10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the fiscal quarter ended December 31, 2014

or

¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from _______________ to _______________

Commission File Number: 000-51353

ATRINSIC, INC.

(Exact name of registrant as specified in its charter)

Delaware	06-1390025
(State or other jurisdiction of incorporation or	(I.R.S. Employer Identification No.)
organization)

65 Atlantic Avenue, Boston, Massachusetts 02110
(Address of Principal Executive Office)	(Zip Code)

(617) 823-2300

Registrant’s Telephone Number Including Area Code

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer  ¨		Accelerated filer  ¨
Non-accelerated filer  ¨	(Do not check if a smaller reporting company)	Smaller reporting company  x

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

As of February 6, 2015, there were 400,000,000 outstanding shares of the registrant’s common stock.

ATRINSIC INC.

Form 10-Q Report

For the Fiscal Quarter Ended December 31, 2014

TABLE OF CONTENTS

		Page
Part I. Financial Information
Item 1	Financial Statements:
	Condensed Consolidated Balance Sheets at December 31, 2014(unaudited) and June 30, 2014		2
	Condensed Consolidated Statements of Operations for the Three Months Ended December 31, 2014 and 2013, Six Months Ended December 31, 2014, for the Period from July 12, 2013 to December 31, 2013 (Successor Company) and for the Period from July 1, 2013 to July 11, 2013 (Predecessor Company) (unaudited)		3
	Condensed Consolidated Statements of Cash Flows for Six Months Ended December 31, 2014 and for the Period from July 12, 2013 to December 31, 2013 (Successor Company) and for the Period from July 1, 2013 to July 11, 2013 (Predecessor Company) (unaudited)		4
	Notes to Condensed Consolidated Financial Statements (unaudited)		5
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations		10
Item 3	Quantitative and Qualitative Disclosures About Market Risk		11
Item 4	Controls and Procedures		11
Part II.	Other Information
Item 6	Exhibits		12
Signatures			13

Part I. Financial Information

Item 1. Financial Statements

ATRINSIC, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands except share data)

	December 31,			June 30,
	2014			2014
	(unaudited)
ASSETS
Current assets
Cash	$	150		$	101
Prepaid expenses		110			144
Total current assets		260			245
Property and equipment (net of accumulated depreciation of $0)		1			1
Total assets	$	261		$	246
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities
Accounts payable and accrued expenses	$	164		$	138
Accrued interest expense - stockholders		10			3
Short- term notes payable - due to stockholders		415			-
Total current liabilities		589			141
Long-term notes payable - due to stockholders		-			175
Total liabilities		589			316
COMMITMENTS AND CONTINGENCIES
Shareholders' deficit:
Series A convertible preferred stock, $0.000001 par value, 5,000,000,000 shares authorized, 4,600,000,000 shares issued and outstanding at December 31, 2014 and June 30, 2014; ( Liquidation preference 20,700,000 as of December 31, 2014)		5			5
Common stock, $.000001 par value, 100,000,000,000 shares authorized, 400,000,000 shares issued and outstanding at December 31, 2014 and June 30, 2014		-			-
Additional paid-in capital		1,053			1,053
Accumulated deficit		(1,324	)		(1,079	)
Shareholders' deficit attributed to Atrinsic, Inc.		(266	)		(21	)
Non-controlling interest		(62	)		(49	)
Total shareholders' deficit		(328	)		(70	)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$	261		$	246

See accompanying notes to unaudited condensed consolidated financial statements.

2

ATRINSIC, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Dollars in thousands, except share and per share data)

	Successor Company						Successor Company						Predecessor Company
	Three months ended			Three months ended			Six months ended			For the period from July 12, 2013 to			For the period from July 1, 2013 to
	December 31,			December 31,			December 31,			December 31,			July 11,
	2014			2013			2014			2013			2013
Operating expenses
General and administrative	$	137		$	232		$	256		$	426		$	-
Research and development		-			10			-			21			-
Total operating expenses		137			242			256			447			-
Loss from operations		(137	)		(242	)		(256	)		(447	)		-
Other income (expenses)
Other income		2			10			4			14			-
Interest expenses - stockholders		(4	)		-			(6	)		-			-
Total other income (expenses)		(2	)		10			(2	)		14			-
Net loss before reorganization items		(139	)		(232	)		(258	)		(433	)		-
Reorganization items
Gain on reorganization, net		-			-			-			-			778
Legal and professional fees		-			-			-			(204	)		-
Total reorganization items		-			-			-			(204	)		778
Net (loss) income		(139	)		(232	)		(258	)		(637	)		778
Less: net loss attributable to non-controlling interest		(6	)		(12	)		(13	)		(24	)		-
Net (loss) income attributable to Atrinsic	$	(133	)	$	(220	)	$	(245	)	$	(613	)	$	778
Net (loss) income per share attributable to Atrinsic common stockholders
Basic	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	0.01
Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	0.01
Weighted average shares outstanding:
Basic		400,000,000			400,000,000			400,000,000			400,000,000			100,000,000
Diluted		400,000,000			400,000,000			400,000,000			400,000,000			100,000,000

See accompanying notes to unaudited condensed consolidated financial statements.

3

ATRINSIC, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Dollars in thousands)

	Successor Company						Predecessor Company
	Six months ended			For the period from July 12, 2013 to			For the period from July 1, 2013 to
	December 31,			December 31,			July 11,
	2014			2013			2013
Cash flows from operating activities
Net (loss) income attributable to Atrinsic	$	(245	)	$	(613	)	$	778
Adjustments to reconcile net loss to net cash used in operating activities:
Net loss attributable to non-controlling interest in subsidiary		(13	)		(24	)		-
Non-cash reorganization items		-			-			(778	)
Accrued interest on notes payable		7			-			-
Changes in operating assets and liabilities of business, net of acquisitions:
Prepaid expenses		34			52			-
Accounts payable, excluding reorganization items		26			(2	)		-
Net cash used in operating activities		(191	)		(587	)		-
Cash flows from investing activities
Purchase of property and equipment		-			(1	)		-
Net cash (used in) provided by investing activities		-			(1	)		-
Cash flows from financing activities
Proceeds from issuance of notes payable due to stockholders		240			-			-
Net cash provided by financing activities		240			-			-
Net increase (decrease) in cash		49			(588	)		-
Cash at beginning of period		101			717			717
Cash at end of period	$	150		$	129		$	717

See accompanying notes to unaudited condensed consolidated financial statements.

4

ATRINSIC, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands, except share and per share data) 

NOTE 1 - NATURE OF OPERATIONS

Prior to filing Chapter 11 on June 15, 2012, the Company was a direct marketing company based in the United States. The Company had two main service offerings: (i) transactional services; and (ii) subscription services. Transactional services offered full service online marketing and distribution services which were targeted and measurable online campaigns and programs for marketing partners, corporate advertisers, or their agencies, generating qualified customer leads, online responses and activities, or increased brand recognition. Subscription services offered a portfolio of subscription based content applications direct to users working with wireless carriers and other distributors.

On June 15, 2012, the Company filed Chapter 11 in the United States Bankruptcy Court in Southern District of New York (Case No. 12-12553). As of that date, the Company terminated all remaining employees and ceased its normal business operations.

The Company emerged from Chapter 11 on June 26, 2013, at which time the Plan of Reorganization was conditionally confirmed by the United States Bankruptcy Court, Southern District of New York. The confirmation was subject to the consummation of the Company’s acquisition of a 51% controlling interest in Momspot LLC (“Momspot”), which was subsequently completed on July 12, 2013 (“Emergence Date”). Momspot’s goal is to be the premier specialty retail affiliate marketing company targeting women between the ages of 24 and 45 who are either mothers or expecting their first child. The Emergence Date was the date the Company adopted fresh start accounting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 852. The adoption of fresh-start accounting resulted in the Company becoming a new entity for financial reporting purposes. Accordingly, the financial statements on or prior to July 12, 2013 are not comparable with the financial statements for periods after July 12, 2013.

NOTE 2 - LIQUIDITY AND GOING CONCERN

The Company intends to finance its activities through:

· managing current cash on hand; and

· seeking additional funds raised in the future.

The Company has experienced recurring losses and negative cash flow from operations since emerging from bankruptcy. There is substantial doubt about the Company’s ability to continue as a going concern as it is dependent on its ability to obtain short term financing and ultimately to generate sufficient cash flow to meet its obligations on a timely basis in order to attain profitability, as well as successfully obtain financing on favorable terms to fund the Company’s long term plans. The Company continually projects anticipated cash requirements, which may include business combinations, capital expenditures, and working capital requirements.. As of December 31, 2014, the Company had cash of approximately $150, a working capital deficit of approximately $329 including note payable to stockholders due July 2015, and a total deficit of $328. During the six months ended December 31, 2014, the Company used approximately $191 of cash for operations. The Company’s existing liquidity is not sufficient to fund its operations, anticipated capital expenditures, working capital and other financing requirements for the foreseeable future.

