v3.26.1
Note 1 - Organization and Significant Accounting Policies
6 Months Ended
Jun. 30, 2026
Notes to Financial Statements  
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block]

Note 1. Organization and Significant Accounting Policies

 

PAID, Inc. (“PAID”, the “Company”, “we”, “us”, or “our”) has developed a full line of SaaS-based business services including ShipTime, Warehowz Inc. (“Warehowz”), PaidPayments and PaidShipping. These solutions are developed to provide businesses with streamlined experiences for online sales, payment collection, fulfillment and shipping all in one platform.

 

ShipTime Canada Inc. (“ShipTime”) has developed a SaaS-based application, which focuses on the small and medium business segments. This offering allows members to quote, process, generate labels, dispatch and track courier and LTL shipments all from a single interface. The application provides customers with a choice of today’s leading couriers and freight carriers, all with discounted pricing allowing members to save on every shipment. Backed by Heroic Support™, ShipTime offers live support via phone, chat and email to enhance the customer experience. The software can also be integrated into on-line shopping carts to facilitate sales via e-commerce. We actively sell directly to small and medium businesses and through long standing partnerships with selected associations throughout Canada.

 

Paid provides integrated technology solutions that support businesses through payment processing and logistics services across North America and international markets. The Company’s platforms are designed to help businesses streamline operations, manage transactions, and optimize shipping and transportation workflows through centralized and scalable technology solutions. PaidPayments provides businesses with secure payment processing capabilities, including invoicing, virtual terminal functionality, subscription billing, hosted checkout pages, and point-of-sale solutions with support for USD, CAD, and EUR currencies. PaidShipping provides a multi-carrier logistics and transportation management platform that enables businesses to quote, process, generate labels, dispatch, and track shipments through a single interface. The platform supports parcel, Less-Than-Truckload (LTL), and Full Truckload (FTL) shipments through an extensive network of national and regional carriers and transportation partners. PaidShipping includes multi-carrier rate comparison tools, eCommerce platform integrations, branded tracking capabilities, shipping insurance solutions, shipment audit capabilities, and access to discounted shipping rates through strategic carrier partnerships.

 

Warehowz provides an on-demand warehousing and fulfillment marketplace that connects businesses with flexible storage, distribution, and fulfillment capacity through a network of certified warehouse partners across North America. With access to more than 2,500 warehouse facilities throughout the United States and Canada, Warehowz enables businesses to optimize inventory placement, improve delivery times, and scale fulfillment operations based on changing business requirements. The platform is designed to provide greater flexibility, visibility, and operational efficiency across the supply chain for both merchants and enterprise customers.

 

General Presentation and Basis of Condensed Consolidated Financial Statements

 

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), and with the rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the Company's audited consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2025 that was filed on March 31, 2026.

 

In the opinion of management, the Company has prepared the accompanying unaudited condensed consolidated financial statements on the same basis as its audited consolidated financial statements, and these unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments necessary for a fair presentation of the results of the interim periods presented. The operating results for the interim periods presented are not necessarily indicative of the results expected for the full year 2026.

 

Liquidity and Managements Plans

 

The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has continued to incur losses, although it has taken significant steps to reduce them. At June 30, 2026, the Company reported cash and cash equivalents of $1,078,408 and working deficit of $230,140 and reported cash flows used from operations of $87,023 for the six months ended June 30, 2026. The Company has reported a net loss of ($48,934) for the six months ended June 30, 2026 and has an accumulated deficit of $69,291,203 at June 30, 2026.

 

 

Management believes that the Company has adequate cash resources to fund operations during the next 12 months after the filing of this quarterly report on Form 10-Q. The repayment of the Embolx note receivable will alleviate the concern however the repayment date is uncertain. Additionally, the costs of doing business can be significantly reduced in hopes of eliminating the net loss and continuing to provide positive cash flow from operations. Management continues to explore opportunities and has organized additional resources to grow the Paid platform. There can be no assurance that anticipated growth in new business will occur and that the Company will be successful in launching new products and services, Management may seek alternative sources of capital to support the growth of future operations.

