Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 17, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-38448 | |
Entity Registrant Name | VINCO VENTURES, INC. | |
Entity Central Index Key | 0001717556 | |
Entity Tax Identification Number | 82-2199200 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 1 West Broad Street | |
Entity Address, Address Line Two | Suite 1004 | |
Entity Address, City or Town | Bethlehem | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 18018 | |
City Area Code | (866) | |
Local Phone Number | 900-0992 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | BBIG | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 65,564,435 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | |
Current assets: | |||
Cash and cash equivalents | $ 74,756,573 | $ 249,356 | |
Accounts receivable, net | 2,907,002 | 1,382,163 | |
Short-term investments | 895,600 | 1,018,000 | |
Inventory | 852,147 | 1,127,725 | |
Prepaid expenses and other current assets | 1,209,435 | 522,259 | |
Current assets of discontinued operations | 1,042,680 | ||
Total current assets | 80,620,757 | 5,342,183 | |
Property and equipment, net | 1,033,810 | 1,010,801 | |
Right of use assets, net | 104,707 | 153,034 | |
Loan receivable | [1] | 5,000,000 | |
Equity method investment | [2] | 12,000,000 | |
Intangible assets, net | 16,533,373 | 9,798,813 | |
Goodwill | 5,983,852 | 5,983,852 | |
Non-current assets of discontinued operations | 5,739,524 | ||
Total assets | 121,276,499 | 28,028,207 | |
Current liabilities: | |||
Accounts payable | 1,791,982 | 3,618,339 | |
Accrued expenses and other current liabilities | 1,284,168 | 2,101,610 | |
Deferred revenues | 131,578 | 152,040 | |
Current portion of operating leases liabilities | 99,293 | 96,777 | |
Income tax payable | 27,643 | 27,643 | |
Line of credit, net of debt issuance costs of $0 and $15,573, respectively | 1,133,652 | 1,500,953 | |
Current portion of convertible notes payable, net of debt issuance costs of $6,666,667 and $0, respectively | 3,333,333 | 577,260 | |
Current portion of notes payable, net of debt issuance costs of $0 and $212,848, respectively | 15,185 | 1,301,212 | |
Current portion of notes payable – related parties | 876,500 | 1,389,923 | |
Due to related party | 15,401 | 32,452 | |
Current liabilities of discontinued operations | 120,729 | 487,454 | |
Total current liabilities | 8,829,464 | 11,285,663 | |
Operating leases liabilities –net of current portion | 8,483 | 58,713 | |
Convertible notes payable – related parties, net of current portion, net of debt discount of $172,984 and $366,666, respectively | 267,183 | 1,161,495 | |
Notes payable, net of current portion | 19,966 | 595,879 | |
Notes payable – related parties, net of current portion | 1,403,756 | ||
Warrant liability | 139,695,115 | ||
Total liabilities | 148,820,211 | 14,505,506 | |
Commitments and Contingencies (Note 12) | |||
Stockholders’ equity | |||
Preferred stock., value | |||
Common stock, $0.001 par value, 250,000,000 shares authorized 59,927,241 and 14,471,403 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively | 59,927 | 14,471 | |
Additional paid-in-capital | 244,026,879 | 39,050,260 | |
Accumulated deficit | (269,787,198) | (23,648,898) | |
Total stockholders’ (deficit) equity attributable to Vinco Ventures, Inc. | (25,700,392) | 15,416,598 | |
Noncontrolling interests | (1,843,320) | (1,893,897) | |
Total stockholders’ equity | (27,543,712) | 13,522,701 | |
Total liabilities and stockholders’ equity | 121,276,499 | 28,028,207 | |
Series B Preferred Stock [Member] | |||
Stockholders’ equity | |||
Preferred stock., value | $ 765 | ||
[1] | On February 18, 2021, the Company loaned $ 5,000,000 3 August 17, 2023 | ||
[2] | On January 19, 2021, the Company, ZVV Media Partners, LLC (“ZVV”) and ZASH entered into a Contribution Agreement (the “Agreement”). The Company and ZASH established the newly formed entity, ZVV, in order to engage in the development and production of consumer facing content and related activities. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 59,927,241 | 14,471,403 |
Common stock, shares outstanding | 59,927,241 | 14,471,403 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares, issued | 0 | 764,618 |
Preferred stock, shares, outstanding | 0 | 764,618 |
Convertible Notes Payable [Member] | ||
Debt issuance costs, net | $ 6,666,667 | $ 0 |
Notes Payable [Member] | ||
Debt issuance costs, net | 0 | 212,848 |
Convertible Notes Payable Related Party [Member] | ||
Debt issuance costs, net | 172,984 | 366,666 |
Line of Credit [Member] | ||
Debt issuance costs, net | $ 0 | $ 15,573 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenues, net | $ 2,691,811 | $ 5,173,982 | $ 5,256,973 | $ 7,127,328 |
Cost of revenues | 1,721,189 | 4,004,936 | 3,374,570 | 5,368,655 |
Gross profit | 970,622 | 1,169,046 | 1,882,403 | 1,758,673 |
Operating expenses: | ||||
Selling, general and administrative | 5,941,652 | 2,377,853 | 17,602,532 | 5,567,516 |
Operating loss | (4,971,030) | (1,208,807) | (15,720,129) | (3,808,843) |
Other (expense) income: | ||||
Rental income | 28,703 | 25,703 | 54,407 | 51,407 |
Interest expense | (2,715,481) | (847,154) | (15,410,414) | (1,571,111) |
Loss on issuance of warrants | (133,699,181) | (208,855,715) | ||
Change in fair value of warrant liability | (37,154,989) | (773,447) | ||
Change in fair value of short-term investment | (52,000) | (122,000) | ||
Loss on disposal of interest in joint venture | (301,645) | (301,645) | ||
Gain on divestiture | ||||
Total other (expense) income | (173,894,593) | (821,451) | (225,408,814) | (1,519,704) |
Loss before income taxes | (178,865,623) | (2,030,258) | (241,128,943) | (5,328,547) |
Income tax expense | ||||
Net loss from continuing operations | (178,865,623) | (2,030,258) | (241,128,943) | (5,328,547) |
Net income (loss) attributable to noncontrolling interests | 22,543 | 22,241 | 50,577 | 22,241 |
Net loss from continuing operations attributable to Vinco Ventures, Inc. | (178,888,166) | (2,052,499) | (241,179,520) | (5,350,788) |
Net loss from discontinued operations | (4,780,580) | 428,119 | (4,958,780) | 4,995,900 |
Provision for income taxes for discontinued operations | ||||
Net loss attributable to Vinco Ventures, Inc. | $ (183,668,746) | $ (1,624,380) | $ (246,138,300) | $ (354,888) |
Net loss per share: | ||||
Net (loss) income per share - basic | $ (5.13) | $ (0.18) | $ (8.95) | $ (0.04) |
Net (loss) income per share - diluted | $ (5.13) | $ (0.18) | $ (8.95) | $ (0.04) |
Weighted average number of common shares outstanding – basic and diluted | 35,831,466 | 8,920,554 | 27,489,580 | 8,551,012 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance, value at Dec. 31, 2019 | $ 8,016 | $ 26,259,576 | $ (18,495,462) | $ (317,698) | $ 7,454,432 | |
Beginning balance, shares at Dec. 31, 2019 | 8,015,756 | |||||
Issuance of common stock to note holders | $ 439 | 789,575 | 790,014 | |||
Issuance of common stock to noteholders, shares | 439,400 | |||||
Returned common stock from noteholder | $ (153) | 153 | ||||
Returned common stock from noteholder, shares | (153,005) | |||||
Issuance of common stock for divestiture | $ 150 | 404,850 | 405,000 | |||
Issuance of common stock for divestiture, shares | 150,000 | |||||
Issuance of common stock to consultants | $ 866 | 561,896 | 562,762 | |||
Issuance of common stock to consultants, shares | 866,250 | |||||
Issuance of warrants to noteholders and beneficial conversion option | 1,018,953 | 1,018,953 | ||||
Stock-based compensation | 1,068,380 | 1,068,380 | ||||
Issuance of common stock for Global Clean Solutions, LLC acquisition | $ 300 | 698,700 | 699,000 | |||
Issuance of common stock for Global Clean Solutions, LLC acquisition, shares | 0 | 300,000 | ||||
Divestiture of Cloud B | (26,392) | (26,392) | ||||
Distributions | (699,000) | (699,000) | ||||
Net (loss) income | (354,888) | 22,241 | (332,647) | |||
Ending balance, value at Jun. 30, 2020 | $ 9,618 | 30,802,083 | (18,850,350) | (1,020,849) | 10,940,502 | |
Ending balance, shares at Jun. 30, 2020 | 9,618,401 | |||||
Beginning balance, value at Mar. 31, 2020 | $ 8,677 | 28,790,704 | (17,225,970) | (344,090) | 11,229,321 | |
Beginning balance, shares at Mar. 31, 2020 | 8,676,501 | |||||
Issuance of common stock to note holders | $ 279 | 588,411 | 588,690 | |||
Issuance of common stock to noteholders, shares | 279,400 | |||||
Issuance of common stock for divestiture | $ 150 | 404,850 | 405,000 | |||
Issuance of common stock for divestiture, shares | 150 | |||||
Issuance of common stock to consultants | $ 212 | (212) | ||||
Issuance of common stock to consultants, shares | 212,500 | |||||
Stock-based compensation | 319,630 | 319,630 | ||||
Issuance of common stock for Global Clean Solutions, LLC acquisition | $ 300 | 698,700 | 699,000 | |||
Issuance of common stock for Global Clean Solutions, LLC acquisition, shares | 300,000 | |||||
Distributions | (699,000) | (699,000) | ||||
Net (loss) income | (1,624,380) | 22,241 | (1,602,139) | |||
Ending balance, value at Jun. 30, 2020 | $ 9,618 | 30,802,083 | (18,850,350) | (1,020,849) | 10,940,502 | |
Ending balance, shares at Jun. 30, 2020 | 9,618,401 | |||||
Beginning balance, value at Dec. 31, 2020 | $ 765 | $ 14,471 | 39,050,260 | (23,648,898) | (1,893,897) | 13,522,701 |
Beginning balance, shares at Dec. 31, 2020 | 764,618 | 14,471,403 | ||||
Ending balance, value at Mar. 31, 2021 | $ 765 | $ 25,686 | 66,002,229 | (86,118,452) | (1,865,863) | (21,955,635) |
Ending balance, shares at Mar. 31, 2021 | 764,618 | 25,685,981 | ||||
Beginning balance, value at Dec. 31, 2020 | $ 765 | $ 14,471 | 39,050,260 | (23,648,898) | (1,893,897) | 13,522,701 |
Beginning balance, shares at Dec. 31, 2020 | 764,618 | 14,471,403 | ||||
Issuance of common stock to note holders | $ 304 | 422,368 | 422,672 | |||
Issuance of common stock to noteholders, shares | 303,483 | |||||
Issuance of common stock to investors | $ 1,500 | 3,253,500 | 3,255,000 | |||
Issuance of common stock to investors, shares | 1,500,000 | |||||
Issuance of common stock to consultants | $ 1,394 | 2,034,941 | 2,036,335 | |||
Issuance of common stock to consultants, shares | 1,394,272 | |||||
Issuance of common stock to employees | $ 2,861 | 3,289,329 | 3,292,190 | |||
Issuance of common stock to employees, shares | 2,861,227 | |||||
Issuance of common stock upon exercise of warrants | $ 31,743 | 87,753,676 | 87,785,419 | |||
Issuance of common stock upon exercise of warrants, shares | 31,742,986 | |||||
Offering costs – exercise of warrants | (7,379,064) | (7,379,064) | ||||
Conversions under notes payable | $ 6,139 | 12,242,368 | 12,248,507 | |||
Conversion under notes payable,shares | 6,139,252 | |||||
Exercise of warrant liabilities | 89,654,047 | 89,654,047 | ||||
Stock-based compensation | 5,053,704 | 5,053,704 | ||||
Issuance of common stock acquisitions | 750 | 1,251,750 | 1,252,500 | |||
Conversion of preferred stock into common stock | $ (765) | $ 765 | ||||
Conversion of preferred stock to common, shares | (764,618) | 764,618 | ||||
Shares reserved for future issuance of common stock as consideration for the Emmersive asset acquisition | 7,400,000 | 7,400,000 | ||||
Net (loss) income | (246,138,300) | 50,577 | (246,087,723) | |||
Ending balance, value at Jun. 30, 2021 | $ 59,927 | 244,026,879 | (269,787,198) | (1,843,320) | (27,543,712) | |
Ending balance, shares at Jun. 30, 2021 | 59,927,241 | |||||
Beginning balance, value at Mar. 31, 2021 | $ 765 | $ 25,686 | 66,002,229 | (86,118,452) | (1,865,863) | (21,955,635) |
Beginning balance, shares at Mar. 31, 2021 | 764,618 | 25,685,981 | ||||
Issuance of common stock to consultants | $ 451 | (451) | ||||
Issuance of common stock to consultants, shares | 451,272 | |||||
Issuance of common stock to employees | $ 1,598 | (1,598) | ||||
Issuance of common stock to employees, shares | 1,598,355 | |||||
Issuance of common stock upon exercise of warrants | $ 30,862 | 86,063,953 | 86,094,815 | |||
Issuance of common stock upon exercise of warrants, shares | 30,862,188 | |||||
Offering costs – exercise of warrants | (7,379,064) | (7,379,064) | ||||
Conversions under notes payable | $ 565 | 1,153,922 | 1,154,487 | |||
Conversion under notes payable,shares | 564,827 | |||||
Exercise of warrant liabilities | 89,394,620 | 89,394,620 | ||||
Stock-based compensation | 1,393,268 | 1,393,268 | ||||
Issuance of common stock acquisitions, shares | 750,000 | |||||
Conversion of preferred stock into common stock | $ (765) | $ 765 | ||||
Conversion of preferred stock to common, shares | (764,618) | 764,618 | ||||
