, Inc., commencing operations in January 2011. Mobiquity Networks started and developed as a mobile advertising
technology company focused on driving foot-traffic throughout its indoor network and has evolved and grown into a next generation data
intelligence company. Mobiquity Networks, Inc. operates our data intelligence platform business.
Advangelists, LLC
Advangelists LLC is a wholly owned subsidiary
of Mobiquity Technologies, Inc., acquired through a merger transaction in December 2018, and operates our ATOS platform business.
Reverse Stock Split
On August 7, 2023, we effected a one-for-15 reverse stock split. The
financial statements and notes thereto give retroactive effect to the reverse stock split as if the split had occurred prior to the dates
on the financial statements included herein.
Liquidity, Going Concern and Management’s
Plans
These consolidated financial statements have been
prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the
normal course of business.
As reflected in the accompanying consolidated
financial statements, for the year ended December 31, 2023, the Company had:
· |
Net loss of $6,533,117 and |
· |
Net cash used in operations was $4,395,868 |
Additionally, at December 31, 2023, the Company
had:
· |
Accumulated deficit of $217,040,339 |
· |
Stockholders’ equity of $2,208,328, and |
· |
Working capital deficit of $1,278,231 |
We manage liquidity risk by reviewing, on an ongoing
basis, our sources of liquidity and capital requirements. The Company had cash on hand of $528,272 at December 31, 2023.
The Company has incurred significant losses since
its inception in 1998 and has not demonstrated an ability to generate sufficient revenues from the sales of its products and services
to achieve profitable operations. There can be no assurance that profitable operations will ever be achieved, or if achieved, could be
sustained on a continuing basis. In making this assessment we performed a comprehensive analysis of our current circumstances including:
our financial position, our cash flows and cash usage forecasts for the year ended December 31, 2023, and our current capital structure
including equity-based instruments and our obligations and debts.
Without sufficient revenues from operations, if
the Company does not obtain additional capital, the Company will be required to reduce the scope of its business development activities
or cease operations.
These factors create substantial doubt about the
Company’s ability to continue as a going concern within one year after the date that these consolidated financial statements are
issued, as the Company will need additional capital to meet its financial obligations. These consolidated financial statements do not
include any adjustments that might be necessary if the Company is unable to continue as a going concern. Accordingly, the consolidated
financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the
realization of assets and satisfaction of liabilities and commitments in the ordinary course of business.
Management’s strategic plans include the
following:
· |
Execution of business plan focused on technology development and improvement, |
· |
Seek out equity and/or debt financing to obtain the capital required to meet the Company’s financial obligations. There is no assurance, however, that lenders and investors will continue to advance capital to the Company or that the new business operations will be profitable. |
· |
Continuing to explore and execute prospective partnering, distribution and acquisition opportunities, |
· |
Identifying unique market opportunities that represent potential positive short-term cash flow. |
Coronavirus (“COVID-19”) Pandemic
During the year ended December 31, 2022, the
Company’s financial results and operations were adversely impacted by the COVID-19 pandemic. The Company is a data location company
with a specialty to drive traffic to retail stores. In the prior two (2) years, the Company suffered from the effects of the pandemic
due to lack of traffic to retail stores related to mandated stay-at-home restrictions and the Company drastically curtailed its operations.
The extent to which the Company’s future financial results could be impacted by the COVID-19 pandemic depends on future developments
that are highly uncertain and cannot be predicted at this time. The pandemic also had an effect on the Company’s ability to attain
new customers or retain existing customers, and to collect on its outstanding accounts receivable, resulting in an increase of its allowance
for doubtful accounts. The Company is not aware of any specific event or circumstance that would require an update to its estimates or
judgments or a revision of the carrying value of its assets or liabilities.
These estimates may change, as new events occur,
and additional information is obtained. Actual results could differ materially from these estimates under different assumptions or conditions.
During the year ended December 31, 2023, areas
of the Company’s financial results and operations, other than credit losses, were not otherwise materially adversely impacted by
the COVID-19 pandemic.
|
X |
- DefinitionThe entire disclosure for the nature of an entity's business, major products or services, principal markets including location, and the relative importance of its operations in each business and the basis for the determination, including but not limited to, assets, revenues, or earnings. For an entity that has not commenced principal operations, disclosures about the risks and uncertainties related to the activities in which the entity is currently engaged and an understanding of what those activities are being directed toward.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Topic 275 -Publisher FASB -URI https://asc.fasb.org//275/tableOfContent
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -SubTopic 10 -Topic 275 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-1
+ Details
Name: |
us-gaap_NatureOfOperations |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
12 Months Ended |
Dec. 31, 2023 |
Accounting Policies [Abstract] |
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
Principles of Consolidation
These consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and include the accounts
of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated.
Business Segments and Concentrations
The Company uses the “management approach”
to identify its reportable segments. The management approach requires companies to report segment financial information consistent with
information used by management for making operating decisions and assessing performance as the basis for identifying the Company’s
reportable segments. The Company manages its business as a single reporting segment.
Customers in the United States accounted for 100%
of our revenues. We do not have any property or equipment outside of the United States.
Use of Estimates
Preparing financial statements in conformity with
U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of Company assets and liabilities, including
the allowance for credit losses, stock-based compensation, the deferred tax asset valuation allowance, and the disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period.
Actual results could differ from those estimates.
Risks and Uncertainties
The Company operates in an industry that is subject
to intense competition and changes in consumer demand. The Company’s operations are subject to significant risk and uncertainties
including financial and operational risks and the potential of overall business failure.
The Company has experienced, and in the future
expects to continue to experience, variability in sales and net earnings. The factors expected to contribute to this variability include,
among others, (i) the cyclical nature of the industry, (ii) general economic conditions in the various local markets in which the Company
competes, including a potential general downturn in the economy, and (iii) the volatility of prices in connection with the Company’s
service offerings. These factors, among others, make it difficult to project the Company’s operating results on a consistent basis.
Fair Value of Financial Instruments
The Company accounts for financial instruments
at fair value, which as is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (exit
price) in an orderly transaction between market participants at the measurement date. The valuation techniques are based on observable
and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect
certain market assumptions. There are three levels of inputs that may be used to measure fair value:
|
· |
Level 1—Valuation based on quoted market prices in active markets that the Company can access for identical assets or liabilities; |
|
|
|
|
· |
Level 2—Valuation based on quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability; and |
|
|
|
|
· |
Level 3—Valuation based on unobservable inputs that are supported by little or no market activity, which require management’s best estimate of what market participants would use as fair value. |
Fair value estimates discussed herein are based
upon certain market assumptions and pertinent information available to management.
The respective carrying value of certain on-balance-sheet
financial instruments approximated their fair value. These financial instruments include accounts receivable, accounts payable and accrued
expenses, and contract liabilities. At December 31, 2023 and December 31, 2022, the carrying amounts of these financial instruments approximated
their fair values due to the short-term nature of these instruments. The fair value of the Company’s long-term debt approximates
its carrying value based on current financing rates available to the Company.
The Company does not have any other financial
or non-financial assets or liabilities that would be characterized as Level 1, Level 2, or Level 3 instruments.
Cash and Cash Equivalents and Concentrations
of Risk
For purposes of presentation in the consolidated
statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less at the purchase
date and money market accounts to be cash equivalents.
At December 31, 2023 and December 31, 2022, the
Company did not have any cash equivalents.
The Company is exposed to credit risk on its cash
in the event of default by the financial institutions to the extent account balances exceed the amount insured by the FDIC, which is $250,000.
At December 31, 2023 and December 31, 2022, the Company did not experience any losses on cash balances in excess of FDIC insured limits.
Any loss incurred or a lack of access to funds could have a significant impact on the Company’s consolidated financial condition,
results of operations, and cash flows.
For fiscal 2023 and 2022, sales of our products
to two customers and one customer generated approximately 73% and 39% of our revenues, respectively. Our contracts with our customers
generally do not obligate them to a specified term and they can generally terminate their relationship with us at any time with a minimal
amount of notice. The loss of one of these customers could have a material adverse effect on our results of operations and financial condition.
Accounts Receivable
Effective January 1, 2023, the Company adopted
Accounting Standards Update (ASU) 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments
(Topic 326), which significantly change how entities measure credit losses for most financial assets and certain other instruments
that are not measured at fair value through net income. The most significant change in this standard is a shift from the incurred loss
model to the expected loss model. Under the standard, disclosures are required to provide users of the consolidated financial statements
with useful information in analyzing an entity’s exposure to credit risk and the measurement of credit losses. Financial assets
held by the Company that are subject to the guidance in Topic 326 were trade accounts receivable. The impact of the adoption was not considered
material to the consolidated financial statements.
Accounts receivable represent customer obligations
under normal trade terms and are stated at the amount management expects to collect from outstanding customer balances. Credit is extended
to customers based on an evaluation of their financial condition and other factors. Interest is not accrued on overdue accounts receivable.
The Company does not require collateral. Five and six of our customers combined accounted for approximately 61% and 42% of outstanding
accounts receivable at December 31, 2023 and 2022, respectively.
The Company had net accounts receivable, net,
of $34,628, $340,935, and $388,112 at December 31, 2023, December 31, 2022, and January 1, 2022, respectively.
Management periodically assesses the Company’s
accounts receivable and, if necessary, establishes an allowance for credit losses. The Company provides its allowance for credit losses
based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. Accounts
determined to be uncollectible losses are charged to operations when that determination is made.
The allowance for credit losses for accounts receivable
and the related activity, for the year ended December 31, 2023, are as follows:
Schedule of allowance for credit losses for accounts receivable
activity | |
|
| |
Balance, December 31, 2022 | |
$ | 1,091,244 | |
Provision for credit losses | |
| 66,666 | |
Balance, December 31, 2023 | |
$ | 1,157,910 | |
Bad debt expense (recovery) is recorded as a component
of general and administrative expenses in the accompanying consolidated statements of operations.
Impairment of Long-lived Assets
Management evaluates the recoverability of the
Company’s identifiable intangible assets and other long-lived assets when events or circumstances indicate a potential impairment
exists, in accordance with the provisions of ASC 360-10-35-15“Impairment or Disposal of Long-Lived Assets.” Events
and circumstances considered by the Company in determining whether the carrying value of identifiable intangible assets and other long-lived
assets may not be recoverable include but are not limited to significant changes in performance relative to expected operating results;
significant changes in the use of the assets; significant negative industry or economic trends; and changes in the Company’s business
strategy. In determining if impairment exists, the Company estimates the undiscounted cash flows to be generated from the use and ultimate
disposition of these assets and compares this to the carrying amounts of the assets.
If impairment is indicated based on a comparison
of the assets’ carrying values and the undiscounted cash flows, the impairment to be recognized is measured as the amount by which
the carrying amount of the assets exceeds the fair value of the assets.
Property and Equipment
Property and equipment are stated at cost less
accumulated depreciation. Depreciation is provided on the straight-line basis over the estimated useful lives of the assets.
Expenditures for repair and maintenance which
do not materially extend the useful lives of property and equipment are charged to operations. When property or equipment is sold or otherwise
disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected
in current results of operations.
Goodwill
The Company’s goodwill represents the excess
of the consideration transferred for the acquisition of Advangelists, LLC in December 2018 over the fair value of the underlying identifiable
net assets acquired. Goodwill is not amortized but instead, it is tested for impairment at least annually. In the event that management
determines that the value of goodwill has become impaired, the Company will record a charge in an amount equal to the excess of the reporting
unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit during the
fiscal quarter in which the determination is made.
The Company performs its annual impairment tests
of goodwill as of December 31st of each year, or more frequently, if certain indicators are present. Goodwill is required to be tested
for impairment at the reporting unit level. A reporting unit is an operating segment or one level below the operating segment level, which
is referred to as a component. Management identifies its reporting units by assessing whether components (i) have discrete financial information
available, (ii) engage in business activities, and (iii) whether a segment manager regularly reviews the component’s operating results.
Net assets and goodwill of acquired businesses are allocated to the reporting unit associated with the acquired business based on the
anticipated organizational structure of the combined entities. If two or more components are deemed economically similar, those components
are aggregated into one reporting unit when performing the annual goodwill impairment review. The Company has one reporting unit as of
December 31, 2023, and 2022. No impairment of goodwill was recognized by the Company during fiscal 2023 or 2022.
Intangible Assets
In December 2018, the Company acquired the majority
of its intangible assets through its acquisition of Advangelists LLC, which included customer relationships and the ATOS platform technology.
The Company amortizes its identifiable definite-lived intangible assets over an estimated period of 5 years.
Capitalized Software Development Costs
In accordance with ASC 350-40, Internal Use Software,
the Company capitalizes certain internal-use software development costs associated with creating and enhancing internally developed software
related to its platforms. Software development activities generally consist of three stages (i) the research and planning stage, (ii)
the application and development stage, and (iii) the post-implementation stage. Costs incurred in the research and planning stage and
in the post-implementation stage of software development, or other maintenance and development expenses that do not meet the qualification
for capitalization, are expensed as incurred. Costs incurred in the application and development stage, including significant enhancements
and upgrades, are capitalized. These costs include personnel and related employee benefits expenses for employees or consultants directly
associated with and who devote time to software projects and external direct costs of materials obtained in developing the software. These
software developments and acquired technology are amortized on a straight-line basis over the estimated useful life of five years upon
the initial release of the software or additional features. The Company reviews the software development costs for impairment when circumstances
indicate their carrying amounts may not be recoverable. If the carrying value of an asset group is not recoverable, the Company recognizes
an impairment loss for the excess of carrying value over the fair value in its consolidated statements of operations. See Note 3 for further
details.
Derivative Financial Instruments
The Company analyzes all financial instruments
with features of both liabilities and equity under FASB ASC Topic No. 480, (ASC 480), Distinguishing Liabilities from Equity and
FASB ASC Topic No. 815, (ASC 815) Derivatives and Hedging.
Terms of financial instruments are reviewed to
determine whether or not they contain embedded derivative instruments that are required to be accounted for separately from the host contract
under ASC 815 and recorded on the balance sheet at fair value. Derivative liabilities are remeasured to reflect fair value at each reporting
period, with any increase or decrease in the fair value being recorded in results of operations. The Company generally incorporates a
binomial model to determine fair value. Upon conversion of a debt instrument where an embedded conversion option has been bifurcated and
accounted for separately as a derivative liability, the Company records the resulting shares issued at fair value, derecognizes all related
debt principal, derivative liability, and debt discount, and recognizes a net gain or loss on debt extinguishment. Equity instruments
that are initially classified as equity that become subject to reclassification under ASC 815 are reclassified to liabilities at the fair
value of the instrument on the reclassification date. The Company does not use derivative instruments to hedge exposures to cash flow,
market or foreign currency risk. As of December 31, 2023 and 2022, the Company had no derivative instruments.
Debt Issuance Costs and Debt Discounts
Debt discounts, debt issuance costs paid to lenders
or third parties, and other original issue discounts on debt, are recorded as debt discount or debt issuance costs and amortized to interest
expense in the consolidated statements of operations, over the term of the underlying debt instrument, using the effective interest method,
with the unamortized portion reported net with related principal outstanding on the consolidated balance sheet. For the year ended December
31, 2023, the Company recorded $738,142 in interest expense associated with the amortization of debt discounts and debt issuance costs
incurred on debt issued during the period. There are no unamortized debt discounts remaining at December 31, 2023 as a result of full
debt settlement during the quarter ended June 30, 2023. See Note 4 regarding the accounting for debt discounts and debt issuance costs
during 2023. There was no amortization of debt discounts for the year ended December 31, 2022 or unamortized debt discounts outstanding
at December 31, 2022.
Revenue Recognition
The Company’s revenues are generated from
internet advertising, the Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers (ASC 606).
In accordance with ASC 606, revenue is recognized when promised services are transferred to a customer. The amount of revenue recognized
reflects the consideration to which the Company expects to be entitled to receive in exchange for these services. To achieve this core
principle, the Company applies the following five steps:
Identify the contract with a customer.
A contract with a customer exists when (i) the
Company enters into an enforceable contract with a customer that defines each party’s rights regarding the services to be transferred
and identifies the payment terms related to these services, (ii) the contract has commercial substance and, (iii) the Company determines
that collection of substantially all consideration for services that are transferred is probable based on the customer’s intent
and ability to pay the promised consideration. The Company applies judgment in determining the customer’s ability and intention
to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer,
published credit and financial information pertaining to the customer.
Identify the performance obligations in the
contract.
Performance obligations promised in a contract
are identified based on the services that will be transferred to the customer that are both capable of being distinct, whereby the customer
can benefit from the service either on its own or together with other resources that are readily available from third parties or from
the Company, and are distinct in the context of the contract, whereby the transfer of the services is separately identifiable from other
promises in the contract. To the extent a contract includes multiple promised services (performance obligations), the Company must apply
judgment to determine whether promised services are capable of being distinct and distinct in the context of the contract. If these criteria
are not met the promised services are accounted for as a combined performance obligation. Currently, the Company does not have any contracts
that contain multiple performance obligations.
Determine the transaction price.
The transaction price is determined based on
the consideration to which the Company will be entitled in exchange for transferring services to the customer. To the extent the transaction
price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction
price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration.
Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future
reversal of cumulative revenue under the contract will not occur. None of the Company’s contracts as of December 31, 2023, and
2022 contained a significant financing component or variable consideration terms.
Allocate the transaction price to performance
obligations in the contract.
If the contract contains a single performance
obligation, the entire transaction price is allocated to the single performance obligation. However, if a series of distinct services
that are substantially the same qualifies as a single performance obligation in a contract with variable consideration, the Company must
determine if the variable consideration is attributable to the entire contract or to a specific part of the contract. Contracts that contain
multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone
selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation
or to a distinct service that forms part of a single performance obligation.
Recognize revenue when or as the Company satisfies
a performance obligation.
The Company satisfies performance obligations
at a point in time. Revenue is recognized at the time the related performance obligation is satisfied by transferring the promised service
to a customer. Under both managed services arrangements or self-service arrangements, the Company’s promised services under the
contracts include identification, bidding and purchasing of advertisement opportunities. The Company also generally has discretion in
establishing the pricing of the ads. Since the Company is controlling the promise to deliver the contracted services, the Company is considered
the principal in all arrangements for revenue recognition purposes. The performance obligations are satisfied, and revenue recognition,
primarily upon publication of customer advertising content.
All revenues recognized were derived from internet
advertising for the years ended December 31, 2023, and 2022.
Payment terms and conditions vary by contract,
although terms generally include a requirement of payment within 30 to 90 days.
Contract Liabilities
Contract liabilities represent deposits made
by customers before the satisfaction of performance obligation and recognition of revenue. Upon completion of the performance
obligation(s) that the Company has with the customer based on the terms of the contract, the liability for the customer deposit is
relieved and revenue is recognized. As of December 31, 2023 and 2022, there were $195,135
and $193,598,
respectively, in contract liabilities outstanding. Contract liabilities are expected to be recognized as revenue within the year
following December 31. There were no contract liabilities outstanding at January 1, 2022.
Advertising
Advertising costs are expensed as incurred. Advertising
costs are included as a component of general and administrative expenses in the consolidated statements of operations. Advertising costs
incurred were insignificant for the years ended December 31, 2023 and 2022.
Stock-Based Compensation
The Company accounts for our stock-based compensation,
including stock options and common stock warrants, under ASC 718 Compensation – Stock Compensation, using the fair value-based
method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the
requisite service period for employee awards, which is usually the vesting period, and when the goods are obtained or services are received,
for nonemployee awards. This guidance establishes standards for the accounting for transactions in which an entity exchanges its equity
instruments for goods or services. It also applies to transactions in which an entity incurs liabilities in exchange for goods or services
that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments.
In connection with certain financing, consulting
and collaboration arrangements, the Company may issue warrants to purchase shares of its common stock. The outstanding warrants are standalone
instruments that are not puttable or mandatorily redeemable by the holder and are classified as equity awards.
The fair value of stock-based compensation is
generally determined using the Black-Scholes valuation model as of the date of the grant or the date at which the performance of the services
is completed (measurement date).
When determining fair value of stock-based compensation,
the Company considers the following assumptions in the Black-Scholes model:
· |
Exercise price, |
· |
Expected dividends, |
· |
Expected volatility, |
· |
Risk-free interest rate; and |
· |
Expected life of option |
Income Taxes
The Company accounts for income tax using the
asset and liability method prescribed by ASC 740, Income Taxes (ASC 740). Under this method, deferred tax assets and liabilities
are determined based on temporary differences between the financial reporting and tax bases of assets and liabilities using enacted tax
rates that will be in effect in the year in which the differences are expected to reverse. The Company records a valuation allowance to
offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that all or some portion of the deferred
tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as gain or loss in the period that
includes the enactment date.
The Company follows the accounting guidance for
uncertainty in income taxes using the provisions of ASC 740. Using that guidance, tax positions initially need to be recognized in the
consolidated financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities.
As of December 31, 2023, and 2022, the Company did not identify any uncertain tax positions that qualify for either recognition or disclosure
in the consolidated financial statements.
The Company recognizes interest and penalties,
if any, related to recognized uncertain income tax positions, in other expense. No interest and penalties related to uncertain income
tax positions were recorded for the years ended December 31, 2023, and 2022. Open tax years subject to examination by the Internal Revenue
Service generally remain open for three years from the filing date. Tax years subject to examination by the state jurisdictions generally
remain open for up to four years from the filing date.
Related Parties
Parties are considered to be related to the Company
if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with
the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal
owners of the Company and its management and other parties with which the Company may deal with if one party controls or can significantly
influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully
pursuing its own separate interests.
Recent Issued Accounting Pronouncement
We consider the applicability and impact of all
new accounting pronouncements on our consolidated financial position, results of operations, stockholders’ deficit, cash flows,
or presentation thereof. Management has evaluated all recent accounting pronouncements as issued by the Financial Accounting Standards
Board (FASB) through the date these consolidated financial statements were available to be issued and found no recent accounting pronouncements
issued, but not yet effective, that when adopted, will have a material impact on the consolidated financial statements of the Company.
