Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2020 | |
Cover [Abstract] | |
Entity Registrant Name | Allied Esports Entertainment, Inc. |
Entity Central Index Key | 0001708341 |
Amendment Flag | false |
Document Type | S-1 |
Entity Filer Category | Accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity ExTransition Period | false |
Entity Incorporation State Country Code | DE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets | |||
Cash | $ 4,351,634 | $ 8,440,573 | $ 10,471,296 |
Restricted cash | 5,000,000 | 3,650,000 | |
Accounts receivable | 2,068,913 | 2,121,326 | 1,533,235 |
Prepaid expenses and other current assets | 1,080,787 | 1,367,795 | 711,889 |
Total Current Assets | 12,501,334 | 15,579,694 | 12,716,420 |
Property and equipment, net | 19,580,571 | 20,554,307 | 21,440,097 |
Goodwill | 4,083,621 | 4,083,621 | 4,083,621 |
Intangible assets, net | 14,186,699 | 14,789,876 | 17,234,992 |
Deposits | 712,463 | 712,463 | 632,963 |
Deferred production costs | 11,508,829 | 10,962,482 | 9,058,844 |
Other assets | 6,138,631 | 4,638,631 | 500,000 |
Total Assets | 68,712,148 | 71,321,074 | 65,666,937 |
Current Liabilities | |||
Accounts payable | 1,070,299 | 956,871 | 1,072,499 |
Accrued expenses and other current liabilities | 3,930,946 | 3,892,471 | 2,862,145 |
Accrued interest on convertible debt | 2,707,742 | 2,088,994 | |
Deferred revenue | 2,947,391 | 3,855,459 | 3,307,843 |
Convertible debt, net of discount, current portion | 10,919,706 | 12,845,501 | |
Convertible debt, related party, net of discount | 992,701 | 988,115 | |
Due to Former Parent | 33,019,510 | ||
Total Current Liabilities | 22,568,785 | 24,627,411 | 40,261,997 |
Deferred rent | 3,359,770 | 2,472,837 | 1,383,644 |
Convertible debt, net of discount, non-current portion | 1,985,401 | ||
Total Liabilities | 27,913,956 | 27,100,248 | 41,645,641 |
Commitments and Contingencies | |||
Stockholders' Equity | |||
Preferred stock, $0.0001 par value, 1,000,000 shares authorized, none issued and outstanding | |||
Common stock, $0.0001 par value; 65,000,000 shares authorized, 23,934,871 and 23,176,146 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 2,393 | 2,317 | 1,160 |
Common stock subscribed, $0,0001 par value; 1,018,848 and 0 shares subscribed at March 31, 2020 and December 31, 2019, respectively | 102 | ||
Additional paid in capital | 168,654,573 | 161,300,916 | 124,361,130 |
Subscription receivable | (2,000,000) | ||
Accumulated deficit | (125,995,053) | (117,218,584) | (100,479,855) |
Accumulated other comprehensive income | 136,177 | 136,177 | 138,861 |
Total Stockholders' Equity | 40,798,192 | 44,220,826 | 24,021,296 |
Total Liabilities and Stockholders' Equity | $ 68,712,148 | $ 71,321,074 | $ 65,666,937 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | |||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized Shares | 1,000,000 | 1,000,000 | 1,000,000 |
Preferred stock, issued Shares | |||
Preferred stock, outstanding Shares | |||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, authorized Shares | 65,000,000 | 65,000,000 | 65,000,000 |
Common stock, issued Shares | 23,934,871 | 23,176,146 | 11,602,754 |
Common stock, outstanding Shares | 23,934,871 | 23,176,146 | 11,602,754 |
Common stock, subscribed par value | $ 0.0001 | ||
Common stock, shares subscribed | 1,018,848 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues: | ||||
In-person | $ 2,304,922 | $ 2,747,641 | $ 11,133,412 | $ 8,181,355 |
Multiplatform content | 1,216,897 | 1,101,622 | 5,498,404 | 3,246,657 |
Interactive | 2,523,234 | 2,385,785 | 9,440,179 | 9,175,243 |
Total Revenues | 6,045,053 | 6,235,048 | 26,071,995 | 20,603,255 |
Costs and Expenses: | ||||
In-person (exclusive of depreciation and amortization) | 987,443 | 1,171,747 | 4,832,897 | 4,543,542 |
Multiplatform content (exclusive of depreciation and amortization) | 461,374 | 580,553 | 3,813,116 | 2,296,790 |
Interactive (exclusive of depreciation and amortization) | 992,500 | 891,567 | 2,479,040 | 2,473,970 |
Online operating expenses | 324,953 | 189,331 | 688,045 | 2,244,574 |
Selling and marketing expenses | 632,730 | 651,328 | 3,575,903 | 4,022,602 |
General and administrative expenses | 4,911,823 | 4,318,492 | 18,530,000 | 16,452,392 |
Share-based compensation | 4,003,835 | |||
Depreciation and amortization | 1,824,465 | 1,686,182 | 6,767,741 | 6,711,398 |
Impairment of investment in ESA | 600,000 | 600,000 | 9,683,158 | |
Impairment of deferred production costs and intangible assets | 330,340 | 1,005,292 | ||
Total Costs and Expenses | 14,139,123 | 10,089,200 | 41,617,082 | 49,433,718 |
Loss From Operations | (8,094,070) | (3,854,152) | (15,545,087) | (28,830,463) |
Other Income (Expense): | ||||
Other income | 541 | 18,426 | 126,689 | |
Interest expense | (682,940) | (1,197,127) | (2,117,438) | |
Foreign currency exchange loss | (14,941) | (198,513) | ||
Total Other Expense | (682,399) | (1,193,642) | (2,189,262) | |
Net Loss | (8,776,469) | (3,854,152) | (16,738,729) | (31,019,725) |
Other comprehensive loss: | ||||
Foreign currency translation adjustments | (3,082) | |||
Total Comprehensive Loss | (8,776,469) | (3,857,234) | (2,684) | 288,111 |
Net loss attributed to non-controlling interest | 403,627 | |||
Net Loss Attributable to Allied Esports Entertainment, Inc. | $ (8,776,469) | $ (3,854,152) | $ (16,738,729) | $ (30,616,098) |
Basic and Diluted Net Loss per Common Share | $ (0.37) | $ (0.33) | $ (1.04) | $ (2.64) |
Basic and Diluted | 23,818,144 | 11,602,754 | 16,159,144 | 11,602,754 |
Consolidated Statements Compreh
Consolidated Statements Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Net loss | $ (16,738,729) | $ (31,019,725) |
Other comprehensive (loss) gain: | ||
Foreign currency translation adjustments | (2,684) | 288,111 |
Total comprehensive loss | (16,741,413) | (30,731,614) |
Less: comprehensive loss attributable to non-controlling interest | 403,627 | |
Comprehensive loss attributable to Allied Esports Entertainment, Inc. | $ (16,741,413) | $ (30,327,987) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) | Common Stock | Common Stock Subscribed | Additional Paid-in Capital | Subscription Receivable | Accumulated Other Comprehensive Income | Accumulated Deficit | Total |
Balance, at Dec. 31, 2017 | $ 1,160 | $ 82,622,222 | $ (149,250) | $ (69,863,757) | $ 12,610,375 | ||
Balance, Shares at Dec. 31, 2017 | 11,602,754 | ||||||
Effect of restructuring | 42,505,325 | 42,505,325 | |||||
Net contributions from Parent | (766,417) | (766,417) | |||||
Net loss | (30,616,098) | (30,616,098) | |||||
Other comprehensive loss | 288,111 | 288,111 | |||||
Balance, at Dec. 31, 2018 | $ 1,160 | 124,361,130 | 138,861 | (100,479,855) | 24,021,296 | ||
Balance, Shares at Dec. 31, 2018 | 11,602,754 | ||||||
Net loss | (3,854,152) | (3,854,152) | |||||
Other comprehensive loss | (3,082) | (3,082) | |||||
Balance, at Mar. 31, 2019 | $ 1,160 | 124,361,130 | 135,779 | (104,334,007) | 20,164,062 | ||
Balance, Shares at Mar. 31, 2019 | 11,602,754 | ||||||
Balance, at Dec. 31, 2018 | $ 1,160 | 124,361,130 | 138,861 | (100,479,855) | 24,021,296 | ||
Balance, Shares at Dec. 31, 2018 | 11,602,754 | ||||||
Effect of restructuring | |||||||
Effect of reverse merger | $ 1,149 | 36,395,355 | 36,396,504 | ||||
Effect of reverse merger, Shares | 11,492,999 | ||||||
Warrants issued to convertible debt holders | 114,804 | 114,804 | |||||
Contingent consideration for convertible debt holders | 152,590 | 152,590 | |||||
Restricted stock | $ 8 | (8) | |||||
Restricted stock, Shares | 80,393 | ||||||
Stock options | 149,893 | 149,893 | |||||
Stock-based compensation, restricted stock | 127,152 | 127,152 | |||||
Net loss | (16,738,729) | (16,738,729) | |||||
Other comprehensive loss | (2,684) | (2,684) | |||||
Balance, at Dec. 31, 2019 | $ 2,317 | 161,300,916 | 136,177 | (117,218,584) | 44,220,826 | ||
Balance, Shares at Dec. 31, 2019 | 23,176,146 | ||||||
Common stock issued for cash | $ 76 | 4,999,924 | 5,000,000 | ||||
Common stock issued for cash, shares | 758,725 | ||||||
Stock-based compensation | |||||||
Stock options | 353,835 | 353,835 | |||||
Subscription of common stock in connection with exercise of put option | $ 102 | 1,999,898 | (2,000,000) | ||||
Subscription of common stock in connection with exercise of put option, shares | 1,018,848 | ||||||
Net loss | (8,776,469) | (8,776,469) | |||||
Other comprehensive loss | |||||||
Balance, at Mar. 31, 2020 | $ 2,393 | $ 102 | $ 168,654,573 | $ (2,000,000) | $ 136,177 | $ (125,995,053) | $ 40,798,192 |
Balance, Shares at Mar. 31, 2020 | 23,934,871 | 1,018,848 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash Flows From Operating Activities | ||||
Net loss | $ (8,776,469) | $ (3,854,152) | $ (16,738,729) | $ (31,019,725) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Stock-based compensation | 4,003,835 | 277,045 | (766,417) | |
Amortization of debt discount | 64,192 | 101,012 | ||
Bad debt expense (recovery) | (79,414) | |||
Depreciation and amortization | 1,824,465 | 1,686,182 | 6,767,741 | 6,711,398 |
Subsidiary loss during consolidation period | 1,838,739 | |||
Impairment of investment in ESA | 600,000 | 600,000 | 9,683,158 | |
Impairment of deferred production costs | 330,340 | 768,459 | ||
Impairment of intangibles | 236,833 | |||
Write-off of capitalized software costs | 648,563 | |||
Deferred rent | 130,087 | (87,130) | 189,972 | 294,440 |
Accrued interest on notes payable to Former Parent | 1,843,659 | |||
Changes in operating assets and liabilities: | ||||
Accounts receivable | 52,413 | (426,506) | (685,977) | (902,614) |
Deposits | (79,500) | 19,397 | ||
Deferred production costs | (546,347) | (863,892) | (2,233,978) | (4,808,424) |
Prepaid expenses and other current assets | 287,008 | 3,059 | 124,106 | (336,555) |
Accounts payable | 113,428 | 515,182 | (982,153) | (861,632) |
Accrued expenses and other current liabilities | 38,475 | (48,121) | 622,715 | 551,593 |
Accrued interest on convertible debt | 618,748 | 1,096,117 | ||
Deferred revenue | (908,068) | (390,077) | 547,616 | 1,566,989 |
Total Adjustments | 5,678,236 | 988,697 | 6,675,056 | 16,408,172 |
Net Cash Used In Operating Activities | (3,098,233) | (2,865,455) | (10,063,673) | (14,611,553) |
Cash Flows From Investing Activities | ||||
Return of Simon investment | (3,650,000) | |||
Net cash acquired in Merger | 14,941,683 | |||
Investment in TV Azteca | (1,500,000) | (3,500,000) | ||
Lease incentive reimbursements | 756,846 | |||
Purchases of property and equipment | (225,567) | (452,550) | (2,214,026) | (17,144,397) |
Proceeds from licensing software | 341,193 | |||
Investment in ESA | (1,238,631) | (1,140,745) | (6,230,038) | |
Purchases of intangible assets | (21,985) | (69,161) | (50,096) | (38,559) |
Net Cash Used In Investing Activities | (4,640,706) | (1,760,342) | 8,036,816 | (23,071,801) |
Cash Flows From Financing Activities | ||||
Repayments to Former Parent | (136,574) | |||
Proceeds from sale of common stock | 5,000,000 | |||
Proceeds from convertible debt | 3,000,000 | |||
Proceeds from convertible debt, related party | 1,000,000 | |||
Proceeds from notes payable to Former Parent | 11,383,207 | |||
Due to Former Parent | (346,804) | 22,912,205 | ||
Net Cash Provided By (Used In) Financing Activities | 5,000,000 | (136,574) | 3,653,196 | 34,295,412 |
Effect of Exchange Rate Changes on Cash | (3,861) | (7,062) | 249,100 | |
Net Decrease In Cash And Restricted Cash | (2,738,939) | (4,766,232) | 1,619,277 | (3,138,842) |
Cash and restricted cash - Beginning of period | 12,090,573 | 10,471,296 | 10,471,296 | 13,610,138 |
Cash and restricted cash - End of period | 9,351,634 | 5,705,064 | 12,090,573 | 10,471,296 |
Supplemental Disclosures of Cash Flow Information: | ||||
Cash paid during the period for interest | $ 55,178 | 55,178 | ||
Non-cash investing and financing activities: | ||||
Non-cash investment in ESA | 97,886 | 5,363,706 | ||
Due to Former Parent satisfied by issuance of common stock in connection with Merger | 18,179,745 | |||
Convertible debt and related interest assumed in Merger | 10,992,877 | |||
Warrants granted to convertible debt holders in connection with Merger | 114,804 | |||
Contingent consideration for convertible debt holders in connection with Merger | 152,590 | |||
Effect of restructuring | 42,505,325 | |||
Leasehold improvements acquired through lease incentives | 899,221 | |||
Property and equipment acquired through accrued expenses | $ 269,110 |
Cash and restricted cash consis
Cash and restricted cash consisted of the following: - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | |||||
Cash | $ 4,351,634 | $ 8,440,573 | $ 5,705,064 | $ 10,471,296 | |
Restricted cash | 5,000,000 | 3,650,000 | |||
Total cash and restricted cash | $ 9,351,634 | $ 12,090,573 | $ 5,705,064 | $ 10,471,296 | $ 13,610,138 |
Background
Background | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Background | Note 1 – Background Allied Esports Entertainment Inc., (“AESE” and formerly known as Black Ridge Acquisition Corp, or “BRAC”) was incorporated in Delaware on May 9, 2017 as a blank check company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (a “Business Combination”). Allied Esports Media, Inc. (“AEM”), a Delaware corporation, was formed in November 2018 to act as a holding company for Allied Esports International Inc. (“Allied Esports”) and immediately prior to the close of the Merger (see below) to also include Noble Link Global Limited (“Noble Link”). Allied Esports, together with its subsidiaries described below, owns and operates the esports-related businesses of AESE. Noble Link (prior to the AEM Merger) and its wholly owned subsidiaries Peerless Media Limited, Club Services, Inc. and WPT Enterprises, Inc. operate the poker-related business of AESE and are collectively referred to herein as “World Poker Tour” or “WPT”. Prior to the Merger, as described below, Noble Link and Allied Esports were subsidiaries of Ourgame International Holdings Limited (the “Former Parent”). On December 19, 2018, BRAC, Noble Link and AEM executed an Agreement and Plan of Reorganization (as amended from time to time, the “Merger Agreement”). On August 9, 2019 (the “Closing Date”), Noble Link was merged with and into AEM, with AEM being the surviving entity, which was accounted for as a common control merger (the “AEM Merger”). Further, on August 9, 2019, a subsidiary of AESE merged with AEM pursuant to the Merger Agreement with AEM being the surviving entity (the “Merger”). The Merger was accounted for as a reverse recapitalization, and AEM is deemed to be the accounting acquirer. Consequently, the assets and liabilities and the historical operations that are reflected in these condensed consolidated financial statements prior to the Merger are those of Allied Esports and WPT. The preferred stock, common stock, additional paid in capital and earnings per share amount in these condensed consolidated financial statements for the period prior to the Merger have been restated to reflect the recapitalization in accordance with the shares issued to the Former Parent as a result of the Merger. References herein to the “Company” are to the combination of AEM and WPT during the period prior to the AEM Merger and are to AESE and subsidiaries after the Merger. Allied Esports operates directly and through its wholly owned subsidiaries Esports Arena Las Vegas, LLC (“ESALV”) and Allied Esports Gaming GmbH. Allied Esports operates global competitive esports properties designed to connect players and fans via a network of connected arenas. ESALV operates a flagship gaming arena located at the Luxor Hotel in Las Vegas, Nevada. Allied Esports GmbH operates a mobile esports truck that serves as both a battleground and content generation hub and also operates a studio for recording and streaming gaming events. World Poker Tour is an internationally televised gaming and entertainment company with brand presence in land-based tournaments, television, online and mobile applications. WPT has been involved in the sport of poker since 2002 and created a television show based on a series of high-stakes poker tournaments. WPT has broadcasted globally in more than 150 countries and territories and its shows are sponsored by established brands in many areas, including watches, crystal, playing cards and online social poker operators. WPT also operates ClubWPT.com, a subscription-based site that offers its members inside access to the WPT content database, as well as sweepstakes-based poker product that allows members to play for real cash and prizes in 36 states and territories across the United States and 4 foreign countries. WPT also participates in strategic brand licensing, partnership, and sponsorship opportunities. | Note 1 – Background and Basis of Presentation Allied Esports Entertainment Inc., ("AESE" and formerly known as Black Ridge Acquisition Corp, or "BRAC") was incorporated in Delaware on May 9, 2017 as a blank check company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (a "Business Combination"). Allied Esports Media, Inc. ("AEM"), a Delaware corporation, was formed in November 2018 to act as a holding company for Allied Esports International Inc. ("Allied Esports") and immediately prior to close of the Merger (see below) to also include Noble Link Global Limited ("Noble Link"). Allied Esports, together with its subsidiaries described below owns and operates the esports-related businesses of AESE. Noble Link (prior to the AEM Merger) and its wholly owned subsidiaries Peerless Media Limited, Club Services, Inc. and WPT Enterprises, Inc. operate the poker-related business of AESE and are collectively referred to herein as "World Poker Tour" or "WPT". Prior to the Merger, as described below, Noble Link and Allied Esports were subsidiaries of Ourgame International Holdings Limited (the "Former Parent"). On December 19, 2018, BRAC, Noble Link and AEM executed an Agreement and Plan of Reorganization (as amended from time to time, the "Merger Agreement"). On August 9, 2019 (the "Closing Date"), Noble Link was merged with and into AEM, with AEM being the surviving entity, which was accounted for as a common control merger (the "AEM Merger"). Further, on August 9, 2019, a subsidiary of AESE merged with AEM pursuant to the Merger Agreement with AEM being the surviving entity (the "Merger"). The Merger was accounted for as a reverse recapitalization, and AEM is deemed to be the accounting acquirer. Consequently, the assets and liabilities and the historical operations that are reflected in these consolidated financial statements prior to the Merger are those of Allied Esports and WPT. The preferred stock, common stock, additional paid in capital and earnings per share amount in these consolidated financial statements for the period prior to the Merger have been restated to reflect the recapitalization in accordance with the shares issued to the Former Parent as a result of the Merger. References herein to the "Company" are to the combination of AEM and WPT during the period prior to the AEM Merger and are to AESE and subsidiaries after the Merger. Allied Esports operates through its wholly owned subsidiaries Allied Esports International, Inc., ("AEII"), Esports Arena Las Vegas, LLC ("ESALV") and ELC Gaming GMBH ("ELC Gaming"). AEII operates global competitive esports properties designed to connect players and fans via a network of connected arenas. ESALV operates a flagship gaming arena located at the Luxor Hotel in Las Vegas, Nevada. ELC Gaming operates a mobile esports truck that serves as both a battleground and content generation hub and also operates a studio for recording and streaming gaming events. WPT is an internationally televised gaming and entertainment company with brand presence in land-based tournaments, television, online and mobile applications. WPT has been involved in the sport of poker since 2002 and created a television show based on a series of high-stakes poker tournaments. WPT has broadcasted globally in more than 150 countries and territories and its shows are sponsored by established brands in many areas, including watches, crystal, playing cards and online social poker operators. WPT also operates ClubWPT.com, a subscription-based site that offers its members inside access to the WPT content database, as well as sweepstakes-based poker product that allows members to play for real cash and prizes in 36 states and territories across the United States and 4 foreign countries. WPT also participates in strategic brand licensing, partnership, and sponsorship opportunities. |
Going Concern and Management's
Going Concern and Management's Plans | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Going Concern and Management's Plans | Note 2 – Going Concern and Management's Plans As of March 31, 2020, the Company had cash of approximately $4.4 million (not including $5.0 million of restricted cash) and a working capital deficit of approximately $10.1 million. For the three months ended March 31, 2020 and 2019, the Company incurred net losses of approximately $8.8 million and $3.9 million, respectively, and used cash in operations of approximately $3.1 million and $2.9 million, respectively. As of March 31, 2020, the Company had convertible debt in the principal amount of $14.0 million, of which (i) principal in the amount of $2,000,000 was converted into 1,250,000 shares of the Company's common stock on April 29, 2020 (See Note 11 - Subsequent Events), and of which principal in the amount $12,000,000 matures on August 23, 2020 (see Note 7 – Convertible Debt and Convertible Debt, Related Party for details). In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic which continues to spread throughout the United States. As a global entertainment company that hosts numerous live events with spectators and participants in destination cities, such outbreak has caused people to avoid traveling to and attending these events. Recently, live events which were to have been hosted by both Allied Esports and WPT businesses have been cancelled or postponed, and these businesses are now operating online only. The Company is continuing to monitor the outbreak of COVID-19 and the related business and travel restrictions, and changes to behavior intended to reduce its spread, and the related impact on the Company's operations, financial position and cash flows, as well as the impact on its employees. Due to the rapid development and fluidity of this situation, the magnitude and duration of the pandemic and its impact on the Company's future operations and liquidity is uncertain as of the date of this report. While there could ultimately be a material impact on operations and liquidity of the Company, at the time of issuance, the impact could not be determined. The aforementioned factors raise substantial doubt about the Company's ability to continue as a going concern within one year after the issuance date of these condensed consolidated financial statements. The accompanying condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"), which contemplate continuation of the Company as a going concern and the realization of assets and the satisfaction of liabilities in the normal course of business. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company's continuation is dependent upon attaining and maintaining profitable operations and, until that time, raising additional capital as needed, but there can be no assurance that it will be able to close on sufficient financing. The Company's ability to generate positive cash flow from operations is dependent upon generating sufficient revenues. To date, the Company's operations have been funded by the Former Parent, as well as through the issuance of secured, convertible debt, and with cash acquired in the Merger. The Company cannot provide any assurances that it will be able to secure additional funding, either from equity offerings or debt financings, on terms acceptable to the Company, if at all. If the Company is unable to obtain the requisite amount of financing needed to fund its planned operations, including the repayment of secured, convertible debt, it would have a material adverse effect on its business and ability to continue as a going concern, and it may have to explore the sale of, or curtail or even cease, certain operations. | Note 2 - Going Concern and Management’s Plans As of December 31, 2019, the Company had cash and a working capital deficit of approximately $8.4 million (not including approximately $3.7 million of restricted cash) and $9.0 million, respectively. For the years ended December 31, 2019 and 2018, the Company incurred net losses of approximately $16.7 million and $31.0 million, respectively, and used cash in operations of approximately $10.1 million and $14.6 million, respectively. Further, convertible debt obligations and related accrued interest in the aggregate amount of $14.0 million and $2.1 million, respectively, mature on August 19, 2020, unless converted to equity prior to their maturity date (see Note 11 - Convertible Debt). The aforementioned factors raise substantial doubt about the Company’s ability to continue as a going concern within one year after the issuance date of these consolidated financial statements. The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which contemplate continuation of the Company as a going concern and the realization of assets and the satisfaction of liabilities in the normal course of business. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s continuation is dependent upon attaining and maintaining profitable operations and, until that time, raising additional capital as needed, but there can be no assurance that it will be able to close on sufficient financing. The Company’s ability to generate positive cash flow from operations is dependent upon generating sufficient revenues. To date, the Company’s operations have been funded by the Former Parent, through the issuance of debt and with cash acquired in the Merger. The Company cannot provide any assurances that it will be able to secure additional funding, either from equity offerings or debt financings on terms acceptable to the Company, if at all. If the Company is unable to obtain the requisite amount of financing needed to fund its planned operations, it would have a material adverse effect on its business and ability to continue as a going concern, and it may have to curtail, or even cease, certain operations. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies | Note 3 – Significant Accounting Policies There are no material changes from the significant accounting policies set forth in Note 3 – Significant Accounting Policies of the Company’s accompanying notes to the audited consolidated financial statements for the year ended December 31, 2019, except for the following accounting policies and required disclosures. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for annual consolidated financial statements. For additional information, these condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements of and notes thereto included in the Company’s amended annual report on Form 10-K/A filed with the Securities and Exchange Commission (“SEC”) on March 17, 2020. In the opinion of management, the accompanying condensed consolidated financial statements include all adjustments which are considered necessary for a fair presentation of the unaudited condensed consolidated financial statements of the Company as of March 31, 2020 and for the three months ended March 31, 2020 and 2019. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the operating results for the full year ending December 31, 2020 or any other period. These unaudited condensed consolidated financial statements have been derived from the accounting records of AESE, WPT and Allied Esports and should be read in conjunction with the accompanying notes thereto. Net Loss per Common Share Basic loss per common share is computed by dividing net loss attributable to AESE common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of common shares, if dilutive, resulting from the exercise of outstanding stock options and warrants and the conversion of convertible instruments. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: For the Three Months Ended 2020 2019 Common shares subscribed 1,018,848 - Options 2,360,000 - Warrants 18,637,003 3,800,000 Convertible debt 1,647,058 - Unit purchase options 600,000 600,000 Contingent consideration shares 3,846,153 - 28,109,062 4,400,000 Revenue Recognition The Company recognizes revenue primarily from the following sources: In-person revenue The Company’s in-person revenue is comprised of event revenue, sponsorship revenue, merchandising revenue, and other revenue. Event revenue is generated through World Poker Tour events – TV, non-TV, and DeepStacks Entertainment, LLC and DeepStacks Poker Tour, LLC (collectively “DeepStacks”) events – held at the Company’s partner casinos as well as Allied Esports events held at the Company’s esports properties. Event revenues recognized from the rental of the Allied Esports arena and gaming trucks are recognized at a point in time when the event occurs. In-person revenue also includes revenue from ticket sales, admission fees and food and beverage sales for events held at the Company’s esports properties. Ticket revenue is recognized at the completion of the applicable event. Point of sale revenues, such as food and beverage, gaming, and merchandising revenues, are recognized when control of the related goods are transferred to the customer. The Company also generates sponsorship revenues for naming rights for, and rental of, the Company’s arena and gaming trucks. Sponsorship revenues from naming rights of the Company’s esports arena and from sponsorship arrangements are recognized on a straight-line basis over the contractual term of the agreement. The Company records deferred revenue to the extent that payment has been received for services that have yet to be performed. In-person revenue was comprised of the following for the three months ended March 31, 2020 and 2019: For the Three Months Ended March 31, 2020 2019 Event revenue $ 1,470,628 $ 1,679,759 Sponsorship revenue 445,155 473,405 Food and beverage revenue 232,299 371,866 Ticket and gaming revenue 138,687 172,039 Merchandising revenue 18,049 50,572 Other revenue 104 - Total in-person revenue $ 2,304,922 $ 2,747,641 Multiplatform content revenue The Company’s multiplatform content revenue is comprised of distribution revenue, sponsorship revenue, music royalty revenue, online advertising revenue and content revenue. Distribution revenue is generated primarily through the distribution of content from World Poker Tour’s library. World Poker Tour provides video content to global television networks, who then have the right to air the content and place advertisements on the content during the related license period. Revenue from the distribution of video content to television networks is received pursuant to the contract payment terms and is recognized at the point in time that advertisements are aired on the WPT content. Occasionally, WPT will bundle third-party content with its own content in a distribution arrangement and will share the revenue with the third party. However, the revenues related to third party content are de minimis. The Company recognizes distribution revenue pursuant to the terms of each individual contract with the customer and records deferred revenue to the extent the Company has received a payment for services that have yet to be performed or products that have yet to be delivered. The Company also distributes video content to online channels. Both the global television networks and the online channels place ads within the WPT content and any advertising revenue earned by the global TV network or online channel is shared with WPT. The Company recognizes online advertising revenue at the point in time when the advertisements are placed in the video content. Sponsorship revenue is generated through the sponsorship of the Company’s TV content, live and online events and online streams. Online advertising revenue is generated from third-party advertisements placed on the Company’s website. Music royalty revenue is generated when the Company’s music is played in the Company’s TV series both on TV networks and online. The Company recognizes sponsorship revenue pursuant to the terms of each individual contract when the Company satisfies the respective performance obligations, which could be recognized at a point in time or over the term of the contract. The Company records deferred revenue to the extent the Company has received a payment for services that have yet to be performed or products that have yet to be delivered. Music royalty revenue is recognized at the point in time when the music is played. Multiplatform content revenue was comprised of the following for three months ended March 31, 2020 and 2019: For the Three Months Ended March 31, 2020 2019 Distribution revenue $ 456,919 434,749 Sponsorship revenue 384,284 367,504 Music royalty revenue 373,739 299,369 Online advertising revenue 1,955 - Total multiplatform content revenue $ 1,216,897 $ 1,101,622 Interactive revenue The Company’s interactive revenue is primarily comprised of subscription revenue, licensing, social gaming, and virtual product revenue. Subscription revenue is generated through fixed rate (monthly, quarterly, and annual) subscriptions which offer the opportunity for subscribers to play unlimited poker and access benefits not available to non-subscribers. The Company recognizes subscription revenue on a straight-line basis and records deferred revenue to the extent the Company receives payments for services that have yet to be provided. Social gaming revenue arises from the sale of online tokens and other online purchases on the Company’s social gaming website and is recognized at the point the product is delivered. Virtual product revenue is generated from the licensing of the Company’s various brands to be used on the customers’ virtual product and social gaming platforms and is recognized over the term of the contractual agreement. The Company generates licensing revenue by licensing the right to use the Company’s brands on products to third parties. Licensing revenue is recognized pursuant to the terms of each individual contract with the customer and is recognized over the term of the contractual agreement. Deferred revenue is recorded to the