Selling Stockholder
|
Number of
Shares
Beneficially
Owned
Before the Offering
|
Number of
Shares Being
Offered
|
Number of
Shares
Beneficially
Owned
After the Offering
(1)
|
Percent of
Shares
Beneficially
Owned
After the Offering
(1)
|
||||
Barry
Honig (2)
|
1,223,845
(3)
|
1,100,000
|
123,845
|
*
|
||||
BMB
Holdings, LLLP (4)
|
1,008,000
|
1,008,000
|
0
|
0%
|
||||
Michael
and Betsy Brauser TBE
|
100,000
|
100,000
|
0
|
0%
|
||||
Michael
Brauser
|
286,500(5)
|
242,750
|
43,750
|
*
|
||||
Betsy
G. Brauser Retained Annuity Trust (6)
|
475,000
|
250,000
|
225,000
|
*
|
||||
Michael
Mathews (7)
|
1,399,583
(8)
|
260,000
|
1,139,583
|
4.6%
|
||||
GRQ
Consultants, Inc. 401K (9)
|
143,028
|
100,000
|
43,028
|
*
|
||||
Total
|
3,060,750
|
(1)
|
Assumes
that all shares offered here are
sold.
|
(2)
|
Barry
Honig is Co-Chairman of our board of
directors.
|
(3)
|
Number
of shares beneficially owned includes 37,500 shares issuable upon exercise
of options held by Mr. Honig that are exercisable within 60 days of the
date of this prospectus.
|
(4)
|
Michael
Brauser, our Co-Chairman, is the Manager of BMB Holdings, LLC, which is
the General Partner of BMB Holdings,
LLLP.
|
(5)
|
Number
of shares beneficially owned includes 37,500 shares issuable upon exercise
of options held by Mr. Brauser that are exercisable within 60 days of the
date of this prospectus.
|
(6)
|
Betsy
Brauser, wife of our Co-Chairman Michael Brauser, is the trustee and
beneficiary of the Betsy G. Brauser Retained Annuity
Trust.
|
(7)
|
Michael
Mathews is our Chief Executive Officer and a
director.
|
(8)
|
Number
of shares beneficially owned includes 939,583 shares issuable upon
exercise of options held by Mr. Mathews that are exercisable within 60
days of the date of this
prospectus.
|
(9)
|
Barry
Honig is the trustee of GRQ Consultants, Inc.
401K.
|
Common
Stock Offered by the Selling Stockholders
|
|
3,060,750
shares
|
|
Common
Stock Outstanding Prior to this Offering
|
|
23,798,585
shares (1)
|
|
Common
Stock Outstanding After this Offering
|
|
23,798,585
shares (1)
|
|
Use
of Proceeds
|
|
The
selling stockholders will receive all of the proceeds from the sale of the
shares of common stock. We will not receive any of these
proceeds.
|
|
Risk
Factors
|
|
See
“Risk Factors” beginning on page 4 for a discussion of factors that you
should consider before investing in our common stock.
|
|
NASDAQ
Capital Market Symbol
|
|
“ICLK”
|
(1)
|
Based
upon the number of shares outstanding as of June 30,
2010. Unless we specifically state otherwise, the share
information in this prospectus: (i) excludes 5,395,459
shares of common stock reserved for issuance upon exercise of stock
options granted under our equity incentive plans; and (ii) excludes
1,033,059 shares of common stock reserved for issuance upon exercise of
outstanding warrants.
|