Fair Value Measurement of Equity Securities
Subject to Contractual Sale Restrictions: On September 30, 2022, the FASB issued ASU 2022-03 (ASU 2022-03), which clarifies the
guidance in Topic 820 on the fair value measurement of an equity security that is subject to contractual restrictions that prohibit the
sale of an equity security. The ASU also requires specific disclosures related to such an equity security, including (1) the fair value
of such equity securities reflected in the balance sheet, (2) the nature and remaining duration of the corresponding restrictions, and
(3) any circumstances that could cause a lapse in the restrictions. ASU 2022-03 clarifies that a “contractual restriction prohibiting
the sale of an equity security is a characteristic of the reporting entity holding the equity security” and is not included in the
equity security’s unit of account. Accordingly, an entity should not consider the contractual sale restriction when measuring the
equity security’s fair value (i.e., the entity should not apply a discount related to the contractual sale restriction, as stated
in ASC 820-10-35-36B as amended by the ASU). The ASU also prohibits an entity from recognizing a contractual sale restriction as a separate
unit of account. For public business entities, ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, and interim
periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of ASU 2022-03 on its
consolidated financial statements and related disclosures.
Recently Adopted Accounting Pronouncements
Financial Instrument – Credit Losses:
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of
Credit Losses on Financial Instruments (ASU 2016-13). ASU 2016-13 replaces the incurred loss impairment methodology
under current GAAP with a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable
and supportable information to inform credit loss estimates. ASU 2016-13 requires the use of a forward-looking expected credit
loss model for accounts receivables, loans, and other financial instruments. In May 2019, the FASB issued ASU 2019-05, which provides
transition relief for entities adopting ASU 2016-13. For entities that have adopted ASU 2016-13, the amendments in ASU 2019-05
are effective for fiscal years beginning after December 15, 2019, including interim periods therein. An entity may early adopt ASU No.
2019-05 in any interim period after its issuance if the entity has adopted ASU 2016-13. For all other entities, the effective date
will be the same as the effective date of ASU 2016-13. ASU 2016-13 is effective for fiscal years beginning after December 15,
2022, including interim periods within those fiscal years. The Company adopted ASU 2016-13 on January 1, 2023, and the adoption of the
guidance did not have a significant impact on the Company’s consolidated financial statements and disclosures.
Accounting for Contract Assets and Contract
Liabilities from Contracts with Customers: In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic
805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (ASU 2021-08). Under ASU 2021-08, an acquirer
in a business combination must apply ASC 606 principles when recognizing and measuring acquired contract assets and contract liabilities.
The provisions of ASU 2021-08 are applicable for the Company for fiscal years and interim periods beginning after December 15, 2022. The
Company adopted ASU 2021-08 on January 1, 2023, and the adoption of the guidance did not have an impact on the Company’s consolidated
financial statements and related disclosures.
|
X |
- References
+ Details
Name: |
us-gaap_AccountingPoliciesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe entire disclosure for all significant accounting policies of the reporting entity.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483426/235-10-50-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 235 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//235/tableOfContent
+ Details
Name: |
us-gaap_SignificantAccountingPoliciesTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
INTANGIBLE ASSETS
|
12 Months Ended |
Dec. 31, 2023 |
Goodwill and Intangible Assets Disclosure [Abstract] |
|
INTANGIBLE ASSETS |
NOTE 3: INTANGIBLE ASSETS
Definite-Lived Intangible Assets
The
Company’s definite-lived intangible assets consist of capitalized software development costs and a customer relationship asset
acquired through the Advangelists, LLC acquisition in 2018. The intangible assets are being amortized over their estimated useful lives of five
years. The Company periodically evaluates the reasonableness of the useful lives of these assets. These assets are also reviewed for impairment
or obsolescence when events or circumstances indicate that the carrying amount may not be recoverable. If the carrying amount of an asset
exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds
the fair value of the asset.
Schedule of intangible assets |
|
|
|
|
|
|
|
|
|
|
Useful Life |
|
December 31, 2023 |
|
|
December 31, 2022 |
|
|
|
|
|
|
|
|
|
|
Customer relationships |
|
5 years |
|
$ |
3,003,676 |
|
|
$ |
3,003,676 |
|
Less accumulated amortization |
|
|
|
|
(2,927,188 |
) |
|
|
(2,357,392 |
) |
Net carrying value, customer relationships |
|
|
|
$ |
76,488 |
|
|
$ |
646,284 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Software development costs |
|
5 years |
|
$ |
2,157,932 |
|
|
$ |
– |
|
Less accumulated amortization |
|
|
|
|
(108,024 |
) |
|
|
– |
|
Net carrying value, software development costs |
|
|
|
$ |
2,049,908 |
|
|
$ |
– |
|
During the years ended December 31, 2023 and
2022, the Company recognized $569,796
and $600,735
of amortization expense, respectively, related to intangible assets. Amortization expense is included in general and administrative expenses on the consolidated statements of operations.
For the year ended December 31, 2023, the Company
capitalized a total of approximately $2,158,000 of costs associated with the development of its new software enhancements, referred to
as ATOS4P and AdHere, of which approximately $864,000 and $1,294,000 were capitalized to each project, respectively. The Company recognized
$108,024 in amortization
expense for the year ended December 31, 2023 related to capitalized software development costs associated with its ATOS4P product that
is currently being marketed to the general public As of December 31, 2023, the Company has not commenced amortization of the costs associated
with the AdHere technology as the product had not yet been released to the general public. The release of AdHere to the general public is expected to occur in
the second quarter of 2024.
Future annual amortization of customer relationships
and ATOS4P software development costs for products being marketed at December 31, 2023, is as follows:
Schedule of future annual amortization of intangible assets | |
| | |
|
| |
Software Development Costs | | |
Customer Relationships |
2024 | |
$ | 172,836 | | |
$76,488 |
2025 | |
| 172,836 | | |
– |
2026 | |
| 172,836 | | |
– |
2027 | |
| 172,836 | | |
– |
2028 | |
| 64,813 | | |
– |
Total | |
$ | 756,156 | | |
$76,488 |
|
X |
- References
+ Details
Name: |
us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe entire disclosure for all or part of the information related to intangible assets.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//350-30/tableOfContent
+ Details
Name: |
us-gaap_IntangibleAssetsDisclosureTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
DEBT
|
12 Months Ended |
Dec. 31, 2023 |
Debt Disclosure [Abstract] |
|
DEBT |
NOTE 4 – DEBT
Small Business Administration Loan
In June 2020, the Company received an Economic
Injury Disaster Loan of $150,000 from the Small Business Administration (SBA) which carries a thirty-year term, and interest at 3.7% per
annum, with a maturity date in July of 2050. The loan is to be repaid in monthly installments, including principal and interest, of $731,
beginning twelve months from the date of the loan. Total accrued and unpaid interest on the debt was $13,594 at December 31, 2022 and
is included in accounts payable and accrued expenses on the accompanying consolidated balance sheet. On January 5, 2023, the Company paid
$163,885 to the Small Business Administration to pay off all outstanding principal and accrued interest on the Company’s SBA loan.
Investor Note Payable
On December 30, 2022, the Company and Walleye
Opportunities Master Fund Ltd, a Cayman Islands company (the Investor), entered into a Securities Purchase Agreement (the SPA) for the
Investor to purchase from the Company (i) a senior secured 20% original issue discount (OID) nine-month promissory note in an aggregate
gross principal amount of $1,437,500, less the 20% OID of $287,500, for a net subscription amount of $1,150,000 (the Investor Note), and
(ii) a five year warrant to purchase 174,242 shares of the Company’s common stock at an exercise price of $6.60 per share, exercisable
commencing July 1, 2023 and expiring December 30, 2027 (the Investor Warrant). Proceeds from the SPA were received by the Company in January
2023. Per terms of the SPA, if at any time commencing July 1, 2023, the Company issues, sells, or announces for sale, any shares of its
common stock (Subsequent Equity Sale) for a per share price less than the exercise price of the Investor Warrant in effect immediately
prior to such Subsequent Equity Sale, the exercise price of the Investor Warrant shall be reduced to an amount equal to the issuance price
of the Subsequent Equity Sale.
In conjunction with the SPA, the Company issued
34,849 shares of common stock, or approximately 5.3% of the Company’s outstanding shares at the time, to the Investor as an incentive
on the transaction (Incentive Shares). Excluding the above-referenced Investor Warrant, the shares of common stock exercisable pursuant
to such Investor Warrant are not being considered beneficially owned by the Investor until the Investor Warrant is exercisable within
60 days. Total issuance fees of $138,500 associated with the closing of the SPA were paid by the Company to Spartan Capital Securities
LLC and the Investor’s counsel, resulting in net proceeds of $1,011,500. Approximately $163,000 of the loan proceeds were utilized
to repay the outstanding principal and accrued interest under the SBA loan (see above).
The Investor Note will only become convertible
into common stock upon the occurrence of an Event of Default under and as defined in the Investor Note on terms set forth in the Investor
Note. This Investor Note matures and was payable on or before September 30, 2023, and it provided that the Investor may demand prepayment
after March 31, 2023 and before the maturity date, provided that the purchasers of securities in a future public offering by the Company,
as defined in the SPA, who hold the purchased Company securities at the time the prepayment demand, unanimously consent to the prepayment.
The Company granted a security interest in all of its assets to the Investor as collateral for its obligations under the Investor Note
pursuant to a Security Agreement. In addition, the Company’s subsidiaries guaranteed the obligations of the Company under the Investor
Note pursuant to a Subsidiary Guarantee and granted a first lien security interest in all of their assets to the Investor as additional
collateral pursuant to the Security Agreement. All securities sold in the above-described transaction contain certain piggy-back registration
rights after the completion of the Company’s February 2023 Offering. On June 30, 2023, the secured debt was paid in full through
the proceeds of the Company’s June 2023 Offering. See Note 6.
The aforementioned Investor Warrant was deemed
to be an equity-classified derivative instrument with a fair value of $1,526,363 at the date of closing on the SPA, incorporating the
use of the Black-Scholes valuation model, and the Incentive Shares were deemed to have a fair value of $318,863 based on the closing market
price of the Company’s common stock on the day preceding the closing of the Agreement. Per accounting guidance under ASC 815, the
Company recorded the fair values of the Investor Warrant and Incentive Shares based on the relative fair value allocation method, which
allocates fair values as a percentage of total fair value of the debt, Investor Warrant, and Incentive Shares, in proportion to the net
proceeds received (after deducting fees paid to lender) under the Investor Note of $1,150,000. As a result of applying the relative fair
value allocation method, the Investor Warrant was assigned a relative fair value of $586,040 and the Incentive Shares were assigned a
relative fair value of $122,426, at the date of closing on the SPA. The fair values of the Investor Warrant, the Incentive Shares, the
OID of $287,500, and the $138,500 in debt issuance costs paid, were recorded as debt discounts and debt issuance costs totaling $1,134,466.
Amortization associated with the total debt discounts is being recognized using the effective interest method over the term of the Investor
Note, which matured on September 30, 2023. For the six months ended June 30, 2023, $738,142 in amortization on the debt discounts was
recognized as interest expense and is included on the accompanying consolidated statement of operations for the year ended December 31,
2023. The remaining unamortized debt discounts at June 30, 2023 of $396,322 were written off as loss on debt extinguishment as of June
30, 2023, upon full settlement of the Investor Note in conjunction with proceeds received from the June 2023 Public Offering. See Note
6.
Merchant Agreement
In November 2023, the Company entered into an
agreement for the purchase and sale of future receivables (Merchant Agreement) with a financial institution for the sale of future receivables
in exchange for $200,000 in funding (the Purchase Price). The Purchase Price is to be repaid through daily payments representing 10% of
future customer payments on receivables until a total of $272,000 is paid. In connection with the Merchant Agreement, and as additional
consideration, the Company has agreed to issue shares of its Common Stock to the financial institution in an amount equal to 5% of the
Purchase Price. The number of shares issued is equal to 5% of the Purchase Price divided by the average closing per share price of the
common stock for the previous twenty (20) days from the signed date of the Merchant Agreement. Approximately $25,000 in interest expense
has been recognized under the Merchant Agreement for the year ended December 31, 2023. The balance of the Merchant Agreement funding is
expected to be repaid in full during 2024.
Salkind October 2023 Loan
On October 10, 2023, the Company received a $300,000
loan from the Marital Trust GST Subject U/W/O Leopold Salkind (Salkind October 2023 Loan), a related party through the Company’s
Board chair. This unsecured loan has a maturity date of November 30, 2023, with interest at the rate of 15% per annum. The note is payable
in cash on the maturity date; however, the debt holder has the right to convert the loan into restricted common stock at a conversion
price of $0.70 per share or to apply the loan repayment to invest on the terms of any private financing completed by the Company prior
to the maturity date. Exemption from registration for the aforesaid transactions is claimed under Section 4(2) of the Securities Act of
1933, as amended. In November 2023, the Salkind October 2023 Loan principal outstanding of $300,000 plus accrued and unpaid interest,
were converted into shares of the newly designated Series G Preferred Stock. See Note 6.
Following is a summary of debt outstanding at
December 31:
Schedule of debt outstanding | |
| | |
| |
| |
December 31, 2023 | | |
December 31, 2022 | |
Small Business Administration Loan | |
$ | – | | |
$ | 150,000 | |
Merchant Agreement | |
| 168,717 | | |
| – | |
Total Debt | |
| 168,717 | | |
| 150,000 | |
Current portion of debt | |
| 168,717 | | |
| – | |
Long-term portion of debt | |
$ | – | | |
$ | 150,000 | |
|
X |
- References
+ Details
Name: |
us-gaap_DebtDisclosureAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe entire disclosure for long-term debt.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 470 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//470/tableOfContent
+ Details
Name: |
us-gaap_LongTermDebtTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
INCOME TAXES
|
12 Months Ended |
Dec. 31, 2023 |
Income Tax Disclosure [Abstract] |
|
INCOME TAXES |
NOTE 5 – INCOME TAXES
The Company has federal net operating loss carryforwards
(“NOL’s) of approximately $59,080,000 and $53,838,000 at December 31, 2023 and 2022, respectively, which may be available
to reduce future taxable income indefinitely. During the year ended December 31, 2023, the Company recognized $180,000
in income tax benefit as a result of the noncash settlement of an income tax obligation assumed through its 2018 acquisition of Advangelists,
LLC.
The tax effects of temporary differences which
give rise to deferred tax assets are summarized as follows:
Schedule of deferred tax assets | |
| | |
| |
| |
December 31, | |
| |
2023 | | |
2022 | |
Deferred tax assets | |
| | | |
| | |
Net operating losses | |
$ | 14,929,000 | | |
$ | 13,433,000 | |
Accounts receivable | |
| 302,000 | | |
| 286,000 | |
Valuation allowance | |
| (15,097,000 | ) | |
| (13,585,000 | ) |
Net deferred tax assets | |
| 134,000 | | |
| 134,000 | |
| |
| | | |
| | |
Deferred tax liabilities | |
| | | |
| | |
Property and equipment | |
| (134,000 | ) | |
| (134,000 | ) |
Net deferred tax assets | |
$ | – | | |
$ | – | |
The change in the Company’s valuation allowance
was an increase of $1,512,000 and $3,045,000 for the years ended December 31, 2023 and 2022, respectively, primarily related to the increases
in net operating losses.
A reconciliation of the federal statutory rate
to the Company’s effective tax rate is as follows:
Schedule of effective tax rate | |
| | |
| |
| |
Year Ended December 31, | |
| |
2023 | | |
2022 | |
Federal income tax at statutory rates | |
| (21.00% | ) | |
| (21.00% | ) |
Change in deferred tax asset valuation allowance | |
| 25.00% | | |
| 25.00% | |
Other | |
| (4.00% | ) | |
| (4.00% | ) |
Income taxes at effective rates | |
| 0.00% | | |
| 0.00% | |
|
X |
- DefinitionThe entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480990/946-20-50-13
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(h)(2)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//740/tableOfContent
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 14 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-14
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 21 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-21
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 270 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482526/740-270-50-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 17 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-17
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SAB TOPIC 6.I.5.Q1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SAB Topic 11.C) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482603/740-30-50-2
+ Details
Name: |
us-gaap_IncomeTaxDisclosureTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
STOCKHOLDERS’ EQUITY
|
12 Months Ended |
Dec. 31, 2023 |
Equity [Abstract] |
|
STOCKHOLDERS’ EQUITY |
NOTE 6 – STOCKHOLDERS’
EQUITY
On August 7, 2023, the Company effected a 1-for-15
reverse stock split of its common stock, with all fractional common shares rounded up to the nearest whole number. The effects of this
rounding resulted in the issuance of 14,162 additional shares of common stock at the time of the split.
The Company’s authorized capital stock consists
of 105,000,000 shares, comprised of 100,000,000 shares of common stock, per share par value $0.0001, and 5,000,000 shares of preferred
stock, per share par value $0.0001.
Of the 5,000,000 shares of preferred stock authorized,
the Board of Directors has designated the following:
|
· |
1,500,000 shares as Series AA Preferred Stock, none outstanding |
|
· |
1,250,000 shares as Series AAA Preferred Stock, 31,413 shares outstanding |
|
· |
1,250 shares as Series AAAA Preferred Stock, all previously outstanding shares of which have been redeemed or converted |
|
· |
1,500 shares as Series C Preferred Stock, none outstanding |
|
· |
2 shares as Series B Preferred Stock, all previously outstanding shares of which have been redeemed or converted |
|
·
|
70,000 shares as Series E Preferred Stock, 61,688
shares outstanding
|
|
· |
One 1 share of Series F Preferred Stock, none outstanding |
|
· |
300,789 shares of Series G Preferred Stock, none
outstanding |
|
· |
770,000 shares of Series H Preferred Stock, 768,473
outstanding |
Rights Under Preferred Stock
The Company’s classes of preferred stock
include the following provisions:
Optional Conversion Rights of Preferred Stock
| · | Series AA – one share convertible into 3.33 shares of common stock |
| · | Series AAA – one share convertible into 6.67 shares of common stock |
| · | Series C – one share convertible into 6,667 shares of common stock |
| · | Series E – one share at a rate of its Stated Value, as defined, divided by $0.08, convertible commencing
January 31, 2020 |
| · | Series G – one share convertible into shares of common stock at a rate of its Stated Value ($5.00
at December 31, 2023) divided by $0.50 (Series G Conversion Ratio) |
| · | Series H – one share convertible into shares of common stock at a rate of its Stated Value ($2.00
at December 31, 2023) divided by $0.20 (Series H Conversion Ratio) |
Redemption Rights
Series E preferred stock is redeemable at any
time upon 30 days’ written notice by the Company and the shareholders, at a rate of 100% of the Stated Value, as defined.
Warrant Coverage
Series C preferred stock carries 100% warrant
coverage upon preferred stock conversion, warrants exercisable through September 30, 2023, at an exercise price of $60 per share, per
split.
Mandatory Conversion Right
Any outstanding shares of Series G Preferred Stock
shall automatically convert into common stock based on the Series G Conversion Ratio in the event that the closing sales price of the
Company’s common stock for ten (10) consecutive trading days closes over $5.00 per share.
Any outstanding shares of Series H Preferred Stock
shall automatically convert into common stock based on the Series H Conversion Ratio at the earlier of (i) December 31, 2026, or (ii)
at such time as the closing sale price of the Company’s common stock exceeds $2.00 per share for ten (10) consecutive trading days.
Mandatory Dividend
Commencing after the later of (i) the first day
of the calendar month after the month in which the Series G share are issued or (ii) January 2, 2024, the holders of outstanding shares
of Series G Preferred Stock shall receive a monthly dividend of 20% of the Stated Value per share. The dividend shall be paid at the election
of the majority holder of the Series G Preferred Stock in cash or in common stock.
Commencing January 2, 2024, the holders of outstanding
shares of Series H Preferred Stock shall receive a monthly dividend of 1% of the Stated Value per share. The dividend shall be paid at
the election of the majority holder of the Series H Preferred Stock in cash or in common stock. If the election is for cash payment, the
Company has the right to deliver a one-year secured note bearing interest at the rate of 15% per annum in lieu of paying cash.
Liquidation Preference
The Series G and Series H Preferred Stock have
a liquidation preference of the Stated Value per share plus accrued and unpaid dividends.
Shares Issued for Services
In March 2022, the Company entered into a consulting
agreement with John Columbia, Inc. to provide business advisory services. As compensation under the agreement, the Company issued 3,333
shares of common stock, fair valued at $25.35 per share, for a total of $84,500 in exchange for services rendered, as well as monthly
payments of $20,000 over the term of the agreement, recognized as general and administrative services on the accompanying consolidated
statement of operations.
On October 6, 2023, the Company entered into a
one-year consulting contract with Mr. Gene Salkind, its Chairman of the Board, to provide business consulting services to the Company.
Mr. Salkind received 150,000 shares of restricted common stock, valued at $103,500, in consideration for his services under this agreement.
In December 2023,
the Company entered into a one-year consulting contract with an unrelated party. In accordance with said contract, the consultant
received a signing bonus of $25,000
in cash, 100,000
shares of restricted common stock valued at $14,000,
and warrants to purchase 200,000
shares of common stock, exercisable over a 3 three-year period at $0.20 per share, valued at $25,000. In addition, the consultant is
to receive monthly cash payments of $12,500 over the term of the agreement. The total value of the signing bonus, shares of
restricted common stock, and warrants, totaling $64,000, was recorded as a prepaid asset on the accompanying consolidated balance
sheet and is being amortized through general and administrative expenses over the one-year term of the agreement. As of the year
ended December 31, 2023, the Company recognized $3,690 of expense associated with amortization of the prepaid asset with $60,310
remaining unamortized at December 31, 2023.
Common Stock Issued Upon Conversion of Debt
During 2022, a total of
$2,562,500 of related party Convertible Notes principal outstanding was converted into a total of 118,422 shares of common stock at conversion
prices of $18.75 and $22.50 per share under two individual conversions. The conversions resulted in the Company recognizing $855,296 in
loss on debt extinguishment and additional paid-in capital as a result of 59,211 additional common stock warrants issued by the Company
upon conversion of the debt and the reduction of the conversion price.
During 2022, the remaining
$250,000 in outstanding principal under the Convertible Notes was converted into 6,807 shares of common stock at conversion prices of
$30.00 and $60.00 per share under four individual conversions. Conversion of $150,000 in such principal was considered an inducement transaction
under U.S. GAAP resulting in the recording of additional $101,000 in inducement expense and additional paid-in capital. The balance of
$100,000 in debt principal, plus $8,425 in accrued interest, was converted during 2022 into 1,807 shares of common stock at the conversion
rate of $60.00 per share. Therefore, the $108,425 of principal and accrued interest was reclassified to stockholders’ equity upon
conversion.