The Company needs to raise additional capital to cover its budgeted operating and capital expenditures. If the capital raising efforts are not successful, the Company might not be able to continue as a going concern. The unaudited condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might be necessary should the Company not be able to continue as a going concern. These factors among others create a substantial doubt about the Company’s ability to continue as a going concern.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying condensed consolidated financial statements of the Company are unaudited and do not include all of the information and disclosures generally required for annual financial statements. In the opinion of management, the statements contain all material adjustments (consisting of normal recurring accruals) necessary to present fairly the Company’s condensed consolidated financial position as of December 31, 2014, and the condensed consolidated results of its operations and cash flows for the six month period ended December 31, 2014 and for the period from July 12, 2013 to December 31, 2013 (Successor Company) and eleven days ended July 11, 2013 (Predecessor Company). This report should be read in conjunction with the Company’s Annual Report on Form 10-K, which does contain the complete information and disclosure for the year ended June 30, 2014. Results of operations for interim periods are not necessarily indicative of the results of operations for a full year.

5

Principles of Consolidation

The ownership of more than 50% of the voting stock of an entity creates a subsidiary. The financial statements of the parent and subsidiary are consolidated for reporting purposes.

The unaudited condensed consolidated financial statements include the accounts of all majority and wholly-owned (“Momspot”) subsidiaries and significant intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses as well as the disclosure of contingent assets and liabilities. Management continually evaluates its estimates and judgments including those related to fair value of stock options granted and income taxes. Management bases its estimates and judgments on historical experience and other factors that are believed to be reasonable in the circumstances. Actual results may differ from those estimates. Macroeconomic conditions may directly, or indirectly through the Company’s business partners and vendors, impact the Company’s financial performance and available resources. Such conditions may, in turn, impact the aforementioned estimates and assumptions.

Stock-Based Compensation

The Company records stock based compensation in accordance with ASC 718. In estimating the grant date fair value of stock option awards and performance based restricted stock, the Company uses the Black Scholes option pricing model and other binomial pricing models where appropriate. The key assumptions for these models to derive fair value include expected term, rate of risk free returns and volatility. Information about the Company’s specific award plans can be found in Note 5.

Earnings per Share

Basic earnings per share (“EPS”) is computed by dividing reported earnings by the weighted average number of shares of common stock outstanding for the period. Diluted EPS includes the effect, if any, of the potential issuance of additional shares of common stock as a result of the exercise or conversion of dilutive securities, using the treasury stock method.

Potential dilutive securities for the Company include outstanding convertible preferred shares and stock options.

Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at December 31, 2014 and December 31, 2013, because such securities are anti-dilutive, are as follows: 

	As of December 31
	2014		2013
Convertible preferred shares		4,600,000,000		4,600,000,000
Options to purchase common stock		275,000,000		-
Total		4,875,000,000		4,600,000,000

Recent Accounting Pronouncements

The Financial Accounting Standards Board (“FASB”) has issued Accounting Standards Update (“ASU”) No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s condensed consolidated financial position and results of operations.

6

In August 2014, the FASB issued ASU 2014-15 on “Presentation of Financial Statements Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. Currently, there is no guidance in U.S. GAAP about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern or to provide related footnote disclosures. The amendments in this ASU provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this ASU are effective for public and nonpublic entities for annual periods ending after December 15, 2016. Early adoption is permitted. The Company has elected to early adopt the provisions of ASU 2014-15 in connection with the issuance of these unaudited condensed consolidated financial statements. Management’s evaluations regarding the events and conditions that raise substantial doubt regarding the Company’s ability to continue as a going concern have been disclosed in Note 2. 

NOTE 4 - FRESH START ACCOUNTING

On July 12, 2013, the Company adopted fresh start accounting and reporting in accordance with Topic ASC 852. The Company was required to apply the provisions of fresh start reporting to its financial statements, as the holders of existing voting shares of the Predecessor Company received less than 50% of the voting shares of the emerging entity and the reorganization value of the Predecessor Company’s assets immediately before the date of confirmation was less than the post-petition liabilities and allowed claims.

Fresh start accounting and reporting generally requires resetting the historical net book value of assets and liabilities to fair value as of the Effective Date by allocating the entity’s enterprise value as set forth in the Reorganization Plan to its assets and liabilities pursuant to accounting guidance related to business combinations. The financial statements as of the Effective Date report the results of the Successor Company with no beginning retained earnings or accumulated deficit. Any presentation of the Successor Company represents the financial position and results of operations of a new reporting entity and is not comparable to prior periods. The unaudited condensed consolidated financial statements for periods ended prior to the Effective Date do not include the effect of any changes in capital structure or changes in the fair value of assets and liabilities as a result of fresh start accounting.

In accordance with ASC Topic 852, the Predecessor Company’s pre-emergence charges to earnings of $778, recorded as reorganization items result from certain costs and expenses relating to the Reorganization Plan becoming effective, including the cancellation of certain debt upon issuance of new equity.

Methodology, Analysis and Assumptions

The Company determined that the fair value of the Company (“Reorganization Value”) on the Effective date to be minimal.

The Company’s valuation was based upon a discounted cash flow methodology, which included a calculation of the present value of expected un-levered after-tax free cash flows reflected in the Company’s long-term financial projections, including the calculation of the present value of the terminal value of cash flows, and supporting analysis that included a comparison of selected financial data of the Company with similar data of other publicly held companies comparable to ours in terms of end markets, operational characteristics, growth prospects and geographical footprint. The Company also considered precedent transaction analysis but ultimately determined there was insufficient data for a meaningful analysis.

7

	July 12, 2013
	Predecessor Company			Reorganization Adjustments			Successor Company
ASSETS
Current assets
Cash and cash equivalents	$	717		$	-		$	717
Prepaid expenses and other current assets		237						237
Total current assets		954			-			954
TOTAL ASSETS	$	954		$	-		$	954
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and accrued expenses	$	15,566		$	(15,395	)(2)	$	171
Note payable		2,614			(2,614	)(3)		-
Total current liabilities		18,180			(18,009	)		171
TOTAL LIABILITIES		18,180			(18,009	)		171
COMMITMENTS AND CONTINGENCIES		-			-			-
STOCKHOLDERS' EQUITY/ DEFICIENCY
Convertible preferred stock - par value $.000001, 5,000,000,000 shares authorized, 4,600,000,000 shares issued and outstanding at July 11, 2013; no shares authorized, issued or outstanding at June 30, 2013		-			5	(3)		5
Common stock - par value $.000001, 100,000,000,000 shares authorized, 400,000,000 shares issued and outstanding at July 11, 2013; par value $.01, 100,000,000 authorized and outstanding at June 30, 2013.		1,000			(1,000	)(1)		-
Additional paid-in capital		182,281			(182,281	)(4)		-
					778	(5)		778
Common stock, held in treasury, at cost, 0 and 681,509 shares at July 11, 2013 and June 30, 2013, respectively.		(4,981	)		4,981	(4)		-
Accumulated income (deficit)		(195,526	)		195,526	(1)		-
TOTAL SHAREHOLDERS EQUITY/ DEFICIENCY		(17,226	)		18,009			783
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY/ DEFICIENCY	$	954		$	-		$	954

1) To reduce the total par value of stock held by the pre-petition stockholders to $100, in accordance with the new post-bankruptcy capital structure

2) To record conversion of pre-petition Accounts Payable to 300,000,000, $0.000001 par value common shares, in accordance with the new post-bankruptcy capital structure

3) To record conversion of note payable to 4,600,000,000, $0.000001 par value shares of convertible preferred stock, in accordance with the new post-bankruptcy petition capital structure

4) To eliminate Treasury Stock. APIC and Accumulated Deficit as of July 11, 2013

5) Elimination of Predecessor Company accumulated deficit July 1, 2013 to July 11, 2013

NOTE 5 - STOCKHOLDERS’ EQUITY

Stock Options

On February 11, 2014, the Company issued options with a term of five (5) years and an exercise price of $0.002 to the individuals below for the number of shares of common stock:

The Company granted to Sebastian Giordano, for services as Chief Restructuring Officer and Acting Chief Executive Officer, an option to purchase 125,000,000 shares of the Company’s Common Stock.

The Company granted to each of Edward Gildea and Jonathan Schechter, for services as directors of the Company, an option to purchase 50,000,000 shares of the Company’s Common Stock.

On February 28, 2014, the Company granted to Edward Gildea, for services to be rendered as Acting Chief Executive Officer, an option to purchase 50,000,000 shares of the Company’s Common Stock with a term of five (5) years and an exercise price of $0.002.

All of the shares covered by these options immediately vested on the grant date.

The grant date fair value of stock options granted was approximately $275. The fair value of the Company’s common stock was based upon the publicly quoted price on the date of grant. The expected term for stock options granted with service conditions represents the average period the stock options are expected to remain outstanding and is based on the expected term calculated using the approach prescribed by the Securities and Exchange Commission's Staff Accounting Bulletin No. 110 for “plain vanilla” options. The Company obtained the risk free interest rate from publicly available data published by the Federal Reserve. The volatility rate was computed based on a comparison of average volatility rates of similar companies. The fair value of the options was determined using the Black-Scholes model with the following assumptions: risk free interest rate - 0.69% to 0.71%, volatility - 84.40%, expected term - 2.5 years, expected dividends- N/A.