Shares reserved for future issuance of common stock as consideration for the Emmersive asset acquisition | 7,400,000 | 7,400,000 | ||||
Net (loss) income | (183,668,746) | 22,543 | (183,646,203) | |||
Ending balance, value at Jun. 30, 2021 | $ 59,927 | $ 244,026,879 | $ (269,787,198) | $ (1,843,320) | $ (27,543,712) | |
Ending balance, shares at Jun. 30, 2021 | 59,927,241 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash Flow from Operating Activities | ||
Net loss from continuing operations attributable to Vinco Ventures, Inc. | $ (241,179,520) | $ (5,350,788) |
Net income attributable to noncontrolling interests | 50,577 | 22,241 |
Net loss from continuing operations | (241,128,943) | (5,328,547) |
Adjustments to reconcile net (income) loss to net cash used in operating activities: | ||
Discontinued operations | (4,958,780) | 4,995,900 |
Depreciation and amortization | 1,081,623 | 612,406 |
Amortization of financing costs | 15,597,936 | 1,227,046 |
Stock-based compensation | 10,003,767 | 1,588,427 |
Amortization of right of use asset | 48,327 | 153,820 |
Gain on debt extinguishment | (852,352) | |
Loss on disposal of discontinued operations | 4,130,580 | (4,911,760) |
Change in fair value of short-term investments | 122,400 | |
Loss on issuance of warrants | 208,855,715 | |
Change in fair value of warrant liability | 773,447 | |
Changes in assets and liabilities: | ||
Accounts receivable | (1,596,881) | (978,097) |
Inventory | 169,793 | 178,227 |
Prepaid expenses and other current assets | (378,831) | (967,109) |
Accounts payable | (819,943) | (344,847) |
Accrued expenses and other current liabilities | (775,082) | 1,425,622 |
Operating lease liabilities | (47,714) | (148,518) |
Due from related party | (17,050) | 9,532 |
Net cash used in operating activities | (9,791,988) | (2,487,898) |
Cash Flows from Investing Activities | ||
Purchase of property and equipment | (88,633) | (61,917) |
Cash received from sale of assets of CBAV 1, LLC | 2,529,564 | |
Equity method investment | (12,000,000) | |
Funding of loan receivable | (5,000,000) | |
Net cash used in investing activities | (14,559,069) | (61,917) |
Cash Flows from Financing Activities | ||
(Repayments) borrowings under line of credit | (379,333) | 1,678,540 |
Borrowings under convertible notes payable | 19,720,000 | 1,436,000 |
Borrowings under notes payable | 73,000 | 1,767,352 |
Repayments under notes payable | (2,145,475) | (824,472) |
Repayments under notes payable- related parties | (1,951,012) | (14,508) |
Fees paid for financing costs | (120,261) | (143,479) |
Net proceeds from issuance of common stock | 3,255,000 | |
Net proceeds from exercise of warrants | 80,406,355 | |
Net cash provided by financing activities | 98,858,274 | 3,899,433 |
Net increase (decrease) in cash and cash equivalents | 74,507,217 | 1,349,618 |
Cash and cash equivalents - beginning of period | 249,356 | 412,719 |
Cash and cash equivalents - end of period | 74,756,573 | 1,762,337 |
Cash paid during the period for: | ||
Interest | 858,388 | 144,740 |
Income taxes | (14,738) | 235,725 |
Noncash investing and financing activity: | ||
Shares issued to note holders | 422,672 | |
Conversions under notes payable | 12,248,507 | 424,000 |
Issuance of warrants to note holders | 208,855,715 | |
Shares reserved for EVNT, LLC | $ 7,400,000 |
Basis of Presentation and Natur
Basis of Presentation and Nature of Operations | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Nature of Operations | Note 1 — Basis of Presentation and Nature of Operations The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and with Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission (the “SEC”). Accordingly, they do not contain all information and footnotes required by GAAP for annual financial statements. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of June 30, 2021 and the results of operations, changes in stockholders’ equity, and cash flows for the periods presented. The results of operations for the three and six months ended June 30, 2021 are not necessarily indicative of the operating results for the full fiscal year for any future period. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. The Company’s accounting policies are described in the Notes to Consolidated Financial Statements in its Annual Report on Form 10-K for the year ended December 31, 2020, and updated, as necessary, in this Quarterly Report on Form 10-Q. As used herein, the terms the “Company,” “Vinco Ventures” “we,” “us,” “our” and similar refer to Vinco Ventures, Inc. (f/k/a Edison Nation, Inc.), a Nevada corporation incorporated on July 18, 2017 under the laws of the State of Nevada as Idea Lab X Products, Inc. and also formerly known as Xspand Products Lab, Inc. prior to its name change on September 12, 2018, and/or its wholly-owned and majority-owned operating subsidiaries. On November 5, 2020, the Company (the “Parent”) and its wholly owned subsidiary, Vinco Ventures, Inc. (the “Merger Sub”), entered into an Agreement and Plan of Merger (the “Agreement”). Under the terms of the Agreement, the Merger Sub merged with and into the Parent and the Parent became the surviving corporation of the Merger (the “Surviving Corporation”). The name of the Surviving Corporation became Vinco Ventures, Inc. The transaction closed on November 10, 2020. Vinco Ventures is a vertically-integrated, end-to-end, consumer product research & development, manufacturing, sales and fulfillment company. The Company’s proprietary web-enabled platform provides a low risk, high reward platform and process to connect innovators of new product ideas with potential licensees. As of June 30, 2021, Vinco Ventures had eight wholly-owned subsidiaries: TBD Safety, LLC (“TBD”), Vinco Ventures Shared Services LLC (“ ”), Ferguson Containers, Inc. (“Fergco”), CBAV1, LLC (“CB1”), Pirasta, LLC (“Pirasta”), Honey Badger Media LLC (“Honey Badger”), EVNT Platform LLC (“Emmersive Entertainment”) and Edison Nation Holdings, LLC. Vinco Ventures owns 50 % of Best Party Concepts, LLC and Global Clean Solutions, LLC, all of which are consolidated as VIE’s with noncontrolling interests. Edison Nation Holdings, LLC is the single member of Edison Nation, LLC and Everyday Edisons, LLC. Edison Nation, LLC is the single member of Safe TV Shop, LLC. In April 2021, the Company agreed to unwind the joint venture of Ed Roses, LLC and recognized a loss of $ 301,645 Liquidity For the six months ended June 30, 2021, our operations lost approximately $ 15,720,129 , of which approximately $ 11,085,000 was non-cash and approximately $ 1,428,000 was related to transaction costs and other non-recurring items. At June 30, 2021, we had total current assets of approximately $ 80,620,757 and current liabilities of approximately $ 8,829,464 resulting in working capital of approximately $ 71,791,293 , of which $ 3,333,333 was convertible notes payable. At June 30, 2021, we had total assets of $ 121,276,499 and total liabilities of $ 148,820,211 139,695,115 resulting in stockholders’ deficit of $ 27,543,712 . The Company believes it has sufficient cash for at least the next twelve months from the date of issuance of these condensed financial statements. The ability to continue as a going concern is dependent upon the Company’s ability to attract significant new sources of capital, attain a reasonable threshold of operating efficiencies and achieve profitable operations from the sale of its products. Our operating needs include the planned costs to operate our business, including amounts required to fund working capital and capital expenditures. Our future capital requirements and the adequacy of our available funds will depend on many factors, including our ability to successfully commercialize our products and services, competing technological and market developments, and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or complement our product and service offerings. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies Principles of Consolidation The consolidated financial statements include the accounts of Vinco Ventures, Inc. and its wholly-owned and majority owned subsidiaries. All intercompany balances and transactions have been eliminated. Reclassifications Certain amounts previously presented in the consolidated financial statements have been reclassified to conform to the current year presentation. Such reclassifications had no effect on the previously reported net loss, Stockholders’ equity or cash flows. 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, accounts receivable reserves, the valuation allowance related to the Company’s deferred tax assets, the recoverability and useful lives of long-lived assets, debt conversion features, stock-based compensation, certain assumptions related to the valuation of the reserved shares and the assets acquired and liabilities assumed related to the Company’s acquisitions. 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. Discontinued Operations A component of an entity that is disposed of by sale or abandonment is reported as discontinued operations if the transaction represents a strategic shift that will have a major effect on an entity’s operations and financial results. The results of discontinued operations are aggregated and presented separately in the Consolidated Statement of Operations. Assets and liabilities of the discontinued operations are aggregated and reported separately as assets and liabilities of discontinued operations in the Consolidated Balance Sheet, including the comparative prior year period. The Company’s cash flows are reflected as cash flows from discontinued operations within the Company’s Consolidated Statements of Cash Flows for each period presented. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents in the consolidated financial statements. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) The Company has cash on deposit in several financial institutions which, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. The Company has not experienced losses in such accounts and periodically evaluates the creditworthiness of its financial institutions. The Company reduces its credit risk by placing its cash and cash equivalents with major financial institutions. The Company had approximately $ 74,756,573 Accounts Receivable Accounts receivable are carried at their contractual amounts, less an estimate for uncollectible amounts. Management estimates the allowance for bad debts based on existing economic conditions, historical experience, the financial conditions of the customers, and the amount and age of past due accounts. Receivables are considered past due if full payment is not received by the contractual due date. Past due accounts are generally written off against the allowance for bad debts only after all collection attempts have been exhausted. No customers represented more than 10% of total accounts receivable. Inventory Inventory is recorded at the lower of cost or net realizable value on a first-in, first-out basis. The Company reduces the carrying value of inventories for those items that are potentially excess, obsolete, or slow moving based on changes in customer demand, technology developments, or other economic factors. Short-Term Investments Short-term investments consisted of equity securities. The Company classified its investments as trading securities. Accordingly, such investments were reported at fair market value, with the resultant unrealized gains and losses reported as a component of the consolidated statements of operations. Fair value for trading securities was determined by reference to quoted market prices. Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation and amortization, which is recorded commencing at the in-service date using the straight-line method over the estimated useful lives of the assets, as follows: 3 5 5 7 6 10 10 15 5 5 5 7 40 Equity Method Investments We apply the equity method of accou nting to investments when we have significant influence, but not controlling interest in the investee. Judgment regarding the level of influence over each equity method investment includes considering key factors such as ownership interest, representation on the board of directors, participation in policy-making decisions and material intercompany transactions. The Company’s proportionate share of the net income (loss) resulting from these investments will be reported under a line-item captioned equity method investment income in our Consolidated Statements of Operations. The carrying value of our equity method investments is reported in equity method investments in the Consolidated Balance Sheets. The Company’s equity method investments are reported at cost and adjusted each period for the Company’s share of the investee’s income or loss and dividend paid, if any. The Company classifies distributions received from equity-method investments using the cumulative earnings approach on the Consolidated Statements of Cash Flows. The Company assesses investments for impairment whenever events or changes in circumstances indicate that the carrying value of an investment may not be recoverable. The Company did not record any impairments relate Revenue Recognition Generally, the Company considers all revenues as arising from contracts with custome rs. Revenue is recognized based on the five-step process outlined in the Accounting Standards Codification (“ASC”) 606: Step 1 – Identify the Contract with the Customer – A contract exists when (a) the parties to the contract have approved the contract and are committed to perform their respective obligations, (b) the entity can identify each party’s rights regarding the goods or services to be transferred, (c) the entity can identify the payment terms for the goods or services to be transferred, (d) the contract has commercial substance and it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) Step 2 – Identify Performance Obligations in the Contract – Upon execution of a contract, the Company identifies as performance obligations each promise to transfer to the customer either (a) goods or services that are distinct, or (b) a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. To the extent a contract includes multiple promised goods or services, the Company must apply judgement to determine whether the goods or services are capable of being distinct within the context of the contract. If these criteria are not met, the goods or services are accounted for as a combined performance obligation. Step 3 – Determine the Transaction Price – When (or as) a performance obligation is satisfied, the Company shall recognize as revenue the amount of the transaction price that is allocated to the performance obligation. The contract terms are used to determine the transaction price. Generally, all contracts include fixed consideration. If a contract did include variable consideration, the Company would determine the amount of variable consideration that should be included in the transaction price based on expected value method. Variable consideration would be included in the transaction price, if in the Company’s judgement, it is probable that a significant future reversal of cumulative revenue under the contract would not occur. Step 4 – Allocate the Transaction Price – After the transaction price has been determined, the next step is to allocate the transaction price to each performance obligation in the contract. If the contract only has one performance obligation, the entire transaction price will be applied to that obligation. If the contract has multiple performance obligations, the transaction price is allocated to the performance obligations based on the relative standalone selling price (SSP) at contract inception. Step 5 – Satisfaction of the Performance Obligations (and Recognize Revenue) – Revenue is recognized when (or as) goods or services are transferred to a customer. The Company satisfies each of its performance obligations by transferring control of the promised good or service underlying that performance obligation to the customer. Control is the ability to direct the use of and obtain substantially all of the remaining benefits from an asset. It includes the ability to prevent other entities from directing the use of and obtaining the benefits from an asset. Indicators that control has passed to the customer include: a present obligation to pay; physical possession of the asset; legal title; risks and rewards of ownership; and acceptance of the asset(s). Performance obligations can be satisfied at a point in time or over time. Substantially all of the Company’s revenues continue to be recognized when control of the goods is transferred to the customer, which is upon shipment of the finished goods to the customer. All sales have fixed pricing and there are currently no material variable components included in the Company’s revenue. Additionally, the Company will issue credits for defective merchandise, historically these credits for defective merchandise have not been material. Disaggregation of Revenue The Company’s primary revenue streams include the sale and/or licensing of consumer goods and packaging materials for innovative products. The Company’s licensing business is not material and has not been separately disaggregated for segment purposes. The Company’s disaggregated revenues for the three and six months ended June 30, 2021 and 2020 was as follows: Schedule of Disaggregation of Revenue 2021 2020 2021 2020 For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Revenues: Product sales $ 2,626,689 $ 5,123,067 $ 5,114,558 $ 7,036,204 Service - - - - Licensing 65,122 50,915 142,415 91,124 Total revenues, net $ 2,691,811 $ 5,173,982 $ 5,256,973 $ 7,127,328 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) For the three and six months ended June 30, 2021 and 2020, the following customer represented more than 10% of total net revenues: Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Customer: Customer A 11 % * 11 % * Customer B * 11 % * * Customer C * 11 % * * * Customer did not represent greater than 10% of total net revenue. For the three and six months ended June 30, 2021 and 2020, the following geographical regions represented more than 10% of total net revenues: For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Region: North America 100 % 98 % 100 % 93 % * Region did not represent greater than 10% of total net revenue. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) 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”) which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. 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 cash, accounts receivable and accounts payable, approximate fair values due to the short-term nature of these instruments. The carrying amount of the Company’s notes payable approximates fair value because the effective yields on these obligations, which include contractual interest rates, taken together with other features such as concurrent issuance of warrants, are comparable to rates of returns for instruments of similar credit risk. The loan held for investment was acquired at fair value, which resulted in a discount. The following fair value of financial assets and liabilities and the input level used to determine the fair value at June 30, 2021 is presented below: Schedule of Fair Value Financial Assets and Liabilities Fair Value Measurements as of June 30, 2021 Level 1 Level 2 Level 3 Assets: Short-term investments $ 895,600 $ $ - Liabilities: Warrant liability - - 139,695,115 Total 895,600 - 139,695,115 The following fair value of financial assets and liabilities and the input level used to determine the fair value at December 31, 2020 is presented below: Fair Value Measurements as of December 31, 2021 Level 1 Level 2 Level 3 Assets: Short-term investments $ 1,018,000 $ $ - Liabilities: Warrant liability - - - Total 1,018,000 - - The following table presents a reconciliation of the Company’s liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2021: Schedule of Reconciliation of Liabilities Measured at Fair Value Warrant Liability (Level 3) Balance, December 31, 2020 $ - Issuance of warrants 228,575,715 Change in fair value 773,447 Exercise of warrants (89,654,047 ) Balance, June 30, 2021 $ 139,695,115 U.S. equity stocks represent investment in stocks of U.S. based companies. The valuation inputs for U.S. equity stocks are based on the last published price reported on the major stock market on which the securities are traded and are primarily classified as Level 1. Securities whose valuation inputs are not based on observable market information are classified as Level 3. Warrant Accounting The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. The Company classifies a warrant to purchase shares of its common stock as a liability on its consolidated balance sheets as this warrant is a free-standing financial instrument that may require the Company to transfer consideration upon exercise (Please see Note 11 — Warrant Liability Sequencing Policy Under ASC 815-40-35, the Company follows a sequencing policy whereby, in the event that reclassification of contracts from equity to assets or liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares as a result of certain securities with a potentially indeterminable number of shares, shares will be allocated on the basis of the earliest issuance date of potentially dilutive instruments, with the earliest grants receiving the first allocation of shares. Pursuant to ASC 815, issuance of securities to the Company’s employees or directors are not subject to the sequencing policy. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) Foreign Currency Translation The Company uses the United States dollar as its functional and reporting currency since the majority of the Company’s revenues, expenses, assets and liabilities are in the United States. Assets and liabilities in foreign currencies are translated using the exchange rate at the balance sheet date, while revenue and expense accounts are translated at the average exchange rates prevailing during the year. Equity accounts are translated at historical exchange rates. Gains and losses from foreign currency transactions and translation for the three and six months ended June 30, 2021 and 2020 and the cumulative translation gains and losses as of June 30, 2021 and December 31, 2020 were not material. Net Earnings or Loss per Share Basic net income (loss) per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted average number vested of common shares, plus the net impact of common shares (computed using the treasury stock method), if dilutive, resulting from the exercise of dilutive securities. In periods when losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. As of June 30, 2021 and 2020, the Company excluded the common stock equivalents summarized below, which entitled the holders thereof to ultimately acquire shares of common stock, from its calculation of earnings per share, as their effect would have been anti-dilutive. Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share June 30, June 30, 2021 2020 Selling Agent Warrants - 160,492 Shares reserved in exchange for the cancellation of certain non-voting membership interest in Edison Nation Holdings, LLC - 990,000 Shares reserved in exchange for the cancellation of certain non-voting membership interest in EVNT, LLC 1,000,000 - Placement Agent Warrants 4,911,692 - Options 80,000 80,000 Convertible shares under notes payable 2,700,587 999,536 Warrants for noteholders 45,491,829 750,000 Warrants for investors 1,500,000 - Restricted stock units - 270,000 Series B Convertible Stock - - Shares to be issued - 46,500 Total $ 55,684,108 $ 3,296,528 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) Subsequent Events The Company has evaluated subsequent events through the date which the financial statements were issued. Based upon such evaluation, except for items described in Note 15, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the financial statements. Segment Reporting The Company uses “the management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. The Company’s chief operating decision maker is the Chairman and Chief Executive Officer (“CEO”) of the Company, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. The Company deploys resources on a consolidated level to all brands of the Company and therefore the Company only identifies one reportable operating segment with multiple product offerings. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
Acquisitions and Divestitures