Common Stock Issued in Conjunction with Debt Issuance
On December 30, 2022, the Company and Walleye
Opportunities Master Fund Ltd, a Cayman Islands company (the Investor), entered into a Securities Purchase Agreement (the Agreement) for
the Investor to purchase from the Company (i) a senior secured 20% original issue discount (OID) nine-month promissory note in an aggregate
gross principal amount of $1,437,500, less the 20% OID of $287,500, for a net subscription amount of $1,150,000 (the Investor Note), and
(ii) a five year warrant to purchase 174,242 shares of the Company’s common stock at an exercise price of $6.60 per share, exercisable
commencing July 1, 2023 and expiring December 30, 2027 (the Investor Warrant). Proceeds from the Agreement were received by the Company
in January 2023.
In conjunction with the Agreement, the Company
issued 34,849 shares of common stock, or approximately 5.3% of the Company’s outstanding shares at that time, to the Investor as
an incentive on the transaction (Incentive Shares). Excluding the above referenced Investor Warrant, the shares of Common Stock exercisable
pursuant to such Investor Warrant are not being considered beneficially owned by the Investor until the Investor Warrant is exercisable
within 60 days. Total issuance fees of $138,500 associated with the closing of the Agreement were paid by the Company to Spartan Capital
Securities LLC and the Investor’s counsel, resulting in net proceeds of $1,011,500. Approximately $163,000 of the loan proceeds
were utilized to repay the outstanding principal and accrued interest under an SBA loan.
The Investor Note will only become
convertible into common stock upon the occurrence of an Event of Default under and as defined in the Investor Note on terms set
forth in the Investor Note. This Investor Note matures and is payable on or before September 30, 2023, and it provides that the
Investor may demand prepayment after March 31, 2023, and before the maturity date, provided that the purchasers of securities in a
future public offering by the Company, as defined in the Agreement, who hold the purchased Company securities at the time the
prepayment demand, unanimously consent to the prepayment. The Company granted a security interest in all of its assets to the
Investor as collateral for its obligations under the Investor Note pursuant to a Security Agreement. In addition, the
Company’s subsidiaries guaranteed the obligations of the Company under the Investor Note pursuant to a Subsidiary Guarantee
and granted a first lien security interest in all their assets to the Investor as additional collateral pursuant to the Security
Agreement. All securities sold in the above-described transaction contain certain piggy-back registration rights after the
completion of our February 2023 Offering (see Note 6 to the consolidated financial statements). As of June 30, 2023, the secured
debt was paid in full through the proceeds of our June 2023 Offering.
The aforementioned Investor Warrant was deemed
to be an equity-classified derivative instrument with a fair value of $1,526,363 at the date of closing on the Agreement, incorporating
the use of the Black-Scholes valuation model, and the Incentive Shares were deemed to have a fair value of $318,863 based on the closing
market price of the Company’s common stock on the day preceding the closing of the Agreement. Per accounting guidance under ASC
815, the Company recorded the fair values of the Investor Warrant and Incentive Shares based on the relative fair value allocation method,
which allocates fair values as a percentage of total fair value of the debt, Investor Warrant, and Incentive Shares, in proportion to
the net proceeds received under the Investor Note of $1,150,000. As a result of applying the relative fair value allocation method, the
Investor Warrant was assigned a relative fair value of $586,040 and the Incentive Shares were assigned a relative fair value of $122,426,
at the date of closing on the Agreement. Amortization associated with the total debt discounts is being recognized using the effective
interest method over the term of the Investor Note, which matured on September 30, 2023. For the quarter ended June 30, 2023, $377,149
in amortization on the debt discounts was recognized as interest expense on the accompanying condensed consolidated statement of operations,
and the remaining unamortized debt discounts of $396,322 were written off as loss on debt extinguishment upon full settlement of the Investor
Note in conjunction with proceeds received from the June 2023 Offering.
Common Stock Issued for Cash
During the year ended December 31, 2022, the Company
issued 61,497 shares of common stock at $18.75 per share for total cash proceeds of $1,187,500 under thirteen individual stock subscription
agreements.
February 2023 Public Offering
On February 13, 2023, the Company entered into
an underwriting agreement (the Underwriting Agreement) with Spartan Capital Securities, LLC (the Underwriter) relating to a public offering
of 251,842 shares of common stock and pre-funded warrants to purchase 285,792 shares of common stock (the Shares), for net proceeds of
$3,207,500 (the February 2023 Offering). In conjunction with the February 2023 Offering, which closed on February 16, 2023, the investors
also received other Warrants to purchase 806,452 shares of common stock (Series 2023 Warrants) on a cash basis or up to 403,226 shares
on a cashless basis. The offered Shares were priced at $6.975 per combination of one share of common stock or one pre-funded warrant,
accompanied by one Series 2023 Warrant.
Each pre-funded warrant is exercisable at any
time, until fully exercised, to purchase one share of common stock at an exercise price of $0.0015 per share. Each Series 2023 Warrant
is exercisable for five years to purchase 0.1 share of common stock at a cash exercise price of $6.975 per warrant share. The Series 2023
Warrants contain an alternative cashless exercise provision permitting the holder to acquire 0.05 share of common stock for every 0.1
warrant share any time after the earlier of (i) 30 days following the initial exercise date of February 14, 2023, and (ii) the date on
which the aggregate trading volume of the Company’s common stock, beginning on the initial exercise date of the Series 2023 Warrants,
exceeds 2,419,355 shares. Additionally, the exercise price of both the pre-funded warrants and the Series 2023 Warrants are subject to
customary adjustments for stock splits, stock dividends, reclassifications and the like.
Pursuant to the terms of the Underwriter agreement,
and as partial consideration to the Underwriter, the Company issued a warrant for the purchase of 26,882 shares of common stock, exercisable
from February 14, 2023, through February 14, 2028, at an initial exercise price of $7.6725 per share. This warrant was cancelled by the
underwriter on or about June 30, 2023, in connection with the completion of the June 2023 public offering described below. The Company
also granted the Underwriter a 45-day option to purchase up to an additional 80,645 shares and/or pre-funded warrants in lieu of shares
and accompanying Series 2023 Warrants to purchase 120,968 shares at the public offering price less the underwriting discounts and commissions,
to cover over-allotments, if any. No additional shares or pre-funded warrants were purchased by the Underwriter. The Company paid a cash
fee to the Underwriter equal to 8% of the gross proceeds raised in the February 2023 Offering, plus a reimbursement of Underwriter fees
totaling $242,500.
Between the closing of the February 2023 Offering
and June 30, 2023, investors holding pre-funded warrants converted all their pre-funded warrants into 285,792 shares of common stock and
elected the alternative cashless exercise provision for the Series 2023 Warrants, resulting in the issuance of 403,226 shares of common
stock. As of June 30, 2023, all the aforementioned pre-funded warrants and 2023 Warrants were exercised.
June 2023 Public Offering
On June 30, 2023, Mobiquity Technologies, Inc.
closed on a public offering selling an aggregate of 375,000 shares of common stock (and 1,625,000 common stock equivalents in the form
of pre-funded warrants to purchase 1,625,000 common shares) to investors pursuant to Securities Purchase Agreements at a public offering
price of $1.50 per share (or $1.4985 per pre-funded warrant) (the June 2023 Offering), for total gross proceeds of $3,000,000. Placement
agent fees and other offering costs totaled $472,001 and were recorded net of gross proceeds in the Company’s consolidated statement
of stockholders’ equity during the quarter ended June 30, 2023. Each pre-funded warrant is exercisable at any time to purchase one
share of common stock at an exercise price of $0.0015 per share. Additionally, the exercise price of pre-funded warrants is subject to
customary adjustments for stock splits, stock dividends, reclassifications and the like. Spartan Capital Securities, LLC acted as the
Company’s exclusive placement agent of the June 2023 Offering pursuant to a Placement Agent Agreement. The net proceeds to the Company
from the sale of the shares and pre-funded warrants, after deducting the Placement Agent commissions and offering expenses payable by
the Company, was approximately $2,528,000. The Company used $1,437,500 of the proceeds received from the June 2023 Offering to fully satisfy
its Senior Secured 20% OID Promissory Note to Walleye Opportunities Master Fund Ltd. See Note 4 to the consolidated financial statements.
The Company plans to use the remaining funds for working capital. In July 2023, the Company also issued 478,334 shares of common stock
upon exercise of 478,334 pre-funded warrants, increasing the number of outstanding common shares to 2,588,333.
Other 2023 Stock Transactions
In April 2023, the Board of Directors or the Compensation
Committee of the Company’s Board of Directors approved the following transactions:
|
· |
Grant of 6,667 shares of restricted common stock to Gene Salkind, Chairman of the Board, for services previously rendered, based on a per share value of $2.505. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 3,333 shares of restricted common stock each to the Company’s CEO and another member of the Board of Directors for services as directors of the Company. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Grant of 2,000 shares of common stock to Mr. Salkind as payment for accrued and unpaid interest of approximately $5,000 based on a per share value of $2.505. |
|
· |
Grant of 4,791 shares of restricted common stock to the Company’s legal counsel as payment for accrued and unpaid services valued at $12,000 and $2.505 per share. Such shares are restricted from transfer until February 13, 2024. |
|
· |
Issuance of a total of 31,891
shares of restricted common stock at a per share value of $2.52
as payment and full settlement of outstanding accounts payable with a total carrying amount of $80,411. |
Share prices used in the above transaction were
based on the market price of the Company’s common stock on the consummation dates of the transactions.
Salkind October 2023 Loan Conversion and
Series G Preferred Stock Issuance
Effective November 7,
2023, Mr. Gene Salkind and parties associated with him (the “Series G Preferred Shareholders”), invested $1,503,495 into the
Company’s newly created Series G Preferred Stock, formalized through three Subscription Agreements for the sale of a combined 300,789
shares of Series G Preferred Stock for total cash proceeds of $1,200,000, plus the conversion of $300,000 in principal and $3,495 in accrued
interest from the Salkind October 2023 Loan (see Note 4). Each share of the Series G Preferred Stock is convertible by the Series G Preferred
Shareholders at any time after issuance into ten (10) shares of the Company’s Common Stock, or $0.50 per Common Share (Series G
Conversion Ratio). The Series G Preferred Stock will automatically convert at the same Series G Conversion Ratio upon the Company’s
Common Stock reporting of a closing sales price over $5.00 per share for ten (10) consecutive trading days. The Company did not pay any
commissions or other compensation to any third party in connection with the transactions reported herein. Exemption from registration
is claimed under section 4(2) of the Securities Act of 1933, as amended.
Series H Preferred
Stock Issuances
On December 18,
2023, the Series G Preferred Shareholders agreed to exchange all 300,789 of
the Series G Preferred Stock into 751,730 shares
of the Company’s newly created Series H Preferred Stock. Also our legal counsel agreed to exchange $33,000
of monies owed to the law firm for 16,500 shares
of Series H Preferred Stock. Each share of the Series H Preferred Stock is convertible at any time
after issuance into ten (10) shares of the Company’s Common Stock, or $0.20 per
Common Share (Series H Conversion Ratio). The Series H Preferred Stock will automatically convert at the same Series H Conversion
Ratio upon the Company’s Common Stock reporting of a closing sales price over $2.00 per
share for ten (10) consecutive trading days or on December 31, 2026, whichever is earlier. The Company did not pay any commissions
or other compensation to any third party in connection with the transactions reported herein. Exemption from registration is claimed
under section 3(a)(9) of the Securities Act of 1933, as amended.
|
X |
- References
+ Details
Name: |
us-gaap_EquityAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe entire disclosure for equity.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 14 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-14
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 235 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481062/946-235-50-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 235 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481062/946-235-50-2
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 505 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481004/946-505-50-6
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480237/815-40-50-6
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(e)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//505/tableOfContent
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (g) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 14 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-14
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 14 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-14
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 16 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-16
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 18 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-18
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 18 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-18
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 18 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-18
+ Details
Name: |
us-gaap_StockholdersEquityNoteDisclosureTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
STOCK OPTION PLANS AND WARRANTS
|
12 Months Ended |
Dec. 31, 2023 |
Share-Based Payment Arrangement [Abstract] |
|
STOCK OPTION PLANS AND WARRANTS |
NOTE 7 – STOCK OPTION PLANS AND WARRANTS
During Fiscal 2005, the Company established, and
the stockholders approved, an Employee Benefit and Consulting Services Compensation Plan (the “2005 Plan”) for the granting
of up to 334 non-statutory and incentive stock options and stock awards to directors, officers, consultants and key employees of the Company.
On June 9, 2005, the Board of Directors amended the Plan to increase the number of stock options and awards to be granted under the Plan
to 667 shares. During Fiscal 2009, the Company established a plan of long-term stock-based compensation incentives for selected Eligible
Participants of the Company covering 667 shares. This plan was adopted by the Board of Directors and approved by stockholders in October
2009 (the “2009 Plan”). In September 2013, the Company’s stockholders approved an increase in the number of shares covered
by the 2009 Plan to 1,667 shares. In the first quarter of 2016, the Board approved, and stockholders ratified a 2016 Employee Benefit
and Consulting Services Compensation Plan covering 1,667 shares (the “2016 Plan”) and approved moving all options which exceeded
the 2009 Plan limits to the 2016 Plan. In December 2018, the Board of Directors adopted and in February 2019 the stockholders ratified
the 2018 Employee Benefit and Consulting Services Compensation Plan covering 5,000 shares (the “2018 Plan”). On April 2, 2019,
the Board approved the “2019 Plan” identical to the 2018 Plan, except that the 2019 Plan covers 10,000 shares. The 2019 Plan
required stockholder approval by April 2, 2020, to be able to grant incentive stock options under the 2019 Plan. On October 13, 2021,
the Board approved the “2021 Plan” identical to the 2018 Plan, except that the 2021 Plan covers 73,334 shares. The 2021 Plan
required stockholder approval by October 13, 2022, to be able to grant incentive stock options under the 2021 Plan. On April 17, 2023,
the Board approved an Equity Participation Plan similar to the Plans described herein, except that this Plan also provides for the grant
of Restricted Unit Awards (the “2023 EP Plan”). Under the 2023 EP Plan, which was approved by stockholders on May 15, 2023,
a maximum of 166,667 shares may be granted under the 2023 EP Plan. On December 19, 2023, the Board approved the 2023 Plan identical to
the 2018 Plan, except that the 2023 Plan covers 2,000,000 shares. The 2005 Plan, 2009 Plan, 2016 Plan, 2018 Plan, 2019 Plan, 2021 Plan,
the 2023 EP Plan, and 2023 Plan are collectively referred to as the “Plans.”
In March of 2022, Anne S. Provost was elected
to the board of directors and was granted 1,667 options from the Company’s 2021 Plan with immediate vesting, at an exercise price
of $68.55, and expiration of December 2031.
In April of 2022 and April 2023, Dean Julia
was granted 833
options each year from the Company’s 2021 Plan with immediate vesting, at an exercise price of $23.25
and $3.30
and expiration of April 2031 and April 2032, respectively.
In March and April 2023, Nate Knight and Byron
Booker were each granted 1,667 options from the Company’s 2021 Plan with immediate vesting, at an exercise price of $3.30, and expiration
of March 2028 and April 2028, respectively.
On December 19,
2023, the board approved, under the 2023 Plan, granting five-year Non-Statutory Stock Options to purchase 1,800,000
shares of common stock, immediately exercisable at $0.20
per share to various officers, directors, employees and consultants. Exemption from registration is claimed under section 4(2) of
the Securities Act of 1933, as amended.
All stock options under the Plans are granted
at or above the fair market value of the common stock at the grant date. Employee and non-employee stock options vest over varying periods
and generally expire either 5 or 10 years from the grant date. The fair value of options at the date of grant was estimated using the
Black-Scholes option pricing model. For option grants, the Company will take into consideration payments subject to the provisions
of ASC 718 Stock Compensation. The weighted average assumptions made in calculating the fair values of options granted during fiscal
2023 and 2022 are as follows:
Schedule of assumptions used |
|
|
|
|
|
|
|
|
Year Ended
December 31 |
|
|
|
2023 |
|
|
2022 |
|
Expected volatility |
|
|
165% -229% |
|
|
|
194% |
|
Expected dividend yield |
|
|
– |
|
|
|
– |
|
Risk-free interest rate |
|
|
3.43% – 4.15% |
|
|
|
2.14% -2.55% |
|
Expected term (in years) |
|
|
5.00 – 10.00 |
|
|
|
6.75 |
|
Schedule of options outstanding | |
| | |
| | |
| | |
| |
| |
Share | | |
Weighted Average Exercise Price | | |
Weighted Average Remaining Contractual Term (Years) | | |
Aggregate Intrinsic Value | |
Outstanding, January 1, 2022 | |
| 76,439 | | |
$ | 250.35 | | |
| 8.39 | | |
$ | – | |
Granted | |
| 2,500 | | |
$ | 53.40 | | |
| 8.72 | | |
$ | – | |
Cancelled & expired | |
| (713 | ) | |
$ | 326.55 | | |
| – | | |
$ | – | |
Outstanding, December 31, 2022 | |
| 78,226 | | |
$ | 243.30 | | |
| 7.44 | | |
$ | – | |
| |
| | | |
| | | |
| | | |
| | |
Granted | |
| 1,804,167 | | |
$ | 0.21 | | |
| 4.97 | | |
$ | – | |
Cancelled & expired | |
| (6,118 | ) | |
$ | – | | |
| – | | |
$ | – | |
Outstanding, December 31, 2023 | |
| 1,876,275 | | |
$ | 9.11 | | |
| 5.05 | | |
$ | 252,000 | |
Options exercisable, December 31, 2023 | |
| 1,876,270 | | |
$ | 9.12 | | |
| 5.05 | | |
$ | 252,000 | |
The weighted-average grant-date fair value of
options granted during fiscal 2023, was $0.21.
The aggregate intrinsic value of options outstanding
and options exercisable on December 31, 2023, is calculated as the difference between the exercise price of the underlying options and
the market price of the Company’s common stock for the shares that had exercise prices lower than the $0.34 closing price of the Company’s
common stock on December 31, 2023. Stock-based compensation expense related to stock options was $306,929 and $83,605 for the fiscal years
ended December 31, 2023, and 2022, respectively, and is included in general and administrative expenses on the accompanying consolidated
statements of operations.
As of December 31, 2023, the unamortized compensation
cost related to unvested stock option awards is $1,176, with $936 and $240 expected to be recognized during fiscal 2024 and 2025, respectively.
Warrants
During fiscal 2022, the Company issued 59,211
warrants in connection with the conversion of secured convertible notes to a related party, with an exercise price of $60.00
per share, immediately exercisable through September 2029. In addition, a total of 1,000 common stock warrants were issued
to a contractor throughout 2022 under a service agreement.
During the fiscal year ended December 31, 2023,
the Company issued a total of 2,849,551 common stock warrants. Total warrant shares issued included 174,242 shares issued in July 2023
in connection with the 20% OID Promissory note (see Note 4) which are exercisable commencing July 1, 2023, through December 30, 2027.
In February 2023, 850,308 warrant shares were issued in connection with the February 2023 Public Offering, including 285,792 of pre-funded
warrants (see Note 6) with a five-year contractual term, expiring February 14, 2028. On June 30, 2023, an additional 1,625,000 pre-funded
warrants were issued with a five-year term in connection with the June 2023 Public Offering. During July 2023, 478,333 pre-funded warrants
issued under the June 2023 Public Offering were exercised. In December 2023, the Company entered into a one-year consulting contract with
an unrelated party. In accordance with said contract, the consultant received warrants to purchase 200,000 shares of common stock, exercisable
over a three-year period at $0.20 per share.
The weighted average assumptions made in calculating
the fair value of warrants granted during the years ended December 31, 2023 and 2022, are as follows:
Schedule of warrant assumptions |
|
|
|
|
|
|
|
|
|
|
Year Ended
December 31, |
|
|
|
2023 |
|
|
2022 |
|
Expected volatility |
|
|
277% |
|
|
|
163% - 198% |
|
Expected dividend yield |
|
|
– |
|
|
|
– |
|
Risk-free interest rate |
|
|
4.71% |
|
|
|
1.62% – 4.25% |
|
Expected term (in years) |
|
|
1.50 |
|
|
|
3.00 – 5.00 |
|
Schedule of warrants outstanding | |
| | |
| | |
| | |
| |
| |
Shares | | |
Weighted Average Exercise Price | | |
Weighted Average Remaining
Contractual Term (Years) | | |
Aggregate Intrinsic Value | |
Outstanding, January 1, 2022 | |
| 253,348 | | |
$ | 227.85 | | |
| 4.68 | | |
$ | – | |
Granted | |
| 60,211 | | |
$ | 60.15 | | |
| 8.61 | | |
$ | – | |
Cancelled
& expired | |
| (1,305 | ) | |
$ | 340.95 | | |
| – | | |
$ | – | |
Outstanding, December 31, 2022 | |
| 312,254 | | |
$ | 195.15 | | |
| 4.73 | | |
$ | – | |
| |
| | | |
| | | |
| | | |
| | |
Granted | |
| 2849,551 | | |
$ | 3.36 | | |
| 4.25 | | |
$ | – | |
Exercised* | |
| (2,448,427 | ) | |
$ | 3.36 | | |
| – | | |
$ | – | |
Expired | |
| (60,019 | ) | |
$ | – | | |
| – | | |
$ | – | |
Outstanding, December 31, 2023 | |
| 653,358 | | |
$ | 58.54 | | |
| 4.20 | | |
$ | 28,000 | |
Warrants exercisable, December 31, 2023 | |
| 653,358 | | |
$ | 58.54 | | |
| 4.20 | | |
$ | 28,000 | |
* |
Includes 285,792 of pre-funded warrants with a purchase price of $6.98 per share, paid upon grant of warrants in February 2023 and 478,333 of pre-funded warrants with a purchase price of $1.50 per share, paid upon grant of warrant in June 2023. Also includes warrants exercised under a cashless exercise provision resulting in the issuance of 537,634 common shares. |
|
X |
- DefinitionThe entire disclosure for share-based payment arrangement.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//718/tableOfContent
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (l) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
EARNINGS (LOSS) PER SHARE
|
12 Months Ended |
Dec. 31, 2023 |
Earnings Per Share [Abstract] |
|
EARNINGS (LOSS) PER SHARE |
NOTE 8 – EARNINGS (LOSS) PER SHARE
Pursuant to ASC 260, Earnings Per Share, basic
earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding
for the periods presented.
