Item 1. Financial Statements
Item 1. Financial Statements
Our condensed consolidated financial statements included in this Form
10-Q are as follows:
Page
Number
2
Condensed Consolidated Balance Sheets as of September 30, 2021 (unaudited) and December 31, 2020 (unaudited);
3
Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021 and 2020 (unaudited);
4
Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three and nine months ended September 30, 2021 (unaudited)
5
Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three and nine months ended September 30, 2020 (unaudited)
6
Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020 (unaudited);
7
Notes to Condensed Consolidated Financial Statements (unaudited).
1
OPTIMIZERx CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
September 30,
2021
December 31,
2020
ASSETS
Current Assets
Cash and cash equivalents
$ 85,056,578
$ 10,516,776
Accounts receivable, net
20,747,529
17,885,705
Prepaid expenses
2,564,711
4,456,611
Total Current Assets
108,368,818
32,859,092
Property and equipment, net
130,863
148,854
Other Assets
Goodwill
14,740,031
14,740,031
Technology assets, net
4,784,771
5,251,822
Patent rights, net
2,205,550
2,349,570
Other intangible assets, net
4,045,890
4,519,552
Right of use assets, net
362,024
445,974
Other assets and deposits
12,859
12,859
Total Other Assets
26,151,125
27,319,808
TOTAL ASSETS
$ 134,650,806
$ 60,327,754
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable – trade
$ 771,645
$ 618,250
Accrued expenses
2,460,248
2,420,361
Revenue share payable
3,891,091
4,969,868
Current portion of lease obligations
101,063
123,220
Current portion of contingent purchase price payable
-
1,610,813
Deferred revenue
348,405
285,795
Total Current Liabilities
7,572,452
10,028,307
Non-current Liabilities
Lease obligations, net of current portion
260,614
325,533
Total Non-current Liabilities
260,614
325,533
Total Liabilities
7,833,066
10,353,840
Commitments and contingencies (See Note 8)
-
-
Stockholders’ Equity
Preferred stock, $ 0.001 par value, 10,000,000 shares authorized, no issued and outstanding at September 30, 2021 or December 31, 2020
-
-
Common stock, $ 0.001 par value, 166,666,667 shares authorized, 17,727,769 and 15,223,340 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively
17,728
15,223
Additional paid-in-capital
162,677,132
85,590,428
Accumulated deficit
( 35,877,120 )
( 35,631,737 )
Total Stockholders’ Equity
126,817,740
49,973,914
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$ 134,650,806
$ 60,327,754
The accompanying notes are an integral part of
these condensed consolidated financial statements.
2
OPTIMIZERx CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For the Three Months Ended
For the Nine Months Ended
September 30,
September 30,
2021
2020
2021
2020
NET REVENUE
$ 16,124,951
$ 10,519,191
$ 40,979,801
$ 26,887,022
COST OF REVENUES
7,047,832
4,504,844
17,733,400
11,385,622
GROSS MARGIN
9,077,119
6,014,347
23,246,401
15,501,400
OPERATING EXPENSES
9,038,929
6,191,069
23,506,381
18,993,187
INCOME (LOSS) FROM OPERATIONS
38,190
( 176,722 )
( 259,980 )
( 3,491,787 )
OTHER INCOME (EXPENSE)
Interest income
1,704
4,218
14,597
67,884
Change in fair value of contingent consideration
-
( 110,390 )
-
( 140,390 )
TOTAL OTHER INCOME (EXPENSE)
1,704
( 106,172 )
14,597
( 72,506 )
INCOME(LOSS) BEFORE PROVISION FOR INCOME TAXES
39,894
( 282,894 )
( 245,383 )
( 3,564,293 )
PROVISION FOR INCOME TAXES
-
-
-
-
NET INCOME (LOSS)
$ 39,894
$ ( 282,894 )
$ ( 245,383 )
$ ( 3,564,293 )
WEIGHTED AVERGE SHARES OUTSTANDING
BASIC
17,639,346
14,900,971
17,028,762
14,726,534
DILUTED
18,198,412
14,900,971
17,028,762
14,726,534
EARNINGS (LOSS) PER SHARE
BASIC
$ 0.00
$ ( 0.02 )
$ ( 0.01 )
$ ( 0.24 )
DILUTED
$ 0.00
$ ( 0.02 )
$ ( 0.01 )
$ ( 0.24 )
The accompanying notes are an integral part of
these condensed consolidated financial statements.