 

Although there can be no assurances, the Company believes that the above management plans will be sufficient to meet the Company’s working capital requirements through the end of August 2027 and will have a positive impact on the Company for the foreseeable future.

 

Principles of Consolidation

 

The condensed consolidated financial statements include the accounts of PAID and its wholly owned subsidiaries ShipTime Canada, Inc. and Warehowz. All intercompany accounts and transactions have been eliminated.

 

Foreign Currency

 

The currency of ShipTime, the Company’s international subsidiary, is in Canadian dollars. Foreign currency denominated assets and liabilities are translated into U.S. dollars using the exchange rates in effect at June 30, 2026 and December 31, 2025. Results of operations and cash flows are translated using the average exchange rates throughout the period. The effect of exchange rate fluctuations on translation of assets and liabilities is included as a separate component of shareholders’ equity in accumulated other comprehensive income.

 

Geographic Concentrations

 

The Company conducts business in the U.S. and Canada. For customers headquartered in their respective countries, the Company derived approximately 99% of its revenues from Canada and 1% from the U.S. during the six months ended June 30, 2026 and 2025.

 

At June 30, 2026, the Company maintained 100% of its property and equipment, net of accumulated depreciation, in Canada.

 

Right of Use Assets

 

A right-of-use asset represents a lessee’s right to use a leased asset for the term of the lease. Our right-of-use assets generally consist of an operating lease for a building.

 

Right-of-use assets are measured initially at the present value of the lease payments, plus any lease payments made before a lease began and any initial direct costs, such as commissions paid to obtain a lease.

 

Right-of-use assets are subsequently measured at the present value of the remaining lease payments, adjusted for incentives, prepaid or accrued rent, and any initial direct costs not yet expensed.

 

Long-Lived Assets

 

The Company reviews the carrying values of its long-lived assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If the expected future cash flow from the use of the asset and its eventual disposition is less than the carrying amount of the asset, an impairment loss is recognized and measured using the fair value of the related asset. No impairment charges were recognized during the three months ended June 30, 2026 and 2025. There can be no assurance, however, that market conditions will not change or demand for the Company’s services will continue, which could result in impairment of long-lived assets in the future.

 

Revenue Recognition

 

The Company generates revenue principally from fees for coordinating shipping services, merchant processing services and client services.

 

 

The Company recognizes revenue by taking into consideration the following five steps: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. Due to the nature of the Company’s service and product offerings and contracts associated with these, the Company’s deliverables do not fluctuate, and its revenue recognition is consistent. The Company evaluates whether amounts billed to customers should be reported as revenues on a gross or net basis. Generally, revenue is recorded on a gross basis when the Company is primarily responsible for fulfilling the promise to provide the services, when it assumes the risk of loss, when it has discretion in setting the prices for the services to the customers, and when the Company has the ability to direct the use of the services provided by the third party. We generally are responsible for the fulfillment of a customer order despite the fact we do not directly provide the delivery services; we can redirect delivery to other shipping companies in our network. We control the price for which the customer pays and generally collect the gross shipping fees and remit the contractual rate to this shipping company. Our risk of loss relates to credit card chargebacks, certain self-insured shipping losses and other miscellaneous charges that we cannot pass through to the shipping company.  During 2025 and continuing in 2026, the Company discontinued its client services which had an immaterial effect on revenue. Due to the immateriality, the related amounts have not been separately disclosed for financial statement purposes. The Company recognizes warehousing revenue on a net basis.

 

Nature of Goods and Services

 

For label generation service revenues, the Company recognizes revenue when a customer has successfully prepared a shipping label and their shipment is delivered. Customers with pickups and shipments in transit after the end of the reporting period are recorded as contract liabilities on the condensed consolidated balance sheets. The service is offered to consumers via an online registration and allows users to create a shipping label using a credit card on their account (all customers must have a valid credit card on file to process shipments on the ShipTime platform).

