Elys BMG (ELYS) 10-Q 20 Nov 23 2023 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2023	Nov. 09, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-39170
Entity Registrant Name	ELYS GAME TECHNOLOGY, CORP.
Entity Central Index Key	0001080319
Entity Tax Identification Number	33-0823179
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	130 Adelaide Street, West
Entity Address, Address Line Two	Suite 701
Entity Address, Address Line Three	Toronto
Entity Address, City or Town	Ontario
Entity Address, Country	CA
Entity Address, Postal Zip Code	M5H 2K4
City Area Code	561
Local Phone Number	838-3325
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		37,444,381

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current Assets
Cash and cash equivalents	$ 2,551,000	$ 3,400,166
Accounts receivable	735,725	731,962
Gaming accounts receivable	1,841,921	1,431,497
Prepaid expenses	2,637,882	900,205
Related party receivable	22,511	22,511
Other current assets	379,781	338,871
Total Current Assets	8,168,820	6,825,212
Non - Current Assets
Restricted cash		364,701
Property and equipment	975,211	610,852
Right of use assets	1,471,190	1,498,703
Intangible assets	10,069,843	10,375,524
Goodwill	1,662,016	1,662,278
Marketable securities		19,999
Total Non - Current Assets	14,178,260	14,532,057
Total Assets	22,347,080	21,357,269
Current Liabilities
Accounts payable and accrued liabilities	8,917,952	6,790,523
Gaming accounts payable	3,492,128	2,213,532
Taxes payable	61,187	179,720
Related party payable	46,916	422,129
Promissory notes payable - related parties	411,939	752,000
Operating lease liability	381,439	369,043
Financial lease liability	1,895	6,831
Bank loan payable - current portion	2,987	3,151
Total Current Liabilities	13,316,443	10,736,929
Non-Current Liabilities
Deferred tax liability	1,391,102	1,696,638
Operating lease liability	1,059,970	1,157,979
Financial lease liability	1,244	2,288
Bank loan payable	152,643	148,169
Convertible notes payable, net of discount of  $169,003	209,347
Convertible notes payable – related parties, net of discount of  $2,039,673	2,936,049
Other long-term liabilities	577,725	464,851
Total Non – Current Liabilities	6,328,080	3,469,925
Total Liabilities	19,644,523	14,206,854
Stockholders' Equity
Common stock, $0.0001 par value, 80,000,000 shares authorized; 35,794,381 and 30,360,810 shares issued and outstanding as of September 30, 2023 and December 31, 2022	3,579	3,036
Additional paid-in capital	78,952,510	74,249,244
Accumulated other comprehensive loss	(609,554)	(600,619)
Accumulated deficit	(75,643,978)	(66,501,246)
Total Stockholders' Equity	2,702,557	7,150,415
Total Liabilities and Stockholders’ Equity	$ 22,347,080	$ 21,357,269

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Debt Conversion [Line Items]
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	80,000,000	80,000,000
Common Stock, Shares, Issued	35,794,381	30,360,810
Common Stock, Shares, Outstanding	35,794,381	30,360,810
Convertible Note Member
Debt Conversion [Line Items]
Convertible Note - discount	$ 169,003
Convertible Note Related Party Member
Debt Conversion [Line Items]
Convertible Note - discount	$ 2,039,673

Consolidated Statements of Oper

Consolidated Statements of Operations and Comprehensive Loss - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Revenue	$ 8,464,591	$ 9,591,294	$ 32,233,378	$ 32,175,015
Costs and Expenses
Selling expenses	6,724,275	6,874,581	26,158,349	24,029,532
General and administrative expenses	4,318,720	5,385,407	13,498,145	14,273,817
Depreciation and amortization	354,334	423,361	1,043,432	1,315,593
Restructuring and severance expenses				1,205,689
Total Costs and Expenses	11,397,329	12,683,349	40,699,926	40,824,631
Loss from Operations	(2,932,738)	(3,092,055)	(8,466,548)	(8,649,616)
Other (Expenses) Income
Interest expense, net of interest income	(162,474)	(9,104)	(273,701)	(22,641)
Amortization of debt discount	(142,381)		(215,651)
Other income	9,994	21,931	13,521	90,783
Changes in fair value of contingent purchase consideration		(482,059)		(1,397,833)
Other expense		(45,528)	(7,017)	(56,539)
Gain (loss) on marketable securities		(49,250)	(19,999)	43,250
Total Other (Expenses) Income	(294,861)	(564,010)	(502,847)	(1,342,980)
Loss Before Income Taxes	(3,227,599)	(3,656,065)	(8,969,395)	(9,992,596)
Income tax provision	4,240	(167,574)	67,199	(200,518)
Net Loss from continuing operations	(3,223,359)	(3,823,639)	(8,902,196)	(10,193,114)
Discontinued operations
Operating loss	(34,690)		(198,335)
Loss on recission	(42,201)		(42,201)
Net loss from discontinued operations	(76,891)		(240,536)
Net loss	(3,300,250)	(3,823,639)	(9,142,732)	(10,193,114)
Other Comprehensive (Loss) Income
Foreign currency translation adjustment	(102,111)	(367,765)	(8,935)	(877,996)
Comprehensive Loss	$ (3,402,361)	$ (4,191,404)	$ (9,151,667)	$ (11,071,110)
Loss per common share – basic and diluted Continuing operations	$ (0.10)	$ (0.14)	$ (0.27)	$ (0.41)
Loss per common share – basic and diluted Discontinued operations	$ 0	$ 0	$ 0	$ 0
Weighted average number of common shares outstanding – basic and diluted	31,886,832	26,942,389	32,758,530	24,871,319

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders Equity - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2021	$ 2,336	$ 66,233,292	$ (251,083)	$ (48,243,028)	$ 17,741,517
Shares, Issued at Dec. 31, 2021	23,363,732
Proceeds from open market sales	$ 6	131,559			131,565
Proceeds from open market sales, shares	56,472
Brokers Fees on open market sales		(3,949)			(3,949)
Restricted stock awards	$ 16	424,984			425,000
Restricted stock compensation, shares	162,835
Stock based compensation expense		597,972			597,972
Foreign currency translation adjustment			(151,775)		(151,775)
Net loss				(2,554,216)	(2,554,216)
Ending balance, value at Mar. 31, 2022	$ 2,358	67,383,858	(402,858)	(50,797,244)	16,186,114
Shares, Issued at Mar. 31, 2022	23,583,039
Beginning balance, value at Dec. 31, 2021	$ 2,336	66,233,292	(251,083)	(48,243,028)	17,741,517
Shares, Issued at Dec. 31, 2021	23,363,732
Fair value of common stock issued for Acquisition of Engage IT Services, Srl
Proceeds from prefunded warrants					512,813
Fair value of options issued to settle liabilities
Ending balance, value at Sep. 30, 2022	$ 3,036	73,756,657	(1,129,079)	(58,436,142)	14,194,472
Shares, Issued at Sep. 30, 2022	30,360,810
Beginning balance, value at Mar. 31, 2022	$ 2,358	67,383,858	(402,858)	(50,797,244)	16,186,114
Shares, Issued at Mar. 31, 2022	23,583,039
Proceeds from open market sales	$ 11	255,477			255,488
Proceeds from open market sales, shares	111,544
Brokers Fees on open market sales		(7,663)			(7,663)
Fair value of restricted stock issued to settle liabilities	$ 263	2,486,925			2,487,188
Fair value of restricted stock issued to settle liabilities, shares	2,625,000
Proceeds from prefunded warrants		512,758			512,758
Brokers fees on private placement		245,950			245,950
Stock based compensation expense		1,296,118			1,296,118
Foreign currency translation adjustment			(358,456)		(358,456)
Net loss				(3,815,259)	(3,815,259)
Brokers fees on private placement		(245,950)			(245,950)
Ending balance, value at Jun. 30, 2022	$ 2,632	71,681,523	(761,314)	(54,612,503)	16,310,338
Shares, Issued at Jun. 30, 2022	26,319,583
Proceeds from warrants exercised	$ 54				54
Proceeds from warrant exercised, shares	541,227
Restricted stock awards	$ 350	1,587,250			1,587,600
Restricted stock compensation, shares	3,500,000
Stock based compensation expense		487,884			487,884
Foreign currency translation adjustment			(367,765)		(367,765)
Net loss				(3,823,639)	(3,823,639)
Ending balance, value at Sep. 30, 2022	$ 3,036	73,756,657	(1,129,079)	(58,436,142)	14,194,472
Shares, Issued at Sep. 30, 2022	30,360,810
Beginning balance, value at Dec. 31, 2022	$ 3,036	74,249,244	(600,619)	(66,501,246)	7,150,415
Shares, Issued at Dec. 31, 2022	30,360,810
Fair value of restricted stock issued to settle liabilities	$ 6	59,994			60,000
Fair value of restricted stock issued to settle liabilities, shares	67,416
Fair value of common stock issued for Acquisition of Engage IT Services, Srl	$ 302	1,735,313			1,735,615
Fair value of common stock issued for Acquisition of Engage IT, shares	3,018,461
Fair value of warrant issued with convertible debt		485,922			485,922
Restricted stock awards	$ 537	170,885			171,422
Restricted stock compensation, shares	5,366,155
Fair value of options issued to settle liabilities		125,000			125,000
Stock based compensation expense		545,198			545,198
Foreign currency translation adjustment			87,647		87,647
Net loss				(2,293,361)	(2,293,361)
Ending balance, value at Mar. 31, 2023	$ 3,881	77,371,556	(512,972)	(68,794,607)	8,067,858
Shares, Issued at Mar. 31, 2023	38,812,842
Beginning balance, value at Dec. 31, 2022	$ 3,036	74,249,244	(600,619)	(66,501,246)	7,150,415
Shares, Issued at Dec. 31, 2022	30,360,810
Fair value of common stock issued for Acquisition of Engage IT Services, Srl					1,735,615
Fair value of shares returned on rescission of acquisition					(1,938,456)
Proceeds from prefunded warrants
Fair value of options issued to settle liabilities					125,000
Ending balance, value at Sep. 30, 2023	$ 3,579	78,952,510	(609,554)	(75,643,978)	2,702,557
Shares, Issued at Sep. 30, 2023	35,794,381
Beginning balance, value at Mar. 31, 2023	$ 3,881	77,371,556	(512,972)	(68,794,607)	8,067,858
Shares, Issued at Mar. 31, 2023	38,812,842
Fair value of warrant issued with convertible debt		662,623			662,623
Restricted stock awards		257,133			257,133
Stock based compensation expense		540,432			540,432
Foreign currency translation adjustment			5,529		5,529
Net loss				(3,549,121)	(3,549,121)
Ending balance, value at Jun. 30, 2023	$ 3,881	78,831,744	(507,443)	(72,343,728)	5,984,454
Shares, Issued at Jun. 30, 2023	38,812,842
Fair value of shares returned on rescission of acquisition	$ (302)	(1,938,154)			(1,938,456)
Fair value of warrant issued with convertible debt		1,275,782			1,275,782
Restricted stock awards		257,133			257,133
Stock based compensation expense		526,005			526,005
Foreign currency translation adjustment			(102,111)		(102,111)
Net loss				(3,300,250)	(3,300,250)
Fair value of shares returned on rescission of acquisition, shares	(3,018,461)
Ending balance, value at Sep. 30, 2023	$ 3,579	$ 78,952,510	$ (609,554)	$ (75,643,978)	$ 2,702,557
Shares, Issued at Sep. 30, 2023	35,794,381

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Statement of Cash Flows [Abstract]
Net Loss	$ (9,142,732)	$ (10,193,114)
Net loss from discontinued operations	240,536
Net loss from continuing operations	(8,902,196)	(10,193,114)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	1,043,431	1,315,593
Gain on disposal of property and equipment	(5,136)
Amortization of debt discount	215,651
Restricted stock awards	685,688	2,012,600
Stock-based compensation expense	1,611,635	2,381,974
Non-cash interest	268,320	17,637
Loss on dissolution of subsidiary	325
Change in fair value of contingent purchase consideration		1,397,833
Unrealized loss (gain) on marketable securities	19,999	(43,250)
Movement in deferred taxation	(124,437)	(238,616)
Changes in Operating Assets and Liabilities, net of assets acquired and liabilities assumed
Prepaid expenses	(1,757,254)	(2,043,015)
Accounts payable and accrued liabilities	1,307,024	(1,013,194)
Accounts receivable	1,957	(282,002)
Gaming accounts receivable	(440,090)	981,478
Gaming accounts liabilities	1,339,804	693,455
Taxes payable	(122,333)	391,339
Due from related parties	31,279	(8,026)
Other current assets	(39,764)	(19,838)
Long term liability	122,022	76,916
Net Cash Used in Operating Activities – continuing operations	(4,744,075)	(4,572,230)
Net Cash Used in Operating Activities – discontinued operations	(76,697)
NET CASH USED IN OPERATING ACTIVITIES	(4,820,772)	(4,572,230)
Cash Flows from Investing Activities
Acquisition of property and equipment and intangible assets	(1,112,830)	(355,939)
Net Cash Used in Investing Activities – continuing operations	(1,112,830)	(355,939)
Net Cash Provided by Investing Activities – discontinued operations	76,459
NET CASH USED IN INVESTING ACTIVITIES	(1,036,371)	(355,939)
Cash Flows from Financing Activities
Proceeds from convertible notes	350,000
Proceeds from convertible notes, related parties	4,400,000
Proceeds from Subscriptions – Net of Fees		2,616,679
Proceeds from pre-funded warrants		512,813
Proceeds from related party promissory notes		665,000
Repayment of bank overdraft		(7,043)
Repayment of bank loan		(33,041)
Repayment of financial leases	(5,996)	(5,926)
NET CASH PROVIDED BY FINANCING ACTIVITIES	4,744,004	3,748,482
Effect of change in exchange rate	(100,728)	(1,504,030)
Net decrease in cash	(1,213,867)	(2,683,717)
Cash, cash equivalents and restricted cash – beginning of the period	3,764,867	7,706,357
CASH, CASH EQUIVALENTS AND RESTRICTED CASH – END OF THE PERIOD	2,551,000	5,022,640
Reconciliation of cash, cash equivalents and restricted cash within the Balance Sheets to the Statement of Cash Flows
Cash and cash equivalents	2,551,000	4,690,034
Restricted cash included in non-current assets		332,606
Supplemental disclosure of cash flow information
Interest	5,735	5,855
Income tax	199,745	84,988
Supplemental cash flow disclosure for non-cash activities
Fair value of common stock issued on acquisition of Engage IT Services Srl	1,735,615
Fair value of common stock returned on recission of acquisition of Engage IT Services Srl	(1,938,456)
Fair value of warrant issued with convertible debt	2,424,327
Fair value of restricted stock issued to settle liabilities	60,000
Fair value of options issued to settle liabilities	$ 125,000

1. Nature of Business

1. Nature of Business	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
1. Nature of Business	1. Nature of Business Established in the State of Delaware in 1998, Elys Game Technology, Corp (“Elys” or the “Company”), provides gaming services in the U.S. market via Elys Gameboard Technologies, LLC and Bookmakers Company US, LLC (“US Bookmaking”) in certain licensed states where the Company offers bookmaking and platform services to the Company’s customers. The Company’s intention is to focus its attention on expanding its operations in the U.S. market. In this regard, the Company operates in Washington D.C. through a Class B Managed Service Provider and Class B Operator license to operate a sportsbook within the Grand Central Restaurant and Sportsbook located in the Adams Morgan district and the Over Under Sportsbook Rooftop Lounge in Washington, D.C. In March 2022, the Company began providing platform and bookmaking services at Ocean Casino Resort in Atlantic City, New Jersey. Through its acquisition of US Bookmaking, the Company also provides sportsbook services to tribal casinos in New Mexico, North Dakota, Colorado and Michigan. The Company also provides business-to-consumer (“B2C”) gaming services in Italy through its subsidiary, Multigioco. Multigioco has both a land-based retail license and an online interactive gaming license regulated by the Agenzia delle Dogane e dei Monopoli (“ADM”). Through Multigioco the Company offers leisure betting products such as sports betting, and virtual sports betting products at physical locations as well as online through the Company’s website www.newgioco.it, through linked commercial webskins and on mobile devices. Management implemented a consolidation strategy in the Italian market by integrating all B2C operations into Multigioco which allowed the Austrian Bookmakers license, that was regulated by the Austrian Federal Finance Ministry (“BMF”), to terminate. Additionally, the Company provides business-to-business (“B2B”) gaming technology through its Odissea subsidiary which owns and operates a betting software designed with a unique “distributed model” architecture colloquially named Elys Game Board (the “Platform”). The Platform is a fully integrated “omni-channel” framework that combines centralized technology for updating, servicing and operations with multi-channel functionality to accept all forms of customer payment through the two distribution channels described above. The omni-channel software design is fully integrated with a built-in player gaming account management system, a built-in sports-book and a virtual sports platform through its Virtual Generation subsidiary. The Platform also provides seamless integration of application programming interface of third-party supplied products such as online casino, poker, lottery and horse racing and has the capability to incorporate e-sports and daily fantasy sports providers. Management is implementing a growth strategy to expand B2B gaming technology operations in the U.S. and is considering further expansion in Canada and Latin American countries in the near future. The entities included in these consolidated financial statements are as follows: Name Acquisition or Formation Date Domicile Functional Currency Elys Game Technology, Corp. (“Elys”) Parent Company USA U.S. dollar Multigioco Srl (“Multigioco”) August 15, 2014 Italy Euro Ulisse GmbH (“Ulisse”) July 1, 2016 Austria Euro Odissea Betriebsinformatik Beratung GmbH (“Odissea”) July 1, 2016 Austria Euro Virtual Generation Limited (“VG”) January 31, 2019 Malta Euro Newgioco Group Inc. (“NG Canada”) January 17, 2017 Canada Canadian dollar Newgioco Colombia SAS November 22, 2019 Colombia Colombian peso Elys Gameboard Technologies, LLC May 28, 2020 USA U.S. dollar Bookmakers Company US, LLC July 15, 2021 USA U.S. dollar Elys US Game Technologies and Services, LLC July 1, 2022 USA U.S. dollar Engage IT Services, Srl January 29, 2023 Italy Euro On January 12, 2023, Elys Technology Group Limited, a previously wholly owned subsidiary, was dissolved and its operations were assumed by Virtual Generation Limited. On July 17, 2023, the Company agreed to rescind its acquisition of Engage IT Services, Srl after reaching an agreement with the Sellers. The Company is negotiating the amount due to Engage which have been fully accrued by the Company. The Company operates two lines of business: (i) the operating of online betting as well as retail leisure betting at establishments situated throughout Italy and; (ii) licensing our certified betting Platform software and services to global leisure betting establishments and operators. The Company’s operations are carried out through the following four geographically organized groups: a) an operational group based in Europe that maintains administrative offices headquartered in Rome, Italy with satellite offices for operations administration in Naples and Teramo, Italy and San Gwann, Malta; b) an operational group based in the U.S. with offices in Las Vegas, Nevada; c) a technology group which is based in Innsbruck, Austria and manages software development, training, and administration; and d) a corporate group which is based in North America and maintains an executive suite in Las Vegas, Nevada and a space in Toronto, Ontario, Canada through which the Company carries-out corporate activities, handles day-to-day reporting and U.S. development planning, and through which various employees, independent contractors and vendors are engaged.