As of December 31, 2014, the weighted average exercise price of all stock options outstanding was $0.002, the remaining contractual life was 4.1 years and there was no intrinsic value.

8

NOTE 6 - NOTES PAYABLE DUE TO STOCKHOLDERS

On August 15, 2014, the Company raised gross proceeds, in a debt financing transaction, of $90 from its two principal stockholders, and issued secured promissory notes in the principal amount of $45 to each of them. On December 18, 2014, the Company raised gross proceeds, in a debt financing transaction, of $150 from its two principal stockholders, and issued secured promissory notes in the principal amount of $75 to each of them. The notes have a Maturity Date of July 31, 2015 and bear interest at the rate of 5.0% per annum, payable at maturity. Any amounts that remain unpaid after July 31, 2015, shall thereafter bear interest at the rate of twelve percent (12%) per annum. Interest is calculated on the basis of actual number of days elapsed over a year of 360 days. The notes are secured by all the assets of the Company.

	Amount Due
Outstanding as of June 30, 2014	$	175
Issued		240
Outstanding as of December 31, 2014	$	415

During the three months ended December 31, 2014, interest expense amounted to approximately $4. During the six months ended December 31, 2014, interest expense amounted to approximately $6. Accrued interest as of December 31, 2014 was approximately $10.

NOTE 7 - BUSINESS COMBINATIONS

The Momspot Acquisition

Pursuant to the terms of a Membership Interest Purchase Agreement, dated July, 2013, the Company acquired a 51% equity interest in Momspot LLC, (“Momspot”) in exchange for the Company’s commitment to contribute up to $165 of working capital to Momspot over a two-year period to fund its business development and operations. Simultaneous with the acquisition the Company became a party to the Momspot Operating Agreement and the manager thereunder. Momspot meets the definition of a “business” in accordance with ASC Topic 805.

MomSpot is a start-up company. Momspot’s goal is to be the premier specialty retail affiliate marketing company targeting women between the ages of 24 and 45 who are either mothers or expecting their first child (“Moms”).

The results for Momspot for the period ended December 31, 2014 are consolidated in the unaudited condensed consolidated financial statements within this document.

The fair value of the purchase consideration was allocated to fair value of the net tangible assets acquired, with the resulting excess allocated to separately identifiable intangibles, and the remainder recorded as goodwill, if any.  

The purchase price was allocated as follows:

Purchase Consideration:

Fair value of Momspot (1)	$	-
Tangible assets acquired		-

(1) Fair value, which was not material, was based upon the fair value of the cash consideration paid by the Company for the acquisition of Momspot ($0 consideration received) and a discounted cash flow analysis, including the calculation of the present value of the terminal value of cash flows, and supporting analysis that included a comparison of selected financial data of the Company with similar data of other publicly held companies comparable to ours in terms of end markets, operational characteristics, growth prospects and geographical footprint.

NOTE 8 - SUBSEQUENT EVENTS

The Company has evaluated the period after the balance sheet date up through February 6, 2015, which is the date that the condensed consolidated financial statements were issued, and determined that other than noted above, there were no subsequent events or transactions that required recognition or disclosure in the condensed consolidated financial statements.

9

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operation

Historical Background

We were originally incorporated under the name Millbrook Acquisition Corp., on or about February 3, 1994. In May 2007, we changed our name to New Motion, Inc. In February 2008, we merged with Traffix, Inc., pursuant to which Traffix, Inc. became a wholly-owned subsidiary of ours. In June 2009, we changed our name to Atrinsic, Inc. Prior to our bankruptcy filing in 2012, we were a marketer of direct-to-consumer subscription products and an Internet search-marketing agency. We sold entertainment and lifestyle subscription products directly to consumers, which we marketed through the Internet. We also sold Internet marketing services to our corporate and advertising clients. However, by early 2012, we had suspended all operation of these businesses. In addition, until March 30, 2012, we were a reporting company under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and filed periodic reports with the SEC. On March 30, 2012, we filed a Form 15 with the SEC, terminating our obligation to file periodic reports under Sections 13 and 15(d) of the Exchange Act.

On June 15, 2012, we filed for protection under Chapter 11 of the U.S. Bankruptcy Code and terminated all remaining employees. Since then we have been managed by several outside legal and financial professionals. In June 2013, the United States Bankruptcy Court, Southern District of New York confirmed our Plan of Reorganization (the “Plan of Reorganization”) subject to our acquisition of a 51% controlling equity interest in Momspot, which was completed on July 12, 2013. Pursuant to the terms of a Membership Interest Purchase Agreement, we acquired a 51% equity interest in Momspot in exchange for our commitment to contribute up to $165,000 of working capital to Momspot over a two-year period to fund its business development and operations. Simultaneous with the acquisition, we became a party to the Momspot Operating Agreement and the manager thereunder. Momspot is a development stage company whose goal is to be the premier specialty retail affiliate marketing company targeting women between the ages of 24 and 45 who are either mothers or expecting their first child. Momspot currently constitutes our only business operation.

Pursuant to the Plan of Reorganization, all outstanding debt was converted to equity with the secured creditors receiving 4,600,000,000 shares, $0.000001 par value per share, of our Series A Convertible Preferred Stock, general unsecured creditors receiving an aggregate of 300,000,000 shares of our Common Stock, par value $0.000001 per share (“Common Stock”), and pre-bankruptcy petition common stockholders having their pre-bankruptcy shares exchanged for an aggregate of 100,000,000 shares of Common Stock.

Results of Operations

Factors Affecting Comparability

We adopted fresh start accounting and reporting effective July 12, 2013 (the “Fresh Start Reporting Date”). The financial statements as of the Fresh Start Reporting Date report the results of the Successor Company with no beginning retained earnings or accumulated deficit. Any financial statement presentation of the Successor Company represents the financial position and results of operations of a new reporting entity and is not comparable to prior periods presented by the Predecessor Company. The financial statements for periods ended prior to the Fresh Start Reporting Date do not include the effect of any changes in the Predecessor Company’s capital structure or changes in the fair value of assets and liabilities as a result of fresh start accounting. Accordingly, the financial statements on or prior to July 12, 2013 are not comparable with the financial statements for periods after July 12, 2013. Operating activities between July 1, 2013 and July 11, 2013 were insignificant.

Three months ended December 31, 2014 compared to the three months ended December 31, 2013 (dollars in thousands)

During the three months ended December 31, 2014, we incurred a loss from operations of approximately $137 as compared to $242 for three months ended December 31, 2013. The decrease in loss from operations can be primarily attributed to a decrease of $94 in professional expenses related to legal services, consulting services and accounting services, and a decrease of $10 in research and development expenses related to web design and development. During the three months ended December 31, 2014, we recorded approximately $6 of net loss attributable to non-controlling interest as compared to $12 for three months ended December 31, 2013.

Six months ended December 31, 2014 compared to the period from July 12, 2013 to December 31, 2013 (dollars in thousands)

During the six months ended December 31, 2014, we incurred a loss from operations of approximately $256 as compared to $447 for the period from July 12, 2013 to December 31, 2013. The decrease in loss from operations can be primarily attributed to a decrease of $147 in professional expenses related to legal services, consulting services and accounting services, and a decrease of $21 in research and development expenses related to web design and development. During the period from July 12, 2013 to December 31, 2013, we recorded $204 of reorganization expenses related to a post confirmation liquidation plan. During the six months ended December 31, 2014, we recorded approximately $13 of net loss attributable to non-controlling interest as compared to $24 for the period from July 12, 2013 to December 31, 2013.

10

Liquidity and Going Concern (dollars in thousands)

We continually project anticipated cash requirements, which may include business combinations, capital expenditures, and working capital requirements. As of June 30, 2014, we had cash of approximately $101 and working capital of approximately $104. As of December 31, 2014, we had cash of approximately $150 and working capital deficit of approximately $329.

Our existing liquidity is not sufficient to fund our operations, anticipated capital expenditures and working capital for the foreseeable future.  Absent generation of sufficient revenue from the execution of our business plan, we will need to obtain additional debt or equity financing.

Operating activities used $191 and $587 in cash for the six months ended December 31, 2014 and the period from July 12, 2013 to December 31, 2013, respectively. The sources of cash from operating activities during the six months ended December 31, 2014, primarily comprised of $245 net loss and a $26 increase of accounts payable, which included payments to legal and accounting professionals, payments to consultants to develop our website, insurance, and other administrative expenses.

Our financing activities provided cash of $240 for the six months ended December 31, 2014. On August 15, 2014, we raised gross proceeds, in a debt financing transaction, of $90 from our two principal stockholders, and issued secured promissory notes in the principal amount of $45 to each of them. On December 18, 2014, we raised gross proceeds, in a debt financing transaction, of $150 from our two principal stockholders, and issued secured promissory notes in the principal amount of $75 to each of them. The notes are secured by all of our assets.