extent the Company has received a payment for products that have yet to be delivered. Interactive revenue was comprised of the following for the three months ended March 31, 2020 and 2019: For the Three Months Ended March 31, 2020 2019 Subscription revenue $ 1,286,789 $ 1,227,623 Virtual product revenue 924,315 923,495 Social gaming revenue 261,924 104,784 Licensing revenue 39,764 125,838 Other revenue 10,442 4,045 Total interactive revenue $ 2,523,234 $ 2,385,785 The following table summarizes our revenue recognized under ASC 606 in our condensed consolidated statements of operations and comprehensive loss: For the Three Months Ended March 31, 2020 2019 Revenues Recognized at a Point in Time: Event revenue $ 1,470,628 1,679,759 Distribution revenue 456,919 434,749 Social gaming revenue 261,924 104,784 Food and beverage revenue 232,299 371,866 Sponsorship revenue 2,502 67,295 Ticket and gaming revenue 138,687 172,039 Merchandising revenue 18,049 50,572 Music royalty revenue 373,739 299,369 Online advertising revenue 1,955 - Other revenue 10,546 4,045 Total Revenues Recognized at a Point in Time 2,967,248 3,184,478 Revenues Recognized Over a Period of Time: Subscription revenue 1,286,789 1,227,623 Sponsorship revenue 826,937 773,614 Virtual product revenue 924,315 923,495 Licensing revenue 39,764 125,838 Total Revenues Recognized Over a Period of Time 3,077,805 3,0550,570 Total Revenues $ 6,045,053 $ 6,235,048 The timing of the Company’s revenue recognition may differ from the timing of payment by its customers. A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. As of March 31, 2020, there remained $1,690,747 of contract liabilities which were included within deferred revenue on the consolidated balance sheet as of December 31, 2019, and for which performance obligations had not yet been satisfied as of March 31, 2020. The Company expects to satisfy its remaining performance obligations within the next twelve months. During the three months ended March 31, 2020, there was no revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods. Advertising Costs The Company expenses advertising and marketing costs as they are incurred. Marketing and advertising expense was $66,300 and $126,393 during the three months ended March 31, 2020 and 2019, respectively. Foreign Currency Translation The Company’s reporting currency is the United States Dollar. The functional currencies of the Company’s operating subsidiaries are their local currencies (United States Dollar and Euro). Euro-denominated assets and liabilities are translated into the United States Dollar using the exchange rate at the balance sheet date (1.1026 and 1.1215 for March 31, 2020 and December 31, 2019, respectively), and revenue and expense accounts are translated using the weighted average exchange rate in effect for the period (1.1033 and 1.1357 for the three months ended March 31, 2020 and 2019, respectively). Resulting translation adjustments are made directly to accumulated other comprehensive (loss) income. Losses of $2,202 and $0 arising from exchange rate fluctuations on transactions denominated in a currency other than the reporting currency for the three months ended March 31, 2020 and 2019, respectively, are recognized in operating results in the consolidated statements of operations. The Company engages in foreign currency denominated transactions with customers and suppliers, as well as between subsidiaries with different functional currencies. Reclassification Certain prior period balances have been reclassified in order to conform to the current year presentation. These reclassifications have no effect on previously reported results of operations or loss per share. CARES ACT On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”). The CARES Act, amongst other things, includes provisions relating to refundable payroll tax credits, deferment of employer social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. Pursuant to ASC 740, the Company recognizes the tax effects of new tax legislation upon enactment. Accordingly, the CARES Act is effective beginning in the quarter ended March 31, 2020. The Company is does not believe that the new tax provisions outlined in the CARES Act will have a material impact on the Company’s consolidated financial statements. Recent Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842).” ASU 2016-02 requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This amendment will be effective for private companies and emerging growth companies for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. The FASB issued ASU No. 2018-10 “Codification Improvements to Topic 842, Leases” and ASU No. 2018-11 “Leases (Topic 842) Targeted Improvements” in July 2018, and ASU No. 2018-20 “Leases (Topic 842) - Narrow Scope Improvements for Lessors” in December 2018. ASU 2018-10 and ASU 2018-20 provide certain amendments that affect narrow aspects of the guidance issued in ASU 2016-02. ASU 2018-11 allows all entities adopting ASU 2016-02 to choose an additional (and optional) transition method of adoption, under which an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements. In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The new guidance simplifies the accounting for goodwill impairment by eliminating Step 2 of the goodwill impairment test. Under current guidance, Step 2 of the goodwill impairment test requires entities to calculate the implied fair value of goodwill in the same manner as the amount of goodwill recognized in a business combination by assigning the fair value of a reporting unit to all of the assets and liabilities of the reporting unit. The carrying value in excess of the implied fair value is recognized as goodwill impairment. Under the new standard, goodwill impairment is recognized based on Step 1 of the current guidance, which calculates the carrying value in excess of the reporting unit’s fair value. This standard was adopted on January 1, 2020 and did not have a material impact on the Company’s consolidated financial statements or disclosures. In July 2018, the FASB issued ASU No. 2018-09, “Codification Improvements” (“ASU 2018-09”). These amendments provide clarifications and corrections to certain ASC subtopics including the following: Income Statement - Reporting Comprehensive Income – Overall (Topic 220-10), Debt - Modifications and Extinguishments (Topic 470-50), Distinguishing Liabilities from Equity – Overall (Topic 480-10), Compensation - Stock Compensation - Income Taxes (Topic 718-740), Business Combinations - Income Taxes (Topic 805-740), Derivatives and Hedging – Overall (Topic 815-10), and Fair Value Measurement – Overall (Topic 820-10). The majority of the amendments in ASU 2018-09 will be effective in annual periods beginning after December 15, 2019. This standard was adopted on January 1, 2020 and did not have a material impact on the Company’s consolidated financial statements or disclosures. In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The amendments in ASU 2018-13 modify the disclosure requirements associated with fair value measurements based on the concepts in the Concepts Statement, including the consideration of costs and benefits. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The amendments are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. This standard was adopted on January 1, 2020 and did not have a material impact on the Company’s consolidated financial statements or disclosures. In February 2020, the FASB issued ASU No. 2020-02, Financial Instruments - Credit Losses (Topic 326) and Leases (Topic 842) – Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date (“ASU 2020-02”) which provides clarifying guidance and minor updates to ASU No. 2016-13 – Financial Instruments – Credit Loss (Topic 326) (“ASU 2016-13”) and related to ASU No. 2016-02 - Leases (Topic 842). ASU 2020-02 amends the effective date of ASU 2016-13, such that ASU 2016-13 and its amendments will be effective for the Company for interim and annual periods in fiscal years beginning after December 15, 2022. The adoption of ASU 2016-13 is not expected to have a material impact on the Company’s consolidated financial statements or disclosures. | Note 3 - Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been derived from the accounting records of AESE and its consolidated subsidiaries. All significant intercompany balances have been eliminated in the consolidated financial statements. The consolidated financial statements have been prepared in accordance with U.S. GAAP and pursuant to the accounting rules and regulations of the United States Securities and Exchange Commission ("SEC"). Expenses that the Former Parent incurred on behalf of WPT and Allied Esports prior to the Merger were allocated to each entity using specific identification. Use of Estimates Preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the financial statements. The Company's significant estimates used in these financial statements include, but are not limited to, the valuation and carrying amount of goodwill and other intangible assets, accounts receivable reserves, the valuation of investments, stock-based compensation, warrants and deferred tax assets and the recoverability and useful lives of long-lived assets, including intangible assets, property and equipment and deferred production costs. Certain of the Company's estimates could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company's estimates and could cause actual results to differ from those estimates. Business Combinations The Company accounts for business combinations under Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 805 "Business Combinations" using the acquisition method of accounting, and accordingly, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition. The excess of the purchase price over the estimated fair value is recorded as goodwill. All acquisition costs are expensed as incurred. Upon acquisition, the accounts and results of operations are consolidated as of and subsequent to the acquisition date. Cash and Cash Equivalents All short-term investments of the Company that have a maturity of three months or less when purchased are considered to be cash equivalents. There were no cash equivalents as of December 31, 2019 or 2018. Restricted Cash Restricted cash consists of cash held in an escrow account to be utilized for various approved strategic initiatives and esports event programs pursuant to an agreement with Simon Equity Development. See Note 15 – Commitments and Contingencies, Investment Agreements. Accounts Receivable Accounts receivable are carried at their contractual amounts. Management establishes an allowance for doubtful accounts based on its historic loss experience and current economic conditions. Losses are charged to the allowance when management deems further collection efforts will not produce additional recoveries. As of December 31, 2019 and 2018, there was no bad debt allowance. Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation using the straight-line method over their estimated useful lives, once the asset is placed in service. Leasehold improvements are amortized over the lesser of (a) the useful life of the asset; or (b) the remaining lease term (including renewal periods that are reasonably assured). Expenditures for maintenance and repairs, which do not extend the economic useful life of the related assets, are charged to operations as incurred, and expenditures which extend the economic life are capitalized. When assets are retired or otherwise disposed of, the costs and related accumulated depreciation or amortization are removed from the accounts and any gain or loss on disposal is recognized in the statement of operations for the respective period. The estimated useful lives of property and equipment are as follows: Equipment 3 - 5 years Computer equipment 3 - 5 years Production equipment 5 years Furniture and fixtures 3 - 5 years Software 1 - 5 years Gaming truck 5 years Leasehold improvements 14 years Intangible Assets and Goodwill Intangible assets are comprised of goodwill, intellectual property, customer relationships, trademarks, and trade names. Intangible assets with definite lives are amortized on a straight-line basis over the shorter of their estimate useful lives, ranging from two to ten years, or their contract periods, if applicable. Intangible assets with indefinite lives are not amortized but are evaluated at least annually for impairment and more often whenever changes in facts and circumstances may indicate that the carrying value may not be recoverable. When testing goodwill for impairment, the Company may assess qualitative factors for some or all of our reporting units to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount, including goodwill. Alternatively, the Company may bypass this qualitative assessment for some or all of our reporting units and perform a detailed quantitative test of impairment (step 1). If the Company performs the detailed quantitative impairment test and the carrying amount of the reporting unit exceeds its fair value, the Company will perform an analysis (step 2) to measure such impairment. At December 31, 2019 and 2018, the Company performed a qualitative assessment to identify and evaluate events and circumstances to conclude whether it is more likely than not that the fair value of the Company's reporting units is less than their carrying amounts. Based on the Company's qualitative assessments, the Company concluded that a positive assertion can be made that it is more likely than not that the fair value of the reporting units exceeded their carrying values and no impairment of goodwill was identified at December 31, 2019 and 2018. Impairment of Long-Lived Assets The Company reviews for the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company measures the carrying amount of the asset against the estimated undiscounted future cash flows associated with it. Should the sum of the expected future net cash flows be less than the carrying value of the asset being evaluated, an impairment loss would be recognized for the amount by which the carrying value of the asset exceeds its fair value. The evaluation of asset impairment requires the Company to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. During the years ended December 31, 2019 and 2018, the Company recognized an impairment of $0 and $236,833, respectively, related to certain intangible assets that were deemed impaired due to management's determination that the future cash flows are not expected to be sufficient to recover the carrying value of those assets. Deferred Production Costs Capitalized production costs represent the costs incurred to develop and produce the Company's proprietary shows. These costs primarily consist of labor, equipment, production overhead costs and travel expenses. Capitalized production overhead costs include rent incurred in connection with our leased space in Los Angeles, California, which is used exclusively for film production. Capitalized production costs are stated at the lower of cost, less accumulated amortization and tax credits, if applicable, or fair value. Production costs in an amount up to the amount of ultimate revenue expected to be earned from the related production are capitalized in accordance with FASB ASC Topic 926-20, "Other Assets – Film Costs". Amortization of capitalized film costs begins when the related film is released and begins to recognize revenue. Capitalized film costs are expensed over the expected revenue period (not to exceed ten years) using a ratio of revenue earned during the period to estimated ultimate revenues for the related production. Costs incurred in excess of expected ultimate revenue are expensed as incurred and included in multiplatform costs in the accompanying consolidated statements of operations. Unamortized capitalized production costs are evaluated for impairment at each reporting period on a season-by-season basis. If estimated remaining revenue is not sufficient to recover the unamortized capitalized production costs for that season, the unamortized capitalized production costs will be written down to fair value. During the years ended December 31, 2019 and 2018, the Company recognized an impairment of $330,340 and $768,459, respectively, related to deferred production costs that were deemed impaired due to management's determination that the remaining revenue associated with the deferred production costs is not expected to be sufficient to recover the unamortized cost. Fair Value of Financial Instruments The Company measures the fair value of financial assets and liabilities based on the guidance of ASC 820 "Fair Value Measurements and Disclosures" ("ASC 820"). ASC 820 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. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 - quoted prices in active markets for identical assets or liabilities. Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable. Level 3 - inputs that are unobservable (for example, cash flow modeling inputs based on assumptions). The carrying amounts of the Company's financial instruments, such as accounts receivable, accounts payable and accrued liabilities approximate fair value due to the short-term nature of these instruments. The Company's convertible debt approximates fair value due to its short-term nature and market rate of interest. Nonrecurring Fair Value Measurements Certain nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. These fair value measurements are categorized within level 3 of the fair value hierarchy. The Company periodically evaluates the carrying value of long-lived assets to be held and used when events or circumstances warrant such a review. Fair value is determined primarily using anticipated cash flows assumed by a market participant discounted at a rate commensurate with the risk involved or in the case of nonfinancial assets or liabilities. See "Impairment of Long-Lived Assets", above. Income Taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of items that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. The Company recognizes the tax benefit from an uncertain income tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement by examining taxing authorities. The Company's policy is to recognize interest and penalties accrued on uncertain income tax positions in interest expense in the Company's statements of operations. As of December 31, 2019, and 2018, the Company had no liability for unrecognized tax benefits. The Company does not expect the unrecognized tax benefits to change significantly over the next 12 months. Commitments and Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. Net Loss per Common Share Basic loss per common share is computed by dividing net loss attributable to the Company by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of common shares, if dilutive, resulting from the exercise of outstanding stock options and warrants and the conversion of convertible instruments. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: For the Years Ended December 31, 2019 2018 Options 2,480,000 - Warrants 18,637,003 3,800,003 Convertible debt 1,647,058 - Unit purchase options 600,000 - Contingent consideration shares 3,846,153 - 27,210,214 3,800,003 Revenue Recognition On January 1, 2019, the Company adopted ASC Topic 606, "Revenue from Contracts with Customers" ("ASC 606"). The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under U.S. GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company adopted ASC 606 for all applicable contracts using the modified retrospective method, which would have required a cumulative-effect adjustment, if any, as of the date of adoption. The adoption of ASC 606 did not have a material impact on the Company's consolidated financial statements as of the date of adoption. As a result, a cumulative-effect adjustment was not required. The Company recognizes revenue primarily from the following sources: In-person revenue The Company's in-person revenue is comprised of event revenue, sponsorship revenue, merchandising revenue and other revenue. Event revenue is generated through World Poker Tour events – TV, non-TV, and DeepStacks Entertainment, LLC and DeepStacks Poker Tour, LLC (collectively "DeepStacks") events – held at the Company's partner casinos as well as Allied Esports events held at the Company's esports properties. Event revenues recognized from the rental of the Allied Esports arena and gaming trucks are recognized at a point in time when the event occurs. In-person revenue also includes revenue from ticket sales, admission fees and food and beverage sales for events held at the Company's esports properties. Ticket revenue is recognized at the completion of the applicable event. Point of sale revenues, such as food and beverage, gaming and merchandising revenues, are recognized when control of the related goods are transferred to the customer. The Company also generates sponsorship revenues for naming rights for, and rental of, the Company's arena and gaming trucks. Sponsorship revenues from naming rights of the Company's esports arena and from sponsorship arrangements are recognized on a straight-line basis over the contractual term of the agreement. The Company records deferred revenue to the extent that payment has been received for services that have yet to be performed. In-person revenue was comprised of the following for the years ended December 31, 2019 and 2018: For the Years Ended December 31, 2019 2018 Event revenue $ 7,179,917 $ 5,089,006 Sponsorship revenue 2,081,029 488,329 Food and beverage revenue 1,158,004 814,247 Ticket and gaming revenue 543,204 1,621,721 Merchandising revenue 171,014 167,194 Other revenue 244 858 Total in-person revenue $ 11,133,412 $ 8,181,355 To determine the proper revenue recognition method, the Company evaluates each of its contractual arrangements to identify its performance obligations. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. The majority of the Company's contracts have a single performance obligation because the promise to transfer the individual good or service is not separately identifiable from other promises within the contract and is therefore not distinct. Some of the Company's contracts have multiple performance obligations, primarily related to the provision of multiple goods or services. For contracts with more than one performance obligation, the Company allocates the total transaction price in an amount based on the estimated relative standalone selling prices underlying each performance obligation. Multiplatform content revenue The Company's multiplatform content revenue is comprised of distribution revenue, sponsorship revenue, music royalty revenue, online advertising revenue and content revenue. Distribution revenue is generated primarily through the distribution of content from World Poker Tour's library. World Poker Tour provides video content to global television networks, who then have the right to air the content and place advertisements on the content during the related license period. Revenue from the distribution of video content to television networks is received pursuant to the contract payment terms and is recognized at the point in time that advertisements are aired on the WPT content. Occasionally, WPT will bundle third-party content with its own content in a distribution arrangement and will share the revenue with the third party. However, the revenues related to third party content are de minimis. The Company recognizes distribution revenue pursuant to the terms of each individual contract with the customer and records deferred revenue to the extent the Company has received a payment for services that have yet to be performed or products that have yet to be delivered The Company also distributes video content to online channels. Both the global television networks and the online channels place ads within the WPT content and any advertising revenue earned by the global TV network or online channel is shared with WPT. The Company recognizes online advertising revenue at the point in time when the advertisements are placed in the video content. Sponsorship revenue is generated through the sponsorship of the Company's TV content, live and online events and online streams. Online advertising revenue is generated from third-party advertisements placed on the Company's website. Music royalty revenue is generated when the Company's music is played in the Company's TV series both on TV networks and online. The Company recognizes sponsorship revenue pursuant to the terms of each individual contract when the Company satisfies the respective performance obligations, which could be recognized at a point in time or over the term of the contract. The Company records deferred revenue to the extent the Company has received a payment for services that have yet to be performed or products that have yet to be delivered. Music royalty revenue is recognized at the point in time when the music is played. Multiplatform content revenue was comprised of the following for the years ended December 31, 2019 and 2018: For the Years Ended December 31, 2019 2018 Distribution revenue $ 1,694,429 $ 861,994 Content revenue 50,000 - Sponsorship revenue 2,173,286 1,332,077 Music royalty revenue 1,573,247 1,031,425 Online advertising revenue 7,442 21,161 Total multiplatform content revenue $ 5,498,404 $ 3,246,657 Interactive revenue The Company's interactive revenue is primarily comprised of subscription revenue, licensing, social gaming and virtual product revenue. Subscription revenue is generated through fixed rate (monthly, quarterly, annual) subscriptions which offer the opportunity for subscribers to play unlimited poker and access benefits not available to non-subscribers. The Company recognizes subscription revenue on a straight-line basis and records deferred revenue to the extent the Company receives payments for services that have yet to be provided. Social gaming revenue arises from the sale of online tokens and other online purchases on the Company's social gaming website, and is recognized at the point the product is delivered. Virtual product revenue is generated from the licensing of the Company's various brands to be used on the customers' virtual product and social gaming platforms, and is recognized over the term of the contractual agreement. The Company generates licensing revenue by licensing the right to use the Company's brands on products to third parties. Licensing revenue is recognized pursuant to the terms of each individual contract with the customer and is recognized over the term of the contractual agreement. Deferred revenue is recorded to the extent the Company has received a payment for products that have yet to be delivered. Interactive revenue was comprised of the following for the years ended December 31, 2019 and 2018: For the Years Ended December 31, 2019 2018 Subscription revenue $ 4,823,510 $ 4,964,086 Virtual product revenue 3,699,180 3,093,973 Social gaming revenue 555,643 674,497 Licensing revenue 290,164 349,199 Other revenue 71,682 93,488 Total interactive revenue $ 9,440,179 $ 9,175,243 The following table summarizes our revenue recognized under ASC 606 in our consolidated statements of operations: For the Years Ended December 31, 2019 2018 Revenues Recognized at a Point in Time: Event revenue $ 7,179,917 $ 5,089,006 Food and beverage revenue 1,158,004 814,247 Ticket and gaming revenue 543,204 1,621,721 Merchandising revenue 171,014 167,194 Sponsorship revenue 575,067 716,277 Music royalty revenue 1,573,247 1,031,425 Online advertising revenue 7,442 21,161 Social gaming revenue 555,643 674,497 Content revenue 50,000 - Other revenue 71,926 94,346 Total Revenues Recognized at a Point in Time 11,885,464 10,229,874 Revenues Recognized Over a Period of Time: Sponsorship revenue 3,679,248 1,104,129 Licensing revenue 290,164 349,199 Subscription revenue 4,823,510 4,964,086 Virtual product revenue 3,699,180 3,093,973 Distribution revenue 1,694,429 861,994 Total Revenues Recognized Over a Period of Time 14,186,531 10,373,381 Total Revenues $ 26,071,995 $ 20,603,255 The timing of the Company's revenue recognition may differ from the timing of payment by its customers. A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. As of December 31, 2019, there remained $421 of contract liabilities which were included within deferred revenue on the consolidated balance sheet as of December 31, 2018, and for which performance obligations had not yet been satisfied as of December 31, 2019. The Company expects to satisfy its remaining performance obligations within the next twelve months. During the years ended December 31, 2019 and 2018, there was no revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods. Stock-Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award on the date of grant. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period that the estimates are revised. The Company accounts for forfeitures as they occur. Advertising Costs Advertising costs are charged to operations in the year incurred and totaled approximately $565,000 and $1,240,000 for the years ended December 31, 2019 and 2018, respectively. Concentration Risks Financial instruments that potentially subject the Company to concentration of credit risk consist of cash accounts in a financial institution which, at times, may exceed Federal Deposit Insurance Corporation ("FDIC") insured limits. The Company has not experienced any losses in such accounts, periodically evaluates the creditworthiness of the financial institutions and has determined the credit exposure to be negligible. During the years ended December 31, 2019 and 2018, 13% and 15%, respectively, of the Company's revenues were from customers in foreign countries. See Note 12 - Segment Data for additional details. During the year ended December 31, 2019, the Company's largest customer accounted for 12% of the Company's consolidated revenues. Foreign Currency Translation The Company's reporting currency is the United States Dollar. The functional currencies of the Company's operating subsidiaries are their local currencies (United States Dollar and Euro). Euro-denominated assets and liabilities are translated into the United States Dollar using the exchange rate at the balance sheet date (1.1215 and 1.1444 at December 31, 2019 and 2018, respectively), and revenue and expense accounts are translated using the weighted average exchange rate in effect for the period (1.1194 and 1.1809 for the years ended December 31, 2019 and 2018, respectively). Resulting translation adjustments are made directly to accumulated other comprehensive (loss) income. Losses of $2,124 and $198,513 arising from exchange rate fluctuations on transactions denominated in a currency other than the reporting currency for the years ended December 31, 2019 and 2018, respectively, are recognized in operating results in the consolidated statements of operations. The Company engages in foreign currency denominated transactions with customers and suppliers, as well as between subsidiaries with different functional currencies. Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the consolidated financial statements, except as disclosed. Segment Reporting Reportable segments are components of an enterprise about which separate financial information is available for evaluation by the chief operating decision maker in making decisions about how to allocate resources and assess performance. The chief operating decision maker of WPT is WPT's chief executive officer, and the chief operating decision maker of Allied Esports is Allied Esports' chief executive officer. Separate discrete financial information for each of WPT and Allied Esports are reviewed separately by different chief operating decision makers, and the operations of each of WPT and Allied Esports are managed separately. As such, the operations of WPT (principally poker gaming and entertainment) and Allied Esports (principally video game events and competitions) are reported as separate operating segments of the Company. See Note 12 – Segment Data. Reclassification Certain prior year balances have been reclassified in order to conform to current year presentation. These reclassifications have no effect on previously reported results of operations or loss per share. Recent Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-09, "Revenue from Contracts with Customers (Topic 606)," ("ASU 2014-09"). ASU 2014-09 supersedes the revenue recognition requirements in ASC 605 - Revenue Recognition ("ASC 605") and most industry-specific guidance throughout ASC 605. The FASB has issued numerous updates that provide clarification on a number of specific issues as well as requiring additional disclosures. The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The guidance may be adopted through either retrospective application to all periods presented in the financial statements (full retrospective approach) or through a cumulative effect adjustment to retained earnings at the effective date (modified retrospective approach). The guidance was revised in July 2015 to be effective for private companies and emerging growth public companies for annual and interim periods beginning on or after December 15, 2018. These new standards became effective for AESE on January 1, 2019 and were adopted using the modified retrospective method. The adoption of ASC Topic 606 did not have a material impact on the Company's consolidated financial statements as of the date of adoption, and therefore a cumulative-effect adjustment was not required. In February 2016, the FASB issued Accounting Standards Update ("ASU") 2016-02, "Leases (Topic 842)." ASU 2016-02 requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This amendment will be effective for private companies and emerging growth companies for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. The FASB issued ASU No. 2018-10 "Codification Improvements to Topic 842, Leases" and ASU No. 2018-11 "Leases (Topic 842) Targeted Improvements" in July 2018, and ASU No. 2018-20 "Leases (Topic 842) - Narrow Scope Improvements for Lessors" in December 2018. ASU 2018-10 and ASU 2018-20 provide certain amendments that affect narrow aspects of the guidance issued in ASU 2016-02. ASU 2018-11 allows all entities adopting ASU 2016-02 to choose an additional (and optional) transition method of adoption, under which an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of reta |
