LIVEONE, INC., 10-Q filed on 8/14/2025
Quarterly Report
v3.25.2
Document And Entity Information - shares
3 Months Ended
Jun. 30, 2025
Aug. 11, 2025
Document Information [Line Items]    
Entity Central Index Key 0001491419  
Entity Registrant Name LiveOne, Inc.  
Amendment Flag false  
Current Fiscal Year End Date --03-31  
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2025  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2025  
Document Transition Report false  
Entity File Number 001-38249  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 98-0657263  
Entity Address, Address Line One 269 S. Beverly Dr., Suite #1450  
Entity Address, City or Town Beverly Hills  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 90212  
City Area Code 310  
Local Phone Number 601-2505  
Title of 12(b) Security Common stock, $0.001 par value per share  
Trading Symbol LVO  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   115,350,524
v3.25.2
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)
Jun. 30, 2025
Mar. 31, 2025
Current Assets    
Cash and cash equivalents $ 11,891,000 $ 4,119,000
Restricted cash 30,000 30,000
Accounts receivable, net 8,326,000 8,299,000
Inventories 1,156,000 1,586,000
Prepaid expense and other current assets 1,543,000 1,212,000
Total Current Assets 22,946,000 15,246,000
Property and equipment, net 1,768,000 893,000
Goodwill 21,712,000 21,712,000
Intangible assets, net 2,424,000 2,569,000
Other assets 90,000 97,000
Total Assets 48,940,000 40,517,000
Liabilities, Current [Abstract]    
Accounts payable and accrued liabilities 26,259,000 25,180,000
Accrued royalties 5,190,000 5,490,000
Notes payable, current portion 453,000 623,000
Convertible note, current portion 500,000 0
Deferred revenue 1,554,000 2,141,000
Senior secured line of credit 0 2,950,000
Total Current Liabilities 33,956,000 36,384,000
Notes payable, net 149,000 150,000
Operating Lease, Liability, Noncurrent 81,000 99,000
Convertible note, noncurrent 14,758,000 0
Other long-term liabilities 12,028,000 12,236,000
Deferred income taxes 60,000 60,000
Total Liabilities 61,032,000 48,929,000
Commitments and Contingencies
Stockholders’ Equity (Deficit)    
Preferred stock, $0.001 par value; 10,000,000 shares authorized; 14,428 and 14,002 shares issued and outstanding as of June 30, 2025 and March 31, 2025, respectively 14,428,000 14,002,000
Common stock, $0.001 par value; 500,000,000 shares authorized; 96,529,444 and 96,609,491 shares issued and outstanding as of June 30, 2025 and March 31, 2025, net of treasury shares, respectively 97,000 97,000
Additional paid in capital 234,261,000 233,495,000
Treasury stock (490,000) (250,000)
Accumulated deficit (269,138,000) (265,119,000)
Total LiveOne's Stockholders’ Deficit (20,842,000) (17,775,000)
Non-controlling interest 8,750,000 9,363,000
Total stockholders' deficit (12,092,000) (8,412,000)
Total Liabilities and Stockholders’ Deficit $ 48,940,000 $ 40,517,000
v3.25.2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares
Jun. 30, 2025
Mar. 31, 2025
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, authorized (in shares) 10,000,000 10,000,000
Preferred stock, issued (in shares) 14,428 14,002
Preferred stock, outstanding (in shares) 14,428 14,002
Common stock, par value (in dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized (in shares) 500,000,000 500,000,000
Common stock, shares issued (in shares) 96,529,444 96,609,491
Common stock, shares outstanding (in shares) 96,529,444 96,609,491
v3.25.2
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Revenue: $ 19,207 $ 33,078
Operating expenses:    
Cost of sales 16,825 25,087
Sales and marketing 1,261 1,431
Product development 934 1,071
General and administrative 4,076 5,505
Impairment of intangible assets 0 176
Amortization of intangible assets 145 592
Total operating expenses 23,241 33,862
Loss from operations (4,034) (784)
Other income (expense):    
Interest expense, net (687) (859)
Other income (expense) 857 135
Total other income (expense), net 170 (724)
Loss before provision for income taxes (3,864) (1,508)
Provision for income taxes 0 49
Net loss (3,864) (1,557)
Net loss attributable to non-controlling interest (271) (388)
Net loss attributed to LiveOne $ (3,593) $ (1,169)
Net loss per share – basic and diluted (in dollars per share) $ (0.04) $ (0.02)
Weighted average common shares – basic and diluted (in shares) 96,741,899 94,419,692
v3.25.2
Condensed Consolidated Statements of Stockholders' Equity (Deficit) and Mezzanine Equity (Unaudited) - USD ($)
$ in Thousands
Redeemable Convertible Preferred Stock 1 [Member]
Preferred Stock [Member]
Common Stock Outstanding [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Noncontrolling Interest [Member]
Treasury Stock, Common [Member]
Total
Balance (in shares) at Mar. 31, 2024 5,000 18,814 92,487,459            
Balance at Mar. 31, 2024 $ 4,962 $ 18,814   $ 92 $ 216,116 $ (238,984) $ 10,339 $ (4,782) $ 1,595
Balance (in shares) at Mar. 31, 2024               (3,860,039)  
Stock-based compensation $ 0 $ 0   0 782 0 0 $ 0 782
Shares issued pursuant to restricted stock units (in shares) 0 0 161,498         0  
Dividends on Series A preferred stock (in shares) 0 378 0         (0)  
Dividends on Series A preferred stock $ 0 $ 378   0 0 (378) 0 $ 0 0
Dividends on Series A preferred stock (in shares) 0 (378) 0         0  
Common stock issued for services (in shares) 0 0 765,519         0  
Common stock issued for services $ 0 $ 0   1 1,576 0 0 $ 0 $ 1,577
Treasury stock purchases (in shares) 0 0 0         (402,593) (402,593)
Treasury stock purchases $ 0 $ 0   0 0 0 0 $ (749) $ (749)
Net loss                 (1,557)
Conversion of Series A preferred stock into common stock and common stock warrants (in shares) (5,000) (6,395) 5,426,233         0  
Conversion of Series A preferred stock into common stock and common stock warrants $ (4,962) $ (6,395)   5 11,668 (316) 0 $ 0 4,962
Issuance of PodcastOne common stock 0 0   0 (468) 0 468 0 0
Net income (loss) $ 0 $ 0   0 0 (1,169) (388) 0 (1,557)
Balance (in shares) at Jun. 30, 2024 0 12,797 98,840,709            
Balance at Jun. 30, 2024 $ 0 $ 12,797   98 229,674 (240,847) 10,419 $ (5,531) 6,610
Balance (in shares) at Jun. 30, 2024               (4,262,632)  
Balance (in shares) at Mar. 31, 2025 0 14,002 96,765,145            
Balance at Mar. 31, 2025 $ 0 $ 14,002   97 233,495 (265,119) 9,363 $ (250) (8,412)
Balance (in shares) at Mar. 31, 2025               (155,654)  
Stock-based compensation $ 0 $ 0   0 157 0 0 $ 0 157
Shares issued pursuant to restricted stock units (in shares) 0 0 35,763         0  
Dividends on Series A preferred stock (in shares) 0 426 0         (0)  
Dividends on Series A preferred stock $ 0 $ 426   0 0 (426) 0 $ 0 0
Dividends on Series A preferred stock (in shares) 0 (426) 0         0  
Common stock issued for services (in shares) 0 0 175,649         0  
Common stock issued for services $ 0 $ 0   0 149 0 0 $ 0 149
Issuance of PodcastOne common stock $ 0 $ 0   0 460 0 (342) $ 0 $ 118
Treasury stock purchases (in shares) 0 0 0         (291,459) (291,459)
Treasury stock purchases $ 0 $ 0   0 0 0 0 $ (240) $ (240)
Net loss $ 0 $ 0   0 0 (3,593) (271) 0 (3,864)
Balance (in shares) at Jun. 30, 2025 0 14,428 96,976,557            
Balance at Jun. 30, 2025 $ 0 $ 14,428   $ 97 $ 234,261 $ (269,138) $ 8,750 $ (490) $ (12,092)
Balance (in shares) at Jun. 30, 2025               (447,113)  
v3.25.2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Cash Flows from Operating Activities:    
Net loss $ (3,864) $ (1,557)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:    
Depreciation and amortization 289 1,412
Stock-based compensation 1,456 1,616
Amortization of debt discount 59 0
Change in fair value of bifurcated embedded derivatives 0 (607)
(Recovery of) provision for credit loss (5) (50)
Impairment of intangible assets 0 176
Changes in operating assets and liabilities:    
Accounts receivable (22) (1,505)
Prepaid expenses and other current assets 56 (255)
Inventories 43 84
Other assets 8 (312)
Deferred revenue (587) (52)
Accounts payable and accrued liabilities 26 904
Accrued royalties (231) 1,350
Other liabilities (275) 138
Net cash (used in) provided by operating activities (3,047) 1,342
Cash Flows from Investing Activities:    
Purchases of property and equipment (1,020) (736)
Net cash used in investing activities (1,020) (736)
Cash Flows from Financing Activities:    
Payment of dividends 0 (509)
Repayment on notes payable 0 (170)
Repayment on line of credit (2,950) 0
Proceeds from Convertible Debt, net of issuance cost 15,199 0
Purchase of treasury stock (240) (749)
Net cash provided by (used in) financing activities 11,839 (1,428)
Net change in cash, cash equivalents and restricted cash 7,772 (822)
Cash, cash equivalents and restricted cash, beginning of period 4,149 7,142
Cash, cash equivalents and restricted cash, end of period 11,921 6,320
Supplemental disclosure of cash flow information:    
Cash paid for income taxes 0 0
Cash paid for interest 385 196
Supplemental disclosure of non-cash investing and financing activities:    
Common stock issued for prepaid expenses 0 366
Fair value of shares issued to settle accrued stock to be issued at period end 0 220
Fair value of shares received of PodcastOne common stock to settle payables owed 460 0
Purchase of intangible assets accrued for at period end 0 118
Stock compensation expense capitalized as internally-developed software 0 155
Capchase [Member]    
Cash Flows from Financing Activities:    
Payment on capchase loan $ (170) $ 0
v3.25.2
Note 1 - Organization and Basis of Presentation
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Note 1 Organization and Basis of Presentation

 

Organization

 

LiveOne, Inc. together with its subsidiaries (“we,” “us,” “our”, the “Company” or “LiveOne”) is a Delaware corporation headquartered in Beverly Hills, California. The Company is a creator-first, music, entertainment and technology platform focused on delivering premium experiences and content worldwide through memberships, live and virtual events.

 

The Company was reincorporated in the State of Delaware on August 2, 2017, pursuant to a reincorporation merger of Loton, Corp (“Loton”) with and into LiveXLive Media, Inc., Loton’s wholly owned subsidiary at the time. As a result of the reincorporation merger, Loton ceased to exist as a separate entity, with LiveXLive Media, Inc. being the surviving entity. On December 29, 2017, the Company acquired Slacker, Inc. (“Slacker”), an Internet music and radio streaming service incorporated in the state of Delaware, and it became a wholly owned subsidiary of LiveOne. On February 5, 2020, the Company acquired (i) React Presents, LLC a Delaware limited liability company (“React Presents”), and it became a wholly owned subsidiary of LiveXLive Events, LLC, a wholly owned subsidiary of the Company and (ii) indirectly Spring Awakening, LLC, which is a wholly owned subsidiary of React Presents, a producer, promoter and manager of in person live music festivals and events. On July 1, 2020, the Company through its wholly owned subsidiary, LiveXLive PodcastOne, Inc., acquired PodcastOne, Inc. (formerly Courtside Group, Inc.) (“PodcastOne”). On December 22, 2020, the Company through its wholly owned subsidiary LiveXLive Merchandising, Inc., acquired Custom Personalization Solutions, Inc. (“CPS”). Effective as of October 5, 2021, the Company changed its corporate name to "LiveOne, Inc." On February 28, 2023, the Company acquired a majority interest in Splitmind LLC and Drumify LLC. On September 8, 2023, PodcastOne completed a spin out from the Company to become a standalone publicly trading company resulting in its direct listing on The NASDAQ Capital Market on such date (the "Direct Listing"). As of the date of this Quarterly Report, PodcastOne continues to be a majority owned subsidiary of the Company.

 

Basis of Presentation

 

The interim unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s audited consolidated financial statements for the fiscal year ended March 31, 2025, and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s interim unaudited condensed consolidated financial statements for the three months ended June 30, 2025. The results for the three months ended June 30, 2025 are not necessarily indicative of the results expected for the full fiscal year ending March 31, 2026 (“fiscal 2026”). The condensed consolidated balance sheet as of March 31, 2025 has been derived from the Company’s audited balance sheet included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 15, 2025 (the “2025 Form 10-K”).

 

The interim unaudited condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and footnotes required by GAAP for complete audited financial statements. Therefore, these financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the 2025 Form 10-K.

 

Going Concern and Liquidity

 

The Company’s interim unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.

 

The Company’s principal sources of liquidity have historically been its debt and equity issuances and its cash and cash equivalents (which cash, cash equivalents and restricted cash amounted to $11.9 million as of June 30, 2025). As reflected in its interim unaudited condensed consolidated financial statements included elsewhere herein, the Company has a history of losses, incurred a net loss of $3.9 million for the three months ended June 30, 2025, and used cash of $3.0 million in operating activities for the three months ended June 30, 2025 and had a working capital deficiency of $11.0 million as of June 30, 2025. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date that these financial statements are filed. The Company’s interim unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. 

 

The Company’s ability to continue as a going concern is dependent on its ability to execute its growth strategy and on its ability to raise additional funds. The Company filed a new universal shelf Registration Statement on Form S-3 (the “Shelf S-3”) with the SEC on   February 13, 2025, which was declared effective by the SEC on  February 26, 2025. Under the Shelf S-3, the Company has the ability to raise up to $150.0 million in cash from the sale of its equity, debt and/or other financial instruments, subject to any limitation as applicable under General Instruction I.B.6 of Form S-3. In   May 2024, the Company entered into an at-the-market agreement with Roth Capital Partners, LLC ("Roth Capital"), pursuant to which the Company    may, while the Shelf S-3 is effective, offer and sell shares of the Company’s common stock, $0.001 par value per share (the “common stock”), having an aggregate offering price of up to $25 million from time to time through Roth Capital acting as the Company's sales agent. As of the filing of this Quarterly Report, the Company has not sold any shares under such agreement. The uncertain market conditions   may limit the Company’s ability to access capital,   may reduce demand for its services and   may negatively impact its ability to retain key personnel. Management  may seek additional funds, primarily through the issuance of equity and/or debt securities for cash to operate the Company’s business. No assurance can be given that any future financing will be available or, if available, that it be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it  may contain terms that result in undue restrictions on its operations, in the case of debt financing or cause substantial dilution for its stockholders, in case of equity and/or convertible debt financing. If the Company is unable to obtain sufficient financing when needed, the Company  may also have to reduce certain overhead costs through the reduction of salaries and other means and settle liabilities through negotiation. There can be no assurance that management’s attempts at any or all of these endeavors will be successful.

 

Principles of Consolidation

 

The Company's interim unaudited condensed consolidated financial statements include the accounts of the Company and its wholly and majority owned subsidiaries. Acquisitions are included in the Company’s interim unaudited condensed consolidated financial statements from the date of the acquisition. The Company uses purchase accounting for its acquisitions, which results in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates. All intercompany balances and transactions have been eliminated in consolidation.

 

v3.25.2
Note 2 - Summary of Significant Accounting Policies
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Significant Accounting Policies [Text Block]

Note 2 Summary of Significant Accounting Policies

 

There have been no material changes in the Company’s significant accounting policies from those previously disclosed in the consolidated financial statements included in the 2025 Form 10-K, other than those included below.

  

Use of Estimates

 

The preparation of the Company’s condensed consolidated financial statements in conformity with the United States of America generally accepted accounting principles (“GAAP”) requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates and assumptions include revenue, allowance for doubtful accounts, the assigned value of acquired assets and assumed and contingent liabilities associated with business combinations and the related purchase price allocation, useful lives and impairment of property and equipment, intangible assets, goodwill and other assets, inventory calculations and reserves, the fair value of the Company’s equity-based compensation awards and convertible debt and debenture instruments, fair values of derivatives, and contingencies. Actual results could differ materially from those estimates. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. There is a reasonable possibility that actual results could differ from those estimates and such differences could be material to the financial position and results of operations, specifically in assessing when the collectability of revenue related consideration is probable, and the impairment assessment of goodwill, indefinite lived assets or long-lived assets that are depreciated or amortized.

 

Segment Reporting

 

The Company presents the financial statements by segment in accordance with ASC Topic No. 280, Segment Reporting (“ASC 280”), to provide investors with transparency into how the chief operating decision maker (“CODM”) manages the business. The Company determined the CODM is its Chief Executive Officer. The CODM reviews financial information and allocates resources across the Company's three operating segments.