Our financial statements for the six months ended December 31, 2014 indicate there is substantial doubt about our ability to continue as a going concern as we are dependent on our ability to obtain short-term financing and ultimately to generate sufficient cash flow to meet our obligations on a timely basis in order to attain profitability, as well as successfully obtain financing on favorable terms to fund our long-term plans. We need to raise additional capital to cover our operating and capital expenditures. If the capital raising efforts are not successful, we might not be able to continue as a going concern.

Item 3.Quantitative and Qualitative Disclosures about Market Risk

We are a “smaller reporting company” as defined by Regulation S-K and as such, is not required to provide the information contained in this item pursuant to Regulation S-K.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

Evaluation of disclosure controls and procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Exchange Act, as of December 31, 2014. Based on this evaluation, our principal executive officer and principal financial officers have concluded that our disclosure controls and procedures are not effective to ensure that information required to be disclosed by us in the reports we file or submit under the Exchange Act, including this Quarterly Report on Form 10-Q, is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that our disclosure and controls are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

A control system, no matter how well conceived and operated, can provide only reasonable, not absolute assurance that the objectives of the control system are met. The design of any system of controls also is based in part on certain assumptions regarding the likelihood of certain events, and there can no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Given these and other inherent limitations of control systems, these are only reasonable assurance that our controls will succeed in achieving their stated goals under all potential future conditions.

Changes in Internal Control over Financial Reporting

There were no changes in our internal controls over financial reporting that occurred during the quarter covered by this Report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

11

Part II.  Other Information

Item 6 . Exhibits

Exhibits	Description
4.1	Secured Note, dated December 18, 2014, in the principal amount of $75,000, bearing interest at the rate of 5.0% per annum issued by the Company to Iroquois (1)
4.2	Secured Note, dated December 18, 2014, in the principal amount of $75,000, bearing interest at the rate of 5.0% per annum issued by the Company to Iroquois(1)
10.1	Final Form of the First Amended and Restated Security Agreement among the Company Iroquois and Hudson dated as of December 18, 2014(1)
31.1	Chief Executive Officer Certification as required under section 302 of the Sarbanes Oxley Act (*€)
31.2	Chief Financial Officer Certification as required under section 302 of the Sarbanes Oxley Act (*€)
32.1	Chief Executive Officer and Chief Financial Officer Certification pursuant to 18 U.S.C. section 1350 as adopted pursuant to section 906 of the Sarbanes Oxley Act *
101.INS	XBRL Instance Document (*€)
101.CAL	XBRL Taxonomy Extension Schema Document (*€)
101.SCH	XBRL Taxonomy Extension Calculation Linkbase Document (*€)
101.LAB	XBRL Taxonomy Extension Label Linkbase Document (*€)
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document (*€)
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document (*€)

(*€) - Filed herewith.

(*) - Furnished, not filed, in accordance with item 601(32)(ii) of Regulation S-K.

(1) - Filed on December 22, 2014 as an exhibit to the Company’s Current Report on Form 8-K and incorporated herein by reference.

12

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	ATRINSIC, INC.
Date: February 6, 2015	By:	/s/ Edward Gildea
	Name: Edward Gildea
	Title: Chief Executive Officer
	(Principal Executive Officer)

Date: February 6, 2015	By:	/s/ David Horin
	Name: David Horin
	Title: Chief Financial Officer
	(Principal Financial Officer)

13

EX-31.1

EXHIBIT 31.1

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT OF 2002

I, Edward Gildea, certify that:

1) I have reviewed this report on Form 10-Q of Atrinsic, Inc.;

2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.  The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e))and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)  Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.  The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 6, 2015	By:	/s/ Edward Gildea
		Edward Gildea
		Chief Executive Officer
		(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT OF 2002

I, David Horin, Certify that:

1) I have reviewed this report on Form 10-Q of Atrinsic, Inc.;

2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.  The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e))and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)  Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)  Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.  The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 6, 2015	By:	/s/ David Horin
		David Horin
		Chief Financial Officer
		(Principal Executive Officer)

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES OXLEY ACT OF 2002

In connection with the Quarterly Report of Atrinsic, Inc. (the “Company”) on Form 10-Q for the period ended December 31, 2014 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), we, Edward Gildea, Chief Executive Officer, and David Horin, Chief Financial Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002 that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this certification has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Date: February 6, 2015	By:	/s/ Edward Gildea
		Edward Gildea
		Chief Executive Officer
		(Principal Executive Officer)

Date: February 6, 2015	By:	/s/ David Horin
		David Horin
		Chief Financial Officer
		(Principal Executive Officer)

XML

NOTES PAYABLE DUE TO STOCKHOLDERS (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Dec. 31, 2014
Short-term Debt [Line Items]
Outstanding as of June 30, 2014	$ 175
Issued	240
Outstanding as of December 31, 2014	$ 415

XML

FRESH START ACCOUNTING

6 Months Ended

Dec. 31, 2014

Reorganizations [Abstract]

Reorganization under Chapter 11 of US Bankruptcy Code Disclosure [Text Block]

NOTE 4 - FRESH START ACCOUNTING

On July 12, 2013, the Company adopted fresh start accounting and reporting in accordance with Topic ASC 852. The Company was required to apply the provisions of fresh start reporting to its financial statements, as the holders of existing voting shares of the Predecessor Company received less than 50% of the voting shares of the emerging entity and the reorganization value of the Predecessor Company’s assets immediately before the date of confirmation was less than the post-petition liabilities and allowed claims.

Fresh start accounting and reporting generally requires resetting the historical net book value of assets and liabilities to fair value as of the Effective Date by allocating the entity’s enterprise value as set forth in the Reorganization Plan to its assets and liabilities pursuant to accounting guidance related to business combinations. The financial statements as of the Effective Date report the results of the Successor Company with no beginning retained earnings or accumulated deficit. Any presentation of the Successor Company represents the financial position and results of operations of a new reporting entity and is not comparable to prior periods. The unaudited condensed consolidated financial statements for periods ended prior to the Effective Date do not include the effect of any changes in capital structure or changes in the fair value of assets and liabilities as a result of fresh start accounting.

In accordance with ASC Topic 852, the Predecessor Company’s pre-emergence charges to earnings of $778, recorded as reorganization items result from certain costs and expenses relating to the Reorganization Plan becoming effective, including the cancellation of certain debt upon issuance of new equity.

Methodology, Analysis and Assumptions

The Company determined that the fair value of the Company (“Reorganization Value”) on the Effective date to be minimal.

The Company’s valuation was based upon a discounted cash flow methodology, which included a calculation of the present value of expected un-levered after-tax free cash flows reflected in the Company’s long-term financial projections, including the calculation of the present value of the terminal value of cash flows, and supporting analysis that included a comparison of selected financial data of the Company with similar data of other publicly held companies comparable to ours in terms of end markets, operational characteristics, growth prospects and geographical footprint. The Company also considered precedent transaction analysis but ultimately determined there was insufficient data for a meaningful analysis.

	July 12, 2013
	Predecessor		Reorganization
	Company		Adjustments			Successor Company
ASSETS
Current assets
Cash and cash equivalents	$	717	$	-		$	717
Prepaid expenses and other current assets		237					237
Total current assets		954		-			954
TOTAL ASSETS	$	954	$	-		$	954
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and accrued expenses	$	15,566	$	(15,395)	(2)	$	171
Note payable		2,614		(2,614)	(3)		-
Total current liabilities		18,180		(18,009)			171
TOTAL LIABILITIES		18,180		(18,009)			171
COMMITMENTS AND CONTINGENCIES		-		-			-
STOCKHOLDERS' EQUITY/ DEFICIENCY
Convertible preferred stock - par value $.000001, 5,000,000,000 shares authorized, 4,600,000,000 shares issued and outstanding at July 11, 2013; no shares authorized, issued or outstanding at June 30, 2013		-		5	(3)		5
Common stock - par value $.000001, 100,000,000,000 shares authorized, 400,000,000 shares issued and outstanding at July 11, 2013; par value $.01, 100,000,000 authorized and outstanding at June 30, 2013.		1,000		(1,000)	(1)		-
Additional paid-in capital		182,281		(182,281)	(4)		-
				778	(5)		778
Common stock, held in treasury, at cost, 0 and 681,509 shares at July 11, 2013 and June 30, 2013, respectively.		(4,981)		4,981	(4)		-
Accumulated income (deficit)		(195,526)		195,526	(1)		-
TOTAL SHAREHOLDERS EQUITY/ DEFICIENCY		(17,226)		18,009			783
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY/ DEFICIENCY	$	954	$	-		$	954

1) To reduce the total par value of stock held by the pre-petition stockholders to $100, in accordance with the new post-bankruptcy capital structure

2) To record conversion of pre-petition Accounts Payable to 300,000,000, $0.000001 par value common shares, in accordance with the new post-bankruptcy capital structure

3) To record conversion of note payable to 4,600,000,000, $0.000001 par value shares of convertible preferred stock, in accordance with the new post-bankruptcy petition capital structure

4) To eliminate Treasury Stock. APIC and Accumulated Deficit as of July 11, 2013

5) Elimination of Predecessor Company accumulated deficit July 1, 2013 to July 11, 2013

XML

BUSINESS COMBINATIONS (Details Textual) (Momspot LLC [Member], USD $) In Thousands, unless otherwise specified	6 Months Ended
	Dec. 31, 2014	Jul. 11, 2013
Momspot LLC [Member]
Business Acquisition [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired		51.00%
Business Acquisition, Preacquisition Contingency, Amount of Settlement		$ 165
Business Combination, Consideration Transferred	$ 0

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Dec. 31, 2014

Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying condensed consolidated financial statements of the Company are unaudited and do not include all of the information and disclosures generally required for annual financial statements. In the opinion of management, the statements contain all material adjustments (consisting of normal recurring accruals) necessary to present fairly the Company’s condensed consolidated financial position as of December 31, 2014, and the condensed consolidated results of its operations and cash flows for the six month period ended December 31, 2014 and for the period from July 12, 2013 to December 31, 2013 (Successor Company) and eleven days ended July 11, 2013 (Predecessor Company). This report should be read in conjunction with the Company’s Annual Report on Form 10-K, which does contain the complete information and disclosure for the year ended June 30, 2014. Results of operations for interim periods are not necessarily indicative of the results of operations for a full year.