Other Assets
Other Assets | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Investments, All Other Investments [Abstract] | ||
Other Assets | Note 4 – Other Assets The Company's other assets consist of the following: March 31, December 31, Investment in ESA $ 1,138,631 $ 1,138,631 Investment in TV Azteca 5,000,000 3,500,000 $ 6,138,631 $ 4,638,631 As of March 31, 2020, the Company owns a 25% non-voting membership interest in Esports Arena, LLC ("ESA") and ESA's wholly owned subsidiary. The investment is accounted for as a cost method investment since the Company does not have the ability to exercise significant influence over the operating and financial policies of ESA. During January 2019, the Company contributed $1,238,631 to ESA, in order to fulfill the remainder of its funding commitment to ESA. The Company recognized an immediate impairment of $600,000 related to this funding. The Company paid $3,500,000 to TV Azteca, S.A.B. DE C.V., a Grupo Salinas company ("TV Azteca") in August 2019, and on March 4, 2020 the Company paid an additional $1,500,000 to TV Azteca in connection with a Strategic Investment Agreement with TV Azteca in order to expand the Allied Esports brand into Mexico. See Note 9 – Commitments and Contingencies, Investment Agreements for additional details. | Note 6 – Other Assets The Company's other assets consist of the following: December 31, 2019 2018 Investment in ESA $ 1,138,631 $ 500,000 Investment in TV Azteca 3,500,000 - $ 4,638,631 $ 500,000 As of December 31, 2019, the Company owns a 25% non-voting membership interest in Esports Arena, LLC ("ESA") and ESA's wholly owned subsidiary. The investment is accounted for as a cost method investment, since the Company does not have the ability to exercise significant influence over the operating and financial policies of ESA. During January 2019, the Company contributed $1,238,631 to ESA, in order to fulfill the remainder of its funding commitment to ESA. The Company recognized an immediate impairment of $600,000 related to this funding. During 2018, management estimated the fair value of ESA with the assistance of a third-party valuation advisor who weighted the estimated fair values determined using the asset approach and the market approach. The income approach wasn't utilized due to the uncertainty associated with any financial projections that could have been prepared. Under the asset approach, management assessed the fair value of the assets and liabilities using the ESA balance sheets as of each valuation date. Under the market approach, management assessed the fair value of ESA by applying the observed market multiples for a group of comparable public companies, include revenue multiples of 3.7-4.5x and book value multiples of 0.6-1.3x, depending on the valuation date. Management wrote down the carrying value of the investment in ESA to its estimated fair value, recording an aggregate 2018 impairment charge of $9,683,158, which consisted of a $7,438,324 impairment loss at deconsolidation and an additional subsequent impairment loss of $2,244,834. In August 2019, the Company paid $3,500,000 to TV Azteca, S.A.B. DE C.V., a Grupo Salinas company ("TV Azteca"), in connection with a Strategic Investment Agreement with TV Azteca in order to expand the Allied Esports brand into Mexico. See Note 15 – Commitments and Contingencies, Investment Agreements, for additional details. |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2019 | |
Business Combination [Abstract] | |
Business Combination | Note 4 – Business Combination In January 2018, the Former Parent sold its 18.2% ownership interest in Esports Arena, LLC ("ESA"), to Allied Esports. Simultaneously, Allied Esports paid cash of $1,337,454 to purchase an additional 64.2% interest in ESA, such that Allied Esports owned an aggregate 82.4% controlling interest in Esports Arena. The acquisition was considered a business combination as the assets and the intangible assets acquired represent an integrated set of inputs and processes. Allied Esports recognized goodwill of $4,337,660, arising from the acquisition, which is due mainly to the strategic nature of the Esports Arena acquisition. The goodwill acquired is expected to be deductible for income tax purposes. The following table summarizes the fair value of the assets acquired and the liabilities recognized at the acquisition date: Assets acquired: Cash $ 10,353 Property, plant and equipment 1,975,864 Customer list 940,000 Trade names 140,000 Goodwill 4,337,660 Other intangibles 22,300 Total assets acquired 7,426,177 Liabilities assumed: Affiliate advances (3,013,706 ) Accounts payable (241,716 ) Debt (120,447 ) Total liabilities assumed (3,375,869 ) Non-controlling interests (712,854 ) $ 3,337,454 Allied Esports identified the following intangible assets that meet the criteria for separate recognition apart from the goodwill for financial reporting purposes: ● Customer list in the amount of $940,000, which represents the important relationships with its customers who purchased sponsorships, merchandise, gaming services and rented the facilities, and, ● Trade names in the aggregate amount of $140,000, which includes Esports Arena names, trademarks, and related domain names, which have recognition in the industry. Deconsolidation of ESA In January 2018, Allied Esports entered into a contribution agreement with ESA (the "Contribution Agreement"), whereby Allied Esports committed to contribute $40 million to ESA for the acquisition, construction and development of up to 12 new arenas through January 31, 2020 ("Funding"). Pursuant to the terms of the Contribution Agreement, in the event that Allied Esports failed to contribute the minimum funding commitments noted above, Allied Esports would be required to convey a portion of its membership interests in ESA to the minority investors of ESA. Effective August 1, 2018, Allied Esports entered into an amendment to the agreement with the non-controlling interest members of ESA (who are not related parties to Allied Esports) to reduce Allied Esports's ongoing contribution requirements, and accordingly, conveyed a majority of its membership interests in ESA to the minority investors, and only retained a 25% non-voting interest in ESA. Additionally, as part of the amendment, Allied Esports reduced its funding commitment to $1,803,126. As of August 1, 2018, Allied Esports derecognized the assets, liabilities and equity of ESA since Allied Esports no longer had a controlling interest in ESA. See Note 6 – Other Assets for additional details. The deconsolidation of ESA is not considered a discontinued operation, because deconsolidation of ESA does not meet the criteria for discontinued operations under ASC 205-20 "Presentation of Financial Statements, Discontinued Operations". |
Reverse Merger and Recapitaliza
Reverse Merger and Recapitalization | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Reverse Merger and Recapitalization | Note 5 – Reverse Merger and Recapitalization As described in Note 1 – Background and Basis of Presentation above, on the Closing Date, the AEM Merger and the Merger took place. All of AEM capital stock outstanding immediately prior to the merger was exchanged for (i) 11,602,754 shares of AESE common stock, (ii) warrants for the purchase of 3,800,003 shares of AESE common stock with an exercise price of $11.50 per share, and (iii) 3,846,153 contingent shares to be issued if the last exchange-reported sales price of AESE common stock equals or exceeds $13.00 per share for any thirty consecutive days during the five year period commencing on the Closing Date. On the Closing Date, pursuant to the Merger Agreement, in order to extinguish amounts owed to the Former Parent by WPT and Allied Esports in the aggregate amount of $32,672,622, AESE (i) repaid $3,500,000 of the amount due to the Former Parent in cash, (ii) assumed $10,000,000 principal of the convertible debt obligations of the Former Parent plus $992,877 of related accrued interest, (iii) issued 2,928,679 shares of the Company's common stock to the Former Parent with no limitations or encumbrances on sale and (iii) transferred 600,000 shares of the Company's common stock to the Former Parent which will be subject to a lockup period for one year from the Closing Date. In connection with the Merger, the Company issued an aggregate of 11,492,999 shares of common stock, including 3,528,679 shares issued in satisfaction of amount owed to the Former Parent as described above, and 7,964,320 shares of common stock issued to BRAC shareholders prior to the Merger, but which are deemed to be issued by the Company on the Closing Date as a result of the reverse recapitalization. |
Deferred Production Costs
Deferred Production Costs | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Deferred Production Costs [Abstract] | ||
Deferred Production Costs | Note 5 – Deferred Production Costs Deferred production costs consist of the following: March 31, December 31, 2020 2019 Deferred production costs $ 29,053,246 28,290,200 Less: accumulated amortization (17,544,417 ) (17,327,718 ) Deferred production costs, net $ 11,508,829 $ 10,962,482 Weighted average remaining amortization period at March 31, 2020 (in years) 4.14 During the three months ended March 31, 2020 and 2019, production costs of $216,698 and $453,963 respectively, were expensed and are reflected in multiplatform content costs in the condensed consolidated statements of operations and comprehensive loss. | Note 9 – Deferred Production Costs Deferred production costs consist of the following: December 31, 2019 2018 Deferred production costs $ 28,290,200 23,604,111 Less: accumulated amortization (17,327,718 ) (14,545,267 ) Deferred production costs, net $ 10,962,482 $ 9,058,844 Weighted average remaining amortization period at December 31, 2019 (in years) 4.08 During the years ended December 31, 2019 and 2018, production costs of $2,782,451 and $1,663,835 respectively, were expensed and are reflected in multiplatform content costs in the consolidated statements of operations. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Payables and Accruals [Abstract] | ||
Accrued Expenses and Other Current Liabilities | Note 6 – Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following: March 31, December 31, 2020 2019 Compensation expense $ 1,174,127 $ 1,348,066 Rent 91,567 124,969 Interactive costs 852,778 319,833 Event costs 102,978 186,173 Legal and professional fees 693,611 154,799 Production costs - 55,679 Unclaimed player prizes 512,792 342,535 Other accrued expenses 219,427 721,693 Other current liabilities 283,666 369,614 Accrued leasehold improvements - 269,110 $ 3,930,946 $ 3,892,471 | Note 10 – Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following: December 31, 2019 2018 Compensation expense $ 1,348,066 $ 1,188,104 Rent 124,969 126,963 Revenue sharing obligations 319,833 122,928 Event costs 186,173 61,740 Legal and professional fees 154,799 - Accrued software costs - 420,000 Production costs 55,679 15,329 Unclaimed player prizes 342,535 380,120 Other accrued expenses 721,693 357,610 Other current liabilities 369,614 189,351 Accrued leasehold improvement costs 269,110 - $ 3,892,471 $ 2,862,145 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Note 7 – Property and Equipment, net Property and equipment consist of the following: As of December 31, 2019 2018 Software $ 4,729,200 $ 3,971,214 Equipment 1,172,882 1,172,882 Computer equipment 2,173,224 2,616,510 Esports gaming truck 1,222,406 1,128,905 Furniture and fixtures 1,100,256 877,472 Production equipment 7,876,423 7,487,752 Leasehold improvements 14,715,726 12,903,762 32,990,117 30,158,497 Less: accumulated depreciation and amortization (12,435,810 ) (8,718,400 ) Property and equipment, net $ 20,554,307 $ 21,440,097 During the years ended December 31, 2019 and 2018, depreciation and amortization expense amounted to $4,272,529 and $3,867,102 respectively. During the years ended December 31, 2019 and 2018, the Company disposed of an aggregate of $550,736 and $67,784, respectively, of fully depreciated property and equipment. The Company has $850,703 of fixed assets in process that have not yet been placed into service. No depreciation expense is recorded on fixed assets in process until such time as the assets are completed and are placed into service. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Note 8 – Intangible Assets, net Intangible assets consist of the following: Indefinite-Lived Trademarks Customer Intellectual Accumulated Total Balance as of January 1, 2018 $ 1,000,000 $ 24,882,577 $ 3,457,724 $ 262,092 $ (9,324,831 ) $ 20,277,562 Purchases of intangibles - 31,739 - 6,820 - 38,559 Amortization expense - - - - (2,844,296 ) (2,844,296 ) Impairment of intellectual property - - - (236,833 ) - (236,833 ) Balance as of December 31, 2018 1,000,000 24,914,316 3,457,724 32,079 (12,169,127 ) 17,234,992 Purchases of intangibles - 45,761 - 4,335 - 50,096 Amortization expense - - - - (2,495,212 ) (2,495,212 ) Impairment of intellectual property - - - - - - Balance as of December 31, 2019 $ 1,000,000 $ 24,960,077 $ 3,457,724 $ 36,414 $ (14,664,339 ) $ 14,789,876 Weighted average remaining amortization period at December 31, 2019 (in years) n/a 5.5 n/a 8.3 Intangible assets are amortized on a straight-line basis over the shorter of their license periods or estimated useful lives ranging from two to ten years. Amortization of intangible assets consists of the following: Indefinite-Lived Trademarks Customer Intellectual Accumulated Balance as of January 1, 2018 $ - $ 6,214,823 $ 3,110,008 $ - $ 9,324,831 Amortization expense - 2,494,174 347,716 2,406 2,844,296 Balance as of December 31, 2018 - 8,708,997 3,457,724 2,406 12,169,127 Amortization expense - 2,495,212 - - 2,495,212 Balance as of December 31, 2019 $ - $ 11,204,209 $ 3,457,724 $ 2,406 $ 14,664,339 As of December 31, 2018, management determined that the projected cash flows from certain intellectual property would not be sufficient to recover the carrying value of those assets. Accordingly, the Company recorded an impairment charge of $236,833 which is included in operating costs and expenses on the accompanying consolidated statements of operations. Estimated future amortization expense is as follows: Years Ending December 31, 2020 2,498,676 2021 2,498,676 2022 2,498,676 2023 2,498,676 2024 2,498,676 Thereafter 1,296,496 $ 13,789,876 |
Convertible Debt and Convertibl
Convertible Debt and Convertible Debt, Related Party | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Debt Disclosure [Abstract] | ||
Convertible Debt and Convertible Debt, Related Party | Note 7 – Convertible Debt and Convertible Debt, Related Party As of March 31, 2020 and December 31, 2019, the Company's convertible debt consisted of the following: March 31, 2020 December 31, 2019 Gross Debt Convertible Gross Debt Convertible Convertible debt $ 13,000,000 $ (94,893 ) $ 12,905,107 $ 13,000,000 $ (154,499 ) $ 12,845,501 Convertible debt, related party 1,000,000 (7,299 ) 992,701 1,000,000 (11,885 ) 988,115 Total 14,000,000 (102,192 ) 13,897,808 14,000,000 (166,384 ) 13,833,616 Less: non-current portion 2,000,000 (14,599 ) 1,985,401 — — — Total convertible debt, current portion $ 12,000,000 $ (87,592 ) $ 11,912,407 $ 14,000,000 $ (166,384 ) $ 13,833,616 Pursuant to an Amendment and Acknowledgement Agreement dated August 5, 2019, the convertible notes (the "Notes") are secured by the assets of the Company and mature on August 23, 2020 (the "Maturity Date"). The Notes are convertible into shares of AESE common stock at any time at a conversion price of $8.50 per share. Further, the minimum interest to be paid under each Note shall be the greater of (a) 18 months of accrued interest at 12% per annum; or (b) the sum of the actual interest accrued plus 6 months of additional interest at 12% per annum. In the event of default, the Notes shall become immediately due and payable upon the written notice of the holder. If any holder elects to convert their Note into common stock, they would be entitled to receive additional shares of common stock ("Contingent Consideration Shares") equal to the product of (i) 3,846,153 shares, multiplied by (ii) that holder's investment amount, divided by (iii) $100,000,000, if at any time within five years after the Closing Date, the last exchange-reported sale price of common stock trades at or above $13.00 for thirty (30) consecutive calendar days. The Company recorded interest expense of $682,940 (including amortization of debt discount of $64,192) and $0 related to the Notes during the three months ended March 31, 2020 and 2019, respectively. As of March 31, 2020, there was $102,192 of unamortized debt discount. | Note 11 – Convertible Debt and Convertible Debt, Related Party On May 15, 2019, Noble Link issued a series of secured convertible promissory notes (the "Noble Link Notes") whereby investors provided Noble Link with $4 million to be used for the operations of Allied Esports and WPT, of which one Noble Link Note in the amount of $1 million was issued to the wife of a related party who formerly served as co-CEO of the Former Parent and a Director of Noble Link. Pursuant to the original terms of the Noble Link Notes, the Noble Link Notes accrued annual interest at 12%; provided that no interest would payable in the event the Noble Link Notes were converted into AESE common stock, as described below. The Noble Link Notes were due and payable on the first to occur of (i) the one-year anniversary of the issuance date, or (ii) the date on which a demand for payment was made during the time period beginning on the Closing Date and ending on the date that was three (3) months after the Closing Date. As security for purchasing the Noble Link Notes, the investors received a security interest in Allied Esports' assets (second to any liens held by the landlord of the Las Vegas arena for property located in that arena), as well as a pledge of the equity of all of the entities comprising WPT, and a guarantee of the Former Parent and BRAC. Upon the closing of the Merger, the Noble Link Notes were convertible, at the option of the holder, into shares of AESE common stock at $8.50 per share. On August 5, 2019, the Noble Link Notes were amended pursuant to an Amendment and Acknowledgement Agreement as described below. Pursuant to the Merger Agreement, on the Closing Date, in addition to the $4 million of Noble Link Notes, AESE assumed $10,000,000 of the convertible debt obligations of the Former Parent (the "Former Parent Notes"; see Note 5 - Reverse Merger and Recapitalization), such that the aggregate indebtedness of the Company pursuant to the Noble Link Notes and the Former Parent Notes (collectively, the "Notes") is $14 million. The Notes bear interest at 12% per annum. Pursuant to the Amendment and Acknowledgement agreement discussed below, the Former Parent Notes are also secured by all property and assets owned by AESE and its subsidiaries. No interest is payable in connection with the Notes if the Notes are converted into shares of AESE common stock. Pursuant to an Amendment and Acknowledgement Agreement dated August 5, 2019 (the "Amendment and Acknowledgement Agreement"), the Notes were amended such that the Notes mature one year and two weeks after the closing of the Merger (the "Maturity Date"). The Notes are convertible into shares of AESE common stock at any time between the Closing Date and the Maturity Date at a conversion price of $8.50 per share. Further, the minimum interest to be paid under each Note shall be the greater of (a) 18 months of accrued interest at 12% per annum; or (b) the sum of the actual interest accrued plus 6 months of additional interest at 12% per annum. Pursuant to the note purchase agreements entered into by the purchasers of the Notes (the "Noteholders" and such agreements, the "Note Purchase Agreements"), upon the consummation of the Merger, each Noteholder received a five-year warrant to purchase their proportionate share of 532,000 shares of AESE common stock. In addition, pursuant to the Note Purchase Agreements, Noteholders are each entitled to their proportionate share of 3,846,153 shares of AESE common stock if such Noteholder's Note is converted into AESE common stock and, at any time within five years after the date of the closing of the Mergers, the last exchange-reported sale price of AESE common stock is at or above $13.00 for thirty (30) consecutive calendar days (the "Contingent Consideration"). The relative fair value of the warrants and the Contingent Consideration of $114,804 and $152,590, respectively, was recorded as debt discount and additional paid in capital. The Company recorded interest expense of $1,096,117 related to the Notes during the year ended December 31, 2019, which includes amortization of debt discount in the amount of $101,010. Unamortized debt discount is $166,384 at December 31, 2019. |
Segment Data
Segment Data | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting [Abstract] | ||
Segment Data | Note 8 – Segment Data Each of the Company’s business segments offer different, but synergistic products and services, and are managed separately, by different chief operating decision makers. The Company’s business consists of three reportable segments: ● Poker, gaming, and entertainment, provided through WPT, including televised gaming and entertainment, land-based poker tournaments, online and mobile poker applications. ● E-sports, provided through Allied Esports, including multiplayer video game competitions. ● Corporate. The following tables present segment information for the three months ended March 31, 2020 and 2019 and as of March 31, 2020 and December 31, 2019: For the Three Months For the Three Months Gaming & E-sports Corporate (1) TOTAL Gaming & E-sports Corporate (1) TOTAL Revenues $ 4,987,312 $ 1,057,741 $ - $ 6,045,053 $ 4,817,818 $ 1,417,230 $ - $ 6,235,048 Income (Loss) from Operations $ 439,993 $ (6,427,410 ) $ (2,106,653 ) $ (8,094,070 ) $ (373,611 ) $ (3,480,541 ) $ - $ (3,854,152 ) As of March 31, 2020 As of December 31, 2019 Gaming & E-sports Corporate (2) TOTAL Gaming & E-sports Corporate (2) TOTAL Total Assets $ 37,716,634 $ 20,170,770 $ 10,824,744 $ 68,712,148 $ 39,290,001 $ 21,702,158 $ 10,328,915 $ 71,321,074 1) Unallocated corporate operating losses result from general corporate overhead expenses not directly attributable to any one of the business segments. These expenses are reported separate from the Company’s identified segments and are included in General and Administrative expenses on the accompanying condensed consolidated statements of operations and comprehensive loss. 2) Unallocated corporate assets not directly attributable to any one of the business segments. One customer of the Gaming and Entertainment segment accounted for 15% of that segment’s revenues and accounted for 12% of total Company revenues during the three months ended March 31, 2020. The same customer accounted for 16% of that segment’s revenues and 12% of total Company revenues during the three months ended March 31, 2019. One customer of the E-sports segment accounted for 37% of that segment’s revenues and 6% of total Company revenues during the three months ended March 31, 2020. The same customer accounted for 25% of that segment’s revenues during the three months ended March 31, 2019. During the three months ended March 31, 2020 and 2019, 14% and 14%, respectively, of the Gaming and Entertainment revenues, and 11% and 6%, respectively, of the E-sports revenues were from foreign sources. | Note 12 – Segment Data Each of the Company's business segments offer different, but synergistic products and services, and are managed separately, by different chief operating decision makers. Segment performance is evaluated based on operating results. Adjustments to reconcile segment results to consolidated results are included under the caption "Corporate," which primarily includes unallocated corporate activity. The Company's business consists of two reportable business segments: ● Poker, gaming and entertainment, provided through WPT, including televised gaming and entertainment, land-based poker tournaments, online and mobile poker applications. ● E-sports, provided through Allied Esports, including multiplayer video game competitions. The following tables present segment information for each of the years ended December 31, 2019 and 2018: For the Year ended December 31, 2019 For the Year ended December 31, 2018 Gaming & E-sports Corporate (1) TOTAL Gaming & E-sports Corporate (1) TOTAL Revenues $ 18,523,632 $ 7,548,363 $ - $ 26,071,995 $ 16,326,923 $ 4,276,332 $ - $ 20,603,255 Revenues from Foreign Operations $ 2,441,660 $ 858,277 $ - $ 3,299,937 $ 2,499,058 $ 384,433 $ - $ 2,883,491 Depreciation and Amortization $ 3,218,931 $ 3,548,810 $ - $ 6,767,741 $ 4,003,937 $ 2,707,461 $ - $ 6,711,398 Loss from Operations $ 1,011,550 $ 12,260,957 $ 2,272,580 $ 15,545,087 $ 2,116,272 $ 26,714,191 $ - $ 28,830,463 Interest Expense $ 115,726 $ - $ 1,081,401 $ 1,197,127 $ - $ 2,117,438 $ - $ 2,117,438 Capital Expenditures $ 939,576 $ 1,324,546 $ - $ 2,264,122 $ 766,770 $ 16,416,186 $ - $ 17,182,956 Total Property and Equipment, net $ 2,470,293 $ 18,084,014 $ - $ 20,554,307 $ 711,863 $ 20,308,234 $ - $ 21,020,097 Total Property and Equipment, net in Foreign Countries $ - $ 358,481 $ - $ 358,481 $ - $ 442,925 $ - $ 442,925 Total Assets $ 39,290,001 $ 21,702,158 $ 10,328,915 $ 71,321,074 $ 37,315,493 $ 27,931,444 $ - $ 65,246,937 1) Represents unallocated corporate assets not directly attributable to any one of the business segments and unallocated corporate operating losses resulting from general corporate overhead expenses not directly attributable to any one of the business segments. Corporate operating expense are reported separate from the Company's identified segments and are included in general and administrative expenses on the accompanying consolidated statements of operations. During the year ended December 31, 2019, one customer accounted for 16% of the Gaming & Entertainment segment total revenues, and a different customer accounted for 14% of the E-Sports segment total revenues. |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Parties | Note 13 – Related Parties Notes Payable to Former Parent During November and December 2018, as part of a corporate restructuring, the Former Parent converted $37,372,522 of outstanding notes payable to the Former Parent to Stockholders' Equity. In addition, in connection with the restructuring, accrued interest in the amount of $2,150,487 was forgiven by the Former Parent, and was recorded as a contribution to capital. Due to Former Parent In May 2018, Allied Esports entered into a $5,000,000 line of credit with a bank, bearing interest of 2.650% per annum with monthly payments of interest only. The line of credit was secured by a $5,000,000 certificate of deposit provided by Former Parent as collateral. All outstanding principal and accrued interest are due at maturity in May 2019. In October 2018, the $5,000,000 line of credit was repaid by the Former Parent using its collateralized certificate of deposit. As a result, Allied Esports owed $5,000,000 to the Former Parent as of December 31, 2018, related to the repayment of the line of credit. There was no stated interest rate or repayment terms related to this liability. During 2018, the Company incurred $55,178 of interest expense related to this line of credit. During the year ended December 31, 2018, the Company received net aggregate advances of $22,912,000 from the Former Parent. As of December 31, 2018, the aggregate amount due to the Former Parent of $33,019,510 consisted of payments of certain operating expenses, investing activities and financing activities made on behalf of the Company by the Former Parent. There was no stated interest rate or definitive repayment terms related to this liability. The weighted average balance of advances owed to the Former Parent was $21,965,526 during the year ended December 31, 2018 and was $32,788,017 for the period from January 1, 2019 through August 9, 2019. On August 9, 2019, all obligations to the Former Parent in the aggregate amount of $32,672,622 were satisfied in connection with the Merger. See Note 5 – Reverse Merger and Recapitalization, for additional details. Bridge Financing On October 11, 2018, the Former Parent issued a series of secured convertible promissory notes (the "Notes") whereby investors provided the Former Parent with $10 million to be used for the operations of the Company. Pursuant to the Merger Agreement, on the Closing Date, the Company assumed the convertible debt obligations of the Former Parent. See Note 11 – Convertible Debt and Convertible Debt, related parties, for additional details. Restructuring In November and December 2018, the Company underwent a corporate entity restructuring for the purpose preparing the Company for the Merger. As part of the restructuring, AEM a new holding entity, was formed and AEII became a wholly-owned subsidiary of AEM. The restructuring resulted in a $42,505,325 increase in the Former Parent's net investment consisting of notes payable, accrued interest and other related liabilities, which were recorded as a contribution to capital as a result of the restructuring. Stock Options In 2015, the Former Parent issued options to purchase common stock of the Former Parent to certain employees and a consultant of WPT. All of the unvested options were forfeited in January 2018 in connection with the employees' entry into profit participation agreements as described in the Profit Participation Plan paragraph below. Accordingly, during the years ended December 31, 2019 and 2018, the Company recorded $0 and ($766,417), respectively, of stock-based compensation which is reflected in general and administrative expenses in the consolidated statements of operations. Profit Participation Plan In January 2018, certain employees of WPT entered into profit participation agreements pursuant to which the employees, commencing with the calendar year 2018, were entitled to an annual payment equal to a range of 1% to 4% of the net profits of the Company during such calendar year. Upon an occurrence of a change in control of WPT, the employees would be entitled to: (i) a payment equal to a range of 1% to 4% of the net profits of the Company through the fiscal quarter end prior to the closing of such change in control; and (ii) a payment equal to a range of 0.5% to 4% of the value of outstanding shares of WPT, pursuant to the profit participation agreement. In connection with the profit participation agreement, the participating employees forfeited the unvested portion of their options to purchase the Former Parent's common stock. On the Closing Date, pursuant to the terms of the Merger Agreement, as amended, the Company issued 744,422 shares of its common stock to employees of WPT in full satisfaction of the profit participation agreements. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12 – Income Taxes The Company files tax returns in the United States (federal and California), Gibraltar, Ireland and Germany. The U.S. and foreign components of income (loss) before income taxes were as follows: For the Years Ended December 31, 2019 2018 United States $ (15,339,841 ) $ (28,118,382 ) Foreign (1,398,888 ) (2,901,343 ) Loss before income taxes $ (16,738,729 ) $ (31,019,725 ) The income tax provision (benefit) for the years ended December 31, 2019 and 2018 consist of the following: For the Years Ended December 31, 2019 2018 Federal: Current $ – $ – Deferred (3,036,568 ) (4,840,852 ) State and local: Current – – Deferred (289,197 ) 346,679 Foreign: Current – – Deferred (38,037 ) (187,853 ) (3,287,728 ) (4,682,026 ) Change in valuation allowance 3,287,728 4,682,026 Income tax provision (benefit) $ – – The reconciliation of the expected tax expense (benefit) based on the U.S. federal statutory rates for 2019 and 2018, respectively, with the actual expense is as follows: For the Years Ended December 31, 2019 2018 U.S. federal statutory rate (21.0 )% (21.0 )% State taxes, net of federal benefit (2.0 )% (2.0 )% Permanent differences 0.6 % 3.8 % Statutory rate differential - domestic. vs. foreign 1.6 % 1.8 % Changes in tax rates 0.0 % 2.9 % Other (1.2 )% (0.6 )% Adjustment in deferred taxes 41.6 % 0.0 % Change in valuation allowance (19.6 )% 15.1 % Income tax provision (benefit) 0.0 % 0.0 % The tax effects of temporary differences that give rise to deferred tax assets are presented below: For the Years Ended December 31, 2019 2018 Deferred Tax Assets: Net operating loss carryforwards $ 9,343,617 $ 13,521,964 Production costs 1,929,672 2,056,726 Investment 2,190,138 2,183,396 Stock-based compensation 104,236 40,516 Capitalized start-up costs 353,651 411,842 Accruals and other 898,494 398,310 Gross deferred tax assets 14,819,808 18,612,754 Deferred Tax Liabilities Property and equipment (922,857 ) (1,428,075 ) Net deferred tax assets 13,896,951 17,184,679 Valuation allowance (13,896,951 ) (17,184,679 ) Deferred tax assets, net of valuation allowance $ – $ – As of December 31, 2019, the Company had approximately $38,678,795, $30,900,000 and $3,800,000 of federal, state and foreign net operating loss ("NOL") carryforwards available to offset against future taxable income. The federal NOL may be carried forward indefinitely. For state NOL, these NOLs will begin to expire in 2038.The federal and state NOL carryovers are subject to annual limitations under Section 382 of the U.S. Internal Revenue Code when there is a greater than 50% ownership change, as determined under the regulations. There was a change of control on or about June 2015 and on or about August 9, 2019 and the Company has determined that, approximately $58,289,156 of federal NOLs and $56,508,507 state NOLs will expire unused and are not included in the available NOLs stated above. To date, no additional annual limitations have been triggered, but the Company remains subject to the possibility that a future greater than 50% ownership change could trigger annual limitations on the usage of NOLs. The Company assesses the likelihood that deferred tax assets will be realized. ASC 740, "Income Taxes" requires that a valuation allowance be established when it is "more likely than not" that all, or a portion of, deferred tax assets will not be realized. A review of all available positive and negative evidence needs to be considered, including the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies. After consideration of all the information available, management believes that uncertainty exists with respect to future realization of its deferred tax assets and has, therefore, established a full valuation allowance as of December 31, 2019 and 2018. ASC 740 requires the Company to recognize in the consolidated financial statements the impact of a tax position only if it is more likely than not to be sustained upon examination based on the technical merits of the position. After assessing its income tax positions, the Company has determined that there are no significant uncertain tax positions to record as of December 31, 2019. Company's tax returns remain subject to examination by various taxing authorities beginning with the tax year ended December 31, 2015. No tax audits were commenced or were in process during the years ended December 31, 2019 and 2018. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | Note 9 – Commitments and Contingencies Litigations, Claims, and Assessments The Company is involved in various disputes, claims, liens, and litigation matters arising out of the normal course of business. While the outcome of these disputes, claims, liens and litigation matters cannot be predicted with certainty, after consulting with legal counsel, management does not believe that the outcome of these matters will have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. On March 23, 2020, an employee of Allied Esports filed a claim in Los Angeles Superior Court alleging various employment misconduct against Allied Esports, the Company and an officer of the Company in connection with a competition being hosted by Allied Esports. The claim alleges damages in excess of $3 million and suggests that the defendants could be subject to punitive damages. The Company has submitted such claim to its insurer and is awaiting confirmation of coverage (subject to coverage limits and retention). Operating Leases The Company’s aggregate rent expense incurred during the three months ended March 31, 2020 amounted to $594,244 of which $96,278 was capitalized into deferred production costs, $312,501 was included within in-person cost of revenues, and $185,465 was included within general administrative expenses on the condensed consolidated statements of operations and comprehensive loss. The Company’s aggregate rent expense incurred during the three months ended March 31, 2019 amounted to $612,414, of which $107,518 was capitalized into deferred production costs, $312,501 was included within in-person cost of revenues, and $192,395 was included within general administrative expenses on the condensed consolidated statements of operations and comprehensive loss. Investment Agreements TV Azteca Agreement In June 2019, the Company entered into an exclusive ten-year strategic investment and revenue sharing agreement (the “TV Azteca Agreement”) with TV Azteca, in order to expand the Allied Esports brand into Mexico. Pursuant to the terms of the TV Azteca Agreement, as amended, TV Azteca purchased 742,692 shares of AESE common stock for $5,000,000. In connection with the TV Azteca Agreement, AESE will provide $7,000,000 to be used for various strategic initiatives including digital channel development, facility and flagship construction in Mexico, co-production of Spanish language content, platform localization, and marketing initiatives. The Company will be entitled to various revenues generated from the investment. Currently, the Company has paid $5,000,000 with the rest of the payments due as follows: ● $1,000,000 payable on March 1, 2021 and ● $1,000,000 payable on March 1, 2022. Simon Agreement In June 2019, the Company entered into an agreement (the “Simon Agreement”) with Simon Equity Development, LLC (“Simon”), a shareholder of the Company, pursuant to which Allied Esports would conduct a series of mobile esports gaming tournaments and events at selected Simon shopping malls and online called the Simon Cup, in each of 2019, 2020 and 2021, and would also develop esports and gaming venues at certain Simon shopping malls in the U.S. In connection with the Simon Agreement, AESE placed $4,950,000 of cash into an escrow account to be utilized for various strategic initiatives including the build-out of branded esports facilities at Simon malls, and esports event programs. On October 22, 2019, cash in the amount of $1,300,000 was released from escrow in order to fund expenses incurred in connection with the 2019 Simon Cup. As of December 31, 2019, the balance in the escrow account was $3,650,000, which is shown as restricted cash on the accompanying condensed consolidated balance sheet. The Simon Agreement and the related Escrow Agreement, as amended, permitted Simon to request the return of any funds remaining in escrow if the parties did not agree on the 2020 spending plan by March 8, 2020. On March 18, 2020, as the COVID-19 pandemic accelerated in the United States, Simon notified the escrow agent that the parties had not agreed on a 2020 spending plan and requested the return of the remaining funds in the escrow account. The escrow agent returned the remaining $3,650,000 to Simon on March 26, 2020. During the three months ended March 31, 2020, the Company recorded $3,650,000 of stock-based compensation related to the return of cash held in escrow, which is reflected in stock-based compensation expense on the accompanying condensed consolidated statements of operations and comprehensive loss. The COVID-19 pandemic has delayed indefinitely the parties’ ability to plan and budget for the 2020 and 2021 esports programming and esports venues. The parties have agreed to extend the due date under the applicable agreements from March 8, 2020 to January 31, 2021, in order to continue to develop and budget for the annual esports program and esports venues in future years once the COVID-19 pandemic has ended. Brookfield Partnership On January 14, 2020, the Company issued 758,725 shares of its common stock to an investor (“Brookfield”) in exchange for $5,000,000 (the “Purchase Price”) pursuant to a Share Purchase Agreement with BPR Cumulus LLC (the “Brookfield Agreement”), an affiliate of Brookfield Property Partners. The Purchase Price was placed into escrow and is to be used by the Company or its subsidiaries to develop integrated esports experience venues at mutually agreed upon shopping malls owned and/or operated by Brookfield or any of its affiliates (each, an “Investor Mall”), that will include a dedicated gaming space and production capabilities to attract and to activate esports and other emerging live events (each, an “Esports Venue”). To that end, half of the Purchase Price will be released from escrow to the Company upon the execution of a written lease agreement between Brookfield and the Company for the first Esports Venue, and the other half will be released to the Company upon the execution of a written lease agreement between Brookfield and the Company for the second Esports Venue. Further, pursuant to the Brookfield Agreement, the Company must create, produce, and execute three (3) esports events during each calendar year 2020, 2021 and 2022 that will include the Company’s esports truck at one or more Investor Malls at mutually agreed times. The balance held in escrow as of March 31, 2020 is $5,000,000 and is reflected in restricted cash on the accompanying condensed consolidated balance sheets. | Note 15 – Commitments and Contingencies Litigations, Claims, and Assessments The Company is involved in various disputes, claims, liens and litigation matters arising out of the normal course of business. While the outcome of these disputes, claims, liens and litigation matters cannot be predicted with certainty, after consulting with legal counsel, management does not believe that the outcome of these matters will have a material adverse effect on the Company's consolidated financial position, results of operations or cash flows. Operating Leases Effective on March 23, 2017, Allied Esports entered into a non-cancellable operating lease for 30,000 square feet of event space in Las Vegas, Nevada, for the purpose of hosting Esports activities (the "Las Vegas Lease"). As part of the Las Vegas Lease, Allied Esports committed to build leasehold improvements to repurpose the space for Esports events prior to March 23, 2018, the day the Arena opened to the public (the "Commencement Date"). Initial lease terms are for minimum monthly payments of $125,000 for 60 months with an option to extend for an additional 60 months at $137,500 per month. Additional annual tenant obligations are estimated at $2 per square foot for Allied Esports' portion of real estate taxes and $5 per square foot for common area maintenance costs. Lease payments began at the Commencement Date. The aggregate base rent payable over the lease term will be recognized on a straight-line basis. On March 29, 2019, AEM entered into a 167-month operating lease for approximately 25,000 square feet of space located in Irvine, California (the "New Irvine Lease") with respect to its operations. On June 15, 2019, the New Irvine Lease was amended to reduce the leased space to approximately 15,000 square feet. On August 9, 2019 the lease was assigned to WPT. The initial base rent pursuant to the lease, as amended, is $39,832 per month, increasing to $58,495 per month over the term of the lease. Lease payments under the New Irvine Lease began on November 1, 2019. The New Irvine Lease also provides for a tenant improvement allowance of up to $1,352,790. The New Irvine lease contains two five-year options to renew. The Company's aggregate rent expense incurred during the years ended December 31, 2019 and 2018 amounted to $2,659,308 and $2,523,075, respectively, of which $385,113 and $385,113, respectively was capitalized into deferred production costs, $1,351,139 and $1,364,394, respectively, was included within in-person costs, and $923,056 and $773,568, respectively, was included within general administrative expenses on the consolidated statements of operations. The schedule future minimum lease payments under the Company's leases are as follows: Years Ending December 31, 2020 $ 2,422,276 2021 2,031,702 2022 2,009,631 2023 2,099,920 2024 2,190,667 Thereafter 10,899,477 $ 21,653,673 Investment Agreements In June 2019, the Company entered into an exclusive ten-year strategic investment and revenue sharing agreement (the "TV Azteca Agreement") with TV Azteca, in order to expand the Allied Esports brand into Mexico. Pursuant to the terms of the TV Azteca Agreement, as amended, TV Azteca purchased 742,692 shares of AESE common stock for $5,000,000. In connection with the TV Azteca Agreement, AESE will provide $7,000,000 to be used for various strategic initiatives including digital channel development, facility and flagship construction in Mexico, co-production of Spanish language content, platform socialization, and marketing initiatives. The Company will be entitled to various revenues generated from the investment. Currently, the Company has paid $3,500,000 with the rest of the payments being due as follows: ● $1,500,000 payable on March 1, 2020; ● $1,000,000 payable on March 1, 2021, and ● $1,000,000 payable on March 1, 2022. In June 2019, the Company entered into an agreement (the "Simon Agreement") with Simon Equity Development, LLC ("Simon"), a shareholder of the Company, pursuant to which Allied Esports will conduct a series of mobile esports gaming tournaments and events at selected Simon shopping malls and online called the Simon Cup, and will also develop esports and gaming venues at certain Simon shopping malls in the U.S. The Simon Cup will be staged in each of 2019, 2020 and 2021. In connection with the Simon Agreement, AESE placed $4,950,000 of cash into an escrow account to be utilized for various strategic initiatives including the build-out of branded esports facilities at Simon malls, and esports event programs. On October 22, 2019, cash in the amount of $1,300,000 was released from escrow in order to fund expenses incurred in connection with the Simon Cup. As of December 31, 2019, the balance in the escrow account is $3,650,000, which is shown as restricted cash on the accompanying consolidated balance sheet. Consulting Agreement On August 9, 2019 the Company entered into a consulting services agreement with a related party, Black Ridge Oil & Gas, the Company's prior sponsor ("BROG"), pursuant to which BROG will provide administration and accounting services to the Company through December 31, 2019, in exchange for consulting fees in the aggregate of $348,853. Employment Agreements WPT CEO Agreement In connection with the Merger, the Company assumed the obligations under an employment agreement (the "WPT CEO Agreement") with the chief executive officer of WPT (the "WPT CEO"), which expires on January 25, 2022 and is renewable upon the agreement of the parties. The WPT CEO Agreement provides for a base salary of not less than $400,000, of which $315,000 is allocated to his employment and $85,000 is allocated to consultancy and board compensation and is payable to a consulting company of which the WPT CEO is a member (the "Consulting Company."). The WPT CEO agreement also provides for annual performance bonuses based upon reaching certain EBITDA performance objectives. Further, pursuant to the terms of the WPT CEO Agreement, the WPT CEO is entitled to a profitability payment of up to $1.5 million in the event the WPT business reduces its losses or becomes profitable during the term of the WPT Agreement. Upon the termination for any reason during the term of the WPT CEO Agreement, the WPT CEO is entitled to all payments that would have earning during the term. After the term, the WPT CEO is entitled to a severance of 12 months' salary (including consulting compensation) plus 12 months of benefits, unless terminated for cause. Upon any termination the WPT CEO, the Consulting Company will continue to receive a consulting fee of $100,000 per year (subject to increase for inflation) for as long as is legally permissible, up to a maximum of forty (40) years; provided that the WPT CEO will not take full time employment with the World Series of Poker without the written consent of WPT for so long as such payments are made. Unless terminated for cause, any unvested equity awards are immediately vested upon termination. CEO Agreement On November 5, 2019, the Company entered into an employment agreement (the "CEO Agreement") with the Company's Chief Executive Officer ("CEO"). The CEO Agreement is effective as of September 20, 2019. The CEO Agreement provides for a base salary of $300,000 per annum as well as annual incentive bonuses as determined by the Board of Directors, subject to the attainment of certain objectives. The CEO Agreement provides for severance equal to twelve months of the CEO's base salary. In connection with the CEO agreement, the CEO also received 17,668 shares of the Company's restricted common stock, with a grant date value of $100,000, which vest one year from date of issuance (See Note 16 – Stockholders' Equity, Restricted Stock). Unless terminated for cause, any unvested equity awards are immediately vested upon termination. The employment agreement expires on August 9, 2022 and may be extended for a period up to one year upon mutual written agreement by the CEO and the Company at least thirty days prior to expiration. |
Stockholder's Equity
Stockholder's Equity | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | ||
Stockholders' Equity | Note 10 – Stockholder's Equity Put Option Agreement and Exercise On February 25, 2020 (the "Effective Date"), the Company entered into a Put Option Agreement (the "Agreement") with the Chairman of the Company's Board of Director (the "Chairman"), pursuant to which the Company has an option in its discretion, to sell shares of its common stock (the "Option Shares") to the Chairman for aggregate gross proceeds of up to $2.0 million, at a purchase price of $1.963 per Option Share, subject to the following limitations: a) The total number of shares that may be issued under the Agreement will be limited to 19.99% of the Company's outstanding shares on the date the Agreement is signed (the "Exchange Cap"), unless stockholder approval is obtained to issue shares in excess of the Exchange Cap; b) The Company may not issue and the Chairman may not purchase Option Shares to the extent that such issuance would result in the Chairman and his affiliates beneficially owning more than 19.99% of the then issued and outstanding shares of the Company's common stock unless (i) such ownership would not be the largest ownership position in the Company, or (ii) stockholder approval is obtained for ownership in excess of 19.99%; and c) The Company may not issue, and the Chairman may not purchase any Option Shares if such issuance and purchase would be considered equity compensation under the rules of The Nasdaq Stock Market unless stockholder approval is obtained for such issuance. Option Shares are subject to a six-month lock-up period whereby they cannot be sold or transferred. The Agreement expires on April 9, 2020. On March 9, 2020, the Company provided notice to the Chairman that they had elected to exercise the Put Option to sell 1,018,848 Option Shares at a purchase price of $1.963 per share for total proceeds of $2,000,000, which was recorded as subscription receivable and common stock subscribed on the accompanying condensed consolidated balance sheet. The shares are not deemed to be issued until the closing of the sale of the Option Shares. On April 7, 2020, the Company extended the closing date for the sale of the Option Shares to no later than May 15, 2020. Stock Options A summary of the option activity during the three months ended March 31, 2020 is presented below: Weighted Weighted Average Average Number of Exercise Remaining Intrinsic Options Price Term (Yrs.) Value Outstanding, January 1, 2020 2,480,000 4.34 9.86 $ - Granted - - Exercised - - Expired - - Forfeited (120,000 ) 4.09 Outstanding, March 31, 2020 2,360,000 $ 4.36 9.61 $ - Exercisable, March 31, 2020 - $ - - $ - The Company recorded stock-based compensation expense of $240,399 for the three months ended March 31, 2020 related to stock options issued as compensation. As of March 31, 2020, there was $3,740,379 of unrecognized stock-based compensation expense related to the stock options that will be recognized over the remaining vesting period of 3.61 years. Restricted Stock The Company recorded stock-based compensation expense of $113,436 for the three months ended March 31, 2020 related to restricted common stock issued as compensation. As of March 31, 2020, there was $214,412 of unrecognized stock-based compensation expense related to the restricted stock that will be recognized over the remaining vesting period of 0.47 years. | Note 16 – Stockholders' Equity Share Purchase Agreements On November 5, 2018, Allied Esports Media Inc. sold 1,199,191 shares of restricted common stock (the "Employee Shares"), to certain employees and stakeholders of the Company, for consideration of $0.001 per share, which were exchanged for AESE common stock and warrants in connection with the recapitalization (See Note 5 - Reverse Merger and Recapitalization). Equity Purchase Option Prior to the Closing Date, BRAC sold an option to purchase up to 600,000 units, exercisable at $11.50 per Unit, in connection with BRAC's initial public offering (the "Equity Purchase Option"). Each Unit consisted of one and one-tenth shares of common stock and a warrant to purchase one share of common stock at $11.50 per share. Effective upon the closing of the Merger, the units converted by their terms into the shares and warrants, and the option now represents the ability to buy such securities directly (and not units). The Equity Purchase Option may be exercised on either a cash or a cashless basis, at the holder's option, and expires on October 4, 2022. These previously issued BRAC Shares and Warrant Purchase Options are deemed to be issued in connection with the Merger, as a result of the reverse recapitalization. A summary of the Equity Purchase Option activity during the year ended December 31, 2019 is presented below: Number of Weighted Weighted Unit Average Average Purchase Exercise Remaining Intrinsic Options Price Term (Yrs) Value Outstanding, January 1, 2019 - Granted 600,000 $ 11.50 Exercised - Expired - Forfeited - Outstanding, December 31, 2019 600,000 $ 11.50 2.8 $ - Exercisable, December 31, 2019 600,000 $ 11.50 2.8 $ - Equity Incentive Plan On August 9, 2019, the Company's Equity Incentive Plan (the "Incentive Plan") was approved by the Company's stockholders. The Incentive Plan is administered by the Board of Directors or a committee designated by the Board of Directors to do so. The effective date of the Incentive Plan is December 19, 2018. The Incentive Plan provides the grant of incentive stock options ("ISOs"), nonstatutory stock options, stock appreciation rights, restricted common stock awards, restricted common stock unit awards, as well as other stock-based awards that are deemed to be consistent with the purposes of the plan. There are 3,463,305 shares of common stock reserved under the Incentive Plan, of which 902,912, shares remain available to be issued as of December 31, 2019. Stock Options On September 20, 2019 the Company issued ten-year options for the purchase of 400,000 shares of AESE common stock, pursuant to the Incentive Plan. The options had an exercise price of $5.66 per share and a 4-year vesting term, with 25% vesting on each anniversary of the date of grant. The options had an aggregate grant date fair value of $867,120. On November 21, 2019 the Company issued ten-year options for the purchase of 2,080,000 shares of AESE common stock, pursuant to the Incentive Plan. The options had an exercise price of $4.09 per share and a 4-year vesting term, with 25% vesting on each anniversary of the date of grant. The options had an aggregate grant date fair value of $3,263,551. The fair value of options granted during the year ended December 31, 2019 was calculated using the Black-Scholes option pricing model, with the following assumptions used: Risk free interest rate 1.74 – 1.77 % Expected term (years) 6.25 years Expected volatility 36 % Expected dividends 0.0 The expected term used for options is the estimated period of time that options granted are expected to be outstanding. The Company utilizes the "simplified" method to develop an estimate of the expected term of "plain vanilla" option grants. The Company is utilizing an expected volatility figure based on a review of the historical volatilities, over a period of time, equivalent to the expected life of the instrument being valued, of similarly positioned public companies within its industry. The risk-free interest rate was determined from the implied yields from U.S. Treasury zero-coupon bonds with a remaining term consistent with the expected term of the instrument being valued. During the year ended December 31, 2019, the Company recorded stock-based compensation expense of $149,893 related to stock options issued as compensation, which is included in general and administrative expense on the accompanying consolidated statements of operations. As of December 31, 2019, there was $3,980,778 of unrecognized stock-based compensation expense related to the stock options that will be recognized over the remaining vesting period of 3.86 years. A summary of the option activity during the years ended December 31, 2019 is presented below: Weighted Weighted Average Average Number of Exercise Remaining Intrinsic Options Price Term (in years) Value Outstanding, January 1, 2019 – – Granted 2,480,000 $ 4.34 Exercised – – Expired – – Forfeited – – Outstanding, December 31, 2019 2,480,000 $ 4.34 9.86 $ – Exercisable, December 31, 2019 – $ – – $ – Restricted Stock On September 20, 2019 the Company issued an aggregate of 80,393 shares of restricted common stock, pursuant to the Incentive Plan, to certain members of the Board of Directors and Executives. The restricted common stock had an aggregate grant date fair value of $455,000, and vest on the one-year anniversary of the date of grant. The shares were valued at the trading price of the Company's stock on the date of grant. The Company recorded stock-based compensation expense of $127,152 for the year ended December 31, 2019, related to restricted common stock issued as compensation, which is recorded in general and administrative expenses on the accompanying consolidated statements of operations. As of December 31, 2019, there was $327,848 of unrecognized stock-based compensation expense related to the restricted stock that will be recognized over the remaining vesting period of 0.72 years. Warrants Prior to the Closing Date, BRAC issued 14,305,000 five-year warrants (the "BRAC Warrants") for the purchase of the Company's common stock at $11.50 per share in connection with BRAC's initial public offering. These previously issued BRAC Warrants are deemed to be issued in connection with the Merger, as a result of the reverse recapitalization. As of result of the Merger, the Company issued to the former owners of Allied Esports and WPT five-year warrants to purchase an aggregate of 3,800,003 shares of common stock (presented below as outstanding on December 31, 2018 as a result of the recapitalization) at a price of $11.50 per share and issued five-year warrants for the purchase of an aggregate of 532,000 shares of common stock to the Noteholders with an exercise price of $11.50 per share. A summary of warrant activity during the years ended December 31, 2019 is presented below: Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Life in Years Intrinsic Value Outstanding, December 31, 2018 3,800,003 11.50 Issued 14,837,000 11.50 Exercised - - Cancelled - - Outstanding, December 31, 2019 18,637,003 $ 11.50 4.6 $ - Exercisable, December 31, 2019 18,637,003 $ 11.50 4.6 $ - |
Subsequent Events
Subsequent Events | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Subsequent Events [Abstract] | ||
Subsequent Events | Note 11 – Subsequent Events Convertible Debt On April 29, 2020, a Noteholder of a $5,000,000 Note, entered into a Secured Convertible Note Modification and Conversion Agreement (the "Amendment"), pursuant to which the Noteholder converted $2,000,000 of the principal amount of its Note into 1,250,000 shares of the Company's common stock at a reduced conversion price of $1.60 per share. The remaining $3,000,000 principal amount of the Bridge Note remains convertible at a conversion price of $8.50 per share. Interest on the converted amount will continue to accrue, and all accrued and unpaid interest under the Note (including interest accrued on the converted amount) is due on the maturity date of August 23, 2020. The remaining provisions of the Note are unchanged (see Note 7 – Convertible Debt and Convertible Debt, Related Party). No Contingent Consideration Shares were issued in connection with the conversion since the requirements for issuance were not met. Amendments to Employment Agreements On April 24, 2020, the employment agreement between the Company and the Chief Executive Officer of WPT (the "WPT CEO") was amended such that effective as of May 1, 2020, the WPT CEO salary will be reduced by 10% to approximately $377,000 for a six-month period. On April 24, 2020, the employment agreement between the Company and its Chief Executive Officer (the "CEO"), pursuant to which the parties agreed that effective May 1, 2020, the CEO's annual salary will be reduced by 80% to $60,000 for a six-month period. Rent Abatement The Company has been advised by the landlord of the HyperX Esports Arena in Las Vegas that its approximately $142,500 of monthly rent and related charges will be abated beginning on or about June 4, 2020 and concluding when the Luxor Hotel and Casino reopens to the public. Paycheck Protection Program During May 2020, Allied Esports received aggregate cash proceeds of $907,129 pursuant to two loans (the "Allied Esports PPP Loans") provided in connection with the Paycheck Protection Program ("PPP") under the Coronavirus Aid, Relief, and Economic Security Act and applicable regulations (the "CARES Act"). On May 18, 2020, the Company's wholly-owned subsidiary, WPT Enterprises Inc. ("WPT") received an unsecured loan (the "WPT PPP Loan," and together with the Allied Esports PPP Loans, the "PPP Loans") in the amount of $685,300, pursuant to the PPP. Under the terms of the CARES Act, as amended by the Paycheck Protection Program Flexibility Act of 2020, Allied Esports and WPT are eligible to apply for and receive forgiveness for all or a portion of their respective PPP Loans. Such forgiveness will be determined, subject to limitations, based on the use of the loan proceeds for certain permissible purposes as set forth in the PPP, including, but not limited to, payroll costs (as defined under the PPP) and mortgage interest, rent or utility costs (collectively, "Qualifying Expenses") incurred during the 24 weeks subsequent to funding, and on the maintenance of employee and compensation levels, as defined, following the funding of the PPP Loan. Allied Esports and WPT intend to use the proceeds of their PPP Loans for Qualifying Expenses. However, no assurance is provided that Allied Esports or WPT will be able to obtain forgiveness of the PPP Loans in whole or in part. Any amounts that are not forgiven incur interest at 1.0% per annum and monthly repayments of principal and interest are deferred until six months after the Small Business Administration makes a determination on forgiveness. While the PPP Loans currently have a two-year maturity, the amended law permits the borrower to request a five-year maturity from its lender. Convertible Debt On May 22, 2020, the Company and Knighted entered into a Secured Convertible Note Modification and Conversion Agreement No. 2 ("Amendment 2"), pursuant to which the remaining principal amount of the Note ($3,000,000) was converted at a conversion price of $1.40 per share, and the Company issued to Knighted 2,142,858 shares of common stock. On June 8, 2020, the Company and Knighted entered into Secured Convertible Note Modification Agreement No. 3 ("Amendment 3," together with the Amendment and Amendment 2, the "Amendments"), pursuant to which Knighted agreed to defer payment of all interest payable to Knighted on August 23, 2020 ($1,421,096) until February 23, 2022. Such amount will accrue interest at the annual rate of 12% and may be prepaid without penalty. The remaining amounts due under Knighted's Note, as amended, are no longer convertible into shares of common stock. Except as set forth in the Amendments, the remaining provisions of the Note remain in effect. The remaining provisions of the Note are unchanged. Extension of Bridge Notes On June 8, 2020, the Company and the holders (the "Extending Bridge Noteholders") of two Bridge Notes in the aggregate principal amount of $2,000,000 (together, the "Extended Bridge Notes"), each entered into a Secured Convertible Note Modification (Extension) Agreement with the Company (together, the "Bridge Note Extensions") pursuant to which, among other things, the Extending Bridge Noteholders agreed to extend the maturity date of their respective Extended Bridge Note until February 23, 2022. Interest on the Extended Bridge Notes will continue to accrue at 12.0% per year and may be prepaid without penalty. The remaining provisions of the Extended Bridge Notes remain unchanged and in effect. One of the Extending Bridge Noteholders is Man Sha, the spouse of Frank Ng, the Company's Chief Executive Officer and Director. Senior Secured Loan. On June 8, 2020, the Company and certain accredited investors (the "Investors") entered into a Securities Purchase Agreement (the "Purchase Agreement"), pursuant to which the Investors made, in a private placement transaction, a net $9,000,000 loan (after payment of a $600,000 original issue discount) to the Company (the "Loan"). The Purchase Agreement contains customary representations and warranties, and the Company agreed it would not take on additional debt from third parties without the Investors' written approval, subject to certain exceptions and ordinary course trade debt. The Company also agreed to use 35% of the proceeds from future financings in excess of $3 million (or $5 million if approved by the Investors) to pay down the outstanding balance on the Loan. The Company reserves its rights under the Purchase Agreement to consummate, subject to certain exceptions, a debt or equity offering of up to $5 million in the future. The Loan is evidenced by Senior Secured Convertible Promissory Notes (the "Notes") in the aggregate original principal amount of $9,600,000 and bearing guaranteed interest at a rate of 8% per annum. The Note has a two-year term, with principal payable in equal monthly installments of $436,364 commencing 60 days after the date of the Loan with accrued interest thereon. Monthly payments of interest are due on such dates as well. Each payment may be paid at the Company's option in cash, or if all equity conditions set forth in the Note are satisfied or waived, in shares of common stock ("Note Shares") at a price equal to 87% of the lowest VWAP in the 10 days prior to the payment date. Each such payment (in cash or shares) will be equal to 110% of the monthly installment. The equity conditions include, but are not limited to, (a) there existing no events of default, (b) all amounts due have been timely paid, (c) the shares may be resold pursuant to a registration statement or pursuant to an exemption under Rule 144 of the Securities Act, (d) the shares are registered for trading on a trading market, (e) there is a sufficient number of authorized but unissued shares and otherwise unreserved shares to issue all shares required under the various Loan documents, (f) the holder does not possess any material non-public information at the time of issuance, and (g) the Company's shares have met certain minimum volume and closing price thresholds. The issuance of shares is also prohibited to the extent the issuance would cause the Investor to exceed the Beneficial Ownership Limitation (described below) or would cause the Investors to receive more than 19.99% of the shares of outstanding common stock as of