Acquisitions and Divestitures | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions and Divestitures | Note 3 — Acquisitions and Divestitures Divestiture of Subsidiary On March 12, 2021, the bankruptcy court approved the sale of the CBAV1, LLC Assets to BTL Diffusion SARL, the winning bidder, at the auction held on March 10, 2021 and March 11, 2021 for a total sum of $ 3,000,000 2,650,000 150,000 200,000 CBAV1-BTL Transaction A first closing of the CBAV1-BTL Transaction occurred on April 16, 2021, with the transfer of assets and release of funds completed on April 21, 2021 (“ Final Closing Edison Nation The table below shows the assets that the Company transferred to BTL and the components of the loss on discontinued operations: Schedule of Loss on Income Operations of Discontinued Operations June 30, 2021 Cash received from buyer 2,529,565 Accounts receivable (293,005 ) Inventory (665,522 ) Prepaid expenses (160,666 ) Intangible assets (5,540,952 ) Loss on divestiture 4,130,580 Operating loss of discontinued operations 178,200 Bankruptcy costs 650,000 Loss on discontinued operations 4,958,780 On February 17, 2020, the Company divested its Cloud B, Inc. subsidiary and entered into an Agreement for the Purchase and Sale of Cloud B, Inc.(the “Purchase Agreement”), with Pearl 33 Holdings, LLC (the “Buyer”), pursuant to which the Buyer purchased from the Company (and the Company sold and assigned) 80,065 1.00 72.15 110,964 On February 17, 2020, as part of the sale of Cloud B, Inc., the Company entered into an indemnification agreement with Pearl 33 Holdings, LLC in connection with the divestiture of Cloud B, Inc., whereby pursuant to such agreement the Company is limited to the issuance of 150,000 405,000 The table below shows the assets and liabilities that the Company was relieved of in the transaction: Schedule of Business Combination of Assets and Liabilities February 17, 2020 Accounts payable 4,005,605 Accrued Expenses 370,289 Income Tax Payable 14,473 Notes Payable 900,000 Non-Controlling Interest 26,393 Shares to be issued to Buyer (405,000 ) Gain on divestiture $ 4,911,760 Please see Note 15 — Discontinued Operations Divestiture of Subsidiary- SRM Entertainment, LTD On November 30, 2020, the Company and its wholly owned subsidiary, SRM Entertainment, LTD entered into a Stock Exchange Agreement with Jupiter Wellness, Inc. (“Jupiter”). Under the terms of the Exchange Agreement, Jupiter agreed to purchase all outstanding shares of common stock (the “Exchange Shares”) issued by SRM from the Company. As consideration for the purchase of the Exchange Shares, Jupiter issued the Company 200,000 see Note 15 — Discontinued Operations Acquisitions On September 29, 2020, the Company entered into a Purchase and Sale Agreement (the “Agreement”) with Graphene Holdings, LLC, Mercury FundingCo, LLC, Ventus Capital, LLC and Jetco Holdings, LLC (together the “Sellers”) to acquire all outstanding Membership Units (the “Units”) of TBD Safety, LLC (“TBD”). Collectively, the Sellers owned all outstanding Units of TBD. Under the terms of the Agreement, the Company issued a total of Two Million Two Hundred Ten Thousand Three Hundred Eighty-Two ( 2,210,382 764,618 10,000,000 125,000 Asset Acquisitions Emmersive Entertainment On April 17, 2021, Vinco Ventures, Inc. (“Vinco”) and EVNT Platform, LLC, a wholly owned subsidiary of Vinco (“the Company” or “Buyer”), entered into (and closed on) a certain Asset Contribution Agreement (“Asset Contribution Agreement”) with Emmersive Entertainment, Inc. (“Emmersive” or “Seller”), pursuant to which Emmersive contributed/transferred to the Company the assets used for Emmersive’s business, which include digital assets, software and certain physical assets (the “Contributed Assets”) in consideration for, among other things, the Company assuming certain obligations of Emmersive, hiring certain employees, and issuing 1,000,000 1,000,000 4,000,000 Earn-Out Target 1 In the event that the Company (1) develops a minimally viable product for the NFT Technology to validate the utility of the product/platform with features to attract and transact with customers and (2) is successful on-boarding a minimum of 10 approved influential celebrities on or before December 31, 2021, the Company shall issue to Emmersive and/or Emmersive’s Shareholders, 1,000,000 Earn-Out Target 2 In the event that the Company generates a minimum of $ 7,000,000 1,750,000 1,000,000 Earn-Out Target 3: In the event that the Company generates a minimum of $ 28,000,000 7,000,000 1,000,000 Earn Out Target 4 In the event that the Company generates a minimum of $ 62,000,000 15,500,000 1,000,000 On April 17, 2021, the transactions under both the Asset Contribution Agreement and Amended Operating Agreement closed. The Preferred Units and Conditional Preferred Units were valued at $ 2,100,00 5,300,000 Honey Badger On November 10, 2020, the Company, through its wholly owned subsidiary, Honey Badger Media, LLC, entered into a series of transactions to acquire certain assets and license a platform with Honey Badger Media, LLC, a Delaware limited liability company, for $ 300,000 750,000 750,000 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 3 — Acquisitions and Divestitures (continued) HMNRTH On March 11, 2020, the Company issued 238,750 shares of our common stock to acquire the assets of HMNRTH, LLC. On July 1, 2020, the Company made payment in the amount of $ 70,850 to the principals of HMNRTH, LLC. The transaction was treated as an asset purchase and not accounted for as a business combination due to the limited inputs, processes and outputs, which did not meet the requirements to be a business. |
Variable Interest Entities
Variable Interest Entities | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | Note 4 — Variable Interest Entities The Company is involved in the formation of various entities considered to be Variable Interest Entities (“VIEs”). The Company evaluates the consolidation of these entities as required pursuant to ASC Topic 810 relating to the consolidation of VIEs. These VIEs are primarily partnerships formed to supply consumer goods to through various distribution and retail channels. The Company’s determination of whether it is the primary beneficiary of VIE is based in part on an assessment of whether or not the Company and its related parties are exposed to the majority of the risks and rewards of the entity. Typically, the Company is entitled to substantially all or portion of the economics of these VIEs. The Company is the primary beneficiary of the VIE entities. In April 2021, the Company agreed to unwind the joint venture of Ed Roses, LLC and recognized a loss of $ 301,645 The following table presents the carrying values of the assets and liabilities of entities that are VIEs and consolidated by the Company at June 30, 2021: Schedule of Variable Interest Entities June 30, 2021 December 31, 2020 Assets Current assets: Cash and cash equivalents $ 3,845 $ 10,481 Accounts receivable, net - 94,195 Inventory - 240,158 Prepaid expenses and other current assets - - Total current assets 3,845 344,834 Property and equipment, net - - Total assets $ 3,845 $ 344,834 Liabilities and stockholders’ equity Current liabilities: Accounts payable $ 29,164 $ 217,558 Accrued expenses and other current liabilities 43,473 113,576 Line of credit, net of debt issuance costs of $ 0 15,573 1,133,652 1,133,652 Notes payable, current - 150,000 Due to related party 315,666 315,666 Total current liabilities 1,521,955 1,930,452 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 4 — Variable Interest Entities — (Continued) The following table presents the operations of entities that are VIEs and consolidated by the Company at June 30, 2021: 2021 2020 2021 2020 For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Revenues, net $ 92,945 $ 1,051,945 $ 307,339 $ 1,274,477 Cost of revenues 9,530 789,000 93,685 994,923 Gross profit 83,415 262,945 213,654 279,554 Operating expenses: Selling, general and administrative 4,320 136,648 104,741 203,562 Operating income 79,095 126,297 108,913 75,992 Other (expense) income: Interest expense (34,010 ) (21,331 ) (7,760 ) (56,956 ) Total other (expense) income (34,010 ) (21,331 ) (7,760 ) (56,956 ) Loss before income taxes 45,085 104,966 101,153 19,036 Income tax expense - - - - Net income $ 45,085 $ 104,966 $ 101,153 $ 19,036 At June 30, 2021, the Company had one unconsolidated VIE, ZVV Media Partners, LLC (“ZVV”), for which the Company held a variable interest. Global Clean Solutions, LLC On May 20, 2020 (the “Effective Date”), the Company entered into an Agreement and Plan of Share Exchange (the “Share Exchange Agreement”) with PPE Brickell Supplies, LLC, a Florida limited liability company (“PPE”), and Graphene Holdings, LLC, a Wyoming limited liability company (“Graphene”, and together with PPE, the “Sellers”), whereby the Company purchased 25 250,000 0.001 50,000 699,000 Pursuant to the terms of the Share Exchange Agreement, the Sellers may earn additional shares of Common Stock upon Global realizing the following revenue targets: (i) In the event that Global’s total orders equal or exceed $ 1,000,000 200,000 10,000,000 100,000 25,000,000 125,000 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 4 — Variable Interest Entities — (Continued) On the Effective Date, the Company entered into an Amended Limited Liability Company Agreement of Global (the “Amended LLC Agreement”). The Amended LLC Agreement amends the original Limited Liability Company Agreement of Global, dated May 13, 2020. The Amended LLC defines the operating rules of Global and the ownership percentage of each member: Vinco Ventures, Inc. 50 25 25 On the Effective Date, the Company (as “Guarantor”) entered into a Secured Line of Credit Agreement (the “Credit Agreement”) with Global and PPE. Under the terms of the Credit Agreement, PPE is to make available to Global a revolving credit loan in a principal aggregate amount at any one time not to exceed $ 2,500,000 3 maturity date of six (6) months In the event of a default, any and all amounts due to PPE by Global, including principal and accrued but unpaid interest, shall increase by forty (40%) percent and the interest shall increase to five (5%) percent (the “Default Interest”). On the Effective Date, the Company (as “Guarantor”) entered into a Security Agreement (the “Security Agreement”) with Global (as “Borrower”) and PPE as the secured party, whereby the Company placed 1,800,000 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
Short-Term Investments
Short-Term Investments | 6 Months Ended |
Jun. 30, 2021 | |
Investments, All Other Investments [Abstract] | |
Short-Term Investments | Note 5 — Short-Term Investments As of June 30, 2021 and December 31, 2020, short-term investments consisted of the following: Schedule of Short-Term Investments June 30, December 31, 2021 2020 Jupiter Wellness, Inc. (JUPW) (i) $ 1,040,000 $ 1,040,000 Unrealized losses (144,400 ) (22,000 ) Total short-term investments $ 895,600 $ 1,018,000 (i) On November 30, 2020, the Company and its wholly owned subsidiary, SRM Entertainment, LTD entered into a Stock Exchange Agreement with Jupiter Wellness, Inc. (“Jupiter”). Under the terms of the Exchange Agreement, Jupiter purchased all outstanding shares of common stock (the “Exchange Shares”) issued by SRM from the Company. As consideration for the purchase of the Exchange Shares, Jupiter issued the Company 200,000 4.48 |
Property and Equipment, net
Property and Equipment, net | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Note 6 — Property and Equipment, net As of June 30, 2021 and December 31, 2020, property and equipment consisted of the following: Schedule of Property and Equipment June 30, December 31, 2021 2020 Land $ 79,100 $ 79,100 Buildings – rental property 463,635 463,635 Building improvements 800,225 800,225 Equipment and machinery 4,144,145 4,122,917 Furniture and fixtures 368,137 368,137 Computer software 55,500 - Molds 79,300 79,300 Vehicles 533,866 521,962 Property, Plant and Equipment, Gross 6,523,908 6,435,276 Less: accumulated depreciation (5,490,098 ) (5,424,475 ) Total property and equipment, net $ 1,033,810 $ 1,010,801 Depreciation expense for the six months ended June 30, 2021 and 2020 was $ 65,623 and $ 169,141 , respectively. |
Loan Receivable
Loan Receivable | 6 Months Ended |
Jun. 30, 2021 | |
Loan Receivable | |
Loan Receivable | Note 7 — Loan Receivable As of June 30, 2021 and December 31, 2020, loan receivable consisted of the following: Schedule of Loan Receivable June 30, December 31, 2021 2020 Loan to Zash Global Media and Entertainment Corporation (i) $ 5,000,000 $ - (i) On February 18, 2021, the Company loaned $ 5,000,000 3 August 17, 2023 |
Equity Method Investments
Equity Method Investments | 6 Months Ended |