2. Accounting Policies and Esti

2. Accounting Policies and Estimates	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
2. Accounting Policies and Estimates	2. Accounting Policies and Estimates Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2023. The balance sheet at December 31, 2022 has been derived from the Company’s audited consolidated financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information, please refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, as filed with the U.S. Securities and Exchange Commission (“SEC”) on April 17, 2023. All amounts referred to in the Notes to the unaudited condensed consolidated financial statements are in United States Dollars ($) unless stated otherwise. The Company previously had a secondary listing on the NEO exchange in Canada, which was terminated on December 31, 2021. For the purposes of its previous listing in Canada, the Company is an “SEC Issuer” as defined under National Instrument 52-107 “Accounting Principles and Audit Standards” “Continuous Disclosure Obligations” Principles of consolidation The unaudited condensed consolidated financial statements include the financial statements of the Company and its subsidiaries, all of which are wholly owned. Foreign operations The Company translated the assets and liabilities of its foreign subsidiaries into U.S. dollars at the exchange rate in effect at quarter end and the results of operations and cash flows at the average rate throughout the quarter. The translation adjustments are recorded directly as a separate component of stockholders’ equity, while transaction gains (losses) are included in net income (loss). All revenues were generated in either Euros, Colombian Pesos or U.S. dollars during the periods presented. Gains and losses from foreign currency transactions are recognized in current operations. Business Combinations The Company allocates the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired users, acquired technology, and trade names from a market participant perspective, useful lives and discount rates. Management's estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods, using accounting principles generally accepted in the United States (“U.S. GAAP”) applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. Actual results could differ from those estimates. These estimates and assumptions include valuing equity securities issued in share-based payment arrangements, determining the fair value of assets acquired, allocation of purchase price, impairment of long-lived intangible assets and goodwill, the collectability of receivables, leasing arrangements, convertible debentures, contingent purchase consideration, contingencies and the value of deferred taxes and related valuation allowances. Certain estimates, including evaluating the collectability of receivables and advances, could be affected by external conditions, including those unique to the Company’s industry and general economic conditions. It is possible that these external factors could have an effect on the Company’s estimates that could cause actual results to differ from the Company’s estimates. The Company re-evaluates all of its accounting estimates at least quarterly based on these conditions and records adjustments when necessary. Loss Contingencies The Company may be subject to claims, suits, government investigations, and other proceedings involving competition and antitrust, intellectual property, privacy, indirect taxes, labor and employment, commercial disputes, content generated by our users, goods and services offered by advertisers or publishers using the Company’s website platforms, and other matters. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages. The Company records a liability when it believes that it is both probable that a loss has been incurred, and the amount can be reasonably estimated. If the Company determines that a loss is possible, and a range of the loss can be reasonably estimated, it discloses the range of the possible loss in the Notes to the Consolidated Financial Statements. The Company evaluates, on a regular basis, developments in its legal matters that could affect the amount of liability that has been previously accrued, and the matters and related ranges of possible losses disclosed and makes adjustments and changes to our disclosures as appropriate. Significant judgment is required to determine both the likelihood of there being and the estimated amount of a loss related to such matters. Until the final resolution of such matters, there may be exposure to loss in excess of the amount recorded, and such amounts could be material. Should any of the Company’s estimates and assumptions change or prove to have been incorrect, it could have a material impact on its business, consolidated financial position, results of operations, or cash flows. Fair Value Measurements ASC Topic 820, Fair Value Measurement and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This topic also establishes a fair value hierarchy which requires classification based on observable and unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. The carrying value of the Company's accounts receivables, gaming accounts receivable, accounts payable, gaming accounts payable and bank loans payable approximate fair value because of the short-term maturity of these financial instruments. Derivative Financial Instruments ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free-standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described. Cash and Cash Equivalents The Company primarily places cash balances in the U.S. with high-credit quality financial institutions located in the United States which are insured by the Federal Deposit Insurance Corporation up to a limit of $250,000 $100,000 100,000 To date, the Company has not been affected by the recent U.S. bank failures and we do not anticipate any adverse impact on the Company’s cash balances. Gaming Accounts Receivable Gaming accounts receivable represent gaming deposits made by customers to their online gaming accounts either directly by credit card, bank wire, e-wallet or other accepted method through one of our websites or indirectly by cash collected at the cashier of a betting shop but not yet credited to the Company’s bank accounts and subject to normal trade collection terms without discounts. The Company periodically evaluates the collectability of its gaming accounts receivable and considers the need to record or adjust an allowance for doubtful accounts based upon historical collection experience and specific customer information. Actual amounts could vary from the recorded estimates. The Company does not require collateral to support customer receivables. The Company recorded no bad debt expense for the three and nine months ended September 30, 2023. Gaming Accounts Payable Gaming accounts payable represent customer balances, including winnings and deposits, that are held as credits in online gaming accounts and have not as of yet been used or withdrawn by the customers. Customers can request payment of winnings from the Company at any time and the payment to customers can be made through bank wire, credit card, or cash disbursement from one of our locations. Online gaming account credit balances are non-interest bearing. Long Lived Assets The Company evaluates the carrying value of its long-lived assets for impairment by comparing the expected undiscounted future cash flows of the assets to the net book value of the assets when events or circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. If the expected undiscounted future cash flows are less than the net book value of the assets, the excess of the net book value over the estimated fair value will be charged to earnings. Fair value is based upon discounted cash flows of the assets at a rate deemed reasonable for the type of asset and prevailing market conditions, appraisals, and, if appropriate, current estimated net sales proceeds from pending offers. Property and Equipment Property and equipment is stated at acquisition cost less accumulated depreciation and adjustments for impairment losses. Expenditures are capitalized only when they increase the future economic benefits embodied in an item of property and equipment. All other expenditures are recognized as expenses in the statement of operations as incurred. Depreciation is charged on a straight-line basis over the estimated remaining useful lives of the individual assets. Amortization commences from the time an asset is put into operation. The range of the estimated useful lives is as follows: Property and Equipment Useful lives Description Useful Life (in years) Leasehold improvements Life of the underlying lease Computer and office equipment 3 to 5 years Furniture and fittings 7 to 10 years Computer Software 3 to 5 years Vehicles 4 to 5 years Intangible Assets Intangible assets are stated at acquisition cost less accumulated amortization, if applicable, less any adjustments for impairment losses. Amortization is charged on a straight-line basis over the estimated remaining useful lives of the individual intangibles. Where intangibles are deemed to be impaired the Company recognizes an impairment loss measured as the difference between the estimated fair value of the intangible and its book value. The range of the estimated useful lives is as follows: Intangible Useful lives Description Useful Life (in years) Betting Platform Software 15 Multigioco and Rifa ADM Licenses 1.5 to 7 Location contracts 5 to 7 Customer relationships 10 to 18 Trademarks/Tradenames 10 to 14 Websites 5 Non-compete agreements 4 Goodwill The Company allocates the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired users, acquired technology, and trade names from a market participant perspective, useful lives and discount rates. Management's estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. The Company annually assesses whether the carrying value of its reporting unit exceeds its fair value and, if necessary, records an impairment loss equal to any such excess. Each interim reporting period, the Company assesses whether events or circumstances have occurred which indicate that the carrying amount of the reporting unit exceeds its fair value. If the carrying amount of the reporting unit exceeds its fair value, an asset impairment charge will be recognized in an amount equal to that excess. Goodwill was recently assessed on December 31, 2022 and as of September 30, 2023 and there were no qualitative indications that impairment of intangible assets or goodwill may be appropriate. Leases The Company accounts for leases in terms of ASC 842. In terms of ASC 842, the Company assesses whether any asset based leases entered into for periods longer than twelve months meet the definition of financial leases or operating leases, by evaluating the terms of the lease, including the following: the duration of the lease; the implied interest rate in the lease; the cash flows of the lease; and whether the Company intends to retain ownership of the asset at the end of the lease term. Leases which imply that the Company will retain ownership at the end of the lease term are classified as financial leases, are included in property and equipment with a corresponding financial liability raised at the date of lease inception. Interest incurred on financial leases is expensed using the effective interest rate method. Leases which imply that the Company will not acquire the asset at the end of the lease term are classified as operating leases, the Company’s right to use the asset is reflected as a non-current right of use asset with a corresponding operating lease liability raised at the date of lease inception. The right of use asset and the operating lease liability are amortized over the right of use period using the effective interest rate implied in the operating lease agreement. Income Taxes The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized. ASC Topic 740-10-30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740-10-40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company has no material uncertain tax positions for any of the reporting periods presented. In Italy, tax years beginning 2017 forward, are open and subject to examination, while in Austria companies are open and subject to inspection for five years and ten years for inspection of serious infractions. In the United States and Canada, tax years beginning 2017 forward, are subject to examination. The Company is not currently under examination, and it has not been notified of a pending examination. Revenue Recognition The Company recognizes revenue when control of its products and services is transferred to its customers in an amount that reflects the consideration the Company expects to receive from its customers in exchange for those products and services. Revenues from sports-betting, casino, cash and skill games, slots, bingo and horse race wagers represent the gross pay-ins (also referred to as turnover) from customers less gaming taxes and payouts to customers. Revenues are recorded when the game is closed, which is representative of the point in time at which the Company has satisfied its performance obligation. In addition, the Company receives commissions from the sale of scratch tickets and other lottery games. Commissions are recorded when the ticket for scratch off tickets and lottery tickets are sold. Revenues from the Betting Platform include software licensing fees, training, installation, and product support services. The Company does not sell its proprietary software. Revenue is recognized when transfer of control to the customer has been made and the Company’s performance obligation has been fulfilled. • License fees are calculated as a percentage of each licensee’s level of activity and are contingent upon the licensee’s usage. The license fees are recognized on an accrual basis as earned. • Training fees, installation fees are recognized when each task has been completed. • Product support services are recognized based on the nature of the agreement with our customers, ad-hoc support service revenue will be recognized when the task is completed and revenue from product support service contracts will be recognized on a periodic basis where we charge a recurring fee to provide ongoing support services. Stock-Based Compensation The Company records its compensation expense associated with stock options and other forms of equity compensation based on their fair value at the date of grant using the Black-Scholes option pricing model. Stock-based compensation includes amortization related to stock option awards based on the estimated grant date fair value. Stock-based compensation expense related to stock options is recognized ratably over the vesting period of the option. In addition, the Company records expenses related to Restricted Stock Units (“RSU’s”) granted based on the fair value of those awards on the grant date. The fair value related to the RSUs is amortized to expense over the vesting term of those awards. Forfeitures of stock options and RSUs are recognized as they occur. Stock-based compensation expense for a stock-based award with a performance condition is recognized when the achievement of such performance condition is determined to be probable. If the outcome of such performance condition is not determined to be probable or is not met, no compensation expense is recognized and any previously recognized compensation expense is reversed. Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources, including foreign currency translation adjustments. Earnings Per Share Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 260, “Earnings Per Share” provides for calculation of “basic” and “diluted” earnings per share. Basic earnings per share include no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the dilutive impact on the number of shares outstanding should they be exercised. Securities that have the potential to dilute shareholder's interests include unexercised stock options and warrants as well as unconverted debentures. Related Parties Parties are considered to be related to the Company if the parties directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. The Company discloses all related party transactions. All transactions are recorded at fair value of the goods or services exchanged. Recent Accounting Pronouncements The Financial Accounting Standards Board (“FASB”) issued additional updates during the quarter ended September 30, 2023. None of these standards are either applicable to the Company or require adoption at a future date and none are expected to have a material impact on the Company’s condensed consolidated financial statements upon adoption. Reporting by segment The Company has two operating segments from which it derives revenue. These segments are: (i) the operating of online as well as retail leisure betting establishments situated throughout Italy, and (ii) licensing of certified betting Platform software and services to leisure betting establishments in the U.S. and 9 other countries.

3. Going Concern

3. Going Concern	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
3. Going Concern	3. Going Concern The Company’s financial statements are prepared using accounting principles generally accepted in the United States (“U.S. GAAP”) applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The accompanying financial statements for the period ended September 30, 2023 have been prepared assuming the Company will continue as a going concern, but the ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund ongoing development work of its gaming platforms and operations until we are able to generate revenue streams from our additional gaming platforms and become profitable. These factors, individually and collectively indicate that a material uncertainty exists that raises substantial doubt about the Company’s ability to continue as a going concern for one year from the date of issuance of these unaudited condensed consolidated financial statements. Management’s plans to continue as a going concern include raising additional capital through sales of equity securities and borrowing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. If the Company is not able to obtain the necessary additional financing on a timely basis, the Company will be required to delay, and reduce the scope of the Company’s development and operations. Continuing as a going concern is dependent upon its ability to successfully secure other sources of financing and attain profitable operations. The accompanying unaudited condensed consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

4. Acquisition and rescission o

4. Acquisition and rescission of subsidiaries	9 Months Ended
	Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract]
4. Acquisition and rescission of subsidiaries	4. Acquisition and rescission Acquisition agreement On January 29, 2023 (the “Closing Date”), the Company entered into a Share Purchase Agreement (the “Purchase Agreement”) to acquire 100% of Engage IT Services, Srl, a company organized under the laws of Italy (“Engage IT”), from its founding shareholders (the “Sellers”). The Purchase Agreement provided that, upon the terms and subject to the conditions set forth therein, the Company would acquire all of the shares of Engage IT and Engage IT became a wholly owned subsidiary of Elys. Founded in 2016 by the Company’s current Head of Global Technology, Luca Pasquini, along with Alessandro Alpi and Michael Denney, Engage IT employs 27 specialist technicians, developers and software engineers that specialize in the design, implementation and management of SQL databases, agile project management, and solutions based on the Microsoft cloud platform (Azure) and in the development of .NET applications. Since 2016, Engage has also provided contract services to the Company, playing a key role in the development of the Company’s Elys Gameboard sportsbook technology and Player Account Management Platform (PAM). Pursuant to the terms of the Purchase Agreement, on the Closing Date, the Company paid the “Dollar Equivalent” of €1,080,000 for all of the shares of Engage IT on a debt free basis, which amount may be increased or decreased based on the working capital surplus or deficit, and any indebtedness due to or from Engage IT by or from any one or more of the Sellers to be determined 10 days prior to June 30, 2023, the calculation of the working capital surplus or deficit was not performed prior to June 30, 2023 and will be performed at a later date, if applicable, based on ongoing discussions with the management of Engage IT. The Company satisfied the payment by the issuance 3,018,461 shares The Purchase Agreement contains customary representations, warranties and covenants of Elys and the Sellers. Subject to certain customary limitations, the Sellers have agreed to indemnify Elys and its officers and directors against certain losses related to, among other things, breaches of the Sellers’ representations and warranties, certain specified liabilities and the failure to perform covenants or obligations under the Purchase Agreement. The preliminary purchase price allocation was as follows: Amount Consideration 3,018,461 $ 1,735,615 Total purchase consideration $ 1,735,615 Recognized amounts of identifiable assets acquired and liabilities assumed Cash $ 94,450 Accounts receivable – Related party 555,634 Other Current assets 22,377 Property and equipment 36,135 Right-of-use assets 47,335 $ 755,931 Less: liabilities assumed Current liabilities assumed $ (425,882 ) Related party payables (130,278 ) Operating lease liabilities (47,335 ) Non-current liabilities assumed (171,051 ) $ (774,546 ) Net identifiable assets acquired and liabilities assumed (18,615 ) Goodwill 1,754,230 $ 1,735,615 Rescission agreement On July 15, 2023, the Company and the Sellers, after further due diligence into the operations of Engage, agreed to rescind the Acquisition agreement, as discussed above, with effect from July 17, 2023. In exchange for the return of the shares in Engage to the Sellers, the shares of common stock issued to the Sellers on January 29, 2023 were returned into the custody of the Company and will be cancelled in due course. With effect from July 17, 2023, the company no longer has control over the operations and has ceased all development and support work with Engage, other than projects that required minimal effort to complete. The 3,018,461 common shares returned to the Company had a fair market value of $0.6422 per share on July 17, 2023. As a result of the rescission the Company recorded the following loss from discontinued operations: Amount Assets and liabilities transferred Cash $ 15,667 Accounts receivable 1,166,990 Prepaid expenses 2,995 Other Current assets 18,024 Property and equipment 36,220 Right-of-use assets 35,094 Goodwill 1,754,230 3,029,220 Less: liabilities assumed Current liabilities assumed (570,691 ) Related party payables (173,652 ) Operating lease liabilities (35,094 ) Income tax payable (75,941 ) Non-current liabilities assumed (193,185 ) (1,048,563 ) Net assets transferred $ 1,980,657 Fair value of 3,018,461 common shares returned to the custody of the Company 1,938,456 Loss on rescission $ 42,201 The loss from discontinued operations is as follows: Three months ended September 30, 2023 Nine months ended September 30, 2023 Revenue $ 41,248 $ 622,704 Costs and Expenses General and administrative expenses 86,030 904,152 Depreciation and amortization 2 2,228 Total Costs and Expenses 86,032 906,380 Loss from Operations (44,784 ) (283,676 ) Other (Expenses) Income Other income 23 443 Other expense (21 ) (188 ) Total Other (Expenses) Income 2 255 Loss Before Income Taxes (44,782 ) (283,421 ) Income tax provision 10,093 85,086 Net Loss from discontinued operations (34,689 ) (198,335 ) Loss on recission (42,201 ) (42,201 ) Loss from discontinued operations $ (76,891 ) $ (240,536 ) The amount of revenue and earnings included in the Company’s consolidated statement of operations and comprehensive income (loss) for the period ended July 17, 2023, the effective date of the rescission, and the revenue and earnings of the combined entity had the acquisition date been January 1, 2022, is presented as follows: Revenue Earnings Actual for the period from acquisition to July 15, 2023 $ — $ (198,335 ) 2023 supplemental pro forma from January 1, 2023 to July 15, 2023 $ 32,233,378 $ (9,023,632 ) 2022 supplemental pro forma from January 1, 2022 to September 30, 2022 $ 32,181,552 $ (10,452,167 ) The 2023 supplemental pro forma information was adjusted to exclude $73,811 $109,132 $19,671 $454,950 $15,000 associated

5. Property and equipment

5. Property and equipment	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
5. Property and equipment	5. Property and equipment September 30, 2023 December 31, 2022 Cost Accumulated depreciation Net book value Net book value Leasehold improvements $ 136,144 $ (54,979 ) $ 81,165 $ 17,876 Computer and office equipment 1,235,467 (934,611 ) 300,856 307,602 Fixtures and fittings 454,410 (293,369 ) 161,041 160,122 Vehicles 14,416 (14,416 ) — — Computer software 715,266 (283,117 ) 432,149 125,252 $ 2,555,703 $ (1,580,492 ) $ 975,211 $ 610,852 The aggregate depreciation charge to operations was $206,338 $152,955

6. Leases

6. Leases	9 Months Ended
	Sep. 30, 2023
Leases [Abstract]
6. Leases	6. Leases The Company’s portfolio of leases contains both finance and operating leases that relate to real estate agreements, vehicles and office equipment agreements. Operating leases Real estate agreements The Company has several property lease agreements in Italy and Austria and one lease agreement in the U.S. which have terms in excess of a twelve-month period, these property leases are for our administrative operations in these countries. The Company does not and does not intend to take ownership of the properties at the end of the lease term. Vehicle agreements The Company leases several vehicles for business use purposes, the terms of these leases range from twenty-four to forty-eight months. The Company does not and does not intend to take ownership of the vehicles at the end of the lease term. Finance Leases Office equipment agreements The Company has entered into several finance leases for office equipment, the term of these leases range from thirty-six to sixty months. The Company takes ownership of the office equipment at the end of the lease term. Right of use assets Right of use assets included in the condensed consolidated balance sheet are as follows: September 30, 2023 December 31, 2022 Non-current assets Right of use assets - operating leases, net of amortization $ 1,471,190 $ 1,498,703 Right of use assets - finance leases, net of depreciation – included in property and equipment $ 3,240 $ 8,884 Lease costs consists of the following: Nine Months Ended September 30, 2023 2022 Finance lease cost: Amortization of financial lease assets $ 5,654 $ 5,726 Interest expense on lease liabilities 263 348 Operating lease cost 378,996 257,582 Total lease cost $ 384,913 $ 263,656 Other lease information: Nine Months ended September 30, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from finance leases $ (263 ) $ (348 ) Operating cash flows from operating leases (378,996 ) (257,582 ) Financing cash flows from finance leases (5,996 ) (5,926 ) Weighted average remaining lease term – finance leases 2.23 1.24 Weighted average remaining lease term – operating leases 3.83 4.64 Weighted average discount rate – finance leases 6.72 % 3.73 % Weighted average discount rate – operating leases 3.15 % 2.83 % Maturity of Leases Finance lease liability The amounts of future minimum lease payments under finance leases are as follows: Finance Lease Liability Amount Remainder of 2023 $ 931 2024 1,243 2025 481 2026 481 2027 362 Total undiscounted minimum future lease payments 3,498 Imputed interest (359 ) Total finance lease liability $ 3,139 Disclosed as: Current portion $ 1,895 Non-Current portion 1,244 $ 3,139 Operating lease liability The amounts of future minimum lease payments under operating leases are as follows: Operating lease liability Amount Remainder of 2023 $ 111,786 2024 416,498 2025 380,444 2026 324,434 2027 and thereafter 263,367 Total undiscounted minimum future lease payments 1,496,529 Imputed interest (55,120 ) Total operating lease liability $ 1,441,409 Disclosed as: Current portion $ 381,439 Non-Current portion 1,059,970 $ 1,441,409

7. Intangible Assets

7. Intangible Assets	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
7. Intangible Assets	7. Intangible Assets Licenses obtained by the Company in the acquisitions of Multigioco include a Gioco a Distanza (“GAD”) online license as well as a Bersani and Monti land-based licenses issued by the Italian gaming regulator to Multigioco. Intangible assets consist of the following: September 30, 2023 December 31, 2022 Cost Accumulated amortization Net book value Net book value Betting platform software $ 9,144,884 $ (2,223,394 ) $ 6,921,490 $ 6,776,486 Licenses 971,614 (965,953 ) 5,661 11,864 Location contracts 1,000,000 (1,000,000 ) — — Customer relationships 3,395,927 (1,420,493 ) 1,975,434 2,323,905 Trademarks 1,537,205 (386,654 ) 1,150,551 1,263,269 Non-compete agreements 764,167 (764,167 ) — — Websites 56,707 (40,000 ) 16,707 — $ 16,870,504 $ (6,800,661 ) $ 10,069,843 $ 10,375,524 The Company recorded $839,060 $1,162,438 The estimated amortization expense over the next five-year period is as follows: Amortization Expense Amount Remainder of 2023 $ 318,569 2024 1,269,871 2025 1,266,223 2026 1,266,223 2027 1,266,223 Total estimated amortization expense $ 5,387,109 The Company evaluates intangible assets for impairment on an annual basis during the last month of each year and at an interim date if indications of impairment exist. Intangible asset impairment is determined by comparing the fair value of the asset to its carrying amount with an impairment being recognized only when the fair value is less than carrying value and the impairment is deemed to be permanent in nature.