 

Revenue Recognition Policy

 

The Company accounts for a contract with a customer when an approved contract exists, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and the collectability of substantially all of the consideration is probable. Revenue is recognized when the Company satisfies its obligation by transferring control of the goods or services to its customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company uses the expected value method to estimate the value of variable consideration on advertising and with original equipment manufacturer contracts to include in the transaction price and reflect changes to such estimates in periods in which they occur. Variable consideration for these services is allocated to and recognized over the related time period such advertising and membership services are rendered as the amounts reflect the consideration the Company is entitled to and relate specifically to the Company’s efforts to satisfy its performance obligation. The amount of variable consideration included in revenue is limited to the extent that it is probable that the amount will not be subject to significant reversal when the uncertainty associated with the variable consideration is subsequently resolved.

 

Practical Expedients

 

The Company elected the practical expedient and recognized the incremental costs of obtaining a contract, if any, as an expense when incurred if the amortization period of the asset that would have been recognized is one year or less.

 

Gross Versus Net Revenue Recognition

 

The Company reports revenue on a gross or net basis based on management’s assessment of whether the Company acts as a principal or agent in the transaction and is evaluated on a transaction by transaction basis. To the extent the Company acts as the principal, revenue is reported on a gross basis net of any sales tax from customers, when applicable. The determination of whether the Company acts as a principal or an agent in a transaction is based on an evaluation of whether the Company controls the good or service prior to transfer to the customer. Where applicable, the Company has determined that it acts as the principal in all of its membership service, sponsorship, and merchandising streams and  may act as principal or agent for its ticketing/live events, advertising and licensing revenue streams.

 

The Company’s revenue is principally derived from the following services:

 

Membership Services

 

Membership services revenue substantially consist of monthly to annual recurring membership fees, which are primarily paid in advance by credit card or through direct billings arrangements. The Company defers the portions of monthly to annual recurring membership fees collected in advance and recognizes them in the period earned. Membership revenue is recognized in the period of services rendered. The Company’s membership revenue consists of performance obligations that are satisfied over time. This has been determined based on the fact that the nature of services offered are membership based where the customer simultaneously receives and consumes the benefit of the services provided regardless of whether the customer uses the services or not. As a result, the Company has concluded that the best measure of progress toward the complete satisfaction of the performance obligation over time is a time-based measure. The Company recognizes membership revenue straight-line through the membership period.

 

Membership Services consist of:

 

Direct member, mobile service provider and mobile app services

 

The Company generates revenue for membership services on both a direct basis and through memberships sold through certain third-party mobile service providers and mobile app services (collectively the “Mobile Providers”). For memberships sold through the Mobile Providers, the member executes an on-line agreement with Slacker outlining the terms and conditions between Slacker and the member upon purchase of the membership. The Mobile Providers promote the Slacker app through their e-store, process payments for memberships, and retain a percentage of revenue as a fee. The Company reports this revenue gross of the fee retained by the Mobile Providers, as the member is Slacker’s customer in the contract and Slacker controls the service prior to the transfer to the member. Membership revenues from monthly memberships sold directly through Mobile Providers are subject to such Mobile Providers’ refund or cancellation terms. Revenues from Mobile Providers are recognized net of any such adjustments for variable consideration, including refunds and other fees. The Company’s payment terms vary based on whether the membership is sold on a direct basis or through Mobile Providers. Memberships sold on a direct basis require payment before the services are delivered to the customer. The payment terms for memberships sold through Mobile Providers vary, but are generally payable within 30 days.

 

Third-Party Original Equipment Manufacturers

 

The Company generates revenue for membership services through memberships sold through a third-party Original Equipment Manufacturer (the “OEM”). For memberships sold through the OEM, the OEM executes an agreement with Slacker outlining the terms and conditions between Slacker and the OEM upon purchase of the membership. The OEM installs the Slacker app in their equipment and provides the Slacker service to the OEM’s customers. The monthly fee charged to the OEM is based upon a fixed rate per vehicle, multiplied by the variable number of total vehicles which have signed up for a paid membership. The number of customers, or the variable consideration, is reported by OEMs and resolved on a monthly basis. The Company’s payment terms with OEM are up to 30 days.

 

Advertising Revenue

 

Advertising revenue primarily consist of revenues generated from the sale of audio, video, and display advertising space to third-party advertising exchanges. Revenues are recognized based on delivery of impressions over the contract period to the third-party exchanges, either when an ad is placed for listening or viewing by a visitor or when the visitor “clicks through” on the advertisement. The advertising exchange companies report the variable advertising revenue performed on a monthly basis which represents the Company’s efforts to satisfy the performance obligation. Additionally, following the acquisition of PodcastOne, we began deriving revenue from podcast advertising. PodcastOne earns advertising revenues primarily for fees earned from advertisement placement purchased by the customer during the time the podcast is delivered to the viewing audience, under the terms and conditions as set forth in the applicable podcasting agreement calculated using impressions.

 

From time to time the Company enters into barter transactions involving advertising provided in exchange for goods and services. Revenue from barter transactions is recognized ratably over time based on the terms of the contract as delivery of impressions is performed on a consistent basis. The transaction price for these contracts is measured at the estimated fair value of the non-cash consideration received unless this is not reasonably estimable, in which case the consideration is measured based on the standalone selling price of the advertising spots promised or delivered to the customer. Services received are charged to expense in the same manner.  Barter revenue for the three months ended  June 30, 2025 and 2024 was $7.0 million and $6.0 million, respectively. 

 

Licensing Revenue

 

Licensing revenue primarily consists of sales of licensing rights to digitally stream the Company’s live music services. Licensing revenue is recognized when the Company satisfies its performance obligation by transferring control of the goods or services to its customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services, which is typically when the live event has aired. Any license fees collected in advance of an event are deferred until the event airs. We report our licensing revenue on a gross basis as we act as the principal in the underlying transactions.

 

Sponsorship Revenue

 

Sponsorship revenue primarily consists of sales of sponsorship programs that provide sponsors with opportunities to reach the Company’s customers. Sponsorship revenue is recognized as the event airs. Any sponsorship fees collected in advance of the contract term (typically an event) are deferred until the event airs. The Company reports sponsorship revenue on a gross basis as the Company acts as the principal in the underlying transactions.

 

Merchandising Revenue

 

Revenue is recognized upon the transfer of control to the customer. The Company recognizes revenue and measures the transaction price net of taxes collected from customers and remitted to governmental authorities. Sales also include shipping and handling charges billed to customers, with the related freight costs included in cost of goods sold. Sales commissions are expensed as incurred and are recorded in sales and marketing expenses in the accompanying condensed consolidated statements of operations. The Company’s customer contracts do not have a significant financing component due to their short durations, which are typically effective for one year or less and have payment terms that are generally 30 to 60 days. Wholesale revenue is generally recognized when products are shipped, depending on the applicable contract terms. The Company records a refund liability for expected returns based on prior returns history, recent trends, and projections for returns on sales in the current period. The refund liability at  June 30, 2025 and 2024 was less than $0.1 million, respectively.

 

Net Income (Loss) Per Share

 

Basic earnings (loss) per share is computed using the weighted-average number of common shares outstanding during the period adjusted to add back dividends (declared or cumulative undeclared) applicable to the Company’s Series A Perpetual Convertible Preferred Stock (the “Series A Preferred Stock”). Diluted earnings (loss) per share is computed using the weighted-average number of common shares and the dilutive effect of contingent shares outstanding during the period. Potentially dilutive contingent shares, which primarily consist of stock options issued to employees, directors and consultants, restricted stock units, warrants issued to third parties and accounted for as equity instruments and convertible notes would be excluded from the diluted earnings per share calculation because their effect is anti-dilutive.

 

Basic and diluted net income (loss) per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities such as our preferred stock. Under the two-class method, basic and diluted net income (loss) per share attributable to common stockholders is computed by dividing the basic and diluted net income (loss) attributable to common stockholders by the basic and diluted weighted-average number of shares of common stock outstanding during the period. Diluted net income per share attributable to common stockholders adjusts basic net income per share for the potentially dilutive impact of stock options and restricted stock units (RSUs).

 

The treasury stock method is used to calculate the potentially dilutive effect of stock options and RSUs. The if-converted method is used to calculate the potentially dilutive effect of the Preferred Stock. In both methods, diluted net income (loss) attributable to common stockholders and diluted weighted-average shares outstanding are adjusted to account for the impact of the assumed issuance of potential common shares that are dilutive, subject to dilution sequencing rules.

 

At June 30, 2025 and 2024, the Company had 2,197,917 and 2,251,667 options outstanding, respectively, 433,850 and 1,726,237 restricted stock units outstanding, respectively, and 3,114,001 and 3,114,001 common stock warrants, respectively, that are excluded from the calculation of diluted earnings per share as their effect is anti-dilutive.

 

The following table shows the calculation of basic and diluted earnings per share for the periods Series A Preferred Stock was outstanding:

 

  

Three Months Ended

 

In thousands, except per share amounts

 

June 30, 2025

  

June 30, 2024

 

Net loss attributed to LiveOne

 $(3,593) $(1,169)

Deemed dividends upon redemption of Series A Preferred Stock

  -   (378)

Dividends on Series A Preferred Stock

  (426)  (316)

Net loss attributed to LiveOne

 $(4,019) $(1,863)

Basic and diluted weighted average number of shares outstanding

  96,741,899   94,419,692 

Net loss per share – basic and diluted

 $(0.04) $(0.02)

 

Cash, Cash Equivalents and Restricted Cash

 

Cash and cash equivalents include all highly liquid investments with original maturities, when purchased, of three months or less.

 

The following table provides amounts included in cash, cash equivalents and restricted cash presented in the Company’s condensed consolidated statements of cash flows for the periods ended June 30, 2025 and March 31, 2025 (in thousands):

 

  

June 30, 2025

  

March 31, 2025

 

Cash and cash equivalents

 $11,891  $4,119 

Restricted cash

  30   30 

Total cash and cash equivalents and restricted cash

 $11,921  $4,149 

 

Non-Controlling Interest

 

The Company consolidates entities in which the Company has a controlling financial interest. The Company consolidates subsidiaries in which the Company holds, directly or indirectly, more than 50% of the voting rights. Non-controlling interests represent third-party equity ownership interests in the Company’s consolidated entities. The amount of net income (loss) attributable to non-controlling interests is disclosed in the accompanying interim unaudited condensed consolidated statements of operations.

 

Restricted Cash and Cash Equivalents

 

The Company maintains certain letters of credit agreements with its banking provider, which are secured by the Company’s cash for periods of less than one year. As of June 30, 2025 and March 31, 2025, the Company had restricted cash of $30,000 and $30,000, respectively.

 

Allowance for Credit Losses

 

The Company evaluates the collectability of its accounts receivable based on a combination of factors. Generally, it records specific reserves to reduce the amounts recorded to what it believes will be collected when a customer’s account ages beyond typical collection patterns, or the Company becomes aware of a customer’s inability to meet its financial obligations.

 

The Company believes that the credit risk with respect to trade receivables is limited due to the large and established nature of its largest customers and the nature of its membership receivables. At June 30, 2025, the Company had no customers that made up 10% of the total accounts receivable balance. At June 30, 2024, the Company had one customer that made up 29% of the total accounts receivable balance. 

 

The Company’s accounts receivable at June 30, 2025 and March 31, 2025 is as follows (in thousands):

 

  

June 30,

  

March 31,

 
  

2025

  

2025

 

Accounts receivable, gross

 $9,551  $9,390 

Less: Allowance for credit losses

  (1,225)  (1,091)

Accounts receivable, net

 $8,326  $8,299 

 

Inventories

 

Inventories, principally raw materials awaiting final customization process, are stated at the lower of cost or net realizable value. Inventories are relieved on a first-in, first-out basis.

 

The carrying value of inventories is reduced for any excess and obsolete inventory. Excess and obsolete reductions are determined based on currently available information, including the likely method of disposition, such as through sales to individual customers and liquidations, and the age of inventory.

 

Concentration of Credit Risk

 

The Company maintains cash balances at commercial banks. Cash balances commonly exceed the $250,000 amount insured by the Federal Deposit Insurance Corporation. The Company has not experienced any losses in such accounts, and management believes that the Company is not exposed to any significant credit risk with respect to such cash and cash equivalents.

 

Recently Adopted Accounting Pronouncements 

 

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which will require the Company to disclose specified additional information in its income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 will also require the Company to disaggregate its income taxes paid disclosure by federal, state and foreign taxes, with further disaggregation required for significant individual jurisdictions The Company adopted ASU 2023-09 on April 1, 2025 on a prospective basis. The adoption of this standard did not have an impact on the Company’s interim condensed consolidated financial statements.

 

Recently Issued Accounting Pronouncements

 

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation (Subtopic 220-40): Disaggregation of Income Statement Expenses. The amendments in ASU 2024-03 require a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods. The objective of the disclosure requirements is to provide disaggregated information about a public business entity’s expenses to help investors (i) better understand the entity’s performance, (ii) better assess the entity’s prospects for future cash flows, and (iii) compare an entity’s performance over time and with that of other entities. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of the adoption of ASU 2024-03.

 

Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statement presentation or disclosures.

 

v3.25.2
Note 3 - Revenue
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Revenue from Contract with Customer [Text Block]

Note 3 Revenue

 

The following table represents a disaggregation of revenue from contracts with customers for the three months ended  June 30, 2025 and 2024 (in thousands):

 

  

Three Months Ended

 
  

June 30,

 
  

2025

  

2024

 

Revenue

        

Membership Services

 $3,325  $18,850 

Advertising

  15,093   13,074 

Merchandising

  789   1,154 

Total Revenue

 $19,207  $33,078 

 

For some contracts, the Company may invoice up front for services recognized over time or for contracts in which the Company has unsatisfied performance obligations. Payment terms and conditions vary by contract type, although terms generally cover monthly payments. In the circumstances where the timing of invoicing differs from the timing of revenue recognition, the Company has determined its contracts do not include a significant financing component. The Company has elected to apply the practical expedient under ASC 606-10-50-14 and not provide disclosure of the amount and timing of performance obligations as the performance obligations are part of a contract that has an original expected duration of one year or less.

 

For the three months ended June 30, 2025 and 2024, one customer accounted for 9% and 53% of the Company’s consolidated revenues, respectively. 

 

The following table summarizes the significant changes in the deferred revenue balances during the three months ended June 30, 2025 (in thousands):

 

  

Deferred

 
  

Revenue

 

Balance as of March 31, 2025

 $2,141 

Revenue recognized that was included in the contract liability at beginning of period

  (830)

Increase due to cash received, excluding amounts recognized as revenue during the period

  243 

Balance as of June 30, 2025

 $1,554 

  

v3.25.2
Note 4 - Property and Equipment
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Property, Plant and Equipment Disclosure [Text Block]

Note 4 Property and Equipment

 

The Company’s property and equipment at June 30, 2025 and  March 31, 2025 was as follows (in thousands):

 

  

June 30,

  

March 31,

 
  

2025

  

2025

 

Property and equipment, net

        

Computer, machinery, and software equipment

 $2,597  $2,597 

Furniture and fixtures

  564   564 

Leasehold improvements

  597   597 

Capitalized internally developed software

  18,880   18,669 

Total property and equipment

  22,638   22,427 

Less accumulated depreciation and amortization

  (20,870)  (21,534)

Total property and equipment, net

 $1,768  $893 

 

Depreciation expense was $0.1 million and $0.8 million for the three months ended June 30, 2025 and 2024, respectively. During the three months ended June 30, 2024 the Company disposed of $3.3 million of equipment with a corresponding write-off to accumulated depreciation.

 

During the three months ended June 30, 2025, the Company wrote off $0.9 million of internally developed software and the corresponding accumulated depreciation as a result of no longer using the software in operations.

 

v3.25.2
Note 5 - Goodwill and Intangible Assets
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Goodwill and Intangible Assets Disclosure [Text Block]

Note 5 Goodwill and Intangible Assets

 

Goodwill

 

The following table presents the changes in the carrying amount of goodwill for the three months ended June 30, 2025 (in thousands):

 

  

Goodwill

 

Balance as of March 31, 2025

 $21,712 

Acquisitions

  - 

Impairment losses

  - 

Balance as of June 30, 2025

 $21,712 

 

Indefinite-Lived Intangible Assets

 

The following table presents the changes in the carrying amount of indefinite-lived brand and trade names intangible assets that are only in the Company’s Slacker operating segment for the three months ended June 30, 2025 (in thousands):

 

  

Tradenames

 

Balance as of March 31, 2025

 $774 

Acquisitions

  - 

Impairment losses

  - 

Balance as of June 30, 2025

 $774 

 

Finite-Lived Intangible Assets

 

The Company’s finite-lived intangible assets were as follows as of June 30, 2025 (in thousands):

 

  

Gross

      

Net

 
  

Carrying

  

Accumulated

  

Carrying

 
  

Value

  

Amortization

  

Value

 

Software

 $19,281  $19,281  $- 

Intellectual property (patents)

  3,146   2,611   535 

Customer relationships

  6,570   6,570   - 

Content creator relationships

  3,229   2,674   555 

Domain names

  123   68   55 

Brand and trade names

  1,071   566   505 

Customer list

  -   -   - 

Total

 $33,420  $31,770  $1,650 

 

The Company’s finite-lived intangible assets were as follows as of  March 31, 2025 (in thousands):

 

  

Gross

      

Net

 
  

Carrying

  

Accumulated

  

Carrying

 
  

Value

  

Amortization

  

Value

 

Software

 $19,281  $19,281  $- 

Intellectual property (patents)

  3,146   2,593   553 

Customer relationships

  6,570   6,570   - 

Content creator relationships

  3,228   2,574   654 

Domain names

  123   66   57 

Brand and trade names

  1,071   540   531 

Customer list

  2,673   2,673   - 

Total

 $36,092  $34,297  $1,795 

 

Intangible assets are amortized over their estimated useful lives based on the pattern in which the economic benefits associated with the asset are expected to be consumed, which to date has approximated the straight-line method of amortization. The estimated useful lives for patents, customer relationships, domain names, brand and tradename and customer list are generally three to 15 years, one to two years, two to five years, seven to ten years and three to four years, respectively.