 

eCommerce and merchant processing revenue consists of fees a seller pays us to process their payment transactions and is recognized upon authorization of a transaction. Revenue is recognized net of estimated refunds, which are reversals of transactions initiated by sellers. We act as the merchant of record for our sellers, which puts us in their shoes with respect to card networks and puts the risk for refunds and chargebacks on us. The gross transaction fees collected from sellers is recognized as revenue as we are the primary obligor to the seller and are responsible for processing the payment, have latitude in establishing pricing with respect to the sellers and other terms of service, have sole discretion in selecting the third party to perform the settlement, and assume the credit risk for the transaction processed 

 

Warehousing revenue is recognized on a net basis and consists of fees paid by clients whose goods are stored at warehouses nationwide in addition to warehouse partners providing space solutions for storage and fulfillment to clients.

 

Revenue Disaggregation

 

The Company operates in five reportable segments (see segment reporting below).

 

Performance Obligations

 

At contract inception, an assessment of the goods and services promised in the contracts with customers is carried out and a performance obligation is identified for each distinct promise to transfer to the customer a good or service (or bundle of goods or services). The Company fulfills nearly all its performance obligations within a one-to-two-week period and contracts with customers have an original expected duration of less than one month. The Company generally has an unconditional right to consideration when the services are initiated or soon thereafter. The amount due from the customer is either collected up front or recorded as accounts receivable. The amounts related to services that are not yet completed at the reporting date are presented as contract liabilities. The Company measures the performance of its obligations as services are completed over the life of a shipment, including services at origin, freight and destination. This method of measurement of progress depicts the pattern of the Company's actual performance under the contracts with the customer.

 

For arrangements under which the Company provided a subscription for brewery management software, the Company satisfies its performance obligations over the life of the subscription, typically twelve months or less.

 

Merchant processing customers receive a merchant identification number which allows them to process credit card transactions. Once the transaction is approved, the funds are distributed in an overnight feed, and the Company has met its performance obligation.

 

The Company has no shipping and handling activities related to contracts with customers.

 

Revenues are recognized net of any taxes collected from customers, which are subsequently remitted to government authorities.

 

Significant Payment Terms

 

Pursuant to the Company’s contracts with its customers, amounts are collected up front primarily through credit/debit card transactions. The Company has offered its customers consolidated payments which are billed weekly and are paid with a credit card on file. Accordingly, the Company determined that its contracts with customers do not include extended payment terms or a significant financing component.

 

 

Measurement of Credit Losses

 

The Company has accounts receivable and note receivable and monitors the granting of credit and collecting debt on an ongoing basis. The Company maintains an allowance for doubtful accounts based on historical loss patterns, the number of days that billings are past due, and an evaluation of potential risk of loss associated with delinquent accounts. The Company has evaluated the accounts receivable for 2026 and has recorded $9,882 as an allowance for credit losses as of June 30, 2026. The Company has two notes receivable and is a senior secure lender with an absolute obligation for one of the notes. The primary note was evaluated for credit losses as of June 30, 2026, by considering the contractual obligation, the valuation of the assets and the senior position of the repayment.

 

Variable Consideration

 

In some cases, the nature of the Company’s contracts may give rise to variable consideration, including rebates, refunds, and cancellations or other similar items that generally decrease the transaction price.

 

Variable consideration is estimated at the most likely amount that is expected to be earned. Estimated amounts are included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the anticipated performance and all information (historical, current and forecasted) that is reasonably available.

 

Warranties

 

The Company’s products and services are provided on an “as is” basis and no warranties are included in the contracts with customers. Also, the Company does not offer separately priced extended warranty or product maintenance contracts.

 

Contract Assets

 

Typically, the Company has already collected revenue from the customer at the time it has satisfied its performance obligation. However, at times the Company extends credit to certain recurring customers. Accordingly, the Company has a balance of accounts receivable, totaling $469,348 and $302,894 as of June 30, 2026 and December 31, 2025, respectively. The Company has no customers that made up 10% of the accounts receivable balance at June 30, 2026 and December 31, 2025. Generally, the Company does not have material amounts of contract assets since revenue is recognized as control of goods is transferred or as services are performed. The Company has recorded a balance of $188,289 in contract assets as of June 30, 2026, related to unbilled receivables.

 

Contract Liabilities (Deferred Revenue)

 

Contract liabilities are recorded when cash payments are received in advance of the Company’s performance. Contract liabilities were $340,629 and $329,725 at June 30, 2026 and December 31, 2025, respectively. During the six months ended June 30, 2026, the Company recognized revenues of $329,725 related to contract liabilities outstanding at the beginning of the period.