Diluted earnings (loss) per share is computed
by dividing net income (loss) by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive
securities outstanding during the period. Potentially dilutive common shares may consist of common stock issuable for stock options and
warrants (using the treasury stock method), convertible notes and common stock issuable. These common stock equivalents may be dilutive
in the future. In the event of a net loss, diluted loss per share is the same as basic loss per share since the effect of the potential
common stock equivalents upon conversion would be anti-dilutive.
The following potentially dilutive equity securities
outstanding as of December 31, 2023 and 2022 are as follows:
Schedule of anti dilutive securities | |
| | |
| |
| |
December 31, 2023 | | |
December 31, 2022 | |
Convertible notes payable and accrued interest | |
| – | | |
| 3,926 | |
Stock options | |
| 1,876,275 | | |
| 78,226 | |
Warrants | |
| 653,358 | | |
| 312,254 | |
Series AAA preferred stock | |
| 209,525 | | |
| – | |
Series H preferred stock | |
| 7,684,730 | | |
| – | |
Total common stock equivalents | |
| 10,423,888 | | |
| 394,406 | |
|
X |
- References
+ Details
Name: |
us-gaap_EarningsPerShareAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe entire disclosure for earnings per share.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//260/tableOfContent
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-3
+ Details
Name: |
us-gaap_EarningsPerShareTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
COMMITMENTS AND CONTINGENCIES
|
12 Months Ended |
Dec. 31, 2023 |
Commitments and Contingencies Disclosure [Abstract] |
|
COMMITMENTS AND CONTINGENCIES |
NOTE 9 – COMMITMENTS AND
CONTINGENCIES
Litigation
Michael Trepeta, a former Co-CEO and director
of the Company, filed a lawsuit against the Company and its subsidiary, Mobiquity Networks in April 2023 in the New York State Supreme
Court, Nassau County. The claims stem from a Separation Agreement and Release that Mr. Trepeta and the Company entered into six years
ago in April 2017 which terminated Mr. Trepeta’ s employment agreement and discontinued his employment and directorship with the
Company, among other things, by mutual agreement. Mr. Trepeta also gave the Company a release in the Separation Agreement and Release.
Mr. Trepeta has claimed that the Company fraudulently induced him to enter into the Separation Agreement and Release; that the Company
breached Mr. Trepeta’ s employment agreement; and that the Company breached its covenant of good faith and fair dealing and its
fiduciary duty. Mr. Trepeta is claiming not less than $2.5 Million in damages. Based on the Company’s initial internal review of
the situation, the Company believes the claims lack merit and it intends to vigorously defend same. In December 2023, the Company was
notified that its motion to dismiss Mr. Trepeta’s action was granted but Mr. Trepeta has filed a notice of appeal. Due to uncertainties
inherent in litigation, the Company cannot predict the outcome of this matter at this time.
|
X |
- References
+ Details
Name: |
us-gaap_CommitmentsAndContingenciesDisclosureAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe entire disclosure for commitments and contingencies.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 440 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482648/440-10-50-4
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 450 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//450/tableOfContent
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 954 -SubTopic 440 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480327/954-440-50-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 440 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482648/440-10-50-4
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 440 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//440/tableOfContent
+ Details
Name: |
us-gaap_CommitmentsAndContingenciesDisclosureTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
SUBSEQUENT EVENTS
|
12 Months Ended |
Dec. 31, 2023 |
Subsequent Events [Abstract] |
|
SUBSEQUENT EVENTS |
NOTE 10 – SUBSEQUENT EVENTS
Issuance of Common Stock for Settlement of Liabilities
In January 2024, the Company issued 100,000 shares
of its common stock in full settlement of vendor liabilities outstanding at an amount equal to approximately $50,000. In March 2024, the
Company issued 18,000 shares of its common stock in settlement of an outstanding vendor liabilities at an amount equal to $12,000 stock
at per share prices ranging from $0.50 to $1.00.
Merchant Agreement
In February 2024, the Company entered into an
agreement for the purchase and sale of future receivables (Merchant Agreement) with a financial institution for the sale of future receivables
in exchange for $150,000 in funding (the Purchase Price). The Purchase Price is to be repaid through daily payments representing 10% of
future customer payments on receivables until a total of approximately $179,000 is paid. In connection with the Merchant Agreement, and
as additional consideration, the Company has agreed to issue shares of its Common Stock to the financial institution in an amount equal
to 5% of the Purchase Price. The number of shares issued is equal to 5% of the Purchase Price divided by the average closing per share
price of the common stock for the previous twenty (20) days from the signed date of the Merchant Agreement. The balance of the Merchant
Agreement funding is expected to be repaid in full during 2024.
Promissory Notes
In February 2024, Dr. Salkind, Board Chair, loaned
the Company $150,000 of short-term debt financing for working capital. The loan is payable on demand.
On March 13, 2024, the Company issued a promissory
note in the principal amount of $126,500 with an Original Issue Discount of $16,500. Interest is charged on the principal at 14% upon
issuance of the promissory note, totaling $17,710, and is payable, along with principal, in five individual payments commencing September
15, 2024 through the maturity date of January 15, 2025.
Solely upon an event of default, and at the option
of the holder of the promissory note, all amounts outstanding under the promissory note become convertible into shares of the Company’s
common stock, at a conversion price equal to 65% of the lowest trading price of the Company’s common stock during the ten trading
days prior to the conversion date. In the event of default, the note shall become due and payable at 150% of the outstanding principal
amount of the note plus accrued and unpaid interest, plus any other amounts owed under the note.
Issuance of Common Stock for Cash
Between January and March 2024, the Company raised a total of $365,000
in cash from various accredited investors in conjunction with common stock subscription agreements, resulting in the issuance of a total
of 1,053,334 shares at per share prices ranging from $0.30 to $0.60.
|
X |
- References
+ Details
Name: |
us-gaap_SubsequentEventsAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//855/tableOfContent
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483399/855-10-50-2
+ Details
Name: |
us-gaap_SubsequentEventsTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
|
12 Months Ended |
Dec. 31, 2023 |
Accounting Policies [Abstract] |
|
Principles of Consolidation |
Principles of Consolidation
These consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and include the accounts
of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated.
|
Business Segments and Concentrations |
Business Segments and Concentrations
The Company uses the “management approach”
to identify its reportable segments. The management approach requires companies to report segment financial information consistent with
information used by management for making operating decisions and assessing performance as the basis for identifying the Company’s
reportable segments. The Company manages its business as a single reporting segment.
Customers in the United States accounted for 100%
of our revenues. We do not have any property or equipment outside of the United States.
|
Use of Estimates |
Use of Estimates
Preparing financial statements in conformity with
U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of Company assets and liabilities, including
the allowance for credit losses, stock-based compensation, the deferred tax asset valuation allowance, and the disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period.
Actual results could differ from those estimates.
|
Risks and Uncertainties |
Risks and Uncertainties
The Company operates in an industry that is subject
to intense competition and changes in consumer demand. The Company’s operations are subject to significant risk and uncertainties
including financial and operational risks and the potential of overall business failure.
The Company has experienced, and in the future
expects to continue to experience, variability in sales and net earnings. The factors expected to contribute to this variability include,
among others, (i) the cyclical nature of the industry, (ii) general economic conditions in the various local markets in which the Company
competes, including a potential general downturn in the economy, and (iii) the volatility of prices in connection with the Company’s
service offerings. These factors, among others, make it difficult to project the Company’s operating results on a consistent basis.
|
Fair Value of Financial Instruments |
Fair Value of Financial Instruments
The Company accounts for financial instruments
at fair value, which as is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (exit
price) in an orderly transaction between market participants at the measurement date. The valuation techniques are based on observable
and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect
certain market assumptions. There are three levels of inputs that may be used to measure fair value:
|
· |
Level 1—Valuation based on quoted market prices in active markets that the Company can access for identical assets or liabilities; |
|
|
|
|
· |
Level 2—Valuation based on quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability; and |
|
|
|
|
· |
Level 3—Valuation based on unobservable inputs that are supported by little or no market activity, which require management’s best estimate of what market participants would use as fair value. |
Fair value estimates discussed herein are based
upon certain market assumptions and pertinent information available to management.
The respective carrying value of certain on-balance-sheet
financial instruments approximated their fair value. These financial instruments include accounts receivable, accounts payable and accrued
expenses, and contract liabilities. At December 31, 2023 and December 31, 2022, the carrying amounts of these financial instruments approximated
their fair values due to the short-term nature of these instruments. The fair value of the Company’s long-term debt approximates
its carrying value based on current financing rates available to the Company.
The Company does not have any other financial
or non-financial assets or liabilities that would be characterized as Level 1, Level 2, or Level 3 instruments.
|
Cash and Cash Equivalents and Concentrations of Risk |
Cash and Cash Equivalents and Concentrations
of Risk
For purposes of presentation in the consolidated
statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less at the purchase
date and money market accounts to be cash equivalents.
At December 31, 2023 and December 31, 2022, the
Company did not have any cash equivalents.
The Company is exposed to credit risk on its cash
in the event of default by the financial institutions to the extent account balances exceed the amount insured by the FDIC, which is $250,000.
At December 31, 2023 and December 31, 2022, the Company did not experience any losses on cash balances in excess of FDIC insured limits.
Any loss incurred or a lack of access to funds could have a significant impact on the Company’s consolidated financial condition,
results of operations, and cash flows.
For fiscal 2023 and 2022, sales of our products
to two customers and one customer generated approximately 73% and 39% of our revenues, respectively. Our contracts with our customers
generally do not obligate them to a specified term and they can generally terminate their relationship with us at any time with a minimal
amount of notice. The loss of one of these customers could have a material adverse effect on our results of operations and financial condition.
|
Accounts Receivable |
Accounts Receivable
Effective January 1, 2023, the Company adopted
Accounting Standards Update (ASU) 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments
(Topic 326), which significantly change how entities measure credit losses for most financial assets and certain other instruments
that are not measured at fair value through net income. The most significant change in this standard is a shift from the incurred loss
model to the expected loss model. Under the standard, disclosures are required to provide users of the consolidated financial statements
with useful information in analyzing an entity’s exposure to credit risk and the measurement of credit losses. Financial assets
held by the Company that are subject to the guidance in Topic 326 were trade accounts receivable. The impact of the adoption was not considered
material to the consolidated financial statements.
Accounts receivable represent customer obligations
under normal trade terms and are stated at the amount management expects to collect from outstanding customer balances. Credit is extended
to customers based on an evaluation of their financial condition and other factors. Interest is not accrued on overdue accounts receivable.
The Company does not require collateral. Five and six of our customers combined accounted for approximately 61% and 42% of outstanding
accounts receivable at December 31, 2023 and 2022, respectively.
The Company had net accounts receivable, net,
of $34,628, $340,935, and $388,112 at December 31, 2023, December 31, 2022, and January 1, 2022, respectively.
Management periodically assesses the Company’s
accounts receivable and, if necessary, establishes an allowance for credit losses. The Company provides its allowance for credit losses
based upon a review of the outstanding accounts receivable, historical collection information and existing economic conditions. Accounts
determined to be uncollectible losses are charged to operations when that determination is made.
The allowance for credit losses for accounts receivable
and the related activity, for the year ended December 31, 2023, are as follows:
Schedule of allowance for credit losses for accounts receivable
activity | |
|
| |
Balance, December 31, 2022 | |
$ | 1,091,244 | |
Provision for credit losses | |
| 66,666 | |
Balance, December 31, 2023 | |
$ | 1,157,910 | |
Bad debt expense (recovery) is recorded as a component
of general and administrative expenses in the accompanying consolidated statements of operations.
|
Impairment of Long-lived Assets |
Impairment of Long-lived Assets
Management evaluates the recoverability of the
Company’s identifiable intangible assets and other long-lived assets when events or circumstances indicate a potential impairment
exists, in accordance with the provisions of ASC 360-10-35-15“Impairment or Disposal of Long-Lived Assets.” Events
and circumstances considered by the Company in determining whether the carrying value of identifiable intangible assets and other long-lived
assets may not be recoverable include but are not limited to significant changes in performance relative to expected operating results;
significant changes in the use of the assets; significant negative industry or economic trends; and changes in the Company’s business
strategy. In determining if impairment exists, the Company estimates the undiscounted cash flows to be generated from the use and ultimate
disposition of these assets and compares this to the carrying amounts of the assets.
If impairment is indicated based on a comparison
of the assets’ carrying values and the undiscounted cash flows, the impairment to be recognized is measured as the amount by which
the carrying amount of the assets exceeds the fair value of the assets.
|
Property and Equipment |
Property and Equipment
Property and equipment are stated at cost less
accumulated depreciation. Depreciation is provided on the straight-line basis over the estimated useful lives of the assets.
Expenditures for repair and maintenance which
do not materially extend the useful lives of property and equipment are charged to operations. When property or equipment is sold or otherwise
disposed of, the cost and related accumulated depreciation are removed from the respective accounts with the resulting gain or loss reflected
in current results of operations.
|
Goodwill |
Goodwill
The Company’s goodwill represents the excess
of the consideration transferred for the acquisition of Advangelists, LLC in December 2018 over the fair value of the underlying identifiable
net assets acquired. Goodwill is not amortized but instead, it is tested for impairment at least annually. In the event that management
determines that the value of goodwill has become impaired, the Company will record a charge in an amount equal to the excess of the reporting
unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit during the
fiscal quarter in which the determination is made.
The Company performs its annual impairment tests
of goodwill as of December 31st of each year, or more frequently, if certain indicators are present. Goodwill is required to be tested
for impairment at the reporting unit level. A reporting unit is an operating segment or one level below the operating segment level, which
is referred to as a component. Management identifies its reporting units by assessing whether components (i) have discrete financial information
available, (ii) engage in business activities, and (iii) whether a segment manager regularly reviews the component’s operating results.
Net assets and goodwill of acquired businesses are allocated to the reporting unit associated with the acquired business based on the
anticipated organizational structure of the combined entities. If two or more components are deemed economically similar, those components
are aggregated into one reporting unit when performing the annual goodwill impairment review. The Company has one reporting unit as of
December 31, 2023, and 2022. No impairment of goodwill was recognized by the Company during fiscal 2023 or 2022.
|
Intangible Assets |
Intangible Assets
In December 2018, the Company acquired the majority
of its intangible assets through its acquisition of Advangelists LLC, which included customer relationships and the ATOS platform technology.
The Company amortizes its identifiable definite-lived intangible assets over an estimated period of 5 years.
Capitalized Software Development Costs
In accordance with ASC 350-40, Internal Use Software,
the Company capitalizes certain internal-use software development costs associated with creating and enhancing internally developed software
related to its platforms. Software development activities generally consist of three stages (i) the research and planning stage, (ii)
the application and development stage, and (iii) the post-implementation stage. Costs incurred in the research and planning stage and
in the post-implementation stage of software development, or other maintenance and development expenses that do not meet the qualification
for capitalization, are expensed as incurred. Costs incurred in the application and development stage, including significant enhancements
and upgrades, are capitalized. These costs include personnel and related employee benefits expenses for employees or consultants directly
associated with and who devote time to software projects and external direct costs of materials obtained in developing the software. These
software developments and acquired technology are amortized on a straight-line basis over the estimated useful life of five years upon
the initial release of the software or additional features. The Company reviews the software development costs for impairment when circumstances
indicate their carrying amounts may not be recoverable. If the carrying value of an asset group is not recoverable, the Company recognizes
an impairment loss for the excess of carrying value over the fair value in its consolidated statements of operations. See Note 3 for further
details.
|
Derivative Financial Instruments |
Derivative Financial Instruments
The Company analyzes all financial instruments
with features of both liabilities and equity under FASB ASC Topic No. 480, (ASC 480), Distinguishing Liabilities from Equity and
FASB ASC Topic No. 815, (ASC 815) Derivatives and Hedging.
Terms of financial instruments are reviewed to
determine whether or not they contain embedded derivative instruments that are required to be accounted for separately from the host contract
under ASC 815 and recorded on the balance sheet at fair value. Derivative liabilities are remeasured to reflect fair value at each reporting
period, with any increase or decrease in the fair value being recorded in results of operations. The Company generally incorporates a
binomial model to determine fair value. Upon conversion of a debt instrument where an embedded conversion option has been bifurcated and
accounted for separately as a derivative liability, the Company records the resulting shares issued at fair value, derecognizes all related
debt principal, derivative liability, and debt discount, and recognizes a net gain or loss on debt extinguishment. Equity instruments
that are initially classified as equity that become subject to reclassification under ASC 815 are reclassified to liabilities at the fair
value of the instrument on the reclassification date. The Company does not use derivative instruments to hedge exposures to cash flow,
market or foreign currency risk. As of December 31, 2023 and 2022, the Company had no derivative instruments.
|
Debt Issuance Costs and Debt Discounts |
Debt Issuance Costs and Debt Discounts
Debt discounts, debt issuance costs paid to lenders
or third parties, and other original issue discounts on debt, are recorded as debt discount or debt issuance costs and amortized to interest
expense in the consolidated statements of operations, over the term of the underlying debt instrument, using the effective interest method,
with the unamortized portion reported net with related principal outstanding on the consolidated balance sheet. For the year ended December
31, 2023, the Company recorded $738,142 in interest expense associated with the amortization of debt discounts and debt issuance costs
incurred on debt issued during the period. There are no unamortized debt discounts remaining at December 31, 2023 as a result of full
debt settlement during the quarter ended June 30, 2023. See Note 4 regarding the accounting for debt discounts and debt issuance costs
during 2023. There was no amortization of debt discounts for the year ended December 31, 2022 or unamortized debt discounts outstanding
at December 31, 2022.
|
Revenue Recognition |
Revenue Recognition
The Company’s revenues are generated from
internet advertising, the Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers (ASC 606).
In accordance with ASC 606, revenue is recognized when promised services are transferred to a customer. The amount of revenue recognized
reflects the consideration to which the Company expects to be entitled to receive in exchange for these services. To achieve this core
principle, the Company applies the following five steps:
Identify the contract with a customer.
A contract with a customer exists when (i) the
Company enters into an enforceable contract with a customer that defines each party’s rights regarding the services to be transferred
and identifies the payment terms related to these services, (ii) the contract has commercial substance and, (iii) the Company determines
that collection of substantially all consideration for services that are transferred is probable based on the customer’s intent
and ability to pay the promised consideration. The Company applies judgment in determining the customer’s ability and intention
to pay, which is based on a variety of factors including the customer’s historical payment experience or, in the case of a new customer,
published credit and financial information pertaining to the customer.
Identify the performance obligations in the
contract.
Performance obligations promised in a contract
are identified based on the services that will be transferred to the customer that are both capable of being distinct, whereby the customer
can benefit from the service either on its own or together with other resources that are readily available from third parties or from
the Company, and are distinct in the context of the contract, whereby the transfer of the services is separately identifiable from other
promises in the contract. To the extent a contract includes multiple promised services (performance obligations), the Company must apply
judgment to determine whether promised services are capable of being distinct and distinct in the context of the contract. If these criteria
are not met the promised services are accounted for as a combined performance obligation. Currently, the Company does not have any contracts
that contain multiple performance obligations.
Determine the transaction price.
The transaction price is determined based on
the consideration to which the Company will be entitled in exchange for transferring services to the customer. To the extent the transaction
price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction
price utilizing either the expected value method or the most likely amount method depending on the nature of the variable consideration.
Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future
reversal of cumulative revenue under the contract will not occur. None of the Company’s contracts as of December 31, 2023, and
2022 contained a significant financing component or variable consideration terms.
Allocate the transaction price to performance
obligations in the contract.
If the contract contains a single performance
obligation, the entire transaction price is allocated to the single performance obligation. However, if a series of distinct services
that are substantially the same qualifies as a single performance obligation in a contract with variable consideration, the Company must
determine if the variable consideration is attributable to the entire contract or to a specific part of the contract. Contracts that contain
multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone
selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation
or to a distinct service that forms part of a single performance obligation.
Recognize revenue when or as the Company satisfies
a performance obligation.
The Company satisfies performance obligations
at a point in time. Revenue is recognized at the time the related performance obligation is satisfied by transferring the promised service
to a customer. Under both managed services arrangements or self-service arrangements, the Company’s promised services under the
contracts include identification, bidding and purchasing of advertisement opportunities. The Company also generally has discretion in
establishing the pricing of the ads. Since the Company is controlling the promise to deliver the contracted services, the Company is considered
the principal in all arrangements for revenue recognition purposes. The performance obligations are satisfied, and revenue recognition,
primarily upon publication of customer advertising content.
All revenues recognized were derived from internet
advertising for the years ended December 31, 2023, and 2022.
Payment terms and conditions vary by contract,
although terms generally include a requirement of payment within 30 to 90 days.
Contract Liabilities
Contract liabilities represent deposits made
by customers before the satisfaction of performance obligation and recognition of revenue. Upon completion of the performance
obligation(s) that the Company has with the customer based on the terms of the contract, the liability for the customer deposit is
relieved and revenue is recognized. As of December 31, 2023 and 2022, there were $195,135
and $193,598,
respectively, in contract liabilities outstanding. Contract liabilities are expected to be recognized as revenue within the year
following December 31. There were no contract liabilities outstanding at January 1, 2022.
|
Advertising |
Advertising
Advertising costs are expensed as incurred. Advertising
costs are included as a component of general and administrative expenses in the consolidated statements of operations. Advertising costs
incurred were insignificant for the years ended December 31, 2023 and 2022.
|
Stock-Based Compensation |
Stock-Based Compensation
The Company accounts for our stock-based compensation,
including stock options and common stock warrants, under ASC 718 Compensation – Stock Compensation, using the fair value-based
method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the
requisite service period for employee awards, which is usually the vesting period, and when the goods are obtained or services are received,
for nonemployee awards. This guidance establishes standards for the accounting for transactions in which an entity exchanges its equity
instruments for goods or services. It also applies to transactions in which an entity incurs liabilities in exchange for goods or services
that are based on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments.
In connection with certain financing, consulting
and collaboration arrangements, the Company may issue warrants to purchase shares of its common stock. The outstanding warrants are standalone
instruments that are not puttable or mandatorily redeemable by the holder and are classified as equity awards.
The fair value of stock-based compensation is
generally determined using the Black-Scholes valuation model as of the date of the grant or the date at which the performance of the services
is completed (measurement date).