 

The Company’s amortization expense on its finite-lived intangible assets was $0.1 million and $0.6 million for the three months ended June 30, 2025 and 2024, respectively. The Company recorded an impairment charge attributed to finite-lived intangibles of none and $0.2 million for the three months ended June 30, 2025 and 2024, respectively. The impairment for the three months ended June 30, 2024 was the result of the winding down of a podcast show acquired by PodcastOne. 

 

Finder's Agreement

 

In September 2023, PodcastOne entered into a finder's fee arrangement pursuant to which it agreed to issue shares of PodcastOne common stock at a price of $8.00 per share (subject to adjustment in certain limited circumstances) as a finder’s fee to a certain third party podcast platform in the event certain former and/or current podcasts creators of such platform entered into new podcasting agreements with PodcastOne, with the amount of the fee to be based on the amount of revenues actually derived by PodcastOne from such podcasts during a predetermined period. Payments made to such third party attributed to PodcastOne entering into new podcast contracts were capitalized to content creator relationship intangibles. As of June 30, 2025 and March 31, 2025, the Company has capitalized $2.6 million of payments made to such third party. $2.6 million capitalized of payments made to such third party which was paid with PodcastOne common stock at a price of $8.00 per share.

 

The Company expects to record amortization of intangible assets for fiscal years ending March 31, 2026 and future fiscal years as follows (in thousands):

 

For Years Ending March 31,

    

2026 (remaining nine months)

 $508 

2027

  366 

2028

  182 

2029

  182 

2030

  182 

Thereafter

  230 
  $1,650 

  

v3.25.2
Note 6 - Accounts Payable and Accrued Liabilities
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Accounts Payable and Accrued Liabilities Disclosure [Text Block]

Note 6 Accounts Payable and Accrued Liabilities

 

Accounts payable and accrued liabilities at June 30, 2025 and March 31, 2025 were as follows (in thousands):

 

  

June 30,

  

March 31,

 
  

2025

  

2025

 

Accounts payable

 $16,999  $15,269 

Accrued liabilities

  9,250   9,911 

Lease liabilities, current

  10   - 
  $26,259  $25,180 

 

Accrued revenue share can be attributed to monies owed to content creators who provide their podcast or other media content for the Company to sell to consumers. The Company accrues a liability based on the percentage of revenue owed to each content creator at the time that revenue is recognized.

 

v3.25.2
Note 7 - Notes Payable
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Notes Payable [Text Block]

Note 7 Notes Payable

 

Notes payable at June 30, 2025 and March 31, 2025 were as follows (in thousands):

 

  

June 30,

  

March 31,

 
  

2025

  

2025

 

SBA loan

 $149  $150 

Capchase loan

  453   623 
   602   773 

Less: Current portion of Notes payable

  (453)  (623)

Notes payable

 $149  $150 

 

SBA Loan

 

On June 17, 2020, the Company received the proceeds from a loan in the amount of less than $0.2 million from the United States. Small Business Administration (the “SBA”). Installment payments, including principal and interest, begin 12-months from the date of the promissory note. The balance is payable 30-years from the date of the promissory note, and bears interest at a rate of 3.75% per annum. There are no covenants associated with the SBA loan.

 

Loan and Security Agreement

 

In August 2023, the Company entered into a Loan and Security Agreement with Capchase Inc. (“Capchase”) pursuant to which the Company borrowed the amount of $1.7 million to further develop and acquire certain podcasts acquired by PodcastOne and for general working capital. The debt is subordinated to the Debentures (as defined below) and bears an interest rate of 9%, which is included in the monthly amortization payments of approximately $73,100, with the final amortization payment due on February 4, 2026. As of June 30, 2025, the Company was in compliance with covenants under the Capchase agreement.

 

Maturities of notes payables as of June 30, 2025 were as follows (in thousands):

  

For Years Ending March 31,

    

2026 (remaining nine months)

 $458 

2027

  4 

2027

  4 

2028

  4 

2029

  4 

Thereafter

  128 

Total

 $602 

 

v3.25.2
Note 8 - Convertible Note
3 Months Ended
Jun. 30, 2025
Convertible Debt [Member]  
Notes to Financial Statements  
Debt Disclosure [Text Block]

Note 8 Convertible Note

 

Securities Purchase Agreement

 

On May 19, 2025 (the “Closing Date”), the Company, and PodcastOne entered into a Securities Purchase Agreement (the “SPA”) with certain institutional investors (each, a “Purchaser” and collectively, the “Purchasers”), pursuant to which (i) the Company sold to the Purchasers the Company’s Original Issue Discount Senior Secured Convertible Debentures (the “Initial Debentures”) in an aggregate principal amount of $16,775,000 for an aggregate cash purchase price of $15,250,000, and (ii) if certain conditions are satisfied as set forth in the SPA, including at least one of the Conditions (as defined below), the Company  may sell at its option to the Purchasers the Company’s additional Original Issue Discount Senior Secured Convertible Debentures in an aggregate principal amount of $11,000,000 on substantially the same terms as the Initial Debentures (the “Additional Debentures” and collectively with the Initial Debentures, the “Debentures”), in a private placement transaction. The Debentures are convertible into shares of the Company’s common stock at the holder’s option at a conversion price of $2.10 per share, subject to certain customary adjustments such as stock splits, stock dividends and stock combinations. The Company  may sell to the Purchasers the Additional Debentures if within 15 months of the Closing Date either of the following conditions have been satisfied during such 15-month period (the “Conditions”): (x) the VWAP (as defined in the SPA) of the common stock has been equal to or greater than $4.20 per share (subject to certain customary adjustments such as stock splits, stock dividends and stock combinations) for 30 consecutive trading days, or (y) Free Cash Flow (as defined in the SPA) has been equal to or greater to $3,000,000 for three consecutive fiscal quarters, and has increased in each of the foregoing quarters from the immediately preceding fiscal quarter.

 

The Initial Debentures mature on  May 19, 2028 and accrue interest at 11.75% per year. Commencing with the calendar month of  August 2025 (subject to the following sentence), the holders of the Initial Debentures will have the right, at their option, to require the Company to redeem an aggregate of up to $100,000 of the outstanding principal amount of the Debentures per month. For the month of  August 2025, the holders  may not submit a redemption notice for such a redemption prior to  August 18, 2025. Commencing from  November 18, 2025,  May 18, 2026 and  May 18, 2027, the holders of the Initial Debentures will have the right, at their option, to require the Company to redeem an aggregate of up to $150,000, $250,000 and $300,000, respectively, of the outstanding principal amount of the Initial Debentures per month. 

 

Subject to the satisfaction of certain conditions, including applicable prior notice to the holders of the Initial Debentures, at any time after  May 19, 2026, the Company  may elect to prepay all, but not less than all, of the then outstanding Initial Debentures for a prepayment amount equal to the outstanding principal balance of then outstanding Initial Debentures plus all accrued and unpaid interest thereon, together with a prepayment premium equal to the following (the “Prepayment Premium”): (a) if the Initial Debentures are prepaid after  May 19, 2026, but on or prior to  May 19, 2027, 5% of the entire outstanding principal balance of the outstanding Initial Debentures (or the applicable portion thereof required to be prepaid by the Company); and (c) if the Initial Debentures are prepaid on or after  May 19, 2027, but prior to the maturity date of the Initial Debentures, 4% of the entire outstanding principal balance of then outstanding Initial Debentures (or the applicable portion thereof required to be prepaid by the Company). Subject to the satisfaction of certain conditions, the Company shall be required to prepay the entire outstanding principal amount of all of then outstanding Initial Debentures in connection with a Change of Control Transaction (as defined in the Initial Debentures) for a prepayment amount equal to the outstanding principal balance of then outstanding Initial Debentures, plus all accrued and unpaid interest thereon, plus the applicable Prepayment Premium based on when such Change of Control Transaction occurs within the period set forth above applicable to such Prepayment Premium; provided, that (x) if a Change of Control Transaction occurs on or prior to  May 19, 2026, plus 10% of the entire outstanding principal balance of then outstanding Initial Debentures; (y) if the Specified Carve-Out Transaction (as defined in the Debentures) in consummated, the Company shall be required to prepay the Initial Debentures, in an aggregate amount equal to the lower of the outstanding principal balance of then outstanding Initial Debentures and $7,500,000, in each case, plus the applicable Prepayment Premium, and (z) if a Permitted Disposition (as defined in the Debentures) pursuant to clause (g) of the definition thereof is consummated, the Company shall be required to prepay the Initial Debentures in an aggregate amount equal to the lower of the outstanding principal balance of then outstanding Initial Debentures and 50% of the first $1,000,000 of net proceeds resulting from such Permitted Disposition up to $1,000,000 and 25% of such net proceeds in excess of $1,000,000, in each case, plus the applicable Prepayment Premium.

 

The resulting discount from the original issuance discount and underwriting fees, of $1.6 million and is being amortized using the effective interest method. Interest expense resulting from the amortization of the discount for the three months ended June 30, 2025 was $0.1 million.

 

Interest expense with respect to the Initial Debentures for the three months ended June 30, 2025 was $0.2 million. The Initial Debentures include a covenant relating to the requirement to maintain a certain amount cash in the amount of $7.5 million. 

 
As of June 30, 2025, the Company was in compliance with its debt covenants associated with the Initial Debentures.

 

 

 

 

 

v3.25.2
Note 9 - Senior Secured Line of Credit
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Line of Credit [Text Block]

Note 9 Senior Secured Line of Credit

 

On June 2, 2021, the Company entered into a Business Loan Agreement (the "Original Business Loan Agreement") with East West Bank (the “Senior Lender”), which provided for a revolving credit facility collateralized by all of the assets of the Company and its subsidiaries. In connection with the Original Business Loan Agreement, the Company issued a promissory note, dated as of June 2, 2021, to the Senior Lender in the principal amount of $7.0 million (the "Promissory Note") and established the revolving line of credit in the amount of $7.0 million (the “Revolving Credit Facility”), originally maturing on June 2, 2023.

 

In July 2022, the Company extended the maturity date of its revolving credit facility to June 2024 and its variable interest rate was increased to 2.5%. The Revolving Credit Facility bears interest at a variable rate equal to the Wall Street Journal Prime Rate, plus 2.5%. The interest rate for the period ended June 30, 2025 was 10.00%

 

On September 8, 2023 and effective as of August 22, 2023, the Company entered into a new Business Loan Agreement (the “2023 Business Loan Agreement”) with the Senior Lender, to convert the Company’s revolving credit facility with the Senior Lender into an assets backed loan credit facility with the Senior Lender, which continued to be collateralized by a first lien on all of the assets of the Company and its subsidiaries (the “ABL Credit Facility”). The 2023 Business Loan Agreement provided the Company with borrowing capacity of up to the Borrowing Base (as defined in the 2023 Business Loan Agreement). Pursuant to the 2023 Business Loan Agreement, the requirement that the Company and its related entities shall at all times maintain a certain minimum deposit with the Senior Lender was reduced from $8,000,000 to $5,000,000.

 

On  May 31, 2024, the Company was granted an extension of 90 days on the maturity date, therefore the Revolving Credit Facility was scheduled to mature in  September 2024. On November 1, 2024, the Company extended the maturity date of its promissory note issued to the Senior Lender, underlying the ABL Credit Facility, from September 15, 2024 to November 20, 2024 and the principal amount of the note was decreased to $6.0 million

 

On January 28, 2025, the Company entered into a new Business Loan Agreement (the “2025 Business Loan Agreement”) with the Senior Lender to update certain terms of the ABL Credit Facility, including to reduce the principal amount outstanding under the Promissory Note to $3,750,000, reflecting the Company’s repayment of $3,250,000 of the principal amount of the Promissory Note as of such date, and to extend the maturity date of the Promissory Note to November 20, 2025. Pursuant to the Change in Terms Agreement, dated as of January 28, 2025 (the “2025 Change in Terms Agreement”), entered into between the Company and the Senior Lender in connection with the 2025 Business Loan Agreement, the Company is agreed to repay the remaining outstanding principal amount of the Promissory Note in 9 equal monthly payments of $400,000 each beginning February 20, 2025, and the final 10th payment of $151,291.67 on November 20, 2025. Pursuant to the 2025 Business Loan Agreement, the requirement that the Company and its related entities shall at all times maintain a certain minimum cash deposit with the Senior Lender is maintained at $5,000,000. The ABL Credit Facility continues to be collateralized by a first lien on all of the assets of the Company and its subsidiaries.

.

Borrowings under the ABL Credit Facility were subject to certain covenants as set forth in the 2025 Business Loan Agreement and bear interest at a rate equal to the “Money Rate” column of The Wall Street Journal (Western Edition) as determined by the Senior Lender plus 2.50%, resulting in the initial rate of 10.00% and provided, that it shall not be less than 7.50%. The Company may prepay at any time without penalty all or a portion of the amount owed to the Senior Lender. The 2025 Business Loan Agreement included customary events of default and various financial and other covenants with which the Company had to comply in order to maintain borrowing availability, including maintaining required minimum liquidity amount and Borrowing Base capacity. The occurrence of an event of default could have resulted in the acceleration of all obligations of the Company to the Senior Lender with respect to indebtedness, whether under the 2025 Business Loan Agreement or otherwise. Other covenants included, but were not limited to, covenants limiting or restricting the Company’s ability to incur indebtedness, incur liens, enter into mergers or consolidations involving debt, dispose of assets, make loans and investments and pay dividends.

 

In connection with the 2025 Business Loan Agreement, the Promissory Note issued to the Senior Lender continued in effect except as modified by the 2025 Business Loan Agreement and the 2025 Change in Terms Agreement.

 

As a result of the issuance of the Initial Debentures, the Company paid off the balance of the ABL Credit Facility in full. Interest expense for the three months ended June 30, 2025 and 2024 was $0.2 million and $0.4 million, respectively.

  

v3.25.2
Note 10 - Related Party Transactions
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Related Party Transactions Disclosure [Text Block]

Note 10 Related Party Transactions

 

As of March 31, 2022, the Company had unsecured 8.5% Senior Secured Convertible Notes previously issued to Trinad Capital (as defined below). In  February 2023, the Trinad Notes along with accrued interest thereunder were converted into 6,177 shares of Series A Preferred Stock, with a stated value of $1,000 per share of Series A Preferred Stock and convertible at $2.10 per share, and Trinad Capital also received 200,000 shares of the Company's common stock. On  April 1, 2024, Trinad Capital converted 3,395.09 shares of Series A Preferred Stock into 1,616,709 shares of the Company’s common stock and received 535,399 three-year warrants to purchase the Company’s common stock exercisable at a price of $2.10 per share. For the three months ended June 30, 2025 and 2024, the Company issued  209.66 and 127.03 shares of its Series A Preferred Stock, respectively, to Trinad Capital as dividend payments required by the terms of the Series A Preferred Stock. As of June 30, 2025, Trinad Capital owned 4,298.81 shares of Series A Preferred Stock.

 

On September 8, 2023, PodcastOne completed its Direct Listing on the Nasdaq Capital Market which resulted in the Company owning 15,672,186 shares of common stock of PodcastOne along with 1,100,000 common stock warrants to purchase shares of PodcastOne's common stock with an exercise price of $3.00 per share, which remain outstanding of June 30, 2025. Also, on September 8, 2023, PodcastOne issued 147,044 shares of PodcastOne common stock to the Company's CEO as a result of his ownership of the Company's Series A Preferred Stock and its terms requiring such issuance.

 

During the three months ended June 30, 2025 and the year ended  March 31, 2025, the Company received 124,000 and 1,315,880 shares of PodcastOne Common stock with a fair value of $0.5 million and $2.5 million, respectively, in exchange for amounts owed under a cost sharing arrangement between PodcastOne and the Company.

 

During the three months ended June 30, 2025 and 2024, the Company issued or reserved 22,413 and 46,113 shares of its common stock with a value of $0.1 million and $0.1 million to relatives of the CEO for services performed, respectively.

 

v3.25.2
Note 11 - Leases
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Lessee, Operating Leases [Text Block]

Note 11 Leases

 

The Company leases locations with lease terms that are less than 12 months or are on month to month terms. Operating leases with lease terms of greater than 12 months are capitalized in operating lease right-of-use assets and operating lease liabilities in the accompanying condensed consolidated balance sheets. Rent expense for these operating leases totaled $ 0.1 million and $0.2 million for the three months ended June 30, 2025 and 2024, respectively. 