Jun. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Note 8 — Equity Method Investments As of June 30, 2021 and December 31, 2020, the carrying amount of equity method investments consisted of the following: Schedule of Equity Method Investments June 30, December 31, 2021 2020 Investment in ZVV Media Partners, LLC (i) $ 12,000,000 $ - (i) On January 19, 2021, the Company, ZVV Media Partners, LLC (“ZVV”) and ZASH entered into a Contribution Agreement (the “Agreement”). The Company and ZASH established the newly formed entity, ZVV, in order to engage in the development and production of consumer facing content and related activities. |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Note 9 — Goodwill For the six months ended June 30, 2021, there was no The Company utilized the simplified test for goodwill impairment. The amount recognized for impairment is equal to the difference between the carrying value and the asset’s fair value. The valuation methods used in the quantitative fair value assessment was a discounted cash flow method and required management to make certain assumptions and estimates regarding certain industry trends and future profitability of our reporting units. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Note 10 — Debt As of June 30, 2021 and December 31, 2020, debt consisted of the following: Schedule of Debt June 30, December 31, 2021 2020 Line of credit: Lines of credit $ 1,133,652 $ 1,133,652 Receivable financing - 367,301 Total lines of credit 1,133,652 1,500,953 Senior convertible notes payable: Senior convertible notes payable– related parties 422,272 1,428,161 Convertible notes payable 10,000,000 591,104 Debt issuance costs (6,821,756 ) (280,511 ) Total long-term senior convertible notes payable 3,600,516 1,738,754 Less: current portion of long-term notes payable (3,333,333 ) (577,260 ) Noncurrent portion of long-term convertible notes payable 267,183 1,161,494 Notes payable: Notes payable 35,151 1,932,088 Debt issuance costs - (34,997 ) Total long-term debt 35,151 1,897,091 Less: current portion of long-term debt (15,185 ) (1,301,212 ) Noncurrent portion of long-term debt 19,966 595,879 Notes payable – related parties: Notes payable 876,500 2,827,512 Debt issuance costs - (33,833 ) Total notes payable – related parties: 876,500 2,793,679 Less: current portion of long-term debt – related parties (876,500 ) (1,389,922 ) Noncurrent portion of long-term debt – related parties $ - $ 1,403,757 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) Convertible Notes Payable Hudson Bay Financing- February 2021 On February 23, 2021 (the “Effective Date”), the Company consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “Purchase Agreement”) entered into by the Company on February 18, 2021 with one accredited investor (the “Investor”), the Company issued a Senior Convertible Note for the purchase price of $ 10,000,000 (the “Note”) and five ( 5 ) year warrants (the “February Warrants”) to purchase shares of the Company’s common stock, par value $ 0.001 per share (“Common Stock”). The Company issued the February Warrants to the Investor representing the right to acquire an aggregate of 18,568,188 3.722 The Note carries an interest rate of 6 February 23, 2022 4.847 12 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) Pursuant to the Purchase Agreement, the Investor received a Warrant in an amount equal to 900 % of the shares of Common Stock initially issuable to the Investor pursuant to the conversion terms of the Investor’s Note. The Warrant contains an exercise price of $ 3.722 per share, subject to adjustments as provided under the terms of the Warrant. In connection with the closing of the Offering, the Warrant was exercisable for an aggregate of 18,568,188 shares of Common Stock (the “Warrant Shares”). As of June 30, 2021, the Investor has exercised 13,968,188 The Company also entered into a Registration Rights Agreement with the Investor (the “Registration Rights Agreement”). The Registration Rights Agreement provides that the Company shall (i) file with the Securities and Exchange Commission (the “Commission”) a Registration Statement by 30 days following the Closing Date of the Purchase Agreement to register the Conversion Shares and Warrant Shares (the “Registration Statement”); and (ii) use all commercially reasonable efforts to have the Registration Statement declared effective by the Commission within 60 days following the Closing Date or at the earliest possible date, or 75 days following the Closing Date if the Registration Statement receives comments from the Commission. Palladium Capital Group, LLC. (the “Placement Agent”) acted as placement agent for the Offering. The Placement Agent received cash compensation of $ 900,000 1,650,346 3.722 On June 4, 2021, the Company entered into a warrant exercise agreement (the “June 2021 Warrant Agreement”) with the Investor whereby the Company agreed to issue additional warrants, to purchase shares of Common Stock at a per-share exercise price equal to $ 3.30 Subject to the terms of June 2021 Warrant Agreement, the Company shall issue and deliver Incentive Warrants to the Investor to initially purchase zero shares of Common Stock, which number of shares shall be subject to adjustment, including the provision of Incentive Warrants on a 1.75-for-one basis for the additional exercise of each Existing Warrant on or prior to July 7, 2021. During the six months ended June 30, 2021, the Investor exercised 15,898,188 27,821,829 The June 2021 Warrant Agreement includes customary representations, warranties and covenants, and customary conditions to closing, expense and reimbursement obligations and termination provisions. On July 7, 2021, the Company entered into an Amendment to the June 2021 Warrant Agreement (the “Amendment Agreement”). Under the terms of the Amendment Agreement, the exercise date for the June Warrants has been extended to August 9, 2021 (the “Adjustment Date”). Hudson Bay Financing- January 2021 On January 25, 2021 (the “Effective Date”), the Company consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “Purchase Agreement”) entered into by the Company on January 21, 2021 with Hudson Bay Master Fund, Ltd (the “Investor”), the Company issued a Senior Convertible Note for the purchase price of $ 12,000,000 (the “Note”) and a five ( 5 ) year warrant (the “January Warrant”) to purchase shares of the Company’s common stock, par value $ 0.001 per share (“Common Stock”). The Company issued the January Warrants to the Investor representing the right to acquire an aggregate of 15,000,000 0.001 2.00 The Investor converted $ 11,000,000 of principal and $ 39,190 of interest into 5,519,595 of the Company’s common shares. The Note carries an interest rate of 6 2.00 12 Pursuant to the Purchase Agreement, the Investor received a Warrant in an amount equal to 250 % of the shares of Common Stock initially issuable to each Investor pursuant to the Investor’s Note. The Warrant contains an exercise price of $ 2.00 per share. In connection with the closing of the Offering, the Warrant was issued to purchase an aggregate of 15,000,000 shares of Common Stock (the “Warrant Shares”). As of June 30, 2021, the Investor has exercised 15,000,000 The Company also entered into a Registration Rights Agreement with the Investor (the “Registration Rights Agreement”). The Registration Rights Agreement provides that the Company shall (i) file with the Securities and Exchange Commission (the “Commission”) a Registration Statement by 30 days following the Closing Date to register the Conversion Shares and Warrant Shares (the “Registration Statement”); and (ii) use all commercially reasonable efforts to have the Registration Statement declared effective by the Commission within 60 days following the Closing Date or at the earliest possible date, or 75 days following the Closing Date if the Registration Statement receives comments from the Commission. Palladium Capital Group, LLC (the “Placement Agent”) acted as placement agent for the Offering. The Placement Agent received cash compensation of $ 1,080,000 January 25, 2021 480,000 2.00 On May 24, 2021, the Company entered into a warrant exercise agreement (the “May 2021 Warrant Agreement”) with the Investor who agreed to exercise 2,870,000 3.20 13,070,000 13,070,000 Subject to the terms of May 2021 Warrant Agreement, (i) the Investor shall pay to the Company an amount equal to the exercise price of the January Warrants in effect as of the date of such exercise multiplied by 2,870,000 shares (as adjusted for any share split or similar transaction after the date hereof) (the “Exercised Warrant Shares”) and (ii) the Company shall issue and deliver Incentive Warrants to the Investor to initially purchase an aggregate number of shares equal to the number of Exercised Warrant Shares, which number of shares shall be subject to adjustment, including the provision of Incentive Warrants on a one-for-one basis for the additional exercise of each January Warrant on or prior to June 1, 2021 The May 2021 Warrant Agreement includes customary representations, warranties and covenants, and customary conditions to closing, expense and reimbursement obligations and termination provisions. Jefferson Street Capital Financing On July 29, 2020, the Company entered into a Securities Purchase Agreement (the “Agreement”) with Jefferson Street Capital, LLC (the “Investor”) wherein the Company issued the Investor a Convertible Promissory Note (the “Note”) in the amount of $ 224,000 24,000 6 January 29, 2021 2% 14,266 260,233 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) On April 7, 2020, the Company entered into a Securities Purchase Agreement (the “Agreement”) with Jefferson Street Capital, LLC (the “Investor”) wherein the Company issued the Investor a Convertible Promissory Note (the “Note”) in the amount of $ 168,000 ($ 18,000 OID). The Note has a term of six ( 6 ) months, is due on October 7, 2020 and has a one-time interest charge of 2% . In addition, the Company issued the Investor 10,700 shares of Common Stock (the “Origination Shares”) as an origination fee. The transaction closed on April 9, 2020. On October 7, 2020, the Company and Investor entered into a Forbearance Agreement (the “Forbearance Agreement”). Under the terms of the Forbearance Agreement, the Company requested and the Investor agreed to temporarily forebear, until the earlier of (i) December 9, 2020 or (ii) at such time as a default shall occur under and pursuant to the Purchase Agreement, the Note or the Agreement, from exercising its right to convert amounts due under the Note into Common Stock of the Company, in exchange for a one-time cash payment forbearance fee equal to $ 12,500 On December 23, 2020, the Investor submitted a Notice of Conversion for $ 45,000 750 41,730 54,830 54,830 BHP Capital Financing On April 7, 2020, the Company entered into a Securities Purchase Agreement (the “Agreement”) with BHP Capital NY Inc. (the “Investor”) wherein the Company issued the Investor a Convertible Promissory Note (the “Note”) in the amount of $ 168,000 18,000 6 October 7, 2020 2% 10,700 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) 32E Financing On December 4, 2019, the Company agreed to issue and sell to 32 Entertainment LLC (“32E”) a 10% Senior Secured Note (the “32E Note”), in the principal amount of $ 250,000 December 4, 2020 10,000 250,000 200,000 16% 50,000 6,250 56,250 40,000 Promissory Notes On January 2, 2020, Ed Roses, LLC (the “Partnership”) entered into a Loan Agreement (the “Agreement”) with Sook Hyun Lee (the “Lender”). Under the terms of the Agreement, the Lender agreed to lend $ 150,000 April 15, 2020 15% 30,000 75,000 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) On January 10, 2020, the Company entered into a 5% Promissory Note Agreement with Equity Trust Company on behalf of Rawleigh Ralls (“Ralls”) for an aggregate principal amount of $ 267,000 250,000 17,000 125,000 86,725 On January 15, 2020, the Company entered into a 5% Promissory Note Agreement with Paul J. Solit & Julie B. Solit (“Solits”) for an aggregate principal amount of $ 107,000 100,000 7,000 50,000 31,755 On January 17, 2020, the Company entered into a 5% Promissory Note Agreement with Richard O’Leary (“O’Leary”) (“Lender”) for an aggregate principal amount of $ 53,500 50,000 3,500 25,000 16,797 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) Paycheck Protection Program On April 15, 2020, the Company entered into a loan agreement (“PPP Loan”) with First Choice Bank under the Paycheck Protection Program (the “PPP”), which is part of the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the United States Small Business Administration (“SBA”). The Company received proceeds of $ 789,852 1.00% April 15, 2022 789,852 On May 4, 2020, TBD Safety, LLC, the Company’s wholly owned subsidiary, entered into a loan agreement (“PPP Loan”) with First Home Bank under the Paycheck Protection Program (the “PPP”), which is part of the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the United States Small Business Administration (“SBA”). The Company received proceeds of $ 62,500 1.00% May 4, 2022 On April 16, 2021, the TBD Safety PPP loan was forgiven the carrying value of $ 62,500 Receivables Financing On February 21, 2020, the Company entered into a receivables financing arrangement for certain receivables of the Company not to exceed $ 1,250,000 85% 1% 2% On November 12, 2019, the Company entered into a Receivables Purchase Agreement with a financial institution (the “Receivables Purchase Agreement”), whereby the Company agreed to the sale of $ 250,000 200,000 In April 2019, we entered into a receivables financing arrangement for certain receivables of the Company. The agreement allows for borrowings up to 80% 1% 2% Line of Credit On the Effective Date, the Company (as “Guarantor”) entered into a Secured Line of Credit Agreement (the “Credit Agreement”) with Global and PPE. Under the terms of the Credit Agreement, PPE is to make available to Global a revolving credit loan in a principal aggregate amount at any one time not to exceed $ 2,500,000 The Note shall accrue interest at 3% per annum and have a maturity date of six (6) months. In the event of a default, any and all amounts due to PPE by Global, including principal and accrued but unpaid interest, shall increase by forty (40%) percent and the interest shall increase to five (5%) percent (the “Default Interest”). 1,133,652 The scheduled maturities of the debt for the next five years as of June 30, 2021, are as follows: Schedule of Maturities of Long-term Debt For the Years Ended December 31, Amount 2021 (excluding the six months ended June 30, 2021) 2,017,659 2022 10,015,530 2023 434,386 2024 - 2025 - Thereafter - Long-term Debt, Gross 12,467,575 Less: debt discount (6,821,756 ) Long-term Debt $ 5,645,819 For the three and six months ended June 30, 2021, interest expense was $ 2,715,481 15,410,414 277,083 847,154 1,571,111 75,692 152,326 |