When determining fair value of stock-based compensation,
the Company considers the following assumptions in the Black-Scholes model:
· |
Exercise price, |
· |
Expected dividends, |
· |
Expected volatility, |
· |
Risk-free interest rate; and |
· |
Expected life of option |
|
Income Taxes |
Income Taxes
The Company accounts for income tax using the
asset and liability method prescribed by ASC 740, Income Taxes (ASC 740). Under this method, deferred tax assets and liabilities
are determined based on temporary differences between the financial reporting and tax bases of assets and liabilities using enacted tax
rates that will be in effect in the year in which the differences are expected to reverse. The Company records a valuation allowance to
offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that all or some portion of the deferred
tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as gain or loss in the period that
includes the enactment date.
The Company follows the accounting guidance for
uncertainty in income taxes using the provisions of ASC 740. Using that guidance, tax positions initially need to be recognized in the
consolidated financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities.
As of December 31, 2023, and 2022, the Company did not identify any uncertain tax positions that qualify for either recognition or disclosure
in the consolidated financial statements.
The Company recognizes interest and penalties,
if any, related to recognized uncertain income tax positions, in other expense. No interest and penalties related to uncertain income
tax positions were recorded for the years ended December 31, 2023, and 2022. Open tax years subject to examination by the Internal Revenue
Service generally remain open for three years from the filing date. Tax years subject to examination by the state jurisdictions generally
remain open for up to four years from the filing date.
|
Related Parties |
Related Parties
Parties are considered to be related to the Company
if the parties, directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with
the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal
owners of the Company and its management and other parties with which the Company may deal with if one party controls or can significantly
influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully
pursuing its own separate interests.
|
Recent Issued Accounting Pronouncement |
Recent Issued Accounting Pronouncement
We consider the applicability and impact of all
new accounting pronouncements on our consolidated financial position, results of operations, stockholders’ deficit, cash flows,
or presentation thereof. Management has evaluated all recent accounting pronouncements as issued by the Financial Accounting Standards
Board (FASB) through the date these consolidated financial statements were available to be issued and found no recent accounting pronouncements
issued, but not yet effective, that when adopted, will have a material impact on the consolidated financial statements of the Company.
Fair Value Measurement of Equity Securities
Subject to Contractual Sale Restrictions: On September 30, 2022, the FASB issued ASU 2022-03 (ASU 2022-03), which clarifies the
guidance in Topic 820 on the fair value measurement of an equity security that is subject to contractual restrictions that prohibit the
sale of an equity security. The ASU also requires specific disclosures related to such an equity security, including (1) the fair value
of such equity securities reflected in the balance sheet, (2) the nature and remaining duration of the corresponding restrictions, and
(3) any circumstances that could cause a lapse in the restrictions. ASU 2022-03 clarifies that a “contractual restriction prohibiting
the sale of an equity security is a characteristic of the reporting entity holding the equity security” and is not included in the
equity security’s unit of account. Accordingly, an entity should not consider the contractual sale restriction when measuring the
equity security’s fair value (i.e., the entity should not apply a discount related to the contractual sale restriction, as stated
in ASC 820-10-35-36B as amended by the ASU). The ASU also prohibits an entity from recognizing a contractual sale restriction as a separate
unit of account. For public business entities, ASU 2022-03 is effective for fiscal years beginning after December 15, 2023, and interim
periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impact of ASU 2022-03 on its
consolidated financial statements and related disclosures.
|
Recently Adopted Accounting Pronouncements |
Recently Adopted Accounting Pronouncements
Financial Instrument – Credit Losses:
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of
Credit Losses on Financial Instruments (ASU 2016-13). ASU 2016-13 replaces the incurred loss impairment methodology
under current GAAP with a methodology that reflects expected credit losses and requires a consideration of a broader range of reasonable
and supportable information to inform credit loss estimates. ASU 2016-13 requires the use of a forward-looking expected credit
loss model for accounts receivables, loans, and other financial instruments. In May 2019, the FASB issued ASU 2019-05, which provides
transition relief for entities adopting ASU 2016-13. For entities that have adopted ASU 2016-13, the amendments in ASU 2019-05
are effective for fiscal years beginning after December 15, 2019, including interim periods therein. An entity may early adopt ASU No.
2019-05 in any interim period after its issuance if the entity has adopted ASU 2016-13. For all other entities, the effective date
will be the same as the effective date of ASU 2016-13. ASU 2016-13 is effective for fiscal years beginning after December 15,
2022, including interim periods within those fiscal years. The Company adopted ASU 2016-13 on January 1, 2023, and the adoption of the
guidance did not have a significant impact on the Company’s consolidated financial statements and disclosures.
Accounting for Contract Assets and Contract
Liabilities from Contracts with Customers: In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic
805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (ASU 2021-08). Under ASU 2021-08, an acquirer
in a business combination must apply ASC 606 principles when recognizing and measuring acquired contract assets and contract liabilities.
The provisions of ASU 2021-08 are applicable for the Company for fiscal years and interim periods beginning after December 15, 2022. The
Company adopted ASU 2021-08 on January 1, 2023, and the adoption of the guidance did not have an impact on the Company’s consolidated
financial statements and related disclosures.
|
X |
- References
+ Details
Name: |
MOBQ_RecentlyAdoptedAccountingPronouncementPolicyTextBlock |
Namespace Prefix: |
MOBQ_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_RelatedPartiesPolicyTextBlock |
Namespace Prefix: |
MOBQ_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_AccountingPoliciesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for advertising cost.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -SubTopic 35 -Topic 720 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483406/720-35-50-1
+ Details
Name: |
us-gaap_AdvertisingCostsPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-1
+ Details
Name: |
us-gaap_CashAndCashEquivalentsPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for salaries, bonuses, incentive awards, postretirement and postemployment benefits granted to employees, including equity-based arrangements; discloses methodologies for measurement, and the bases for recognizing related assets and liabilities and recognizing and reporting compensation expense.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (b),(f(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_CompensationRelatedCostsPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for credit risk.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 942 -SubTopic 825 -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480981/942-825-50-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (d) -SubTopic 10 -Topic 275 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-1
+ Details
Name: |
us-gaap_ConcentrationRiskCreditRisk |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483426/235-10-50-4
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 810 -SubTopic 10 -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481203/810-10-50-1
+ Details
Name: |
us-gaap_ConsolidationPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy related to debt. Includes, but is not limited to, debt issuance costs, the effects of refinancings, method of amortizing debt issuance costs and original issue discount, and classifications of debt.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -SubTopic 10 -Topic 470 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481544/470-10-50-1
+ Details
Name: |
us-gaap_DebtPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for its derivative instruments and hedging activities.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 815 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480434/815-10-50-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(n)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 815 -SubTopic 10 -Section 50 -Paragraph 1A -Publisher FASB -URI https://asc.fasb.org//1943274/2147480434/815-10-50-1A
Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 815 -SubTopic 10 -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480434/815-10-50-1
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 815 -SubTopic 10 -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480434/815-10-50-4
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 815 -SubTopic 10 -Section 50 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480434/815-10-50-7
+ Details
Name: |
us-gaap_DerivativesPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for determining the fair value of financial instruments.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 60 -Paragraph 1 -SubTopic 10 -Topic 820 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482053/820-10-60-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -SubTopic 10 -Topic 825 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-1
+ Details
Name: |
us-gaap_FairValueOfFinancialInstrumentsPolicy |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for goodwill and intangible assets. This accounting policy also may address how an entity assesses and measures impairment of goodwill and intangible assets.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 20 -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482573/350-20-50-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -SubTopic 30 -Topic 350 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-1
+ Details
Name: |
us-gaap_GoodwillAndIntangibleAssetsPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for recognizing and measuring the impairment of long-lived assets. An entity also may disclose its accounting policy for long-lived assets to be sold. This policy excludes goodwill and intangible assets.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 360 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SAB Topic 5.CC) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480091/360-10-S99-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 05 -Paragraph 4 -SubTopic 10 -Topic 360 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482338/360-10-05-4
+ Details
Name: |
us-gaap_ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-03(h)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 17 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-17
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-9
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 25 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482525/740-10-45-25
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482525/740-10-45-28
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 19 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-19
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482765/220-10-50-1
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 20 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-20
+ Details
Name: |
us-gaap_IncomeTaxPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for finite-lived intangible assets. This accounting policy also might address: (1) the amortization method used; (2) the useful lives of such assets; and (3) how the entity assesses and measures impairment of such assets.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 926 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483154/926-20-50-5
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483426/235-10-50-4
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 920 -SubTopic 350 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483256/920-350-50-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 920 -SubTopic 350 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483256/920-350-50-1
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 920 -SubTopic 350 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483256/920-350-50-4
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_IntangibleAssetsFiniteLivedPolicy |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact.
+ References
+ Details
Name: |
us-gaap_NewAccountingPronouncementsPolicyPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -SubTopic 10 -Topic 360 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482099/360-10-50-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(8)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 6 -SubTopic 360 -Topic 958 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480321/958-360-50-6
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (d) -SubTopic 360 -Topic 958 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480321/958-360-50-1
+ Details
Name: |
us-gaap_PropertyPlantAndEquipmentPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for receivable. Includes, but is not limited to, accounts receivable and financing receivable.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 310 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481569/310-20-50-4
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 310 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481569/310-20-50-1
Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481962/310-10-50-2
Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 310 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481569/310-20-50-2
+ Details
Name: |
us-gaap_ReceivablesPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for revenue. Includes revenue from contract with customer and from other sources.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-07(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483426/235-10-50-4
Reference 3: http://www.xbrl.org/2003/role/exampleRef -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (e) -SubTopic 10 -Topic 235 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483426/235-10-50-4
+ Details
Name: |
us-gaap_RevenueRecognitionPolicyTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDisclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -Section 50 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-9
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-4
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b) -SubTopic 10 -Topic 275 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (c) -SubTopic 10 -Topic 275 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-1
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 11 -SubTopic 10 -Topic 275 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-11
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 50 -Paragraph 12 -SubTopic 10 -Topic 275 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-12
Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-8
+ Details
Name: |
us-gaap_UseOfEstimates |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
X |
- References
+ Details
Name: |
MOBQ_ScheduleOfSubsidiariesTableTextBlock |
Namespace Prefix: |
MOBQ_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
Accounting Policies [Abstract] |
|
Schedule of allowance for credit losses for accounts receivable activity |
Schedule of allowance for credit losses for accounts receivable
activity | |
|
| |
Balance, December 31, 2022 | |
$ | 1,091,244 | |
Provision for credit losses | |
| 66,666 | |
Balance, December 31, 2023 | |
$ | 1,157,910 | |
|
X |
- References
+ Details
Name: |
us-gaap_AccountingPoliciesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure of allowance for credit loss of financing receivable, classified as current.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 326 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479319/326-20-50-13
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 310 -SubTopic 10 -Section 50 -Paragraph 11B -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481962/310-10-50-11B
+ Details
Name: |
us-gaap_ScheduleOfCreditLossesForFinancingReceivablesCurrentTableTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
INTANGIBLE ASSETS (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
Goodwill and Intangible Assets Disclosure [Abstract] |
|
Schedule of intangible assets |
Schedule of intangible assets |
|
|
|
|
|
|
|
|
|
|
Useful Life |
|
December 31, 2023 |
|
|
December 31, 2022 |
|
|
|
|
|
|
|
|
|
|
Customer relationships |
|
5 years |
|
$ |
3,003,676 |
|
|
$ |
3,003,676 |
|
Less accumulated amortization |
|
|
|
|
(2,927,188 |
) |
|
|
(2,357,392 |
) |
Net carrying value, customer relationships |
|
|
|
$ |
76,488 |
|
|
$ |
646,284 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Software development costs |
|
5 years |
|
$ |
2,157,932 |
|
|
$ |
– |
|
Less accumulated amortization |
|
|
|
|
(108,024 |
) |
|
|
– |
|
Net carrying value, software development costs |
|
|
|
$ |
2,049,908 |
|
|
$ |
– |
|
|
Schedule of future annual amortization of intangible assets |
Schedule of future annual amortization of intangible assets | |
| | |
|
| |
Software Development Costs | | |
Customer Relationships |
2024 | |
$ | 172,836 | | |
$76,488 |
2025 | |
| 172,836 | | |
– |
2026 | |
| 172,836 | | |
– |
2027 | |
| 172,836 | | |
– |
2028 | |
| 64,813 | | |
– |
Total | |
$ | 756,156 | | |
$76,488 |
|
X |
- References
+ Details
Name: |
us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure of assets, excluding financial assets and goodwill, lacking physical substance with a finite life, by either major class or business segment.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure of the amount of amortization expense expected to be recorded in succeeding fiscal years for finite-lived intangible assets.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
DEBT (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
Debt Disclosure [Abstract] |
|
Schedule of debt outstanding |
Schedule of debt outstanding | |
| | |
| |
| |
December 31, 2023 | | |
December 31, 2022 | |
Small Business Administration Loan | |
$ | – | | |
$ | 150,000 | |
Merchant Agreement | |
| 168,717 | | |
| – | |
Total Debt | |
| 168,717 | | |
| 150,000 | |
Current portion of debt | |
| 168,717 | | |
| – | |
Long-term portion of debt | |
$ | – | | |
$ | 150,000 | |
|
X |
- References
+ Details
Name: |
us-gaap_DebtDisclosureAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure of information pertaining to short-term and long-debt instruments or arrangements, including but not limited to identification of terms, features, collateral requirements and other information necessary to a fair presentation.
+ References
+ Details
Name: |
us-gaap_ScheduleOfDebtTableTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
INCOME TAXES (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
Income Tax Disclosure [Abstract] |
|
Schedule of deferred tax assets |
Schedule of deferred tax assets | |
| | |
| |
| |
December 31, | |
| |
2023 | | |
2022 | |
Deferred tax assets | |
| | | |
| | |
Net operating losses | |
$ | 14,929,000 | | |
$ | 13,433,000 | |
Accounts receivable | |
| 302,000 | | |
| 286,000 | |
Valuation allowance | |
| (15,097,000 | ) | |
| (13,585,000 | ) |
Net deferred tax assets | |
| 134,000 | | |
| 134,000 | |
| |
| | | |
| | |
Deferred tax liabilities | |
| | | |
| | |
Property and equipment | |
| (134,000 | ) | |
| (134,000 | ) |
Net deferred tax assets | |
$ | – | | |
$ | – | |
|
Schedule of effective tax rate |
Schedule of effective tax rate | |
| | |
| |
| |
Year Ended December 31, | |
| |
2023 | | |
2022 | |
Federal income tax at statutory rates | |
| (21.00% | ) | |
| (21.00% | ) |
Change in deferred tax asset valuation allowance | |
| 25.00% | | |
| 25.00% | |
Other | |
| (4.00% | ) | |
| (4.00% | ) |
Income taxes at effective rates | |
| 0.00% | | |
| 0.00% | |
|
X |
- DefinitionTabular disclosure of the components of net deferred tax asset or liability recognized in an entity's statement of financial position, including the following: the total of all deferred tax liabilities, the total of all deferred tax assets, the total valuation allowance recognized for deferred tax assets.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Paragraph 2 -Section 50 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-2
+ Details
Name: |
us-gaap_ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure of the reconciliation using percentage or dollar amounts of the reported amount of income tax expense attributable to continuing operations for the year to the amount of income tax expense that would result from applying domestic federal statutory tax rates to pretax income from continuing operations.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Paragraph 12 -Section 50 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-12
+ Details
Name: |
us-gaap_ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
STOCK OPTION PLANS AND WARRANTS (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
Share-Based Payment Arrangement [Abstract] |
|
Schedule of assumptions used |
Schedule of assumptions used |
|
|
|
|
|
|
|
|
Year Ended
December 31 |
|
|
|
2023 |
|
|
2022 |
|
Expected volatility |
|
|
165% -229% |
|
|
|
194% |
|
Expected dividend yield |
|
|
– |
|
|
|
– |
|
Risk-free interest rate |
|
|
3.43% – 4.15% |
|
|
|
2.14% -2.55% |
|
Expected term (in years) |
|
|
5.00 – 10.00 |
|
|
|
6.75 |
|
|
Schedule of options outstanding |
Schedule of options outstanding | |
| | |
| | |
| | |
| |
| |
Share | | |
Weighted Average Exercise Price | | |
Weighted Average Remaining Contractual Term (Years) | | |
Aggregate Intrinsic Value | |
Outstanding, January 1, 2022 | |
| 76,439 | | |
$ | 250.35 | | |
| 8.39 | | |
$ | – | |
Granted | |
| 2,500 | | |
$ | 53.40 | | |
| 8.72 | | |
$ | – | |
Cancelled & expired | |
| (713 | ) | |
$ | 326.55 | | |
| – | | |
$ | – | |
Outstanding, December 31, 2022 | |
| 78,226 | | |
$ | 243.30 | | |
| 7.44 | | |
$ | – | |
| |
| | | |
| | | |
| | | |
| | |
Granted | |
| 1,804,167 | | |
$ | 0.21 | | |
| 4.97 | | |
$ | – | |
Cancelled & expired | |
| (6,118 | ) | |
$ | – | | |
| – | | |
$ | – | |
Outstanding, December 31, 2023 | |
| 1,876,275 | | |
$ | 9.11 | | |
| 5.05 | | |
$ | 252,000 | |
Options exercisable, December 31, 2023 | |
| 1,876,270 | | |
$ | 9.12 | | |
| 5.05 | | |
$ | 252,000 | |
|
Schedule of warrant assumptions |
Schedule of warrant assumptions |
|
|
|
|
|
|
|
|
|
|
Year Ended
December 31, |
|
|
|
2023 |
|
|
2022 |
|
Expected volatility |
|
|
277% |
|
|
|
163% - 198% |
|
Expected dividend yield |
|
|
– |
|
|
|
– |
|
Risk-free interest rate |
|
|
4.71% |
|
|
|
1.62% – 4.25% |
|
Expected term (in years) |
|
|
1.50 |
|
|
|
3.00 – 5.00 |
|
|
Schedule of warrants outstanding |
Schedule of warrants outstanding | |
| | |
| | |
| | |
| |
| |
Shares | | |
Weighted Average Exercise Price | | |
Weighted Average Remaining
Contractual Term (Years) | | |
Aggregate Intrinsic Value | |
Outstanding, January 1, 2022 | |
| 253,348 | | |
$ | 227.85 | | |
| 4.68 | | |
$ | – | |
Granted | |
| 60,211 | | |
$ | 60.15 | | |
| 8.61 | | |
$ | – | |
Cancelled
& expired | |
| (1,305 | ) | |
$ | 340.95 | | |
| – | | |
$ | – | |
Outstanding, December 31, 2022 | |
| 312,254 | | |
$ | 195.15 | | |
| 4.73 | | |
$ | – | |
| |
| | | |
| | | |
| | | |
| | |
Granted | |
| 2849,551 | | |
$ | 3.36 | | |
| 4.25 | | |
$ | – | |
Exercised* | |
| (2,448,427 | ) | |
$ | 3.36 | | |
| – | | |
$ | – | |
Expired | |
| (60,019 | ) | |
$ | – | | |
| – | | |
$ | – | |
Outstanding, December 31, 2023 | |
| 653,358 | | |
$ | 58.54 | | |
| 4.20 | | |
$ | 28,000 | |
Warrants exercisable, December 31, 2023 | |
| 653,358 | | |
$ | 58.54 | | |
| 4.20 | | |
$ | 28,000 | |
* |
Includes 285,792 of pre-funded warrants with a purchase price of $6.98 per share, paid upon grant of warrants in February 2023 and 478,333 of pre-funded warrants with a purchase price of $1.50 per share, paid upon grant of warrant in June 2023. Also includes warrants exercised under a cashless exercise provision resulting in the issuance of 537,634 common shares. |
|
X |
- References
+ Details
Name: |
MOBQ_ScheduleOfShareBasedPaymentAwardStockWarrantsValuationAssumptionsTableTextBlock |
Namespace Prefix: |
MOBQ_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure for stock option plans. Includes, but is not limited to, outstanding awards at beginning and end of year, grants, exercises, forfeitures, and weighted-average grant date fair value.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (c)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d) -SubTopic 10 -Topic 718 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e) -SubTopic 10 -Topic 718 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure of the significant assumptions used during the year to estimate the fair value of stock options, including, but not limited to: (a) expected term of share options and similar instruments, (b) expected volatility of the entity's shares, (c) expected dividends, (d) risk-free rate(s), and (e) discount for post-vesting restrictions.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 718 -SubTopic 10 -Subparagraph (f)(2) -Name Accounting Standards Codification -Paragraph 2 -Section 50 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-1
+ Details
Name: |
us-gaap_ScheduleOfStockholdersEquityNoteWarrantsOrRightsTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
EARNINGS (LOSS) PER SHARE (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
Earnings Per Share [Abstract] |
|
Schedule of anti dilutive securities |
Schedule of anti dilutive securities | |
| | |
| |
| |
December 31, 2023 | | |
December 31, 2022 | |
Convertible notes payable and accrued interest | |
| – | | |
| 3,926 | |
Stock options | |
| 1,876,275 | | |
| 78,226 | |
Warrants | |
| 653,358 | | |
| 312,254 | |
Series AAA preferred stock | |
| 209,525 | | |
| – | |
Series H preferred stock | |
| 7,684,730 | | |
| – | |
Total common stock equivalents | |
| 10,423,888 | | |
| 394,406 | |
|
X |
- References
+ Details
Name: |
us-gaap_EarningsPerShareAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTabular disclosure of securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by antidilutive securities.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 260 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-1
+ Details
Name: |
us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:textBlockItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
X |
- References
+ Details
Name: |
MOBQ_NameOfSubsidiary |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_StateOfIncorporation |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
dei_LegalEntityAxis=MOBQ_MobiquityTechnologiesIncMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
dei_LegalEntityAxis=MOBQ_AdvangelistsLLCMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
ORGANIZATION AND NATURE OF OPERATIONS (Details Narrative) - USD ($)
|
|
12 Months Ended |
|
Aug. 07, 2023 |
Dec. 31, 2023 |
Dec. 31, 2022 |
Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
|
|
|
|
Reverse stock split |
one-for-15 reverse stock split
|
|
|
|
Net Income (Loss) Attributable to Parent |
|
$ 6,533,117
|
$ 8,062,328
|
|
Net cash used in operations |
|
4,395,868
|
6,187,383
|
|
Accumulated deficit |
|
217,040,339
|
210,507,222
|
|
Stockholders equity |
|
2,208,328
|
$ (10,830)
|
$ 2,918,672
|
Working capital deficit |
|
1,278,231
|
|
|
Cash on hand |
|
$ 528,272
|
|
|
X |
- References
+ Details
Name: |
MOBQ_WorkingCapital |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Excludes cash and cash equivalents within disposal group and discontinued operation.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-12
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(2)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 45 -Paragraph 21 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480555/946-210-45-21
Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section 45 -Paragraph 20 -SubTopic 210 -Topic 946 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480555/946-210-45-20
+ Details
Name: |
us-gaap_Cash |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 24 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-24
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 25 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-25
+ Details
Name: |
us-gaap_NetCashProvidedByUsedInOperatingActivities |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe portion of profit or loss for the period, net of income taxes, which is attributable to the parent.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482765/220-10-50-6
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 1 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480175/815-40-65-1
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-8
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 9 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-9
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-11
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 250 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483443/250-10-50-4
Reference 13: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-10
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section 45 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483581/946-220-45-7
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-04(18)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483586/944-220-S99-1
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-22
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-07(9)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-1
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(1)(d)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 20: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1A -Subparagraph (SX 210.13-01(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1A
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(i)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(A)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iii)(B)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(4)(iv)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1B -Subparagraph (SX 210.13-02(a)(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480097/470-10-S99-1B
Reference 29: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 30 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-30
Reference 30: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 31: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 60B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482689/260-10-45-60B
Reference 32: http://www.xbrl.org/2003/role/exampleRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 31 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-31
Reference 33: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 32 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-32
Reference 34: http://www.xbrl.org/2003/role/disclosureRef -Topic 205 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 7 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483499/205-20-50-7
Reference 35: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 36: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1A
Reference 37: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482790/220-10-45-1B
Reference 38: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03(20)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
Reference 39: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-04(22)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483589/942-220-S99-1
+ Details
Name: |
us-gaap_NetIncomeLoss |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of accumulated undistributed earnings (deficit).