 

Operating lease costs for the three months ended June 30, 2025 and 2024 consisted of the following (in thousands):

 

  

Three Months Ended

  

Three Months Ended

 
  

June 30,

  

June 30,

 
  

2025

  

2024

 

Fixed rent cost

 $80  $155 

Short term lease cost

  35   67 

Total operating lease cost

 $115  $222 

 

Supplemental balance sheet information related to leases was as follows (in thousands):

 

  

June 30,

  

March 31,

 

Operating leases

 

2025

  

2025

 

Operating lease right-of-use assets

 $89  $97 
         

Operating lease liability, current

 $10  $- 

Operating lease liability, noncurrent

  81   99 

Total operating lease liabilities

 $91  $99 

 

The operating lease right-of-use assets are included in other assets and current operating lease liabilities are included in accounts payable and accrued liabilities in the accompanying condensed consolidated balance sheets.

 

Significant judgments

 

Discount rate – the Company’s lease is discounted using the Company’s incremental borrowing rate of 8.5% as the rate implicit in the lease is not readily determinable.

 

Options – the lease term is the minimum noncancelable period of the lease. The Company does not include option periods unless the Company determined it is reasonably certain of exercising the option at inception or when a triggering event occurs.

 

Lease and non-lease components – non-lease components were considered and determined not to be material.

   

v3.25.2
Note 12 - Other Long-term Liabilities
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Other Liabilities Disclosure [Text Block]

Note 12 Other Long-Term Liabilities

 

Other long-term liabilities consisted of the following (in thousands):

 

  

June 30,

  

March 31,

 
  

2025

  

2025

 

Accrued royalties

 $7,461  $7,392 

Accrued legal

  1,124   1,606 

Accrued sales tax

  3,388   2,375 

Other long-term liabilities

  55   863 

Total other long-term liabilities

 $12,028  $12,236 

 

The Company classified $7.5 million and $7.5 million of accrued royalties into long term based on contractual arrangements with the royalty holders as of June 30, 2025 and March 31, 2025, respectively. In addition, the Company accrued $1.1 million and $1.6 million into long term liabilities as a result of the Sound Exchange settlement as of June 30, 2025 and March 31, 2025, respectively. 

 

v3.25.2
Note 13 - Commitments and Contingencies
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]

Note 13 Commitments and Contingencies

 

Contractual Obligations

 

As of  June 30, 2025, the Company is obligated under agreements with various music right holders and labels, festivals, clubs, events, concerts, artists, promoters, venues, music labels and publishers and other contractual obligations to make guaranteed payments as follows: $10.9 million for the fiscal year ending  March 31, 2026, $4.5 million for the fiscal year ending March 31, 2026, $0.5 million for the fiscal year ending March 31, 2027, $0.4 million for the fiscal year ending March 31, 2028 and $0.4 million thereafter.

 

On a quarterly basis, the Company records the greater of the cumulative actual content acquisition costs incurred or the cumulative minimum guarantee based on forecasted usage for the minimum guarantee period. The minimum guarantee period of time is the period that the minimum guarantee relates to, as specified in each agreement, which may be annual or a longer period. The cumulative minimum guarantee, based on forecasted usage, considers factors such as listening hours, revenue, members, and other terms of each agreement that impact the Company’s expected attainment or recoupment of the minimum guarantees based on the relative attribution method.

 

Several of the Company’s content acquisition agreements also include provisions related to the royalty payments and structures of those agreements relative to other content licensing arrangements, which, if triggered, could cause the Company’s payments under those agreements to escalate, which included payments to be made in common stock. In addition, record labels, publishers and performing rights organizations with whom the Company has entered into direct license agreements have the right to audit the Company’s content acquisition payments, and any such audit could result in disputes over whether the Company has paid the proper content acquisition costs. However, as of June 30, 2025, the Company does not believe it is probable that these provisions of its agreements discussed above will, individually or in the aggregate, have a material adverse effect on its business, financial position, results of operations or cash flows.

 

On January 15, 2025, PodcastOne entered into a three-year Enterprise Service and Advertising Agreement (the “Agreement”) with ART19 LLC (“ART19”), a subsidiary of Amazon.com, Inc. to move the existing network of PodcastOne programming to the ART19 hosting platform. The Agreement is expected to drive additional monetization opportunities across PodcastOne’s vast library of popular podcasts. Pursuant to the Agreement ART19 is required to pay PodcastOne a minimum guarantee of $15.0 million over the term of the Agreement based on PodcastOne achieving certain minimum impressions amount, which guarantee is subject to adjustment as provided in the Agreement, including if PodcastOne achieves higher minimum impressions amounts. In addition, the Agreement provides for a revenue share split between PodcastOne and ART19 based on gross sales revenue achieved by PodcastOne under the Agreement. During the three months ended June 30, 2025 the Company recognized $1.4 million in revenue associated with the minimum guarantee.

 

Employment Arrangements

 

As of June 30, 2025, the Company has an employment agreement and employment arrangement with its two named executive officers (“Section 16 Officers”) that provide salary payments of $0.7 million and target bonus compensation of up to $0.3 million on an annual basis. Furthermore, such employment agreement contains a severance clause that could require severance payments in the aggregate amount of $0.03 million (excluding the value of potential payouts of discretionary bonuses, pro-rata bonuses, and potential accelerated vesting of equity awards granted to such executive officer) to the Company’s CFO.

 

On June 27, 2025 and effective as of  June 1, 2025 (the “Effective Date”), PodcastOne entered into a new employment agreement with Kit Gray, the Company’s current President of PodcastOne (the “Gray Employment Agreement”). Pursuant to the Gray Employment Agreement, Mr. Gray was granted, among other things, 150,000 restricted stock units of the Company.

 

On  June 27, 2025 and effective as of the Effective Date, the Company entered into a new employment agreement with Sue McNamara, the Company’s current Chief Revenue Officer of PodcastOne (the “McNamara Employment Agreement”). Pursuant to the McNamara Employment Agreement, Ms. McNamara was granted, among other things, 25,000 restricted stock units of the Company.

 

The Company’s CEO agreed to forgive his salary of $0.5 million per annum for the period from August 2021 until December 31, 2022 in exchange for shares of the Company’s common stock and/or restricted stock units to be issued in the future. As of  June 30, 2025, the Company’s board of directors has not yet determined the number of shares of the Company’s common stock and/or restricted stock units to be issued to the CEO as such compensation.

 

Legal Proceedings 

  

From time to time, the Company is involved in legal proceedings and other matters arising in connection with the conduct of its business activities. Many of these proceedings may be at the preliminary stages and/or seek an indeterminate amount of damages. In the opinion of management, after consultation with legal counsel, such routine claims and lawsuits are not significant and we do not currently expect them to have a material adverse effect on our business, financial condition, results of operations, or liquidity.

 

On  June 6, 2025, Sony Music Entertainment (“Sony”) filed a complaint in the U.S. District Court for the Southern District of New York against Slacker and the Company alleging breach of contract and claiming that Slacker owes $2.6 million in unpaid licensing fees to Sony. As a result of LiveOne’s guarantee of up to $250,000 of Slacker’s payments to Sony, Sony’s claim against the Company is in the amount of $250,000. The Company and Slacker are evaluating this claim, have engaged counsel and intend to vigorously defend themselves in this matter.

 

v3.25.2
Note 14 - Employee Benefit Plan
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Compensation and Employee Benefit Plans [Text Block]

Note 14 Employee Benefit Plan

 

The Company sponsors a 401(k) plan (the “401(k) Plan”) covering all employees. Prior to March 31, 2019, only Slacker employees were eligible to participate in the 401(k) Plan. Employees are eligible to participate in the 401(k) Plan the first day of the calendar month following their date of hire. The Company may make discretionary matching contributions to the 401(k) Plan on behalf of its employees up to a maximum of 100% of the participant’s elective deferral up to a maximum of 5% of the employees’ annual compensation. The Company’s matching contributions were not material to the financial statements for the three months ended June 30, 2025 and 2024.

 

v3.25.2
Note 15 - Stockholders' Deficit
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Equity [Text Block]

Note 15 Stockholders Deficit 

 

Authorized Common Stock and Authority to Create Preferred Stock

 

The Company has the authority to issue up to 510,000,000 shares, consisting of 500,000,000 shares of the Company’s common stock, $0.001 par value per share, and 10,000,000 shares of the Company’s preferred stock, $0.001 par value per share (the “preferred stock”).

 

The Company may issue shares of preferred stock from time to time in one or more series, each of which will have such distinctive designation or title as shall be determined by the Company’s board of directors and will have such voting powers, full or limited, or no voting powers, and such preferences and relative, participating, optional or other special rights and such qualifications, limitations or restrictions thereof, as shall be stated in the resolution or resolutions providing for the issue of such class or series of preferred stock as may be adopted from time to time by the Company’s board of directors. The Company’s board of directors will have the power to increase or decrease the number of shares of preferred stock of any series after the issuance of shares of that series, but not below the number of shares of such series then outstanding. In case the number of shares of any series shall be decreased, the shares constituting such decrease will resume the status of authorized but unissued shares of preferred stock.

 

It is not possible to state the actual effect of the issuance of any shares of preferred stock on the rights of holders of the common stock until and unless the Company’s board of directors determines the specific rights of the holders of the preferred stock; however, these effects may include: restricting dividends on the common stock, diluting the voting power of the common stock, impairing the liquidation rights of the common stock, or delaying or preventing a change in control of the Company without further action by the stockholders.

  

Stock Repurchase Program

 

In December 2020, the Company announced that its board of directors has authorized the repurchase of up to two million shares of its outstanding common stock from time to time. In November 2022, the Company announced that its board of directors has authorized it to expand its stock repurchase program by up to an additional $2,000,000 worth of shares of its common stock to be repurchased from time to time. The timing, price, and quantity of purchases under the program will be at the discretion of our management and will depend upon a variety of factors including share price, general and business market conditions, compliance with applicable laws and regulations, corporate and regulatory requirements, and alternative uses of capital. The program may be expanded, suspended, or discontinued by our board of directors at any time. Although our board of directors has authorized this stock repurchase program, there is no guarantee as to the exact number of shares, if any, that will be repurchased by us, and we may discontinue purchases at any time that management determines additional purchases are not warranted. We cannot guarantee that the program will be consummated, fully or all, or that it will enhance long-term stockholder value. The program could affect the trading price of our common stock and increase volatility, and any announcement of a termination of this program may result in a decrease in the trading price of our common stock. In addition, this program could diminish our cash reserves. The Company purchased 291,459 and 402,593 shares of its common stock under its stock repurchase program for the three months ended June 30, 2025 and 2024 for a total of $0.2 million and $0.7 million, respectively.

 

Series A Preferred Stock

 

The Series A Preferred Stock is convertible at any time at a Holder’s option into shares of the Company’s common stock, at a price of $2.10 per share of common stock, bears a dividend of 12% per annum, is perpetual and has no maturity date. At the option of the Company, the dividend was to be paid in-kind for the first 12 months after April 1, 2024, and thereafter, the Holders had the option to select whether subsequent dividend payments shall be paid in kind or in cash; provided, that as long as any Series A Preferred Stock is held by the Harvest Funds (as defined below), Trinad Capital shall receive the dividend solely in kind. The Series A Preferred Stock shall have no voting rights, except as set forth in the Certificate of Designation of Preferences, Rights and Limitations of Series A Perpetual Convertible Preferred Stock of the Company, dated as of February 2, 2023 (the “Certificate of Designation”) or as otherwise required by law.

 

The Company had the option (the “Optional Redemption Right”), on or before the Mandatory Redemption Date (as defined herein), to purchase up to $5,000,000 in aggregate of the then outstanding shares of Series A Preferred Stock held by the Harvest Funds at a cash redemption price per share of Series A Preferred Stock equal to the Stated Value (the “Redemption Price”). The Company was required on or before August 3, 2024 (the “Mandatory Redemption Date”), and in any event if prior to the Mandatory Redemption Date the Company consummated any financing transaction in which the Company, directly or indirectly, raised, in aggregate, gross proceeds of more than $20,000,000 of new capital, to purchase $5,000,000 in aggregate of the then outstanding shares of Series A Preferred Stock held by the Harvest Funds (the “Mandatory Redemption Amount”) at the Redemption Price (the “Mandatory Redemption”). If the Optional Redemption Right was exercised up to the full $5,000,000 amount, the Mandatory Redemption requirement would be terminated; provided, that if the Optional Redemption Right was exercised in any amount less than $5,000,000, the Mandatory Redemption Amount would be reduced by the amount that the Optional Redemption Right has been elected and exercised. Without the prior express consent of the majority of the votes entitled to be cast by the holders of Series A Preferred Stock outstanding at the time of such vote (the “Majority Holders”), the Company shall not authorize or issue any additional or other shares of its capital stock that are (i) of senior rank to the Series A Preferred Stock or (ii) of pari passu rank to the Series A Preferred Stock, in each case in respect of the preferences as to dividends, distributions and payments upon the liquidation, dissolution and winding up of the Corporation. Pursuant to the Letter Agreements (as defined below), the Harvest Funds agreed (x) that any future dividends payable on the Series A Preferred Stock shall be paid in-kind or in cash at the option of the Company; provided, that as long as any Series A Preferred Stock is held by the Harvest Funds, Trinad Capital shall receive the dividend solely in kind, (y) to delete the Mandatory Redemption requirement.

 

Pursuant to the Exchange Agreements, the Company agreed that at any time that any of the shares of Series A Preferred Stock issued to the Harvest Funds are outstanding, (i) to directly or through its 100% owned subsidiaries (as applicable), to own on a fully diluted basis at least 66% of the total equity and voting rights of any and all classes of securities of each of PodcastOne, Slacker, PPV One, Inc., and LiveXLive Events, LLC subsidiaries of the Company, (ii) not to issue shares of its common stock or convertible equity securities at a price less than $2.10 per share (subject to certain exceptions), provided, that such consent shall not be required in connection with any merger, acquisition or other business combinations of the Company and/or any of its subsidiaries with any unaffiliated third party, (iii) not to raise more than an aggregate of $20,000,000 of capital in one or more offerings, including without limitation, one or more equity or debt offerings or a combination thereof, on an accumulated basis commencing after February 3, 2023 (the “Qualified Offering”); provided, that such consent shall not be required for any equity financing of the Company at a price of $2.25 per share or above, and (iv) if after February 3, 2023 the Company distributes any of its assets or any shares of its common stock or Common Stock Equivalents (as defined in the Exchange agreements) of any of its subsidiaries pro rata to the record holders of any class of shares of its common stock, the Company shall distribute to the Holders its pro rata portion of any such distribution (calculated on an as-converted basis with respect to the then outstanding Series A Preferred Stock) concurrently with the distribution to the then record holders of any class of its common stock (including an applicable distribution of shares of PodcastOne’s common stock to the Harvest Funds in connection with PodcastOne’s Spin-Out and special dividend of PodcastOne’s common stock to the Company’s stockholders of record), in each case without the Majority Holders’ prior written consent. Any breach of the aforementioned covenants shall constitute a material breach, which if uncured, shall result in the issuance of an aggregate of 56,473 shares of the Company’s restricted common stock (the “Default Shares”) to the Holders for each five trading days (or pro rata thereof) after the date of the breach; provided, that if such breach is cured within the applicable cure period, no Default Shares shall be issued.

 

 

On April 1, 2024, the Company entered into Letter Agreements (collectively, the “Agreements”) with (i) Harvest Small Cap Partners Master, Ltd. (“HSCPM”), (ii) Harvest Small Cap Partners, L.P. (“HSCP” and together with HSCPM, the “Harvest Funds”), and (iii) Trinad Capital Master Fund Ltd., a fund controlled by Mr. Ellin, the Company’s Chief Executive Officer, Chairman, director and principal stockholder (“Trinad Capital” and collectively with the Harvest Funds, the “Holders”), the holders of the Company’s Series A Perpetual Convertible Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”), with a stated value of $1,000 per share. Pursuant to the Agreements (i) the Holders converted approximately $11.4 million worth of shares of Series A Preferred Stock into shares of the Company’s common stock, at a price of $2.10 per share, as follows: HSCPM converted 5,602.09 shares of Series A Preferred Stock into 2,667,664 shares of the Company’s common stock, HSCP converted 2,397.91 shares of Series A Preferred Stock into 1,141,860 shares of the Company’s common stock, and Trinad Capital converted 3,395.09 shares of Series A Preferred Stock into 1,616,709 shares of the Company’s common stock (collectively, the “Shares”), and (ii) HSCPM, HSCP and Trinad Capital received 910,340, 389,660 and 535,399 three-year warrants to purchase the Company’s common stock exercisable at a price of $2.10 per share (collectively, the “Warrants”).

 

Each share of Series A Preferred Stock is entitled to receive cumulative dividends payable at a rate per annum of 12% of the Series A Stated Value. During the three months ended June 30, 2025 and 2024, the Company issued 426 and 378 shares of its Series A Preferred Stock as a dividend in accordance with terms of the Certificate of Designation. As of June 30, 2025, there were 14,428 shares of Series A Preferred Stock issued and outstanding, and 6,870,439 shares of the Company’s common stock were underlying such shares of Series A Preferred Stock as of such date based on its conversion price.