Principles of Consolidation

The ownership of more than 50% of the voting stock of an entity creates a subsidiary. The financial statements of the parent and subsidiary are consolidated for reporting purposes.

The unaudited condensed consolidated financial statements include the accounts of all majority and wholly-owned (“Momspot”) subsidiaries and significant intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses as well as the disclosure of contingent assets and liabilities. Management continually evaluates its estimates and judgments including those related to fair value of stock options granted and income taxes. Management bases its estimates and judgments on historical experience and other factors that are believed to be reasonable in the circumstances. Actual results may differ from those estimates. Macroeconomic conditions may directly, or indirectly through the Company’s business partners and vendors, impact the Company’s financial performance and available resources. Such conditions may, in turn, impact the aforementioned estimates and assumptions.

Stock-Based Compensation

The Company records stock based compensation in accordance with ASC 718. In estimating the grant date fair value of stock option awards and performance based restricted stock, the Company uses the Black Scholes option pricing model and other binomial pricing models where appropriate. The key assumptions for these models to derive fair value include expected term, rate of risk free returns and volatility. Information about the Company’s specific award plans can be found in Note 5.

Earnings per Share

Basic earnings per share (“EPS”) is computed by dividing reported earnings by the weighted average number of shares of common stock outstanding for the period. Diluted EPS includes the effect, if any, of the potential issuance of additional shares of common stock as a result of the exercise or conversion of dilutive securities, using the treasury stock method.

Potential dilutive securities for the Company include outstanding convertible preferred shares and stock options.

Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at December 31, 2014 and December 31, 2013, because such securities are anti-dilutive, are as follows: 

	As of December 31
	2014		2013
Convertible preferred shares		4,600,000,000		4,600,000,000
Options to purchase common stock		275,000,000		-
Total		4,875,000,000		4,600,000,000

Recent Accounting Pronouncements

The Financial Accounting Standards Board (“FASB”) has issued Accounting Standards Update (“ASU”) No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s condensed consolidated financial position and results of operations.

In August 2014, the FASB issued ASU 2014-15 on “Presentation of Financial Statements Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. Currently, there is no guidance in U.S. GAAP about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern or to provide related footnote disclosures. The amendments in this ASU provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this ASU are effective for public and nonpublic entities for annual periods ending after December 15, 2016. Early adoption is permitted. The Company has elected to early adopt the provisions of ASU 2014-15 in connection with the issuance of these unaudited condensed consolidated financial statements. Management’s evaluations regarding the events and conditions that raise substantial doubt regarding the Company’s ability to continue as a going concern have been disclosed in Note 2.

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Jun. 30, 2014
Current assets
Cash	$ 150	$ 101
Prepaid expenses	110	144
Total current assets	260	245
Property and equipment (net of accumulated depreciation of $0)	1	1
Total assets	261	246
Current liabilities
Accounts payable and accrued expenses	164	138
Accrued interest expense - stockholders	10	3
Short- term notes payable - due to stockholders	415	0
Total current liabilities	589	141
Long-term notes payable - due to stockholders	0	175
Total liabilities	589	316
COMMITMENTS AND CONTINGENCIES
Shareholders' deficit:
Series A convertible preferred stock, $0.000001 par value, 5,000,000,000 shares authorized, 4,600,000,000 shares issued and outstanding at December 31, 2014 and June 30, 2014; ( Liquidation preference 20,700,000 as of December 31, 2014)	5	5
Common stock, $.000001 par value, 100,000,000,000 shares authorized, 400,000,000 shares issued and outstanding at December 31, 2014 and June 30, 2014	0	0
Additional paid-in capital	1,053	1,053
Accumulated deficit	(1,324)	(1,079)
Shareholders' deficit attributed to Atrinsic, Inc.	(266)	(21)
Non-controlling interest	(62)	(49)
Total shareholders' deficit	(328)	(70)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	$ 261	$ 246

XML

NATURE OF OPERATIONS

6 Months Ended

Dec. 31, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Operations [Text Block]

NOTE 1 - NATURE OF OPERATIONS

Prior to filing Chapter 11 on June 15, 2012, the Company was a direct marketing company based in the United States. The Company had two main service offerings: (i) transactional services; and (ii) subscription services. Transactional services offered full service online marketing and distribution services which were targeted and measurable online campaigns and programs for marketing partners, corporate advertisers, or their agencies, generating qualified customer leads, online responses and activities, or increased brand recognition. Subscription services offered a portfolio of subscription based content applications direct to users working with wireless carriers and other distributors.

On June 15, 2012, the Company filed Chapter 11 in the United States Bankruptcy Court in Southern District of New York (Case No. 12-12553). As of that date, the Company terminated all remaining employees and ceased its normal business operations.

The Company emerged from Chapter 11 on June 26, 2013, at which time the Plan of Reorganization was conditionally confirmed by the United States Bankruptcy Court, Southern District of New York. The confirmation was subject to the consummation of the Company’s acquisition of a 51% controlling interest in Momspot LLC (“Momspot”), which was subsequently completed on July 12, 2013 (“Emergence Date”). Momspot’s goal is to be the premier specialty retail affiliate marketing company targeting women between the ages of 24 and 45 who are either mothers or expecting their first child. The Emergence Date was the date the Company adopted fresh start accounting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 852. The adoption of fresh-start accounting resulted in the Company becoming a new entity for financial reporting purposes. Accordingly, the financial statements on or prior to July 12, 2013 are not comparable with the financial statements for periods after July 12, 2013.

XML

FRESH START ACCOUNTING (Details) (USD $) In Thousands, unless otherwise specified	Jul. 11, 2013
Current assets
Prepaid expenses and other current assets
Current assets
Cash and cash equivalents	0
Total current assets	0
TOTAL ASSETS	0
Current liabilities
Accounts payable and accrued expenses	(15,395)	[1]
Note payable	(2,614)	[2]
Total current liabilities	(18,009)
TOTAL LIABILITIES	(18,009)
COMMITMENTS AND CONTINGENCIES	0
STOCKHOLDERS' EQUITY/ DEFICIENCY
Convertible preferred stock - par value $.000001, 5,000,000,000 shares authorized, 4,600,000,000 shares issued and outstanding at July 11, 2013; no shares authorized, issued or outstanding at June 30, 2013	5	[2]
Common stock - par value $.000001, 100,000,000,000 shares authorized, 400,000,000 shares issued and outstanding at July 11, 2013; par value $.01, 100,000,000 authorized and outstanding at June 30, 2013.	(1,000)	[3]
Additional paid-in capital	(182,281)	[4]
Fresh start adjustment additional paid in capital adjustment	778	[5]
Common stock, held in treasury, at cost, 0 and 681,509 shares at July 11, 2013 and June 30, 2013, respectively.	4,981	[4]
Accumulated income (deficit)	195,526	[3]
TOTAL SHAREHOLDERS EQUITY/ DEFICIENCY	18,009
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY/ DEFICIENCY	0
Current assets
Cash and cash equivalents	717
Prepaid expenses and other current assets	237
Total current assets	954
TOTAL ASSETS	954
Current liabilities
Accounts payable and accrued expenses	171
Note payable	0
Total current liabilities	171
TOTAL LIABILITIES	171
COMMITMENTS AND CONTINGENCIES	0
STOCKHOLDERS' EQUITY/ DEFICIENCY
Convertible preferred stock - par value $.000001, 5,000,000,000 shares authorized, 4,600,000,000 shares issued and outstanding at July 11, 2013; no shares authorized, issued or outstanding at June 30, 2013	5
Common stock - par value $.000001, 100,000,000,000 shares authorized, 400,000,000 shares issued and outstanding at July 11, 2013; par value $.01, 100,000,000 authorized and outstanding at June 30, 2013.	0
Additional paid-in capital	0
Postconfirmation additional paid in capital adjustment	778
Common stock, held in treasury, at cost, 0 and 681,509 shares at July 11, 2013 and June 30, 2013, respectively.	0
Accumulated income (deficit)	0
TOTAL SHAREHOLDERS EQUITY/ DEFICIENCY	783
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY/ DEFICIENCY	954
Predecessor [Member]
Current assets
Cash and cash equivalents	717
Prepaid expenses and other current assets	237
Total current assets	954
TOTAL ASSETS	954
Current liabilities
Accounts payable and accrued expenses	15,566
Note payable	2,614
Total current liabilities	18,180
TOTAL LIABILITIES	18,180
COMMITMENTS AND CONTINGENCIES	0
STOCKHOLDERS' EQUITY/ DEFICIENCY
Convertible preferred stock - par value $.000001, 5,000,000,000 shares authorized, 4,600,000,000 shares issued and outstanding at July 11, 2013; no shares authorized, issued or outstanding at June 30, 2013	0
Common stock - par value $.000001, 100,000,000,000 shares authorized, 400,000,000 shares issued and outstanding at July 11, 2013; par value $.01, 100,000,000 authorized and outstanding at June 30, 2013.	1,000
Additional paid-in capital	182,281
Common stock, held in treasury, at cost, 0 and 681,509 shares at July 11, 2013 and June 30, 2013, respectively.	(4,981)
Accumulated income (deficit)	(195,526)
TOTAL SHAREHOLDERS EQUITY/ DEFICIENCY	(17,226)
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY/ DEFICIENCY	$ 954