3
OPTIMIZERx CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS’ EQUITY
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER
30, 2021
(UNAUDITED)
Additional
Common Stock
Paid in
Accumulated
Shares
Amount
Capital
Deficit
Total
Balance January 1, 2021
15,223,340
$ 15,223
$ 85,590,428
$ ( 35,631,737 )
$ 49,973,914
Public offering of common shares, net of offering costs
1,523,750
1,524
70,670,012
70,671,536
Shares issued for stock options exercised
510,803
511
1,119,500
-
1,120,011
Shares issued as board compensation
2,695
3
124,991
-
124,994
Stock-based compensation expense
-
-
582,159
-
582,159
Net loss
-
-
-
( 637,377 )
( 637,377 )
Balance March 31, 2021
17,260,588
17,261
158,087,090
( 36,269,114 )
121,835,237
Shares issued for stock options exercised
232,806
232
1,590,535
-
1,590,767
Shares issued as board compensation
2,035
2
125,089
-
125,091
Stock-based compensation expense
-
-
771,947
-
771,947
Net income
-
-
-
352,100
352,100
Balance June 30, 2021
17,495,429
17,495
160,574,661
( 35,917,014 )
124,675,142
Shares issued for stock options exercised
232,340
233
1,094,464
-
1,094,697
Stock-based compensation expense
-
-
1,008,007
-
1,008,007
Net income
-
-
-
39,894
39,894
Balance September 30, 2021
17,727,769
$ 17,728
$ 162,677,132
$ ( 35,877,120 )
$ 126,817,740
The accompanying notes are an integral part of
these condensed consolidated financial statements.
4
OPTIMIZERx CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS’ EQUITY
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER
30, 2020
(UNAUDITED)
Additional
Common Stock
Paid in
Accumulated
Shares
Amount
Capital
Deficit
Total
Balance January 1, 2020
14,600,579
$ 14,601
$ 78,272,268
$ ( 33,424,610 )
$ 44,862,259
Shares issued for stock options exercised
35,032
35
112,117
-
112,152
Shares issued as board compensation
11,136
11
99,989
-
100,000
Stock-based compensation expense
-
-
754,512
-
754,512
Net loss
-
-
-
( 2,203,931 )
( 2,203,931 )
Balance March 31, 2020
14,646,747
14,647
79,238,886
( 35,628,541 )
43,624,992
Shares issued for stock options exercised
55,731
56
174,775
-
174,831
Shares issued as board compensation
7,748
8
100,019
-
100,027
Stock-based compensation expense
42,374
42
680,602
-
680,644
Net loss
-
-
-
( 1,077,468 )
( 1,077,468 )
Balance June 30, 2020
14,752,600
14,753
80,194,282
( 36,706,009 )
43,503,026
Shares issued for stock options exercised
198,024
198
1,044,899
-
1,045,097
Shares issued as board compensation
5,915
6
124,978
-
124,984
Stock-based compensation expense
21,186
21
631,432
-
631,453
Shares issued for contingent purchase price and escrow hold back
94,501
94
1,657,454
-
1,657,548
Net loss
-
-
-
( 282,894 )
( 282,894 )
Balance September 30, 2020
15,072,226
$ 15,072
$ 83,653,045
$ ( 36,988,903 )
$ 46,679,214
The accompanying notes are an integral part of
these condensed consolidated financial statements.