 

LiveOne 2016 Equity Incentive Plan

 

The Company’s board of directors and stockholders approved the Company’s 2016 Equity Incentive Plan, as amended (the “2016 Plan”) which reserved a total of 12,600,000 shares of the Company’s common stock for issuance. On September 17, 2020, our stockholders approved the amendment to the 2016 Plan to increase the number of shares available for issuance under the plan by 5,000,000 shares increasing the total up to 17,600,000 shares which the Company formally increased on June 30, 2021. Incentive awards authorized under the 2016 Plan include, but are not limited to, nonqualified stock options, incentive stock options, restricted stock awards, restricted stock units, performance grants intended to comply with Section 162(m) of the Internal Revenue Code of 1986, as amended (the “Code”), and stock appreciation rights. If an incentive award granted under the 2016 Plan expires, terminates, is unexercised or is forfeited, or if any shares are surrendered to the Company in connection with the exercise of an incentive award, the shares subject to such award and the surrendered shares will become available for further awards under the 2016 Plan.

 

The Company recognized share-based compensation expense of $1.5 million and $1.7 million during the three months ended June 30, 2025 and 2024, respectively. As of June 30, 2025, unrecognized compensation costs for unvested awards was $0.3 million, which is expected to be recognized over a weighted-average service period of 1.7 years.  The total tax benefit recognized related to share-based compensation expense was none for each of the three months ended June 30, 2025 and 2024.

 

The following table summarizes the activity of our options issued under the 2016 Plan to employees during the three months ended June 30, 2025:

      

Weighted-Average

 
      

Exercise Price per

 
  

Number of Shares

  

Share

 

Outstanding as of March 31, 2025

  2,201,667  $3.72 

Granted

  -   - 

Exercised

  -   - 

Forfeited or expired

  (3,750) $5.06 

Outstanding as of June 30, 2025

  2,197,917  $3.72 

Exercisable as of June 30, 2025

  2,195,917  $3.72 

 

The following table summarizes the activity of our restricted stock units under the 2016 Equity Plan issued to employees during the three months ended June 30, 2025:

  

Number of Shares

 

Outstanding as of March 31, 2025

  493,946 

Granted

  - 

Vested

  (30,763)

Cancelled

  (29,333)

Outstanding as of June 30, 2025

  433,850 

 

PodcastOne 2022 Equity Plan

 

On December 15, 2022, PodcastOne’s board of directors and the Company as the sole stockholder, through its wholly owned subsidiary, LiveXLive PodcastOne, Inc., approved PodcastOne’s 2022 Equity Incentive Plan (the “2022 Plan”) which reserved a total of 2,000,000 shares of PodcastOne’s common stock for issuance. Incentive awards authorized under the 2022 Plan include, but are not limited to, nonqualified stock options, incentive stock options, restricted stock awards, restricted stock units, performance grants intended to comply with Section 162(m) of the Code and stock appreciation rights. If an incentive award granted under the 2022 Plan expires, terminates, is unexercised or is forfeited, or if any shares are surrendered to PodcastOne in connection with the exercise of an incentive award, the shares subject to such award and the surrendered shares will become available for further awards under the 2022 Plan.

 

The following table summarizes the activity of PodcastOne's restricted stock units issued to its employees under the 2022 Plan during the three months ended June 30, 2025:

  

Number of

 
  

Shares

 

Nonvested as of March 31, 2025

  232,350 

Granted

  - 

Vested

  (2,500)

Forfeited or expired

  (73,500)

Nonvested as of June 30, 2025

  156,350 

 

Unrecognized compensation costs for unvested PodcastOne restricted stock units issued to employees was $0.1 million, which is expected to be recognized over a weighted-average service period of 0.78 years.

 

Non- Controlling  Interest

 

On September 8, 2023, the Company completed its spin out of PodcastOne from the Company with PodcastOne becoming a standalone publicly trading company (the "Spin-Out"), as a result of which 4.3 million shares of PodcastOne common stock were issued to holders outside of the Company resulting in a non-controlling interest in PodcastOne of 21.64%. The stock dividend of 4.3 million shares was a non-reciprocal transfer between PodcastOne and non-LiveOne shareholders. As a result, the transaction was recorded as a change in non-controlling interest under ASC 810, which resulted in an increase to non-controlling interest of $ $1.5 million. In the Spin-Out, PodcastOne issued an additional 3.2 million shares to non-LVO holders primarily from the conversion of the PC1 Bridge Loan which resulted in a non-controlling interest of 26.50%, resulting in an increase of $2.5 million to non-controlling interest within the accompanying condensed consolidated statement of stockholders' deficit and mezzanine equity during the year ended March 31, 2024. In addition, as a result of the completion of the Spin-Out and PodcastOne's shares of common stock being publicly traded, the variability in the terms of the warrants issued as part of the PC1 Bridge Loan was resolved so that the warrants issued to purchase PodcastOne's common stock were reclassified to equity and classified within non-controlling interest in the amount of $5.9 million during the year ended March 31, 2024. The Company had a non-controlling interest of 29.18% as of  June 30, 2025.

 

v3.25.2
Note 16 - Business Segments and Geographic Reporting
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Segment Reporting Disclosure [Text Block]

Note 16 — Business Segments and Geographic Reporting

 

The Company determined its operating segments in accordance with ASC 280.

 

Beginning in the second quarter of Fiscal 2024, management has determined that the Company has three operating segments (PodcastOne, Slacker and Media Group). The Audio Group consists of the Company's PodcastOne and Slacker subsidiaries and the Media Group consists of the Company's remaining subsidiaries. As a result of the Spin-Out of PodcastOne, the Company’s chief operating decision maker (“CODM”) began to make decisions and allocate resources based on three operating segments of the business (PodcastOne, Slacker and Media group). The Company’s operating segments reflects the manner in which its CODM reviews results and allocates resources. The CODM reviews operating segment performance exclusive of share-based compensation expense, amortization of intangible assets, depreciation, and other expenses (including legal fees, expenses, and accruals) related to acquisitions, associated integration activities, and certain other non-cash charges. 

 

The Company’s three operating segments are also consistent with its internal organizational structure, which is the way the Company assesses operating performance and allocates resources.

 

Customers

 

The Company has one external customer that accounts for more than 10% of its revenue and accounts receivable. Such original equipment manufacturer (the “OEM”) provides premium Slacker service in its new vehicles. Total revenues from the OEM were $1.7 million and $17.5 million for the three months ended  June 30, 2025 and 2024, respectively. Total receivables from the OEM were 9% and 29% of total accounts receivable as of June 30, 2025 and March 31, 2025, respectively. 

 

Segment and Geographic Information

 

The Company’s operations are based in the United States. All material revenues of the Company are derived from the United States. All long-lived assets of the Company are located in the United States, of which $1.1 million resides in PodcastOne, $2.9 million in Slacker and $0.2 million is attributed to our Media Operations as of June 30, 2025. 

 

We manage our working capital on a consolidated basis. Accordingly, segment assets are not reported to, or used by, our management to allocate resources to or assess performance of our segments, and therefore, total segment assets and related depreciation and amortization have not been presented.

 

The following tables present the results of operations for our reportable segments for the three months ended June 30, 2025 and 2024

 

  

Three months ended

 
  

June 30, 2025

 
              

Corporate

     
  

PodcastOne

  

Slacker

  

Media

  

expenses

  

Total

 
                     

Revenue

 $14,994  $3,384  $829  $-  $19,207 

Net income (loss)

 $(1,054) $217  $(991) $(2,036) $(3,864)

 

  

Three months ended

 
  

June 30, 2024

 
              

Corporate

     
  

PodcastOne

  

Slacker

  

Media

  

expenses

  

Total

 
                     

Revenue

 $13,159  $18,704  $1,215  $-  $33,078 

Net income (loss)

 $(1,366) $3,352  $(1,391) $(2,152) $(1,557)

 

Geographic Information

 

All material revenues of the Company are derived from the United States. All long-lived assets of the Company are located in the United States.

  

v3.25.2
Note 17 - Subsequent Events
3 Months Ended
Jun. 30, 2025
Notes to Financial Statements  
Subsequent Events [Text Block]

Note 17  Subsequent Events

 

Equity Offering

 

On  July 15, 2025, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Lucid Capital Markets, LLC (the “Underwriter”) pursuant to which the Company issued and sold to the Underwriter 13,608,334 shares (the “Shares”) of the Company’s common stock at an offering price of $0.75 per Share and which included the grant to the Underwriter of an option for the issuance and sales of up to 1,775,000 additional Shares (the “Option”) to be sold by the Company (the “Offering”). The aggregate gross proceeds to the Company from the Offering was approximately $9.5 million (including the exercise of the Underwriter’s Option), after deducting an underwriting discount of 7% of the price to the public, but before deducting expenses payable by the Company in connection with the Offering. Pursuant to the Underwriting Agreement the Company has also agreed to issue the Underwriter’s common stock purchase warrants to purchase up to 4% of the securities sold in the Offering at an exercise price of $0.9375. On July 16, 2025, the Underwriter exercised the Option. The Offering, including the Option, closed on July 17, 2025.

 

The Company expects to use the net proceeds from the Offering to fund the acquisition of cryptocurrencies, the development and implementation of a cryptocurrency treasury strategy and for working capital and general corporate purposes.

 

Debentures Amendment

 

On  August 5, 2025, the Company amended certain defined terms contained in the Initial Debentures issued to certain institutional Purchasers on May 19, 2025, to provide that the Company and/or its subsidiaries shall be permitted to purchase Bitcoin, Solana or Ethereum (collectively, “Crypto”) up to an amount as agreed to by the parties from time to time in one or more transactions in accordance with the investment guidelines adopted by the Company from time to time and reasonably acceptable to the Purchasers (the “Guidelines”), and that the Company may retain one or more investment managers to engage in a Bitcoin yield strategy or other active management of any purchased Crypto in accordance with the Guidelines, in each case to further enable the Company to pursue its recently announced crypto asset treasury strategy. The terms of the Initial Debentures and other transactions documents entered into in connection therewith remain unchanged. Pursuant to the Security Agreement entered into by the parties in connection with the issuance of the Initial Debentures, the Purchasers will have a security interest in any purchased Crypto.

 

Preferred Stock Exchange

 

On  July 15, 2025, the Company entered into letter agreements (collectively, the “Agreements”) with the Harvest Funds and Trinad Capital Master Fund Ltd., a fund controlled by Mr. Ellin, the Company’s Chief Executive Officer, Chairman, director and principal stockholder (“Trinad Capital” and collectively with the Harvest Funds, the “Holders”), the holders of the Company’s Series A Preferred Stock, which has a stated value of $1,000 per share. Pursuant to the Agreements (i) the Harvest Funds exchanged $4,500,000 worth of its shares of Series A Preferred Stock into 3,000,000 shares of the Company’s common stock, at a price of $1.50 per share, and Trinad Capital exchanged $2,250,000 worth of shares of its Series A Preferred Stock into 1,500,000 shares of the Company’s common stock at the same price (collectively, the "Shares"), and (ii) the Harvest Funds and Trinad Capital received 3,000,000 and 1,500,000 three-year warrants to purchase the Company’s common stock exercisable at a price of $0.01 per share (collectively, the "Warrants").

 

The Company further agreed, on or prior to the date that is 45 days after the Effective Date, to prepare and file with the SEC a Registration Statement on Form S-3 (or such other form as applicable) covering the resale under the Securities Act of the Shares, the Warrants and the Warrant Shares. The Company agreed to use its commercially reasonable best efforts to cause such registration statement to be declared effective promptly thereafter on or before 45 days after the filing of such registration statement (or if the SEC issues any comments with respect to such registration statement, on or before 90 days after the filing of such registration statement). Upon effectiveness of such Registration Statement, the Company agreed to use its reasonable best efforts to keep the Registration Statement effective with the SEC for a period equal to three years from the Effective Date for the Warrants, and with respect to the Warrant Shares, so long as any Warrants are outstanding, and to supplement, amend and/or re-file such Registration Statement to comply with such effectiveness requirement.

 

v3.25.2
Insider Trading Arrangements
3 Months Ended
Jun. 30, 2025
Trading Arrangements, by Individual [Table]  
Material Terms of Trading Arrangement [Text Block]

Item 5. Other Information.

 

None.

 

Rule 10b5-1 Arrangement Adopted [Flag] false
Non-Rule 10b5-1 Arrangement Adopted [Flag] false
Rule 10b5-1 Arrangement Terminated [Flag] false
Non-Rule 10b5-1 Arrangement Terminated [Flag] false
v3.25.2
Significant Accounting Policies (Policies)
3 Months Ended
Jun. 30, 2025
Accounting Policies [Abstract]  
Use of Estimates, Policy [Policy Text Block]

Use of Estimates

 

The preparation of the Company’s condensed consolidated financial statements in conformity with the United States of America generally accepted accounting principles (“GAAP”) requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates and assumptions include revenue, allowance for doubtful accounts, the assigned value of acquired assets and assumed and contingent liabilities associated with business combinations and the related purchase price allocation, useful lives and impairment of property and equipment, intangible assets, goodwill and other assets, inventory calculations and reserves, the fair value of the Company’s equity-based compensation awards and convertible debt and debenture instruments, fair values of derivatives, and contingencies. Actual results could differ materially from those estimates. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. There is a reasonable possibility that actual results could differ from those estimates and such differences could be material to the financial position and results of operations, specifically in assessing when the collectability of revenue related consideration is probable, and the impairment assessment of goodwill, indefinite lived assets or long-lived assets that are depreciated or amortized.

 

Segment Reporting, Policy [Policy Text Block]

Segment Reporting

 

The Company presents the financial statements by segment in accordance with ASC Topic No. 280, Segment Reporting (“ASC 280”), to provide investors with transparency into how the chief operating decision maker (“CODM”) manages the business. The Company determined the CODM is its Chief Executive Officer. The CODM reviews financial information and allocates resources across the Company's three operating segments.

 

Revenue [Policy Text Block]

Revenue Recognition Policy

 

The Company accounts for a contract with a customer when an approved contract exists, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and the collectability of substantially all of the consideration is probable. Revenue is recognized when the Company satisfies its obligation by transferring control of the goods or services to its customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company uses the expected value method to estimate the value of variable consideration on advertising and with original equipment manufacturer contracts to include in the transaction price and reflect changes to such estimates in periods in which they occur. Variable consideration for these services is allocated to and recognized over the related time period such advertising and membership services are rendered as the amounts reflect the consideration the Company is entitled to and relate specifically to the Company’s efforts to satisfy its performance obligation. The amount of variable consideration included in revenue is limited to the extent that it is probable that the amount will not be subject to significant reversal when the uncertainty associated with the variable consideration is subsequently resolved.

 

Practical Expedients

 

The Company elected the practical expedient and recognized the incremental costs of obtaining a contract, if any, as an expense when incurred if the amortization period of the asset that would have been recognized is one year or less.

 

Gross Versus Net Revenue Recognition

 

The Company reports revenue on a gross or net basis based on management’s assessment of whether the Company acts as a principal or agent in the transaction and is evaluated on a transaction by transaction basis. To the extent the Company acts as the principal, revenue is reported on a gross basis net of any sales tax from customers, when applicable. The determination of whether the Company acts as a principal or an agent in a transaction is based on an evaluation of whether the Company controls the good or service prior to transfer to the customer. Where applicable, the Company has determined that it acts as the principal in all of its membership service, sponsorship, and merchandising streams and  may act as principal or agent for its ticketing/live events, advertising and licensing revenue streams.

 

The Company’s revenue is principally derived from the following services:

 

Membership Services

 

Membership services revenue substantially consist of monthly to annual recurring membership fees, which are primarily paid in advance by credit card or through direct billings arrangements. The Company defers the portions of monthly to annual recurring membership fees collected in advance and recognizes them in the period earned. Membership revenue is recognized in the period of services rendered. The Company’s membership revenue consists of performance obligations that are satisfied over time. This has been determined based on the fact that the nature of services offered are membership based where the customer simultaneously receives and consumes the benefit of the services provided regardless of whether the customer uses the services or not. As a result, the Company has concluded that the best measure of progress toward the complete satisfaction of the performance obligation over time is a time-based measure. The Company recognizes membership revenue straight-line through the membership period.

 

Membership Services consist of:

 

Direct member, mobile service provider and mobile app services

 

The Company generates revenue for membership services on both a direct basis and through memberships sold through certain third-party mobile service providers and mobile app services (collectively the “Mobile Providers”). For memberships sold through the Mobile Providers, the member executes an on-line agreement with Slacker outlining the terms and conditions between Slacker and the member upon purchase of the membership. The Mobile Providers promote the Slacker app through their e-store, process payments for memberships, and retain a percentage of revenue as a fee. The Company reports this revenue gross of the fee retained by the Mobile Providers, as the member is Slacker’s customer in the contract and Slacker controls the service prior to the transfer to the member. Membership revenues from monthly memberships sold directly through Mobile Providers are subject to such Mobile Providers’ refund or cancellation terms. Revenues from Mobile Providers are recognized net of any such adjustments for variable consideration, including refunds and other fees. The Company’s payment terms vary based on whether the membership is sold on a direct basis or through Mobile Providers. Memberships sold on a direct basis require payment before the services are delivered to the customer. The payment terms for memberships sold through Mobile Providers vary, but are generally payable within 30 days.