8. Goodwill

8. Goodwill	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
8. Goodwill	8. Goodwill September 30, 2023 December 31, 2022 Cost Opening balance as of January 1, $ 28,686,661 $ 28,687,051 Acquisition of Engage IT Services, Srl 1,754,230 — Rescission of acquisition of Engage IT Services Srl (1,754,230 ) Foreign exchange movements (262 ) (390 ) Closing balance as of period end 28,686,399 28,686,661 Accumulated Impairment charge Opening balance as of January 1, (27,024,383 ) (12,522,714 ) Impairment charge — (14,501,669 ) Closing balance as of period end (27,024,383 ) (27,024,383 ) Goodwill, net of impairment charges $ 1,662,016 $ 1,662,278 Goodwill represents the excess purchase price paid over the fair value of assets acquired, including any other identifiable intangible assets. The Company evaluates goodwill for impairment on an annual basis during the last month of each year and at an interim date if indications of impairment exist. Goodwill impairment is determined by comparing the fair value of the reporting unit to its carrying amount with an impairment being recognized only when the fair value is less than carrying value and the impairment is deemed to be permanent in nature.

9. Marketable Securities

9. Marketable Securities	9 Months Ended
	Sep. 30, 2023
Investments, All Other Investments [Abstract]
9. Marketable Securities	9. Marketable Securities Investments in marketable securities consists of 2,500,000 There is no evidence of activity in Zoompass and although the shares are quoted on the Nasdaq OTC market, no financial results have been reported and trading volumes are minimal, therefore the investment in Zoompass has been written off.

10. Bank Loan Payable

10. Bank Loan Payable	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
10. Bank Loan Payable	10. Bank Loan Payable Included in bank loans is a Small Business Administration Disaster Relief loan (“SBA Loan”) assumed on the acquisition of US Bookmaking with a principal outstanding of $150,000 3.75% $731 $144,430 $9,750 Since the acquisition of US Bookmaking, the Company has repaid principal of $4,402 $11,200 The maturity of bank loans payable as of September 30, 2023 is as follows: Bank loans payable Amount Within 1 year $ 2,987 1 to 2 years 3,101 2 to 3 years 3,219 3 to 4 years 3,342 5 years and thereafter 142,981 Total $ 155,630 Disclosed as: Current portion $ 2,987 Non-Current portion 152,643 $ 155,630

11. Convertible notes payable

11. Convertible notes payable	9 Months Ended
	Sep. 30, 2023
Convertible Notes Payable
11. Convertible notes payable	11. Convertible notes payable On January 30, 2023 (the “Closing Date”), 2,000 (the “Investors”), (“Braydon Capital”) Each unit sold to Investors was sold at a per unit price of $1,000 and was comprised of (i) a 12% convertible debenture in the principal amount of $1,000 (the “Debentures”), and (ii) warrants to purchase shares of the Company’s common stock (the “Warrants”) The Investors purchased a total of 850 $85,000 (the “Principal Amount” 2,179,487 The Debentures mature three years from their date of issuance and bear interest at a rate of 12% In addition, the Company may accelerate this right of conversion on at least ten (10) business days prior written notice to the Holder if there is an effective Registration Statement registering, or a current prospectus available for, the resale of the common shares issuable on the conversion and (i) the closing price of the Company’s common shares exceeds two hundred (200%) percent of the Conversion Price for five (5) trading days in a thirty (30) day period or (ii) the Company wishes to redeem or pre-pay the Debentures prior to the Maturity Date. If at any time that the common shares issuable to the Investors on conversion of the Debenture in whole or in part would be free trading without resale restrictions or statutory hold periods, the Debenture is redeemable by the Company at any time or times prior to the Maturity Date on not less than ten (10) Business Days prior written notice from the Company to the Investor of the proposed date of Redemption (the “Redemption Date”), without bonus or penalty, provided, however, that prior to the Redemption Date, the Investor has the right to convert the whole or any part of the principal and accrued and unpaid interest of the Debenture into common shares of the Company. The warrants are exercisable at an exercise price equal to the volume weighted average price per share (calculated to the nearest one-hundredth of one cent) of the Company common stock on the Nasdaq stock market for the period of twenty consecutive trading days beginning on the twenty-third trading day immediately preceding the Closing Date and concluding at the close of trading on the third trading day immediately preceding the Closing Date, subject to adjustment as provided in the Warrant and expire three years after the issuance date. Each warrant is exercisable on a cashless basis in the event that there is not an effective registration statement registering the shares underlying the warrant at the time of exercise. The initial exercise price of the warrant is $0.39 per share, subject to a down-round adjustment to a floor exercise price of $0.35 per share. The Company may accelerate the right to exercise the Warrant on at least ten (10) business days prior written notice to the Holder if there is an effective Registration Statement registering, or a current prospectus available for, the resale of the common shares issuable on exercise of the Warrant and the closing price of the Company’s common shares exceeds two hundred (200%) percent of the Exercise Price for five (5) trading days in a thirty (30) day period. The Warrants and Debentures provide that if the Company issues or sells common stock of securities convertible or exercisable into common stock for a price lower than the exercise price or the conversion price, that the exercise price and conversion price will be reduced to such price, subject to a floor price of $0.35 and subject to certain exempt issuances set forth in the Debenture and Warrant. The number of shares of common stock that may be issued upon exercise of the Warrants and Debentures is subject to an Exchange Cap (as defined in the Debentures and Warrants) unless shareholder approval to exceed the Exchange Cap is approved. The parties agree to amend the Debentures and Warrants as necessary in order to comply with the requirements of the Nasdaq Capital Markets. On March 5, 2023, the Company obtained written consents from holders of shares of Common Stock representing approximately 54.1% of the total issued and outstanding shares of voting stock of the Company on March 1, 2023, the record date, approving for purposes of The Nasdaq Stock Market LLC Rules 5635 (b) and 5635(d), the issuance of all of the outstanding shares of the Company’s Common Stock to be issued upon (i) conversion of the Debentures and (ii) exercise of the common stock purchase warrants, dated January 30, 2023, issued to such investors by us pursuant to the Subscription Agreement. The convertible notes were evaluated in terms of ASC 470, Debt, and is carried at amortized cost. The warrants issued in conjunction with the convertible notes were evaluated in terms of ASC 480, Distinguishing Liabilities from Equity and in terms of ASC 815, Derivatives and Hedging, the Company determined that the warrants met the definition of equity in terms of ASC 480 and did not fall within the scope of ASC 815, therefore the value of the warrants, determined using a Black-Scholes valuation model (see Note 16 below), was recorded as a debt discount which is amortized using the effective interest method over the term of the convertible notes. On May 5, 2023 (the “Second Closing Date”), the Company closed a private placement offering of up to 1,500 Each unit sold to the Investor was sold at a per unit price of $1,000 and was comprised of (i) a 12% convertible debenture in the principal amount of $1,000 (the “Debentures”), and (ii) warrants to purchase shares of the Company’s common stock (the “Warrants”) The Investor purchased a total of 1,500 $1,500,000 3,138,075 The Debentures mature three years from their date of issuance and bear interest at a rate of 12% per annum compounded annually and payable on the maturity date. Each Debenture is convertible, at the option of the holder, at any time, into such number of shares of common stock of the Company equal to the principal amount of the Debenture plus all accrued and unpaid interest at a price equal to $0.48 per share or the Nasdaq consolidated closing bid price of the Company common stock on the Nasdaq stock market on the Closing Date, subject to adjustment as provided in the Debenture, at any time up to the Maturity Date. The Debentures are initially convertible into 3,138,075 shares of common stock, subject to anti-dilution adjustment as provided in the Debentures. The holder is guaranteed to receive a minimum of five months of interest in the event of an early repayment by the Company. In addition, the Company may accelerate this right of conversion on at least ten business days prior written notice to the Holder if there is an effective Registration Statement registering, or a current prospectus available for, the resale of the common shares issuable on the conversion and (i) the closing price of the Company’s common shares exceeds two hundred percent of the Conversion Price for five trading days in a thirty day period or (ii) the Company wishes to redeem or pre-pay the Debentures prior to the Maturity Date. If at any time that the common shares issuable to the Investor on conversion of the Debentures in whole or in part would be free trading without resale restrictions or statutory hold periods, the Debentures are redeemable by the Company at any time or times prior to the Maturity Date on not less than ten Business Days prior written notice from the Company to the Investor of the proposed date of Redemption (the “Redemption Date”), without bonus or penalty, provided, however, that prior to the Redemption Date, the Investor has the right to convert the whole or any part of the principal and accrued and unpaid interest of the Debentures into common shares of the Company. The Warrants are exercisable at an exercise price equal to $0.48 per share or the Nasdaq consolidated closing bid price of the Company common stock on the Nasdaq stock market on the Closing Date, subject to adjustment as provided in the Warrant and expire three years after the issuance date. Each Warrant is exercisable on a cashless basis in the event that there is not an effective registration statement registering the shares underlying the Warrant at the time of exercise. The Company may accelerate the right to exercise the Warrants on at least ten business days prior written notice to the Holder if there is an effective Registration Statement registering, or a current prospectus available for, the resale of the common shares issuable on exercise of the Warrants and the closing price of the Company’s common shares exceeds two hundred percent of the Exercise Price for five trading days in a thirty (30) day period. The Warrants and Debentures provide that if the Company issues or sells common stock of securities convertible or exercisable into common stock for a price lower than the exercise price or the conversion price, that the exercise price and conversion price will be reduced to such price, subject to a floor price of $0.35 and subject to certain exempt issuances set forth in the Debenture and Warrant. The number of shares of common stock that may be issued upon conversion of the Debentures and exercise of the Warrants is subject to an Exchange Cap (as defined in the Debenture and Warrant) unless shareholder approval to exceed the Exchange Cap is approved. The parties agree to amend the Debentures and Warrants as necessary in order to comply with the requirements of the Nasdaq Capital Markets. The Debentures are secured by a senior security interest in all of the assets of the Company pursuant to a Security Agreement. The Company’s primary assets consist of certain business operations and licenses in multiple jurisdictions, trademarks and other intellectual property, betting technology and products. Following an event of default under the Debenture, the Investor will have all available rights under the Security Agreement and applicable law to enforce their rights as a secured creditor, including to sell, assign, transfer, pledge, encumber or otherwise dispose of the secured assets, and to exercise any other available rights and remedies upon the occurrence of an event of default as described in the Debenture. On July 11, 2023 (the “Third Closing Date”), the Company closed a private placement offering of up to 3,000 $360,000 Each unit sold to the Investors were sold at a per unit price of $1,000 and were comprised of (i) a 12% convertible debenture in the principal amount of $1,000 (the “Debentures”), and (ii) warrants to purchase shares of the Company’s common stock (the “Warrants”). The Investors purchased a total of 2,400 2,400,000 386,000 386 The Debentures mature three years from their date of issuance and bear interest at a rate of 12% per annum compounded annually and payable on the maturity date. Each Debenture is convertible, at the option of the holder, at any time, into such number of shares of common stock of the Company equal to the principal amount of the Debentures plus all accrued and unpaid interest at a price equal to $0.40 per share by each of the Investors, except that Debentures issued to Gold Street Capital are exercisable at the Nasdaq consolidated closing bid price (calculated to the nearest one-hundredth of one cent) of the Company common stock on the Nasdaq stock market on the Closing Date, or $0.42 per share, subject to adjustment as provided in the Debenture, at any time up to the Maturity Date. The Debentures are initially convertible into 6,951,905 shares of common stock, subject to anti-dilution adjustment as provided in the Debentures. The holder is guaranteed to receive a minimum of five months of interest in the event of an early repayment (“Redemption”) by the Company. In addition, the Company may accelerate this right of conversion on at least ten (10) business days prior written notice to the Holder if there is an effective Registration Statement registering, or a current prospectus available for, the resale of the common shares issuable on the conversion and (i) the closing price of the Company’s common shares exceeds two hundred (200%) percent of the Conversion Price for five (5) trading days in a thirty (30) day period or (ii) the Company wishes to redeem or pre-pay the Debentures prior to the Maturity Date. If at any time that the common shares issuable to the Investors on conversion of the Debentures in whole or in part would be free trading without resale restrictions or statutory hold periods, the Debentures are redeemable by the Company at any time or times prior to the Maturity Date on not less than ten (10) Business Days prior written notice from the Company to the Investor of the proposed date of Redemption (the “Redemption Date”), without bonus or penalty, provided, however, that prior to the Redemption Date, the Investors have the right to convert the whole or any part of the principal and accrued and unpaid interest of the Debentures into common shares of the Company. The Warrants are exercisable at an exercise price equal to $0.40 per share by each of the Investors, except that Warrants issued to Gold Street Capital are exercisable at the Nasdaq consolidated closing bid price (calculated to the nearest one-hundredth of one cent) of the Company common stock on the Nasdaq stock market on the Closing Date, or $0.42 per share, subject to adjustment as provided in the Warrant and expire three years after the issuance date. Each Warrant is exercisable on a cashless basis in the event that there is not an effective registration statement registering the shares underlying the Warrant at the time of exercise. The Company may accelerate the right to exercise the Warrants on at least ten (10) business days prior written notice to the Holder if there is an effective Registration Statement registering, or a current prospectus available for, the resale of the common shares issuable on exercise of the Warrants and the closing price of the Company’s common shares exceeds two hundred (200%) percent of the Exercise Price for five (5) trading days in a thirty (30) day period. The Warrants and Debentures provide that if the Company issues or sells common stock of securities convertible or exercisable into common stock for a price lower than the exercise price or the conversion price, that the exercise price and conversion price will be reduced to such price, subject to a floor price of $0.35 and subject to certain exempt issuances set forth in the Debentures and Warrants. The number of shares of common stock that may be issued upon conversion of the Debentures and exercise of the Warrants is subject to an Exchange Cap (as defined in the Debenture and Warrant) unless shareholder approval to exceed the Exchange Cap is approved. The parties agree to amend the Debentures and Warrants as necessary in order to comply with the requirements of the Nasdaq Capital Markets. The Debentures are secured by a senior security interest in all of the assets of Elys Game Technology, Corp. pursuant to a Security Agreement. The Company’s primary assets consist of certain business operations and licenses in multiple jurisdictions, trademarks and other intellectual property, betting technology and products as further described in the Company’s annual report on Form 10-K filed with the SEC on April 17, 2023. Following an event of default under the Debentures, the Investors will have all available rights under the Security Agreement and applicable law to enforce their rights as secured creditors, including to sell, assign, transfer, pledge, encumber or otherwise dispose of the secured assets, and to exercise any other available rights and remedies upon the occurrence of an event of default as described in the Debentures. The Debentures can be declared due and payable upon an “Event of Default.” As more fully described in the Purchase Agreement, each of the following, among other things, constitutes an “Event of Default” under the Debentures: (a) default in the payment of any principal or interest on the Debentures as and when the same shall become due and payable, and continuance of such default for a period of five (5) Business Days after the date on which written notice of such failure, requiring the Company to remedy the same, shall have been given by the Holder; (b) the institution of bankruptcy or insolvency proceedings against the Company, or the institution of proceedings seeking reorganization or winding-up of the Company or any other bankruptcy, insolvency or analogous laws, or the issuing of sequestration or process of execution against the Company or any substantial part of its property, or the appointment of a receiver or manager of the Company or of any substantial part of its property, and, in each case, the continuance of any such proceedings unstayed, undischarged and in effect for a period of fifteen (15) days from the date thereof; (c) or the institution by the Company of proceedings to be adjudicated bankrupt or insolvent, or the consent by it to the institution of bankruptcy or insolvency proceedings against it, or the filing by it, or the passing of a resolution authorizing the filing by it, of a petition or answer or consent seeking reorganization or relief under bankruptcy laws or any other bankruptcy, insolvency or analogous laws, or the consent by it to the filing of any such petition or to the appointment of a receiver of the Company or of any substantial part of its property, or the making by it of a general assignment for the benefit of creditors, or the Company’s admitting in writing its inability to pay its debts generally as they become due or taking corporate action in furtherance of any of the aforesaid purposes. Convertible notes payable to related parties is disclosed under Note 13 below. Convertible notes payable to non-related parties consists of the following: Convertible notes payable September 30, 2023 Principal outstanding Opening balance as of January 1, 2023 $ — Advances to the Company 350,000 Closing balance as of September 30, 2023 350,000 Accrued Interest Opening balance as of January 1, 2023 — Accrued interest 28,350 Closing balance as of September 30, 2023 28,350 Debt Discount Opening balance as of January 1, 2023 — Debt discount on relative fair value of warrants (200,086 ) Amortization of debt discount 31,083 Closing balance as of September 30, 2023 (169,003 ) Total $ 209,347

12. Other Long-term Liabilities

12. Other Long-term Liabilities	9 Months Ended
	Sep. 30, 2023
Payables and Accruals [Abstract]
12. Other Long-term Liabilities	12. Other Long-term Liabilities Other long-term liabilities represent the Italian “Trattamento di Fine Rapporto” which is a severance amount set up by Italian companies to be paid to employees on termination or retirement. Balances of other long-term liabilities were as follows: September 30, 2023 December 31, 2022 Severance liability $ 577,725 $ 464,851