5
OPTIMIZERx CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the Nine Months Ended
September 30,
2021
2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss
$ ( 245,383 )
$ ( 3,564,293 )
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation, amortization, and non-cash lease expense
1,580,173
1,563,883
Stock-based compensation
2,362,113
2,066,609
Stock issued for board services
250,085
325,011
Provision for loss on accounts receivable
60,000
80,000
Change in fair value of contingent consideration
-
140,390
Changes in:
Accounts receivable
( 2,921,824 )
( 5,994,527 )
Prepaid expenses and other assets
1,891,900
( 931,833 )
Accounts payable
153,395
( 12,493 )
Revenue share payable
( 1,078,777 )
2,023,650
Accrued expenses and other liabilities
( 53,710 )
704,559
Deferred revenue
62,610
( 118,737 )
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
2,060,582
( 3,717,781 )
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of equipment
( 62,565 )
( 45,254 )
Purchase of intangible assets
( 324,413 )
-
NET CASH USED IN INVESTING ACTIVITIES
( 386,978 )
( 45,254 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from public offering of common stock, net of commission costs
70,671,536
-
Proceeds from the exercise of options
3,805,475
1,332,080
Payment of contingent consideration
( 1,610,813 )
( 4,389,187 )
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
72,866,198
( 3,057,107 )
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
74,539,802
( 6,820,142 )
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD
10,516,776
18,852,680
CASH AND CASH EQUIVALENTS - END OF PERIOD
$ 85,056,578
$ 12,032,538
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest
$ -
$ -
Cash paid for income taxes
$ -
$ -
Acquisition liabilities paid in common stock
$ -
$ 1,550,000
Lease liabilities arising from right of use assets
$ -
$ -
The accompanying notes are an integral part of
these condensed consolidated financial statements.
6
OPTIMIZERx CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS (UNAUDITED)
SEPTEMBER 30, 2021
NOTE 1 – NATURE OF BUSINESS AND BASIS OF
PRESENTATION
The accompanying condensed consolidated financial statements include
OptimizeRx Corporation and its wholly owned subsidiaries (collectively, the “Company”, “we”, “our”,
or “us”).
We are a digital health company that provides
communications solutions for life science companies, physicians and patients. Connecting over half of healthcare providers in the U.S.
and millions of patients through a proprietary network, the OptimizeRx digital health platform helps patients afford and stay on medications.
The platform unlocks new patient and physician touchpoints for life science companies along the patient journey, from point-of-care,
to retail pharmacy, through mobile patient engagement.
The condensed consolidated financial statements for the three and
nine months ended September 30, 2021 and 2020 are unaudited and have been prepared pursuant to the rules and regulations of the U.S.
Securities and Exchange Commission (“SEC”). In the opinion of management, all adjustments necessary to present fairly our
consolidated financial position as of September 30, 2021, and our results of operations, changes in stockholders’ equity for the
three and nine months ended September 30, 2021 and 2020 and the statements of cash flows for the nine months ended September 30, 2021
and 2020 have been made. Those adjustments consist of normal and recurring adjustments. The condensed consolidated balance sheet as of
December 31, 2020 has been derived from the audited consolidated balance sheet as of that date.
Certain information and note disclosures, including a detailed discussion
about the Company’s significant accounting policies, normally included in our annual financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted. These consolidated condensed financial statements should
be read in conjunction with a reading of the financial statements and notes thereto included in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2020, as filed with the U.S. Securities and Exchange Commission on March 8, 2021.
The results of operations for the three and nine months ended September
30, 2021, are not necessarily indicative of the results to be expected for the full year.
NOTE 2 – NEW ACCOUNTING STANDARDS
In December 2019, the FASB issued ASU No. 2019-12, Income
Taxes (Topic 740): Simplifying the Accounting for Income Taxes . ASU 2019-12 is intended to improve consistent application and simplify
the accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and clarifies and amends
existing guidance. ASU 2019-12 is effective for annual and interim reporting periods beginning after December 12, 2020, with early adoption
permitted. The Company adopted this standard effective January 1, 2021. The adoption of this standard did not have a material effect
on our financial position, results of operations, or cash flows.