 

Third-Party Original Equipment Manufacturers

 

The Company generates revenue for membership services through memberships sold through a third-party Original Equipment Manufacturer (the “OEM”). For memberships sold through the OEM, the OEM executes an agreement with Slacker outlining the terms and conditions between Slacker and the OEM upon purchase of the membership. The OEM installs the Slacker app in their equipment and provides the Slacker service to the OEM’s customers. The monthly fee charged to the OEM is based upon a fixed rate per vehicle, multiplied by the variable number of total vehicles which have signed up for a paid membership. The number of customers, or the variable consideration, is reported by OEMs and resolved on a monthly basis. The Company’s payment terms with OEM are up to 30 days.

 

Advertising Revenue

 

Advertising revenue primarily consist of revenues generated from the sale of audio, video, and display advertising space to third-party advertising exchanges. Revenues are recognized based on delivery of impressions over the contract period to the third-party exchanges, either when an ad is placed for listening or viewing by a visitor or when the visitor “clicks through” on the advertisement. The advertising exchange companies report the variable advertising revenue performed on a monthly basis which represents the Company’s efforts to satisfy the performance obligation. Additionally, following the acquisition of PodcastOne, we began deriving revenue from podcast advertising. PodcastOne earns advertising revenues primarily for fees earned from advertisement placement purchased by the customer during the time the podcast is delivered to the viewing audience, under the terms and conditions as set forth in the applicable podcasting agreement calculated using impressions.

 

From time to time the Company enters into barter transactions involving advertising provided in exchange for goods and services. Revenue from barter transactions is recognized ratably over time based on the terms of the contract as delivery of impressions is performed on a consistent basis. The transaction price for these contracts is measured at the estimated fair value of the non-cash consideration received unless this is not reasonably estimable, in which case the consideration is measured based on the standalone selling price of the advertising spots promised or delivered to the customer. Services received are charged to expense in the same manner.  Barter revenue for the three months ended  June 30, 2025 and 2024 was $7.0 million and $6.0 million, respectively. 

 

Licensing Revenue

 

Licensing revenue primarily consists of sales of licensing rights to digitally stream the Company’s live music services. Licensing revenue is recognized when the Company satisfies its performance obligation by transferring control of the goods or services to its customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services, which is typically when the live event has aired. Any license fees collected in advance of an event are deferred until the event airs. We report our licensing revenue on a gross basis as we act as the principal in the underlying transactions.

 

Sponsorship Revenue

 

Sponsorship revenue primarily consists of sales of sponsorship programs that provide sponsors with opportunities to reach the Company’s customers. Sponsorship revenue is recognized as the event airs. Any sponsorship fees collected in advance of the contract term (typically an event) are deferred until the event airs. The Company reports sponsorship revenue on a gross basis as the Company acts as the principal in the underlying transactions.

 

Merchandising Revenue

 

Revenue is recognized upon the transfer of control to the customer. The Company recognizes revenue and measures the transaction price net of taxes collected from customers and remitted to governmental authorities. Sales also include shipping and handling charges billed to customers, with the related freight costs included in cost of goods sold. Sales commissions are expensed as incurred and are recorded in sales and marketing expenses in the accompanying condensed consolidated statements of operations. The Company’s customer contracts do not have a significant financing component due to their short durations, which are typically effective for one year or less and have payment terms that are generally 30 to 60 days. Wholesale revenue is generally recognized when products are shipped, depending on the applicable contract terms. The Company records a refund liability for expected returns based on prior returns history, recent trends, and projections for returns on sales in the current period. The refund liability at  June 30, 2025 and 2024 was less than $0.1 million, respectively.

 

Earnings Per Share, Policy [Policy Text Block]

Net Income (Loss) Per Share

 

Basic earnings (loss) per share is computed using the weighted-average number of common shares outstanding during the period adjusted to add back dividends (declared or cumulative undeclared) applicable to the Company’s Series A Perpetual Convertible Preferred Stock (the “Series A Preferred Stock”). Diluted earnings (loss) per share is computed using the weighted-average number of common shares and the dilutive effect of contingent shares outstanding during the period. Potentially dilutive contingent shares, which primarily consist of stock options issued to employees, directors and consultants, restricted stock units, warrants issued to third parties and accounted for as equity instruments and convertible notes would be excluded from the diluted earnings per share calculation because their effect is anti-dilutive.

 

Basic and diluted net income (loss) per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities such as our preferred stock. Under the two-class method, basic and diluted net income (loss) per share attributable to common stockholders is computed by dividing the basic and diluted net income (loss) attributable to common stockholders by the basic and diluted weighted-average number of shares of common stock outstanding during the period. Diluted net income per share attributable to common stockholders adjusts basic net income per share for the potentially dilutive impact of stock options and restricted stock units (RSUs).

 

The treasury stock method is used to calculate the potentially dilutive effect of stock options and RSUs. The if-converted method is used to calculate the potentially dilutive effect of the Preferred Stock. In both methods, diluted net income (loss) attributable to common stockholders and diluted weighted-average shares outstanding are adjusted to account for the impact of the assumed issuance of potential common shares that are dilutive, subject to dilution sequencing rules.

 

At June 30, 2025 and 2024, the Company had 2,197,917 and 2,251,667 options outstanding, respectively, 433,850 and 1,726,237 restricted stock units outstanding, respectively, and 3,114,001 and 3,114,001 common stock warrants, respectively, that are excluded from the calculation of diluted earnings per share as their effect is anti-dilutive.

 

The following table shows the calculation of basic and diluted earnings per share for the periods Series A Preferred Stock was outstanding:

 

  

Three Months Ended

 

In thousands, except per share amounts

 

June 30, 2025

  

June 30, 2024

 

Net loss attributed to LiveOne

 $(3,593) $(1,169)

Deemed dividends upon redemption of Series A Preferred Stock

  -   (378)

Dividends on Series A Preferred Stock

  (426)  (316)

Net loss attributed to LiveOne

 $(4,019) $(1,863)

Basic and diluted weighted average number of shares outstanding

  96,741,899   94,419,692 

Net loss per share – basic and diluted

 $(0.04) $(0.02)

 

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash, Cash Equivalents and Restricted Cash

 

Cash and cash equivalents include all highly liquid investments with original maturities, when purchased, of three months or less.

 

The following table provides amounts included in cash, cash equivalents and restricted cash presented in the Company’s condensed consolidated statements of cash flows for the periods ended June 30, 2025 and March 31, 2025 (in thousands):

 

  

June 30, 2025

  

March 31, 2025

 

Cash and cash equivalents

 $11,891  $4,119 

Restricted cash

  30   30 

Total cash and cash equivalents and restricted cash

 $11,921  $4,149 

 

Noncontrolling Interest [Policy Text Block]

Non-Controlling Interest

 

The Company consolidates entities in which the Company has a controlling financial interest. The Company consolidates subsidiaries in which the Company holds, directly or indirectly, more than 50% of the voting rights. Non-controlling interests represent third-party equity ownership interests in the Company’s consolidated entities. The amount of net income (loss) attributable to non-controlling interests is disclosed in the accompanying interim unaudited condensed consolidated statements of operations.

 

Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]

Restricted Cash and Cash Equivalents

 

The Company maintains certain letters of credit agreements with its banking provider, which are secured by the Company’s cash for periods of less than one year. As of June 30, 2025 and March 31, 2025, the Company had restricted cash of $30,000 and $30,000, respectively.

 

Credit Loss, Financial Instrument [Policy Text Block]

Allowance for Credit Losses

 

The Company evaluates the collectability of its accounts receivable based on a combination of factors. Generally, it records specific reserves to reduce the amounts recorded to what it believes will be collected when a customer’s account ages beyond typical collection patterns, or the Company becomes aware of a customer’s inability to meet its financial obligations.

 

The Company believes that the credit risk with respect to trade receivables is limited due to the large and established nature of its largest customers and the nature of its membership receivables. At June 30, 2025, the Company had no customers that made up 10% of the total accounts receivable balance. At June 30, 2024, the Company had one customer that made up 29% of the total accounts receivable balance. 

 

The Company’s accounts receivable at June 30, 2025 and March 31, 2025 is as follows (in thousands):

 

  

June 30,

  

March 31,

 
  

2025

  

2025

 

Accounts receivable, gross

 $9,551  $9,390 

Less: Allowance for credit losses

  (1,225)  (1,091)

Accounts receivable, net

 $8,326  $8,299 

 

Inventory, Policy [Policy Text Block]

Inventories

 

Inventories, principally raw materials awaiting final customization process, are stated at the lower of cost or net realizable value. Inventories are relieved on a first-in, first-out basis.

 

The carrying value of inventories is reduced for any excess and obsolete inventory. Excess and obsolete reductions are determined based on currently available information, including the likely method of disposition, such as through sales to individual customers and liquidations, and the age of inventory.

 

Concentration Risk, Credit Risk, Policy [Policy Text Block]

Concentration of Credit Risk

 

The Company maintains cash balances at commercial banks. Cash balances commonly exceed the $250,000 amount insured by the Federal Deposit Insurance Corporation. The Company has not experienced any losses in such accounts, and management believes that the Company is not exposed to any significant credit risk with respect to such cash and cash equivalents.

 

New Accounting Pronouncements, Policy [Policy Text Block]

Recently Adopted Accounting Pronouncements 

 

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which will require the Company to disclose specified additional information in its income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 will also require the Company to disaggregate its income taxes paid disclosure by federal, state and foreign taxes, with further disaggregation required for significant individual jurisdictions The Company adopted ASU 2023-09 on April 1, 2025 on a prospective basis. The adoption of this standard did not have an impact on the Company’s interim condensed consolidated financial statements.

 

Recently Issued Accounting Pronouncements

 

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation (Subtopic 220-40): Disaggregation of Income Statement Expenses. The amendments in ASU 2024-03 require a public business entity to disclose specific information about certain costs and expenses in the notes to its financial statements for interim and annual reporting periods. The objective of the disclosure requirements is to provide disaggregated information about a public business entity’s expenses to help investors (i) better understand the entity’s performance, (ii) better assess the entity’s prospects for future cash flows, and (iii) compare an entity’s performance over time and with that of other entities. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of the adoption of ASU 2024-03.

 

Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statement presentation or disclosures.

 

v3.25.2
Note 2 - Summary of Significant Accounting Policies (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
  

Three Months Ended

 

In thousands, except per share amounts

 

June 30, 2025

  

June 30, 2024

 

Net loss attributed to LiveOne

 $(3,593) $(1,169)

Deemed dividends upon redemption of Series A Preferred Stock

  -   (378)

Dividends on Series A Preferred Stock

  (426)  (316)

Net loss attributed to LiveOne

 $(4,019) $(1,863)

Basic and diluted weighted average number of shares outstanding

  96,741,899   94,419,692 

Net loss per share – basic and diluted

 $(0.04) $(0.02)
Schedule of Cash and Cash Equivalents [Table Text Block]
  

June 30, 2025

  

March 31, 2025

 

Cash and cash equivalents

 $11,891  $4,119 

Restricted cash

  30   30 

Total cash and cash equivalents and restricted cash

 $11,921  $4,149 
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block]
  

June 30,

  

March 31,

 
  

2025

  

2025

 

Accounts receivable, gross

 $9,551  $9,390 

Less: Allowance for credit losses

  (1,225)  (1,091)

Accounts receivable, net

 $8,326  $8,299 
v3.25.2
Note 3 - Revenue (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Disaggregation of Revenue [Table Text Block]
  

Three Months Ended

 
  

June 30,

 
  

2025

  

2024

 

Revenue

        

Membership Services

 $3,325  $18,850 

Advertising

  15,093   13,074 

Merchandising

  789   1,154 

Total Revenue

 $19,207  $33,078 
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]
  

Deferred

 
  

Revenue

 

Balance as of March 31, 2025

 $2,141 

Revenue recognized that was included in the contract liability at beginning of period

  (830)

Increase due to cash received, excluding amounts recognized as revenue during the period

  243 

Balance as of June 30, 2025

 $1,554 
v3.25.2
Note 4 - Property and Equipment (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Property, Plant and Equipment [Table Text Block]
  

June 30,

  

March 31,

 
  

2025

  

2025

 

Property and equipment, net

        

Computer, machinery, and software equipment

 $2,597  $2,597 

Furniture and fixtures

  564   564 

Leasehold improvements

  597   597 

Capitalized internally developed software

  18,880   18,669 

Total property and equipment

  22,638   22,427 

Less accumulated depreciation and amortization

  (20,870)  (21,534)

Total property and equipment, net

 $1,768  $893 
v3.25.2
Note 5 - Goodwill and Intangible Assets (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Schedule of Goodwill [Table Text Block]
  

Goodwill

 

Balance as of March 31, 2025

 $21,712 

Acquisitions

  - 

Impairment losses

  - 

Balance as of June 30, 2025

 $21,712 
Schedule of Indefinite-Lived Intangible Assets [Table Text Block]
  

Tradenames

 

Balance as of March 31, 2025

 $774 

Acquisitions

  - 

Impairment losses

  - 

Balance as of June 30, 2025

 $774 
Schedule of Finite-Lived Intangible Assets [Table Text Block]
  

Gross

      

Net

 
  

Carrying

  

Accumulated

  

Carrying

 
  

Value

  

Amortization

  

Value

 

Software

 $19,281  $19,281  $- 

Intellectual property (patents)

  3,146   2,611   535 

Customer relationships

  6,570   6,570   - 

Content creator relationships

  3,229   2,674   555 

Domain names

  123   68   55 

Brand and trade names

  1,071   566   505 

Customer list

  -   -   - 

Total

 $33,420  $31,770  $1,650 
  

Gross

      

Net

 
  

Carrying

  

Accumulated

  

Carrying

 
  

Value

  

Amortization

  

Value

 

Software

 $19,281  $19,281  $- 

Intellectual property (patents)

  3,146   2,593   553 

Customer relationships

  6,570   6,570   - 

Content creator relationships

  3,228   2,574   654 

Domain names

  123   66   57 

Brand and trade names

  1,071   540   531 

Customer list

  2,673   2,673   - 

Total

 $36,092  $34,297  $1,795 
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

For Years Ending March 31,

    

2026 (remaining nine months)

 $508 

2027

  366 

2028

  182 

2029

  182 

2030

  182 

Thereafter

  230 
  $1,650 
v3.25.2
Note 6 - Accounts Payable and Accrued Liabilities (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block]
  

June 30,

  

March 31,

 
  

2025

  

2025

 

Accounts payable

 $16,999  $15,269 

Accrued liabilities

  9,250   9,911 

Lease liabilities, current

  10   - 
  $26,259  $25,180 
v3.25.2
Note 7 - Notes Payable (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Schedule of Debt [Table Text Block]
  

June 30,

  

March 31,

 
  

2025

  

2025

 

SBA loan

 $149  $150 

Capchase loan

  453   623 
   602   773 

Less: Current portion of Notes payable

  (453)  (623)

Notes payable

 $149  $150 
Schedule of Maturities of Long-Term Debt [Table Text Block]

For Years Ending March 31,

    

2026 (remaining nine months)

 $458 

2027

  4 

2027

  4 

2028

  4 

2029

  4 

Thereafter

  128 

Total

 $602 
v3.25.2
Note 11 - Leases (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Lease, Cost [Table Text Block]
  

Three Months Ended

  

Three Months Ended

 
  

June 30,

  

June 30,

 
  

2025

  

2024

 

Fixed rent cost

 $80  $155 

Short term lease cost

  35   67 

Total operating lease cost

 $115  $222 
  

June 30,

  

March 31,

 

Operating leases

 

2025

  

2025

 

Operating lease right-of-use assets

 $89  $97 
         

Operating lease liability, current

 $10  $- 

Operating lease liability, noncurrent

  81   99 

Total operating lease liabilities

 $91  $99 
v3.25.2
Note 12 - Other Long-term Liabilities (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Other Liabilities [Table Text Block]
  

June 30,

  

March 31,

 
  

2025

  

2025

 

Accrued royalties

 $7,461  $7,392 

Accrued legal

  1,124   1,606 

Accrued sales tax

  3,388   2,375 

Other long-term liabilities

  55   863 

Total other long-term liabilities

 $12,028  $12,236 
v3.25.2
Note 15 - Stockholders' Deficit (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Share-Based Payment Arrangement, Option, Activity [Table Text Block]
      

Weighted-Average

 
      

Exercise Price per

 
  

Number of Shares

  

Share

 

Outstanding as of March 31, 2025

  2,201,667  $3.72 

Granted

  -   - 

Exercised

  -   - 

Forfeited or expired

  (3,750) $5.06 

Outstanding as of June 30, 2025

  2,197,917  $3.72 

Exercisable as of June 30, 2025

  2,195,917  $3.72 
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]
  