13. Related Parties

13. Related Parties	9 Months Ended
	Sep. 30, 2023
Related Party Transactions [Abstract]
13. Related Parties	13. Related Parties Promissory notes payable – Related Parties On July 11, 2023. Braydon Capital, a company owned by the brother of the Company’s Executive Chairman 360,000 $26,000 convertible promissory note, as disclosed under Note 11 above 1,965,000 $0.40 The movement on promissory notes payable – Related Parties, consists of the following: September 30, 2023 December 31, 2022 Principal outstanding Opening balance as of January 1, 2023 and 2022, respectively. $ 715,000 $ 50,000 Loans advanced – Braydon Capital Corp — 360,000 Loans advanced – Victor Salerno — 305,000 Loan converted to convertible note – Braydon Capital (360,000 ) Closing balance as of September 30 2023 and December 31, 2022, respectively. 355,000 715,000 Accrued Interest Opening balance as of January 1, 2023 and 2022, respectively. 37,000 1,878 Accrued interest 45,939 35,122 Interest converted to convertible note – Braydon Capital (26,000 ) — Closing balance as of September 30 2023 and December 31, 2022, respectively. 56,939 37,000 Total $ 411,939 $ 752,000 Convertible notes payable – Related parties On January 30, 2023, the Company issued convertible notes payable, as disclosed under Note 11 above. Forte Fixtures subscribed for $500,000 of the convertible notes. Forte Fixtures is owned by Claudio Ciavarella, the brother of the Company’s Executive Chairman, Michele Ciavarella. On May 4, 2023, the Company issued convertible notes payable as disclosed under Note 11 above. Gold Street Capital subscribed for the full $1,500,000 of the convertible notes, in addition, on July 11, 2023, the Company issued convertible notes payable, as disclosed under Note 11 above. Gold Street Capital subscribed for $2,000,000 of the convertible notes. Gold Street Capital is owned by Gilda Ciavarella, the spouse of the Company’s Executive Chairman, Michele Ciavarella. On July 11, 2023, the Company issued convertible notes payable, as disclosed under Note 11 above. Braydon Capital subscribed for $786,000 of the convertible note, $400,000 as a cash subscription and an additional $386,000 by converting a promissory note, as described under Promissory Notes payable – Related Parties, above. Braydon Capital is owned by Claudio Ciavarella, the brother of the Company’s Executive Chairman, Michele Ciavarella. Convertible notes payable – related party, consists of the following: September 30, 2023 Principal outstanding Opening balance as of January 1, 2023 $ — Advances to the Company 4,400,000 Conversion of promissory note into convertible note – Braydon Capital Corp 386,000 Closing balance as of September 30, 2023 4,786,000 Accrued Interest Opening balance as of January 1, 2023 — Accrued interest 189,722 Closing balance as of September 30, 2023 189,722 Debt Discount Opening balance as of January 1, 2023 — Debt discount on relative fair value of warrants (2,224,241 ) Amortization of debt discount 184,568 Closing balance as of September 30, 2023 (2,039,673 ) Total $ 2,936,049 Related Party (Payables) Receivables Related party payables and receivables represent non-interest-bearing (payables) receivables that are due on demand. The balances outstanding are as follows: Related Party Receivables September 30, 2023 December 31, 2022 Related Party payable Related Party payables Engage IT Services, Srl $ — $ (406,467 ) Related Party payables Luca Pasquini (1,240 ) (459 ) Related Party payables Michele Ciavarella (45,676 ) (15,203 ) Related Party payables $ (46,916 ) $ (422,129 ) Related Party Receivable Related Party receivables Victor Salerno $ 22,511 $ 22,511 Related Party Receivable $ 22,511 $ 22,511 Engage IT Services, Srl. The Company acquired Engage IT with effect from January 29, 2023. Engage IT performed software development work for the Company’s wholly owned subsidiary, Gameboard. As of December 31, 2022, Gameboard owed Engage IT $406,467 for development work performed. The Company rescinded the acquisition of Engage IT with effect from July 17, 2023, per an agreement reached with the Sellers, see note 4 above. Luca Pasquini On September 26, 2022, Mr. Pasquini was awarded 500,000 $226,800 On January 29, 2023, the Company acquired Engage IT, Mr. Pasquini owned 34% IT 1,026,277 5.7% Effective July 17, 2023, the Company agreed to rescind the acquisition of Engage IT which resulted in the return of the 1,026,277 shares issued to Luca Pasquini, to the Company’s control. See Note 4 above. Michele Ciavarella On September 26, 2022, Mr. Ciavarella was awarded 300,000 136,080 On February 14, 2023, Mr. Ciavarella, the Company’s Executive Chairman and interim CEO, voluntarily offered and agreed to reduce his annual base compensation to $372,000 Carlo Reali On January 5, 2022, the Company promoted Carlo Reali to the role of Interim Chief Financial Officer. On March 29, 2022, the Company issued Mr. Reali ten-year options exercisable for 100,000 $2.50 The Company does not have a formal employment with Mr. Reali and awarded him € 40,000 42,930 Officer role, Mr. Reali 76,632 82,244 On September 26, 2022, Mr. Reali was awarded 200,000 90,720 Victor Salerno Prior to the acquisition of US B , Victor Salerno had advanced US B $ 100,000 $50,000 50,000 8% Between February 23, 2022 and September 22, 2022, Mr. Salerno advanced US Bookmaking an additional $305,000 in terms of purported promissory notes, bearing interest at 10% per annum and repayable between June 30, 2022 and November 30, 2022. These purported promissory notes contain a default clause whereby any unpaid principal would attract an additional 25% penalty and additional interest of 5% per annum. These notes were advanced to US Bookmaking without the consent of the Company, which is required as per the terms of the Members Interest Purchase Agreement entered into on July 15, 2021. Therefore, the Company acknowledges the advance of funds to US Bookmaking by Mr. Salerno, however the terms of the advance and the default penalty have not been accepted and are subject to negotiation or dispute. As of September 30, 2023, these notes remain outstanding. Interest has been accrued on these notes, however we intend to dispute the validity of these notes and have accordingly not accrued penalty interest in terms of these notes. On January 23, 2023, Mr. Salerno voluntarily resigned as a member of the Board. Paul Sallwasser On February 14, 2023, the Company granted Mr. Sallwasser ten-year 154,132 $0.89 77,254 76,878 Steven Shallcross On February 14, 2023, the Company granted Mr. Shallcross ten-year 131,631 $0.89 54,753 76,878 On February 14, 2023, the Company issued Mr. Shallcross 22,472 $20,000 Andrea Mandel-Mantello On February 14, 2023, the Company granted Mr. Mandel-Mantello ten-year 131,631 0.89 54,753 76,878 On February 14, 2023, the Company issued Mr. Mandel-Mantello 44,944 $40,000 -Mantello Aiden Ciavarella The Company recently employed Aiden Ciavarella to train as part of our U.S. project and risk management team lead. Aiden earns an annual salary of $85,000

14. Stockholders_ Equity

14. Stockholders’ Equity	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
14. Stockholders’ Equity	14. Stockholders’ Equity Pursuant to the acquisition of Engage IT Srl, as disclosed in Note 4 above, on January 29, 2023, the Company issued 3,018,461 shares of common stock valued at $1,753,615, in settlement of the purchase price. Effective July 17, 2023, in terms of an agreement entered into with the Sellers of Engage IT, Srl, the 3,018,461 shares of common stock issued to the Sellers were returned to the Company’s control. These shares were valued at $1,938,456. On January 29, 2023, the Company issued 5,366,155 $3,085,339 IT subsidiaries. These shares will vest equally and are amortized on a monthly basis over a thirty-six month period to incentivize these employees who are essential to the Company’s development efforts. A summary of the vesting of restricted stock during the period January 1, 2023 to September 30, 2023 is as follows: Vesting of Restricted Stock Total Weighted Total Weighted Total vested Weighted Outstanding January 1, 2023 — $ — — $ — — $ — Granted and issued 5,366,155 0.575 5,366,155 0.575 — — Forfeited/Cancelled — — — — — — Vested — — (1,192,488 ) (0.575 ) 1,192,488 0.575 Outstanding September 30, 2023 5,366,155 $ 0.575 4,173,667 $ 0.575 1,192,488 $ 0.575 The restricted stock granted, issued and exercisable at September 30, 2023 is as follows: Restricted Stock Granted and Vested Grant date Price Number Granted Weighted Average Fair Value per Share $ 0.575 5,366,155 $ 0.575 In lieu of $60,000 67,416 The Company has recorded a restricted stock expense of $685,688

15. Warrants

15. Warrants	9 Months Ended
	Sep. 30, 2023
Warrants
15. Warrants	15. Warrants On January 30, 2023, May 5, 2023 and July 11, 2023, as disclosed in Note 11 above, the Company closed a private placement offering of 5,136 units and entered into Subscription Agreements with a group of accredited investors (the “Investors”), which Investors included Braydon Capital, a company owned by Claudio Ciavarella, a related party and brother of the Company’s Executive Chairman, Michele Ciavarella and Gold Street Capital, a company owned by Gilda Ciavarella, the spouse of the Company’s Executive Chairman, Michele Ciavarella. Each unit sold to Investors was sold at a per unit price of $1,000 and was comprised of (i) a 12% convertible debenture in the principal amount of $1,000 (the “Debentures”), and (ii) warrants to purchase shares of the Company’s common stock (the “Warrants”). The Investors purchased a total of 5,136 units and the Company issued Debentures for the total principal amount of $5,136,000 (the “Principal Amount”) to the Investors and warrants to purchase 12,044,467 shares of common stock of the Company. The warrants are exercisable at an exercise price equal to the volume weighted average price per share (calculated to the nearest one-hundredth of one cent) of the Company common stock on the Nasdaq stock market for the period of twenty consecutive trading days beginning on the twenty-third trading day immediately preceding the Closing Date and concluding at the close of trading on the third trading day immediately preceding the Closing Date, subject to adjustment as provided in the Warrant and expire three years after the issuance date. Each warrant is exercisable on a cashless basis in the event that there is not an effective registration statement registering the shares underlying the warrant at the time of exercise. The initial exercise price of the January 30, 2023 warrant is $0.39 per share, the May 5, 2023 warrant is $0.48 per share, and the July 11, 2023 warrant is between $0.40 and $0.42 per share, all subject to a down-round adjustment to a floor exercise price of $0.35 per share. The Company may accelerate the right to exercise the Warrants on at least ten (10) business days prior written notice to the Holder if there is an effective Registration Statement registering, or a current prospectus available for, the resale of the common shares issuable on exercise of the Warrants and the closing price of the Company’s common shares exceeds two hundred (200%) percent of the Exercise Price for five (5) trading days in a thirty (30) day period. The Warrants provide that if the Company issues or sells common stock of securities convertible or exercisable into common stock for a price lower than the exercise price or the conversion price, that the exercise price and conversion price will be reduced to such price, subject to a floor price of $0.35 and subject to certain exempt issuances set forth in the Debentures and Warrants. The number of shares of common stock that may be issued upon exercise of the Warrants and Debentures is subject to an Exchange Cap (as defined in the Debentures and Warrants) unless shareholder approval to exceed the Exchange Cap is approved. The parties agree to amend the Debentures and Warrants as necessary in order to comply with the requirements of the Nasdaq Capital Markets. On February 14, 2023, the Company engaged Shareholder Intelligence Services, LLC (“ShareIntel”) to utilize their patented, proprietary service offerings to obtain share trading analytic metrics designed to determine if the Company has been the target of improper and potentially illegal trading activities, including illegal naked short selling, in an effort to allow the Company to better monitor trading activity, including potential violations of SEC Regulation SHO, which governs stock and option share locate, close out and fail to deliver requirements. The Company issued a warrant to purchase up to 200,000 shares of Common Stock to ShareIntel, as consideration for services provided. The Consultant Warrant is exercisable at a price of $0.89 Imbalances (Shorts) and will expire three years from the date of issuance. The warrants granted during the nine months ended September 30, 2023 were valued using a Black-Scholes pricing model. The relative fair value of the warrants, exercisable for 12,044,467 Common Shares, issued to the convertible note holders for the nine months ended September 30, 2023 was $2,424,327, in addition, the warrants issued to ShareIntel were valued at $136,808. The following assumptions were used in the Black-Scholes model: Assumptions Nine months ended September 30, 2023 Exercise price $ 0.39 to 0.89 Risk free interest rate 3.58 to 4.52 % Expected life of options 3 Expected volatility of underlying stock 126.9 to 133.7 % Expected dividend rate 0 % A summary of all of the Company’s warrant activity during the period January 1, 2022 to September 30, 2023 is as follows: Warrants Number of shares Exercise price per share Weighted average exercise price Warrants: Number of Shares Warrants: Exercise price per share Warrants: Weighted average exercise price Outstanding January 1, 2022 546,336 $ 2.50 to 5.00 $ 2.66 Granted – pre-funded warrants 541,227 0.0001 0.0001 Granted 3,166,227 0.9475 0.9475 Forfeited/cancelled (48,395 ) 3.75 3.75 Exercised – pre-funded warrants (541,227 0.0001 0.0001 Outstanding December 31, 2022 3,664,168 $ 0.9475 to 5.00 $ 1.17 Granted 12,244,467 0.39 to 0.89 0.43 Forfeited/cancelled (11,768 ) 5.00 5.00 Exercised — — — Outstanding September 30, 2023 15,896,867 $ 0.39 to 2.50 $ 0.60 The following tables summarize information about warrants outstanding as of September 30, 2023: Warrants outstanding, Exercise Price Warrants outstanding Warrants exercisable Exercise price Number of shares Weighted average remaining years Weighted average exercise price Number of shares Weighted average exercise price $0.39 2,179,487 2.33 2,179,487 $0.40 1,965,000 2.78 1,965,000 $0.42 4,761,905 2.78 4,761,905 $0.48 3,138,075 2.59 3,138,075 $0.89 200,000 2.38 — $0.9475 3,166,227 4.21 3,166,227 $2.50 486,173 1.88 486,173 15,896,867 2.93 $ 0.60 15,696,867 $ 0.60 The outstanding warrants have an intrinsic value of $657,135

16. Stock Options

16. Stock Options	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
16. Stock Options	16. Stock Options On November 21, 2022, the Board approved an Amendment to the Plan (“Amendment No. 3”) to increase by 9,000,000 7,000,000 16,000,000 On December 30, 2022, the Company held its 2022 Annual Meeting of Stockholders. At the Annual Meeting, the Company’s stockholders approved amendment 3 to the Company’s 2018 Equity Incentive Plan to increase the number of shares of common stock that the Company will have authority to grant under the plan by an additional 9,000,000 shares of common stock. On February 14, 2023, the Compensation Committee of the Company’s Board granted the Company’s non-executive directors, under the Company’s Stock Incentive Plan; (i) an award of 131,631 stock options to each of Steven Shallcross and Andrea Mandell-Mantello, of which 54,753 vested immediately and the remaining 76,878 vest monthly over a ten-month period; ten-month period. The options awarded during the nine months ended September 30, 2023 were valued at $371,000 The following assumptions were used in the Black-Scholes model: Assumptions Nine months ended September 30, 2023 Exercise price $ 0.89 Risk free interest rate 3.77 % Expected life of options 10 Expected volatility of underlying stock 200.0 % Expected dividend rate 0 % A summary of all of the Company’s option activity during the period January 1, 2022 to September 30, 2023 is as follows: Stock Option Activity Number of shares Exercise price per share Weighted average exercise price Stock Option Activity Exercise price per share Weighted Average exercise price Outstanding January 1, 2022 2,766,438 $ 1.84 to 5.10 $ 2.92 Granted 270,000 0.454 to 2.50 1.67 Forfeited/cancelled (652,375 ) 1.84 to 2.80 1.85 Exercised — — — Outstanding December 31, 2022 2,384,063 $ 0.454 to 5.10 $ 3.07 Granted 417,394 0.89 0.89 Forfeited/cancelled (135,000 ) 0.45 to 4.07 2.03 Exercised — — — Outstanding September 30, 2023 2,666,457 $ 0.454 to 5.10 $ 2.78 The following tables summarize information about stock options outstanding as of September 30, 2023: Stock Options Outstanding Options outstanding Options exercisable Exercise price Number of shares Weighted average remaining years Weighted average exercise price Number of shares Weighted average exercise price $0.45 60,000 8.99 30,000 $0.89 417,394 9.38 348,204 $2.03 659,000 7.01 659,000 $2.50 100,000 8.50 25,000 $2.72 25,000 2.75 25,000 $2.80 216,250 5.98 213,490 $2.96 70,313 5.77 70,313 $3.43 25,000 8.22 9,000 $4.03 1,020,000 7.76 665,000 $4.20 25,000 7.59 17,000 $5.10 48,500 7.96 48,500 2,666,457 7.65 $ 2.78 2,110,507 $ 2.67 As of September 30, 2023, there were unvested options to purchase 555,950 $1,611,244 As of September 30, 2023, there was an aggregate of 2,666,457 9,588,872 3,744,671 The options outstanding at September 30, 2023 had an intrinsic value of $1,650

17. Revenues

17. Revenues	9 Months Ended
	Sep. 30, 2023
Revenue from Contract with Customer [Abstract]
17. Revenues	17. Revenues The following table represents disaggregated revenues from our gaming operations for the three and nine months ended September 30, 2023 and 2022 For the Three Months ended September 30, For the Nine Months ended September 30, 2023 2022 2023 2022 Handle (Turnover) Web-based $ 155,827,524 $ 163,563,603 $ 561,242,461 $ 565,785,709 Land-based 6,742,498 2,924,866 24,532,148 6,528,054 Total Handle (Turnover) 162,570,022 166,488,469 585,774,609 572,313,763 Winnings/Payouts Web-based 146,425,497 152,545,450 525,524,328 527,323,323 Land-based 5,556,267 2,208,100 19,985,902 5,166,387 Total Winnings/Payouts 151,981,764 154,753,550 545,510,230 532,489,710 Gross Gaming Revenues Web-based 9,402,027 11,018,153 35,718,133 38,462,386 Land-based 1,186,231 716,766 4,546,246 1,361,667 Total Gross Gaming Revenues 10,588,258 11,734,919 40,264,379 39,824,053 Less: ADM Gaming Taxes (2,567,470 ) (2,822,830 ) (9,688,820 ) (9,671,040 ) Net Gaming Revenues 8,020,788 8,912,089 30,575,559 30,153,013 Add: Service Revenues 443,803 679,202 1,657,820 2,022,002 Revenues $ 8,464,591 $ 9,591,294 $ 32,233,378 $ 32,175,015

18. Net Loss per Common Share

18. Net Loss per Common Share	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
18. Net Loss per Common Share	18. Net Loss per Common Share Basic loss per share is based on the weighted-average number of common shares outstanding during each period. Diluted loss per share is based on basic shares as determined above, plus the incremental shares that would be issued upon the assumed exercise of “in-the-money” warrants using the treasury stock method and the inclusion of all convertible securities, including convertible debentures, assuming these securities were converted at the beginning of the period or at the time of issuance, if later. The computation of diluted net loss per share does not assume the issuance of common shares that have an anti-dilutive effect on net loss per share. For the three and nine months ended September 30, 2023 and 2022, the following restricted shares, options, warrants and convertible debentures were excluded from the computation of diluted loss per share as the result of the computation was anti-dilutive: Net Loss per Common Share Description Three and nine months ended September 30, 2023 Three and nine months ended September 30, 2022 Restricted shares 4,263,666 — Convertible notes payable 13,012,176 — Options 2,666,457 2,384,063 Warrants 15,896,867 3,664,168 35,839,166 6,048,231