the date of the Loan unless the Company obtains shareholder approval of the Loan in advance of such issuance. The Notes are convertible at each Investor's option, in whole or in part, and from time to time, into shares of the Company's common stock ("Conversion Shares") at $3.30 per share (subject to adjustment to convert at the same price as any non-exempt issuances of Company common stock at a lower issuance price); provided, however, that the parties may not effect any such conversion that would result in Investor (together with its affiliates) owning in excess of 4.99% of the number of shares of the Company's common stock outstanding immediately after giving effect to the conversion in question (the "Beneficial Ownership Limitation"). Investor, upon notice to the Company, may increase or decrease the Beneficial Ownership Limitation, provided that the Beneficial Ownership Limitation may not exceed 9.99%. Conversion of the Notes are also limited if a conversion would cause the Investors to receive more than 19.99% of the shares of outstanding common stock as of the date of the Loan unless the Company obtains shareholder approval of the Loan in advance of such issuance. In connection with the Loan, the Company issued to Investors five-year warrants (the "Warrant") to purchase up to 1,454,545 (the "Warrant Shares") at $4.125 per share (subject to adjustment to exercise at the same price as any non-exempt issuances of Company common stock at a lower issuance price). The parties may not effect any exercise of a Warrant that would result in an Investor (together with its affiliates) owning in excess of the Beneficial Ownership Limitation. The Company and Investors also entered into a Security Agreement (the "Security Agreement") and a Registration Rights Agreement (the "Registration Rights Agreement"). Pursuant to the Security Agreement, the Company and its subsidiaries granted Investors a lien on all assets in a pari passu position with the holders of the Bridge Notes. Pursuant to the Registration Rights Agreement, the Company agreed to, among other terms, file one or more registration statements covering the resale of the Note Shares, the Conversion Shares and Warrant Shares within 30 days of signing the Registration Agreement. The Company also agreed to use its best efforts to have such registration statement declared effective by the Securities and Exchange Commission within sixty days of the date of the transaction, and to file additional registration statements as necessary to register all of such securities for resale under the Securities Act of 1933, as amended. In connection with the Loan, certain of the Company's subsidiaries also guaranteed the Company's obligations under the Notes pursuant to a Subsidiary Guarantee. | Note 17 – Subsequent Events Common Stock On January 14, 2020 the Company issued 758,725 shares of its common stock to an investor in exchange for $5,000,000 (the "Purchase Price") pursuant to a Share Purchase Agreement. The Purchase Price is to be used by the Company or its subsidiaries to develop integrated esports experience venues at mutually agreed upon shopping malls owned and/or operated by investor or any of its affiliates (each, an "Investor Mall"), that will include a dedicated gaming space and production capabilities to attract and to activate esports and other emerging live events (each, an "Esports Venue"). To that end, half of the Purchase Price is held in escrow until the parties execute a written lease agreement for the first Esports Venue, and the other half is held in escrow until the parties execute a written lease agreement for the second Esports Venue. Further, pursuant to the Share Purchase Agreement, the Company must create, produce, and execute three (3) esports events during each calendar year 2020, 2021 and 2022 that will include the Company's esports truck at one or more Investor Malls at mutually agreed times. Put Option Agreement and Exercise On February 25, 2020 (the "Effective Date"), the Company entered into a Put Option Agreement (the "Agreement") with the Chairman of the Company's Board of Director (the "Chairman"), pursuant to which the Company has an option in its discretion, to sell shares of its common stock (the "Option Shares") to the Chairman for aggregate gross proceeds of up to $2.0 million, at a purchase price of $1.963 per Option Share, subject to the following limitations: a) The total number of shares that may be issued under the Agreement will be limited to 19.99% of the Company's outstanding shares on the date the Agreement is signed (the "Exchange Cap"), unless stockholder approval is obtained to issue shares in excess of the Exchange Cap; b) The Company may not issue and the Chairman may not purchase Option Shares to the extent that such issuance would result in the Chairman and his affiliates beneficially owning more than 19.99% of the then issued and outstanding shares of the Company's common stock unless (i) such ownership would not be the largest ownership position in the Company, or (ii) stockholder approval is obtained for ownership in excess of 19.99%; and c) The Company may not issue and the Chairman may not purchase any Option Shares if such issuance and purchase would be considered equity compensation under the rules of The Nasdaq Stock Market unless stockholder approval is obtained for such issuance. Option shares purchased pursuant to the Agreement are subject to a six-month lock-up period whereby they cannot be sold or transferred. The Put Option expires on April 9, 2020. On March 9, 2020, the Company provided notice to the Chairman that they had elected to exercise the Put Option to sell 1,018,848 Option Shares at a purchase price of $1.963 per share for total proceeds of $2,000,000. The Company expects to close on the sale of the Option Shares within 30 days of the notice of exercise of the Put Option. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for annual consolidated financial statements. For additional information, these condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements of and notes thereto included in the Company's amended annual report on Form 10-K/A filed with the Securities and Exchange Commission ("SEC") on March 17, 2020. In the opinion of management, the accompanying condensed consolidated financial statements include all adjustments which are considered necessary for a fair presentation of the unaudited condensed consolidated financial statements of the Company as of March 31, 2020 and for the three months ended March 31, 2020 and 2019. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the operating results for the full year ending December 31, 2020 or any other period. These unaudited condensed consolidated financial statements have been derived from the accounting records of AESE, WPT and Allied Esports and should be read in conjunction with the accompanying notes thereto. | Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been derived from the accounting records of AESE and its consolidated subsidiaries. All significant intercompany balances have been eliminated in the consolidated financial statements. The consolidated financial statements have been prepared in accordance with U.S. GAAP and pursuant to the accounting rules and regulations of the United States Securities and Exchange Commission ("SEC"). Expenses that the Former Parent incurred on behalf of WPT and Allied Esports prior to the Merger were allocated to each entity using specific identification. |
Use of estimates | Use of Estimates Preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the financial statements. The Company's significant estimates used in these financial statements include, but are not limited to, the valuation and carrying amount of goodwill and other intangible assets, accounts receivable reserves, the valuation of investments, stock-based compensation, warrants and deferred tax assets and the recoverability and useful lives of long-lived assets, including intangible assets, property and equipment and deferred production costs. Certain of the Company's estimates could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company's estimates and could cause actual results to differ from those estimates. | |
Business Combinations | Business Combinations The Company accounts for business combinations under Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 805 "Business Combinations" using the acquisition method of accounting, and accordingly, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition. The excess of the purchase price over the estimated fair value is recorded as goodwill. All acquisition costs are expensed as incurred. Upon acquisition, the accounts and results of operations are consolidated as of and subsequent to the acquisition date. | |
Cash and cash equivalents | Cash and Cash Equivalents All short-term investments of the Company that have a maturity of three months or less when purchased are considered to be cash equivalents. There were no cash equivalents as of December 31, 2019 or 2018. | |
Restricted Cash | Restricted Cash Restricted cash consists of cash held in an escrow account to be utilized for various approved strategic initiatives and esports event programs pursuant to an agreement with Simon Equity Development. See Note 15 – Commitments and Contingencies, Investment Agreements. | |
Accounts Receivable | Accounts Receivable Accounts receivable are carried at their contractual amounts. Management establishes an allowance for doubtful accounts based on its historic loss experience and current economic conditions. Losses are charged to the allowance when management deems further collection efforts will not produce additional recoveries. As of December 31, 2019 and 2018, there was no bad debt allowance. | |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation using the straight-line method over their estimated useful lives, once the asset is placed in service. Leasehold improvements are amortized over the lesser of (a) the useful life of the asset; or (b) the remaining lease term (including renewal periods that are reasonably assured). Expenditures for maintenance and repairs, which do not extend the economic useful life of the related assets, are charged to operations as incurred, and expenditures which extend the economic life are capitalized. When assets are retired or otherwise disposed of, the costs and related accumulated depreciation or amortization are removed from the accounts and any gain or loss on disposal is recognized in the statement of operations for the respective period. The estimated useful lives of property and equipment are as follows: Equipment 3 - 5 years Computer equipment 3 - 5 years Production equipment 5 years Furniture and fixtures 3 - 5 years Software 1 - 5 years Gaming truck 5 years Leasehold improvements 14 years Intangible Assets and Goodwill Intangible assets are comprised of goodwill, intellectual property, customer relationships, trademarks, and trade names. Intangible assets with definite lives are amortized on a straight-line basis over the shorter of their estimate useful lives, ranging from two to ten years, or their contract periods, if applicable. Intangible assets with indefinite lives are not amortized but are evaluated at least annually for impairment and more often whenever changes in facts and circumstances may indicate that the carrying value may not be recoverable. When testing goodwill for impairment, the Company may assess qualitative factors for some or all of our reporting units to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount, including goodwill. Alternatively, the Company may bypass this qualitative assessment for some or all of our reporting units and perform a detailed quantitative test of impairment (step 1). If the Company performs the detailed quantitative impairment test and the carrying amount of the reporting unit exceeds its fair value, the Company will perform an analysis (step 2) to measure such impairment. At December 31, 2019 and 2018, the Company performed a qualitative assessment to identify and evaluate events and circumstances to conclude whether it is more likely than not that the fair value of the Company's reporting units is less than their carrying amounts. Based on the Company's qualitative assessments, the Company concluded that a positive assertion can be made that it is more likely than not that the fair value of the reporting units exceeded their carrying values and no impairment of goodwill was identified at December 31, 2019 and 2018. | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible assets are comprised of goodwill, intellectual property, customer relationships, trademarks, and trade names. Intangible assets with definite lives are amortized on a straight-line basis over the shorter of their estimate useful lives, ranging from two to ten years, or their contract periods, if applicable. Intangible assets with indefinite lives are not amortized but are evaluated at least annually for impairment and more often whenever changes in facts and circumstances may indicate that the carrying value may not be recoverable. When testing goodwill for impairment, the Company may assess qualitative factors for some or all of our reporting units to determine whether it is more likely than not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount, including goodwill. Alternatively, the Company may bypass this qualitative assessment for some or all of our reporting units and perform a detailed quantitative test of impairment (step 1). If the Company performs the detailed quantitative impairment test and the carrying amount of the reporting unit exceeds its fair value, the Company will perform an analysis (step 2) to measure such impairment. At December 31, 2019 and 2018, the Company performed a qualitative assessment to identify and evaluate events and circumstances to conclude whether it is more likely than not that the fair value of the Company's reporting units is less than their carrying amounts. Based on the Company's qualitative assessments, the Company concluded that a positive assertion can be made that it is more likely than not that the fair value of the reporting units exceeded their carrying values and no impairment of goodwill was identified at December 31, 2019 and 2018. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews for the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company measures the carrying amount of the asset against the estimated undiscounted future cash flows associated with it. Should the sum of the expected future net cash flows be less than the carrying value of the asset being evaluated, an impairment loss would be recognized for the amount by which the carrying value of the asset exceeds its fair value. The evaluation of asset impairment requires the Company to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. During the years ended December 31, 2019 and 2018, the Company recognized an impairment of $0 and $236,833, respectively, related to certain intangible assets that were deemed impaired due to management's determination that the future cash flows are not expected to be sufficient to recover the carrying value of those assets. | |
Deferred Production Costs | Deferred Production Costs Capitalized production costs represent the costs incurred to develop and produce the Company's proprietary shows. These costs primarily consist of labor, equipment, production overhead costs and travel expenses. Capitalized production overhead costs include rent incurred in connection with our leased space in Los Angeles, California, which is used exclusively for film production. Capitalized production costs are stated at the lower of cost, less accumulated amortization and tax credits, if applicable, or fair value. Production costs in an amount up to the amount of ultimate revenue expected to be earned from the related production are capitalized in accordance with FASB ASC Topic 926-20, "Other Assets – Film Costs". Amortization of capitalized film costs begins when the related film is released and begins to recognize revenue. Capitalized film costs are expensed over the expected revenue period (not to exceed ten years) using a ratio of revenue earned during the period to estimated ultimate revenues for the related production. Costs incurred in excess of expected ultimate revenue are expensed as incurred and included in multiplatform costs in the accompanying consolidated statements of operations. Unamortized capitalized production costs are evaluated for impairment at each reporting period on a season-by-season basis. If estimated remaining revenue is not sufficient to recover the unamortized capitalized production costs for that season, the unamortized capitalized production costs will be written down to fair value. During the years ended December 31, 2019 and 2018, the Company recognized an impairment of $330,340 and $768,459, respectively, related to deferred production costs that were deemed impaired due to management's determination that the remaining revenue associated with the deferred production costs is not expected to be sufficient to recover the unamortized cost. | |
Fair value of financial instruments | Fair Value of Financial Instruments The Company measures the fair value of financial assets and liabilities based on the guidance of ASC 820 "Fair Value Measurements and Disclosures" ("ASC 820"). ASC 820 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. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 - quoted prices in active markets for identical assets or liabilities. Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable. Level 3 - inputs that are unobservable (for example, cash flow modeling inputs based on assumptions). The carrying amounts of the Company's financial instruments, such as accounts receivable, accounts payable and accrued liabilities approximate fair value due to the short-term nature of these instruments. The Company's convertible debt approximates fair value due to its short-term nature and market rate of interest. Nonrecurring Fair Value Measurements Certain nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. These fair value measurements are categorized within level 3 of the fair value hierarchy. The Company periodically evaluates the carrying value of long-lived assets to be held and used when events or circumstances warrant such a review. Fair value is determined primarily using anticipated cash flows assumed by a market participant discounted at a rate commensurate with the risk involved or in the case of nonfinancial assets or liabilities. See "Impairment of Long-Lived Assets", above. | |
Income taxes | Income Taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of items that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. The Company recognizes the tax benefit from an uncertain income tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement by examining taxing authorities. The Company's policy is to recognize interest and penalties accrued on uncertain income tax positions in interest expense in the Company's statements of operations. As of December 31, 2019, and 2018, the Company had no liability for unrecognized tax benefits. The Company does not expect the unrecognized tax benefits to change significantly over the next 12 months. | |
Commitments and Contingencies | Commitments and Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. | |
Net Loss per Common Share | Net Loss per Common Share Basic loss per common share is computed by dividing net loss attributable to AESE common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of common shares, if dilutive, resulting from the exercise of outstanding stock options and warrants and the conversion of convertible instruments. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: For the Three Months Ended 2020 2019 Common shares subscribed 1,018,848 - Options 2,360,000 - Warrants 18,637,003 3,800,000 Convertible debt 1,647,058 - Unit purchase options 600,000 600,000 Contingent consideration shares 3,846,153 - 28,109,062 4,400,000 | Net Loss per Common Share Basic loss per common share is computed by dividing net loss attributable to the Company by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding, plus the impact of common shares, if dilutive, resulting from the exercise of outstanding stock options and warrants and the conversion of convertible instruments. The following securities are excluded from the calculation of weighted average dilutive common shares because their inclusion would have been anti-dilutive: For the Years Ended December 31, 2019 2018 Options 2,480,000 - Warrants 18,637,003 3,800,003 Convertible debt 1,647,058 - Unit purchase options 600,000 - Contingent consideration shares 3,846,153 - 27,210,214 3,800,003 |
Revenue Recognition | Revenue Recognition The Company recognizes revenue primarily from the following sources: In-person revenue The Company’s in-person revenue is comprised of event revenue, sponsorship revenue, merchandising revenue, and other revenue. Event revenue is generated through World Poker Tour events – TV, non-TV, and DeepStacks Entertainment, LLC and DeepStacks Poker Tour, LLC (collectively “DeepStacks”) events – held at the Company’s partner casinos as well as Allied Esports events held at the Company’s esports properties. Event revenues recognized from the rental of the Allied Esports arena and gaming trucks are recognized at a point in time when the event occurs. In-person revenue also includes revenue from ticket sales, admission fees and food and beverage sales for events held at the Company’s esports properties. Ticket revenue is recognized at the completion of the applicable event. Point of sale revenues, such as food and beverage, gaming, and merchandising revenues, are recognized when control of the related goods are transferred to the customer. The Company also generates sponsorship revenues for naming rights for, and rental of, the Company’s arena and gaming trucks. Sponsorship revenues from naming rights of the Company’s esports arena and from sponsorship arrangements are recognized on a straight-line basis over the contractual term of the agreement. The Company records deferred revenue to the extent that payment has been received for services that have yet to be performed. In-person revenue was comprised of the following for the three months ended March 31, 2020 and 2019: For the Three Months Ended March 31, 2020 2019 Event revenue $ 1,470,628 $ 1,679,759 Sponsorship revenue 445,155 473,405 Food and beverage revenue 232,299 371,866 Ticket and gaming revenue 138,687 172,039 Merchandising revenue 18,049 50,572 Other revenue 104 - Total in-person revenue $ 2,304,922 $ 2,747,641 Multiplatform content revenue The Company’s multiplatform content revenue is comprised of distribution revenue, sponsorship revenue, music royalty revenue, online advertising revenue and content revenue. Distribution revenue is generated primarily through the distribution of content from World Poker Tour’s library. World Poker Tour provides video content to global television networks, who then have the right to air the content and place advertisements on the content during the related license period. Revenue from the distribution of video content to television networks is received pursuant to the contract payment terms and is recognized at the point in time that advertisements are aired on the WPT content. Occasionally, WPT will bundle third-party content with its own content in a distribution arrangement and will share the revenue with the third party. However, the revenues related to third party content are de minimis. The Company recognizes distribution revenue pursuant to the terms of each individual contract with the customer and records deferred revenue to the extent the Company has received a payment for services that have yet to be performed or products that have yet to be delivered. The Company also distributes video content to online channels. Both the global television networks and the online channels place ads within the WPT content and any advertising revenue earned by the global TV network or online channel is shared with WPT. The Company recognizes online advertising revenue at the point in time when the advertisements are placed in the video content. Sponsorship revenue is generated through the sponsorship of the Company’s TV content, live and online events and online streams. Online advertising revenue is generated from third-party advertisements placed on the Company’s website. Music royalty revenue is generated when the Company’s music is played in the Company’s TV series both on TV networks and online. The Company recognizes sponsorship revenue pursuant to the terms of each individual contract when the Company satisfies the respective performance obligations, which could be recognized at a point in time or over the term of the contract. The Company records deferred revenue to the extent the Company has received a payment for services that have yet to be performed or products that have yet to be delivered. Music royalty revenue is recognized at the point in time when the music is played. Multiplatform content revenue was comprised of the following for three months ended March 31, 2020 and 2019: For the Three Months Ended March 31, 2020 2019 Distribution revenue $ 456,919 434,749 Sponsorship revenue 384,284 367,504 Music royalty revenue 373,739 299,369 Online advertising revenue 1,955 - Total multiplatform content revenue $ 1,216,897 $ 1,101,622 Interactive revenue The Company’s interactive revenue is primarily comprised of subscription revenue, licensing, social gaming, and virtual product revenue. Subscription revenue is generated through fixed rate (monthly, quarterly, and annual) subscriptions which offer the opportunity for subscribers to play unlimited poker and access benefits not available to non-subscribers. The Company recognizes subscription revenue on a straight-line basis and records deferred revenue to the extent the Company receives payments for services that have yet to be provided. Social gaming revenue arises from the sale of online tokens and other online purchases on the Company’s social gaming website and is recognized at the point the product is delivered. Virtual product revenue is generated from the licensing of the Company’s various brands to be used on the customers’ virtual product and social gaming platforms and is recognized over the term of the contractual agreement. The Company generates licensing revenue by licensing the right to use the Company’s brands on products to third parties. Licensing revenue is recognized pursuant to the terms of each individual contract with the customer and is recognized over the term of the contractual agreement. Deferred revenue is recorded to the extent the Company has received a payment for products that have yet to be delivered. Interactive revenue was comprised of the following for the three months ended March 31, 2020 and 2019: For the Three Months Ended March 31, 2020 2019 Subscription revenue $ 1,286,789 $ 1,227,623 Virtual product revenue 924,315 923,495 Social gaming revenue 261,924 104,784 Licensing revenue 39,764 125,838 Other revenue 10,442 4,045 Total interactive revenue $ 2,523,234 $ 2,385,785 The following table summarizes our revenue recognized under ASC 606 in our condensed consolidated statements of operations and comprehensive loss: For the Three Months Ended March 31, 2020 2019 Revenues Recognized at a Point in Time: Event revenue $ 1,470,628 1,679,759 Distribution revenue 456,919 434,749 Social gaming revenue 261,924 104,784 Food and beverage revenue 232,299 371,866 Sponsorship revenue 2,502 67,295 Ticket and gaming revenue 138,687 172,039 Merchandising revenue 18,049 50,572 Music royalty revenue 373,739 299,369 Online advertising revenue 1,955 - Other revenue 10,546 4,045 Total Revenues Recognized at a Point in Time 2,967,248 3,184,478 Revenues Recognized Over a Period of Time: Subscription revenue 1,286,789 1,227,623 Sponsorship revenue 826,937 773,614 Virtual product revenue 924,315 923,495 Licensing revenue 39,764 125,838 Total Revenues Recognized Over a Period of Time 3,077,805 3,0550,570 Total Revenues $ 6,045,053 $ 6,235,048 The timing of the Company’s revenue recognition may differ from the timing of payment by its customers. A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. As of March 31, 2020, there remained $1,690,747 of contract liabilities which were included within deferred revenue on the consolidated balance sheet as of December 31, 2019, and for which performance obligations had not yet been satisfied as of March 31, 2020. The Company expects to satisfy its remaining performance obligations within the next twelve months. During the three months ended March 31, 2020, there was no revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods. | Revenue Recognition On January 1, 2019, the Company adopted ASC Topic 606, "Revenue from Contracts with Customers" ("ASC 606"). The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under U.S. GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company adopted ASC 606 for all applicable contracts using the modified retrospective method, which would have required a cumulative-effect adjustment, if any, as of the date of adoption. The adoption of ASC 606 did not have a material impact on the Company's consolidated financial statements as of the date of adoption. As a result, a cumulative-effect adjustment was not required. The Company recognizes revenue primarily from the following sources: |
In-person revenue | In-person revenue The Company's in-person revenue is comprised of event revenue, sponsorship revenue, merchandising revenue and other revenue. Event revenue is generated through World Poker Tour events – TV, non-TV, and DeepStacks Entertainment, LLC and DeepStacks Poker Tour, LLC (collectively "DeepStacks") events – held at the Company's partner casinos as well as Allied Esports events held at the Company's esports properties. Event revenues recognized from the rental of the Allied Esports arena and gaming trucks are recognized at a point in time when the event occurs. In-person revenue also includes revenue from ticket sales, admission fees and food and beverage sales for events held at the Company's esports properties. Ticket revenue is recognized at the completion of the applicable event. Point of sale revenues, such as food and beverage, gaming and merchandising revenues, are recognized when control of the related goods are transferred to the customer. The Company also generates sponsorship revenues for naming rights for, and rental of, the Company's arena and gaming trucks. Sponsorship revenues from naming rights of the Company's esports arena and from sponsorship arrangements are recognized on a straight-line basis over the contractual term of the agreement. The Company records deferred revenue to the extent that payment has been received for services that have yet to be performed. In-person revenue was comprised of the following for the years ended December 31, 2019 and 2018: For the Years Ended December 31, 2019 2018 Event revenue $ 7,179,917 $ 5,089,006 Sponsorship revenue 2,081,029 488,329 Food and beverage revenue 1,158,004 814,247 Ticket and gaming revenue 543,204 1,621,721 Merchandising revenue 171,014 167,194 Other revenue 244 858 Total in-person revenue $ 11,133,412 $ 8,181,355 To determine the proper revenue recognition method, the Company evaluates each of its contractual arrangements to identify its performance obligations. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. The majority of the Company's contracts have a single performance obligation because the promise to transfer the individual good or service is not separately identifiable from other promises within the contract and is therefore not distinct. Some of the Company's contracts have multiple performance obligations, primarily related to the provision of multiple goods or services. For contracts with more than one performance obligation, the Company allocates the total transaction price in an amount based on the estimated relative standalone selling prices underlying each performance obligation. | |
Multiplatform content revenue | Multiplatform content revenue The Company's multiplatform content revenue is comprised of distribution revenue, sponsorship revenue, music royalty revenue, online advertising revenue and content revenue. Distribution revenue is generated primarily through the distribution of content from World Poker Tour's library. World Poker Tour provides video content to global television networks, who then have the right to air the content and place advertisements on the content during the related license period. Revenue from the distribution of video content to television networks is received pursuant to the contract payment terms and is recognized at the point in time that advertisements are aired on the WPT content. Occasionally, WPT will bundle third-party content with its own content in a distribution arrangement and will share the revenue with the third party. However, the revenues related to third party content are de minimis. The Company recognizes distribution revenue pursuant to the terms of each individual contract with the customer and records deferred revenue to the extent the Company has received a payment for services that have yet to be performed or products that have yet to be delivered The Company also distributes video content to online channels. Both the global television networks and the online channels place ads within the WPT content and any advertising revenue earned by the global TV network or online channel is shared with WPT. The Company recognizes online advertising revenue at the point in time when the advertisements are placed in the video content. Sponsorship revenue is generated through the sponsorship of the Company's TV content, live and online events and online streams. Online advertising revenue is generated from third-party advertisements placed on the Company's website. Music royalty revenue is generated when the Company's music is played in the Company's TV series both on TV networks and online. The Company recognizes sponsorship revenue pursuant to the terms of each individual contract when the Company satisfies the respective performance obligations, which could be recognized at a point in time or over the term of the contract. The Company records deferred revenue to the extent the Company has received a payment for services that have yet to be performed or products that have yet to be delivered. Music royalty revenue is recognized at the point in time when the music is played. Multiplatform content revenue was comprised of the following for the years ended December 31, 2019 and 2018: For the Years Ended December 31, 2019 2018 Distribution revenue $ 1,694,429 $ 861,994 Content revenue 50,000 - Sponsorship revenue 2,173,286 1,332,077 Music royalty revenue 1,573,247 1,031,425 Online advertising revenue 7,442 21,161 Total multiplatform content revenue $ 5,498,404 $ 3,246,657 | |