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 2 -Subparagraph (g)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480016/944-40-65-2
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 40 -Name Accounting Standards Codification -Section 65 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480016/944-40-65-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 11 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480990/946-20-50-11
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(23)(a)(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(17)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(30)(a)(3)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_RetainedEarningsAccumulatedDeficit |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 946 -SubTopic 830 -Name Accounting Standards Codification -Section 55 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480167/946-830-55-12
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(19)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.6-05(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-2
Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(6)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(7)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(g)(1)(ii)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 323 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481687/323-10-50-3
Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 28 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-28
Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(31)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(30)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 14: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 310 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SAB Topic 4.E) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480418/310-10-S99-2
+ Details
Name: |
us-gaap_StockholdersEquity |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionDescription of the reverse stock split arrangement. Also provide the retroactive effect given by the reverse split that occurs after the balance sheet date but before the release of financial statements.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 4 -Subparagraph (SAB Topic 4.C) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-4
+ Details
Name: |
us-gaap_StockholdersEquityReverseStockSplit |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
v3.24.1.u1
X |
- References
+ Details
Name: |
MOBQ_AllowanceForDoubtfulAccountsReceivableCurrent1 |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
us-gaap_AccountingPoliciesAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of allowance for credit loss on financing receivable. Excludes allowance for financing receivable covered under loss sharing agreement.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Name Regulation S-K (SK) -Number 229 -Section 1405 -Paragraph (a) -Subparagraph (1) -Publisher SEC
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Name Regulation S-K (SK) -Number 229 -Section 1405 -Paragraph (a) -Subparagraph (3) -Publisher SEC
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Name Regulation S-K (SK) -Number 229 -Section 1405 -Paragraph (c) -Publisher SEC
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 326 -SubTopic 20 -Name Accounting Standards Codification -Section 45 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479344/326-20-45-1
Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 942 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-03(7)(2)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479853/942-210-S99-1
Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 11B -Subparagraph (c)(1) -SubTopic 10 -Topic 310 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481962/310-10-50-11B
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 326 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479319/326-20-50-13
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 326 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479319/326-20-50-13
+ Details
Name: |
us-gaap_FinancingReceivableAllowanceForCreditLosses |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
v3.24.1.u1
X |
- DefinitionAmount of amortization expense attributable to debt discount (premium) and debt issuance costs.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69E -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69E
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69F -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69F
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 230 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 835 -SubTopic 30 -Name Accounting Standards Codification -Section 45 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-3
+ Details
Name: |
us-gaap_AmortizationOfFinancingCostsAndDiscounts |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(2)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CashEquivalentsAtCarryingValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionFor an entity that discloses a concentration risk in relation to quantitative amount, which serves as the "benchmark" (or denominator) in the equation, this concept represents the concentration percentage derived from the division.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 280 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 42 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482810/280-10-50-42
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 825 -SubTopic 10 -Section 50 -Paragraph 21 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-21
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 825 -SubTopic 10 -Section 50 -Paragraph 20 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-20
Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -Section 50 -Paragraph 18 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-18
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 275 -SubTopic 10 -Section 50 -Paragraph 20 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482861/275-10-50-20
+ Details
Name: |
us-gaap_ConcentrationRiskPercentage1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as current.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 606 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479837/606-10-45-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 606 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479806/606-10-50-8
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 606 -SubTopic 10 -Name Accounting Standards Codification -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147479837/606-10-45-2
+ Details
Name: |
us-gaap_ContractWithCustomerLiabilityCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount, after accumulated amortization, of debt discount.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 1A -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-1A
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 55 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482949/835-30-55-8
Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1D -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D
+ Details
Name: |
us-gaap_DebtInstrumentUnamortizedDiscount |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionFair value, after the effects of master netting arrangements, of a financial liability or contract with one or more underlyings, notional amount or payment provision or both, and the contract can be net settled by means outside the contract or delivery of an asset. Includes liabilities not subject to a master netting arrangement and not elected to be offset.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-6
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-6
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-6
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (a)(4) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-6
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-1
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-1
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (c)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-1
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-6
Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-6
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(9)(e)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 320 -Name Accounting Standards Codification -Section S99 -Paragraph 5C -Subparagraph (SX 210.12-13C(Column H)(Footnote 7)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480032/946-320-S99-5C
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(9)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(9)(d)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 320 -Name Accounting Standards Codification -Section S99 -Paragraph 5 -Subparagraph (SX 210.12-13(Column G)(Footnote 8)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480032/946-320-S99-5
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 320 -Name Accounting Standards Codification -Section S99 -Paragraph 5C -Subparagraph (SX 210.12-13C(Column H)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480032/946-320-S99-5C
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 320 -Name Accounting Standards Codification -Section S99 -Paragraph 5 -Subparagraph (SX 210.12-13(Column G)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480032/946-320-S99-5
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 320 -Name Accounting Standards Codification -Section S99 -Paragraph 5A -Subparagraph (SX 210.12-13A(Column E)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480032/946-320-S99-5A
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 320 -Name Accounting Standards Codification -Section S99 -Paragraph 5B -Subparagraph (SX 210.12-13B(Column E)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480032/946-320-S99-5B
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 320 -Name Accounting Standards Codification -Section S99 -Paragraph 5B -Subparagraph (SX 210.12-13B(Column E)(Footnote 4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480032/946-320-S99-5B
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483466/210-20-50-3
Reference 22: http://www.xbrl.org/2003/role/exampleRef -Topic 210 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 22 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483444/210-20-55-22
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483444/210-20-55-10
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 825 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482907/825-10-50-10
+ Details
Name: |
us-gaap_DerivativeLiabilities |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionUseful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
+ References
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetUsefulLife |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionAmount of loss from the write-down of an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 24 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482548/350-20-55-24
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482573/350-20-50-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482573/350-20-50-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 350 -SubTopic 20 -Name Accounting Standards Codification -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482598/350-20-45-2
+ Details
Name: |
us-gaap_GoodwillImpairmentLoss |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe total amount due to the entity within one year of the balance sheet date (or one operating cycle, if longer) from outside sources, including trade accounts receivable, notes and loans receivable, as well as any other types of receivables, net of allowances established for the purpose of reducing such receivables to an amount that approximates their net realizable value.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 852 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 10 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481372/852-10-55-10
+ Details
Name: |
us-gaap_ReceivablesNetCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis=us-gaap_CustomerRelationshipsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_MajorCustomersAxis=MOBQ_TwoCustomerMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_ConcentrationRiskByBenchmarkAxis=us-gaap_SalesRevenueNetMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_ConcentrationRiskByTypeAxis=us-gaap_CustomerConcentrationRiskMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_MajorCustomersAxis=MOBQ_OneCustomersMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_MajorCustomersAxis=MOBQ_FiveCustomersMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_ConcentrationRiskByBenchmarkAxis=us-gaap_AccountsReceivableMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_MajorCustomersAxis=MOBQ_SixCustomersMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
INTANGIBLE ASSETS (Details - Intangible assets) - USD ($)
|
Dec. 31, 2023 |
Dec. 31, 2022 |
Customer Relationships [Member] |
|
|
Finite-Lived Intangible Assets [Line Items] |
|
|
Useful life |
5 years
|
|
Intangible asset, gross |
$ 3,003,676
|
$ 3,003,676
|
Less accumulated amortization |
(2,927,188)
|
(2,357,392)
|
Intangible assets, net |
$ 76,488
|
646,284
|
Software and Software Development Costs [Member] |
|
|
Finite-Lived Intangible Assets [Line Items] |
|
|
Useful life |
5 years
|
|
Intangible asset, gross |
$ 2,157,932
|
0
|
Less accumulated amortization |
(108,024)
|
0
|
Intangible assets, net |
$ 2,049,908
|
$ 0
|
X |
- DefinitionUseful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
+ References
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetUsefulLife |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionAccumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(16)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsAccumulatedAmortization |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 928 -SubTopic 340 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483147/928-340-50-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsGross |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 926 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483154/926-20-50-5
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 926 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483154/926-20-50-5
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsNet |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis=us-gaap_CustomerRelationshipsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis=us-gaap_SoftwareAndSoftwareDevelopmentCostsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
X |
- DefinitionAmount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFive |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFour |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearThree |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 926 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483154/926-20-50-5
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 350 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_FiniteLivedIntangibleAssetsNet |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ References
+ Details
Name: |
us-gaap_IndefiniteLivedIntangibleAssetsByMajorClassLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_IndefiniteLivedIntangibleAssetsByMajorClassAxis=us-gaap_CustomerRelationshipsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_PropertyPlantAndEquipmentByTypeAxis=us-gaap_SoftwareDevelopmentMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
INTANGIBLE ASSETS (Details Narrative) - USD ($)
|
12 Months Ended |
Dec. 31, 2023 |
Dec. 31, 2022 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] |
|
|
Amortization expense |
$ 569,796
|
$ 600,735
|
Capitalized computer software development costs |
2,158,000
|
|
Capitalized Computer Software, Amortization |
108,024
|
$ 0
|
ATOS4P [Member] |
|
|
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] |
|
|
Capitalized computer software development costs |
864,000
|
|
AdHere [Member] |
|
|
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] |
|
|
Capitalized computer software development costs |
$ 1,294,000
|
|
X |
- References
+ Details
Name: |
MOBQ_CapitalizedComputerSoftware1 |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe aggregate amount of recurring noncash expense charged against earnings in the period to allocate the cost of assets over their estimated remaining economic lives.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 350 -SubTopic 30 -Section 50 -Paragraph 2 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482665/350-30-50-2
+ Details
Name: |
us-gaap_AdjustmentForAmortization |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of expense for amortization of capitalized computer software costs.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 985 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481283/985-20-50-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(1) -SubTopic 20 -Topic 985 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481283/985-20-50-1
+ Details
Name: |
us-gaap_CapitalizedComputerSoftwareAmortization1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 808 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479402/808-10-50-1
+ Details
Name: |
us-gaap_CollaborativeArrangementsAndNoncollaborativeArrangementTransactionsLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_ATOS4PMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_AdHereMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
X |
- References
+ Details
Name: |
MOBQ_LongTermDebtNoncurrent1 |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 835 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482900/835-30-50-1
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(f)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.12-04(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-3
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 5: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69B -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B
Reference 6: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69C -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69C
Reference 7: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69E -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69E
Reference 8: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69F -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69F
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 11: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1D -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1D -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1D -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I
+ Details
Name: |
us-gaap_DebtInstrumentLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(22)) -SubTopic 10 -Topic 210 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69B -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B
Reference 3: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69C -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69C
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1D -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D
Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(16)(a)(2)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-03(16)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479853/942-210-S99-1
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (b)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-4
+ Details
Name: |
us-gaap_LongTermDebt |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt classified as current. Excludes lease obligation.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(20)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_LongTermDebtCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- Details
Name: |
us-gaap_LongtermDebtTypeAxis=MOBQ_SmallBusinessAdministrationLoanMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_LongtermDebtTypeAxis=MOBQ_MerchantAgreementMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
DEBT (Details Narrative) - USD ($)
|
|
|
|
1 Months Ended |
3 Months Ended |
6 Months Ended |
12 Months Ended |
Oct. 10, 2023 |
Jan. 05, 2023 |
Dec. 30, 2022 |
Nov. 30, 2023 |
Jun. 30, 2020 |
Jun. 30, 2023 |
Jun. 30, 2023 |
Dec. 31, 2023 |
Dec. 31, 2022 |
Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
Repayment of loan |
|
|
|
|
|
|
|
$ 1,618,783
|
$ 156,504
|
Accrued and unpaid interest |
|
|
|
|
|
|
|
0
|
235,563
|
Salkind October 2023 Loan [Member] |
|
|
|
|
|
|
|
|
|
Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
Principal outstanding |
$ 300,000
|
|
|
|
|
|
|
|
|
Loan payable |
$ 300,000
|
|
|
|
|
|
|
|
|
Maturity date |
Nov. 30, 2023
|
|
|
|
|
|
|
|
|
Interest rate |
15.00%
|
|
|
|
|
|
|
|
|
Conversion price |
$ 0.70
|
|
|
|
|
|
|
|
|
Accrued and unpaid interest |
$ 300,000
|
|
|
|
|
|
|
|
|
Merchant Agreement [Member] |
|
|
|
|
|
|
|
|
|
Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
Sale of future receivables |
|
|
|
$ 200,000
|
|
|
|
|
|
Future customer payments receivables |
|
|
|
$ 272,000
|
|
|
|
|
|
Interest expense |
|
|
|
|
|
|
|
25,000
|
|
Walleye Opportunities Master Fund [Member] |
|
|
|
|
|
|
|
|
|
Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
Proceeds from loans |
|
|
|
|
|
|
|
$ 163,000
|
|
Principal outstanding |
|
|
$ 1,437,500
|
|
|
|
|
|
|
Original issue discount |
|
|
287,500
|
|
|
|
|
|
|
Subscription amount |
|
|
$ 1,150,000
|
|
|
|
|
|
|
Warrants issued, shares |
|
|
174,242
|
|
|
|
|
|
|
Number of shares issued other |
|
|
34,849
|
|
|
|
|
|
|
Issuance fees |
|
|
$ 138,500
|
|
|
|
|
|
|
Proceeds from notes payable |
|
|
1,011,500
|
|
|
|
|
|
|
Fair value of warrants |
|
|
586,040
|
|
|
|
|
|
|
Debt discount and debt issuance costs |
|
|
1,134,466
|
|
|
|
|
|
|
Amortization of debt discount |
|
|
|
|
|
$ 377,149
|
$ 738,142
|
|
|
Loss on extinguishment of debt |
|
|
|
|
|
|
$ 396,322
|
|
|
Walleye Opportunities Master Fund [Member] | Incentive Shares [Member] |
|
|
|
|
|
|
|
|
|
Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
Fair value of warrants |
|
|
$ 122,426
|
|
|
|
|
|
|
Economic Injury Disaster Loan [Member] |
|
|
|
|
|
|
|
|
|
Debt Instrument [Line Items] |
|
|
|
|
|
|
|
|
|
Proceeds from loans |
|
|
|
|
$ 150,000
|
|
|
|
|
Principal interest |
|
|
|
|
$ 731
|
|
|
|
|
Interest debt |
|
|
|
|
|
|
|
|
$ 13,594
|
Repayment of loan |
|
$ 163,885
|
|
|
|
|
|
|
|
X |
- References
+ Details
Name: |
MOBQ_DebtDiscountAndDebtIssuanceCosts |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_FairValueOfWarrants |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_OriginalIssueDiscount |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_SubscriptionAmount |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantIssuedShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of noncash expense included in interest expense to amortize debt discount and premium associated with the related debt instruments. Excludes amortization of financing costs. Alternate captions include noncash interest expense.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 1A -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-1A
Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03.8) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
+ Details
Name: |
us-gaap_AmortizationOfDebtDiscountPremium |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of decrease in right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time from transfer to receivable due to right to consideration becoming unconditional.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 606 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 10 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479806/606-10-50-10
+ Details
Name: |
us-gaap_ContractWithCustomerAssetReclassifiedToReceivable |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe price per share of the conversion feature embedded in the debt instrument.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-5
+ Details
Name: |
us-gaap_DebtInstrumentConvertibleConversionPrice1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionFace (par) amount of debt instrument at time of issuance.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 835 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482900/835-30-50-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 3: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69B -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B
Reference 4: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69C -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69C
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-2
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 55 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482949/835-30-55-8
+ Details
Name: |
us-gaap_DebtInstrumentFaceAmount |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionThe average effective interest rate during the reporting period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-2
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.22(a)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_DebtInstrumentInterestRateDuringPeriod |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 835 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482900/835-30-50-1
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(f)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.12-04(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-3
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 5: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69B -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B
Reference 6: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69C -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69C
Reference 7: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69E -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69E
Reference 8: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69F -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69F
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 11: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1D -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1D -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1D -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1D
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I
+ Details
Name: |
us-gaap_DebtInstrumentLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionDate when the debt instrument is scheduled to be fully repaid, in YYYY-MM-DD format.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (bbb)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482106/820-10-50-2
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.22(a)(2)) -SubTopic 10 -Topic 210 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_DebtInstrumentMaturityDate |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of the required periodic payments applied to principal.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.22) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_DebtInstrumentPeriodicPaymentPrincipal |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionDifference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 470 -SubTopic 50 -Section 40 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481303/470-50-40-2
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 470 -SubTopic 50 -Section 40 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481303/470-50-40-4
+ Details
Name: |
us-gaap_GainsLossesOnExtinguishmentOfDebt |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionInterest and debt related expenses associated with nonoperating financing activities of the entity.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 1 -SubTopic 20 -Topic 835 -Publisher FASB -URI https://asc.fasb.org//1943274/2147483013/835-20-50-1
+ Details
Name: |
us-gaap_InterestAndDebtExpense |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionCarrying value as of the balance sheet date of [accrued] interest payable on all forms of debt, including trade payables, that has been incurred and is unpaid. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.20) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_InterestPayableCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionAmount of interest payable on debt, including, but not limited to, trade payables.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 944 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.7-03(a)(15)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479440/944-210-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 942 -SubTopic 210 -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-03.15(5)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479853/942-210-S99-1
+ Details
Name: |
us-gaap_InterestPayableCurrentAndNoncurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionCarrying value as of the balance sheet date of portion of long-term loans payable due within one year or the operating cycle if longer.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.20) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_LoansPayableCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionThe cash outflow for cost incurred directly with the issuance of an equity security.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 15 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-15
+ Details
Name: |
us-gaap_PaymentsOfStockIssuanceCosts |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionCash received from principal payments made on loans related to operating activities.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 25 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-25
+ Details
Name: |
us-gaap_ProceedsFromLoans |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe cash inflow from a borrowing supported by a written promise to pay an obligation.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 14 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-14
+ Details
Name: |
us-gaap_ProceedsFromNotesPayable |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionAmount of cash inflow from the sale of receivables classified as other.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-12
+ Details
Name: |
us-gaap_ProceedsFromSaleOfOtherReceivables |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe cash outflow for a borrowing supported by a written promise to pay an obligation.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 15 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-15
+ Details
Name: |
us-gaap_RepaymentsOfNotesPayable |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionNumber of shares of stock issued attributable to transactions classified as other.