19. Segmental Reporting

19. Segmental Reporting	9 Months Ended
	Sep. 30, 2023
Segment Reporting [Abstract]
19. Segmental Reporting	19. Segmental Reporting The Company has two reportable operating segments. These segments are: (i) Betting establishments The operating of web-based as well as land-based leisure betting establishments situated throughout Italy. (ii) Betting platform software and services Provider of certified betting Platform software services to leisure betting establishments in the U.S. and 9 other countries. The operating assets and liabilities of the reportable segments are as follows: Segment Reporting September 30, 2023 Betting establishments Betting platform software and services All other Total Purchase of Non-Current assets $ 565,412 $ 530,771 $ 18,971 $ 1,115,154 Assets Current assets $ 4,603,773 $ 3,056,110 $ 508,937 $ 8,168,820 Non-Current assets 2,829,148 11,292,675 56,437 14,178,260 Liabilities Current liabilities (8,575,115 ) (3,591,448 ) (1,149,880 ) (13,316,443 ) Non-Current liabilities (1,565,673 ) (1,617,009 ) (3,145,398 ) (6,328,080 ) Intercompany balances 7,070,429 (7,481,138 ) 410,709 — Net asset position $ 4,362,562 $ 1,659,190 $ (3,319,195 ) $ 2,702,557 The operating assets and liabilities of the reportable segments are as follows: September 30, 2022 Betting establishments Betting platform software and services All other Total Purchase of non-current assets $ 214,805 $ 64,721 $ 76,413 $ 355,939 Assets Current assets $ 6,002,886 $ 3,540,566 $ 205,740 $ 9,749,192 Non-current assets 2,681,303 30,048,147 115,784 32,845,234 Liabilities Current liabilities (5,904,785 ) (2,070,572 ) (1,245,773 ) (9,221,130 ) Non-current liabilities (1,358,907 ) (17,819,917 ) — (19,178,824 ) Intercompany balances 5,006,155 (3,887,691 ) (1,118,464 ) — Net asset position $ 6,426,652 $ 9,810,533 $ (2,042,713 ) $ 14,194,472 The segment operating results of the reportable segments are disclosed as follows: Nine Months ended September 30, 2023 Betting establishments Betting platform software and services All other Adjustments Total Net Gaming Revenue $ 30,575,558 $ — $ — $ — $ 30,575,558 Betting platform and services revenue — 1,657,820 — — 1,657,820 Intercompany Service revenue 424,340 1,732,034 — (2,156,374 ) — 30,999,898 3,389,854 — (2,156,374 ) 32,233,378 Operating expenses Intercompany service expense 1,732,034 — 424,340 (2,156,374 ) — Selling expenses 25,963,591 194,758 — — 26,158,349 General and administrative expenses 4,835,954 4,507,051 4,155,140 — 13,498,145 Restructuring and Severance expenses Depreciation and amortization 194,093 830,209 19,130 — 1,043,432 Total operating expenses 32,725,672 5,532,018 4,598,610 (2,156,374 ) 40,699,926 Loss from operations (1,725,774 ) (2,142,164 ) (4,598,610 ) — (8,466,548 ) Other Income (expenses) Interest expense, net (4,784 ) (49,895 ) (219,022 ) — (273,701 ) Amortization of debt discount — — (215,651 ) — (215,651 ) Other income 12,227 1,294 — — 13,521 Other expense (2,398 ) (2,544 ) (2,075 ) — (7,017 ) Change in fair value of contingent purchase consideration — Loss on marketable securities — — (19,999 ) — (19,999 ) Total other income (expenses) 5,045 (51,145 ) (456,747 ) — (502,847 ) Loss before Income Taxes (1,720,729 ) (2,193,309 ) (5,055,357 ) — (8,969,395 ) Income tax provision — 67,199 — — 67,199 Net Loss from continuing operations $ (1,720,729 ) (2,126,110 ) (5,055,357 ) — (8,902,196 ) Discontinued operations Operating losses — (198,335 ) — — (198,335 ) Loss on rescission — (42,201 ) — — (42,201 ) — (240,536 ) — — (240,536 ) Net Loss $ (1,720,729 ) (2,366,646 ) (5,055,357 ) — (9,142,732 ) The segment operating results of the reportable segments are disclosed as follows: Nine months ended September 30, 2022 Betting establishments Betting platform software and services All other Adjustments Total Revenue $ 30,408,624 $ 1,766,391 $ — $ — $ 32,175,015 Intercompany Service revenue 74,584 1,517,807 — (1,592,391 ) — Total revenue 30,483,208 3,284,198 — (1,592,391 ) 32,175,015 Operating expenses Intercompany service expense 1,517,807 74,584 — (1,592,391 ) — Selling expenses 23,896,814 132,718 — — 24,029,532 General and administrative expenses 4,387,356 5,724,166 5,477,888 — 15,589,410 Restructuring and Severance expenses — — 1,205,689 — 1,205,689 Total operating expenses 29,801,977 5,931,468 6,683,577 (1,592,391 ) 40,824,631 Income (Loss) from operations 681,231 (2,647,270 ) (6,683,577 ) — (8,649,616 ) Other income (expense) Other income 90,781 2 — — 90,783 Other expense (47,959 ) (8,580 ) — — (56,539 ) Interest expense, net (1,069 ) (21,572 ) — — (22,641 ) Change in fair value of contingent purchase consideration — (1,397,833 ) — — (1,397,833 ) Gain on marketable securities — — 43,250 — 43,250 Total other income (expense) 41,753 (1,427,983 ) 43,250 — (1,342,980 ) Income (Loss) before Income Taxes 722,984 (4,075,253 ) (6,640,327 ) — (9,992,596 ) Income tax provision (437,042 ) 236,524 — — (200,518 ) Net Income (Loss) $ 285,942 $ (3,838,729 ) $ (6,640,327 ) $ — $ (10,193,114 )

20. Subsequent Events

20. Subsequent Events	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
20. Subsequent Events	20. Subsequent Events On October 7, the Company entered into a market access agreement with Caesars Entertainment that would give the Company immediate access to the Colorado sports betting market, subject to regulatory approval. This agreement is the Company’s first entry into the North American mobile sports betting market. The Company introduced the “5D by Elys” mobile app under its SportBet.com brand. On October 13, 2023, the Company received a letter from the Nasdaq Stock Market (“Nasdaq”) formally notifying the Company that the Nasdaq Hearings Panel has determined to delist the Company’s common stock from the Nasdaq Capital Market and would suspend trading of Company’s common stock on the Nasdaq Capital Market, effective at the open of business on October 17, 2023. The Panel made this determination due to the Company’s failure to achieve certain milestones under its plan of compliance, as presented to the Panel on August 1, 2023. The Company has initiated the process of transferring the quotation of its common stock to one of the over-the-counter markets operated by OTC Markets Group Inc. The shares of the Company’s common stock began trading on the OTC Pink market on October 17, 2023 under our original symbol “ELYS.” On November 1, 2023, the Company entered into a Securities Purchase Agreement with certain accredited investors, pursuant to which the Company received net proceeds of $271,000 after an original issue discount and fees of $62,000, in exchange for the issuance of a $333,000 convertible note, bearing interest at 12% per annum, maturing on August 1,2024. The note is convertible into shares of common stock at a conversion price of $0.12, upon an event of default as defined in the note. In addition, the Company issued a warrant exercisable for 500,000 shares of common stock at an exercise price of $0.30 per share and further issued 150,000 shares of common stock as commitment shares and a further 1,500,000 shares as returnable shares, to be returned when the note is repaid in full. The note amortizes in six equal monthly instalment of $62,100 commencing on February 29, 2024. The issuance of the warrant at an exercise price of $0.30 per share triggers the price protection adjustment in both the convertible notes and warrants previously issued to convertible note holders. The proceeds will be used for general working capital purposes. Other than the above, the Company has evaluated subsequent events through the date the financial statements were issued, and did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

2. Accounting Policies and Es_2

2. Accounting Policies and Estimates (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2023. The balance sheet at December 31, 2022 has been derived from the Company’s audited consolidated financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information, please refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, as filed with the U.S. Securities and Exchange Commission (“SEC”) on April 17, 2023. All amounts referred to in the Notes to the unaudited condensed consolidated financial statements are in United States Dollars ($) unless stated otherwise. The Company previously had a secondary listing on the NEO exchange in Canada, which was terminated on December 31, 2021. For the purposes of its previous listing in Canada, the Company is an “SEC Issuer” as defined under National Instrument 52-107 “Accounting Principles and Audit Standards” “Continuous Disclosure Obligations”
Principles of consolidation	Principles of consolidation The unaudited condensed consolidated financial statements include the financial statements of the Company and its subsidiaries, all of which are wholly owned.
Foreign operations	Foreign operations The Company translated the assets and liabilities of its foreign subsidiaries into U.S. dollars at the exchange rate in effect at quarter end and the results of operations and cash flows at the average rate throughout the quarter. The translation adjustments are recorded directly as a separate component of stockholders’ equity, while transaction gains (losses) are included in net income (loss). All revenues were generated in either Euros, Colombian Pesos or U.S. dollars during the periods presented. Gains and losses from foreign currency transactions are recognized in current operations.
Business Combinations	Business Combinations The Company allocates the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired users, acquired technology, and trade names from a market participant perspective, useful lives and discount rates. Management's estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates.
Use of Estimates	Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods, using accounting principles generally accepted in the United States (“U.S. GAAP”) applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. Actual results could differ from those estimates. These estimates and assumptions include valuing equity securities issued in share-based payment arrangements, determining the fair value of assets acquired, allocation of purchase price, impairment of long-lived intangible assets and goodwill, the collectability of receivables, leasing arrangements, convertible debentures, contingent purchase consideration, contingencies and the value of deferred taxes and related valuation allowances. Certain estimates, including evaluating the collectability of receivables and advances, could be affected by external conditions, including those unique to the Company’s industry and general economic conditions. It is possible that these external factors could have an effect on the Company’s estimates that could cause actual results to differ from the Company’s estimates. The Company re-evaluates all of its accounting estimates at least quarterly based on these conditions and records adjustments when necessary.
Loss Contingencies	Loss Contingencies The Company may be subject to claims, suits, government investigations, and other proceedings involving competition and antitrust, intellectual property, privacy, indirect taxes, labor and employment, commercial disputes, content generated by our users, goods and services offered by advertisers or publishers using the Company’s website platforms, and other matters. Certain of these matters include speculative claims for substantial or indeterminate amounts of damages. The Company records a liability when it believes that it is both probable that a loss has been incurred, and the amount can be reasonably estimated. If the Company determines that a loss is possible, and a range of the loss can be reasonably estimated, it discloses the range of the possible loss in the Notes to the Consolidated Financial Statements. The Company evaluates, on a regular basis, developments in its legal matters that could affect the amount of liability that has been previously accrued, and the matters and related ranges of possible losses disclosed and makes adjustments and changes to our disclosures as appropriate. Significant judgment is required to determine both the likelihood of there being and the estimated amount of a loss related to such matters. Until the final resolution of such matters, there may be exposure to loss in excess of the amount recorded, and such amounts could be material. Should any of the Company’s estimates and assumptions change or prove to have been incorrect, it could have a material impact on its business, consolidated financial position, results of operations, or cash flows.
Fair Value Measurements	Fair Value Measurements ASC Topic 820, Fair Value Measurement and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This topic also establishes a fair value hierarchy which requires classification based on observable and unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. The carrying value of the Company's accounts receivables, gaming accounts receivable, accounts payable, gaming accounts payable and bank loans payable approximate fair value because of the short-term maturity of these financial instruments.
Derivative Financial Instruments	Derivative Financial Instruments ASC 815 generally provides three criteria that, if met, require companies to bifurcate conversion options from their host instruments and account for them as free-standing derivative financial instruments. These three criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument subject to the requirements of ASC 815. ASC 815 also provides an exception to this rule when the host instrument is deemed to be conventional, as described.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company primarily places cash balances in the U.S. with high-credit quality financial institutions located in the United States which are insured by the Federal Deposit Insurance Corporation up to a limit of $250,000 $100,000 100,000 To date, the Company has not been affected by the recent U.S. bank failures and we do not anticipate any adverse impact on the Company’s cash balances.
Gaming Accounts Receivable	Gaming Accounts Receivable Gaming accounts receivable represent gaming deposits made by customers to their online gaming accounts either directly by credit card, bank wire, e-wallet or other accepted method through one of our websites or indirectly by cash collected at the cashier of a betting shop but not yet credited to the Company’s bank accounts and subject to normal trade collection terms without discounts. The Company periodically evaluates the collectability of its gaming accounts receivable and considers the need to record or adjust an allowance for doubtful accounts based upon historical collection experience and specific customer information. Actual amounts could vary from the recorded estimates. The Company does not require collateral to support customer receivables. The Company recorded no bad debt expense for the three and nine months ended September 30, 2023.
Gaming Accounts Payable	Gaming Accounts Payable Gaming accounts payable represent customer balances, including winnings and deposits, that are held as credits in online gaming accounts and have not as of yet been used or withdrawn by the customers. Customers can request payment of winnings from the Company at any time and the payment to customers can be made through bank wire, credit card, or cash disbursement from one of our locations. Online gaming account credit balances are non-interest bearing.
Long Lived Assets	Long Lived Assets The Company evaluates the carrying value of its long-lived assets for impairment by comparing the expected undiscounted future cash flows of the assets to the net book value of the assets when events or circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. If the expected undiscounted future cash flows are less than the net book value of the assets, the excess of the net book value over the estimated fair value will be charged to earnings. Fair value is based upon discounted cash flows of the assets at a rate deemed reasonable for the type of asset and prevailing market conditions, appraisals, and, if appropriate, current estimated net sales proceeds from pending offers.
Property and Equipment	Property and Equipment Property and equipment is stated at acquisition cost less accumulated depreciation and adjustments for impairment losses. Expenditures are capitalized only when they increase the future economic benefits embodied in an item of property and equipment. All other expenditures are recognized as expenses in the statement of operations as incurred. Depreciation is charged on a straight-line basis over the estimated remaining useful lives of the individual assets. Amortization commences from the time an asset is put into operation. The range of the estimated useful lives is as follows: Property and Equipment Useful lives Description Useful Life (in years) Leasehold improvements Life of the underlying lease Computer and office equipment 3 to 5 years Furniture and fittings 7 to 10 years Computer Software 3 to 5 years Vehicles 4 to 5 years
Intangible Assets	Intangible Assets Intangible assets are stated at acquisition cost less accumulated amortization, if applicable, less any adjustments for impairment losses. Amortization is charged on a straight-line basis over the estimated remaining useful lives of the individual intangibles. Where intangibles are deemed to be impaired the Company recognizes an impairment loss measured as the difference between the estimated fair value of the intangible and its book value. The range of the estimated useful lives is as follows: Intangible Useful lives Description Useful Life (in years) Betting Platform Software 15 Multigioco and Rifa ADM Licenses 1.5 to 7 Location contracts 5 to 7 Customer relationships 10 to 18 Trademarks/Tradenames 10 to 14 Websites 5 Non-compete agreements 4
Goodwill	Goodwill The Company allocates the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired users, acquired technology, and trade names from a market participant perspective, useful lives and discount rates. Management's estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. The Company annually assesses whether the carrying value of its reporting unit exceeds its fair value and, if necessary, records an impairment loss equal to any such excess. Each interim reporting period, the Company assesses whether events or circumstances have occurred which indicate that the carrying amount of the reporting unit exceeds its fair value. If the carrying amount of the reporting unit exceeds its fair value, an asset impairment charge will be recognized in an amount equal to that excess. Goodwill was recently assessed on December 31, 2022 and as of September 30, 2023 and there were no qualitative indications that impairment of intangible assets or goodwill may be appropriate.
Leases	Leases The Company accounts for leases in terms of ASC 842. In terms of ASC 842, the Company assesses whether any asset based leases entered into for periods longer than twelve months meet the definition of financial leases or operating leases, by evaluating the terms of the lease, including the following: the duration of the lease; the implied interest rate in the lease; the cash flows of the lease; and whether the Company intends to retain ownership of the asset at the end of the lease term. Leases which imply that the Company will retain ownership at the end of the lease term are classified as financial leases, are included in property and equipment with a corresponding financial liability raised at the date of lease inception. Interest incurred on financial leases is expensed using the effective interest rate method. Leases which imply that the Company will not acquire the asset at the end of the lease term are classified as operating leases, the Company’s right to use the asset is reflected as a non-current right of use asset with a corresponding operating lease liability raised at the date of lease inception. The right of use asset and the operating lease liability are amortized over the right of use period using the effective interest rate implied in the operating lease agreement.
Income Taxes	Income Taxes The Company uses the asset and liability method of accounting for income taxes in accordance with ASC Topic 740, “Income Taxes.” Under this method, income tax expense is recognized for the amount of: (i) taxes payable or refundable for the current year and (ii) deferred tax consequences of temporary differences resulting from matters that have been recognized in an entity’s financial statements or tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. A valuation allowance is provided to reduce the deferred tax assets reported if based on the weight of the available positive and negative evidence, it is more likely than not some portion or all of the deferred tax assets will not be realized. ASC Topic 740-10-30 clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statements and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740-10-40 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company has no material uncertain tax positions for any of the reporting periods presented. In Italy, tax years beginning 2017 forward, are open and subject to examination, while in Austria companies are open and subject to inspection for five years and ten years for inspection of serious infractions. In the United States and Canada, tax years beginning 2017 forward, are subject to examination. The Company is not currently under examination, and it has not been notified of a pending examination.
Revenue Recognition	Revenue Recognition The Company recognizes revenue when control of its products and services is transferred to its customers in an amount that reflects the consideration the Company expects to receive from its customers in exchange for those products and services. Revenues from sports-betting, casino, cash and skill games, slots, bingo and horse race wagers represent the gross pay-ins (also referred to as turnover) from customers less gaming taxes and payouts to customers. Revenues are recorded when the game is closed, which is representative of the point in time at which the Company has satisfied its performance obligation. In addition, the Company receives commissions from the sale of scratch tickets and other lottery games. Commissions are recorded when the ticket for scratch off tickets and lottery tickets are sold. Revenues from the Betting Platform include software licensing fees, training, installation, and product support services. The Company does not sell its proprietary software. Revenue is recognized when transfer of control to the customer has been made and the Company’s performance obligation has been fulfilled. • License fees are calculated as a percentage of each licensee’s level of activity and are contingent upon the licensee’s usage. The license fees are recognized on an accrual basis as earned. • Training fees, installation fees are recognized when each task has been completed. • Product support services are recognized based on the nature of the agreement with our customers, ad-hoc support service revenue will be recognized when the task is completed and revenue from product support service contracts will be recognized on a periodic basis where we charge a recurring fee to provide ongoing support services.
Stock-Based Compensation	Stock-Based Compensation The Company records its compensation expense associated with stock options and other forms of equity compensation based on their fair value at the date of grant using the Black-Scholes option pricing model. Stock-based compensation includes amortization related to stock option awards based on the estimated grant date fair value. Stock-based compensation expense related to stock options is recognized ratably over the vesting period of the option. In addition, the Company records expenses related to Restricted Stock Units (“RSU’s”) granted based on the fair value of those awards on the grant date. The fair value related to the RSUs is amortized to expense over the vesting term of those awards. Forfeitures of stock options and RSUs are recognized as they occur. Stock-based compensation expense for a stock-based award with a performance condition is recognized when the achievement of such performance condition is determined to be probable. If the outcome of such performance condition is not determined to be probable or is not met, no compensation expense is recognized and any previously recognized compensation expense is reversed.
Comprehensive Income (Loss)	Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources, including foreign currency translation adjustments.
Earnings Per Share	Earnings Per Share Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 260, “Earnings Per Share” provides for calculation of “basic” and “diluted” earnings per share. Basic earnings per share include no dilution and is computed by dividing net income (loss) available to common shareholders by the weighted average common shares outstanding for the period. Diluted earnings per share reflect the dilutive impact on the number of shares outstanding should they be exercised. Securities that have the potential to dilute shareholder's interests include unexercised stock options and warrants as well as unconverted debentures.
Related Parties	Related Parties Parties are considered to be related to the Company if the parties directly or indirectly, through one or more intermediaries, control, are controlled by, or are under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. The Company discloses all related party transactions. All transactions are recorded at fair value of the goods or services exchanged.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Financial Accounting Standards Board (“FASB”) issued additional updates during the quarter ended September 30, 2023. None of these standards are either applicable to the Company or require adoption at a future date and none are expected to have a material impact on the Company’s condensed consolidated financial statements upon adoption.
Reporting by segment	Reporting by segment The Company has two operating segments from which it derives revenue. These segments are: (i) the operating of online as well as retail leisure betting establishments situated throughout Italy, and (ii) licensing of certified betting Platform software and services to leisure betting establishments in the U.S. and 9 other countries.