Interactive revenue | Interactive revenue The Company's interactive revenue is primarily comprised of subscription revenue, licensing, social gaming and virtual product revenue. Subscription revenue is generated through fixed rate (monthly, quarterly, annual) subscriptions which offer the opportunity for subscribers to play unlimited poker and access benefits not available to non-subscribers. The Company recognizes subscription revenue on a straight-line basis and records deferred revenue to the extent the Company receives payments for services that have yet to be provided. Social gaming revenue arises from the sale of online tokens and other online purchases on the Company's social gaming website, and is recognized at the point the product is delivered. Virtual product revenue is generated from the licensing of the Company's various brands to be used on the customers' virtual product and social gaming platforms, and is recognized over the term of the contractual agreement. The Company generates licensing revenue by licensing the right to use the Company's brands on products to third parties. Licensing revenue is recognized pursuant to the terms of each individual contract with the customer and is recognized over the term of the contractual agreement. Deferred revenue is recorded to the extent the Company has received a payment for products that have yet to be delivered. Interactive revenue was comprised of the following for the years ended December 31, 2019 and 2018: For the Years Ended December 31, 2019 2018 Subscription revenue $ 4,823,510 $ 4,964,086 Virtual product revenue 3,699,180 3,093,973 Social gaming revenue 555,643 674,497 Licensing revenue 290,164 349,199 Other revenue 71,682 93,488 Total interactive revenue $ 9,440,179 $ 9,175,243 The following table summarizes our revenue recognized under ASC 606 in our consolidated statements of operations: For the Years Ended December 31, 2019 2018 Revenues Recognized at a Point in Time: Event revenue $ 7,179,917 $ 5,089,006 Food and beverage revenue 1,158,004 814,247 Ticket and gaming revenue 543,204 1,621,721 Merchandising revenue 171,014 167,194 Sponsorship revenue 575,067 716,277 Music royalty revenue 1,573,247 1,031,425 Online advertising revenue 7,442 21,161 Social gaming revenue 555,643 674,497 Content revenue 50,000 - Other revenue 71,926 94,346 Total Revenues Recognized at a Point in Time 11,885,464 10,229,874 Revenues Recognized Over a Period of Time: Sponsorship revenue 3,679,248 1,104,129 Licensing revenue 290,164 349,199 Subscription revenue 4,823,510 4,964,086 Virtual product revenue 3,699,180 3,093,973 Distribution revenue 1,694,429 861,994 Total Revenues Recognized Over a Period of Time 14,186,531 10,373,381 Total Revenues $ 26,071,995 $ 20,603,255 The timing of the Company's revenue recognition may differ from the timing of payment by its customers. A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. As of December 31, 2019, there remained $421 of contract liabilities which were included within deferred revenue on the consolidated balance sheet as of December 31, 2018, and for which performance obligations had not yet been satisfied as of December 31, 2019. The Company expects to satisfy its remaining performance obligations within the next twelve months. During the years ended December 31, 2019 and 2018, there was no revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods. | |
Stock-Based Compensation | Stock-Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award on the date of grant. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from original estimates, such amounts are recorded as a cumulative adjustment in the period that the estimates are revised. The Company accounts for forfeitures as they occur. | |
Advertising Costs | Advertising Costs The Company expenses advertising and marketing costs as they are incurred. Marketing and advertising expense was $66,300 and $126,393 during the three months ended March 31, 2020 and 2019, respectively. | Advertising Costs Advertising costs are charged to operations in the year incurred and totaled approximately $565,000 and $1,240,000 for the years ended December 31, 2019 and 2018, respectively. |
Concentration Risks | Concentration Risks Financial instruments that potentially subject the Company to concentration of credit risk consist of cash accounts in a financial institution which, at times, may exceed Federal Deposit Insurance Corporation ("FDIC") insured limits. The Company has not experienced any losses in such accounts, periodically evaluates the creditworthiness of the financial institutions and has determined the credit exposure to be negligible. During the years ended December 31, 2019 and 2018, 13% and 15%, respectively, of the Company's revenues were from customers in foreign countries. See Note 12 - Segment Data for additional details. During the year ended December 31, 2019, the Company's largest customer accounted for 12% of the Company's consolidated revenues. | |
Foreign Currency Translation | Foreign Currency Translation The Company's reporting currency is the United States Dollar. The functional currencies of the Company's operating subsidiaries are their local currencies (United States Dollar and Euro). Euro-denominated assets and liabilities are translated into the United States Dollar using the exchange rate at the balance sheet date (1.1026 and 1.1215 for March 31, 2020 and December 31, 2019, respectively), and revenue and expense accounts are translated using the weighted average exchange rate in effect for the period (1.1033 and 1.1357 for the three months ended March 31, 2020 and 2019, respectively). Resulting translation adjustments are made directly to accumulated other comprehensive (loss) income. Losses of $2,202 and $0 arising from exchange rate fluctuations on transactions denominated in a currency other than the reporting currency for the three months ended March 31, 2020 and 2019, respectively, are recognized in operating results in the consolidated statements of operations. The Company engages in foreign currency denominated transactions with customers and suppliers, as well as between subsidiaries with different functional currencies. | Foreign Currency Translation The Company's reporting currency is the United States Dollar. The functional currencies of the Company's operating subsidiaries are their local currencies (United States Dollar and Euro). Euro-denominated assets and liabilities are translated into the United States Dollar using the exchange rate at the balance sheet date (1.1215 and 1.1444 at December 31, 2019 and 2018, respectively), and revenue and expense accounts are translated using the weighted average exchange rate in effect for the period (1.1194 and 1.1809 for the years ended December 31, 2019 and 2018, respectively). Resulting translation adjustments are made directly to accumulated other comprehensive (loss) income. Losses of $2,124 and $198,513 arising from exchange rate fluctuations on transactions denominated in a currency other than the reporting currency for the years ended December 31, 2019 and 2018, respectively, are recognized in operating results in the consolidated statements of operations. The Company engages in foreign currency denominated transactions with customers and suppliers, as well as between subsidiaries with different functional currencies. |
Subsequent Events | Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the consolidated financial statements, except as disclosed. | |
Segment Reporting | Segment Reporting Reportable segments are components of an enterprise about which separate financial information is available for evaluation by the chief operating decision maker in making decisions about how to allocate resources and assess performance. The chief operating decision maker of WPT is WPT's chief executive officer, and the chief operating decision maker of Allied Esports is Allied Esports' chief executive officer. Separate discrete financial information for each of WPT and Allied Esports are reviewed separately by different chief operating decision makers, and the operations of each of WPT and Allied Esports are managed separately. As such, the operations of WPT (principally poker gaming and entertainment) and Allied Esports (principally video game events and competitions) are reported as separate operating segments of the Company. See Note 12 – Segment Data. | |
Reclassification | Reclassification Certain prior period balances have been reclassified in order to conform to the current year presentation. These reclassifications have no effect on previously reported results of operations or loss per share. | Reclassification Certain prior year balances have been reclassified in order to conform to current year presentation. These reclassifications have no effect on previously reported results of operations or loss per share. |
CARES ACT | CARES ACT On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”). The CARES Act, amongst other things, includes provisions relating to refundable payroll tax credits, deferment of employer social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. Pursuant to ASC 740, the Company recognizes the tax effects of new tax legislation upon enactment. Accordingly, the CARES Act is effective beginning in the quarter ended March 31, 2020. The Company is does not believe that the new tax provisions outlined in the CARES Act will have a material impact on the Company’s consolidated financial statements. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842).” ASU 2016-02 requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This amendment will be effective for private companies and emerging growth companies for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. The FASB issued ASU No. 2018-10 “Codification Improvements to Topic 842, Leases” and ASU No. 2018-11 “Leases (Topic 842) Targeted Improvements” in July 2018, and ASU No. 2018-20 “Leases (Topic 842) - Narrow Scope Improvements for Lessors” in December 2018. ASU 2018-10 and ASU 2018-20 provide certain amendments that affect narrow aspects of the guidance issued in ASU 2016-02. ASU 2018-11 allows all entities adopting ASU 2016-02 to choose an additional (and optional) transition method of adoption, under which an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements. In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The new guidance simplifies the accounting for goodwill impairment by eliminating Step 2 of the goodwill impairment test. Under current guidance, Step 2 of the goodwill impairment test requires entities to calculate the implied fair value of goodwill in the same manner as the amount of goodwill recognized in a business combination by assigning the fair value of a reporting unit to all of the assets and liabilities of the reporting unit. The carrying value in excess of the implied fair value is recognized as goodwill impairment. Under the new standard, goodwill impairment is recognized based on Step 1 of the current guidance, which calculates the carrying value in excess of the reporting unit’s fair value. This standard was adopted on January 1, 2020 and did not have a material impact on the Company’s consolidated financial statements or disclosures. In July 2018, the FASB issued ASU No. 2018-09, “Codification Improvements” (“ASU 2018-09”). These amendments provide clarifications and corrections to certain ASC subtopics including the following: Income Statement - Reporting Comprehensive Income – Overall (Topic 220-10), Debt - Modifications and Extinguishments (Topic 470-50), Distinguishing Liabilities from Equity – Overall (Topic 480-10), Compensation - Stock Compensation - Income Taxes (Topic 718-740), Business Combinations - Income Taxes (Topic 805-740), Derivatives and Hedging – Overall (Topic 815-10), and Fair Value Measurement – Overall (Topic 820-10). The majority of the amendments in ASU 2018-09 will be effective in annual periods beginning after December 15, 2019. This standard was adopted on January 1, 2020 and did not have a material impact on the Company’s consolidated financial statements or disclosures. In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The amendments in ASU 2018-13 modify the disclosure requirements associated with fair value measurements based on the concepts in the Concepts Statement, including the consideration of costs and benefits. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The amendments are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. This standard was adopted on January 1, 2020 and did not have a material impact on the Company’s consolidated financial statements or disclosures. In February 2020, the FASB issued ASU No. 2020-02, Financial Instruments - Credit Losses (Topic 326) and Leases (Topic 842) – Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date (“ASU 2020-02”) which provides clarifying guidance and minor updates to ASU No. 2016-13 – Financial Instruments – Credit Loss (Topic 326) (“ASU 2016-13”) and related to ASU No. 2016-02 - Leases (Topic 842). ASU 2020-02 amends the effective date of ASU 2016-13, such that ASU 2016-13 and its amendments will be effective for the Company for interim and annual periods in fiscal years beginning after December 15, 2022. The adoption of ASU 2016-13 is not expected to have a material impact on the Company’s consolidated financial statements or disclosures. | Recent Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-09, "Revenue from Contracts with Customers (Topic 606)," ("ASU 2014-09"). ASU 2014-09 supersedes the revenue recognition requirements in ASC 605 - Revenue Recognition ("ASC 605") and most industry-specific guidance throughout ASC 605. The FASB has issued numerous updates that provide clarification on a number of specific issues as well as requiring additional disclosures. The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. The guidance may be adopted through either retrospective application to all periods presented in the financial statements (full retrospective approach) or through a cumulative effect adjustment to retained earnings at the effective date (modified retrospective approach). The guidance was revised in July 2015 to be effective for private companies and emerging growth public companies for annual and interim periods beginning on or after December 15, 2018. These new standards became effective for AESE on January 1, 2019 and were adopted using the modified retrospective method. The adoption of ASC Topic 606 did not have a material impact on the Company's consolidated financial statements as of the date of adoption, and therefore a cumulative-effect adjustment was not required. In February 2016, the FASB issued Accounting Standards Update ("ASU") 2016-02, "Leases (Topic 842)." ASU 2016-02 requires that a lessee recognize the assets and liabilities that arise from operating leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This amendment will be effective for private companies and emerging growth companies for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. The FASB issued ASU No. 2018-10 "Codification Improvements to Topic 842, Leases" and ASU No. 2018-11 "Leases (Topic 842) Targeted Improvements" in July 2018, and ASU No. 2018-20 "Leases (Topic 842) - Narrow Scope Improvements for Lessors" in December 2018. ASU 2018-10 and ASU 2018-20 provide certain amendments that affect narrow aspects of the guidance issued in ASU 2016-02. ASU 2018-11 allows all entities adopting ASU 2016-02 to choose an additional (and optional) transition method of adoption, under which an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13 "Financial Instruments - Credit Losses (Topic 326)" and also issued subsequent amendments to the initial guidance under ASU 2018-19, ASU 2019-04 and ASU 2019-05 (collectively Topic 326). Topic 326 requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. This replaces the existing incurred loss model with an expected loss model and requires the use of forward-looking information to calculate credit loss estimates. The Company will be required to adopt the provisions of this ASU on January 1, 2023, with early adoption permitted for certain amendments. Topic 326 must be adopted by applying a cumulative effect adjustment to retained earnings. The adoption of Topic 326 is not expected to have a material impact on the Company's consolidated financial statements or disclosures. In August 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") ASU 2016-15, "Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments" ("ASU 2016-15"). The new standard will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. The new standard for private companies and emerging growth public companies is effective for fiscal years beginning after December 15, 2018. The Company adopted this new standard on January 1, 2019. The adoption of ASU 2016-15 did not have a material impact on the Company's consolidated financial statements or disclosures. In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The new guidance simplifies the accounting for goodwill impairment by eliminating Step 2 of the goodwill impairment test. Under current guidance, Step 2 of the goodwill impairment test requires entities to calculate the implied fair value of goodwill in the same manner as the amount of goodwill recognized in a business combination by assigning the fair value of a reporting unit to all of the assets and liabilities of the reporting unit. The carrying value in excess of the implied fair value is recognized as goodwill impairment. Under the new standard, goodwill impairment is recognized based on Step 1 of the current guidance, which calculates the carrying value in excess of the reporting unit's fair value. The new standard is effective beginning in January 2020, with early adoption permitted. The Company does not expect the impact of adopting this guidance to be material to its consolidated financial statements. In July 2018, the FASB issued ASU No. 2018-09, "Codification Improvements" ("ASU 2018-09"). These amendments provide clarifications and corrections to certain ASC subtopics including the following: Income Statement - Reporting Comprehensive Income – Overall (Topic 220-10), Debt - Modifications and Extinguishments (Topic 470-50), Distinguishing Liabilities from Equity – Overall (Topic 480-10), Compensation - Stock Compensation - Income Taxes (Topic 718-740), Business Combinations - Income Taxes (Topic 805-740), Derivatives and Hedging – Overall (Topic 815-10), and Fair Value Measurement – Overall (Topic 820-10). The majority of the amendments in ASU 2018-09 will be effective in annual periods beginning after December 15, 2019. The adoption of ASU 2018-09 is not expected to have a material impact on the Company's consolidated financial statements or disclosures. In August 2018, the FASB issued ASU No. 2018-13, "Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"). The amendments in ASU 2018-13 modify the disclosure requirements associated with fair value measurements based on the concepts in the Concepts Statement, including the consideration of costs and benefits. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The amendments are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The adoption of ASU 2018-13 it not expected to have a material impact on the Company's consolidated financial statements. In March 2019, the FASB issued ASU 2019-02, which aligns the accounting for production costs of episodic television series with the accounting for production costs of films. In addition, ASU 2019-02 modifies certain aspects of the capitalization, impairment, presentation and disclosure requirements in Accounting Standards Codification ("ASC") 926-20 and the impairment, presentation and disclosure requirements in ASC 920-350. This ASU must be adopted on a prospective basis and is effective for annual periods beginning after December 15, 2020, including interim periods within those years, with early adoption permitted. The Company is currently evaluating the impact that this pronouncement will have on its consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes – Simplifying the Accounting for Income Taxes. The new guidance simplifies the accounting for income taxes by removing several exceptions in the current standard and adding guidance to reduce complexity in certain areas, such as requiring that an entity reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently assessing the impact that adopting this guidance will have on its consolidated financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Schedule of antidiluted shares | For the Three Months Ended 2020 2019 Common shares subscribed 1,018,848 - Options 2,360,000 - Warrants 18,637,003 3,800,000 Convertible debt 1,647,058 - Unit purchase options 600,000 600,000 Contingent consideration shares 3,846,153 - 28,109,062 4,400,000 | For the Years Ended December 31, 2019 2018 Options 2,480,000 - Warrants 18,637,003 3,800,003 Convertible debt 1,647,058 - Unit purchase options 600,000 - Contingent consideration shares 3,846,153 - 27,210,214 3,800,003 |
Schedule of estimated useful lives of property and equipment | Equipment 3 - 5 years Computer equipment 3 - 5 years Production equipment 5 years Furniture and fixtures 3 - 5 years Software 1 - 5 years Gaming truck 5 years Leasehold improvements 14 years | |
Schedule of restatement on the Company’s financial statements | Year Ended As Previously Restated Weighted average common shares outstanding used to compute net loss per share, basic and diluted 18,098,797 16,159,144 Basic and diluted net loss per common share $ (0.92 ) $ (1.04 ) | |
Adjustment under 606 [Member] | ||
Schedule of revenue recognition | For the Three Months Ended March 31, 2020 2019 Revenues Recognized at a Point in Time: Event revenue $ 1,470,628 1,679,759 Distribution revenue 456,919 434,749 Social gaming revenue 261,924 104,784 Food and beverage revenue 232,299 371,866 Sponsorship revenue 2,502 67,295 Ticket and gaming revenue 138,687 172,039 Merchandising revenue 18,049 50,572 Music royalty revenue 373,739 299,369 Online advertising revenue 1,955 - Other revenue 10,546 4,045 Total Revenues Recognized at a Point in Time 2,967,248 3,184,478 Revenues Recognized Over a Period of Time: Subscription revenue 1,286,789 1,227,623 Sponsorship revenue 826,937 773,614 Virtual product revenue 924,315 923,495 Licensing revenue 39,764 125,838 Total Revenues Recognized Over a Period of Time 3,077,805 3,0550,570 Total Revenues $ 6,045,053 $ 6,235,048 | For the Years Ended December 31, 2019 2018 Revenues Recognized at a Point in Time: Event revenue $ 7,179,917 $ 5,089,006 Food and beverage revenue 1,158,004 814,247 Ticket and gaming revenue 543,204 1,621,721 Merchandising revenue 171,014 167,194 Sponsorship revenue 575,067 716,277 Music royalty revenue 1,573,247 1,031,425 Online advertising revenue 7,442 21,161 Social gaming revenue 555,643 674,497 Content revenue 50,000 - Other revenue 71,926 94,346 Total Revenues Recognized at a Point in Time 11,885,464 10,229,874 Revenues Recognized Over a Period of Time: Sponsorship revenue 3,679,248 1,104,129 Licensing revenue 290,164 349,199 Subscription revenue 4,823,510 4,964,086 Virtual product revenue 3,699,180 3,093,973 Distribution revenue 1,694,429 861,994 Total Revenues Recognized Over a Period of Time 14,186,531 10,373,381 Total Revenues $ 26,071,995 $ 20,603,255 |
In-person [Member] | ||
Schedule of revenue recognition | For the Three Months Ended March 31, 2020 2019 Event revenue $ 1,470,628 $ 1,679,759 Sponsorship revenue 445,155 473,405 Food and beverage revenue 232,299 371,866 Ticket and gaming revenue 138,687 172,039 Merchandising revenue 18,049 50,572 Other revenue 104 - Total in-person revenue $ 2,304,922 $ 2,747,641 | For the Years Ended December 31, 2019 2018 Event revenue $ 7,179,917 $ 5,089,006 Sponsorship revenue 2,081,029 488,329 Food and beverage revenue 1,158,004 814,247 Ticket and gaming revenue 543,204 1,621,721 Merchandising revenue 171,014 167,194 Other revenue 244 858 Total in-person revenue $ 11,133,412 $ 8,181,355 |
Multiplatform Content [Member] | ||
Schedule of revenue recognition | For the Three Months Ended March 31, 2020 2019 Distribution revenue $ 456,919 434,749 Sponsorship revenue 384,284 367,504 Music royalty revenue 373,739 299,369 Online advertising revenue 1,955 - Total multiplatform content revenue $ 1,216,897 $ 1,101,622 | For the Years Ended December 31, 2019 2018 Distribution revenue $ 1,694,429 $ 861,994 Content revenue 50,000 - Sponsorship revenue 2,173,286 1,332,077 Music royalty revenue 1,573,247 1,031,425 Online advertising revenue 7,442 21,161 Total multiplatform content revenue $ 5,498,404 $ 3,246,657 |
Interactive Product [Member] | ||
Schedule of revenue recognition | For the Three Months Ended March 31, 2020 2019 Subscription revenue $ 1,286,789 $ 1,227,623 Virtual product revenue 924,315 923,495 Social gaming revenue 261,924 104,784 Licensing revenue 39,764 125,838 Other revenue 10,442 4,045 Total interactive revenue $ 2,523,234 $ 2,385,785 | For the Years Ended December 31, 2019 2018 Subscription revenue $ 4,823,510 $ 4,964,086 Virtual product revenue 3,699,180 3,093,973 Social gaming revenue 555,643 674,497 Licensing revenue 290,164 349,199 Other revenue 71,682 93,488 Total interactive revenue $ 9,440,179 $ 9,175,243 |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combination [Abstract] | |
Schedule of fair value of the assets acquired and the liabilities recognized | Assets acquired: Cash $ 10,353 Property, plant and equipment 1,975,864 Customer list 940,000 Trade names 140,000 Goodwill 4,337,660 Other intangibles 22,300 Total assets acquired 7,426,177 Liabilities assumed: Affiliate advances (3,013,706 ) Accounts payable (241,716 ) Debt (120,447 ) Total liabilities assumed (3,375,869 ) Non-controlling interests (712,854 ) $ 3,337,454 |
Other Assets (Tables)
Other Assets (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Investments, All Other Investments [Abstract] | ||
Schedule of Other Assets | March 31, December 31, Investment in ESA $ 1,138,631 $ 1,138,631 Investment in TV Azteca 5,000,000 3,500,000 $ 6,138,631 $ 4,638,631 | December 31, 2019 2018 Investment in ESA $ 1,138,631 $ 500,000 Investment in TV Azteca 3,500,000 - $ 4,638,631 $ 500,000 |
Deferred Production Costs (Tabl
Deferred Production Costs (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Deferred Production Costs [Abstract] | ||
Schedule of Deferred Production Costs | March 31, December 31, 2020 2019 Deferred production costs $ 29,053,246 28,290,200 Less: accumulated amortization (17,544,417 ) (17,327,718 ) Deferred production costs, net $ 11,508,829 $ 10,962,482 Weighted average remaining amortization period at March 31, 2020 (in years) 4.14 | December 31, 2019 2018 Deferred production costs $ 28,290,200 23,604,111 Less: accumulated amortization (17,327,718 ) (14,545,267 ) Deferred production costs, net $ 10,962,482 $ 9,058,844 Weighted average remaining amortization period at December 31, 2019 (in years) 4.08 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Payables and Accruals [Abstract] | ||
Schedule of Accrued expenses and other current liabilities | March 31, December 31, 2020 2019 Compensation expense $ 1,174,127 $ 1,348,066 Rent 91,567 124,969 Interactive costs 852,778 319,833 Event costs 102,978 186,173 Legal and professional fees 693,611 154,799 Production costs - 55,679 Unclaimed player prizes 512,792 342,535 Other accrued expenses 219,427 721,693 Other current liabilities 283,666 369,614 Accrued leasehold improvements - 269,110 $ 3,930,946 $ 3,892,471 | December 31, 2019 2018 Compensation expense $ 1,348,066 $ 1,188,104 Rent 124,969 126,963 Revenue sharing obligations 319,833 122,928 Event costs 186,173 61,740 Legal and professional fees 154,799 - Accrued software costs - 420,000 Production costs 55,679 15,329 Unclaimed player prizes 342,535 380,120 Other accrued expenses 721,693 357,610 Other current liabilities 369,614 189,351 Accrued leasehold improvement costs 269,110 - $ 3,892,471 $ 2,862,145 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | As of December 31, 2019 2018 Software $ 4,729,200 $ 3,971,214 Equipment 1,172,882 1,172,882 Computer equipment 2,173,224 2,616,510 Esports gaming truck 1,222,406 1,128,905 Furniture and fixtures 1,100,256 877,472 Production equipment 7,876,423 7,487,752 Leasehold improvements 14,715,726 12,903,762 32,990,117 30,158,497 Less: accumulated depreciation and amortization (12,435,810 ) (8,718,400 ) Property and equipment, net $ 20,554,307 $ 21,440,097 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | Indefinite-Lived Trademarks Customer Intellectual Accumulated Total Balance as of January 1, 2018 1,000,000 24,882,577 3,457,724 262,092 (9,324,831 ) 20,277,562 Purchases of intangibles - 31,739 - 6,820 - 38,559 Amortization expense - - - - (2,844,296 ) (2,844,296 ) Impairment of intellectual property - - - (236,833 ) - (236,833 ) Balance as of December 31, 2018 1,000,000 24,914,316 3,457,724 32,079 (12,169,127 ) 17,234,992 Purchases of intangibles - 45,761 - 4,335 - 50,096 Amortization expense - - - - (2,495,212 ) (2,495,212 ) Impairment of intellectual property - - - - - - Balance as of December 31, 2019 1,000,000 24,960,077 3,457,724 36,414 (14,664,339 ) 14,789,876 Weighted average remaining amortization period at December 31, 2019 (in years) n/a 5.5 n/a 8.3 |
Schedule of estimated useful lives | Indefinite-Lived Trademarks Customer Intellectual Accumulated Balance as of January 1, 2018 $ - $ 6,214,823 $ 3,110,008 $ - $ 9,324,831 Amortization expense - 2,494,174 347,716 2,406 2,844,296 Balance as of December 31, 2018 - 8,708,997 3,457,724 2,406 12,169,127 Amortization expense - 2,495,212 - - 2,495,212 Balance as of December 31, 2019 $ - $ 11,204,209 $ 3,457,724 $ 2,406 $ 14,664,339 |
Schedule of estimated future amortization expense | Years Ending December 31, 2020 2,498,676 2021 2,498,676 2022 2,498,676 2023 2,498,676 2024 2,498,676 Thereafter 1,296,496 $ 13,789,876 |
Convertible Debt and Converti_2
Convertible Debt and Convertible Debt, Related Party (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of convertible debt | March 31, 2020 December 31, 2019 Gross Debt Convertible Gross Debt Convertible Convertible debt $ 13,000,000 $ (94,893 ) $ 12,905,107 $ 13,000,000 $ (154,499 ) $ 12,845,501 Convertible debt, related party 1,000,000 (7,299 ) 992,701 1,000,000 (11,885 ) 988,115 Total 14,000,000 (102,192 ) 13,897,808 14,000,000 (166,384 ) 13,833,616 Less: non-current portion 2,000,000 (14,599 ) 1,985,401 — — — Total convertible debt, current portion $ 12,000,000 $ (87,592 ) $ 11,912,407 $ 14,000,000 $ (166,384 ) $ 13,833,616 |
Segment Data (Tables)
Segment Data (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting [Abstract] | ||
Schedule of segment information | For the Three Months Ended March 31, 2020 For the Three Months Ended March 31, 2019 Gaming & E-sports Corporate (1) TOTAL Gaming & E-sports Corporate (1) TOTAL Revenues $ 4,987,312 $ 1,057,741 $ - $ 6,045,053 $ 4,817,818 $ 1,417,230 $ - $ 6,235,048 Income (Loss) from Operations $ 439,993 $ (6,427,410 ) $ (2,106,653 ) $ (8,094,070 ) $ (373,611 ) $ (3,480,541 ) $ - $ (3,854,152 ) As of March 31, 2020 As of December 31, 2019 Gaming & E-sports Corporate (2) TOTAL Gaming & E-sports Corporate (2) TOTAL Total Assets $ 37,716,634 $ 20,170,770 $ 10,824,744 $ 68,712,148 $ 39,290,001 $ 21,702,158 $ 10,328,915 $ 71,321,074 1) Unallocated corporate operating losses result from general corporate overhead expenses not directly attributable to any one of the business segments. These expenses are reported separate from the Company's identified segments and are included in General and Administrative expenses on the accompanying condensed consolidated statements of operations and comprehensive loss. 2) Unallocated corporate assets not directly attributable to any one of the business segments. | For the Year ended December 31, 2019 For the Year ended December 31, 2018 Gaming & E-sports Corporate (1) TOTAL Gaming & E-sports Corporate (1) TOTAL Revenues $ 18,523,632 $ 7,548,363 $ - $ 26,071,995 $ 16,326,923 $ 4,276,332 $ - $ 20,603,255 Revenues from Foreign Operations $ 2,441,660 $ 858,277 $ - $ 3,299,937 $ 2,499,058 $ 384,433 $ - $ 2,883,491 Depreciation and Amortization $ 3,218,931 $ 3,548,810 $ - $ 6,767,741 $ 4,003,937 $ 2,707,461 $ - $ 6,711,398 Loss from Operations $ 1,011,550 $ 12,260,957 $ 2,272,580 $ 15,545,087 $ 2,116,272 $ 26,714,191 $ - $ 28,830,463 Interest Expense $ 115,726 $ - $ 1,081,401 $ 1,197,127 $ - $ 2,117,438 $ - $ 2,117,438 Capital Expenditures $ 939,576 $ 1,324,546 $ - $ 2,264,122 $ 766,770 $ 16,416,186 $ - $ 17,182,956 Total Property and Equipment, net $ 2,470,293 $ 18,084,014 $ - $ 20,554,307 $ 711,863 $ 20,308,234 $ - $ 21,020,097 Total Property and Equipment, net in Foreign Countries $ - $ 358,481 $ - $ 358,481 $ - $ 442,925 $ - $ 442,925 Total Assets $ 39,290,001 $ 21,702,158 $ 10,328,915 $ 71,321,074 $ 37,315,493 $ 27,931,444 $ - $ 65,246,937 1) Represents unallocated corporate assets not directly attributable to any one of the business segments and unallocated corporate operating losses resulting from general corporate overhead expenses not directly attributable to any one of the business segments. Corporate operating expense are reported separate from the Company's identified segments and are included in general and administrative expenses on the accompanying consolidated statements of operations. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Taxes [Abstract] | |
Schedule of income (loss) before income taxes | For the Years Ended December 31, 2019 2018 United States $ (15,339,841 ) $ (28,118,382 ) Foreign (1,398,888 ) (2,901,343 ) Loss before income taxes $ (16,738,729 ) $ (31,019,725 ) |