+ References
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodSharesOther |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_LongtermDebtTypeAxis=MOBQ_SalkindOctober2023LoanMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TypeOfArrangementAxis=MOBQ_MerchantAgreementMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_SecuritiesFinancingTransactionAxis=MOBQ_WalleyeOpportunitiesMasterFundMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=MOBQ_IncentiveSharesMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_FinancialInstrumentAxis=MOBQ_EconomicInjuryDisasterLoanMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
INCOME TAXES (Details - Deferred tax asset) - USD ($)
|
Dec. 31, 2023 |
Dec. 31, 2022 |
Deferred tax assets |
|
|
Net operating losses |
$ 14,929,000
|
$ 13,433,000
|
Accounts receivable |
302,000
|
286,000
|
Valuation allowance |
(15,097,000)
|
(13,585,000)
|
Net deferred tax assets |
134,000
|
134,000
|
Deferred tax liabilities |
|
|
Property and equipment |
(134,000)
|
(134,000)
|
Net deferred tax assets |
$ 0
|
$ 0
|
X |
- References
+ Details
Name: |
MOBQ_DeferredTaxAssetsAccountsReceivable |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount, after allocation of valuation allowances and deferred tax liability, of deferred tax asset attributable to deductible differences and carryforwards, without jurisdictional netting.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-2
+ Details
Name: |
us-gaap_DeferredTaxAssetsLiabilitiesNet |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-2
+ Details
Name: |
us-gaap_DeferredTaxAssetsNet |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
us-gaap_DeferredTaxAssetsNetAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount before allocation of valuation allowances of deferred tax asset attributable to deductible operating loss carryforwards.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-6
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 740 -SubTopic 10 -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-8
+ Details
Name: |
us-gaap_DeferredTaxAssetsOperatingLossCarryforwards |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of deferred tax assets for which it is more likely than not that a tax benefit will not be realized.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-2
+ Details
Name: |
us-gaap_DeferredTaxAssetsValuationAllowance |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
us-gaap_DeferredTaxLiabilitiesNetAbstract |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of deferred tax liability attributable to taxable temporary differences from property, plant, and equipment.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-6
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 740 -SubTopic 10 -Section 50 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-8
+ Details
Name: |
us-gaap_DeferredTaxLiabilitiesPropertyPlantAndEquipment |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
v3.24.1.u1
v3.24.1.u1
INCOME TAXES (Details Narrative) - USD ($)
|
12 Months Ended |
Dec. 31, 2023 |
Dec. 31, 2022 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] |
|
|
Net operating loss carryforwards |
$ 59,080,000
|
$ 53,838,000
|
Income Tax Expense (Benefit) |
(182,041)
|
(0)
|
Change of deferred tax valuation allowance |
1,512,000
|
$ 3,045,000
|
Advangelists LLC [Member] |
|
|
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] |
|
|
Income Tax Expense (Benefit) |
$ 180,000
|
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 808 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479402/808-10-50-1
+ Details
Name: |
us-gaap_CollaborativeArrangementsAndNoncollaborativeArrangementTransactionsLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of operating loss carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 740 -SubTopic 10 -Section 50 -Paragraph 3 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-3
+ Details
Name: |
us-gaap_OperatingLossCarryforwards |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionAmount of increase (decrease) in the valuation allowance for a specified deferred tax asset.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-2
+ Details
Name: |
us-gaap_ValuationAllowanceDeferredTaxAssetChangeInAmount |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_AdvangelistsLLCMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
STOCKHOLDERS’ EQUITY (Details Narrative)
|
|
|
|
|
|
|
|
1 Months Ended |
3 Months Ended |
6 Months Ended |
12 Months Ended |
|
Dec. 18, 2023
USD ($)
$ / shares
shares
|
Nov. 07, 2023
USD ($)
$ / shares
shares
|
Oct. 06, 2023
USD ($)
shares
|
Aug. 07, 2023
shares
|
Jun. 30, 2023
USD ($)
$ / shares
shares
|
Feb. 13, 2023
USD ($)
$ / shares
shares
|
Dec. 30, 2022
USD ($)
shares
|
Jul. 31, 2023
shares
|
Apr. 30, 2023
USD ($)
$ / shares
shares
|
Mar. 31, 2022
USD ($)
shares
|
Jun. 30, 2023
USD ($)
$ / shares
|
Jun. 30, 2023
USD ($)
$ / shares
|
Dec. 31, 2023
USD ($)
$ / shares
shares
|
Dec. 31, 2022
USD ($)
$ / shares
shares
|
Jan. 31, 2020
$ / shares
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reverse stock split |
|
|
|
one-for-15 reverse stock split
|
|
|
|
|
|
|
|
|
|
|
|
Common stock, shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
100,000,000
|
100,000,000
|
|
Common stock, par value | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 0.0001
|
$ 0.0001
|
|
stock issued for consulting services, value | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 84,500
|
|
Placement agent fees and other offering costs | $ |
|
|
|
|
|
|
|
|
|
|
|
|
$ 0
|
1,187,500
|
|
Accrued and unpaid interest | $ |
|
|
|
|
|
|
|
|
|
|
|
|
$ 0
|
235,563
|
|
Prefunded Warrant [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrants issued, shares |
|
|
|
|
1,625,000
|
|
|
|
|
|
|
|
|
|
|
Number of shares issued |
|
|
|
|
|
|
|
|
|
|
|
|
285,792
|
|
|
Warrant exercise price | $ / shares |
|
|
|
|
|
$ 0.0015
|
|
|
|
|
|
|
|
|
|
Series 2023 Warrants [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrants issued, shares |
|
|
|
|
|
2,419,355
|
|
|
|
|
|
|
|
|
|
Warrant exercise price | $ / shares |
|
|
|
|
|
$ 6.975
|
|
|
|
|
|
|
|
|
|
February 2023 Public Offering [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross proceeds from offering | $ |
|
|
|
|
|
$ 3,207,500
|
|
|
|
|
|
|
|
|
|
February 2023 Public Offering [Member] | Series 2023 Warrants [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public offering price | $ / shares |
|
|
|
|
|
$ 6.975
|
|
|
|
|
|
|
|
|
|
Warrants to purchase common stock |
|
|
|
|
|
806,452
|
|
|
|
|
|
|
285,792
|
|
|
Warrants to purchase common stock, cashless basis |
|
|
|
|
|
403,226
|
|
|
|
|
|
|
|
|
|
Warrant purchased |
|
|
|
|
|
|
|
|
|
|
|
|
120,968
|
|
|
Shares issued |
|
|
|
|
|
|
|
|
|
|
|
|
403,226
|
|
|
June 2023 Public Offering [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public offering price | $ / shares |
|
|
|
|
$ 1.50
|
|
|
|
|
|
$ 1.50
|
$ 1.50
|
|
|
|
Number of shares issued |
|
|
|
|
|
|
|
478,334
|
|
|
|
|
|
|
|
Placement agent fees and other offering costs | $ |
|
|
|
|
$ 472,001
|
|
|
|
|
|
|
|
|
|
|
Warrant exercise price | $ / shares |
|
|
|
|
$ 0.0015
|
|
|
|
|
|
|
|
|
|
|
Number of shares sold |
|
|
|
|
375,000
|
|
|
|
|
|
|
|
|
|
|
Common stock equivalents shares |
|
|
|
|
1,625,000
|
|
|
|
|
|
|
|
|
|
|
Warrants purchase |
|
|
|
|
1,625,000
|
|
|
|
|
|
|
|
|
|
|
Net proceeds from sale of warrants | $ |
|
|
|
|
$ 2,528,000
|
|
|
|
|
|
|
|
|
|
|
Proceeds received from offering | $ |
|
|
|
|
$ 1,437,500
|
|
|
|
|
|
|
|
|
|
|
Interest rate |
|
|
|
|
20.00%
|
|
|
|
|
|
|
|
|
|
|
Number of shares outstanding |
|
|
|
|
|
|
|
2,588,333
|
|
|
|
|
|
|
|
June 2023 Public Offering [Member] | Prefunded Warrant [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public offering price | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 1.4985
|
|
|
Number of shares issued for conversion |
|
|
|
|
|
|
|
478,334
|
|
|
|
|
|
|
|
Walleye Opportunities Master Fund [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on extinguishment of debt | $ |
|
|
|
|
|
|
|
|
|
|
|
$ 396,322
|
|
|
|
Principal amount | $ |
|
|
|
|
|
|
$ 1,437,500
|
|
|
|
|
|
|
|
|
Original issue discount | $ |
|
|
|
|
|
|
287,500
|
|
|
|
|
|
|
|
|
Subscription amount | $ |
|
|
|
|
|
|
$ 1,150,000
|
|
|
|
|
|
|
|
|
Warrants issued, shares |
|
|
|
|
|
|
174,242
|
|
|
|
|
|
|
|
|
Number of shares issued |
|
|
|
|
|
|
34,849
|
|
|
|
|
|
|
|
|
Issuance fees | $ |
|
|
|
|
|
|
$ 138,500
|
|
|
|
|
|
|
|
|
Proceeds from notes payable | $ |
|
|
|
|
|
|
1,011,500
|
|
|
|
|
|
|
|
|
Proceeds from loans | $ |
|
|
|
|
|
|
|
|
|
|
|
|
$ 163,000
|
|
|
Fair value of warrants | $ |
|
|
|
|
|
|
586,040
|
|
|
|
|
|
|
|
|
Amortization of debt discount | $ |
|
|
|
|
|
|
|
|
|
|
$ 377,149
|
$ 738,142
|
|
|
|
Securities Purchase Agreements [Member] | June 2023 Public Offering [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross proceeds from offering | $ |
|
|
|
|
$ 3,000,000
|
|
|
|
|
|
|
|
|
|
|
Other 2023 Stock Transactions [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of restricted shares issued |
|
|
|
|
|
|
|
|
31,891
|
|
|
|
|
|
|
Share price | $ / shares |
|
|
|
|
|
|
|
|
$ 2.52
|
|
|
|
|
|
|
Carrying amount | $ |
|
|
|
|
|
|
|
|
$ 80,411
|
|
|
|
|
|
|
Other 2023 Stock Transactions [Member] | Restricted Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares granted |
|
|
|
|
|
|
|
|
4,791
|
|
|
|
|
|
|
Share price | $ / shares |
|
|
|
|
|
|
|
|
$ 2.505
|
|
|
|
|
|
|
Accrued and unpaid interest | $ |
|
|
|
|
|
|
|
|
$ 12,000
|
|
|
|
|
|
|
Other 2023 Stock Transactions [Member] | Restricted Stock [Member] | Board of Directors Chairman [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares granted |
|
|
|
|
|
|
|
|
6,667
|
|
|
|
|
|
|
Share price | $ / shares |
|
|
|
|
|
|
|
|
$ 2.505
|
|
|
|
|
|
|
Other 2023 Stock Transactions [Member] | Restricted Stock [Member] | Chief Executive Officer [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares granted |
|
|
|
|
|
|
|
|
3,333
|
|
|
|
|
|
|
Related Party Convertible Notes [Member] | Two Individual Conversions [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion of principal | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 2,562,500
|
|
Converted shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
118,422
|
|
Loss on extinguishment of debt | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 855,296
|
|
Warrants issued, shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
59,211
|
|
Related Party Convertible Notes [Member] | Four Individual Conversions [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion of principal | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 250,000
|
|
Converted shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
6,807
|
|
Inducement expense | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 101,000
|
|
Related Party Convertible Notes [Member] | Second Conversion [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion of principal | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 100,000
|
|
Converted shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
1,807
|
|
Conversion of accrued interest | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 8,425
|
|
Principal and accrued interest | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 108,425
|
|
Mr Salkind [Member] | One Year Consulting Contract [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
stock issued for consulting services, shares |
|
|
150,000
|
|
|
|
|
|
|
|
|
|
|
|
|
stock issued for consulting services, value | $ |
|
|
$ 103,500
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrelated Party [Member] | One Year Consulting Contract [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Signing bonus in cash | $ |
|
|
|
|
|
|
|
|
|
|
|
|
$ 25,000
|
|
|
Number of restricted shares issued |
|
|
|
|
|
|
|
|
|
|
|
|
100,000
|
|
|
Restricted stock issued, value | $ |
|
|
|
|
|
|
|
|
|
|
|
|
$ 14,000
|
|
|
Number of warrants purchased |
|
|
|
|
|
|
|
|
|
|
|
|
200,000
|
|
|
Exercisable period |
|
|
|
|
|
|
|
|
|
|
|
|
3 years
|
|
|
Public offering price | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 0.20
|
|
|
Number of warrants purchased, value | $ |
|
|
|
|
|
|
|
|
|
|
|
|
$ 25,000
|
|
|
Monthly cash payments | $ |
|
|
|
|
|
|
|
|
|
|
|
|
12,500
|
|
|
Prepaid asset | $ |
|
|
|
|
|
|
|
|
|
|
|
|
64,000
|
|
|
Amortization of prepaid asset | $ |
|
|
|
|
|
|
|
|
|
|
|
|
3,690
|
|
|
Remaining unamortized cost | $ |
|
|
|
|
|
|
|
|
|
|
|
|
60,310
|
|
|
Mr Salkind [Member] | Other 2023 Stock Transactions [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares granted |
|
|
|
|
|
|
|
|
2,000
|
|
|
|
|
|
|
Share price | $ / shares |
|
|
|
|
|
|
|
|
$ 2.505
|
|
|
|
|
|
|
Accrued and unpaid interest | $ |
|
|
|
|
|
|
|
|
$ 5,000
|
|
|
|
|
|
|
Consulting Agreement [Member] | John Columbia Inc [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
stock issued for consulting services, shares |
|
|
|
|
|
|
|
|
|
3,333
|
|
|
|
|
|
stock issued for consulting services, value | $ |
|
|
|
|
|
|
|
|
|
$ 84,500
|
|
|
|
|
|
Thirteen Individual Stock Subscription Agreements [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares issued |
|
|
|
|
|
|
|
|
|
|
|
|
|
61,497
|
|
Placement agent fees and other offering costs | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 1,187,500
|
|
Underwriting Agreement [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriter fees | $ |
|
|
|
|
|
|
|
|
|
|
|
|
$ 242,500
|
|
|
Series A A Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
1,500,000
|
|
|
Preferred stock, shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
Convertible preferred shares |
|
|
|
|
|
|
|
|
|
|
|
|
3.33
|
|
|
Series A A A Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
1,250,000
|
1,250,000
|
|
Preferred stock, par value | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 0.0001
|
$ 0.0001
|
|
Preferred stock, shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
31,413
|
31,413
|
|
Convertible preferred shares |
|
|
|
|
|
|
|
|
|
|
|
|
6.67
|
|
|
Series A A A A Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
1,250
|
|
|
Series C Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
1,500
|
|
|
Preferred stock, shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
Convertible preferred shares |
|
|
|
|
|
|
|
|
|
|
|
|
6,667
|
|
|
Exercise price | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 60
|
|
|
Series B Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
2
|
|
|
Series E Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
70,000
|
70,000
|
|
Preferred stock, par value | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 0.0001
|
$ 0.0001
|
|
Preferred stock, shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
61,688
|
61,688
|
|
Convertible preferred per share | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 0.08
|
Series F Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
1
|
|
|
Preferred stock, shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
Series G Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
300,789
|
|
|
Preferred stock, shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
Convertible preferred shares |
300,789
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible preferred per share | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 5.00
|
|
|
Preferred stock conversion ratio |
|
|
|
|
|
|
|
|
|
|
|
|
0.50
|
|
|
Series G Preferred Stock [Member] | Mr Gene Salkind [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion of principal | $ |
|
$ 300,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion of accrued interest | $ |
|
3,495
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Invetement on preferred stock | $ |
|
$ 1,503,495
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion of stock, shares |
|
300,789
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of preferred stock converted, value | $ |
|
$ 1,200,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion price | $ / shares |
|
$ 0.50
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Closing sales price | $ / shares |
|
$ 5.00
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series H Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
770,000
|
770,000
|
|
Preferred stock, par value | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 0.0001
|
$ 0.0001
|
|
Preferred stock, shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
768,473
|
768,473
|
|
Convertible preferred shares |
751,730
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible preferred per share | $ / shares |
$ 0.20
|
|
|
|
|
|
|
|
|
|
|
|
$ 2.00
|
|
|
Preferred stock conversion ratio |
|
|
|
|
|
|
|
|
|
|
|
|
0.20
|
|
|
Closing sales price | $ / shares |
$ 2.00
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series H Preferred Stock [Member] | Legal Services [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Conversion of stock, shares |
16,500
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of preferred stock converted, value | $ |
$ 33,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incentive Shares [Member] | Walleye Opportunities Master Fund [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of warrants | $ |
|
|
|
|
|
|
$ 122,426
|
|
|
|
|
|
|
|
|
Common Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reverse stock split |
|
|
|
1-for-15
reverse stock split
|
|
|
|
|
|
|
|
|
|
|
|
Reverse stock split, shares |
|
|
|
14,162
|
|
|
|
|
|
|
|
|
|
|
|
stock issued for consulting services, shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
3,334
|
|
stock issued for consulting services, value | $ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock [Member] | February 2023 Public Offering [Member] | Prefunded Warrant [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares issued |
|
|
|
|
|
285,792
|
|
|
|
|
|
|
|
|
|
Common Stock [Member] | Underwriting Agreement [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercise price | $ / shares |
|
|
|
|
|
$ 7.6725
|
|
|
|
|
|
|
|
|
|
Warrant purchase |
|
|
|
|
|
26,882
|
|
|
|
|
|
|
|
|
|
Common Stock [Member] | Underwriting Agreement [Member] | Spartan Capital Securities L L C [Member] | February 2023 Public Offering [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of shares issued |
|
|
|
|
|
251,842
|
|
|
|
|
|
|
|
|
|
Preferred Stock [Member] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares authorized |
|
|
|
|
|
|
|
|
|
|
|
|
5,000,000
|
|
|
Preferred stock, par value | $ / shares |
|
|
|
|
|
|
|
|
|
|
|
|
$ 0.0001
|
|
|
X |
- References
+ Details
Name: |
MOBQ_AmortizationOfPrepaidAsset |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_CommonStockEquivalentsShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_DebtConversionConvertedInterestAmount1 |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_FairValueOfWarrants |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_InvetementOnPreferredStock |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_NumberOfWarrantsPurchased |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_NumberOfWarrantsPurchasedValue |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_OriginalIssueDiscount |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_ProceedsReceivedFromOffering |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_RemainingUnamortizedCost |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_SubscriptionAmount |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_UnderwriterFees |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantExercisePrice |
Namespace Prefix: |
MOBQ_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantIssuedShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantPurchase |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantPurchased |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantsIssuedShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantsPurchase |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantsToPurchaseCommonStock |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantsToPurchaseCommonStockCashlessBasis |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCarrying value as of the balance sheet date of obligations incurred and payable for incentive compensation awarded to employees and directors or earned by them based on the terms of one or more relevant arrangements. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.20) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_AccruedBonusesCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482765/220-10-50-4
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482765/220-10-50-5
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 830 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481674/830-30-50-1
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 830 -SubTopic 30 -Name Accounting Standards Codification -Section 45 -Paragraph 17 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481694/830-30-45-17
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 830 -SubTopic 30 -Name Accounting Standards Codification -Section 45 -Paragraph 20 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481694/830-30-45-20
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 830 -SubTopic 30 -Name Accounting Standards Codification -Section 45 -Paragraph 20 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481694/830-30-45-20
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 830 -SubTopic 30 -Name Accounting Standards Codification -Section 45 -Paragraph 20 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481694/830-30-45-20
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 830 -SubTopic 30 -Name Accounting Standards Codification -Section 45 -Paragraph 20 -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481694/830-30-45-20
+ Details
Name: |
us-gaap_AccumulatedOtherComprehensiveIncomeLossLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of other increase (decrease) in additional paid in capital (APIC).
+ References
+ Details
Name: |
us-gaap_AdjustmentsToAdditionalPaidInCapitalOther |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAmount of noncash expense included in interest expense to amortize debt discount and premium associated with the related debt instruments. Excludes amortization of financing costs. Alternate captions include noncash interest expense.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 1A -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-1A
Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 220 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.5-03.8) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483621/220-10-S99-2
+ Details
Name: |
us-gaap_AmortizationOfDebtDiscountPremium |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionExercise price per share or per unit of warrants or rights outstanding.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-3
+ Details
Name: |
us-gaap_ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionTotal number of shares of other common stock instruments held by shareholders, such as exchangeable shares. May be all or portion of the number of common shares authorized.
+ References
+ Details
Name: |
us-gaap_CommonStockOtherSharesOutstanding |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionFace amount or stated value per share of common stock.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CommonStockParOrStatedValuePerShare |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionThe maximum number of common shares permitted to be issued by an entity's charter and bylaws.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(16)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_CommonStockSharesAuthorized |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionThe value of the stock converted in a noncash (or part noncash) transaction. Noncash is defined as transactions during a period that do not result in cash receipts or cash payments in the period. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-4
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-3
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-5
+ Details
Name: |
us-gaap_ConversionOfStockAmountConverted1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe number of shares converted in a noncash (or part noncash) transaction. Noncash is defined as transactions during a period that do not result in cash receipts or cash payments in the period. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-4
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-3
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-5
+ Details
Name: |
us-gaap_ConversionOfStockSharesConverted1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe number of new shares issued in the conversion of stock in a noncash (or part noncash) transaction. Noncash is defined as transactions during a period that do not result in cash receipts or cash payments in the period. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-4
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-3
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-5
+ Details
Name: |
us-gaap_ConversionOfStockSharesIssued1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNumber of shares issued for each share of convertible preferred stock that is converted.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(27)) -SubTopic 10 -Topic 210 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-3
Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-6
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 16 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-16
+ Details
Name: |
us-gaap_ConvertiblePreferredStockSharesIssuedUponConversion |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionThe value of the financial instrument(s) that the original debt is being converted into in a noncash (or part noncash) transaction. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-3
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-5
+ Details
Name: |
us-gaap_DebtConversionConvertedInstrumentAmount1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionThe number of shares issued in exchange for the original debt being converted in a noncash (or part noncash) transaction. "Part noncash" refers to that portion of the transaction not resulting in cash receipts or payments in the period.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-3
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 50 -Paragraph 5 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482913/230-10-50-5
+ Details
Name: |
us-gaap_DebtConversionConvertedInstrumentSharesIssued1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount, before unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but is not limited to, notes payable, bonds payable, commercial loans, mortgage loans, convertible debt, subordinated debt and other types of debt.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(22)) -SubTopic 10 -Topic 210 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 942 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.9-03(16)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479853/942-210-S99-1
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (b)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-4
+ Details
Name: |
us-gaap_DebtInstrumentCarryingAmount |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionThe price per share of the conversion feature embedded in the debt instrument.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-5
+ Details
Name: |
us-gaap_DebtInstrumentConvertibleConversionPrice1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionFace (par) amount of debt instrument at time of issuance.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 835 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482900/835-30-50-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B
Reference 3: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69B -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69B
Reference 4: http://www.xbrl.org/2003/role/exampleRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 55 -Paragraph 69C -Publisher FASB -URI https://asc.fasb.org//1943274/2147481568/470-20-55-69C
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-2
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 55 -Paragraph 8 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482949/835-30-55-8
+ Details
Name: |
us-gaap_DebtInstrumentFaceAmount |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionThe average effective interest rate during the reporting period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1F -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1F
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 835 -SubTopic 30 -Section 45 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482925/835-30-45-2
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.22(a)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_DebtInstrumentInterestRateDuringPeriod |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of the required periodic payments including both interest and principal payments.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.22) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 942 -SubTopic 470 -Section 50 -Paragraph 3 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480848/942-470-50-3
+ Details
Name: |
us-gaap_DebtInstrumentPeriodicPayment |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionDifference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 28 -Subparagraph (b) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-28
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 470 -SubTopic 50 -Section 40 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481303/470-50-40-2
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 470 -SubTopic 50 -Section 40 -Paragraph 4 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481303/470-50-40-4
+ Details
Name: |
us-gaap_GainsLossesOnExtinguishmentOfDebt |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionConsideration given by issuer of convertible debt to provide an incentive for debt holders to convert the debt to equity securities. The expense is equal to the fair value of all securities and other consideration transferred in the transaction in excess of the fair value of securities issuable pursuant to the original conversion terms.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 40 -Paragraph 16 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481194/470-20-40-16
+ Details
Name: |
us-gaap_InducedConversionOfConvertibleDebtExpense |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionCarrying value as of the balance sheet date of [accrued] interest payable on all forms of debt, including trade payables, that has been incurred and is unpaid. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.20) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_InterestPayableCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
instant |
|
X |
- DefinitionThe cash outflow for cost incurred directly with the issuance of an equity security.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 15 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-15
+ Details
Name: |
us-gaap_PaymentsOfStockIssuanceCosts |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionPer share conversion price of preferred stock.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
+ Details
Name: |
us-gaap_PreferredStockConvertibleConversionPrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNumber of common shares issuable upon conversion for each share of preferred stock to be converted.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
+ Details
Name: |
us-gaap_PreferredStockConvertibleConversionRatio |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:pureItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionFace amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-13
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PreferredStockParOrStatedValuePerShare |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionThe maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(16)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PreferredStockSharesAuthorized |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionAggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SX 210.6-05(4)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-2
Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.6-04(16)(a)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479617/946-210-S99-1
Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(7)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PreferredStockSharesOutstanding |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionAmount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(9)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_PrepaidExpenseAndOtherAssetsCurrent |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionThe cash inflow associated with the amount received from entity's first offering of stock to the public.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 14 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-14
+ Details
Name: |
us-gaap_ProceedsFromIssuanceInitialPublicOffering |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe cash inflow from the additional capital contribution to the entity.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 14 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-14
+ Details
Name: |
us-gaap_ProceedsFromIssuanceOfCommonStock |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe cash inflow from issuance of rights to purchase common shares at predetermined price (usually issued together with corporate debt).