2. Accounting Policies and Es_3

2. Accounting Policies and Estimates (Tables)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Property and Equipment Useful lives	Property and Equipment Useful lives Description Useful Life (in years) Leasehold improvements Life of the underlying lease Computer and office equipment 3 to 5 years Furniture and fittings 7 to 10 years Computer Software 3 to 5 years Vehicles 4 to 5 years
Intangible Useful lives	Intangible Useful lives Description Useful Life (in years) Betting Platform Software 15 Multigioco and Rifa ADM Licenses 1.5 to 7 Location contracts 5 to 7 Customer relationships 10 to 18 Trademarks/Tradenames 10 to 14 Websites 5 Non-compete agreements 4

4. Acquisition and rescission_2

4. Acquisition and rescission of subsidiaries (Tables)	9 Months Ended
	Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract]
Acquisition of subsidiaries	Amount Consideration 3,018,461 $ 1,735,615 Total purchase consideration $ 1,735,615 Recognized amounts of identifiable assets acquired and liabilities assumed Cash $ 94,450 Accounts receivable – Related party 555,634 Other Current assets 22,377 Property and equipment 36,135 Right-of-use assets 47,335 $ 755,931 Less: liabilities assumed Current liabilities assumed $ (425,882 ) Related party payables (130,278 ) Operating lease liabilities (47,335 ) Non-current liabilities assumed (171,051 ) $ (774,546 ) Net identifiable assets acquired and liabilities assumed (18,615 ) Goodwill 1,754,230 $ 1,735,615
Recission Agreement	Amount Assets and liabilities transferred Cash $ 15,667 Accounts receivable 1,166,990 Prepaid expenses 2,995 Other Current assets 18,024 Property and equipment 36,220 Right-of-use assets 35,094 Goodwill 1,754,230 3,029,220 Less: liabilities assumed Current liabilities assumed (570,691 ) Related party payables (173,652 ) Operating lease liabilities (35,094 ) Income tax payable (75,941 ) Non-current liabilities assumed (193,185 ) (1,048,563 ) Net assets transferred $ 1,980,657 Fair value of 3,018,461 common shares returned to the custody of the Company 1,938,456 Loss on rescission $ 42,201
Recission Agreement Discontinued Operations	Three months ended September 30, 2023 Nine months ended September 30, 2023 Revenue $ 41,248 $ 622,704 Costs and Expenses General and administrative expenses 86,030 904,152 Depreciation and amortization 2 2,228 Total Costs and Expenses 86,032 906,380 Loss from Operations (44,784 ) (283,676 ) Other (Expenses) Income Other income 23 443 Other expense (21 ) (188 ) Total Other (Expenses) Income 2 255 Loss Before Income Taxes (44,782 ) (283,421 ) Income tax provision 10,093 85,086 Net Loss from discontinued operations (34,689 ) (198,335 ) Loss on recission (42,201 ) (42,201 ) Loss from discontinued operations $ (76,891 ) $ (240,536 )
Acquisition Combined Earnings	Revenue Earnings Actual for the period from acquisition to July 15, 2023 $ — $ (198,335 ) 2023 supplemental pro forma from January 1, 2023 to July 15, 2023 $ 32,233,378 $ (9,023,632 ) 2022 supplemental pro forma from January 1, 2022 to September 30, 2022 $ 32,181,552 $ (10,452,167 )

5. Property and equipment (Tabl

5. Property and equipment (Tables)	9 Months Ended
	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Plant and equipment	September 30, 2023 December 31, 2022 Cost Accumulated depreciation Net book value Net book value Leasehold improvements $ 136,144 $ (54,979 ) $ 81,165 $ 17,876 Computer and office equipment 1,235,467 (934,611 ) 300,856 307,602 Fixtures and fittings 454,410 (293,369 ) 161,041 160,122 Vehicles 14,416 (14,416 ) — — Computer software 715,266 (283,117 ) 432,149 125,252 $ 2,555,703 $ (1,580,492 ) $ 975,211 $ 610,852

6. Leases (Tables)

6. Leases (Tables)	9 Months Ended
	Sep. 30, 2023
Leases [Abstract]
Right of use assets included in the condensed consolidated balance sheet are as follows:	Right of use assets included in the condensed consolidated balance sheet are as follows: September 30, 2023 December 31, 2022 Non-current assets Right of use assets - operating leases, net of amortization $ 1,471,190 $ 1,498,703 Right of use assets - finance leases, net of depreciation – included in property and equipment $ 3,240 $ 8,884 Lease costs consists of the following: Nine Months Ended September 30, 2023 2022 Finance lease cost: Amortization of financial lease assets $ 5,654 $ 5,726 Interest expense on lease liabilities 263 348 Operating lease cost 378,996 257,582 Total lease cost $ 384,913 $ 263,656 Other lease information: Nine Months ended September 30, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from finance leases $ (263 ) $ (348 ) Operating cash flows from operating leases (378,996 ) (257,582 ) Financing cash flows from finance leases (5,996 ) (5,926 ) Weighted average remaining lease term – finance leases 2.23 1.24 Weighted average remaining lease term – operating leases 3.83 4.64 Weighted average discount rate – finance leases 6.72 % 3.73 % Weighted average discount rate – operating leases 3.15 % 2.83 % Maturity of Leases Finance lease liability The amounts of future minimum lease payments under finance leases are as follows:
Leases - Finance lease liability	Finance Lease Liability Amount Remainder of 2023 $ 931 2024 1,243 2025 481 2026 481 2027 362 Total undiscounted minimum future lease payments 3,498 Imputed interest (359 ) Total finance lease liability $ 3,139 Disclosed as: Current portion $ 1,895 Non-Current portion 1,244 $ 3,139
Leases - Operating lease liability	Operating lease liability Amount Remainder of 2023 $ 111,786 2024 416,498 2025 380,444 2026 324,434 2027 and thereafter 263,367 Total undiscounted minimum future lease payments 1,496,529 Imputed interest (55,120 ) Total operating lease liability $ 1,441,409 Disclosed as: Current portion $ 381,439 Non-Current portion 1,059,970 $ 1,441,409

7. Intangible Assets (Tables)

7. Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	September 30, 2023 December 31, 2022 Cost Accumulated amortization Net book value Net book value Betting platform software $ 9,144,884 $ (2,223,394 ) $ 6,921,490 $ 6,776,486 Licenses 971,614 (965,953 ) 5,661 11,864 Location contracts 1,000,000 (1,000,000 ) — — Customer relationships 3,395,927 (1,420,493 ) 1,975,434 2,323,905 Trademarks 1,537,205 (386,654 ) 1,150,551 1,263,269 Non-compete agreements 764,167 (764,167 ) — — Websites 56,707 (40,000 ) 16,707 — $ 16,870,504 $ (6,800,661 ) $ 10,069,843 $ 10,375,524
Intangible Assets - Amortization Expense	Amortization Expense Amount Remainder of 2023 $ 318,569 2024 1,269,871 2025 1,266,223 2026 1,266,223 2027 1,266,223 Total estimated amortization expense $ 5,387,109

8. Goodwill (Tables)

8. Goodwill (Tables)	9 Months Ended
	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	September 30, 2023 December 31, 2022 Cost Opening balance as of January 1, $ 28,686,661 $ 28,687,051 Acquisition of Engage IT Services, Srl 1,754,230 — Rescission of acquisition of Engage IT Services Srl (1,754,230 ) Foreign exchange movements (262 ) (390 ) Closing balance as of period end 28,686,399 28,686,661 Accumulated Impairment charge Opening balance as of January 1, (27,024,383 ) (12,522,714 ) Impairment charge — (14,501,669 ) Closing balance as of period end (27,024,383 ) (27,024,383 ) Goodwill, net of impairment charges $ 1,662,016 $ 1,662,278

10. Bank Loan Payable (Tables)

10. Bank Loan Payable (Tables)	9 Months Ended
	Sep. 30, 2023
Debt Disclosure [Abstract]
Bank Loans Payablel	Bank loans payable Amount Within 1 year $ 2,987 1 to 2 years 3,101 2 to 3 years 3,219 3 to 4 years 3,342 5 years and thereafter 142,981 Total $ 155,630 Disclosed as: Current portion $ 2,987 Non-Current portion 152,643 $ 155,630

11. Convertible notes payable (

11. Convertible notes payable (Tables)	9 Months Ended
	Sep. 30, 2023
Convertible Notes Payable
Convertible notes payable	Convertible notes payable September 30, 2023 Principal outstanding Opening balance as of January 1, 2023 $ — Advances to the Company 350,000 Closing balance as of September 30, 2023 350,000 Accrued Interest Opening balance as of January 1, 2023 — Accrued interest 28,350 Closing balance as of September 30, 2023 28,350 Debt Discount Opening balance as of January 1, 2023 — Debt discount on relative fair value of warrants (200,086 ) Amortization of debt discount 31,083 Closing balance as of September 30, 2023 (169,003 ) Total $ 209,347

12. Other Long-term Liabiliti_2

12. Other Long-term Liabilities (Tables)	9 Months Ended
	Sep. 30, 2023
Payables and Accruals [Abstract]
Other Long-term Liablitlies	September 30, 2023 December 31, 2022 Severance liability $ 577,725 $ 464,851

13. Related Parties (Tables)

13. Related Parties (Tables)	9 Months Ended
	Sep. 30, 2023
Related Party Transactions [Abstract]
Promissory notes payable - Related Party (Details Narrative)	September 30, 2023 December 31, 2022 Principal outstanding Opening balance as of January 1, 2023 and 2022, respectively. $ 715,000 $ 50,000 Loans advanced – Braydon Capital Corp — 360,000 Loans advanced – Victor Salerno — 305,000 Loan converted to convertible note – Braydon Capital (360,000 ) Closing balance as of September 30 2023 and December 31, 2022, respectively. 355,000 715,000 Accrued Interest Opening balance as of January 1, 2023 and 2022, respectively. 37,000 1,878 Accrued interest 45,939 35,122 Interest converted to convertible note – Braydon Capital (26,000 ) — Closing balance as of September 30 2023 and December 31, 2022, respectively. 56,939 37,000 Total $ 411,939 $ 752,000
Convertible notes payable - Related Party (Details Narrative)	September 30, 2023 Principal outstanding Opening balance as of January 1, 2023 $ — Advances to the Company 4,400,000 Conversion of promissory note into convertible note – Braydon Capital Corp 386,000 Closing balance as of September 30, 2023 4,786,000 Accrued Interest Opening balance as of January 1, 2023 — Accrued interest 189,722 Closing balance as of September 30, 2023 189,722 Debt Discount Opening balance as of January 1, 2023 — Debt discount on relative fair value of warrants (2,224,241 ) Amortization of debt discount 184,568 Closing balance as of September 30, 2023 (2,039,673 ) Total $ 2,936,049
Related Party Receivables	Related Party Receivables September 30, 2023 December 31, 2022 Related Party payable Related Party payables Engage IT Services, Srl $ — $ (406,467 ) Related Party payables Luca Pasquini (1,240 ) (459 ) Related Party payables Michele Ciavarella (45,676 ) (15,203 ) Related Party payables $ (46,916 ) $ (422,129 ) Related Party Receivable Related Party receivables Victor Salerno $ 22,511 $ 22,511 Related Party Receivable $ 22,511 $ 22,511

14. Stockholders_ Equity (Table

14. Stockholders’ Equity (Tables)	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Restricted Stock	Vesting of Restricted Stock Total Weighted Total Weighted Total vested Weighted Outstanding January 1, 2023 — $ — — $ — — $ — Granted and issued 5,366,155 0.575 5,366,155 0.575 — — Forfeited/Cancelled — — — — — — Vested — — (1,192,488 ) (0.575 ) 1,192,488 0.575 Outstanding September 30, 2023 5,366,155 $ 0.575 4,173,667 $ 0.575 1,192,488 $ 0.575

15. Warrants (Tables)

15. Warrants (Tables)	9 Months Ended
	Sep. 30, 2023
Warrants
Warrants Assumptions	Assumptions Nine months ended September 30, 2023 Exercise price $ 0.39 to 0.89 Risk free interest rate 3.58 to 4.52 % Expected life of options 3 Expected volatility of underlying stock 126.9 to 133.7 % Expected dividend rate 0 %
Warrants	Warrants Number of shares Exercise price per share Weighted average exercise price Warrants: Number of Shares Warrants: Exercise price per share Warrants: Weighted average exercise price Outstanding January 1, 2022 546,336 $ 2.50 to 5.00 $ 2.66 Granted – pre-funded warrants 541,227 0.0001 0.0001 Granted 3,166,227 0.9475 0.9475 Forfeited/cancelled (48,395 ) 3.75 3.75 Exercised – pre-funded warrants (541,227 0.0001 0.0001 Outstanding December 31, 2022 3,664,168 $ 0.9475 to 5.00 $ 1.17 Granted 12,244,467 0.39 to 0.89 0.43 Forfeited/cancelled (11,768 ) 5.00 5.00 Exercised — — — Outstanding September 30, 2023 15,896,867 $ 0.39 to 2.50 $ 0.60
Warrants oustanding, exercise price (Details Narrative)	Warrants outstanding, Exercise Price Warrants outstanding Warrants exercisable Exercise price Number of shares Weighted average remaining years Weighted average exercise price Number of shares Weighted average exercise price $0.39 2,179,487 2.33 2,179,487 $0.40 1,965,000 2.78 1,965,000 $0.42 4,761,905 2.78 4,761,905 $0.48 3,138,075 2.59 3,138,075 $0.89 200,000 2.38 — $0.9475 3,166,227 4.21 3,166,227 $2.50 486,173 1.88 486,173 15,896,867 2.93 $ 0.60 15,696,867 $ 0.60

16. Stock Options (Tables)

16. Stock Options (Tables)	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock option Assumptions	Assumptions Nine months ended September 30, 2023 Exercise price $ 0.89 Risk free interest rate 3.77 % Expected life of options 10 Expected volatility of underlying stock 200.0 % Expected dividend rate 0 %
Stock Option Activity	Stock Option Activity Number of shares Exercise price per share Weighted average exercise price Stock Option Activity Exercise price per share Weighted Average exercise price Outstanding January 1, 2022 2,766,438 $ 1.84 to 5.10 $ 2.92 Granted 270,000 0.454 to 2.50 1.67 Forfeited/cancelled (652,375 ) 1.84 to 2.80 1.85 Exercised — — — Outstanding December 31, 2022 2,384,063 $ 0.454 to 5.10 $ 3.07 Granted 417,394 0.89 0.89 Forfeited/cancelled (135,000 ) 0.45 to 4.07 2.03 Exercised — — — Outstanding September 30, 2023 2,666,457 $ 0.454 to 5.10 $ 2.78
Stock Options - Stock options outstanding	Stock Options Outstanding Options outstanding Options exercisable Exercise price Number of shares Weighted average remaining years Weighted average exercise price Number of shares Weighted average exercise price $0.45 60,000 8.99 30,000 $0.89 417,394 9.38 348,204 $2.03 659,000 7.01 659,000 $2.50 100,000 8.50 25,000 $2.72 25,000 2.75 25,000 $2.80 216,250 5.98 213,490 $2.96 70,313 5.77 70,313 $3.43 25,000 8.22 9,000 $4.03 1,020,000 7.76 665,000 $4.20 25,000 7.59 17,000 $5.10 48,500 7.96 48,500 2,666,457 7.65 $ 2.78 2,110,507 $ 2.67

17. Revenues (Tables)

17. Revenues (Tables)	9 Months Ended
	Sep. 30, 2023
Revenue from Contract with Customer [Abstract]
Revenues	For the Three Months ended September 30, For the Nine Months ended September 30, 2023 2022 2023 2022 Handle (Turnover) Web-based $ 155,827,524 $ 163,563,603 $ 561,242,461 $ 565,785,709 Land-based 6,742,498 2,924,866 24,532,148 6,528,054 Total Handle (Turnover) 162,570,022 166,488,469 585,774,609 572,313,763 Winnings/Payouts Web-based 146,425,497 152,545,450 525,524,328 527,323,323 Land-based 5,556,267 2,208,100 19,985,902 5,166,387 Total Winnings/Payouts 151,981,764 154,753,550 545,510,230 532,489,710 Gross Gaming Revenues Web-based 9,402,027 11,018,153 35,718,133 38,462,386 Land-based 1,186,231 716,766 4,546,246 1,361,667 Total Gross Gaming Revenues 10,588,258 11,734,919 40,264,379 39,824,053 Less: ADM Gaming Taxes (2,567,470 ) (2,822,830 ) (9,688,820 ) (9,671,040 ) Net Gaming Revenues 8,020,788 8,912,089 30,575,559 30,153,013 Add: Service Revenues 443,803 679,202 1,657,820 2,022,002 Revenues $ 8,464,591 $ 9,591,294 $ 32,233,378 $ 32,175,015

18. Net Loss per Common Share (

18. Net Loss per Common Share (Tables)	9 Months Ended
	Sep. 30, 2023
Earnings Per Share [Abstract]
Net Income (Loss) per Common Share	Net Loss per Common Share Description Three and nine months ended September 30, 2023 Three and nine months ended September 30, 2022 Restricted shares 4,263,666 — Convertible notes payable 13,012,176 — Options 2,666,457 2,384,063 Warrants 15,896,867 3,664,168 35,839,166 6,048,231