NOTE 3 – REVENUES
Under ASC 606, Revenue from Contracts with Customers , we record
revenue when earned, rather than when billed. From time to time, we may record revenue based on our revenue recognition policies in advance
of being able to invoice the customer, or we may invoice the customer prior to being able to recognize the revenue. Included in accounts
receivable are unbilled amounts of $ 757,218 and $ 77,516 at September 30, 2021, and December 31, 2020, respectively. Amounts billed in
advance of revenue recognition are presented as deferred revenue on the condensed consolidated balance sheets.
7
OPTIMIZERx
CORPORATION
NOTES
TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER
30, 2021
NOTE
3 – REVENUES (continued)
The
majority of our revenue is earned from life sciences companies, such as pharmaceutical and biotech companies, or medical device makers.
A small portion of our revenue is earned from other sources, such as associations and technology companies. A break down is set forth
in the table below.
Three
Months Ended
September 30,
Nine
Months Ended
September 30,
2021
2020
2021
2020
Revenue from:
Life
Science Companies
$ 15,949,517
$ 10,177,247
$ 40,059,551
$ 25,751,278
Other
175,434
341,944
920,250
1,135,744
Total
Revenue
$ 16,124,951
$ 10,519,191
$ 40,979,801
$ 26,887,022
NOTE
4 – LEASES
We have operating leases for office space in three multitenant facilities
with lease terms greater than 12 months, which are recorded as assets and liabilities on our condensed consolidated balance sheets. These
leases include our corporate headquarters, located in Rochester, Michigan, a customer service facility in Cranbury, New Jersey, and a
technical facility in Zagreb, Croatia. For leases that contain renewal options we have only assumed renewal for the headquarters lease.
Lease-related assets, or right-of-use assets, are recognized at the lease commencement date at amounts equal to the respective lease liabilities,
adjusted for prepaid lease payments, initial direct costs, and lease incentives received. Lease-related liabilities are recognized at
the present value of the remaining contractual fixed lease payments, discounted using our incremental borrowing rate. Amortization of
the right of use assets is recognized as non-cash lease expense on a straight-line basis over the lease term, while variable lease payments
are expensed as incurred. Short term lease costs include month to month leases in shared office space facilities.
For
the three and nine months ended September 30, 2021, the Company’s lease cost consisted of the following components, each of which
is included in operating expenses within the Company’s condensed consolidated statements of operations:
8
OPTIMIZERx
CORPORATION
NOTES
TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER
30, 2021
NOTE
4 – LEASES (continued)
Three Months
Ended
September 30,
2021
Nine Months
Ended
September 30,
2021
Operating lease
cost
$ 33,365
$ 100,094
Short-term
lease cost (1)
13,652
46,466
Total
lease cost
$ 47,017
$ 146,560
(1) Short-term lease cost includes any lease with a term of less than 12 months.
For
the three and nine months ended September 30, 2020, the Company’s lease cost consisted of the following components, each of which
is included in operating expenses within the Company’s condensed consolidated statements of operations:
Three Months
Ended
September 30,
2020
Nine Months
Ended
September 30,
2020
Operating lease
cost
$ 32,814
$ 98,441
Short-term
lease cost (1)
36,602
116,817
Total
lease cost
$ 68,816
$ 215,258
(1)
Short-term lease cost includes
any lease with a term of less than 12 months.
The
table below presents the future minimum lease payments to be made under operating leases as of September 30, 2021:
As
of September 30, 2021
2021(a)
$ 35,436
2022
104,572
2023
101,414
2024
80,742
2025
70,224
Total
392,388
Less:
imputed interest
30,711
Total
lease liabilities
$ 361,677
(a) For
the three-month period beginning October 1, 2021.