Warrant Liability
Warrant Liability | 6 Months Ended |
Jun. 30, 2021 | |
Warrant Liability | |
Warrant Liability | Note 11 — Warrant Liability For the six months ended June 30, 2021, the Company issued warrants to purchase shares of the Company’s common stock related to multiple private placements. The warrants are as follows: Schedule of Warrants Issued to Purchase Common Stock Warrant Shares Exercise Price Hudson Bay Warrant; January 25, 2021 15,000,000 $ 2.000 Palladium Capital Warrant; January 25, 2021 480,000 $ 2.000 BHP Capital NY Warrant; January 28, 2021 1,500,000 $ 2.200 Hudson Bay Warrant; February 23, 2021 18,568,188 $ 3.722 Palladium Capital Warrant; February 23, 2021 1,650,346 $ 3.722 Hudson Bay Warrant; May 24, 2021 13,070,000 $ 3.200 Palladium Capital Warrant; May 24, 2021 1,200,000 $ 3.200 BHP Capital Warrant; June 4, 2021 1,500,000 $ 3.200 Hudson Bay Warrant; June 4, 2021 27,821,829 $ 3.300 Palladium Capital Warrant; June 4, 2021 2,071,346 $ 3.300 The warrants are subject to anti-dilution adjustments outlined in the Agreement. The warrants issued in the first quarter were classified as a liability with an initial fair value of $ 94,876,534 , of which $ 75,156,534 was immediately expensed and $ 19,720,000 was recorded as a deferred debt discount. The warrants issued in the second quarter were classified as a liability with an initial fair value of $ 133,699,181 773,447 37,154,989 139,695,115 . The warrants were valued using the Black-Scholes pricing model to calculate the grant-date fair value upon issuance of the warrants with the following assumptions: Schedule of Warrant Assumptions Dividend Yield Expected Volatility Risk-free Interest Rate Expected Life Hudson Bay Warrant; January 25, 2021 0.00 % 109.95 % 0.13 % 2.5 Palladium Capital Warrant; January 25, 2021 0.00 % 109.95 % 0.13 % 2.5 BHP Capital NY Warrant; January 28, 2021 0.00 % 110.00 % 0.12 % 2.5 Hudson Bay Warrant; February 23, 2021 0.00 % 110.94 % 0.11 % 2.5 Palladium Capital Warrant; February 23, 2021 0.00 % 110.94 % 0.11 % 2.5 Hudson Bay Warrant; May 24, 2021 0.00 % 115.38 % 0.14 % 2.5 Palladium Capital Warrant; May 24, 2021 0.00 % 115.38 % 0.14 % 2.5 BHP Capital Warrant; June 4, 2021 0.00 % 117.11 % 0.16 % 2.5 Hudson Bay Warrant; June 4, 2021 0.00 % 117.14 % 0.16 % 2.5 Palladium Capital Warrant; June 4, 2021 0.00 % 117.14 % 0.16 % The warrants were valued using the Black-Scholes pricing model to calculate the June 30, 2021 fair value of the warrants with the following assumptions: Dividend Yield Expected Volatility Risk-free Interest Rate Expected Life Hudson Bay Warrant; January 25, 2021 0.00 % 118.33 % 0.25 % 2.5 Palladium Capital Warrant; January 25, 2021 0.00 % 118.33 % 0.25 % 2.5 BHP Capital NY Warrant; January 28, 2021 0.00 % 118.33 % 0.25 % 2.5 Hudson Bay Warrant; February 23, 2021 0.00 % 118.33 % 0.25 % 2.5 Palladium Capital Warrant; February 23, 2021 0.00 % 118.33 % 0.25 % 2.5 Hudson Bay Warrant; May 24, 2021 0.00 % 118.33 % 0.25 % 2.5 Palladium Capital Warrant; May 24, 2021 0.00 % 118.33 % 0.25 % 2.5 BHP Capital Warrant; June 4, 2021 0.00 % 118.33 % 0.25 % 2.5 Hudson Bay Warrant; June 4, 2021 0.00 % 118.33 % 0.25 % 2.5 Palladium Capital Warrant; June 4, 2021 0.00 % 118.33 % 0.25 % 2.5 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 12 — Related Party Transactions Forever 8 Fund, LLC On November 17, 2020, the Company, through its subsidiary, Edison Nation, LLC (the “Vendor”), entered into an Inventory Management Agreement (the “Agreement”) with the Forever 8 Fund, LLC (“F8”), an entity which our President holds a 45% ownership interest. Under the terms of the Agreement, F8 desires to maintain inventory of and sell to Vendor certain Products pursuant to the terms and conditions set forth in the Agreement. As consideration for the inventory management services provided under this Agreement, Vendor agrees to pay F8 a fee for each unit of each Product sold on a Platform determined in accordance with the fee schedule set forth in the applicable Product Schedule (the “Fee Schedule”) based on the Age of Inventory Sold set forth on the Fee Schedule (the “F8 Fees”). Prior to the signing of the agreement, F8 advanced the Vendor $239,283 that was utilized to pay for deposits with the Vendors factories. This Agreement shall commence on the Effective Date and shall continue in full force and effect until January 31, 2022 (the “Initial Term”), unless terminated earlier as provided in this Agreement. The balance outstanding at June 30, 2021 is $ 0 NL Penn Capital, LP and SRM Entertainment Group LLC As of June 30, 2021 and December 31, 2020, due to related party consists of net amounts due to SRM Entertainment Group LLC (“SRM LLC”) and NL Penn Capital, LP (“NL Penn”), the majority owner of both, which are owned by Chris Ferguson, our Chairman and Chief Executive Officer. The amount due to NL Penn was assigned to TXC Services, LLC. The amount due to related parties is related to the acquisitions of Pirasta, LLC and Best Party Concepts, LLC offset by operating expenses that were paid by SRM and Edison Nation on behalf of SRM LLC and NL Penn. As of June 30, 2021 and December 31, 2020, the net amount due to related parties was $ 15,401 32,452 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 13— Commitments and Contingencies Employment Agreements On February 2, 2021, the Company entered into an Employment Agreement (the “Agreement”) with Christopher Ferguson (the “Executive”) for the role of Chief Executive Officer. The Agreement is effective as of November 12, 2020 (the “Effective Date”) and has a term of three ( 3 200,000 120,000 150,000 On February 2, 2021, the Company entered into an Employment Agreement (the “Agreement”) with Brett Vroman (the “Executive”) for the role of Chief Financial Officer. The Agreement is effective as of November 12, 2020 (the “Effective Date”) and has a term of three ( 3 200,000 120,000 150,000 100,000 On February 2, 2021, the Company entered into an Employment Agreement (the “Agreement”) with Brian Mc Fadden (the “Executive”) for the role of Chief Strategy Officer. The Agreement is effective as of November 12, 2020 (the “Effective Date”) and has a term of three ( 3 200,000 120,000 100,000 Operating Lease The Company has entered into non-cancellable operating leases for office, warehouse, and distribution facilities, with original lease periods expiring through 2022. In addition to minimum rent, certain of the leases require payment of real estate taxes, insurance, common area maintenance charges, and other executory costs. Differences between rent expense and rent paid are recognized as adjustments to operating lease right-of-use assets on the consolidated balance sheets. Total rent expense for the three and six months ended June 30, 2021 was $32.724 and $59,277, respectively. Total rent expense for the three and six months ended June 30, 2020 was $ 122,943 and $ 269,709 , respectively. Rent expense is included in general and administrative expense on the consolidated statements of operations. As of June 30, 2021, the Company had operating lease liabilities of $ 107,776 104,707 23,723 74,776 24,163 77,823 1.6 4.5% Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 13— Commitments and Contingencies — (Continued) Rental Income Fergco leases a portion of the building located in Washington, New Jersey that it owns under a month-to-month lease. Total rental income related to the leased space for both the three and six months ended June 30, 2021 was $ 28,703 54,407 25,703 51,407 Legal Contingencies The Company is involved in claims and litigation in the ordinary course of business, some of which seek monetary damages, including claims for punitive damages, which are not covered by insurance. For certain pending matters, accruals have not been established because such matters have not progressed sufficiently through discovery, and/or development of important factual information and legal information is insufficient to enable the Company to estimate a range of possible loss, if any. An adverse determination in one or more of these pending matters could have an adverse effect on the Company’s consolidated financial position, results of operations or cash flows. We are, and may in the future become, subject to various legal proceedings and claims that arise in or outside the ordinary course of business. Oceanside Traders, LLC v. Cloud b, Inc. and Vinco Ventures, Inc. f/k/a Edison Nation, Inc. On April 14, 2020, Oceanside Traders, LLC filed a complaint against Cloud B, Inc. and Vinco Ventures, Inc. with the Superior Court of Ocean County, State of New Jersey, alleging breach of contract and other claims resulting in total damages in the amount of $ 440,383 141,007 138,180 161,196 Under the terms of the Settlement Agreement, the Settling Defendants agreed to pay the Plaintiff the sum of $150,000 within one business day of execution of the Settlement Agreement. In exchange, the Plaintiff agreed to dismiss the Amended Complaint in its entirety and with prejudice against the Settling Defendants. The Company made payment in the amount of $150,000 on February 25, 2021. Rosenberg Fortuna & Laitman, LLP and Mark Principe v. Safe TV, LLC On March 13, 2019, Rosenberg Fortuna & Laitman, LLP and Mark Principe filed a complaint against Safe TV Shop, LLC with the Supreme Court of the State of New York, County of Nassau alleging a breach of indemnification arising out of the use of a certain packaging material. On February 12, 2020, the parties entered a Stipulation and Settlement and Consent Agreement for a Consent Judgment in the amount of $ 50,000 Under the terms of the Settlement, the Company is to make payment in the amount of $25,000 on or before April 9, 2021. The Company made payment in the amount of $25,000 on April 8, 2021. Gerald Whitt, et al. v. Vinco Ventures, CBAV1, LLC, et al. On October 27, 2020, Gerald Whitt, et al, the minority shareholders of Cloud b Inc. (“Whitt Plaintiffs”) filed a civil complaint in the Superior Court of the State of California against Vinco Ventures, Inc., CBAV1, LLC and other parties, alleging fraudulent concealment, breach of fiduciary duty, breach of contract, breach of confidence, intentional misrepresentation, negligent misrepresentation, unfair business practices and civil conspiracy (the “ Whitt Complaint 8,000,000 500,000 In re CBAV1, LLC, Debtor, Chapter 11 Bankruptcy/In re Cloud b, Inc., Debtor Chapter 7 Bankruptcy On October 30, 2020, CBAV1, LLC filed a voluntary petition under Chapter 11 of title 11 of the United States Code, as amended (the “ Bankruptcy Code On October 30, 2020, Cloud b filed a voluntary petition under Chapter 7 of the Bankruptcy Code. On November 15, 2020, a prospective buyer entered into a non-binding letter of intent to purchase the CBAV1 Assets for $2,250,000. 