19. Segmental Reporting (Tables

19. Segmental Reporting (Tables)	9 Months Ended
	Sep. 30, 2023
Segment Reporting [Abstract]
Segment Reporting	Segment Reporting September 30, 2023 Betting establishments Betting platform software and services All other Total Purchase of Non-Current assets $ 565,412 $ 530,771 $ 18,971 $ 1,115,154 Assets Current assets $ 4,603,773 $ 3,056,110 $ 508,937 $ 8,168,820 Non-Current assets 2,829,148 11,292,675 56,437 14,178,260 Liabilities Current liabilities (8,575,115 ) (3,591,448 ) (1,149,880 ) (13,316,443 ) Non-Current liabilities (1,565,673 ) (1,617,009 ) (3,145,398 ) (6,328,080 ) Intercompany balances 7,070,429 (7,481,138 ) 410,709 — Net asset position $ 4,362,562 $ 1,659,190 $ (3,319,195 ) $ 2,702,557 The operating assets and liabilities of the reportable segments are as follows: September 30, 2022 Betting establishments Betting platform software and services All other Total Purchase of non-current assets $ 214,805 $ 64,721 $ 76,413 $ 355,939 Assets Current assets $ 6,002,886 $ 3,540,566 $ 205,740 $ 9,749,192 Non-current assets 2,681,303 30,048,147 115,784 32,845,234 Liabilities Current liabilities (5,904,785 ) (2,070,572 ) (1,245,773 ) (9,221,130 ) Non-current liabilities (1,358,907 ) (17,819,917 ) — (19,178,824 ) Intercompany balances 5,006,155 (3,887,691 ) (1,118,464 ) — Net asset position $ 6,426,652 $ 9,810,533 $ (2,042,713 ) $ 14,194,472 The segment operating results of the reportable segments are disclosed as follows: Nine Months ended September 30, 2023 Betting establishments Betting platform software and services All other Adjustments Total Net Gaming Revenue $ 30,575,558 $ — $ — $ — $ 30,575,558 Betting platform and services revenue — 1,657,820 — — 1,657,820 Intercompany Service revenue 424,340 1,732,034 — (2,156,374 ) — 30,999,898 3,389,854 — (2,156,374 ) 32,233,378 Operating expenses Intercompany service expense 1,732,034 — 424,340 (2,156,374 ) — Selling expenses 25,963,591 194,758 — — 26,158,349 General and administrative expenses 4,835,954 4,507,051 4,155,140 — 13,498,145 Restructuring and Severance expenses Depreciation and amortization 194,093 830,209 19,130 — 1,043,432 Total operating expenses 32,725,672 5,532,018 4,598,610 (2,156,374 ) 40,699,926 Loss from operations (1,725,774 ) (2,142,164 ) (4,598,610 ) — (8,466,548 ) Other Income (expenses) Interest expense, net (4,784 ) (49,895 ) (219,022 ) — (273,701 ) Amortization of debt discount — — (215,651 ) — (215,651 ) Other income 12,227 1,294 — — 13,521 Other expense (2,398 ) (2,544 ) (2,075 ) — (7,017 ) Change in fair value of contingent purchase consideration — Loss on marketable securities — — (19,999 ) — (19,999 ) Total other income (expenses) 5,045 (51,145 ) (456,747 ) — (502,847 ) Loss before Income Taxes (1,720,729 ) (2,193,309 ) (5,055,357 ) — (8,969,395 ) Income tax provision — 67,199 — — 67,199 Net Loss from continuing operations $ (1,720,729 ) (2,126,110 ) (5,055,357 ) — (8,902,196 ) Discontinued operations Operating losses — (198,335 ) — — (198,335 ) Loss on rescission — (42,201 ) — — (42,201 ) — (240,536 ) — — (240,536 ) Net Loss $ (1,720,729 ) (2,366,646 ) (5,055,357 ) — (9,142,732 ) The segment operating results of the reportable segments are disclosed as follows: Nine months ended September 30, 2022 Betting establishments Betting platform software and services All other Adjustments Total Revenue $ 30,408,624 $ 1,766,391 $ — $ — $ 32,175,015 Intercompany Service revenue 74,584 1,517,807 — (1,592,391 ) — Total revenue 30,483,208 3,284,198 — (1,592,391 ) 32,175,015 Operating expenses Intercompany service expense 1,517,807 74,584 — (1,592,391 ) — Selling expenses 23,896,814 132,718 — — 24,029,532 General and administrative expenses 4,387,356 5,724,166 5,477,888 — 15,589,410 Restructuring and Severance expenses — — 1,205,689 — 1,205,689 Total operating expenses 29,801,977 5,931,468 6,683,577 (1,592,391 ) 40,824,631 Income (Loss) from operations 681,231 (2,647,270 ) (6,683,577 ) — (8,649,616 ) Other income (expense) Other income 90,781 2 — — 90,783 Other expense (47,959 ) (8,580 ) — — (56,539 ) Interest expense, net (1,069 ) (21,572 ) — — (22,641 ) Change in fair value of contingent purchase consideration — (1,397,833 ) — — (1,397,833 ) Gain on marketable securities — — 43,250 — 43,250 Total other income (expense) 41,753 (1,427,983 ) 43,250 — (1,342,980 ) Income (Loss) before Income Taxes 722,984 (4,075,253 ) (6,640,327 ) — (9,992,596 ) Income tax provision (437,042 ) 236,524 — — (200,518 ) Net Income (Loss) $ 285,942 $ (3,838,729 ) $ (6,640,327 ) $ — $ (10,193,114 )

Property and Equipment Useful l

Property and Equipment Useful lives (Details)	Sep. 30, 2023
Office Equipment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	3 years
Office Equipment [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	5 years
Furniture and Fixtures [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	7 years
Furniture and Fixtures [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	10 years
Computer Software, Intangible Asset [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	3 years
Computer Software, Intangible Asset [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	5 years
Vehicles [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	4 years
Vehicles [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Useful Life	5 years

Intangible Useful lives (Detail

Intangible Useful lives (Details)	Sep. 30, 2023
Intellectual Property [Member]
Property, Plant and Equipment [Line Items]
Useful Life	15 years
Licensing Agreements [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Useful Life	1 year 6 months
Licensing Agreements [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Useful Life	7 years
Contractual Rights [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Useful Life	5 years
Contractual Rights [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Useful Life	7 years
Customer Relationships [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Useful Life	10 years
Customer Relationships [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Useful Life	18 years
Trademarks [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Useful Life	10 years
Trademarks [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Useful Life	14 years
Websites
Property, Plant and Equipment [Line Items]
Useful Life	5 years
Noncompete Agreements [Member]
Property, Plant and Equipment [Line Items]
Useful Life	4 years

2. Accounting Policies and Es_4

2. Accounting Policies and Estimates (Details Narrative) - Sep. 30, 2023	USD ($)	CAD ($)	EUR (€)
Accounting Policies [Abstract]
Cash, FDIC Insured Amount	$ 250,000	$ 100,000	€ 100,000

Acquisition of subsidiaries (De

Acquisition of subsidiaries (Details)	9 Months Ended
	Sep. 30, 2023 USD ($) shares
Business Combination, Separately Recognized Transactions [Line Items]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares	3,018,461
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned	$ 1,735,615
Total purchase consideration	1,735,615
Purchase Price [Member]
Recognized amounts of identifiable assets acquired and liabilities assumed
Cash	94,450
Accounts receivable – Related party	555,634
Other Current assets	22,377
Property and equipment	36,135
Right-of-use assets	47,335
Current liabilities assumed	(425,882)
Related party payables	(130,278)
Operating lease liabilities	(47,335)
Non-current liabilities assumed	(171,051)
Net identifiable assets acquired and liabilities assumed	(18,615)
Goodwill	$ 1,754,230

Recission Agreement (Details)

Recission Agreement (Details) - USD ($)	3 Months Ended		7 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Jul. 17, 2023	Sep. 30, 2023	Sep. 30, 2022
Assets and liabilities transferred
Fair value of shares returned on rescission of acquisition	$ 1,938,456			$ 1,938,456
Loss on rescission	$ 42,201			$ 42,201
Recission Agreement [Member]
Assets and liabilities transferred
Cash			$ 15,667
Accounts receivable			1,166,990
Prepaid expenses			2,995
Other Current assets			18,024
Property and equipment			36,220
Right-of-use assets			35,094
Goodwill			1,754,230
Current liabilities assumed			(570,691)
Related party payables			(173,652)
Operating lease liabilities			(35,094)
Income tax payable			(75,941)
Non-current liabilities assumed			(193,185)
Net assets transferred			1,980,657
Fair value of shares returned on rescission of acquisition			1,938,456
Loss on rescission			$ 42,201

Recission Agreement Discontinue

Recission Agreement Discontinued Operations (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Business Combination and Asset Acquisition [Abstract]
Revenue	$ 41,248		$ 622,704
Costs and Expenses
General and administrative expenses	86,030		904,152
Depreciation and amortization	2		2,228
Total Costs and Expenses	86,032		906,380
Loss from Operations	(44,784)		(283,676)
Other (Expenses) Income
Other income	23		443
Other expense	(21)		(188)
Total Other (Expenses) Income	2		255
Income tax provision	10,093		85,086
Loss on recission	(42,201)		(42,201)
Loss from discontinued operations	$ (76,891)		$ (240,536)

Acquisition Combined Earnings (

Acquisition Combined Earnings (Details) - USD ($)	6 Months Ended	9 Months Ended	18 Months Ended
	Jul. 15, 2023	Sep. 30, 2022	Jul. 15, 2023
Business Combination and Asset Acquisition [Abstract]
Revenue	$ 32,233,378	$ 32,181,552
Earnings	$ (9,023,632)	$ (10,452,167)	$ (198,335)

4. Acquisition and rescission_3

4. Acquisition and rescission of subsidiaries (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Business Combination and Asset Acquisition [Abstract]
Adjustment for Long-Term Intercompany Transactions, Net of Tax	$ 73,811	$ 454,950
Amortization	109,132
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount	$ 19,671
Legal Fees		$ 15,000

Plant and equipment (Details)

Plant and equipment (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 2,555,703
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	(1,580,492)
Property, Plant and Equipment, Net	975,211	$ 610,852
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	136,144
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	(54,979)
Property, Plant and Equipment, Net	81,165
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	1,235,467
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	(934,611)
Property, Plant and Equipment, Net	300,856
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	14,416
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	(14,416)
Property, Plant and Equipment, Net
Computer Software, Intangible Asset [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	715,266
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	(283,117)
Property, Plant and Equipment, Net	$ 432,149

5. Property and equipment (Deta

5. Property and equipment (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Property, Plant and Equipment [Abstract]
Depreciation	$ 206,338	$ 152,955

Right of use assets included in

Right of use assets included in the condensed consolidated balance sheet are as follows: (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Leases [Abstract]
Right of use assets - operating leases, net of amortization	$ 1,471,190		$ 1,498,703
Right of use assets - finance leases, net of depreciation – included in property and equipment	3,240		$ 8,884
Amortization of financial lease assets	5,654	$ 5,726
Interest expense on lease liabilities	263	348
Operating lease cost	378,996	257,582
Total lease cost	384,913	263,656
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from finance leases	(263)	(348)
Operating cash flows from operating leases	(378,996)	(257,582)
Financing cash flows from finance leases	$ (5,996)	$ (5,926)
Finance Lease, Weighted Average Remaining Lease Term	2 years 2 months 23 days	1 year 2 months 26 days
Operating Lease, Weighted Average Remaining Lease Term	3 years 9 months 29 days	4 years 7 months 20 days
Finance Lease, Weighted Average Discount Rate, Percent	6.72%	3.73%
Operating Lease, Weighted Average Discount Rate, Percent	3.15%	2.83%

Leases - Finance lease liabilit

Leases - Finance lease liability (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Remainder of 2023	$ 931
2024	1,243
2025	481
2026	481
2027	362
Total undiscounted minimum future lease payments	3,498
Imputed interest	(359)
Total finance lease liability	3,139
Current portion	1,895	$ 6,831
Non-Current portion	$ 1,244	$ 2,288

Leases - Operating lease liabil

Leases - Operating lease liability (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Leases [Abstract]
Remainder of 2023	$ 111,786
2024	416,498
2025	380,444
2026	324,434
2027 and thereafter	263,367
Total undiscounted minimum future lease payments	1,496,529
Imputed interest	(55,120)
Total operating lease liability	1,441,409
Current portion	381,439	$ 369,043
Non-Current portion	$ 1,059,970

Intangible Assets (Details)

Intangible Assets (Details)	Sep. 30, 2023 USD ($)
Computer Software, Intangible Asset [Member]
Finite-Lived Intangible Assets [Line Items]
Cost	$ 9,144,884
Accumulated amortization	(2,223,394)
Net book value	6,921,490
Licensing Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Cost	971,614
Accumulated amortization	(965,953)
Net book value	5,661
Contractual Rights [Member]
Finite-Lived Intangible Assets [Line Items]
Cost	1,000,000
Accumulated amortization	(1,000,000)
Net book value
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Cost	3,395,927
Accumulated amortization	(1,420,493)
Net book value	1,975,434
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Cost	1,537,205
Accumulated amortization	(386,654)
Net book value	1,150,551
Noncompete Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Cost	764,167
Accumulated amortization	(764,167)
Net book value
Websites
Finite-Lived Intangible Assets [Line Items]
Cost	56,707
Accumulated amortization	(40,000)
Net book value	$ 16,707

Intangible Assets - Amortizatio

Intangible Assets - Amortization Expense (Details) - USD ($)	12 Months Ended					60 Months Ended
	Dec. 31, 2026	Dec. 31, 2025	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]
Operating Lease, Payments	$ 1,266,223	$ 1,266,223	$ 1,266,223	$ 1,269,871	$ 318,569	$ 5,387,109

Goodwill (Details)

Goodwill (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Opening balance as of January 1,	$ 28,686,661	$ 28,687,051
Acquisition of Engage IT Services, Srl	1,754,230
Rescission of acquisition of Engage IT Services Srl	(1,754,230)
Foreign exchange movements	(262)	(390)
Closing balance as of period end	28,686,399	28,686,661
Opening balance as of January 1,	(27,024,383)	(12,522,714)
Impairment charge		(14,501,669)
Closing balance as of period end	(27,024,383)	(27,024,383)
Goodwill, net of impairment charges	$ 1,662,016	$ 1,662,278

7. Intangible Assets (Details N

7. Intangible Assets (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of Intangible Assets	$ 839,060	$ 1,162,438

9. Marketable Securities (Detai

9. Marketable Securities (Details Narrative)	9 Months Ended
	Sep. 30, 2023 shares
Investments, All Other Investments [Abstract]
Marketable Securities, shares	2,500,000

Bank Loans Payablel (Details)

Bank Loans Payablel (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Within 1 year	$ 2,987
1 to 2 years	3,101
2 to 3 years	3,219
3 to 4 years	3,342
5 years and thereafter	142,981
Total	155,630
Current portion	2,987
Non-Current portion	$ 152,643	$ 148,169

10. Bank Loan Payable (Details

10. Bank Loan Payable (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Dec. 31, 2022
Short-Term Debt [Line Items]
SBA Loan	$ 150,000
Federal Home Loan Bank, Advances, Activity for Year, Average Interest Rate for Year	3.75%
Monthly Installments	$ 731
Bank Loan Payable	152,643		$ 148,169
Payments for (Proceeds from) Federal Home Loan Bank Stock	4,402
Bank Loan Payable [Member]
Short-Term Debt [Line Items]
Bank Loan Payable		$ 144,430
Interest Payable, Current	$ 11,200	$ 9,750

Convertible notes payable (Deta

Convertible notes payable (Details) - USD ($)	1 Months Ended	4 Months Ended	9 Months Ended
	Jan. 30, 2023	May 05, 2023	Sep. 30, 2023	Sep. 30, 2022
Debt Conversion [Line Items]
Opening balance as of January 1, 2023
Advances to the Company	$ 85,000	$ 1,500,000	350,000
Accrued interest			28,350
Convertible Note Member
Debt Conversion [Line Items]
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net			(200,086)
Amortization of debt discount			31,083
[custom:DebtConversionDiscount1-0]			$ (169,003)

11. Convertible notes payable_2

11. Convertible notes payable (Details Narrative) - USD ($)	1 Months Ended	4 Months Ended	6 Months Ended	9 Months Ended
	Jan. 30, 2023	May 05, 2023	Jul. 11, 2023	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Debt Conversion [Line Items]
Convertible debenture funding	2,000	1,500	3,000	13,012,176
Terms	Each unit sold to Investors was sold at a per unit price of $1,000 and was comprised of (i) a 12% convertible debenture in the principal amount of $1,000 (the “Debentures”), and (ii) warrants to purchase shares of the Company’s common stock (the “Warrants”)	Each unit sold to the Investor was sold at a per unit price of $1,000 and was comprised of (i) a 12% convertible debenture in the principal amount of $1,000 (the “Debentures”), and (ii) warrants to purchase shares of the Company’s common stock (the “Warrants”)	Each unit sold to the Investors were sold at a per unit price of $1,000 and were comprised of (i) a 12% convertible debenture in the principal amount of $1,000 (the “Debentures”), and (ii) warrants to purchase shares of the Company’s common stock (the “Warrants”).
Debenture units		1,500	2,400	850
Proceeds from convertible debt	$ 85,000	$ 1,500,000		$ 350,000
Convertible debenture funding	2,179,487	3,138,075
Interest rate				12%
Convertible Notes Payable
Braydon Capital [Member]
Debt Conversion [Line Items]
Proceeds from convertible debt			$ 360,000
Convertible Notes Payable			$ 386,000	$ 386,000
Units			386
Investors [Member]
Debt Conversion [Line Items]
Proceeds from convertible debt			$ 2,400,000

Other Long-term Liablitlies (De

Other Long-term Liablitlies (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Supplemental Unemployment Benefits, Severance Benefits	$ 577,725	$ 464,851

13. Related Parties (Details Na

13. Related Parties (Details Narrative)	1 Months Ended	2 Months Ended	4 Months Ended	6 Months Ended	9 Months Ended			12 Months Ended
	Jan. 30, 2023 USD ($)	Feb. 14, 2023 USD ($) $ / shares shares	May 05, 2023 USD ($)	Jul. 11, 2023 USD ($) $ / shares shares	Sep. 30, 2023 USD ($) shares	Sep. 30, 2022 USD ($)	Sep. 26, 2022 USD ($) shares	Dec. 31, 2022 USD ($) shares	Dec. 31, 2022 EUR (€)	Mar. 29, 2022 $ / shares shares	Dec. 31, 2021 USD ($) shares
Related Party Transaction [Line Items]
Proceeds from convertible notes | $	$ 85,000		$ 1,500,000		$ 350,000
Accrued interest | $					28,350
Reduce annual base compensation | $					372,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized								16,000,000			7,000,000
Due to related party | $					$ 355,000			$ 715,000			$ 50,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares					555,950
Victor Salerno [Member]
Related Party Transaction [Line Items]
Advance to USB | $					$ 100,000
Debt forgiven | $					50,000
Due to related party | $					$ 50,000
Related Party Transaction, Rate					8%
Luca Pasquini
Related Party Transaction [Line Items]
Subsidiary, Ownership Percentage, Noncontrolling Owner					5.70%			34%
Forte Fixtures [Member]
Related Party Transaction [Line Items]
Proceeds from convertible notes | $	$ 500,000
Gold Street Capital [Member]
Related Party Transaction [Line Items]
Proceeds from convertible notes | $				$ 2,000,000
Luca Pasquini
Related Party Transaction [Line Items]
Stock based compensation, shares							500,000
Stock based compensation | $							$ 226,800
Stock Issued During Period, Shares, Acquisitions					1,026,277
Michele Ciavarella [Member]
Related Party Transaction [Line Items]
Stock based compensation, shares							300,000
Stock based compensation | $							$ 136,080
Carlo Reali [Member]
Related Party Transaction [Line Items]
Stock based compensation, shares							200,000
Stock based compensation | $							$ 90,720
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized										100,000
Share-Based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Exercise Price | $ / shares										$ 2.50
Salary and Wage, Officer, Excluding Cost of Good and Service Sold								$ 42,930	€ 40,000
Salary								82,244	€ 76,632
Paul Sallwasser [Member]
Related Party Transaction [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized		154,132
Share-Based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Exercise Price | $ / shares		$ 0.89
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares		77,254
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares		76,878
Steven Shallcross [Member]
Related Party Transaction [Line Items]
Stock based compensation, shares		22,472
Stock based compensation | $		$ 20,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized		131,631
Share-Based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Exercise Price | $ / shares		$ 0.89
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares		54,753
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares		76,878
Andrea Mandel Mantello [Member]
Related Party Transaction [Line Items]
Stock based compensation, shares		44,944
Stock based compensation | $		$ 40,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized		131,631
Share-Based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Exercise Price | $ / shares		$ 0.89
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares		54,753
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares		76,878
Aiden Ciavarella [Member]
Related Party Transaction [Line Items]
Salary | $								$ 85,000
Braydon Capital [Member]
Related Party Transaction [Line Items]
Proceeds from convertible notes | $				360,000
Accrued interest | $				$ 26,000
Warrant exercisable				1,965,000
Proceeds of note payable | $ / shares				$ 0.40

Promissory notes payable - Rela

Promissory notes payable - Related Party (Details Narrative) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Debt Conversion [Line Items]
Opening balance as of January 1, 2023 and 2022, respectively.	$ 715,000	$ 50,000
Loans advanced – Braydon Capital Corp		360,000
Loans advanced – Victor Salerno		305,000
Loan converted to convertible note – Braydon Capital	(360,000)
Closing balance as of September 30 2023 and December 31, 2022, respectively.	355,000	715,000
Interest converted to convertible note – Braydon Capital	(26,000)
Promissory notes payable - Related Parties	411,939	752,000
Promissory Notes Payable Related Party [Member]
Debt Conversion [Line Items]
Opening balance as of January 1, 2023 and 2022, respectively.	37,000	1,878
Accrued interest	45,939	35,122
Closing balance as of September 30 2023 and December 31, 2022, respectively.	$ 56,939	$ 37,000