9
OPTIMIZERx
CORPORATION
NOTES
TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER
30, 2021
NOTE
4 – LEASES (continued)
The
weighted average remaining lease term at September 30, 2021 for operating leases was 3.76 years and the weighted average discount rate
used in calculating the operating lease asset and liability was 4.5 %. Cash paid for amounts included in the measurement of lease liabilities
was $ 31,528 and $ 33,919 for the three months ended September 30, 2021 and 2020, respectively. Cash paid for amounts included in the measurement
of lease liabilities was $ 93,596 and $ 105,267 for the nine months ended September 30, 2021 and 2020, respectively. For the three months
ended September 30, 2021 and 2020, payments on lease obligations were $ 35,740 and $ 28,482 , respectively, and amortization on the right
of use assets was $ 30,458 and $ 28,600 , respectively. For the nine months ended September 30, 2021 and 2020, payments on lease obligations
were $ 107,136 and $ 87,599 , respectively, and amortization on the right of use assets was $ 90,471 and $ 84,957 , respectively.
NOTE
5 – STOCKHOLDERS’ EQUITY
During
the quarter ended March 31, 2021, in an underwritten primary offering, we issued 1,523,750 shares of our common stock for gross proceeds
of $ 75,425,625 . In connection with this transaction, we incurred equity issuance costs of $ 4,754,089 related to payments to the underwriter,
advisors and legal fees associated with the transaction, resulting in net proceeds to the Company of $ 70,671,536 .
During
the quarters ended September 30, 2021, June 30, 2021, and March 31, 2021, we issued 232,340 , 232,806 and 510,803 shares of our common
stock, respectively, and received proceeds of $ 1,094,697 , $ 1,590,767 , and $ 1,120,011 , respectively, in connection with the exercise of
stock options under our 2013 equity incentive plan. Of the shares issued in the quarter ended March 31, 2021, a total of 368,329 shares
were issued in a cashless transaction related to 394,739 expiring options using the net settled method whereby 26,410 options were used
to pay the purchase price. The remaining 116,064 shares issued in connection with the exercise of options were all issued for cash. No
shares were issued in the quarter ended June 30, 2021 in cashless transactions. Of the shares issued in the quarter ended September 30,
2021, a total of 73,501 shares were issued in a cashless transaction related to 78,334 expiring options using the net settled method
whereby 4,833 options were used to pay the purchase price. The remaining 158,839 shares issued in connection with the exercise of options
were all issued for cash.
During
the quarters ended September, 30, 2020, June 30, 2020, and March 31, 2020, we issued 198,024 , 55,731 , and 35,032 shares of our common
stock, and received proceeds of $ 1,045,097 , $ 174,831 and $ 112,152 , respectively, in connection with the exercise of stock options under
our 2013 incentive plan.
During
2020 and the first two quarters of 2021, each of our non-employee directors received approximately $ 25,000 of fully vested shares of
common stock on a quarterly basis. In 2021, we issued 2,695 shares of common stock valued at $ 124,994 to our non-employee directors in
the quarter ended March 31, 2021 and 2,035 shares valued at $ 125,091 in the quarter ended June 30, 2021. In the quarter ended September
30, 2021 we changed our non-employee director compensation program and began issuing restricted stock units to our non-employee directors
on a quarterly basis which vest at the end of one year. In 2020, we issued 11,136 shares valued at $ 100,000 in the quarter ended March
31, 2020, 7,748 shares valued at $ 100,027 in the quarter ended June 30, 2020, and 5,915 shares valued at $ 124,984 in the quarter ended
September 30, 2020.
We
also issued 63,560 shares of our common stock in the nine months ended September 30, 2020, in connection with restricted stock unit awards
as described in more detail in Note 6 – Stock Based Compensation. No shares other than the previously described non-employee director
shares were issued in 2021 in connection with restricted stock unit awards.
10
OPTIMIZERx
CORPORATION
NOTES
TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER
30, 2021
NOTE
6 – STOCK BASED COMPENSATION
We
use the fair value method to account for stock-based compensation. We recorded $ 1,711,075 and $ 1,447,826 in compensation expense in the
nine months ended September 30, 2021 and 2020, respectively, related to options issued under our equity compensation plans. This includes
expense related to options issued in prior years for which the requisite service period for those options includes the current period
as well as options issued in the current period. The fair value of these instruments was calculated using the Black-Scholes option pricing
model. There is $ 8,654,678 of remaining expense related to unvested options to be recognized in the future over a weighted average remaining
period of approximately 2.5 years. The total intrinsic value of outstanding options at September 30, 2021 was $ 51,205,814 .