[1] To record conversion of pre-petition Accounts Payable to 300,000,000, $0.000001 par value common shares, in accordance with the new post-bankruptcy capital structure

[2] To record conversion of note payable to 4,600,000,000, $0.000001 par value shares of convertible preferred stock, in accordance with the new post-bankruptcy petition capital structure

[3] To reduce the total par value of stock held by the pre-petition stockholders to $100, in accordance with the new post-bankruptcy capital structure

[4] To eliminate Treasury Stock. APIC and Accumulated Deficit as of July 11, 2013

[5] Elimination of Predecessor Company accumulated deficit July 1, 2013 to July 11, 2013

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STOCKHOLDERS' EQUITY (Details Textual) (USD $) In Thousands, except Share data, unless otherwise specified	0 Months Ended	6 Months Ended	1 Months Ended
	Feb. 11, 2014	Dec. 31, 2014	Feb. 28, 2014
Class of Stock [Line Items]
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price	$ 0.002
Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Grant Date Fair Value		$ 275
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum		0.69%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum		0.71%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate		84.40%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term		2 years 6 months
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period	5 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price		$ 0.002
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term		4 years 1 month 6 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value		$ 0
Sebastian Giordano [Member]
Class of Stock [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross	125,000,000
Edward Gildea [Member]
Class of Stock [Line Items]
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price			$ 0.002
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross	50,000,000		50,000,000
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period			5 years

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LIQUIDITY AND GOING CONCERN

6 Months Ended

Dec. 31, 2014

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Liquidity And Going Concern [Text Block]

NOTE 2 - LIQUIDITY AND GOING CONCERN

The Company intends to finance its activities through:

· managing current cash on hand; and

· seeking additional funds raised in the future.

The Company has experienced recurring losses and negative cash flow from operations since emerging from bankruptcy. There is substantial doubt about the Company’s ability to continue as a going concern as it is dependent on its ability to obtain short term financing and ultimately to generate sufficient cash flow to meet its obligations on a timely basis in order to attain profitability, as well as successfully obtain financing on favorable terms to fund the Company’s long term plans. The Company continually projects anticipated cash requirements, which may include business combinations, capital expenditures, and working capital requirements.. As of December 31, 2014, the Company had cash of approximately $150, a working capital deficit of approximately $329 including note payable to stockholders due July 2015, and a total deficit of $328. During the six months ended December 31, 2014, the Company used approximately $191 of cash for operations. The Company’s existing liquidity is not sufficient to fund its operations, anticipated capital expenditures, working capital and other financing requirements for the foreseeable future.

The Company needs to raise additional capital to cover its budgeted operating and capital expenditures. If the capital raising efforts are not successful, the Company might not be able to continue as a going concern. The unaudited condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might be necessary should the Company not be able to continue as a going concern. These factors among others create a substantial doubt about the Company’s ability to continue as a going concern.

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CONDENSED CONSOLIDATED BALANCE SHEETS [Parenthetical] (USD $) In Thousands, except Share data, unless otherwise specified	Dec. 31, 2014	Jun. 30, 2014
Property and Equipment, Accumulated Depreciation	$ 0	$ 0
Common Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.000001	$ 0.000001
Common Stock, Shares Authorized	100,000,000,000	100,000,000,000
Common Stock, Shares, Issued	400,000,000	400,000,000
Common Stock, Shares, Outstanding	400,000,000	400,000,000
Series A Convertible Preferred Stock [Member]
Preferred Stock, Par or Stated Value Per Share (in dollars per share)	$ 0.000001	$ 0.000001
Preferred Stock, Shares Authorized	5,000,000,000	5,000,000,000
Preferred Stock, Shares Issued	4,600,000,000	4,600,000,000
Preferred Stock, Shares Outstanding	4,600,000,000	4,600,000,000
Preferred Stock, Liquidation Preference, Value	$ 20,700,000

XML

NOTES PAYABLE DUE TO STOCKHOLDERS (Tables)

6 Months Ended

Dec. 31, 2014

Debt Disclosure [Abstract]

Schedule of Secured Debt [Table Text Block]

The notes are secured by all the assets of the Company.

	Amount Due
Outstanding as of June 30, 2014	$	175
Issued		240
Outstanding as of December 31, 2014	$	415

XML

Document And Entity Information	6 Months Ended
	Dec. 31, 2014	Feb. 06, 2015
Document Information [Line Items]
Entity Registrant Name	Atrinsic, Inc.
Entity Central Index Key	0001022899
Current Fiscal Year End Date	--06-30
Entity Filer Category	Smaller Reporting Company
Trading Symbol	ATRN
Entity Common Stock, Shares Outstanding		400,000,000
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Dec. 31, 2014
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2015

XML

BUSINESS COMBINATIONS (Tables)

6 Months Ended

Dec. 31, 2014

Business Combinations [Abstract]

Schedule of Business Acquisitions, by Acquisition [Table Text Block]

The purchase price was allocated as follows:

Purchase Consideration:

Fair value of Momspot (1)	$	-
Tangible assets acquired		-

(1) Fair value, which was not material, was based upon the fair value of the cash consideration paid by the Company for the acquisition of Momspot ($0 consideration received) and a discounted cash flow analysis, including the calculation of the present value of the terminal value of cash flows, and supporting analysis that included a comparison of selected financial data of the Company with similar data of other publicly held companies comparable to ours in terms of end markets, operational characteristics, growth prospects and geographical footprint.

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended		0 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014	Dec. 31, 2013	Jul. 11, 2013
Operating expenses
General and administrative	$ 137	$ 232	$ 256	$ 426
Research and development	0	10	0	21
Total operating expenses	137	242	256	447
Loss from operations	(137)	(242)	(256)	(447)
Other income (expenses)
Other income	2	10	4	14
Interest expenses - stockholders	(4)	0	(6)	0
Total other income (expenses)	(2)	10	(2)	14
Net loss before reorganization items	(139)	(232)	(258)	(433)
Reorganization items
Gain on reorganization, net	0	0	0	0
Legal and professional fees	0	0	0	(204)
Total reorganization items	0	0	0	(204)
Net (loss) income	(139)	(232)	(258)	(637)
Less: net loss attributable to non-controlling interest	(6)	(12)	(13)	(24)
Net (loss) income attributable to Atrinsic	(133)	(220)	(245)	(613)
Net (loss) income per share attributable to Atrinsic common stockholders
Basic (in dollars per share)	$ 0	$ 0	$ 0	$ 0
Diluted (in dollars per share)	$ 0	$ 0	$ 0	$ 0
Weighted average shares outstanding:
Basic (in shares)	400,000,000	400,000,000	400,000,000	400,000,000
Diluted (in shares)	400,000,000	400,000,000	400,000,000	400,000,000
Predecessor [Member]
Operating expenses
General and administrative					0
Research and development					0
Total operating expenses					0
Loss from operations					0
Other income (expenses)
Other income					0
Interest expenses - stockholders					0
Total other income (expenses)					0
Net loss before reorganization items					0
Reorganization items
Gain on reorganization, net					778
Legal and professional fees					0
Total reorganization items					778
Net (loss) income					778
Less: net loss attributable to non-controlling interest					0
Net (loss) income attributable to Atrinsic					$ 778
Net (loss) income per share attributable to Atrinsic common stockholders
Basic (in dollars per share)					$ 0
Diluted (in dollars per share)					$ 0
Weighted average shares outstanding:
Basic (in shares)					100,000,000
Diluted (in shares)					100,000,000

XML

BUSINESS COMBINATIONS

6 Months Ended

Dec. 31, 2014

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

NOTE 7 - BUSINESS COMBINATIONS

The Momspot Acquisition

Pursuant to the terms of a Membership Interest Purchase Agreement, dated July, 2013, the Company acquired a 51% equity interest in Momspot LLC, (“Momspot”) in exchange for the Company’s commitment to contribute up to $165 of working capital to Momspot over a two-year period to fund its business development and operations. Simultaneous with the acquisition the Company became a party to the Momspot Operating Agreement and the manager thereunder. Momspot meets the definition of a “business” in accordance with ASC Topic 805.