Schedule of income tax provision (benefit) | For the Years Ended December 31, 2019 2018 Federal: Current $ – $ – Deferred (3,036,568 ) (4,840,852 ) State and local: Current – – Deferred (289,197 ) 346,679 Foreign: Current – – Deferred (38,037 ) (187,853 ) (3,287,728 ) (4,682,026 ) Change in valuation allowance 3,287,728 4,682,026 Income tax provision (benefit) $ – – |
Schedule of Reconciliation of income tax | For the Years Ended December 31, 2019 2018 U.S. federal statutory rate (21.0 )% (21.0 )% State taxes, net of federal benefit (2.0 )% (2.0 )% Permanent differences 0.6 % 3.8 % Statutory rate differential - domestic. vs. foreign 1.6 % 1.8 % Changes in tax rates 0.0 % 2.9 % Other (1.2 )% (0.6 )% Adjustment in deferred taxes 41.6 % 0.0 % Change in valuation allowance (19.6 )% 15.1 % Income tax provision (benefit) 0.0 % 0.0 % |
Schedule of deferred tax assets | For the Years Ended December 31, 2019 2018 Deferred Tax Assets: Net operating loss carryforwards $ 9,343,617 $ 13,521,964 Production costs 1,929,672 2,056,726 Investment 2,190,138 2,183,396 Stock-based compensation 104,236 40,516 Capitalized start-up costs 353,651 411,842 Accruals and other 898,494 398,310 Gross deferred tax assets 14,819,808 18,612,754 Deferred Tax Liabilities Property and equipment (922,857 ) (1,428,075 ) Net deferred tax assets 13,896,951 17,184,679 Valuation allowance (13,896,951 ) (17,184,679 ) Deferred tax assets, net of valuation allowance $ – $ – |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies [Abstract] | |
Schedule of future minimum lease payments | Years Ending December 31, 2020 $ 2,422,276 2021 2,031,702 2022 2,009,631 2023 2,099,920 2024 2,190,667 Thereafter 10,899,477 $ 21,653,673 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | ||
Schedule of equity purchase option activity | Number of Weighted Weighted Equity Average Average Purchase Exercise Remaining Intrinsic Options Price Term (in years) Value Outstanding, January 1, 2019 – – Granted 600,000 $ 11.50 Exercised – – Expired – – Forfeited – – Outstanding, December 31, 2019 600,000 $ 11.50 2.8 $ – Exercisable, December 31, 2019 600,000 $ 11.50 2.8 $ – | |
Schedule of fair value of options granted | Risk free interest rate 1.74 – 1.77 % Expected term (years) 6.25 years Expected volatility 36 % Expected dividends 0.0 | |
Schedule of option activity | Weighted Weighted Average Average Number of Exercise Remaining Intrinsic Options Price Term (Yrs.) Value Outstanding, January 1, 2020 2,480,000 4.34 9.86 $ - Granted - - Exercised - - Expired - - Forfeited (120,000 ) 4.09 Outstanding, March 31, 2020 2,360,000 $ 4.36 9.61 $ - Exercisable, March 31, 2020 - $ - - $ - | Weighted Weighted Average Average Number of Exercise Remaining Intrinsic Options Price Term (in years) Value Outstanding, January 1, 2019 – – Granted 2,480,000 $ 4.34 Exercised – – Expired – – Forfeited – – Outstanding, December 31, 2019 2,480,000 $ 4.34 9.89 $ – Exercisable, December 31, 2019 – $ – – $ – |
Schedule of warrant activity | Number of Warrants Weighted Average Exercise Weighted Average Remaining Life in Years Intrinsic Outstanding, December 31, 2018 3,800,003 11.50 Issued 14,837,000 11.50 Exercised - - Cancelled - - Outstanding, December 31, 2019 18,637,003 $ 11.50 4.6 $ - Exercisable, December 31, 2019 18,637,003 $ 11.50 4.6 $ - |
Going Concern and Management'_2
Going Concern and Management's Plans (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Feb. 29, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Apr. 29, 2020 | |
Going Concern And Management's Plans (Textual) | ||||||
Cash | $ 4,351,634 | $ 5,705,064 | $ 8,440,573 | $ 10,471,296 | ||
Restricted cash | 5,000,000 | 3,650,000 | ||||
Working capital | 10,100,000 | 9,000,000 | ||||
Net loss | (8,776,469) | (3,854,152) | (16,738,729) | (31,019,725) | ||
Cash used in operations | (3,098,233) | $ (2,865,455) | (10,063,673) | $ (14,611,553) | ||
Convertible debt obligations | 13,897,808 | 14,000,000 | ||||
Related accrued interest | $ 2,100,000 | |||||
Convertible debt principal amount | $ 14,000,000 | $ 12,000,000 | ||||
Amount of common stock converted | $ 2,000,000 | |||||
Shares of common stock converted | 1,250,000 | |||||
Maturity date | Aug. 23, 2020 |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - shares | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Securities excluded from calculation of weighted average dilutive common shares | 28,109,062 | 4,400,000 | 27,210,214 | 3,800,003 |
Common shares subscribed [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 1,018,848 | |||
Options [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 2,360,000 | 2,480,000 | ||
Warrants [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 18,637,003 | 3,800,000 | 18,637,003 | 3,800,003 |
Convertible debt [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 1,647,058 | 1,647,058 | ||
Unit purchase options [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 600,000 | 600,000 | 600,000 | |
Contingent consideration shares [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 3,846,153 | 3,846,153 |
Significant Accounting Polici_5
Significant Accounting Policies (Details 1) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 |
In-Person [Member] | ||||
Total revenue | 2,304,922 | 2,747,641 | 11,133,412 | 8,181,355 |
In-Person [Member] | Event Revenue [Member] | ||||
Total revenue | 1,470,628 | 1,679,759 | 7,179,917 | 5,089,006 |
In-Person [Member] | Sponsorship Revenue [Member] | ||||
Total revenue | 445,155 | 473,405 | 2,081,029 | 488,329 |
In-Person [Member] | Food and Beverage Revenue [Member] | ||||
Total revenue | 232,299 | 371,866 | 1,158,004 | 814,247 |
In-Person [Member] | Ticket and Gaming Revenue [Member] | ||||
Total revenue | 138,687 | 172,039 | 543,204 | 1,621,721 |
In-Person [Member] | Merchandising Revenue [Member] | ||||
Total revenue | 18,049 | 50,572 | 171,014 | 167,194 |
In-Person [Member] | Other Revenue [Member] | ||||
Total revenue | $ 104 | $ 244 | $ 858 |
Significant Accounting Polici_6
Significant Accounting Policies (Details 2) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 |
Multiplatform Content Revenue [Member] | ||||
Total revenue | 1,216,897 | 1,101,622 | 5,498,404 | 3,246,657 |
Multiplatform Content Revenue [Member] | Distribution Revenue [Member] | ||||
Total revenue | 456,919 | 434,749 | 1,694,429 | 861,994 |
Multiplatform Content Revenue [Member] | Sponsorship Revenue [Member] | ||||
Total revenue | 384,284 | 367,504 | 2,173,286 | 1,332,077 |
Multiplatform Content Revenue [Member] | Music Royalty Revenue [Member] | ||||
Total revenue | 373,739 | 299,369 | 1,573,247 | 1,031,425 |
Multiplatform Content Revenue [Member] | Online Advertising Revenue [Member] | ||||
Total revenue | $ 1,955 | $ 7,442 | $ 21,161 |
Significant Accounting Polici_7
Significant Accounting Policies (Details 3) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 |
Interactive Revenue [Member] | ||||
Total revenue | 2,523,234 | 2,385,785 | 9,440,179 | 9,175,243 |
Interactive Revenue [Member] | Subscription Revenue [Member] | ||||
Total revenue | 1,286,789 | 1,227,623 | 4,823,510 | 4,964,086 |
Interactive Revenue [Member] | Virtual Product Revenue [Member] | ||||
Total revenue | 924,315 | 923,495 | 3,699,180 | 3,093,973 |
Interactive Revenue [Member] | Social Gaming Revenue [Member] | ||||
Total revenue | 261,924 | 104,784 | 555,643 | 674,497 |
Interactive Revenue [Member] | Licensing Revenue [Member] | ||||
Total revenue | 39,764 | 125,838 | 290,164 | 349,199 |
Interactive Revenue [Member] | Other Revenue [Member] | ||||
Total revenue | $ 10,442 | $ 4,045 | $ 71,682 | $ 93,488 |
Significant Accounting Polici_8
Significant Accounting Policies (Details 4) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 |
Point in Time [Member] | ||||
Total revenue | 2,967,248 | 3,184,478 | 11,885,464 | 10,229,874 |
Over a Period of Time [Member] | ||||
Total revenue | 3,077,805 | 30,550,570 | 14,186,531 | 10,373,381 |
In-Person [Member] | ||||
Total revenue | 2,304,922 | 2,747,641 | 11,133,412 | 8,181,355 |
In-Person [Member] | Event Revenue [Member] | ||||
Total revenue | 1,470,628 | 1,679,759 | 7,179,917 | 5,089,006 |
In-Person [Member] | Event Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 1,470,628 | 1,679,759 | 7,179,917 | 5,089,006 |
In-Person [Member] | Distribution Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 456,919 | 434,749 | 555,643 | 674,497 |
In-Person [Member] | Food and Beverage Revenue [Member] | ||||
Total revenue | 232,299 | 371,866 | 1,158,004 | 814,247 |
In-Person [Member] | Food and Beverage Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 232,299 | 371,866 | 1,158,004 | 814,247 |
In-Person [Member] | Sponsorship Revenue [Member] | ||||
Total revenue | 445,155 | 473,405 | 2,081,029 | 488,329 |
In-Person [Member] | Sponsorship Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 2,502 | 67,295 | 575,067 | 716,277 |
In-Person [Member] | Ticket and Gaming Revenue [Member] | ||||
Total revenue | 138,687 | 172,039 | 543,204 | 1,621,721 |
In-Person [Member] | Ticket and Gaming Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 138,687 | 172,039 | 543,204 | 1,621,721 |
In-Person [Member] | Merchandising Revenue [Member] | ||||
Total revenue | 18,049 | 50,572 | 171,014 | 167,194 |
In-Person [Member] | Merchandising Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 18,049 | 50,572 | 171,014 | 167,194 |
In-Person [Member] | Music Royalty Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 373,739 | 299,369 | 1,573,247 | 1,031,425 |
In-Person [Member] | Online Advertising Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 1,955 | 7,442 | 21,161 | |
In-Person [Member] | Other Revenue [Member] | ||||
Total revenue | 104 | 244 | 858 | |
In-Person [Member] | Other Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 10,546 | 4,045 | 71,926 | 94,346 |
Interactive Revenue [Member] | ||||
Total revenue | 2,523,234 | 2,385,785 | 9,440,179 | 9,175,243 |
Interactive Revenue [Member] | Sponsorship Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | 826,937 | 773,614 | 3,679,248 | 1,104,129 |
Interactive Revenue [Member] | Other Revenue [Member] | ||||
Total revenue | 10,442 | 4,045 | 71,682 | 93,488 |
Interactive Revenue [Member] | Subscription Revenue [Member] | ||||
Total revenue | 1,286,789 | 1,227,623 | 4,823,510 | 4,964,086 |
Interactive Revenue [Member] | Subscription Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | 1,286,789 | 1,227,623 | 4,823,510 | 4,964,086 |
Interactive Revenue [Member] | Virtual Product Revenue [Member] | ||||
Total revenue | 924,315 | 923,495 | 3,699,180 | 3,093,973 |
Interactive Revenue [Member] | Virtual Product Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | 924,315 | 923,495 | 3,699,180 | 3,093,973 |
Interactive Revenue [Member] | Social Gaming Revenue [Member] | ||||
Total revenue | 261,924 | 104,784 | 555,643 | 674,497 |
Interactive Revenue [Member] | Social Gaming Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 261,924 | 104,784 | ||
Interactive Revenue [Member] | Social Gaming Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | 1,694,429 | 861,994 | ||
Interactive Revenue [Member] | Licensing Revenue [Member] | ||||
Total revenue | 39,764 | 125,838 | 290,164 | 349,199 |
Interactive Revenue [Member] | Licensing Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | $ 39,764 | $ 125,838 | $ 290,164 | $ 349,199 |
Significant Accounting Polici_9
Significant Accounting Policies (Details5) | 12 Months Ended |
Dec. 31, 2019 | |
Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 10 years |
Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 2 years |
Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Computer Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Production Equipment [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Software [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Software [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 1 year |
Gaming Truck [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment, Useful Life | 14 years |
Significant Accounting Polic_10
Significant Accounting Policies (Details 6) - shares | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Securities excluded from calculation of weighted average dilutive common shares | 28,109,062 | 4,400,000 | 27,210,214 | 3,800,003 |
Options [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 2,360,000 | 2,480,000 | ||
Warrants [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 18,637,003 | 3,800,000 | 18,637,003 | 3,800,003 |
Convertible debt [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 1,647,058 | 1,647,058 | ||
Unit purchase options [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 600,000 | 600,000 | 600,000 | |
Contingent consideration shares [Member] | ||||
Securities excluded from calculation of weighted average dilutive common shares | 3,846,153 | 3,846,153 |
Significant Accounting Polic_11
Significant Accounting Policies (Details 7)) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 |
In-Person [Member] | ||||
Total revenue | 2,304,922 | 2,747,641 | 11,133,412 | 8,181,355 |
In-Person [Member] | Event Revenue [Member] | ||||
Total revenue | 1,470,628 | 1,679,759 | 7,179,917 | 5,089,006 |
In-Person [Member] | Sponsorship Revenue [Member] | ||||
Total revenue | 445,155 | 473,405 | 2,081,029 | 488,329 |
In-Person [Member] | Food and Beverage Revenue [Member] | ||||
Total revenue | 232,299 | 371,866 | 1,158,004 | 814,247 |
In-Person [Member] | Ticket and Gaming Revenue [Member] | ||||
Total revenue | 138,687 | 172,039 | 543,204 | 1,621,721 |
In-Person [Member] | Merchandising Revenue [Member] | ||||
Total revenue | 18,049 | 50,572 | 171,014 | 167,194 |
In-Person [Member] | Other Revenue [Member] | ||||
Total revenue | $ 104 | $ 244 | $ 858 |
Significant Accounting Polic_12
Significant Accounting Policies (Details 8) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 |
Multiplatform Content Revenue [Member] | ||||
Total revenue | 1,216,897 | 1,101,622 | 5,498,404 | 3,246,657 |
Multiplatform Content Revenue [Member] | Distribution Revenue [Member] | ||||
Total revenue | 456,919 | 434,749 | 1,694,429 | 861,994 |
Multiplatform Content Revenue [Member] | Content Revenue [Member] | ||||
Total revenue | 50,000 | |||
Multiplatform Content Revenue [Member] | Sponsorship Revenue [Member] | ||||
Total revenue | 384,284 | 367,504 | 2,173,286 | 1,332,077 |
Multiplatform Content Revenue [Member] | Music Royalty Revenue [Member] | ||||
Total revenue | 373,739 | 299,369 | 1,573,247 | 1,031,425 |
Multiplatform Content Revenue [Member] | Online Advertising Revenue [Member] | ||||
Total revenue | $ 1,955 | $ 7,442 | $ 21,161 |
Significant Accounting Polic_13
Significant Accounting Policies (Details9) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 |
Interactive Revenue [Member] | ||||
Total revenue | 2,523,234 | 2,385,785 | 9,440,179 | 9,175,243 |
Interactive Revenue [Member] | Subscription Revenue [Member] | ||||
Total revenue | 1,286,789 | 1,227,623 | 4,823,510 | 4,964,086 |
Interactive Revenue [Member] | Virtual Product Revenue [Member] | ||||
Total revenue | 924,315 | 923,495 | 3,699,180 | 3,093,973 |
Interactive Revenue [Member] | Social Gaming Revenue [Member] | ||||
Total revenue | 261,924 | 104,784 | 555,643 | 674,497 |
Interactive Revenue [Member] | Licensing Revenue [Member] | ||||
Total revenue | 39,764 | 125,838 | 290,164 | 349,199 |
Interactive Revenue [Member] | Other Revenue [Member] | ||||
Total revenue | $ 10,442 | $ 4,045 | $ 71,682 | $ 93,488 |
Significant Accounting Polic_14
Significant Accounting Policies (Details 10) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 |
Point in Time [Member] | ||||
Total revenue | 2,967,248 | 3,184,478 | 11,885,464 | 10,229,874 |
Over a Period of Time [Member] | ||||
Total revenue | 3,077,805 | 30,550,570 | 14,186,531 | 10,373,381 |
In-Person [Member] | ||||
Total revenue | 2,304,922 | 2,747,641 | 11,133,412 | 8,181,355 |
In-Person [Member] | Event Revenue [Member] | ||||
Total revenue | 1,470,628 | 1,679,759 | 7,179,917 | 5,089,006 |
In-Person [Member] | Event Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 1,470,628 | 1,679,759 | 7,179,917 | 5,089,006 |
In-Person [Member] | Food and Beverage Revenue [Member] | ||||
Total revenue | 232,299 | 371,866 | 1,158,004 | 814,247 |
In-Person [Member] | Food and Beverage Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 232,299 | 371,866 | 1,158,004 | 814,247 |
In-Person [Member] | Ticket and Gaming Revenue [Member] | ||||
Total revenue | 138,687 | 172,039 | 543,204 | 1,621,721 |
In-Person [Member] | Ticket and Gaming Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 138,687 | 172,039 | 543,204 | 1,621,721 |
In-Person [Member] | Merchandising Revenue [Member] | ||||
Total revenue | 18,049 | 50,572 | 171,014 | 167,194 |
In-Person [Member] | Merchandising Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 18,049 | 50,572 | 171,014 | 167,194 |
In-Person [Member] | Sponsorship Revenue [Member] | ||||
Total revenue | 445,155 | 473,405 | 2,081,029 | 488,329 |
In-Person [Member] | Sponsorship Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 2,502 | 67,295 | 575,067 | 716,277 |
In-Person [Member] | Music Royalty Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 373,739 | 299,369 | 1,573,247 | 1,031,425 |
In-Person [Member] | Online Advertising Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 1,955 | 7,442 | 21,161 | |
In-Person [Member] | Social gaming revenue [Member] | Point in Time [Member] | ||||
Total revenue | 456,919 | 434,749 | 555,643 | 674,497 |
In-Person [Member] | Content Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 50,000 | |||
In-Person [Member] | Other Revenue [Member] | ||||
Total revenue | 104 | 244 | 858 | |
In-Person [Member] | Other Revenue [Member] | Point in Time [Member] | ||||
Total revenue | 10,546 | 4,045 | 71,926 | 94,346 |
Interactive Revenue [Member] | ||||
Total revenue | 2,523,234 | 2,385,785 | 9,440,179 | 9,175,243 |
Interactive Revenue [Member] | Sponsorship Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | 826,937 | 773,614 | 3,679,248 | 1,104,129 |
Interactive Revenue [Member] | Other Revenue [Member] | ||||
Total revenue | 10,442 | 4,045 | 71,682 | 93,488 |
Interactive Revenue [Member] | Licensing Revenue [Member] | ||||
Total revenue | 39,764 | 125,838 | 290,164 | 349,199 |
Interactive Revenue [Member] | Licensing Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | 39,764 | 125,838 | 290,164 | 349,199 |
Interactive Revenue [Member] | Subscription Revenue [Member] | ||||
Total revenue | 1,286,789 | 1,227,623 | 4,823,510 | 4,964,086 |
Interactive Revenue [Member] | Subscription Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | 1,286,789 | 1,227,623 | 4,823,510 | 4,964,086 |
Interactive Revenue [Member] | Virtual Product Revenue [Member] | ||||
Total revenue | 924,315 | 923,495 | 3,699,180 | 3,093,973 |
Interactive Revenue [Member] | Virtual Product Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | 924,315 | 923,495 | 3,699,180 | 3,093,973 |
Interactive Revenue [Member] | Social Gaming Revenue [Member] | ||||
Total revenue | 261,924 | 104,784 | 555,643 | 674,497 |
Interactive Revenue [Member] | Social Gaming Revenue [Member] | Point in Time [Member] | ||||
Total revenue | $ 261,924 | $ 104,784 | ||
Interactive Revenue [Member] | Social Gaming Revenue [Member] | Over a Period of Time [Member] | ||||
Total revenue | $ 1,694,429 | $ 861,994 |
Significant Accounting Polic_15
Significant Accounting Policies (Details Textual) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Impairment intangible assets | $ 0 | $ 236,833 | ||
Impairment related to deferred production cost | $ 330,340 | $ 768,459 | ||
Tax benefit percentage | 0.00% | 0.00% | ||
Deferred revenue | $ 1,690,747 | $ 421 | ||
Advertising costs | $ 66,300 | $ 126,393 | $ 565,000 | $ 1,240,000 |
Concentration Risk, Percentage | 13.00% | 15.00% | ||
Functional currencies translation | 1.1026 | 1.1215 | 1.1444 | |
weighted average exchange rate in foreign currency translation | 1.1033 | 1.1357 | 1.1194 | 1.1809 |
Accumulated Other Comprehensive Income (Loss) | $ 2,202 | $ 0 | $ 2,124 | $ 198,513 |
Percentage of company's consolidated revenues accounted by largest customer | 12.00% | |||
Minimum [Member] | ||||
Definite lives with intangible assets | 2 years | |||
Maximum [Member] | ||||
Definite lives with intangible assets | 10 years |
Other Assets (Details)
Other Assets (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Other assets | $ 6,138,631 | $ 4,638,631 | $ 500,000 |
Investment in ESA [Member] | |||
Other assets | 1,138,631 | 1,138,631 | 500,000 |
Investment in TV Azteca [Member] | |||
Other assets | $ 5,000,000 | $ 3,500,000 |
Other Assets (Details Textual)
Other Assets (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Mar. 04, 2020 | Aug. 31, 2019 | Jan. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Investments (Textual) | |||||||
Impairment of investment | $ 330,340 | $ 768,459 | |||||
Payment of investment | $ 1,500,000 | $ 3,500,000 | |||||
Impairment loss | 7,438,324 | ||||||
Additional subsequent impairment loss | 2,244,834 | ||||||
Impairment charge | $ 9,683,158 | ||||||
TV Azteca [Member] | |||||||
Investments (Textual) | |||||||
Payment of investment | $ 1,500,000 | $ 3,500,000 | |||||
ESA [Member] | |||||||
Investments (Textual) | |||||||
Investment percentage owned | 25.00% | 25.00% | |||||
Payment of investment | $ 1,238,631 | ||||||
Impairment of investment | $ 600,000 |
Business Combination (Details)
Business Combination (Details) | Dec. 31, 2019USD ($) |
Assets acquired: | |
Cash | $ 10,353 |
Property, plant and equipment | 1,975,864 |
Customer list | 940,000 |
Trade names | 140,000 |
Goodwill | 4,337,660 |
Other intangibles | 22,300 |
Total assets acquired | 7,426,177 |
Liabilities assumed | |
Affiliate advances | (3,013,706) |
Accounts payable | (241,716) |
Debt | (120,447) |
Total liabilities assumed | (3,375,869) |
Non-controlling interests | (712,854) |
Total | $ 3,337,454 |
Business Combination (Details T
Business Combination (Details Textual) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2018USD ($)Arenas | Dec. 31, 2019USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2018USD ($) | |
Business Combination (Textual) | ||||
Ownership interest | 18.20% | |||
Additional cash purchase | $ 1,337,454 | |||
Interest in ESA | 64.20% | |||
Controlling interest | 82.40% | |||
Goodwill | $ 4,337,660 | $ 4,083,621 | $ 4,083,621 | $ 4,083,621 |
Business combination, description | Pursuant to the terms of the Contribution Agreement, in the event that Allied Esports failed to contribute the minimum funding commitments noted above, Allied Esports would be required to convey a portion of its membership interests in ESA to the minority investors of ESA. Effective August 1, 2018, Allied Esports entered into an amendment to the agreement with the non-controlling interest members of ESA (who are not related parties to Allied Esports) to reduce Allied Esports’s ongoing contribution requirements, and accordingly, conveyed a majority of its membership interests in ESA to the minority investors, and only retained a 25% non-voting interest in ESA. Additionally, as part of the amendment, Allied Esports reduced its funding commitment to $1,803,126. As of August 1, 2018, Allied Esports derecognized the assets, liabilities and equity of ESA since Allied Esports no longer had a controlling interest in ESA. See Note 6 – Other Assets for additional details. The deconsolidation of ESA is not considered a discontinued operation, because deconsolidation of ESA does not meet the criteria for discontinued operations under ASC 205-20 “Presentation of Financial Statements, Discontinued Operations”. | |||
Acquistion | $ 40,000,000 | |||
Number of arenas | Arenas | 12 | |||
Customer list relationships | $ 940,000 | |||
Aggregate of trade names | $ 140,000 |
Reverse Merger and Recapitali_2
Reverse Merger and Recapitalization (Details) - USD ($) | May 15, 2019 | Dec. 31, 2019 |
Former Parent [Member] | ||
Reverse Merger And Recapitalization (Textual) | ||
Cash paid for acquisition | $ 3,500,000 | |
Debt assumed after merger | 10,000,000 | |
Accrued interest assumed after merger | $ 992,877 | |
Stock issued for merger | 600,000 | |
Stock issued for reverse capitalization | 11,492,999 | |
Reverse merger and recapitalization, description | All of AEM capital stock outstanding immediately prior to the merger was exchanged for (i) 11,602,754 shares of AESE common stock, (ii) warrants for the purchase of 3,800,003 shares of AESE common stock with an exercise price of $11.50 per share, and (iii) 3,846,153 contingent shares to be issued if the last exchange-reported sales price of AESE common stock equals or exceeds $13.00 per share for any thirty consecutive days during the five year period commencing on the Closing Date. | |
Aggregate amount | $ 32,672,622 | |
Issuance of common stock | 2,928,679 | |
Agreement [Member] | ||
Reverse Merger And Recapitalization (Textual) | ||
Issuance of common stock | 3,528,679 | |
BRAC [Member] | ||
Reverse Merger And Recapitalization (Textual) | ||
Issuance of common stock | 7,964,320 |
Deferred Production Costs (Deta
Deferred Production Costs (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Deferred Production Costs [Abstract] | |||
Deferred Production costs | $ 29,053,246 | $ 28,290,200 | $ 23,604,111 |
Less: accumulated amortization | (17,544,417) | (17,327,718) | (14,545,267) |
Deferred Production costs, net | $ 11,508,829 | $ 10,962,482 | $ 9,058,844 |
Weighted average remaining amortization period at March 31, 2020 (in years) | 4 years 1 month 20 days | 4 years 29 days |
Deferred Production Costs (De_2
Deferred Production Costs (Details Textual) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Multiplatform Content [Member] | ||||
Deferred Production Costs (Textual) | ||||
Production costs | $ 216,698 | $ 2,782,451 | $ 453,963 | $ 1,663,835 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | |||
Compensation expense | $ 1,174,127 | $ 1,348,066 | $ 1,188,104 |
Rent | 91,567 | 124,969 | 126,963 |
Interactive costs | 852,778 | 319,833 | |
Event costs | 102,978 | 186,173 | 61,740 |
Legal and professional fees | 693,611 | 154,799 | |
Production costs | 55,679 | 15,329 | |
Unclaimed player prizes | 512,792 | 342,535 | 380,120 |
Other accrued expenses | 219,427 | 721,693 | 357,610 |
Other current liabilities | 283,666 | 369,614 | 189,351 |
Accrued leasehold improvement costs | 269,110 | ||
Revenue sharing obligations | 122,928 | ||
Accrued software costs | 420,000 | ||
Total | $ 3,930,946 | $ 3,892,471 | $ 2,862,145 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Property, plant and equipment, gross | $ 32,990,117 | $ 30,158,497 | |
Less: accumulated depreciation and amortization | (12,435,810) | (8,718,400) | |
Property, plant and equipment, net | $ 19,580,571 | 20,554,307 | 21,440,097 |
Software [Member] | |||
Property, plant and equipment, gross | 4,729,200 | 3,971,214 | |
Equipment [Member] | |||
Property, plant and equipment, gross | 1,172,882 | 1,172,882 | |
Computer Equipment [Member] | |||
Property, plant and equipment, gross | 2,173,224 | 2,616,510 | |
Esports Gaming Truck [Member] | |||
Property, plant and equipment, gross | 1,222,406 | 1,128,905 | |
Furniture and Fixtures [Member] | |||
Property, plant and equipment, gross | 1,100,256 | 877,472 | |
Production Equipment [Member] | |||
Property, plant and equipment, gross | 7,876,423 | 7,487,752 | |
Leasehold Improvements [Member] | |||
Property, plant and equipment, gross | $ 14,715,726 | $ 12,903,762 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization expense | $ 1,824,465 | $ 1,686,182 | $ 6,767,741 | $ 6,711,398 |
Asset disposed | 550,736 | $ 67,784 | ||
Fixed assets | $ 850,703 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Balance | $ 17,234,992 | $ 20,277,562 |
Purchases of intangibles | 50,096 | 38,559 |
Amortization expense | (2,495,212) | (2,844,296) |
Impairment of intellectual property | (236,833) | |
Balance | 14,789,876 | 17,234,992 |
Indefinite-Lived Trade Names [Member] | ||
Balance | 1,000,000 | 1,000,000 |
Purchases of intangibles | ||
Amortization expense | ||
Impairment of intellectual property | ||
Balance | 1,000,000 | 1,000,000 |
Trademarks [Member] | ||
Balance | 24,914,316 | 24,882,577 |
Purchases of intangibles | 45,761 | 31,739 |
Amortization expense | ||
Impairment of intellectual property | ||
Balance | $ 24,960,077 | 24,914,316 |
Weighted average remaining amortization period | 5 years 6 months | |
Customer Relationships [Member] | ||
Balance | $ 3,457,724 | 3,457,724 |
Purchases of intangibles | ||
Amortization expense | ||
Impairment of intellectual property | ||
Balance | 3,457,724 | 3,457,724 |
Intellectual Property [Member] | ||
Balance | 32,079 | 262,092 |
Purchases of intangibles | 4,335 | 6,820 |
Amortization expense | ||
Impairment of intellectual property | (236,833) | |
Balance | $ 36,414 | 32,079 |
Weighted average remaining amortization period | 8 years 3 months 19 days | |
Accumulated Amortization [Member] | ||
Balance | $ (12,169,127) | (9,324,831) |
Purchases of intangibles | ||
Amortization expense | (2,495,212) | (2,844,296) |
Impairment of intellectual property | ||
Balance | $ (14,664,339) | $ (12,169,127) |
Intangible Assets, Net (Detai_2
Intangible Assets, Net (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Indefinite-Lived Trade Names [Member] | ||
Balance | ||
Amortization expense | ||
Balance | ||
Trademarks [Member] | ||
Balance | 8,708,997 | 6,214,823 |
Amortization expense | 2,495,212 | 2,494,174 |
Balance | 11,204,209 | 8,708,997 |
Customer Relationships [Member] | ||
Balance | 3,457,724 | 3,110,008 |
Amortization expense | 347,716 | |
Balance | 3,457,724 | 3,457,724 |
Intellectual Property [Member] | ||
Balance | 2,406 | |
Amortization expense | 2,406 | |
Balance | 2,406 | 2,406 |
Accumulated Amortization [Member] | ||
Balance | 12,169,127 | 9,324,831 |
Amortization expense | 2,495,212 | 2,844,296 |
Balance | $ 14,664,339 | $ 12,169,127 |
Intangible Assets, Net (Detai_3
Intangible Assets, Net (Details 2) | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 2,498,676 |
2021 | 2,498,676 |
2022 | 2,498,676 |
2023 | 2,498,676 |
2024 | 2,498,676 |
Thereafter | 1,296,496 |
Total | $ 13,789,876 |
Intangible Assets, Net (Detai_4
Intangible Assets, Net (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Impairment of intellectual property | $ (236,833) |
Convertible Debt and Converti_3
Convertible Debt and Convertible Debt, Related Party (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Gross Principal Amount | $ 14,000,000 | $ 14,000,000 |
Debt Discount | (102,192) | (166,384) |
Convertible Debt, Net of Debt Discount | 13,897,808 | 14,000,000 |
Convertible debt [Member] | ||
Gross Principal Amount | 13,000,000 | 13,000,000 |
Debt Discount | (94,893) | (154,499) |
Convertible Debt, Net of Debt Discount | 12,905,107 | 12,845,501 |
Convertible debt, related party [Member] | ||
Gross Principal Amount | 1,000,000 | 1,000,000 |
Debt Discount | (7,299) | (11,885) |
Convertible Debt, Net of Debt Discount | 992,701 | 988,115 |
Less: non-current portion [Member] | ||
Gross Principal Amount | 2,000,000 | |
Debt Discount | (14,599) | |
Convertible Debt, Net of Debt Discount | 1,985,401 | |
Total convertible debt, current portion [Member] | ||
Gross Principal Amount | 12,000,000 | 14,000,000 |
Debt Discount | (87,592) | (166,384) |
Convertible Debt, Net of Debt Discount | $ 11,912,407 | $ 13,833,616 |
Convertible Debt and Converti_4
Convertible Debt and Convertible Debt, Related Party (Details Textual) - USD ($) | May 15, 2019 | Aug. 05, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Apr. 29, 2020 |
Convertible Debt and Convertible Debt, Related Party (Textual) | |||||||
Debt face amount | $ 14,000,000 | $ 12,000,000 | |||||
Fair value of warrants | $ 114,804 | ||||||
Contingent consideration | 152,590 | ||||||
Amortization of debt discount | 64,192 | 101,012 | |||||
Unamortized debt discount | 102,192 | $ 166,384 | |||||
Amendment and acknowledgement agreement, description | The Notes were amended such that the Notes mature one year and two weeks after the closing of the Merger (the "Maturity Date"). The Notes are convertible into shares of AESE common stock at any time between the Closing Date and the Maturity Date at a conversion price of $8.50 per share. Further, the minimum interest to be paid under each Note shall be the greater of (a) 18 months of accrued interest at 12% per annum; or (b) the sum of the actual interest accrued plus 6 months of additional interest at 12% per annum. | ||||||
Note purchase agreements, description | The consummation of the Merger, each Noteholder received a five-year warrant to purchase their proportionate share of 532,000 shares of AESE common stock. In addition, pursuant to the Note Purchase Agreements, Noteholders are each entitled to their proportionate share of 3,846,153 shares of AESE common stock if such Noteholder's Note is converted into AESE common stock and, at any time within five years after the date of the closing of the Mergers, the last exchange-reported sale price of AESE common stock is at or above $13.00 for thirty (30) consecutive calendar days (the "Contingent Consideration"). The relative fair value of the warrants and the Contingent Consideration of $114,804 and $152,590, respectively, was recorded as debt discount and additional paid in capital. | ||||||
Convertible debt [Member] | |||||||
Convertible Debt and Convertible Debt, Related Party (Textual) | |||||||
Amortization of debt discount | 64,192 | ||||||
Interest expense, convertible debt | $ 682,940 | $ 0 | |||||
Shares of common stock, description | If any holder elects to convert their Note into common stock, they would be entitled to receive additional shares of common stock ("Contingent Consideration Shares") equal to the product of (i) 3,846,153 shares, multiplied by (ii) that holder's investment amount, divided by (iii) $100,000,000, if at any time within five years after the Closing Date, the last exchange-reported sale price of common stock trades at or above $13.00 for thirty (30) consecutive calendar days. | ||||||
Amendment and Acknowledgement Agreement [Member] | |||||||
Convertible Debt and Convertible Debt, Related Party (Textual) | |||||||
Amendment and acknowledgement agreement, description | The convertible notes (the "Notes") are secured by the assets of the Company and mature on August 23, 2020 (the "Maturity Date"). The Notes are convertible into shares of AESE common stock at any time at a conversion price of $8.50 per share. Further, the minimum interest to be paid under each Note shall be the greater of (a) 18 months of accrued interest at 12% per annum; or (b) the sum of the actual interest accrued plus 6 months of additional interest at 12% per annum. In the event of default, the Notes shall become immediately due and payable upon the written notice of the holder. | ||||||