 

Income (Loss) Per Common Share

 

Basic earnings (loss) per share represent income (loss) divided by the weighted-average number of common shares outstanding during the period. Diluted income (loss) per share reflects additional common shares that would have been outstanding if dilutive potential common shares had been issued, as well as any adjustment to income (loss) that would result from the assumed issuance. The potential common shares that may be issued by the Company relate to outstanding stock options and have been excluded from the computation of diluted income (loss) per share if they would reduce the reported loss per share and therefore have an anti-dilutive effect.

 

For the six months ended June 30, 2026, there were approximately 511,000 of potentially dilutive options to purchase common shares excluded from the diluted loss per share calculation, as their effect would be anti-dilutive.  

 

Segment Reporting

 

The Company reports information about segments of its business in its annual consolidated financial statements and reports selected segment information in its quarterly reports issued to shareholders. The Company also reports on its entity-wide disclosures about the products and services it provides and reports revenues and its major customers. The Company’s five reportable segments are managed separately based on fundamental differences in their operations. At June 30, 2026, the Company operated in the following five reportable segments:

 

a.

Client services;

b.

eCommerce services;

c.

Shipping coordination and label generation services; and

d.

Corporate operations

 

 

e.

Warehousing services

 

The Company evaluates performance and allocates resources based upon operating income. The accounting policies of the reportable segments are the same as those described in this summary of significant accounting policies. The Company’s chief operating decision maker is the Chief Executive Officer/Chief Financial Officer.

 

The following table compares total net revenue for the periods indicated. 

 

   

Three Months Ended

   

Six Months Ended

 
                                 
   

June 30,

2026

   

June 30,

2025

   

June 30,

2026

   

June 30,

2025

 

Client services

  $ -     $ 1,829     $ -     $ 3,863  

eCommerce services

    3,108       8,159       8,858       19,520  

Shipping coordination and label generation services

    5,836,725       5,418,037       11,081,513       9,782,434  

Warehousing services

    26,388       -       102,395       -  

Total revenues

  $ 5,866,221     $ 5,428,025     $ 11,192,766     $ 9,805,817  

 

The following table compares total loss from operations for the periods indicated.

 

   

Three Months Ended

   

Six Months Ended

 
                                 
   

June 30,

2026

   

June 30,

2025

   

June 30,

2026

   

June 30,

2025

 

Client services

  $ -     $ (3,422 )   $ -     $ (4,426 )

eCommerce services

    1,328       (44,149 )     2,946       (122,603 )

Shipping coordination and label generation services

    88,127       (29,515 )     (21,525 )     (96,890 )

Warehousing services

    (82,503 )     -       (115,073 )     -  

Corporate operations

    (30,125 )     (330,229 )     (7,242 )     (342,525 )

Total loss from operations

  $ (23,173 )   $ (407,315 )   $ (140,894 )   $ (566,444 )

 

Recent Accounting Pronouncements

 

On November 4, 2024, the FASB issued ASU 2024-03, Income Statement Reporting Comprehensive Income Expense Disaggregation Disclosures. This ASU provides guidance to public companies regarding footnote disclosures of natural expense components (such as employee compensation, depreciation, and amortization) included within each relevant income statement expense caption. The guidance is effective for public companies for fiscal years beginning after December 15, 2026. The Company is currently assessing the impact of the new guidance on its financial statement disclosures.

 

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software (the “internal-use software update”). This ASU modernizes the accounting for internal-use software costs to better reflect agile development methods. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures. Per the guidance, the effective date of the ASU is for annual reporting periods after December 15, 2027.

 

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. This ASU clarifies the applicability of interim reporting guidance and reorganizes certain interim disclosure requirements within ASC 270 to improve consistency and usability. The guidance also introduces a disclosure principle requiring entities to disclose material events and changes occurring after the most recent annual reporting period. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures. Per the guidance, the effective date of the ASU is for interim reporting periods within fiscal years beginning after December 15, 2027, with early adoption permitted.