MomSpot is a start-up company. Momspot’s goal is to be the premier specialty retail affiliate marketing company targeting women between the ages of 24 and 45 who are either mothers or expecting their first child (“Moms”).

The results for Momspot for the period ended December 31, 2014 are consolidated in the unaudited condensed consolidated financial statements within this document.

The fair value of the purchase consideration was allocated to fair value of the net tangible assets acquired, with the resulting excess allocated to separately identifiable intangibles, and the remainder recorded as goodwill, if any.  

The purchase price was allocated as follows:

Purchase Consideration:

Fair value of Momspot (1)	$	-
Tangible assets acquired		-

(1) Fair value, which was not material, was based upon the fair value of the cash consideration paid by the Company for the acquisition of Momspot ($0 consideration received) and a discounted cash flow analysis, including the calculation of the present value of the terminal value of cash flows, and supporting analysis that included a comparison of selected financial data of the Company with similar data of other publicly held companies comparable to ours in terms of end markets, operational characteristics, growth prospects and geographical footprint.

XML

NOTES PAYABLE DUE TO STOCKHOLDERS

6 Months Ended

Dec. 31, 2014

Debt Disclosure [Abstract]

Debt Disclosure [Text Block]

NOTE 6 - NOTES PAYABLE DUE TO STOCKHOLDERS

On August 15, 2014, the Company raised gross proceeds, in a debt financing transaction, of $90 from its two principal stockholders, and issued secured promissory notes in the principal amount of $45 to each of them. On December 18, 2014, the Company raised gross proceeds, in a debt financing transaction, of $150 from its two principal stockholders, and issued secured promissory notes in the principal amount of $75 to each of them. The notes have a Maturity Date of July 31, 2015 and bear interest at the rate of 5.0% per annum, payable at maturity. Any amounts that remain unpaid after July 31, 2015, shall thereafter bear interest at the rate of twelve percent (12%) per annum. Interest is calculated on the basis of actual number of days elapsed over a year of 360 days. The notes are secured by all the assets of the Company.

	Amount Due
Outstanding as of June 30, 2014	$	175
Issued		240
Outstanding as of December 31, 2014	$	415

During the three months ended December 31, 2014, interest expense amounted to approximately $4. During the six months ended December 31, 2014, interest expense amounted to approximately $6. Accrued interest as of December 31, 2014 was approximately $10.

XML

FRESH START ACCOUNTING (Details Textual) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended	0 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014	Dec. 31, 2013	Jun. 30, 2014	Jul. 11, 2013	Jun. 30, 2013
Fresh-Start Adjustment [Line Items]
Common Stock, Par or Stated Value Per Share	$ 0.000001		$ 0.000001		$ 0.000001		$ 0
Common Stock, Shares Authorized	100,000,000,000		100,000,000,000		100,000,000,000
Common Stock, Shares, Issued	400,000,000		400,000,000		400,000,000
Common Stock, Shares, Outstanding	400,000,000		400,000,000		400,000,000
Existing Predecessor Voting Shares Percentage					less than 50%
Reorganization Items	$ 0	$ 0	$ 0	$ (204)
Predecessor [Member]
Fresh-Start Adjustment [Line Items]
Common Stock, Par or Stated Value Per Share						$ 0.000001	$ 0.01
Common Stock, Shares Authorized						100,000,000,000	100,000,000
Common Stock, Shares, Issued						400,000,000
Common Stock, Shares, Outstanding						400,000,000	100,000,000
Treasury Stock, Shares						0	681,509
Reorganization Items						$ 778
Reduction In Total Par Value Of Stock Held By Pre Petition Stockholders						$ 100
Shares Issued Conversion Of Pre Petition Accounts Payable						300,000,000
Shares Issued Conversion Of Pre Petition Notes Payable						4,600,000,000
Convertible Preferred Stock [Member]
Fresh-Start Adjustment [Line Items]
Preferred Stock, Par or Stated Value Per Share	$ 0.000001		$ 0.000001		$ 0.000001
Preferred Stock, Shares Authorized	5,000,000,000		5,000,000,000		5,000,000,000
Preferred Stock, Shares Issued	4,600,000,000		4,600,000,000		4,600,000,000
Preferred Stock, Shares Outstanding	4,600,000,000		4,600,000,000		4,600,000,000
Common Stock, Par or Stated Value Per Share							$ 0.000001
Convertible Preferred Stock [Member] | Predecessor [Member]
Fresh-Start Adjustment [Line Items]
Preferred Stock, Par or Stated Value Per Share						$ 0.000001
Preferred Stock, Shares Authorized						5,000,000,000	0
Preferred Stock, Shares Issued						4,600,000,000	0
Preferred Stock, Shares Outstanding						4,600,000,000	0

XML

NATURE OF OPERATIONS (Details Textual) (Momspot LLC [Member])	Jul. 11, 2013
Momspot LLC [Member]
Nature Of Operations And Going Concern [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired	51.00%

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

6 Months Ended

Dec. 31, 2014

Accounting Policies [Abstract]

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at December 31, 2014 and December 31, 2013, because such securities are anti-dilutive, are as follows: 

	As of December 31
	2014		2013
Convertible preferred shares		4,600,000,000		4,600,000,000
Options to purchase common stock		275,000,000		-
Total		4,875,000,000		4,600,000,000

XML

SUBSEQUENT EVENTS

6 Months Ended

Dec. 31, 2014

Subsequent Events [Abstract]

Subsequent Events [Text Block]

NOTE 8 - SUBSEQUENT EVENTS

The Company has evaluated the period after the balance sheet date up through February 6, 2015, which is the date that the condensed consolidated financial statements were issued, and determined that other than noted above, there were no subsequent events or transactions that required recognition or disclosure in the condensed consolidated financial statements.

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Dec. 31, 2014

Accounting Policies [Abstract]

Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation

The accompanying condensed consolidated financial statements of the Company are unaudited and do not include all of the information and disclosures generally required for annual financial statements. In the opinion of management, the statements contain all material adjustments (consisting of normal recurring accruals) necessary to present fairly the Company’s condensed consolidated financial position as of December 31, 2014, and the condensed consolidated results of its operations and cash flows for the six month period ended December 31, 2014 and for the period from July 12, 2013 to December 31, 2013 (Successor Company) and eleven days ended July 11, 2013 (Predecessor Company). This report should be read in conjunction with the Company’s Annual Report on Form 10-K, which does contain the complete information and disclosure for the year ended June 30, 2014. Results of operations for interim periods are not necessarily indicative of the results of operations for a full year.

Consolidation, Policy [Policy Text Block]

Principles of Consolidation

The ownership of more than 50% of the voting stock of an entity creates a subsidiary. The financial statements of the parent and subsidiary are consolidated for reporting purposes.

The unaudited condensed consolidated financial statements include the accounts of all majority and wholly-owned (“Momspot”) subsidiaries and significant intercompany balances and transactions have been eliminated.

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses as well as the disclosure of contingent assets and liabilities. Management continually evaluates its estimates and judgments including those related to fair value of stock options granted and income taxes. Management bases its estimates and judgments on historical experience and other factors that are believed to be reasonable in the circumstances. Actual results may differ from those estimates. Macroeconomic conditions may directly, or indirectly through the Company’s business partners and vendors, impact the Company’s financial performance and available resources. Such conditions may, in turn, impact the aforementioned estimates and assumptions.

Compensation Related Costs, Policy [Policy Text Block]

Stock-Based Compensation

The Company records stock based compensation in accordance with ASC 718. In estimating the grant date fair value of stock option awards and performance based restricted stock, the Company uses the Black Scholes option pricing model and other binomial pricing models where appropriate. The key assumptions for these models to derive fair value include expected term, rate of risk free returns and volatility. Information about the Company’s specific award plans can be found in Note 5.

Earnings Per Share, Policy [Policy Text Block]

Earnings per Share

Basic earnings per share (“EPS”) is computed by dividing reported earnings by the weighted average number of shares of common stock outstanding for the period. Diluted EPS includes the effect, if any, of the potential issuance of additional shares of common stock as a result of the exercise or conversion of dilutive securities, using the treasury stock method.

Potential dilutive securities for the Company include outstanding convertible preferred shares and stock options.

Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at December 31, 2014 and December 31, 2013, because such securities are anti-dilutive, are as follows: 

	As of December 31
	2014		2013
Convertible preferred shares		4,600,000,000		4,600,000,000
Options to purchase common stock		275,000,000		-
Total		4,875,000,000		4,600,000,000

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

The Financial Accounting Standards Board (“FASB”) has issued Accounting Standards Update (“ASU”) No. 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s condensed consolidated financial position and results of operations.