Related Party Receivables (Deta

Related Party Receivables (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Related Party payables	$ (46,916)	$ (422,129)
Related Party Receivable	22,511	22,511
Engage I Tsrl [Member]
Related Party Transaction [Line Items]
Related Party payables		(406,467)
Luca Pasquini
Related Party Transaction [Line Items]
Related Party payables	(1,240)	(459)
Michele Ciavarella [Member]
Related Party Transaction [Line Items]
Related Party payables	(45,676)	(15,203)
Victor Salerno [Member]
Related Party Transaction [Line Items]
Related Party Receivable	$ 22,511	$ 22,511

Convertible notes payable - Rel

Convertible notes payable - Related Party (Details Narrative) - USD ($)	9 Months Ended		12 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022	Jul. 11, 2023
Debt Conversion [Line Items]
Opening balance as of January 1, 2023
Advances to the Company	4,400,000
Conversion of note
Closing balance as of September 30, 2023	4,786,000
Convertible Long Term Notes Payable Related Parties	2,936,049
Braydon Capital [Member]
Debt Conversion [Line Items]
Conversion of note	386,000			$ 386,000
Convertible Notes Payable Related Party [Member]
Debt Conversion [Line Items]
Opening balance as of January 1, 2023 and 2022, respectively.
Accrued interest	189,722
Closing balance as of September 30 2023 and December 31, 2022, respectively.	189,722
Debt discount on valuation of warrants	(2,224,241)
Amortization of debt discount	184,568
Convertible Note - discount	$ (2,039,673)

Restricted Stock (Details)

Restricted Stock (Details) - Restricted Stock [Member]	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Restricted Comon stock, shares	5,366,155
Restricted Comon stock, weighted average share price | $ / shares	$ 0.575
Restricted Unvested comon stock, shares	4,173,667
Restricted Vested comon stock, shares	1,192,488

14. Stockholders_ Equity (Detai

14. Stockholders’ Equity (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	Jan. 29, 2023	Sep. 30, 2023	Sep. 30, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted Stock or Unit Expense		$ 685,688	$ 2,012,600
Director [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted Comon stock, shares		67,416
Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture		$ 60,000
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Restricted Comon stock, shares	5,366,155
Shares Issued, Value, Share-Based Payment Arrangement, after Forfeiture	$ 3,085,339

Warrants Assumptions (Details)

Warrants Assumptions (Details)	9 Months Ended
	Sep. 30, 2023 $ / shares
Expected life of options	3 years
Expected dividend rate	0%
Minimum [Member]
Exercise price	$ 0.39
Risk free interest rate	358%
Expected volatility of underlying stock	126.90%
Maximum [Member]
Exercise price	$ 0.89
Risk free interest rate	452%
Expected volatility of underlying stock	133.70%

Warrants (Details)

Warrants (Details) - Warrant [Member] - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Warrants: Number of Shares
Class Of Warrant or Right Outstanding, Beginning	3,664,168	546,336
[custom:PrefundedWarrantsIssuedDuringPeriod]		541,227
Granted	12,244,467	3,166,227
Forfeited/cancelled	(11,768)	(48,395)
Warrants Excercised During Period		(541,227)
Class Of Warrant or Right Outstanding, Ending	15,896,867	3,664,168
Warrants: Exercise price per share
Warrant Exercise Price Per Share Exercised		$ 0.0001
Warrant Exercise Price Per Share Forfeited	$ 5	3.75
Warrants: Weighted average exercise price
Temporary Equity, Redemption Price Per Share	0.60	1.17
Weighted average exercise price	1.17	2.66
Minimum [Member]
Warrants: Exercise price per share
Warrant Exercise Price Per Share	0.39	0.9475
Warrant Exercise Price Per Share Granted	0.39	0.9475
Warrant Exercise Price Per Share Granted Prefunded		0.0001
Warrant Exercise Price Per Share	0.9475	2.50
Warrants: Weighted average exercise price
Warrants Average Exercise Price Per Share, Granted	0.43
Maximum [Member]
Warrants: Exercise price per share
Warrant Exercise Price Per Share	2.50	5
Warrant Exercise Price Per Share Granted	0.89
Warrant Exercise Price Per Share	$ 5	$ 5

Warrants oustanding, exercise p

Warrants oustanding, exercise price (Details Narrative) - shares	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Warrant Price. 39 [Member]
Class of Warrant or Right [Line Items]
Number of shares	2,179,487
Weighted average remianing years	2 years 3 months 29 days
Warrant Price. 40 [Member]
Class of Warrant or Right [Line Items]
Number of shares	1,965,000
Weighted average remianing years	2 years 9 months 10 days
Warrant Price. 42 [Member]
Class of Warrant or Right [Line Items]
Number of shares	4,761,905
Weighted average remianing years	2 years 9 months 10 days
Warrant Price. 48 [Member]
Class of Warrant or Right [Line Items]
Number of shares	3,138,075
Weighted average remianing years	2 years 7 months 2 days
Warrant Price. 89 [Member]
Class of Warrant or Right [Line Items]
Number of shares	200,000
Weighted average remianing years	2 years 4 months 17 days
Warrant Price. 9475 [Member]
Class of Warrant or Right [Line Items]
Number of shares	3,166,227
Weighted average remianing years	4 years 2 months 15 days
Warrant Price 2. 5 [Member]
Class of Warrant or Right [Line Items]
Number of shares	486,173
Warrant Price 5. 00 [Member]
Class of Warrant or Right [Line Items]
Weighted average remianing years	1 year 10 months 17 days
Warrant [Member]
Class of Warrant or Right [Line Items]
Number of shares	15,896,867	3,664,168	546,336
Weighted average remianing years	2 years 11 months 4 days
Weighter Average number of shares	15,696,867

15. Warrants (Details Narrative

15. Warrants (Details Narrative)	Sep. 30, 2023 USD ($)
Warrants
Warrant intrinsic value	$ 657,135

Stock option Assumptions (Detai

Stock option Assumptions (Details)	9 Months Ended
	Sep. 30, 2023 $ / shares
Share-Based Payment Arrangement [Abstract]
Exercise price	$ 0.89
Risk free interest rate	3.77%
Expected life of options	10
Expected volatility of underlying stock	200%
Expected dividend rate	0%

Stock Option Activity (Details)

Stock Option Activity (Details) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Stock Option Activity
Number of shares, ending	2,666,457
Weighted Average exercise price
Outstanding, ending	$ 2.78
Share-Based Payment Arrangement [Member]
Stock Option Activity
Number of shares, beginning	2,384,063	2,766,438
Granted	417,394	270,000
Forfeited/cancelled	(135,000)	(652,375)
Exercised	0	0
Number of shares, ending	2,666,457	2,384,063
Weighted Average exercise price
Outstanding, beginning	$ 3.07	$ 2.92
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price	0.89	1.67
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price	2.03	1.85
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price
Outstanding, ending	2.78	3.07
Share-Based Payment Arrangement [Member] | Minimum [Member]
Exercise price per share
Outstanding, beginning	0.454	1.84
Granted		0.454
Forfeited/Cancelled	0.45	1.84
Outstanding, ending	0.454	0.454
Share-Based Payment Arrangement [Member] | Maximum [Member]
Exercise price per share
Outstanding, beginning	5.10	5.10
Granted	0.89	2.50
Forfeited/Cancelled	4.07	2.80
Outstanding, ending	$ 5.10	$ 5.10

Stock Options - Stock options o

Stock Options - Stock options outstanding (Details)	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Options outstanding, number of shares	2,666,457
Weighted average remaining years	7 years 7 months 24 days
Options exercisable, number of shares	2,110,507
Options outstanding, weighted average exercise price | $ / shares	$ 2.78
Options exercisable, weighted average exercise price | $ / shares	2.67
Exercise Price. 45 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 0.45
Options outstanding, number of shares	60,000
Weighted average remaining years	8 years 11 months 26 days
Options exercisable, number of shares	30,000
Exercise Price. 89 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 0.89
Options outstanding, number of shares	417,394
Weighted average remaining years	9 years 4 months 17 days
Options exercisable, number of shares	348,204
Exercise Price 2. 03 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 2.03
Options outstanding, number of shares	659,000
Weighted average remaining years	7 years 3 days
Options exercisable, number of shares	659,000
Exercise Price 2. 50 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 2.50
Options outstanding, number of shares	100,000
Weighted average remaining years	8 years 6 months
Options exercisable, number of shares	25,000
Exercise Price 2. 72 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 2.72
Options outstanding, number of shares	25,000
Weighted average remaining years	2 years 9 months
Options exercisable, number of shares	25,000
Exercise Price 2. 80 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 2.80
Options outstanding, number of shares	216,250
Weighted average remaining years	5 years 11 months 23 days
Options exercisable, number of shares	213,490
Exercise Price 2. 96 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 2.96
Options outstanding, number of shares	70,313
Weighted average remaining years	5 years 9 months 7 days
Options exercisable, number of shares	70,313
Exercise Price 3. 43 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 3.43
Options outstanding, number of shares	25,000
Weighted average remaining years	8 years 2 months 19 days
Options exercisable, number of shares	9,000
Exercise Price 4. 03 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 4.03
Options outstanding, number of shares	1,020,000
Weighted average remaining years	7 years 9 months 3 days
Options exercisable, number of shares	665,000
Exercise Price 4. 20 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 4.20
Options outstanding, number of shares	25,000
Weighted average remaining years	7 years 7 months 2 days
Options exercisable, number of shares	17,000
Exercise Price 5. 10 [Member]
Share-Based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise Price | $ / shares	$ 5.10
Options outstanding, number of shares	48,500
Weighted average remaining years	7 years 11 months 15 days
Options exercisable, number of shares	48,500

16. Stock Options (Details Narr

16. Stock Options (Details Narrative) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Other Share Increase (Decrease)		9,000,000
Stock Options available		16,000,000	7,000,000
Options	$ 371,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares	555,950
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount	$ 1,611,244
Options intrinsic value	$ 1,650
Share-Based Payment Arrangement, Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares	2,666,457
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross	9,588,872
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant	3,744,671

Revenues (Details)

Revenues (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Total Handle (Turnover)	$ 162,570,022	$ 166,488,469	$ 585,774,609	$ 572,313,763
Total Winnings/Payouts	151,981,764	154,753,550	545,510,230	532,489,710
Total Gross Gaming Revenues	10,588,258	11,734,919	40,264,379	39,824,053
Less: ADM Gaming Taxes	(2,567,470)	(2,822,830)	(9,688,820)	(9,671,040)
Net Gaming Revenues	8,020,788	8,912,089	30,575,559	30,153,013
Add: Service Revenues	443,803	679,202	1,657,820	2,022,002
Web Based [Member]
Total Handle (Turnover)	155,827,524	163,563,603	561,242,461	565,785,709
Total Winnings/Payouts	146,425,497	152,545,450	525,524,328	527,323,323
Total Gross Gaming Revenues	9,402,027	11,018,153	35,718,133	38,462,386
Land Based [Member]
Total Handle (Turnover)	6,742,498	2,924,866	24,532,148	6,528,054
Total Winnings/Payouts	5,556,267	2,208,100	19,985,902	5,166,387
Total Gross Gaming Revenues	$ 1,186,231	$ 716,766	$ 4,546,246	$ 1,361,667

Net Income (Loss) per Common Sh

Net Income (Loss) per Common Share (Details) - shares	1 Months Ended	4 Months Ended	6 Months Ended	9 Months Ended
	Jan. 30, 2023	May 05, 2023	Jul. 11, 2023	Sep. 30, 2023	Sep. 30, 2022
Earnings Per Share [Abstract]
Restricted shares				4,263,666
Convertible notes payable	2,000	1,500	3,000	13,012,176
Options				2,666,457	2,384,063
Warrants				15,896,867	3,664,168
				35,839,166	6,048,231

Segment Reporting (Details)

Segment Reporting (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Segment Reporting Information [Line Items]
Revenue			$ 30,575,558	$ 32,175,015
Betting platform and services revenue	$ 443,803	$ 679,202	1,657,820	2,022,002
Intercompany Service revenue
Operating expenses
Intercompany service expense
Selling expenses	6,724,275	6,874,581	26,158,349	24,029,532
General and administrative expenses			13,498,145	15,589,410
Restructuring and Severance expenses				1,205,689
Depreciation and amortization			1,043,432
Total operating expenses	11,397,329	12,683,349	40,699,926	40,824,631
Income (Loss) from operations	(2,932,738)	(3,092,055)	(8,466,548)	(8,649,616)
Other income (expense)
Interest expense, net	(162,474)	(9,104)	(273,701)	(22,641)
Amortization of debt discount	(142,381)		(215,651)
Other income	9,994	21,931	13,521	90,783
Other expense		(45,528)	(7,017)	(56,539)
Change in fair value of contingent purchase consideration		482,059		1,397,833
Gain on marketable securities		(49,250)	(19,999)	43,250
Total other income (expense)	(294,861)	(564,010)	(502,847)	(1,342,980)
Income (Loss) before Income Taxes	(3,227,599)	(3,656,065)	(8,969,395)	(9,992,596)
Income tax provision	4,240	(167,574)	67,199	(200,518)
Net Loss from continuing operations	(3,223,359)	(3,823,639)	(8,902,196)	(10,193,114)
Discontinued operations
Operating losses	(34,690)		(198,335)
Loss on rescission	(42,201)		(42,201)
Net Income (Loss)	(3,300,250)	(3,823,639)	(9,142,732)	(10,193,114)
Change in fair value of contingent purchase consideration		$ (482,059)		(1,397,833)
All other
Segment Reporting Information [Line Items]
Revenue
Betting platform and services revenue
Intercompany Service revenue
Operating expenses
Intercompany service expense			424,340
Selling expenses
General and administrative expenses			4,155,140	5,477,888
Restructuring and Severance expenses				1,205,689
Depreciation and amortization			19,130
Total operating expenses			4,598,610	6,683,577
Income (Loss) from operations			(4,598,610)	(6,683,577)
Other income (expense)
Interest expense, net			(219,022)
Amortization of debt discount			(215,651)
Other income
Other expense			(2,075)
Change in fair value of contingent purchase consideration
Gain on marketable securities			(19,999)	43,250
Total other income (expense)			(456,747)	43,250
Income (Loss) before Income Taxes			(5,055,357)	(6,640,327)
Income tax provision
Net Loss from continuing operations			(5,055,357)
Discontinued operations
Operating losses
Loss on rescission
Net Income (Loss)			(5,055,357)	(6,640,327)
Change in fair value of contingent purchase consideration
Betting platform software and services
Segment Reporting Information [Line Items]
Revenue				1,766,391
Betting platform and services revenue			1,657,820
Intercompany Service revenue			1,732,034	1,517,807
Operating expenses
Intercompany service expense				74,584
Selling expenses			194,758	132,718
General and administrative expenses			4,507,051	5,724,166
Restructuring and Severance expenses
Depreciation and amortization			830,209
Total operating expenses			5,532,018	5,931,468
Income (Loss) from operations			(2,142,164)	(2,647,270)
Other income (expense)
Interest expense, net			(49,895)	(21,572)
Amortization of debt discount
Other income			1,294	2
Other expense			(2,544)	(8,580)
Change in fair value of contingent purchase consideration				1,397,833
Gain on marketable securities
Total other income (expense)			(51,145)	(1,427,983)
Income (Loss) before Income Taxes			(2,193,309)	(4,075,253)
Income tax provision			67,199	236,524
Net Loss from continuing operations			(2,126,110)
Discontinued operations
Operating losses			(198,335)
Loss on rescission			(42,201)
Net Income (Loss)			(2,366,646)	(3,838,729)
Change in fair value of contingent purchase consideration				(1,397,833)
Intersubsegment Eliminations [Member]
Segment Reporting Information [Line Items]
Revenue
Betting platform and services revenue
Intercompany Service revenue			(2,156,374)	(1,592,391)
Operating expenses
Intercompany service expense			(2,156,374)	(1,592,391)
Selling expenses
General and administrative expenses
Restructuring and Severance expenses
Depreciation and amortization
Total operating expenses			(2,156,374)	(1,592,391)
Income (Loss) from operations
Other income (expense)
Interest expense, net
Amortization of debt discount
Other income
Other expense
Change in fair value of contingent purchase consideration
Gain on marketable securities
Total other income (expense)
Income (Loss) before Income Taxes
Income tax provision
Net Loss from continuing operations
Discontinued operations
Operating losses
Loss on rescission
Net Income (Loss)
Change in fair value of contingent purchase consideration
Betting establishments
Segment Reporting Information [Line Items]
Revenue			30,575,558	30,408,624
Betting platform and services revenue
Intercompany Service revenue			424,340	74,584
Operating expenses
Intercompany service expense			1,732,034	1,517,807
Selling expenses			25,963,591	23,896,814
General and administrative expenses			4,835,954	4,387,356
Restructuring and Severance expenses
Depreciation and amortization			194,093
Total operating expenses			32,725,672	29,801,977
Income (Loss) from operations			(1,725,774)	681,231
Other income (expense)
Interest expense, net			(4,784)	(1,069)
Amortization of debt discount
Other income			12,227	90,781
Other expense			(2,398)	(47,959)
Change in fair value of contingent purchase consideration
Gain on marketable securities
Total other income (expense)			5,045	41,753
Income (Loss) before Income Taxes			(1,720,729)	722,984
Income tax provision				(437,042)
Net Loss from continuing operations			(1,720,729)
Discontinued operations
Operating losses
Loss on rescission
Net Income (Loss)			$ (1,720,729)	285,942
Change in fair value of contingent purchase consideration

Segment reporting_ Operating as

Segment reporting: Operating assets and liabilities (Details) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Segment Reporting Information [Line Items]
Payments for Purchase of Other Assets	$ 1,115,154	$ 355,939
Assets
Current assets	8,168,820	9,749,192	$ 6,825,212
Non-current assets	14,178,260	32,845,234	14,532,057
Liabilities
Non-current liabilities	(6,328,080)	(19,178,824)	(3,469,925)
Intercompany balances
Net asset position	2,702,557	14,194,472
Current liabilities	(13,316,443)	(9,221,130)	$ (10,736,929)
Intercompany balances
All other
Segment Reporting Information [Line Items]
Payments for Purchase of Other Assets	18,971	76,413
Assets
Current assets	508,937	205,740
Non-current assets	56,437	115,784
Liabilities
Non-current liabilities	(3,145,398)
Intercompany balances	410,709	1,118,464
Net asset position	(3,319,195)	(2,042,713)
Current liabilities		(1,245,773)
Intercompany balances	(410,709)	(1,118,464)
Betting platform software and services
Segment Reporting Information [Line Items]
Payments for Purchase of Other Assets	530,771	64,721
Assets
Current assets	3,056,110	3,540,566
Non-current assets	11,292,675	30,048,147
Liabilities
Non-current liabilities	(1,617,009)	(17,819,917)
Intercompany balances	(7,481,138)	3,887,691
Net asset position	1,659,190	9,810,533
Current liabilities		(2,070,572)
Intercompany balances	7,481,138	(3,887,691)
Betting establishments
Segment Reporting Information [Line Items]
Payments for Purchase of Other Assets	565,412	214,805
Assets
Current assets	4,603,773	6,002,886
Non-current assets	2,829,148	2,681,303
Liabilities
Non-current liabilities	(1,565,673)	(1,358,907)
Intercompany balances	7,070,429	(5,006,155)
Net asset position	4,362,562	6,426,652
Current liabilities		(5,904,785)
Intercompany balances	$ (7,070,429)	$ 5,006,155