2,250,000 On March 12, 2021, the court approved the sale of the CBAV1 Assets to the winning bidder at the auction held on March 10, 2021 and March 11, 2021 for the total sum of $3,000,000 US. A cash payment in the amount of $2,650,000, less certain credits, was made at closing on April 21, 2021 with additional payments in the amounts of $150,000 US due on April 15, 2022 and $200,000 US on April 15, 2023 Vinco Ventures, Inc., et al. v. Milam Knecht & Warner, LLP, Michael D. Milam, Gerald Whitt, Alexander Whitt, et al. On December 31, 2020, Vinco Ventures, Inc., and other parties, filed a complaint against the Whitt Plaintiffs, and other parties, with the United States District Court for Eastern District of Pennsylvania, alleging intentional misrepresentation, negligent misrepresentation, negligence, conspiracy, unfair business practices, abuse of process, civil extortion, trade libel and defamation. Defendants entered their appearances, Plaintiffs filed an amended complaint and Defendants filed motions to dismiss the complaint, which are currently pending before the Court. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stockholders’ Equity | Note 14 — Stockholders’ Equity Common Stock The Company is authorized to issue 250,000,000 shares of common stock. As of June 30, 2021 and December 31, 2020, there were 59,927,241 and 14,471,403 shares of common stock issued and outstanding, respectively. On January 29, 2021 (the “Effective Date”), the Company consummated the closing of a private placement offering of $ 3,300,000 1,500,000 5 During the six months ended June 30, 2021, warrant shares of 31,742,986 were exercised and the Company received net proceeds of $ 87,785,419 . Preferred Stock On October 16, 2020, the Company filed a Certificate of Designation (the “Designation”) with the Secretary of State of Nevada, which designates 1,000,000 0.001 1,000,000 On February 2, 2021, the Company filed an Amendment to the Certificate of Designation (the “Amendment”) for the Company’s Series B Convertible Preferred Stock (“Preferred Stock”). Under the Amendment, each share of Preferred Stock shall entitle the holder thereof to vote on all matters voted on by the holders of Common Stock, voting together as a single class with other shares entitled to vote at all meetings of the stockholders of the Corporation. With respect to any such vote, each share of Preferred Stock shall entitle the holder thereof to cast the number of votes equal to the number of whole shares of Common Stock into which such shares of Preferred Stock are then convertible (the “Conversion Shares”). Such right may be exercised at any annual meeting or special meeting, or pursuant to any written consent of stockholders. On March 25, 2020, the Company filed a certificate of amendment to the Company’s articles of incorporation with the Secretary of State of the State of Nevada in order to: (i) increase the number of shares of the Company’s authorized preferred stock, par value $ 0.001 0 30,000,000 On May 26, 2021, the Company issued 764,618 1,276,912 The Company is authorized to issue 30,000,000 0 764,618 Stock-Based Compensation On September 6, 2018, the Company’s board of directors approved an amendment and restatement of the Company’s omnibus incentive plan solely to reflect the Company’s name change to Edison Nation, Inc. Thus, the Edison Nation, Inc. Omnibus Incentive Plan (the “Plan”) which remains effective as of February 9, 2018, provides for the issuance of up to 1,764,705 287,659 The following table summarizes stock option awards outstanding at June 30, 2021: Schedule of Share-based Compensation, Stock Options, Activity Shares Weighted Average Exercise Price Remaining Contractual Life in Years Aggregate Intrinsic Value Balance, December 31, 2020 80,000 $ 7.01 3.2 - Granted - - - - Balance, June 30, 2021 80,000 $ 7.01 2.9 - Exercisable, June 30, 2021 80,000 $ 7.01 2.9 - As of June 30, 2021, there were no unvested options to purchase shares of the Company’s common stock and there was no unrecognized equity-based compensation expense that the Company expected to recognize over a remaining weighted-average period. Other Stock Awards The Company issued 2,861,227 shares of common stock to employees for services valued at $ 7,495,864 for the six months ended June 30, 2021. The Company issued 1,457,849 shares of common stock to vendors for services valued at $ 3,365,840 for the six months ended June 30, 2021. From time to time, the Company grants shares of common stock to consultants and non-employee vendors for services performed. The awards are valued at the market value of the underlying common stock at the date of grant and vest based on the terms of the contract which is usually upon grant. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 14 — Stockholders’ Equity (continued) BHP Capital NY Inc. Private Placement – January 2021 On January 28, 2021 (the “Effective Date”), the Company consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “SPA”) entered into by the Company on January 28, 2021 with BHP Capital NY Inc (the “Investor”), the Company issued 1,500,000 5 0.001 Pursuant to the SPA, the Investor received a Warrant in an amount equal to 100 2.20 1,500,000 The Company also entered into a Registration Rights Agreement with the Investor (the “Registration Rights Agreement”). The Registration Rights Agreement provides that the Company shall (i) file with the Securities and Exchange Commission (the “Commission”) a Registration Statement by 30 days following the Closing Date to register the Conversion Shares and Warrant Shares (the “Registration Statement”); and (ii) use all commercially reasonable efforts to have the Registration Statement declared effective by the Commission within 60 days following the Closing Date or at the earliest possible date, or 75 days following the Closing Date if the Registration Statement receives comments from the Commission. On January 28, 2021 (the “Effective Date”), the Company consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “SPA”) entered into by the Company on January 28, 2021 with BHP Capital NY Inc (the “Investor”), the Company issued 1,500,000 5 0.001 Pursuant to the SPA, the Investor received a Warrant in an amount equal to 100 2.20 1,500,000 On June 4, 2021, the Company entered into a warrant exercise agreement (the “Agreement”) with BHP Capital NY Inc. (“BHP”) who agreed to exercise a portion of the January Warrants and the Company agreed to issue additional warrants, to purchase shares of Common Stock at a per-share exercise price equal to $ 3.20 1,500,000 1,500,000 1,500,000 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Note 15 — Discontinued Operations Discontinued operations are accounted for in accordance with the provisions of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Section 360-10-35 Property, Plant and Equipment. In accordance with FASB ASC Section 360-10-35, the net assets of discontinued operations are recorded on our consolidated balance sheets at carrying value. The results of operations of discontinued operations are segregated from continuing operations and reported separately as discontinued operations in our consolidated statements of loss and comprehensive loss. On March 12, 2021, the bankruptcy court approved the sale of the CBAV1, LLC Assets to BTL Diffusion SARL, the winning bidder, at the auction held on March 10, 2021 and March 11, 2021 for a total sum of $ 3,000,000 2,650,000 150,000 200,000 CBAV1-BTL Transaction A first closing of the CBAV1-BTL Transaction occurred on April 16, 2021, with the transfer of assets and release of funds completed on April 21, 2021 (“ Final Closing Edison Nation On November 30, 2020, the Company (the “Seller”) and its wholly owned subsidiary, SRM Entertainment, LTD (“SRM”) entered into a Stock Exchange Agreement (the “Exchange Agreement”) with Jupiter Wellness, Inc. (“Jupiter”)(the “Buyer”). Under the terms of the Exchange Agreement, the Buyer agreed to purchase all outstanding shares of common stock (the “Exchange Shares”) issued by SRM from the Seller. As consideration for the purchase of the Exchange Shares, the Buyer agreed to exchange 200,000 The following table presents the carrying values of the assets and liabilities of our discontinued operations at June 30, 2021 and December 31, 2020, respectively: Schedule of Balance Sheets and Income Operations of Discontinued Operations June 30, 2021 December 31, 2020 Assets Current assets: Accounts receivable, net $ - $ 220,964 Inventory - 559,737 Prepaid expenses and other current assets - 261,980 Total current assets - 1,042,680 Intangible assets, net - 5,739,524 Total assets $ - $ 6,782,204 Liabilities and stockholders’ equity Current liabilities: Accounts payable $ 120,729 $ 487,454 Total current liabilities $ 120,729 $ 487,454 The following table presents the summary results of operations of our discontinued operations for the three and six months ended June 30, 2021 and 2020, respectively: For the Three Months Ended June 30, For the Six Months 2021 2020 2021 2020 Revenues, net $ - $ 1,706,044 697,883 3,419,808 Cost of revenues - 884,848 490,195 1,939,541 Gross profit - 821,196 207,688 1,480,267 Operating expenses: Selling, general and administrative 99,286 393,077 385,888 1,396,127 Operating income (99,286 ) 428,119 178,200 84,140 Other (expense) income: (Loss) gain on disposal (4,308,780 ) - (4,308,780 ) 4,911,760 Total other (expense) income (4,308,780 ) - (4,308,780 ) 4,911,760 (Loss) income before income taxes (4,408,066 ) 428,119 (4,486,980 ) 4,995,900 Income tax expense - - - - Net (loss) income $ (4,408,066 ) $ 428,119 (4,486,980 ) 4,995,900 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 16 — Subsequent Events On July 7, 2021, the Company entered into an amendment agreement with Hudson Bay in connection with the January warrants and February warrants which extended the exercise period of the warrant exercise agreement dated June 4, 2021 to August 9, 2021. On July 23, 2021, Vinco entered into a Securities Purchase Agreement (the “Purchase Agreement”) with BHP Capital NY Inc. (the “Purchaser”) whereby Vinco agreed to (i) issue and sell to the Purchaser up to 1,007,194 0.001 2.78 1,007,194 2.78 2,800,000 3 50,360 50,360 On July 22, 2021 (the “Effective Date”), Vinco Ventures, Inc. (the “Company”) consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “Purchase Agreement”) entered into by the Company on July 22, 2021 with one accredited investor (the “Investor”), the Company issued a Senior Secured Convertible Note in the amount of $ 120,000,000 20,000,000 5 0.001 The Note shall carry no interest unless and until an event of default shall occur and matures on July 22, 2022 4.00 18 Pursuant to the Purchase Agreement, the Investor received a Warrant in an amount equal to 100 4.00 32,697,548 The Company also entered into a Registration Rights Agreement with the Investor (the “Registration Rights Agreement”). The Registration Rights Agreement provides that the Company shall (i) file with the Securities and Exchange Commission (the “Commission”) a Registration Statement by 30 days following the Closing Date of the Purchase Agreement to register the Conversion Shares and Warrant Shares (the “Registration Statement”); and (ii) use all commercially reasonable efforts to have the Registration Statement declared effective by the Commission within 60 days following the Closing Date or at the earliest possible date, or 75 days following the Closing Date if the Registration Statement receives comments from the Commission. Palladium Capital Group, LLC. (the “Placement Agent”) acted as placement agent for the Offering. The Placement Agent received cash compensation of $ 1,000,000 On July 19, 2021, Zash, Lomotif Private Limited (“Lomotif”), the Lomotif selling shareholders and ZVV, entered into a Deed of Variation and Supplement (the “Deed of Variation”) whereby, among other things, Zash novated all of its rights and obligations under the Lomotif SPA to ZVV and ZVV assumed all of Zash’s rights and obligations under the Lomotif SPA as if ZVV had been a party to the Lomotif SPA in place of Zash. On July 23, 2021, ZVV paid as consideration $ 100 80 On July 1, 2021, the Company issued a total of 30,000 94,800 On August 18, 2021, the Company entered into a warrant exercise agreement (the “Agreement”) with the Investor whereby the Parties agreed that, subject to the satisfaction (or waiver) of the conditions set forth in Sections 4 and 5 of the Agreement: (i) the Investor shall pay to the Company an amount equal to the Exercise Price as defined in the January Warrants and February Warrants (the “Existing Warrants”) in effect as of the date of such exercise multiplied by the Existing Warrant shares as defined in the Agreement; (ii) the Company shall issue and deliver to the Investor the Existing Warrant shares as set forth in Section 1 of the Existing Warrants; (iii) the Company shall issue and deliver to the Investor additional warrants to purchase an aggregate of 20,500,000 2.655 2,000,000 2.655 In addition, pursuant to the Agreement, the Parties also agreed, among other things, that (i) upon entering into the Agreement, the exercise price of the July Warrants is reduced to $ 2.655 On August 18, 2021, the Investor exercised the remaining 4,600,000 3.722 17,121,200 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Vinco Ventures, Inc. and its wholly-owned and majority owned subsidiaries. All intercompany balances and transactions have been eliminated. |