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 45 -Paragraph 14 -Subparagraph (a) -SubTopic 10 -Topic 230 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-14
+ Details
Name: |
us-gaap_ProceedsFromIssuanceOfWarrants |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionCash received from principal payments made on loans related to operating activities.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 25 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-25
+ Details
Name: |
us-gaap_ProceedsFromLoans |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe cash inflow from a borrowing supported by a written promise to pay an obligation.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 230 -SubTopic 10 -Section 45 -Paragraph 14 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482740/230-10-45-14
+ Details
Name: |
us-gaap_ProceedsFromNotesPayable |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionThe number of shares issued or sold by the subsidiary or equity method investee per stock transaction.
+ References
+ Details
Name: |
us-gaap_SaleOfStockNumberOfSharesIssuedInTransaction |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionPer share amount received by subsidiary or equity investee for each share of common stock issued or sold in the stock transaction.
+ References
+ Details
Name: |
us-gaap_SaleOfStockPricePerShare |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNet number of share options (or share units) granted during the period.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriod |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionPrice of a single share of a number of saleable stocks of a company.
+ References
+ Details
Name: |
us-gaap_SharePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionWeighted average remaining contractual term for fully vested and expected to vest exercisable or convertible options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestExercisableWeightedAverageRemainingContractualTerm1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNumber of shares of stock issued as of the balance sheet date, including shares that had been issued and were previously outstanding but which are now held in the treasury.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
+ Details
Name: |
us-gaap_SharesIssued |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionPer share or per unit amount of equity securities issued.
+ References
+ Details
Name: |
us-gaap_SharesIssuedPricePerShare |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNumber of shares issued in lieu of cash for services contributed to the entity. Number of shares includes, but is not limited to, shares issued for services contributed by vendors and founders.
+ References
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodSharesIssuedForServices |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNumber of new stock issued during the period.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 505 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481004/946-505-50-2
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-03(i)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodSharesNewIssues |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNumber of shares of stock issued attributable to transactions classified as other.
+ References
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodSharesOther |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTotal number of shares issued during the period, including shares forfeited, as a result of Restricted Stock Awards.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardGross |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionReduction in the number of shares during the period as a result of a reverse stock split.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodSharesReverseStockSplits |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionValue of stock issued in lieu of cash for services contributed to the entity. Value of the stock issued includes, but is not limited to, services contributed by vendors and founders.
+ References
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodValueIssuedForServices |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionAggregate value of stock related to Restricted Stock Awards issued during the period.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodValueRestrictedStockAwardGross |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- DefinitionDescription of the reverse stock split arrangement. Also provide the retroactive effect given by the reverse split that occurs after the balance sheet date but before the release of financial statements.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 4 -Subparagraph (SAB Topic 4.C) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-4
+ Details
Name: |
us-gaap_StockholdersEquityReverseStockSplit |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_ClassOfWarrantOrRightAxis=MOBQ_PrefundedWarrantMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_ClassOfWarrantOrRightAxis=MOBQ_Series2023WarrantsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_SubsidiarySaleOfStockAxis=MOBQ_February2023PublicOfferingMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_SubsidiarySaleOfStockAxis=MOBQ_June2023PublicOfferingMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_SecuritiesFinancingTransactionAxis=MOBQ_WalleyeOpportunitiesMasterFundMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TransactionTypeAxis=MOBQ_SecuritiesPurchaseAgreementsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TransactionTypeAxis=MOBQ_Other2023StockTransactionsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_AwardTypeAxis=us-gaap_RestrictedStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_TitleOfIndividualAxis=srt_BoardOfDirectorsChairmanMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_TitleOfIndividualAxis=srt_ChiefExecutiveOfficerMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TransactionTypeAxis=MOBQ_TwoIndividualConversionsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TransactionTypeAxis=MOBQ_FourIndividualConversionsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TransactionTypeAxis=MOBQ_SecondConversionMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_ContractWithCustomerDurationAxis=MOBQ_OneYearConsultingContractMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_MrSalkindMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TypeOfArrangementAxis=MOBQ_ConsultingAgreementMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_JohnColumbiaIncMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TypeOfArrangementAxis=MOBQ_ThirteenIndividualStockSubscriptionAgreementsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_TypeOfArrangementAxis=MOBQ_UnderwritingAgreementMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=MOBQ_SeriesAAPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=MOBQ_SeriesAAAPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=MOBQ_SeriesAAAAPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesCPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesBPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesEPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesFPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesGPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=us-gaap_SeriesHPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_ProductOrServiceAxis=MOBQ_LegalServicesMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementClassOfStockAxis=MOBQ_IncentiveSharesMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementEquityComponentsAxis=us-gaap_CommonStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_SpartanCapitalSecuritiesLLCMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_StatementEquityComponentsAxis=us-gaap_PreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
X |
- DefinitionThe estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe risk-free interest rate assumption that is used in valuing an option on its own shares.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 1D -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-1D
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(v) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionExpected term of award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_AwardTypeAxis=us-gaap_StockOptionMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_RangeAxis=srt_MinimumMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_RangeAxis=srt_MaximumMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
STOCK OPTION PLANS AND WARRANTS (Details - Options outstanding) - Equity Option [Member] - USD ($)
|
12 Months Ended |
Dec. 31, 2023 |
Dec. 31, 2022 |
Dec. 31, 2021 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
Shares outstanding -beginning |
78,226
|
76,439
|
|
Weighted average exercise price - beginning |
$ 243.30
|
$ 250.35
|
|
Weighted average contractual term |
5 years 18 days
|
7 years 5 months 8 days
|
8 years 4 months 20 days
|
Aggregate intrinsic value - beginning |
$ 0
|
$ 0
|
|
Shares granted |
1,804,167
|
2,500
|
|
Weighted average exercise price - granted |
$ 0.21
|
$ 53.40
|
|
Weighted average contractual term -granted |
4 years 11 months 19 days
|
8 years 8 months 19 days
|
|
Aggregate intrinsic value - granted |
$ 0
|
$ 0
|
|
Shares cancelled and expired |
(6,118)
|
(713)
|
|
Weighted average exercise price - cancelled and expired |
$ 0
|
$ 326.55
|
|
Aggregate intrinsic value - cancelled & expired |
$ 0
|
$ 0
|
|
Shares outstanding -ending |
1,876,275
|
78,226
|
76,439
|
Weighted average exercise price - ending |
$ 9.11
|
$ 243.30
|
$ 250.35
|
Aggregate intrinsic value - ending |
$ 252,000
|
$ 0
|
$ 0
|
Shares exercisable |
1,876,270
|
|
|
Weighted average exercise price - exercisable |
$ 9.12
|
|
|
Weighted average contractual term - exercisable |
5 years 18 days
|
|
|
Aggregate intrinsic value - exercisable |
$ 252,000
|
|
|
X |
- References
+ Details
Name: |
MOBQ_AggregateIntrinsicValueCancelledExpired |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_AggregateIntrinsicValueGranted |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsGrantedWeightedAverageRemainingContractualTerm1 |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 1D -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-1D
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(v) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe weighted-average price as of the balance sheet date at which grantees can acquire the shares reserved for issuance on vested portions of options outstanding and currently exercisable under the stock option plan.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionFor presentations that combine terminations, the number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan or that expired.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresAndExpirationsInPeriod |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNet number of share options (or share units) granted during the period.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriod |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount by which the current fair value of the underlying stock exceeds the exercise price of options outstanding.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionNumber of options outstanding, including both vested and non-vested options.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionWeighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNumber of fully vested and expected to vest exercisable options that may be converted into shares under option plan. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestExercisableNumber |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionWeighted average price at which grantees could have acquired the underlying shares with respect to stock options of the plan that expired.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionWeighted average per share amount at which grantees can acquire shares of common stock by exercise of options.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageExercisePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of difference between fair value of the underlying shares reserved for issuance and exercise price of vested portions of options outstanding and currently exercisable.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionWeighted average remaining contractual term for vested portions of options outstanding and currently exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionWeighted average remaining contractual term of outstanding stock options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 718 -SubTopic 10 -Subparagraph (e)(1) -Name Accounting Standards Codification -Paragraph 2 -Section 50 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_SharebasedCompensationSharesAuthorizedUnderStockOptionPlansExercisePriceRangeOutstandingOptionsWeightedAverageRemainingContractualTerm2 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_AwardTypeAxis=us-gaap_StockOptionMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
X |
- DefinitionThe estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe risk-free interest rate assumption that is used in valuing an option on its own shares.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:percentItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 1D -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-1D
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(v) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionExpected term of award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_AwardTypeAxis=us-gaap_WarrantMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_RangeAxis=srt_MinimumMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_RangeAxis=srt_MaximumMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
STOCK OPTION PLANS AND WARRANTS (Details - Warrants outstanding) - Warrant [Member] - USD ($)
|
12 Months Ended |
Dec. 31, 2023 |
Dec. 31, 2022 |
Dec. 31, 2021 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
Shares outstanding - beginning |
|
312,254
|
253,348
|
|
Weighted average exercise price - beginning |
|
$ 195.15
|
$ 227.85
|
|
Weighted average contractual term |
|
4 years 2 months 12 days
|
4 years 8 months 23 days
|
4 years 8 months 4 days
|
Aggregate intrinsic value - beginning |
|
$ 0
|
$ 0
|
|
Shares granted |
|
2,849,551
|
60,211
|
|
Weighted average exercise price - granted |
|
$ 3.36
|
$ 60.15
|
|
Weighted average contractual term - granted |
|
4 years 3 months
|
8 years 7 months 9 days
|
|
Aggregate intrinsic value - granted |
|
$ 0
|
$ 0
|
|
Shares cancelled and expired |
|
(60,019)
|
(1,305)
|
|
Weighted average exercise price - expired |
|
$ 0
|
$ 340.95
|
|
Aggregate intrinsic value - expired |
|
$ 0
|
$ 0
|
|
Shares exercised |
[1] |
(2,448,427)
|
|
|
Weighted average exercise price - exercised |
[1] |
$ 3.36
|
|
|
Aggregate intrinsic value - exercised |
[1] |
$ 0
|
|
|
Shares outstanding - ending |
|
653,358
|
312,254
|
253,348
|
Weighted average exercise price - ending |
|
$ 58.54
|
$ 195.15
|
$ 227.85
|
Aggregate intrinsic value - ending |
|
$ 28,000
|
$ 0
|
$ 0
|
Shares outstanding - exercisable |
|
653,358
|
|
|
Weighted average exercise price - exercisable |
|
$ 58.54
|
|
|
Weighted average contractual term - exercisable |
|
4 years 2 months 12 days
|
|
|
Aggregate intrinsic value - exercisable |
|
$ 28,000
|
|
|
|
|
X |
- References
+ Details
Name: |
MOBQ_AggregateIntrinsicValueExercised |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_AggregateIntrinsicValueExpired |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
credit |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsExercisedInPeriod |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsOutstandingWeightedAverageRemainingContractualTermsGranted |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsOutstandingWeightedAverageRemainingsContractualTerms |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValueExercisable |
Namespace Prefix: |
MOBQ_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_ShareBasedCompensationArrangementByShareBasedPaymentAwardOtherThanOptionsExercisableNumber |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionExercise price per share or per unit of warrants or rights outstanding.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-3
+ Details
Name: |
us-gaap_ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNumber of warrants or rights outstanding.
+ References
+ Details
Name: |
us-gaap_ClassOfWarrantOrRightOutstanding |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionThe number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionPer share or unit weighted-average intrinsic value of award granted under share-based payment arrangement. Excludes share and unit options.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodIntrinsicValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 1D -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-1D
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(v) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionWeighted average price at which option holders acquired shares when converting their stock options into shares.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionWeighted average price at which grantees could have acquired the underlying shares with respect to stock options of the plan that expired.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIntrinsic value of outstanding award under share-based payment arrangement. Excludes share and unit options.
+ References
+ Details
Name: |
us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueOutstanding |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionIntrinsic value of vested award under share-based payment arrangement. Excludes share and unit options.
+ References
+ Details
Name: |
us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueVested |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionWeighted average remaining contractual term for vested portions of options outstanding and currently exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:durationItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_AwardTypeAxis=us-gaap_WarrantMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
STOCK OPTION PLANS AND WARRANTS (Details Narrative) - USD ($)
|
|
|
1 Months Ended |
12 Months Ended |
|
|
Dec. 19, 2023 |
Jun. 30, 2023 |
Jul. 31, 2023 |
Apr. 30, 2023 |
Mar. 31, 2023 |
Apr. 30, 2022 |
Mar. 31, 2022 |
Dec. 31, 2023 |
Dec. 31, 2022 |
May 15, 2023 |
Dec. 31, 2021 |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Weighted-average grant-date fair value |
|
|
|
|
|
|
|
$ 0.21
|
|
|
|
Unamortized compensation cost |
|
|
|
|
|
|
|
$ 1,176
|
|
|
|
Unamortized compensation cost fiscal 2024 |
|
|
|
|
|
|
|
936
|
|
|
|
Unamortized compensation cost fiscal 2025 |
|
|
|
|
|
|
|
$ 240
|
|
|
|
Prefunded Warrant [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Warrants issued, shares |
|
1,625,000
|
|
|
|
|
|
|
|
|
|
Number of shares issued |
|
|
|
|
|
|
|
285,792
|
|
|
|
Expiration date |
|
|
|
|
|
|
|
Feb. 14, 2028
|
|
|
|
Warrants issued |
|
|
478,333
|
|
|
|
|
|
|
|
|
IPO [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Warrants issued, shares |
|
|
|
|
|
|
|
850,308
|
|
|
|
Secured Convertible Notes To Related Party [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Warrants issued, shares |
|
|
|
|
|
|
|
|
59,211
|
|
|
Exercise price |
|
|
|
|
|
|
|
|
$ 60.00
|
|
|
Service Agreement [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Warrants issued, shares |
|
|
|
|
|
|
|
|
1,000
|
|
|
Options And Warrants [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Share price |
|
|
|
|
|
|
|
$ 0.34
|
|
|
|
Stock-based compensation expense |
|
|
|
|
|
|
|
$ 306,929
|
$ 83,605
|
|
|
Warrant [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Share price |
|
|
|
|
|
|
|
$ 0.20
|
|
|
|
Warrants issued, shares |
|
|
|
|
|
|
|
2,849,551
|
|
|
|
Exercise price |
|
|
|
|
|
|
|
$ 58.54
|
$ 195.15
|
|
$ 227.85
|
Number of warrants purchased |
|
|
|
|
|
|
|
200,000
|
|
|
|
Warrant [Member] | O I D Promissory Note [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Warrants issued, shares |
|
|
|
|
|
|
|
174,242
|
|
|
|
Plan E P 2023 [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Number of shares authorized |
2,000,000
|
|
|
|
|
|
|
|
|
166,667
|
|
Plan 2021 [Member] | Anne S Provost [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Shares granted |
|
|
|
|
|
|
1,667
|
|
|
|
|
Exercise price |
|
|
|
|
|
|
$ 68.55
|
|
|
|
|
Plan 2021 [Member] | Dean Julia [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Shares granted |
|
|
|
833
|
|
833
|
|
|
|
|
|
Exercise price |
|
|
|
$ 3.30
|
|
$ 23.25
|
|
|
|
|
|
Plan 2021 [Member] | Nate Knight [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Shares granted |
|
|
|
|
1,667
|
|
|
|
|
|
|
Exercise price |
|
|
|
|
$ 3.30
|
|
|
|
|
|
|
Plan 2021 [Member] | Byron Booker [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Shares granted |
|
|
|
1,667
|
|
|
|
|
|
|
|
Exercise price |
|
|
|
$ 3.30
|
|
|
|
|
|
|
|
Plan 2023 [Member] |
|
|
|
|
|
|
|
|
|
|
|
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] |
|
|
|
|
|
|
|
|
|
|
|
Stock options to purchase |
1,800,000
|
|
|
|
|
|
|
|
|
|
|
Common stock, exercisable |
$ 0.20
|
|
|
|
|
|
|
|
|
|
|
X |
- References
+ Details
Name: |
MOBQ_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostRecognizedYearOne |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostRecognizedYearTwo |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantsIssued |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- References
+ Details
Name: |
MOBQ_WarrantsIssuedShares |
Namespace Prefix: |
MOBQ_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAmount of expense for award under share-based payment arrangement. Excludes amount capitalized.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SAB Topic 14.F) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479830/718-10-S99-1
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(1)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_AllocatedShareBasedCompensationExpense |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
duration |
|
X |
- DefinitionExercise price per share or per unit of warrants or rights outstanding.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-3
+ Details
Name: |
us-gaap_ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1 |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionAmount of cost not yet recognized for nonvested award under share-based payment arrangement.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:monetaryItemType |
Balance Type: |
debit |
Period Type: |
instant |
|
X |
- DefinitionDate the equity-based award expires, in YYYY-MM-DD format.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardExpirationDate |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 1D -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-1D
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 35 -Paragraph 3 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480483/718-10-35-3
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 17: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 18: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(02) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 19: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(2)(iii)(03) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 20: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 21: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 22: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 23: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (e)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 24: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 25: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(ii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 26: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 27: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(iv) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
Reference 28: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (f)(2)(v) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNumber of shares authorized for issuance under share-based payment arrangement.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(3) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAuthorized |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionThe weighted-average price as of the balance sheet date at which grantees can acquire the shares reserved for issuance on vested portions of options outstanding and currently exercisable under the stock option plan.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iii) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNet number of share options (or share units) granted during the period.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriod |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe weighted average grant-date fair value of options granted during the reporting period as calculated by applying the disclosed option pricing methodology.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (d)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNumber of shares purchased for issuance under share-based payment arrangement.
+ ReferencesReference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (l) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardSharesPurchasedForAward |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionWeighted average per share amount at which grantees can acquire shares of common stock by exercise of options.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(1)(iv)(01) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2
+ Details
Name: |
us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageExercisePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionPrice of a single share of a number of saleable stocks of a company.
+ References
+ Details
Name: |
us-gaap_SharePrice |
Namespace Prefix: |
us-gaap_ |
Data Type: |
dtr-types:perShareItemType |
Balance Type: |
na |
Period Type: |
instant |
|
X |
- DefinitionNumber of new stock issued during the period.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 505 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481004/946-505-50-2
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-03(i)(1)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_StockIssuedDuringPeriodSharesNewIssues |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionNumber of shares that have been repurchased during the period and have not been retired and are not held in treasury. Some state laws may govern the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock.
+ ReferencesReference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Name Accounting Standards Codification -Section 50 -Paragraph 2 -SubTopic 10 -Topic 505 -Publisher FASB -URI https://asc.fasb.org//1943274/2147481112/505-10-50-2
Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 505 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481004/946-505-50-2
Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 220 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-09(4)(b)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483575/946-220-S99-3
Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 3 -Subparagraph (SX 210.6-03(i)(2)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479886/946-10-S99-3
Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(28)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 505 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1
Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 210 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02(29)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480566/210-10-S99-1
+ Details
Name: |
us-gaap_StockRepurchasedDuringPeriodShares |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_ClassOfWarrantOrRightAxis=MOBQ_PrefundedWarrantMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_SubsidiarySaleOfStockAxis=us-gaap_IPOMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_DebtConversionByUniqueDescriptionAxis=MOBQ_ServiceAgreementMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_AwardTypeAxis=MOBQ_OptionsAndWarrantsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_AwardTypeAxis=us-gaap_WarrantMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_LongtermDebtTypeAxis=MOBQ_OIDPromissoryNoteMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_PlanNameAxis=MOBQ_PlanEP2023Member |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_PlanNameAxis=MOBQ_Plan2021Member |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_AnneSProvostMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_DeanJuliaMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_NateKnightMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
srt_CounterpartyNameAxis=MOBQ_ByronBookerMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_PlanNameAxis=MOBQ_Plan2023Member |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
v3.24.1.u1
EARNINGS (LOSS) PER SHARE (Details - Potentially dilutive equity securities) - shares
|
12 Months Ended |
Dec. 31, 2023 |
Dec. 31, 2022 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] |
|
|
Antidilutive shares |
10,423,888
|
394,406
|
Convertible Notes Payable And Accrued Interest [Member] |
|
|
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] |
|
|
Antidilutive shares |
0
|
3,926
|
Stock Options [Member] |
|
|
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] |
|
|
Antidilutive shares |
1,876,275
|
78,226
|
Warrants [Member] |
|
|
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] |
|
|
Antidilutive shares |
653,358
|
312,254
|
Series A Preferred Stock [Member] |
|
|
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] |
|
|
Antidilutive shares |
209,525
|
0
|
Series H Preferred Stock [Member] |
|
|
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] |
|
|
Antidilutive shares |
7,684,730
|
|
X |
- DefinitionSecurities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 260 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482662/260-10-50-1
+ Details
Name: |
us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:sharesItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLine items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.
+ References
+ Details
Name: |
us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems |
Namespace Prefix: |
us-gaap_ |
Data Type: |
xbrli:stringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Details
Name: |
us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis=MOBQ_ConvertibleNotesPayableAndAccruedInterestMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis=MOBQ_StockOptionsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis=MOBQ_WarrantsMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis=us-gaap_SeriesAPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|
X |
- Details
Name: |
us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis=us-gaap_SeriesHPreferredStockMember |
Namespace Prefix: |
|
Data Type: |
na |
Balance Type: |
|
Period Type: |
|
|