Number of Shares

 

Outstanding as of March 31, 2025

  493,946 

Granted

  - 

Vested

  (30,763)

Cancelled

  (29,333)

Outstanding as of June 30, 2025

  433,850 
  

Number of

 
  

Shares

 

Nonvested as of March 31, 2025

  232,350 

Granted

  - 

Vested

  (2,500)

Forfeited or expired

  (73,500)

Nonvested as of June 30, 2025

  156,350 
v3.25.2
Note 16 - Business Segments and Geographic Reporting (Tables)
3 Months Ended
Jun. 30, 2025
Notes Tables  
Schedule of Segment Reporting Information, by Segment [Table Text Block]
  

Three months ended

 
  

June 30, 2025

 
              

Corporate

     
  

PodcastOne

  

Slacker

  

Media

  

expenses

  

Total

 
                     

Revenue

 $14,994  $3,384  $829  $-  $19,207 

Net income (loss)

 $(1,054) $217  $(991) $(2,036) $(3,864)
  

Three months ended

 
  

June 30, 2024

 
              

Corporate

     
  

PodcastOne

  

Slacker

  

Media

  

expenses

  

Total

 
                     

Revenue

 $13,159  $18,704  $1,215  $-  $33,078 

Net income (loss)

 $(1,366) $3,352  $(1,391) $(2,152) $(1,557)
v3.25.2
Note 1 - Organization and Basis of Presentation (Details Textual) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Mar. 31, 2025
May 14, 2024
Cash, Cash Equivalent, Restricted Cash, and Restricted Cash Equivalent, Continuing Operation $ 11,921   $ 4,149  
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest (3,864) $ (1,557)    
Cash Provided by (Used in) Operating Activity, Including Discontinued Operation (3,047) $ 1,342    
Working Capital (11,000)      
Potential Financing Amount $ 150,000      
Common Stock, Par or Stated Value Per Share (in dollars per share) $ 0.001   $ 0.001  
Roth Capital [Member]        
Sale of Stocks, Maximum Amount Authorized to Sell       $ 25,000
v3.25.2
Note 2 - Summary of Significant Accounting Policies (Details Textual)
3 Months Ended
Jun. 30, 2025
USD ($)
shares
Jun. 30, 2024
USD ($)
shares
Mar. 31, 2025
USD ($)
Revenue from Contract with Customer, Excluding Assessed Tax $ 19,207,000 $ 33,078,000  
Customer Refund Liability, Current $ 100,000 $ 100,000  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number (in shares) | shares 2,197,917 2,251,667  
Restricted Cash, Current $ 30,000   $ 30,000
Customer Concentration Risk [Member] | Accounts Receivable [Member]      
Number of Major Customers 0 1  
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Customer [Member]      
Concentration Risk, Percentage   29.00%  
Common Stock Warrants [Member]      
Class of Warrant or Right, Outstanding (in shares) | shares 3,114,001 3,114,001  
Restricted Stock Units (RSUs) [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Outstanding, Number (in shares) | shares 433,850 1,726,237  
Barter Transactions [Member]      
Revenue from Contract with Customer, Excluding Assessed Tax $ 7,000,000 $ 6,000,000  
v3.25.2
Note 2 - Summary of Significant Accounting Policies - Schedule of Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Net loss attributed to LiveOne $ (3,593) $ (1,169)
Deemed dividends upon redemption of Series A Preferred Stock 0 (378)
Dividends on Series A Preferred Stock (426) (316)
Net loss attributed to LiveOne $ (4,019) $ (1,863)
Basic and diluted weighted average number of shares outstanding (in shares) 96,741,899 94,419,692
Net loss per share – basic and diluted (in dollars per share) $ (0.04) $ (0.02)
v3.25.2
Note 2 - Summary of Significant Accounting Policies - Schedule of Cash and Cash Equivalents (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
Cash and cash equivalents $ 11,891 $ 4,119
Restricted cash 30 30
Total cash and cash equivalents and restricted cash $ 11,921 $ 4,149
v3.25.2
Note 2 - Summary of Significant Accounting Policies - Schedule of Accounts Receivable (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
Accounts receivable, gross $ 9,551 $ 9,390
Less: Allowance for credit losses (1,225) (1,091)
Accounts receivable, net $ 8,326 $ 8,299
v3.25.2
Note 3 - Revenue (Details Textual) - Customer Concentration Risk [Member] - Revenue Benchmark [Member]
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Number of Major Customers 1 1
One Customer [Member]    
Concentration Risk, Percentage 9.00% 53.00%
v3.25.2
Note 3 - Revenue - Disaggregation of Revenues (Details) - USD ($)
$ in Thousands
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Total Revenue $ 19,207 $ 33,078
Membership Services [Member]    
Total Revenue 3,325 18,850
Advertising [Member]    
Total Revenue 15,093 13,074
Merchandising Revenue [Member]    
Total Revenue $ 789 $ 1,154
v3.25.2
Note 3 - Revenue - Schedule of Deferred Revenue (Details)
$ in Thousands
3 Months Ended
Jun. 30, 2025
USD ($)
Balance $ 2,141
Revenue recognized that was included in the contract liability at beginning of period (830)
Increase due to cash received, excluding amounts recognized as revenue during the period 243
Balance $ 1,554
v3.25.2
Note 4 - Property and Equipment (Details Textual) - USD ($)
$ in Millions
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Depreciation $ 0.1 $ 0.8
Equipment [Member]    
Property, Plant and Equipment, Disposals   $ 3.3
Software and Software Development Costs [Member]    
Impairment, Long-Lived Asset, Held-for-Use $ 0.9  
v3.25.2
Note 4 - Property and Equipment - Schedule of Property and Equipment (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
Total property and equipment $ 22,638 $ 22,427
Less accumulated depreciation and amortization (20,870) (21,534)
Total property and equipment, net 1,768 893
Computer Equipment [Member]    
Total property and equipment 2,597 2,597
Furniture and Fixtures [Member]    
Total property and equipment 564 564
Leasehold Improvements [Member]    
Total property and equipment 597 597
Software and Software Development Costs [Member]    
Total property and equipment $ 18,880 $ 18,669
v3.25.2
Note 5 - Goodwill and Intangible Assets (Details Textual) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 12 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Mar. 31, 2025
Sep. 30, 2023
Amortization of Intangible Assets $ 145 $ 592    
Impairment of Intangible Assets, Finite-Lived 0 $ 200    
Cost Capitalized to Content Creator Relationship Intangibles [Member]        
Shares Issued, Price Per Share (in dollars per share)     $ 8 $ 8
Capitalized Contract Cost, Gross $ 2,600      
Stock Issued During Period, Value, Capitalized Payments     $ 2,600  
Patents [Member] | Minimum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 3 years      
Patents [Member] | Maximum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 15 years      
Content Creator Relationships [Member] | Minimum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 1 year      
Content Creator Relationships [Member] | Maximum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 2 years      
Domain Names [Member] | Minimum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 2 years      
Domain Names [Member] | Maximum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 5 years      
Trade Names [Member] | Minimum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 7 years      
Trade Names [Member] | Maximum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 10 years      
Customer Lists [Member] | Minimum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 3 years      
Customer Lists [Member] | Maximum [Member]        
Finite-Lived Intangible Asset, Useful Life (Year) 4 years      
v3.25.2
Note 5 - Goodwill and Intangible Assets - Schedule of Goodwill (Details)
$ in Thousands
3 Months Ended
Jun. 30, 2025
USD ($)
Balance $ 21,712
Acquisitions 0
Impairment losses 0
Balance $ 21,712
v3.25.2
Note 5 - Goodwill and Intangible Assets - Schedule of Indefinite Lived Intangible Assets (Details) - Trade Names [Member]
$ in Thousands
3 Months Ended
Jun. 30, 2025
USD ($)
Balance $ 774
Acquisitions 0
Impairment losses 0
Balance $ 774
v3.25.2
Note 5 - Goodwill and Intangible Assets - Schedule of Finite-lived Intangible Assets (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
Finite lived intangible assets, gross $ 33,420 $ 36,092
Finite lived intangible assets, accumulated amortization 31,770 34,297
Finite lived intangible assets, net 1,650 1,795
Computer Software, Intangible Asset [Member]    
Finite lived intangible assets, gross 19,281 19,281
Finite lived intangible assets, accumulated amortization 19,281 19,281
Finite lived intangible assets, net 0 0
Intellectual Property [Member]    
Finite lived intangible assets, gross 3,146 3,146
Finite lived intangible assets, accumulated amortization 2,611 2,593
Finite lived intangible assets, net 535 553
Customer Relationships [Member]    
Finite lived intangible assets, gross 6,570 6,570
Finite lived intangible assets, accumulated amortization 6,570 6,570
Finite lived intangible assets, net 0 0
Content Creator Relationships [Member]    
Finite lived intangible assets, gross 3,229 3,228
Finite lived intangible assets, accumulated amortization 2,674 2,574
Finite lived intangible assets, net 555 654
Domain Names [Member]    
Finite lived intangible assets, gross 123 123
Finite lived intangible assets, accumulated amortization 68 66
Finite lived intangible assets, net 55 57
Trade Names [Member]    
Finite lived intangible assets, gross 1,071 1,071
Finite lived intangible assets, accumulated amortization 566 540
Finite lived intangible assets, net 505 531
Customer Lists [Member]    
Finite lived intangible assets, gross 0 2,673
Finite lived intangible assets, accumulated amortization 0 2,673
Finite lived intangible assets, net $ 0 $ 0
v3.25.2
Note 5 - Goodwill and Intangible Assets - Schedule of Future Amortization Expense (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
2026 (remaining nine months) $ 508  
2027 366  
2028 182  
2029 182  
2030 182  
Thereafter 230  
Finite-Lived Intangible Assets, Net $ 1,650 $ 1,795
v3.25.2
Note 6 - Accounts Payable and Accrued Liabilities - Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
Accounts payable $ 16,999 $ 15,269
Accrued liabilities 9,250 9,911
Lease liabilities, current 10 0
Accounts Payable and Other Accrued Liabilities, Current $ 26,259 $ 25,180
v3.25.2
Note 7 - Notes Payable (Details Textual) - USD ($)
1 Months Ended
Jun. 17, 2020
Aug. 31, 2023
Jul. 31, 2022
Revolving Credit Facility [Member]      
Debt Instrument, Interest Rate, Stated Percentage     2.50%
Capchase [Member] | Subordinated Debt [Member] | Revolving Credit Facility [Member]      
Debt Instrument, Interest Rate, Stated Percentage   9.00%  
Debt Instrument, Face Amount   $ 1,700,000  
Debt Instrument, Periodic Payment   $ 73,100  
SBA Loan [Member]      
Proceeds from Notes Payable $ 200,000    
Debt Instrument, Term (Year) 30 years    
Debt Instrument, Interest Rate, Stated Percentage 3.75%    
v3.25.2
Note 7 - Notes Payable - Schedule of Notes Payable (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
Total notes payable $ 602 $ 773
Less: Current portion of Notes payable (453) (623)
Notes payable 149 150
SBA Loan [Member]    
Total notes payable 149 150
Capchase [Member]    
Total notes payable $ 453 $ 623
v3.25.2
Note 7 - Notes Payable - Maturities of Note Payable (Details) - Notes Payable, Other Payables [Member]
$ in Thousands
Jun. 30, 2025
USD ($)
2026 (remaining nine months) $ 458
2027 4
2027 4
2028 4
2029 4
Thereafter 128
Total $ 602
v3.25.2
Note 8 - Convertible Note (Details Textual)
3 Months Ended
May 19, 2025
USD ($)
$ / shares
Jun. 30, 2025
USD ($)
Initial Debentures [Member] | Convertible Debt [Member]    
Debt Instrument, Face Amount $ 16,775,000  
Debt Instrument, Repurchase Amount 15,250,000  
Debt Instrument, Additional Principal Option $ 11,000,000  
Debt Instrument, Covenant, Prepayment Premium, After May 19, 2026 and Before May 19, 2027 5.00%  
Debt Instrument, Covenant, Prepayment Premium, After May 19, 2027 and Before Maturity 4.00%  
Debt Instrument, Change in Control Transaction, Additional Payment Percentage 10.00%  
Debt Instrument, Prepayment on Initial Debenture $ 7,500,000  
Debt Instrument, Percentage, Initial Net Proceeds from Disposition 50.00%  
Debt Instrument, Amount, Initial Net Proceeds from Disposition $ 1,000,000  
Debt Instrument, Amount, Maximum Proceeds from Initial Disposition $ 1,000,000  
Debt Instrument, Percentage, Disposition of Debt Thereafter 25.00%  
Debt Instrument, Amount, Excess Amount $ 1,000,000  
Debt Instrument, Unamortized Discount 1,600,000  
Amortization of Debt Discount (Premium)   $ 100,000
Interest Expense, Debt   $ 200,000
Debt Instrument, Covenant, Cash Amount $ 7,500,000  
Senior Secured Convertible Debt [Member]    
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares $ 2.1  
Debt Instrument, Convertible, Stock Price Trigger (in dollars per share) | $ / shares $ 4.2  
Debt Instrument, Convertible, Threshold Consecutive Trading Days 30  
Debt Instrument Convertible Debt, Free Cash Flow $ 3,000,000  
Securities Purchase Agreement [Member]    
Debt Instrument, Interest Rate, Stated Percentage 11.75%  
Securities Purchase Agreement [Member] | Convertible Debt [Member] | Debt Instrument, Redemption, Period One [Member]    
Debt Instrument, Redemption Amount $ 100,000  
Securities Purchase Agreement [Member] | Convertible Debt [Member] | Debt Instrument, Redemption, Period Two [Member]    
Debt Instrument, Redemption Amount 150,000  
Securities Purchase Agreement [Member] | Convertible Debt [Member] | Debt Instrument, Redemption, Period Three [Member]    
Debt Instrument, Redemption Amount 250,000  
Securities Purchase Agreement [Member] | Convertible Debt [Member] | Debt Instrument, Redemption, Period Four [Member]    
Debt Instrument, Redemption Amount $ 300,000  
v3.25.2
Note 9 - Senior Secured Line of Credit (Details Textual) - USD ($)
3 Months Ended
Jan. 28, 2025
Jul. 31, 2022
Jun. 30, 2025
Jun. 30, 2024
Nov. 01, 2024
Sep. 08, 2023
Jul. 31, 2023
Jun. 02, 2021
Revolving Credit Facility [Member]                
Line of Credit Facility, Maximum Borrowing Capacity               $ 7,000,000
Debt Instrument, Interest Rate, Stated Percentage   2.50%            
Line of Credit Facility, Interest Rate at Period End 10.00%   10.00%          
Debt Instrument, Covenant, Deposits Held $ 5,000,000         $ 5,000,000 $ 8,000,000  
Interest Expense, Debt     $ 200,000 $ 400,000        
Revolving Credit Facility [Member] | Minimum [Member]                
Line of Credit Facility, Interest Rate at Period End 7.50%              
Revolving Credit Facility [Member] | Prime Rate [Member]                
Debt Instrument, Basis Spread on Variable Rate   2.50%            
Revolving Credit Facility [Member] | Wall Street Journal Money Rate [Member]                
Debt Instrument, Basis Spread on Variable Rate 2.50%              
Promissory Note [Member]                
Debt Instrument, Face Amount         $ 6,000,000     $ 7,000,000
Long-Term Debt, Gross $ 3,750,000              
Proceeds from (Repayments of) Notes Payable (3,250,000)              
Debt Instrument, Periodic Payment 400,000              
Debt Instrument, Periodic Payment Terms, Balloon Payment to be Paid $ 151,291.67              
v3.25.2
Note 10 - Related Party Transactions (Details Textual) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 3 Months Ended
Apr. 01, 2024
Sep. 08, 2023
Feb. 28, 2023
Jun. 30, 2025
Jun. 30, 2024
Mar. 31, 2025
Mar. 31, 2022
Preferred Stock, Shares Outstanding (in shares)       14,428   14,002  
Common Stock, Shares, Outstanding (in shares)       96,529,444   96,609,491  
Noncontrolling Interest, Increase from Subsidiary Equity Issuance         $ 0    
Stock Issued During Period, Value, Issued for Services       $ 149 $ 1,577    
PodcastOne [Member]              
Common Stock, Shares, Outstanding (in shares)   15,672,186          
Direct Listing Warrants [Member] | PodcastOne [Member]              
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)   1,100,000          
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)   $ 3          
Series A Preferred Stock [Member]              
Preferred Stock, Stated Value Per Share (in dollars per share) $ 1,000            
Preferred Stock, Convertible, Conversion Price (in dollars per share)       $ 2.1      
Preferred Stock Dividends, Shares (in shares)       426 378    
Preferred Stock, Shares Outstanding (in shares)       14,428      
Preferred Stock [Member]              
Preferred Stock Dividends, Shares (in shares)       426 378    
Stock Issued During Period, Shares, Issued for Services (in shares)       0 0    
Noncontrolling Interest, Increase from Subsidiary Equity Issuance         $ 0    
Stock Issued During Period, Value, Issued for Services       $ 0 0    
Common Stock [Member]              
Noncontrolling Interest, Increase from Subsidiary Equity Issuance         0    
Stock Issued During Period, Value, Issued for Services       $ 0 $ 1    
Trinad Capital [Member] | Series A Conversion Warrants [Member]              
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) 535,399            
Warrants and Rights Outstanding, Term (Year) 3 years            
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) $ 2.1            
Trinad Capital [Member] | Conversion of Series A Preferred Stock to Common Stock and Warrants [Member]              
Conversion of Stock, Shares Converted (in shares) 3,395.09            