In August 2014, the FASB issued ASU 2014-15 on “Presentation of Financial Statements Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. Currently, there is no guidance in U.S. GAAP about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern or to provide related footnote disclosures. The amendments in this ASU provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation every reporting period including interim periods, (3) provide principles for considering the mitigating effect of management’s plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). The amendments in this ASU are effective for public and nonpublic entities for annual periods ending after December 15, 2016. Early adoption is permitted. The Company has elected to early adopt the provisions of ASU 2014-15 in connection with the issuance of these unaudited condensed consolidated financial statements. Management’s evaluations regarding the events and conditions that raise substantial doubt regarding the Company’s ability to continue as a going concern have been disclosed in Note 2.

XML

FRESH START ACCOUNTING (Tables)

6 Months Ended

Dec. 31, 2014

Reorganizations [Abstract]

Schedule of Fresh-Start Adjustments [Table Text Block]

The Company also considered precedent transaction analysis but ultimately determined there was insufficient data for a meaningful analysis.

	July 12, 2013
	Predecessor		Reorganization
	Company		Adjustments			Successor Company
ASSETS
Current assets
Cash and cash equivalents	$	717	$	-		$	717
Prepaid expenses and other current assets		237					237
Total current assets		954		-			954
TOTAL ASSETS	$	954	$	-		$	954
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and accrued expenses	$	15,566	$	(15,395)	(2)	$	171
Note payable		2,614		(2,614)	(3)		-
Total current liabilities		18,180		(18,009)			171
TOTAL LIABILITIES		18,180		(18,009)			171
COMMITMENTS AND CONTINGENCIES		-		-			-
STOCKHOLDERS' EQUITY/ DEFICIENCY
Convertible preferred stock - par value $.000001, 5,000,000,000 shares authorized, 4,600,000,000 shares issued and outstanding at July 11, 2013; no shares authorized, issued or outstanding at June 30, 2013		-		5	(3)		5
Common stock - par value $.000001, 100,000,000,000 shares authorized, 400,000,000 shares issued and outstanding at July 11, 2013; par value $.01, 100,000,000 authorized and outstanding at June 30, 2013.		1,000		(1,000)	(1)		-
Additional paid-in capital		182,281		(182,281)	(4)		-
				778	(5)		778
Common stock, held in treasury, at cost, 0 and 681,509 shares at July 11, 2013 and June 30, 2013, respectively.		(4,981)		4,981	(4)		-
Accumulated income (deficit)		(195,526)		195,526	(1)		-
TOTAL SHAREHOLDERS EQUITY/ DEFICIENCY		(17,226)		18,009			783
TOTAL LIABILITIES AND SHAREHOLDERS EQUITY/ DEFICIENCY	$	954	$	-		$	954

1) To reduce the total par value of stock held by the pre-petition stockholders to $100, in accordance with the new post-bankruptcy capital structure

2) To record conversion of pre-petition Accounts Payable to 300,000,000, $0.000001 par value common shares, in accordance with the new post-bankruptcy capital structure

3) To record conversion of note payable to 4,600,000,000, $0.000001 par value shares of convertible preferred stock, in accordance with the new post-bankruptcy petition capital structure

4) To eliminate Treasury Stock. APIC and Accumulated Deficit as of July 11, 2013

5) Elimination of Predecessor Company accumulated deficit July 1, 2013 to July 11, 2013

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	6 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	4,875,000,000	4,600,000,000
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	275,000,000	0
Convertible preferred shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	4,600,000,000	4,600,000,000

XML

NOTES PAYABLE DUE TO STOCKHOLDERS (Details Textual) (USD $) In Thousands, unless otherwise specified	6 Months Ended		1 Months Ended	0 Months Ended	3 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 18, 2014	Aug. 15, 2014	Dec. 31, 2014	Jun. 30, 2014
Debt Instrument [Line Items]
Interest Payable, Current	$ 10				$ 10	$ 3
Proceeds from Notes Payable	240	0
Interest Expense, Debt	7	0
Secured Promissory Notes [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate During Period	5.00%
Debt Instrument, Maturity Date	Jul. 31, 2015
Interest Payable, Current	10				10
Debt Instrument, Issuance Date	Aug. 15, 2014
Proceeds from Notes Payable			150	90
Debt Instrument, Interest Rate, Increase (Decrease)	12.00%
Interest Expense, Debt	6				4
Secured Promissory Notes [Member] | Principal Stockholders One [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount			75	45
Secured Promissory Notes [Member] | Principal Stockholders Two [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount			$ 75	$ 45

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended		0 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Jul. 11, 2013
Cash flows from operating activities
Net (loss) income attributable to Atrinsic	$ (245)	$ (613)
Adjustments to reconcile net loss to net cash used in operating activities:
Net loss attributable to non-controlling interest in subsidiary	(13)	(24)
Non-cash reorganization items	0	0
Accrued interest on notes payable	7	0
Changes in operating assets and liabilities of business, net of acquisitions:
Prepaid expenses	34	52
Accounts payable, excluding reorganization items	26	(2)
Net cash used in operating activities	(191)	(587)
Cash flows from investing activities
Purchase of property and equipment	0	(1)
Net cash (used in) provided by investing activities	0	(1)
Cash flows from financing activities
Proceeds from issuance of notes payable due to stockholders	240	0
Net cash provided by financing activities	240	0
Net increase (decrease) in cash	49	(588)
Cash at beginning of period	101	717
Cash at end of period	150	129
Predecessor [Member]
Cash flows from operating activities
Net (loss) income attributable to Atrinsic			778
Adjustments to reconcile net loss to net cash used in operating activities:
Net loss attributable to non-controlling interest in subsidiary			0
Non-cash reorganization items			(778)
Accrued interest on notes payable			0
Changes in operating assets and liabilities of business, net of acquisitions:
Prepaid expenses			0
Accounts payable, excluding reorganization items			0
Net cash used in operating activities			0
Cash flows from investing activities
Purchase of property and equipment			0
Net cash (used in) provided by investing activities			0
Cash flows from financing activities
Proceeds from issuance of notes payable due to stockholders			0
Net cash provided by financing activities			0
Net increase (decrease) in cash			0
Cash at beginning of period			717
Cash at end of period			$ 717

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STOCKHOLDERS' EQUITY

6 Months Ended

Dec. 31, 2014

Equity [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

NOTE 5 - STOCKHOLDERS’ EQUITY

Stock Options

On February 11, 2014, the Company issued options with a term of five (5) years and an exercise price of $0.002 to the individuals below for the number of shares of common stock:

The Company granted to Sebastian Giordano, for services as Chief Restructuring Officer and Acting Chief Executive Officer, an option to purchase 125,000,000 shares of the Company’s Common Stock.

The Company granted to each of Edward Gildea and Jonathan Schechter, for services as directors of the Company, an option to purchase 50,000,000 shares of the Company’s Common Stock.

On February 28, 2014, the Company granted to Edward Gildea, for services to be rendered as Acting Chief Executive Officer, an option to purchase 50,000,000 shares of the Company’s Common Stock with a term of five (5) years and an exercise price of $0.002.

All of the shares covered by these options immediately vested on the grant date.

The grant date fair value of stock options granted was approximately $275. The fair value of the Company’s common stock was based upon the publicly quoted price on the date of grant. The expected term for stock options granted with service conditions represents the average period the stock options are expected to remain outstanding and is based on the expected term calculated using the approach prescribed by the Securities and Exchange Commission's Staff Accounting Bulletin No. 110 for “plain vanilla” options. The Company obtained the risk free interest rate from publicly available data published by the Federal Reserve. The volatility rate was computed based on a comparison of average volatility rates of similar companies. The fair value of the options was determined using the Black-Scholes model with the following assumptions: risk free interest rate - 0.69% to 0.71%, volatility - 84.40%, expected term - 2.5 years, expected dividends- N/A.

As of December 31, 2014, the weighted average exercise price of all stock options outstanding was $0.002, the remaining contractual life was 4.1 years and there was no intrinsic value.

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BUSINESS COMBINATIONS (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets	$ 0
Momspot LLC [Member]
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets	$ 0	[1]

[1] Fair value, which was not material, was based upon the fair value of the cash consideration paid by the Company for the acquisition of Momspot ($0 consideration received) and a discounted cash flow analysis, including the calculation of the present value of the terminal value of cash flows, and supporting analysis that included a comparison of selected financial data of the Company with similar data of other publicly held companies comparable to ours in terms of end markets, operational characteristics, growth prospects and geographical footprint.

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LIQUIDITY AND GOING CONCERN (Details Textual) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Jun. 30, 2014	Jul. 11, 2013
Cash and Cash Equivalents, at Carrying Value	$ 150	$ 129	$ 101	$ 717
Working Capital Deficit	329
Net Cash Provided by (Used in) Operating Activities, Continuing Operations	(191)	(587)
Total shareholders' deficit	$ (328)		$ (70)