Former Parent [Member] | |||||||
Convertible Debt and Convertible Debt, Related Party (Textual) | |||||||
Accrued interest | 12.00% | ||||||
Debt assumed after merger | $ 10,000,000 | ||||||
Noble Link Notes [Member] | |||||||
Convertible Debt and Convertible Debt, Related Party (Textual) | |||||||
Debt face amount | 4,000,000 | ||||||
Aggregate debt amount | $ 14,000,000 | ||||||
Accrued interest | 12.00% | ||||||
Stock per share | $ 8.50 | ||||||
Noble Link Notes [Member] | Former Parent [Member] | |||||||
Convertible Debt and Convertible Debt, Related Party (Textual) | |||||||
Issued of related party debt | $ 1,000,000 | ||||||
Note Purchase Agreements [Member] | |||||||
Convertible Debt and Convertible Debt, Related Party (Textual) | |||||||
Fair value of warrants | $ 114,804 | ||||||
Contingent consideration | 152,590 | ||||||
Amortization of debt discount | 101,010 | ||||||
Unamortized debt discount | 166,384 | ||||||
Interest expense | $ 1,096,117 |
Segment Data (Details)
Segment Data (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | ||||||
Revenues | $ 6,045,053 | $ 6,235,048 | $ 26,071,995 | $ 20,603,255 | |||||
Income (Loss) from Operations | 8,094,070 | 3,854,152 | 15,545,087 | 28,830,463 | |||||
Revenues from Foreign Operations | 3,299,937 | 2,883,491 | |||||||
Depreciation and Amortization | 1,824,465 | 1,686,182 | 6,767,741 | 6,711,398 | |||||
Interest Expense | (682,940) | (1,197,127) | (2,117,438) | ||||||
Capital Expenditures | 2,264,122 | 17,182,956 | |||||||
Total Property and Equipment, net | 19,580,571 | 20,554,307 | 21,440,097 | ||||||
Total Property and Equipment, net in Foreign Countries | 358,481 | 442,925 | |||||||
Total Assets | 68,712,148 | 71,321,074 | 65,666,937 | ||||||
Gaming and Entertainment [Member] | |||||||||
Revenues | 4,987,312 | 4,817,818 | 18,523,632 | 16,326,923 | |||||
Income (Loss) from Operations | 439,993 | (373,611) | 1,011,550 | 2,116,272 | |||||
Revenues from Foreign Operations | 2,441,660 | 2,499,058 | |||||||
Depreciation and Amortization | 3,218,931 | 4,003,937 | |||||||
Interest Expense | 115,726 | ||||||||
Capital Expenditures | 939,576 | 766,770 | |||||||
Total Property and Equipment, net | 2,470,293 | 711,863 | |||||||
Total Property and Equipment, net in Foreign Countries | |||||||||
Total Assets | 37,716,634 | 39,290,001 | 37,315,493 | ||||||
E-Sports [Member] | |||||||||
Revenues | 1,057,741 | 1,417,230 | 7,548,363 | 4,276,332 | |||||
Income (Loss) from Operations | (6,427,410) | (3,480,541) | 12,260,957 | 26,714,191 | |||||
Revenues from Foreign Operations | 858,277 | 384,433 | |||||||
Depreciation and Amortization | 3,548,810 | 2,707,461 | |||||||
Interest Expense | 2,117,438 | ||||||||
Capital Expenditures | 1,324,546 | 16,416,186 | |||||||
Total Property and Equipment, net | 18,084,014 | 20,308,234 | |||||||
Total Property and Equipment, net in Foreign Countries | 358,481 | 442,925 | |||||||
Total Assets | 20,170,770 | 21,702,158 | 27,931,444 | ||||||
Corporate [Member] | |||||||||
Revenues | [1] | [1] | [2] | [2] | |||||
Income (Loss) from Operations | (2,106,653) | [1] | [1] | 2,272,580 | [2] | [2] | |||
Revenues from Foreign Operations | [2] | ||||||||
Depreciation and Amortization | [2] | ||||||||
Interest Expense | [2] | 1,081,401 | |||||||
Capital Expenditures | [2] | ||||||||
Total Property and Equipment, net | [2] | ||||||||
Total Property and Equipment, net in Foreign Countries | [2] | ||||||||
Total Assets | $ 10,824,744 | [3] | $ 10,328,915 | [2] | [2] | ||||
[1] | Unallocated corporate operating losses result from general corporate overhead expenses not directly attributable to any one of the business segments. These expenses are reported separate from the Company's identified segments and are included in General and Administrative expenses on the accompanying condensed consolidated statements of operations and comprehensive loss. | ||||||||
[2] | Represents unallocated corporate assets not directly attributable to any one of the business segments and unallocated corporate operating losses resulting from general corporate overhead expenses not directly attributable to any one of the business segments. Corporate operating expense are reported separate from the Company's identified segments and are included in general and administrative expenses on the accompanying consolidated statements of operations. | ||||||||
[3] | Unallocated corporate assets not directly attributable to any one of the business segments. |
Segment Data (Details Textual)
Segment Data (Details Textual) - Arenas | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Segment Data (Textual) | |||
Number of major customers | 1 | 1 | |
Gaming & Entertainment segment total revenues, Percentage | 15.00% | 16.00% | 16.00% |
E-Sports segment total revenues, percentage | 37.00% | 14.00% | |
Gaming & Entertainment total revenues, Percentage | 12.00% | 12.00% | |
E-Sports total revenues, percentage | 6.00% | 25.00% | |
Gaming & Entertainment revenues, percentage | 14.00% | 14.00% | |
E-Sports revenues, percentage | 11.00% | 6.00% |
Related Parties (Details)
Related Parties (Details) - USD ($) | Oct. 11, 2018 | May 31, 2018 | Jan. 31, 2018 | Aug. 09, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Related Parties (Textual) | ||||||
Proceeds from note payable | $ 11,383,207 | |||||
Profit participation plan, description | Certain employees of WPT entered into profit participation agreements pursuant to which the employees, commencing with the calendar year 2018, were entitled to an annual payment equal to a range of 1% to 4% of the net profits of the Company during such calendar year. Upon an occurrence of a change in control of WPT, the employees would be entitled to: (i) a payment equal to a range of 1% to 4% of the net profits of the Company through the fiscal quarter end prior to the closing of such change in control; and (ii) a payment equal to a range of 0.5% to 4% of the value of outstanding shares of WPT, pursuant to the profit participation agreement. In connection with the profit participation agreement, the participating employees forfeited the unvested portion of their options to purchase the Former Parent's common stock. On the Closing Date, pursuant to the terms of the Merger Agreement, as amended, the Company issued 744,422 shares of its common stock to employees of WPT in full satisfaction of the profit participation agreements. | |||||
Allied Esports [Member] | ||||||
Related Parties (Textual) | ||||||
Line of credit | $ 5,000,000 | |||||
Related party bearing interest | 2.65% | |||||
Line of credit, description | The line of credit was secured by a $5,000,000 certificate of deposit provided by Former Parent as collateral. All outstanding principal and accrued interest are due at maturity in May 2019. In October 2018, the $5,000,000 line of credit was repaid by the Former Parent using its collateralized certificate of deposit. As a result, Allied Esports owed $5,000,000 to the Former Parent as of December 31, 2018, related to the repayment of the line of credit. There was no stated interest rate or repayment terms related to this liability. During 2018, the Company incurred $55,178 of interest expense related to this line of credit. | |||||
Former Parent [Member] | ||||||
Related Parties (Textual) | ||||||
Proceeds from note payable | 37,372,522 | |||||
Amounts due to Former Parent | 33,019,510 | |||||
Weighted average balance of advances | $ 32,788,017 | 21,965,526 | ||||
Repayment to Former Parent in connection with merger | $ 32,672,622 | |||||
Accrued interest | 2,150,487 | |||||
Related Parties aggregate advances | 22,912,000 | |||||
General and administrative expenses | $ 0 | (766,417) | ||||
Investment owned, at cost | $ 42,505,325 | |||||
Secured convertible promissory notes | $ 10,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes [Abstract] | ||
United States | $ (15,339,841) | $ (28,118,382) |
Foreign | (1,398,888) | (2,901,343) |
Loss before income taxes | $ (16,738,729) | $ (31,019,725) |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Federal | ||
Current | ||
Deferred | (3,036,568) | (4,840,852) |
State and local: | ||
Current | ||
Deferred | (289,197) | 346,679 |
Foreign | ||
Current | ||
Deferred | (38,037) | (187,853) |
Income tax provision | (3,287,728) | (4,682,026) |
Change in valuation allowance | 3,287,728 | 4,682,026 |
Income tax provision (benefit) |
Income Taxes (Details 2)
Income Taxes (Details 2) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes [Abstract] | ||
U.S. federal statutory rate | (21.00%) | (21.00%) |
State taxes, net of federal benefit | (2.00%) | (2.00%) |
Permanent differences | 0.60% | 3.80% |
Statutory rate differential - domestic. vs. foreign | 1.60% | 1.80% |
Changes in tax rates | 0.00% | 2.90% |
Other | (1.20%) | (0.60%) |
Adjustment in deferred taxes | 41.60% | 0.00% |
Change in valuation allowance | (19.60%) | 15.10% |
Income tax provision (benefit) | 0.00% | 0.00% |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred Tax Assets: | ||
Net operating loss carryforwards | $ 9,343,617 | $ 13,521,964 |
Production costs | 1,929,672 | 2,056,726 |
Investment | 2,190,138 | 2,183,396 |
Stock-based compensation | 104,236 | 40,516 |
Capitalized start-up costs | 353,651 | 411,842 |
Accruals and other | 898,494 | 398,310 |
Gross deferred tax assets | 14,819,808 | 18,612,754 |
Deferred Tax Liabilities | ||
Property and equipment | (922,857) | (1,428,075) |
Net deferred tax assets | 13,896,951 | 17,184,679 |
Valuation allowance | (13,896,951) | (17,184,679) |
Deferred tax assets, net of valuation allowance |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) | Aug. 09, 2019 | Dec. 31, 2019 |
Income Taxes (Textual) | ||
Net operating loss of federal | $ 58,289,156 | $ 38,678,795 |
Net operating loss of state | $ 56,508,507 | 30,900,000 |
Net operating loss of foreign | $ 3,800,000 | |
Federal NOL, description | The federal NOL may be carried forward indefinitely. For state NOL, these NOLs will begin to expire in 2038.The federal and state NOL carryovers are subject to annual limitations under Section 382 of the U.S. Internal Revenue Code when there is a greater than 50% ownership change, as determined under the regulations. | |
Change in ownership of NOL | 50.00% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) | Dec. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 2,422,276 |
2021 | 2,031,702 |
2022 | 2,009,631 |
2023 | 2,099,920 |
2024 | 2,190,667 |
Thereafter | 10,899,477 |
Total minimum lease payments | $ 21,653,673 |
Commitments and Contingencies_3
Commitments and Contingencies (Details Textual) - USD ($) | Nov. 05, 2019 | Mar. 04, 2020 | Oct. 22, 2019 | Aug. 31, 2019 | Jun. 30, 2019 | Mar. 29, 2019 | Mar. 23, 2017 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 14, 2020 | Aug. 09, 2019 |
Commitments and Contingencies (Textual) | |||||||||||||
Consulting fee commitment | $ 100,000 | $ 348,853 | |||||||||||
Operating lease tenant improvement allowance | 1,352,790 | ||||||||||||
Operating lease expense | $ 594,244 | $ 612,414 | 2,659,308 | $ 2,523,075 | |||||||||
Payment for investment | 1,500,000 | 3,500,000 | |||||||||||
Balance in escrow account | $ 5,000,000 | $ 3,650,000 | |||||||||||
Operating leases, description | On March 29, 2019, AEM entered into a 167-month operating lease for approximately 25,000 square feet of space located in Irvine, California (the "New Irvine Lease") with respect to its operations. On June 15, 2019, the New Irvine Lease was amended to reduce the leased space to approximately 15,000 square feet. On August 9, 2019 the lease was assigned to WPT. The initial base rent pursuant to the lease, as amended, is $39,832 per month, increasing to $58,495 per month over the term of the lease. Lease payments under the New Irvine Lease began on November 1, 2019. The New Irvine Lease also provides for a tenant improvement allowance of up to $1,352,790. | Allied Esports entered into a non-cancellable operating lease for 30,000 square feet of event space in Las Vegas, Nevada, for the purpose of hosting Esports activities (the "Las Vegas Lease"). As part of the Las Vegas Lease, Allied Esports committed to build leasehold improvements to repurpose the space for Esports events prior to March 23, 2018, the day the Arena opened to the public (the "Commencement Date"). Initial lease terms are for minimum monthly payments of $125,000 for 60 months with an option to extend for an additional 60 months at $137,500 per month. Additional annual tenant obligations are estimated at $2 per square foot for Allied Esports' portion of real estate taxes and $5 per square foot for common area maintenance costs. Lease payments began at the Commencement Date. The aggregate base rent payable over the lease term will be recognized on a straight-line basis. | |||||||||||
Agreement, description | The Simon Agreement and the related Escrow Agreement, as amended, permitted Simon to request the return of any funds remaining in escrow if the parties did not agree on the 2020 spending plan by March 8, 2020. On March 18, 2020, as the COVID-19 pandemic accelerated in the United States, Simon notified the escrow agent that the parties had not agreed on a 2020 spending plan and requested the return of the remaining funds in the escrow account. The escrow agent returned the remaining $3,650,000 to Simon on March 26, 2020. | The Company assumed the obligations under an employment agreement (the "WPT CEO Agreement") with the chief executive officer of WPT (the "WPT CEO"), which expires on January 25, 2022 and is renewable upon the agreement of the parties. The WPT CEO Agreement provides for a base salary of not less than $400,000, of which $315,000 is allocated to his employment and $85,000 is allocated to consultancy and board compensation and is payable to a consulting company of which the WPT CEO is a member (the "Consulting Company."). The WPT CEO agreement also provides for annual performance bonuses based upon reaching certain EBITDA performance objectives. Further, pursuant to the terms of the WPT CEO Agreement, the WPT CEO is entitled to a profitability payment of up to $1.5 million in the event the WPT business reduces its losses or becomes profitable during the term of the WPT Agreement. | |||||||||||
Share Purchase Agreement [Member] | |||||||||||||
Commitments and Contingencies (Textual) | |||||||||||||
Shares of common stock to an investor | 758,725 | ||||||||||||
Deferred Production Costs [Member] | |||||||||||||
Commitments and Contingencies (Textual) | |||||||||||||
Operating lease expense capitalized | $ 96,278 | 107,518 | $ 385,113 | 385,113 | |||||||||
General and Administrative Expense [Member] | |||||||||||||
Commitments and Contingencies (Textual) | |||||||||||||
Operating lease expense | 185,465 | 192,395 | 923,056 | 773,568 | |||||||||
Cost of Revenues [Member] | In-person [Member] | |||||||||||||
Commitments and Contingencies (Textual) | |||||||||||||
Operating lease expense | 1,351,139 | $ 1,364,394 | |||||||||||
Deferred Production Costs [Member] | In-person [Member] | |||||||||||||
Commitments and Contingencies (Textual) | |||||||||||||
Operating lease expense included in cost of sales | 312,501 | $ 312,501 | |||||||||||
Chief Executive Officer [Member] | |||||||||||||
Commitments and Contingencies (Textual) | |||||||||||||
Restricted stock granted, shares | 17,668 | ||||||||||||
Restricted stock granted, value | $ 100,000 | ||||||||||||
Agreement provides for base salary | $ 300,000 | ||||||||||||
Simon Agreement [Member] | |||||||||||||
Commitments and Contingencies (Textual) | |||||||||||||
Balance in escrow account | 4,950,000 | 3,650,000 | |||||||||||
Investment agreements cash | $ 1,300,000 | ||||||||||||
TV Azteca [Member] | |||||||||||||
Commitments and Contingencies (Textual) | |||||||||||||
Payment for investment | $ 1,500,000 | $ 3,500,000 | |||||||||||
Obligation to be paid March 1, 2020 | 1,500,000 | ||||||||||||
Obligation to be paid March 1, 2021 | 1,000,000 | 1,000,000 | |||||||||||
Obligation to be paid March 1, 2022 | 1,000,000 | 1,000,000 | |||||||||||
Investment agreements purchased shares | 742,692 | ||||||||||||
Investment agreements common stock value | $ 5,000,000 | $ 7,000,000 | $ 7,000,000 |
Stockholder's Equity (Details)
Stockholder's Equity (Details) - Equity Purchase Option [Member] | 12 Months Ended |
Dec. 31, 2019USD ($)$ / sharesshares | |
Number of EPO shares - beginning balance | shares | |
Number of EPO shares - granted | shares | 600,000 |
Number of EPO shares - exercised | shares | |
Number of EPO shares - expired | shares | |
Number of EPO shares - forfeited | shares | |
Number of EPO shares - ending balance | shares | 600,000 |
Number of EPO shares - exercisable | shares | 600,000 |
Weighted average price per share EPO - beginning balance | $ / shares | |
Weighted average price per share EPO - granted | $ / shares | 11.50 |
Weighted average price per share EPO - Exercised | $ / shares | |
Weighted average price per share EPO - Expired | $ / shares | |
Weighted average price per share EPO - Forfeited | $ / shares | |
Weighted average price per share EPO - ending balance | $ / shares | 11.50 |
Weighted average price per share EPO - exercisable | $ / shares | $ 11.50 |
Weighted average remaining term years EPO outstanding | 2 years 9 months 18 days |
Weighted average remaining term years EPO exercisable | 2 years 9 months 18 days |
Intrinsic value outstanding EPO | $ | |
Intrinsic value exercisable EPO | $ |
Stockholder's Equity (Details 1
Stockholder's Equity (Details 1) - Equity Option [Member] | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Expected term (years) | 6 years 2 months 30 days |
Expected volatility | 36.00% |
Expected dividends | $ 0 |
Minimum [Member] | |
Risk free interest rate | 1.74% |
Maximum [Member] | |
Risk free interest rate | 1.77% |
Stockholder's Equity (Details 2
Stockholder's Equity (Details 2) - Equity Option [Member] - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Number of Options | ||
Number of options - beginning balance | 2,480,000 | |
Number of options - granted | 2,480,000 | |
Number of options - exercised | ||
Number of options - expired | ||
Number of options - forfeited | (120,000) | |
Number of options - ending balance | 2,360,000 | 2,480,000 |
Number of options - exercisable | ||
Weighted Average Price Per Share | ||
Weighted average price per share - beginning balance | $ 4.34 | |
Weighted average price per share - granted | 4.34 | |
Weighted average price per share - exercised | ||
Weighted average price per share - cancelled or expired | ||
Weighted average price per share - forfeited | 4.09 | |
Weighted average price per share - ending balance | 4.36 | 4.34 |
Weighted average price per share - exercisable | ||
Weighted Average Remaining Term | ||
Weighted average remaining term years - outstanding | 9 years 7 months 10 days | 9 years 10 months 10 days |
Weighted average remaining term years - exercisable | ||
Intrinsic Value | ||
Intrinsic value outstanding- beginning balance | ||
Intrinsic value outstanding -ending balance | ||
Intrinsic value exercisable |
Stockholder's Equity (Details 3
Stockholder's Equity (Details 3) - Warrants [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Number of Warrants | ||
Number of warrants - beginning balance | 3,800,003 | |
Number of warrants - issued | 14,837,000 | 3,800,003 |
Number of warrants - exercised | ||
Number of warrants - cancelled | ||
Number of warrants - ending balance | 18,637,003 | 3,800,003 |
Number of warrants - exercisable | 18,637,003 | |
Weighted Average Exercise Price | ||
Weighted average price per share - beginning balance | $ 11.50 | |
Weighted average price per share - issued | 11.50 | |
Weighted average price per share - exercised | ||
Weighted average price per share - cancelled or expired | ||
Weighted average price per share - ending balance | 11.50 | $ 11.50 |
Weighted average price per share - exercisable | $ 11.50 | |
Weighted Average Remaining Life in Years | ||
Weighted average remaining term years outstanding | 4 years 7 months 6 days | |
Weighted average remaining term years exercisable | 4 years 7 months 6 days | |
Intrinsic Value | ||
Intrinsic value outstanding | ||
Intrinsic value exercisable |
Stockholder's Equity (Details T
Stockholder's Equity (Details Textual) - USD ($) | Mar. 09, 2020 | Nov. 05, 2018 | Feb. 25, 2020 | Nov. 21, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Sep. 20, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Stockholders' Equity (Textual) | |||||||||
Stock based compensation | $ 4,003,835 | ||||||||
Common stock per share | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||
Warrant exercise price | $ 4.125 | ||||||||
Put Option [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Aggregate gross proceeds | $ 2,000,000 | ||||||||
Purchase price of per option share | $ 1.963 | ||||||||
Put option agreement, description | a) The total number of shares that may be issued under the Agreement will be limited to 19.99% of the Company’s outstanding shares on the date the Agreement is signed (the “Exchange Cap”), unless stockholder approval is obtained to issue shares in excess of the Exchange Cap; b) The Company may not issue and the Chairman may not purchase Option Shares to the extent that such issuance would result in the Chairman and his affiliates beneficially owning more than 19.99% of the then issued and outstanding shares of the Company’s common stock unless (i) such ownership would not be the largest ownership position in the Company, or (ii) stockholder approval is obtained for ownership in excess of 19.99%; and c) The Company may not issue and the Chairman may not purchase any Option Shares if such issuance and purchase would be considered equity compensation under the rules of The Nasdaq Stock Market unless stockholder approval is obtained for such issuance. | ||||||||
Put option expires period | Apr. 9, 2020 | ||||||||
Put option to sale of option shares | 1,018,848 | ||||||||
Put option purchase price of per share | $ 1.963 | ||||||||
Total proceeds of option shares | 2,000,000 | ||||||||
Incentive Plan [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Common stock reserved under the plan | 3,463,305 | ||||||||
Shares available for issuance | 902,912 | ||||||||
Employee Stock [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Options granted | 2,080,000 | 400,000 | |||||||
Options granted exercise price | $ 4.09 | $ 5.66 | |||||||
Fair value at date of grant | $ 3,263,551 | $ 867,120 | |||||||
Vesting period | 4 years | 4 years | |||||||
Vest date of grant | 25.00% | 25.00% | |||||||
Options term | 10 years | 10 years | |||||||
Board of Directors and Executives [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Restricted stock issued, shares | 80,393 | ||||||||
Restricted stock value | $ 455,000 | ||||||||
Restricted Stock [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Stock based compensation | $ 113,436 | $ 127,152 | |||||||
Unrecognized compensation expense | $ 214,412 | $ 327,848 | |||||||
Vesting period | 5 months 20 days | 8 months 19 days | |||||||
Restricted Stock [Member] | Share Purchase Agreement [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Restricted stock issued, shares | 1,199,191 | ||||||||
Common stock per share | $ 0.001 | ||||||||
Equity Option [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Options granted exercise price | $ 4.34 | ||||||||
Stock based compensation | $ 240,399 | $ 149,893 | |||||||
Unrecognized compensation expense | $ 3,740,379 | $ 3,980,778 | |||||||
Vesting period | 3 years 7 months 10 days | 3 years 10 months 10 days | |||||||
Warrants [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Warrants issued | 14,837,000 | 3,800,003 | |||||||
Warrant term | 5 years | 5 years | |||||||
Warrant exercise price | $ 11.50 | $ 11.50 | |||||||
Warrants [Member] | BRAC Warrants [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Warrants issued | 14,305,000 | ||||||||
Warrant term | 5 years | ||||||||
Warrant exercise price | $ 11.50 | ||||||||
Warrants [Member] | Noble Link Notes and Former Parent Notes [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Warrants issued | 532,000 | ||||||||
Warrant term | 5 years | ||||||||
Warrant exercise price | $ 11.50 | ||||||||
Equity Purchase Option [Member] | |||||||||
Stockholders' Equity (Textual) | |||||||||
Warrants issued | 600,000 | ||||||||
Exercisable price per share | 11.50 | ||||||||
Equity purchase option, description | Each Unit consisted of one and one-tenth shares of common stock and a warrant to purchase one share of common stock at $11.50 per share. | ||||||||
Option expiration date | Oct. 4, 2022 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Jun. 08, 2020 | Jun. 04, 2020 | Mar. 09, 2020 | Mar. 09, 2020 | Jan. 14, 2020 | May 31, 2020 | May 22, 2020 | May 18, 2020 | May 01, 2020 | Apr. 29, 2020 | Apr. 24, 2020 | Feb. 25, 2020 | Mar. 31, 2020 |
Subsequent Events (Textual) | |||||||||||||
Purchase price of shares | $ 5,000,000 | ||||||||||||
Interest rate | 1.00% | ||||||||||||
Warrants to purchase | 1,454,545 | ||||||||||||
Warrant shares | $ 4.125 | ||||||||||||
Outstanding share of common stock | 19.99% | ||||||||||||
Conversion price | $ 3.30 | ||||||||||||
Beneficial ownership limitation | 9.99% | ||||||||||||
Excess in ownership | 4.99% | ||||||||||||
Forecast [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Monthly rent and related charges | $ 142,500 | ||||||||||||
Senior Secured Loan [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Subsequent event, description | The aggregate original principal amount of $9,600,000 and bearing guaranteed interest at a rate of 8% per annum. The Note has a two-year term, with principal payable in equal monthly installments of $436,364 commencing 60 days after the date of the Loan with accrued interest thereon. Monthly payments of interest are due on such dates as well. Each payment may be paid at the Company’s option in cash, or if all equity conditions set forth in the Note are satisfied or waived, in shares of common stock (“Note Shares”) at a price equal to 87% of the lowest VWAP in the 10 days prior to the payment date. Each such payment (in cash or shares) will be equal to 110% of the monthly installment. | ||||||||||||
Put Option Agreement [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Aggregate gross proceeds | $ 2,000,000 | ||||||||||||
Purchase price of per option share | $ 1.963 | ||||||||||||
Put option agreement, description | a) The total number of shares that may be issued under the Agreement will be limited to 19.99% of the Company’s outstanding shares on the date the Agreement is signed (the “Exchange Cap”), unless stockholder approval is obtained to issue shares in excess of the Exchange Cap; b) The Company may not issue and the Chairman may not purchase Option Shares to the extent that such issuance would result in the Chairman and his affiliates beneficially owning more than 19.99% of the then issued and outstanding shares of the Company’s common stock unless (i) such ownership would not be the largest ownership position in the Company, or (ii) stockholder approval is obtained for ownership in excess of 19.99%; and c) The Company may not issue and the Chairman may not purchase any Option Shares if such issuance and purchase would be considered equity compensation under the rules of The Nasdaq Stock Market unless stockholder approval is obtained for such issuance. | ||||||||||||
Put option expires period | Apr. 9, 2020 | ||||||||||||
Put option to sale of option shares | 1,018,848 | ||||||||||||
Put option purchase price of per share | $ 1.963 | ||||||||||||
Total proceeds of option shares | 2,000,000 | ||||||||||||
Subsequent Event [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Issued of common stock | 758,725 | ||||||||||||
Purchase price of shares | $ 5,000,000 | ||||||||||||
Share purchase agreement, description | Further, pursuant to the Share Purchase Agreement, the Company must create, produce, and execute three (3) esports events during each calendar year 2020, 2021 and 2022 that will include the Company's esports truck at one or more Investor Malls at mutually agreed times. | ||||||||||||
Secured convertible note modification and conversion agreement | A Noteholder of a $5,000,000 Note, entered into a Secured Convertible Note Modification and Conversion Agreement (the “Amendment”), pursuant to which the Noteholder converted $2,000,000 of the principal amount of its Note into 1,250,000 shares of the Company’s common stock at a reduced conversion price of $1.60 per share. The remaining $3,000,000 principal amount of the Bridge Note remains convertible at a conversion price of $8.50 per share. | ||||||||||||
Aggregate cash proceeds | $ 907,129 | $ 685,300 | |||||||||||
PPP Loan matures | Apr. 15, 2022 | ||||||||||||
Interest rate | 0.98% | ||||||||||||
Subsequent Event [Member] | Senior Secured Loan [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Subsequent event, description | The Company and certain accredited investors (the “Investors”) entered into a Securities Purchase Agreement (the “Purchase Agreement”), pursuant to which the Investors made, in a private placement transaction, a net $9,000,000 loan (after payment of a $600,000 original issue discount) to the Company (the “Loan”). The Purchase Agreement contains customary representations and warranties, and the Company agreed it would not take on additional debt from third parties without the Investors’ written approval, subject to certain exceptions and ordinary course trade debt. The Company also agreed to use 35% of the proceeds from future financings in excess of $3 million (or $5 million if approved by the Investors) to pay down the outstanding balance on the Loan. The Company reserves its rights under the Purchase Agreement to consummate, subject to certain exceptions, a debt or equity offering of up to $5 million in the future. | ||||||||||||
Subsequent Event [Member] | Convertible debt [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Paycheck protection program, description | The Company and Knighted entered into Secured Convertible Note Modification Agreement No. 3 (“Amendment 3,” together with the Amendment and Amendment 2, the “Amendments”), pursuant to which Knighted agreed to defer payment of all interest payable to Knighted on August 23, 2020 ($1,421,096) until February 23, 2022. Such amount will accrue interest at the annual rate of 12% and may be prepaid without penalty. The remaining amounts due under Knighted’s Note, as amended, are no longer convertible into shares of common stock. Except as set forth in the Amendments, the remaining provisions of the Note remain in effect. The remaining provisions of the Note are unchanged. | The Company and Knighted entered into a Secured Convertible Note Modification and Conversion Agreement No. 2 (“Amendment 2”), pursuant to which the remaining principal amount of the Note ($3,000,000) was converted at a conversion price of $1.40 per share, and the Company issued to Knighted 2,142,858 shares of common stock. | |||||||||||
Subsequent Event [Member] | WPT [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Employment Agreements, description | The employment agreement between the Company and the Chief Executive Officer of WPT (the “WPT CEO”) was amended such that effective as of May 1, 2020, the WPT CEO salary will be reduced by 10% to approximately $377,000 for a six-month period. | ||||||||||||
Subsequent Event [Member] | CEO [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Employment Agreements, description | The employment agreement between the Company and its Chief Executive Officer (the “CEO”), pursuant to which the parties agreed that effective May 1, 2020, the CEO’s annual salary will be reduced by 80% to $60,000 for a six-month period. | ||||||||||||
Subsequent Event [Member] | Put Option Agreement [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Aggregate gross proceeds | $ 2,000,000 | ||||||||||||
Purchase price of per option share | $ 1.963 | ||||||||||||
Put option agreement, description | a) The total number of shares that may be issued under the Agreement will be limited to 19.99% of the Company’s outstanding shares on the date the Agreement is signed (the “Exchange Cap”), unless stockholder approval is obtained to issue shares in excess of the Exchange Cap; b) The Company may not issue and the Chairman may not purchase Option Shares to the extent that such issuance would result in the Chairman and his affiliates beneficially owning more than 19.99% of the then issued and outstanding shares of the Company’s common stock unless (i) such ownership would not be the largest ownership position in the Company, or (ii) stockholder approval is obtained for ownership in excess of 19.99%; and c) The Company may not issue and the Chairman may not purchase any Option Shares if such issuance and purchase would be considered equity compensation under the rules of The Nasdaq Stock Market unless stockholder approval is obtained for such issuance. | ||||||||||||
Put option expires period | Apr. 9, 2020 | ||||||||||||
Put option to sale of option shares | 1,018,848 | ||||||||||||
Put option purchase price of per share | $ 1.963 | ||||||||||||
Total proceeds of option shares | 2,000,000 | ||||||||||||
Subsequent Event [Member] | Extension of Bridge Notes [Member] | |||||||||||||
Subsequent Events (Textual) | |||||||||||||
Paycheck protection program, description | The Company and the holders (the “Extending Bridge Noteholders”) of two Bridge Notes in the aggregate principal amount of $2,000,000 (together, the “Extended Bridge Notes”), each entered into a Secured Convertible Note Modification (Extension) Agreement with the Company (together, the “Bridge Note Extensions”) pursuant to which, among other things, the Extending Bridge Noteholders agreed to extend the maturity date of their respective Extended Bridge Note until February 23, 2022. Interest on the Extended Bridge Notes will continue to accrue at 12.0% per year and may be prepaid without penalty. The remaining provisions of the Extended Bridge Notes remain unchanged and in effect. One of the Extending Bridge Noteholders is Man Sha, the spouse of Frank Ng, the Company’s Chief Executive Officer and Director. |