Conversion of Stock, Shares Issued (in shares) 1,616,709            
Trinad Capital [Member] | Series A Preferred Stock [Member]              
Preferred Stock Dividends, Shares (in shares)       209.66 127.03    
Preferred Stock, Shares Outstanding (in shares)       4,298.81      
Trinad Capital [Member] | Preferred Stock [Member] | Series A Preferred Stock [Member]              
Conversion of Stock, Shares Converted (in shares)     6,177        
Preferred Stock, Stated Value Per Share (in dollars per share)     $ 1,000        
Preferred Stock, Convertible, Conversion Price (in dollars per share)     $ 2.1        
Trinad Capital [Member] | Common Stock [Member]              
Conversion of Stock, Shares Converted (in shares)     200,000        
Chief Executive Officer [Member] | Preferred Stock Dividend [Member]              
Stock Issued During Period, Shares, Issued for Services (in shares)   147,044          
PodcastOne [Member] | Cost Sharing Agreement [Member]              
Stock Issued During Period, Shares, Issued for Services (in shares)       124,000 1,315,880    
Noncontrolling Interest, Increase from Subsidiary Equity Issuance       $ 500 $ 2,500    
Relative of the CEO [Member] | Common Stock [Member]              
Stock Issued During Period, Shares, Issued for Services (in shares)       22,413 46,113    
Stock Issued During Period, Value, Issued for Services       $ 100 $ 100    
Convertible Debt [Member] | Trinad Capital [Member]              
Debt Instrument, Interest Rate, Stated Percentage             8.50%
v3.25.2
Note 11 - Leases (Details Textual) - USD ($)
$ in Millions
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Lessee, Operating Lease, Discount Rate 8.50%  
Leases Over 12 Months [Member]    
Operating Lease, Expense $ 0.1 $ 0.2
v3.25.2
Note 11 - Leases - Lease Cost (Details) - USD ($)
$ in Thousands
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Mar. 31, 2025
Fixed rent cost $ 80 $ 155  
Short term lease cost 35 67  
Total operating lease cost 115 $ 222  
Operating lease right-of-use assets 89   $ 97
Lease liabilities, current 10   0
Operating Lease, Liability, Noncurrent 81   99
Total operating lease liabilities $ 91   $ 99
v3.25.2
Note 11 - Leases - Lease Cost (Details) (Parentheticals)
Jun. 30, 2025
Mar. 31, 2025
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Property, Plant and Equipment, Net Property, Plant and Equipment, Net
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accounts Payable and Accrued Liabilities, Current Accounts Payable and Accrued Liabilities, Current
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Operating Lease, Liability, Noncurrent Operating Lease, Liability, Noncurrent
v3.25.2
Note 12 - Other Long-term Liabilities (Details Textual) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
Other Liabilities, Noncurrent $ 12,028 $ 12,236
Reclassification of Accrued Royalties to Long Term [Member]    
Accrued Royalties 7,500 7,500
Sound Exchange Settlement [Member]    
Other Liabilities, Noncurrent $ 1,100 $ 1,600
v3.25.2
Note 12 - Other Long-term Liabilities - Schedule of Other Long-Term Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2025
Mar. 31, 2025
Accrued royalties $ 7,461 $ 7,392
Accrued legal 1,124 1,606
Accrued sales tax 3,388 2,375
Other long-term liabilities 55 863
Total other long-term liabilities $ 12,028 $ 12,236
v3.25.2
Note 13 - Commitments and Contingencies (Details Textual) - USD ($)
3 Months Ended
Jun. 27, 2025
Jun. 06, 2025
Jan. 15, 2025
Jun. 30, 2025
Dec. 31, 2022
Other Commitment, to be Paid, Remainder of Fiscal Year       $ 10,900,000  
Collaborative Arrangement Transaction, Statement of Income or Comprehensive Income, Extensible Enumeration Not Disclosed Flag     true    
Sony Legal Case [Member]          
Loss Contingency, Damages Sought, Value   $ 250,000      
Sony Legal Case [Member] | Slacker [Member]          
Loss Contingency, Damages Sought, Value   $ 2,600,000      
President [Member] | Restricted Stock Units (RSUs) [Member]          
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted (in shares) 150,000        
Chief Revenue Officer [Member] | Restricted Stock Units (RSUs) [Member]          
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted (in shares) 25,000        
Chief Executive Officer [Member]          
Salaries Forgiven for Shares Annually         $ 500,000
Enterprise Service and Advertising Agreement [Member] | Guarantee of Business Revenue [Member]          
Revenue from Collaborative Arrangement, Excluding Revenue from Contract with Customer     $ 15,000,000 1,400,000  
Agreements With Content Providers [Member]          
Other Commitment, to be Paid, Year One       4,500,000  
Other Commitment, to be Paid, Year Two       500,000  
Other Commitment, to be Paid, Year Three       400,000  
Other Commitment, to be Paid, after Year Three       400,000  
Employment Agreement With Two Executive Officers [Member]          
Salary and Wage, Officer, Excluding Cost of Good and Service Sold       700,000  
Officers Bonuses       300,000  
Severance Costs       $ 30,000.00  
v3.25.2
Note 14 - Employee Benefit Plan (Details Textual)
3 Months Ended
Jun. 30, 2025
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent 5.00%
Maximum [Member]  
Defined Contribution Plan, Employer Matching Contribution, Percent of Match 100.00%
v3.25.2
Note 15 - Stockholders' Deficit (Details Textual) - USD ($)
3 Months Ended 4 Months Ended 12 Months Ended 15 Months Ended 41 Months Ended
Apr. 01, 2024
Sep. 08, 2023
Sep. 17, 2020
Jun. 30, 2025
Jun. 30, 2024
Dec. 31, 2023
Mar. 31, 2024
Jun. 30, 2025
Sep. 01, 2027
Mar. 31, 2025
Dec. 15, 2022
Dec. 01, 2022
Dec. 31, 2020
Mar. 31, 2016
Stock Authorized (in shares)       510,000,000       510,000,000            
Common Stock, Shares Authorized (in shares)       500,000,000       500,000,000   500,000,000        
Common Stock, Par or Stated Value Per Share (in dollars per share)       $ 0.001       $ 0.001   $ 0.001        
Preferred Stock, Shares Authorized (in shares)       10,000,000       10,000,000   10,000,000        
Preferred Stock, Par or Stated Value Per Share (in dollars per share)       $ 0.001       $ 0.001   $ 0.001        
Stock Repurchase Program, Number of Shares Authorized to be Repurchased (in shares)                         2,000,000  
Stock Repurchase Program, Increase in Authorized Amount                       $ 2,000,000    
Treasury Stock, Shares, Acquired (in shares)       291,459 402,593                  
Treasury Stock, Value, Acquired, Cost Method       $ 240,000 $ 749,000                  
Preferred Stock, Shares Outstanding (in shares)       14,428       14,428   14,002        
Stock Issued to Noncontrolling Owners (in shares)   4,300,000       3,200,000                
Noncontrolling Interest, Increase from Sale of Parent Equity Interest   $ 1,500,000         $ 2,500,000              
Preferred Stock, Shares Issued (in shares)       14,428       14,428   14,002        
PodcastOne [Member]                            
Subsidiary, Ownership Percentage, Noncontrolling Owner   21.64%   29.18%   26.50%   29.18%            
The 2016 Equity Incentive Plan [Member]                            
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)     17,600,000                     12,600,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized (in shares)     5,000,000                      
Share-Based Payment Arrangement, Expense       $ 1,500,000 1,700,000                  
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount       $ 300,000       $ 300,000            
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)       1 year 8 months 12 days                    
Share-Based Payment Arrangement, Expense, Tax Benefit       $ 0 $ 0                  
Podcastone 2022 Equity Plan [Member]                            
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)                     2,000,000      
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount       $ 100,000       $ 100,000            
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year)       9 months 10 days                    
Warrants [Member]                            
Warrants and Rights Outstanding, Term (Year) 3 years                          
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) $ 2.1                          
Warrants Issued in Podcastone Common Stock and Reclassified to Equity [Member]                            
Warrants and Rights Outstanding             $ 5,900,000              
H S C P M [Member] | Warrants [Member]                            
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) 910,340                          
H S C P [Member] | Warrants [Member]                            
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) 389,660                          
Trinad Capital [Member] | Warrants [Member]                            
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) 535,399                          
Conversion of Series A Preferred Stock into Common Stock [Member]                            
Preferred Stock, Convertible, Conversion Price (in dollars per share) $ 2.1                          
Conversion of Stock, Amount Converted $ 11,400,000                          
Conversion of Series A Preferred Stock into Common Stock [Member] | H S C P M [Member]                            
Conversion of Stock, Shares Converted (in shares) 5,602.09                          
Conversion of Stock, Shares Issued (in shares) 2,667,664                          
Conversion of Series A Preferred Stock into Common Stock [Member] | H S C P [Member]                            
Conversion of Stock, Shares Converted (in shares) 2,397.91                          
Conversion of Stock, Shares Issued (in shares) 1,141,860                          
Conversion of Series A Preferred Stock into Common Stock [Member] | Trinad Capital [Member]                            
Conversion of Stock, Shares Converted (in shares) 3,395.09                          
Conversion of Stock, Shares Issued (in shares) 1,616,709                          
Series A Preferred Stock [Member]                            
Preferred Stock, Par or Stated Value Per Share (in dollars per share) $ 0.001                          
Preferred Stock, Convertible, Conversion Price (in dollars per share)       $ 2.1       $ 2.1            
Preferred Stock, Dividend Rate, Percentage       12.00%       12.00%            
Preferred Stock, Maximum Redemption Amount       $ 5,000,000       $ 5,000,000            
Proceeds from Issuance of Mandatory Redeemable Capital Securities               $ 20,000,000            
Preferred Stock, Stated Value Per Share (in dollars per share) $ 1,000                          
Preferred Stock Dividends, Shares (in shares)       426 378                  
Preferred Stock, Shares Outstanding (in shares)       14,428       14,428            
Convertible Preferred Stock, Shares Issued upon Conversion (in shares)       6,870,439       6,870,439            
Preferred Stock, Shares Issued (in shares)       14,428       14,428            
Series A Preferred Stock [Member] | Forecast [Member]                            
Preferred Stock, Convertible, Conversion Price (in dollars per share)                 $ 2.1          
Proceeds from Issuance of Mandatory Redeemable Capital Securities                 $ 20,000,000          
Accelerated Share Repurchases, Final Price Paid Per Share (in dollars per share)                 $ 2.25          
Shares Issued in Event of a Breach (in shares)                 56,473          
v3.25.2
Note 15 - Stockholders' Deficit - Option Activity (Details)
3 Months Ended
Jun. 30, 2025
$ / shares
shares
Outstanding, options (in shares) 2,197,917
The 2016 Equity Incentive Plan [Member] | Share-Based Payment Arrangement, Employee [Member]  
Outstanding, options (in shares) 2,201,667
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares $ 3.72
Granted, options (in shares) 0
Granted, Weighted Average Exercise Price (in dollars per share) | $ / shares $ 0
Exercised, options (in shares) 0
Exercised, Weighted Average Exercise Price (in dollars per share) | $ / shares $ 0
Forfeited or expired, options (in shares) (3,750)
Forfeited or expired, Weighted Average Exercise Price (in dollars per share) | $ / shares $ 5.06
Outstanding, options (in shares) 2,197,917
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares $ 3.72
Exercisable, options (in shares) 2,195,917
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ / shares $ 3.72
v3.25.2
Note 15 - Stockholders' Deficit - Restricted Stock Activity (Details) - Restricted Stock Units (RSUs) [Member] - Share-Based Payment Arrangement, Employee [Member]
3 Months Ended
Jun. 30, 2025
shares
The 2016 Equity Incentive Plan [Member]  
Outstanding as of March 31, 2025 (in shares) 493,946
Granted (in shares) 0
Vested (in shares) (30,763)
Cancelled (in shares) (29,333)
Outstanding as of June 30, 2025 (in shares) 433,850
Podcastone 2022 Equity Plan [Member]  
Outstanding as of March 31, 2025 (in shares) 232,350
Granted (in shares) 0
Vested (in shares) (2,500)
Cancelled (in shares) (73,500)
Outstanding as of June 30, 2025 (in shares) 156,350
v3.25.2
Note 16 - Business Segments and Geographic Reporting (Details Textual)
$ in Thousands
3 Months Ended
Jun. 30, 2025
USD ($)
Sep. 30, 2024
Jun. 30, 2024
USD ($)
Number of Operating Segments   3  
Revenue from Contract with Customer, Excluding Assessed Tax $ 19,207   $ 33,078
PodcastOne Segment [Member]      
Assets, Noncurrent 1,100    
Slacker Segment [Member]      
Assets, Noncurrent 2,900    
Media Operations [Member]      
Assets, Noncurrent 200    
Original Equipment Manufacturer OEM [Member]      
Revenue from Contract with Customer, Excluding Assessed Tax $ 1,700   $ 17,500
Original Equipment Manufacturer OEM [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member]      
Concentration Risk, Percentage 9.00%   29.00%
v3.25.2
Note 16 - Business Segments and Geographic Reporting - Results of Operations by Segment (Details) - USD ($)
$ in Thousands
3 Months Ended
Jun. 30, 2025
Jun. 30, 2024
Revenue $ 19,207 $ 33,078
Net loss (3,864) (1,557)
Operating Segments [Member] | PodcastOne [Member]    
Revenue 14,994 13,159
Net loss (1,054) (1,366)
Operating Segments [Member] | Slacker [Member]    
Revenue 3,384 18,704
Net loss 217 3,352
Operating Segments [Member] | Media Operations [Member]    
Revenue 829 1,215
Net loss (991) (1,391)
Segment Reporting, Reconciling Item, Corporate Nonsegment [Member]    
Revenue 0 0
Net loss $ (2,036) $ (2,152)
v3.25.2
Note 17 - Subsequent Events (Details Textual) - USD ($)
Jul. 15, 2025
Apr. 01, 2024
Jun. 30, 2025
Conversion of Series A Preferred Stock into Common Stock [Member]      
Conversion of Stock, Amount Converted   $ 11,400,000  
Preferred Stock, Convertible, Conversion Price (in dollars per share)   $ 2.1  
Series A Preferred Stock [Member]      
Preferred Stock, Stated Value Per Share (in dollars per share)   $ 1,000  
Preferred Stock, Convertible, Conversion Price (in dollars per share)     $ 2.1
Subsequent Event [Member]      
Agreements, Period for Registration Statement (Day) 45 days    
Agreements, Registration Statement, Effective Date Period (Day) 45 days    
Agreements, Registration Statement, Effective Date Period, Comments (Day) 90 days    
Agreements, Registration Statement, Effective With SEC Period (Year) 3 years    
Subsequent Event [Member] | Conversion of Series A Preferred Stock into Common Stock [Member] | Harvest Funds [Member]      
Conversion of Stock, Amount Converted $ 4,500,000    
Conversion of Stock, Shares Issued (in shares) 3,000,000    
Preferred Stock, Convertible, Conversion Price (in dollars per share) $ 1.5    
Subsequent Event [Member] | Conversion of Series A Preferred Stock into Common Stock [Member] | Trinad Capital Master Fund Ltd. [Member]      
Conversion of Stock, Amount Converted $ 2,250,000    
Conversion of Stock, Shares Issued (in shares) 1,500,000    
Subsequent Event [Member] | Series A Preferred Stock [Member]      
Preferred Stock, Stated Value Per Share (in dollars per share) $ 1,000    
Subsequent Event [Member] | Underwriter's Warrants [Member]      
Class of Warrant or Right, Number of Securities Called by Warrants or Rights, Percentage of Offering 4.00%    
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) $ 0.9375    
Subsequent Event [Member] | Common Stock Warrants [Member]      
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) $ 0.01    
Warrants and Rights Outstanding, Term (Year) 3 years    
Subsequent Event [Member] | Common Stock Warrants [Member] | Harvest Funds [Member]      
Class of Warrant or Right, Issued (in shares) 3,000,000    
Subsequent Event [Member] | Common Stock Warrants [Member] | Trinad Capital Master Fund Ltd. [Member]      
Class of Warrant or Right, Issued (in shares) 1,500,000    
Underwriting Agreement [Member] | Subsequent Event [Member]      
Stock Issued During Period, Shares, New Issues (in shares) 13,608,334    
Shares Issued, Price Per Share (in dollars per share) $ 0.75    
Proceeds from Issuance of Common Stock $ 9,500,000    
Underwriting Discount 7.00%    
Over-Allotment Option [Member] | Subsequent Event [Member]      
Stock Issued During Period, Shares, New Issues (in shares) 1,775,000