In
addition to the grants to non-employee directors described in Note 5 – Stockholders’ Equity, we also recorded $ 651,038 and
$ 618,783 in compensation expense related to restricted stock unit awards that vest over time in the nine months ended September 30, 2021,
and 2020, respectively. There is $ 4,407,269 of remaining expense related to unvested restricted stock unit awards to be recognized in
the future over a weighted average period of 3.6 years.
NOTE
7 – EARNINGS (LOSS) PER SHARE
Basic
earnings per share (“EPS”) is computed by dividing net income (loss) by the weighted average number of common shares outstanding
during the period.
The
number of shares related to options and restricted stock units included in diluted EPS is based on the “Treasury Stock Method”
prescribed in ASC 260-10, Earnings per Share. This method assumes the theoretical repurchase of shares using proceeds of the respective
stock option exercised, and for restricted stock units, the amount of compensation cost attributed to future services which have not
yet been recognized, and the amount of current and deferred tax benefit, if any, that would be credited to additional paid in capital
upon the vesting of the restricted stock units, at a price equal to the issuer’s average stock price during the related earnings
period. Accordingly, the number of shares includable in the calculation of EPS in respect of the stock options and restricted stock units
is dependent on this average stock price and will increase as the average stock price increases.
The
following table sets forth the computation of basic and diluted earnings (loss) per share.
11
OPTIMIZERx
CORPORATION
NOTES
TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER
30, 2021
NOTE
7 – EARNINGS (LOSS) PER SHARE (continued)
Three
Months Ended
September 30,
Nine
Months Ended
September 30,
2021
2020
2021
2020
Numerator
Net
income (loss)
$ 39,894
$ ( 282,894 )
$ ( 245,383 )
$ ( 3,564,293 )
Denominator
Weighted
average shares outstanding used in computing earnings per share
Basic
17,639,346
14,990,971
17,028,762
14,726,534
Effect
of dilutive stock options, and unvested restricted stock unit awards
559,066
-
-
-
Diluted
18,198,412
14,900,917
17,028,762
14,726,534
Earnings
(loss) per share
Basic
$ 0.00
$ ( 0.02 )
$ ( 0.01 )
$ ( 0.24 )
Diluted
$ 0.00
$ ( 0.02 )
$ ( 0.01 )
$ ( 0.24 )
No
calculation of diluted earnings per share is included for either 2020 period or for the nine months ended September 30, 2021, as the
effect of the calculation would be antidilutive.
The
number of common shares potentially issuable upon the exercise of certain options or for unvested restricted stock unit awards are reflected
in the table below.
Three
Months Ended
September 30,
Nine
Months Ended
September 30,
2021
2020
2021
2020
Weighted average number of shares excluded from calculation
Unvested
restricted stock unit awards
113,886
111,186
120,509
111,186
Options
445,180
984,084
406,322
802,330
Total
559,066
1,095,270
526,831
913,516
12
OPTIMIZERx
CORPORATION
NOTES
TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER
30, 2021
NOTE
8 – CONTINGENCIES
Litigation
The
Company is not currently involved in any legal proceedings.
NOTE
9 – INCOME TAXES
As
discussed in our annual report on Form 10-K for the year ended December 31, 2020, we had net operating losses carryforwards for federal
income tax purposes of $ 19.3 million as of December 31, 2020. Accordingly no federal income tax expense is recorded in the current period.
NOTE
10 – SUBSEQUENT EVENTS
In
October 2021, we received proceeds of $ 302,033 and issued 41,775 shares of common stock in conjunction with the exercise of stock options.
In
accordance with ASC 855-10, we have analyzed events and transactions that occurred subsequent to September 30, 2021 through the
date these financial statements were issued and have determined that we do not have any other material subsequent events to disclose
or recognize in these financial statements.
13
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.