Reclassifications | Reclassifications Certain amounts previously presented in the consolidated financial statements have been reclassified to conform to the current year presentation. Such reclassifications had no effect on the previously reported net loss, Stockholders’ equity or cash flows. |
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, accounts receivable reserves, the valuation allowance related to the Company’s deferred tax assets, the recoverability and useful lives of long-lived assets, debt conversion features, stock-based compensation, certain assumptions related to the valuation of the reserved shares and the assets acquired and liabilities assumed related to the Company’s acquisitions. 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. |
Discontinued Operations | Discontinued Operations A component of an entity that is disposed of by sale or abandonment is reported as discontinued operations if the transaction represents a strategic shift that will have a major effect on an entity’s operations and financial results. The results of discontinued operations are aggregated and presented separately in the Consolidated Statement of Operations. Assets and liabilities of the discontinued operations are aggregated and reported separately as assets and liabilities of discontinued operations in the Consolidated Balance Sheet, including the comparative prior year period. The Company’s cash flows are reflected as cash flows from discontinued operations within the Company’s Consolidated Statements of Cash Flows for each period presented. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents in the consolidated financial statements. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) The Company has cash on deposit in several financial institutions which, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. The Company has not experienced losses in such accounts and periodically evaluates the creditworthiness of its financial institutions. The Company reduces its credit risk by placing its cash and cash equivalents with major financial institutions. The Company had approximately $ 74,756,573 |
Accounts Receivable | Accounts Receivable Accounts receivable are carried at their contractual amounts, less an estimate for uncollectible amounts. Management estimates the allowance for bad debts based on existing economic conditions, historical experience, the financial conditions of the customers, and the amount and age of past due accounts. Receivables are considered past due if full payment is not received by the contractual due date. Past due accounts are generally written off against the allowance for bad debts only after all collection attempts have been exhausted. No customers represented more than 10% of total accounts receivable. |
Inventory | Inventory Inventory is recorded at the lower of cost or net realizable value on a first-in, first-out basis. The Company reduces the carrying value of inventories for those items that are potentially excess, obsolete, or slow moving based on changes in customer demand, technology developments, or other economic factors. |
Short-Term Investments | Short-Term Investments Short-term investments consisted of equity securities. The Company classified its investments as trading securities. Accordingly, such investments were reported at fair market value, with the resultant unrealized gains and losses reported as a component of the consolidated statements of operations. Fair value for trading securities was determined by reference to quoted market prices. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation and amortization, which is recorded commencing at the in-service date using the straight-line method over the estimated useful lives of the assets, as follows: 3 5 5 7 6 10 10 15 5 5 5 7 40 |
Equity Method Investments | Equity Method Investments We apply the equity method of accou nting to investments when we have significant influence, but not controlling interest in the investee. Judgment regarding the level of influence over each equity method investment includes considering key factors such as ownership interest, representation on the board of directors, participation in policy-making decisions and material intercompany transactions. The Company’s proportionate share of the net income (loss) resulting from these investments will be reported under a line-item captioned equity method investment income in our Consolidated Statements of Operations. The carrying value of our equity method investments is reported in equity method investments in the Consolidated Balance Sheets. The Company’s equity method investments are reported at cost and adjusted each period for the Company’s share of the investee’s income or loss and dividend paid, if any. The Company classifies distributions received from equity-method investments using the cumulative earnings approach on the Consolidated Statements of Cash Flows. The Company assesses investments for impairment whenever events or changes in circumstances indicate that the carrying value of an investment may not be recoverable. The Company did not record any impairments relate |
Revenue Recognition | Revenue Recognition Generally, the Company considers all revenues as arising from contracts with custome rs. Revenue is recognized based on the five-step process outlined in the Accounting Standards Codification (“ASC”) 606: Step 1 – Identify the Contract with the Customer – A contract exists when (a) the parties to the contract have approved the contract and are committed to perform their respective obligations, (b) the entity can identify each party’s rights regarding the goods or services to be transferred, (c) the entity can identify the payment terms for the goods or services to be transferred, (d) the contract has commercial substance and it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) Step 2 – Identify Performance Obligations in the Contract – Upon execution of a contract, the Company identifies as performance obligations each promise to transfer to the customer either (a) goods or services that are distinct, or (b) a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. To the extent a contract includes multiple promised goods or services, the Company must apply judgement to determine whether the goods or services are capable of being distinct within the context of the contract. If these criteria are not met, the goods or services are accounted for as a combined performance obligation. Step 3 – Determine the Transaction Price – When (or as) a performance obligation is satisfied, the Company shall recognize as revenue the amount of the transaction price that is allocated to the performance obligation. The contract terms are used to determine the transaction price. Generally, all contracts include fixed consideration. If a contract did include variable consideration, the Company would determine the amount of variable consideration that should be included in the transaction price based on expected value method. Variable consideration would be included in the transaction price, if in the Company’s judgement, it is probable that a significant future reversal of cumulative revenue under the contract would not occur. Step 4 – Allocate the Transaction Price – After the transaction price has been determined, the next step is to allocate the transaction price to each performance obligation in the contract. If the contract only has one performance obligation, the entire transaction price will be applied to that obligation. If the contract has multiple performance obligations, the transaction price is allocated to the performance obligations based on the relative standalone selling price (SSP) at contract inception. Step 5 – Satisfaction of the Performance Obligations (and Recognize Revenue) – Revenue is recognized when (or as) goods or services are transferred to a customer. The Company satisfies each of its performance obligations by transferring control of the promised good or service underlying that performance obligation to the customer. Control is the ability to direct the use of and obtain substantially all of the remaining benefits from an asset. It includes the ability to prevent other entities from directing the use of and obtaining the benefits from an asset. Indicators that control has passed to the customer include: a present obligation to pay; physical possession of the asset; legal title; risks and rewards of ownership; and acceptance of the asset(s). Performance obligations can be satisfied at a point in time or over time. Substantially all of the Company’s revenues continue to be recognized when control of the goods is transferred to the customer, which is upon shipment of the finished goods to the customer. All sales have fixed pricing and there are currently no material variable components included in the Company’s revenue. Additionally, the Company will issue credits for defective merchandise, historically these credits for defective merchandise have not been material. |
Disaggregation of Revenue | Disaggregation of Revenue The Company’s primary revenue streams include the sale and/or licensing of consumer goods and packaging materials for innovative products. The Company’s licensing business is not material and has not been separately disaggregated for segment purposes. The Company’s disaggregated revenues for the three and six months ended June 30, 2021 and 2020 was as follows: Schedule of Disaggregation of Revenue 2021 2020 2021 2020 For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Revenues: Product sales $ 2,626,689 $ 5,123,067 $ 5,114,558 $ 7,036,204 Service - - - - Licensing 65,122 50,915 142,415 91,124 Total revenues, net $ 2,691,811 $ 5,173,982 $ 5,256,973 $ 7,127,328 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) For the three and six months ended June 30, 2021 and 2020, the following customer represented more than 10% of total net revenues: Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Customer: Customer A 11 % * 11 % * Customer B * 11 % * * Customer C * 11 % * * * Customer did not represent greater than 10% of total net revenue. For the three and six months ended June 30, 2021 and 2020, the following geographical regions represented more than 10% of total net revenues: For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Region: North America 100 % 98 % 100 % 93 % * Region did not represent greater than 10% of total net revenue. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) |
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”) which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. 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 cash, accounts receivable and accounts payable, approximate fair values due to the short-term nature of these instruments. The carrying amount of the Company’s notes payable approximates fair value because the effective yields on these obligations, which include contractual interest rates, taken together with other features such as concurrent issuance of warrants, are comparable to rates of returns for instruments of similar credit risk. The loan held for investment was acquired at fair value, which resulted in a discount. The following fair value of financial assets and liabilities and the input level used to determine the fair value at June 30, 2021 is presented below: Schedule of Fair Value Financial Assets and Liabilities Fair Value Measurements as of June 30, 2021 Level 1 Level 2 Level 3 Assets: Short-term investments $ 895,600 $ $ - Liabilities: Warrant liability - - 139,695,115 Total 895,600 - 139,695,115 The following fair value of financial assets and liabilities and the input level used to determine the fair value at December 31, 2020 is presented below: Fair Value Measurements as of December 31, 2021 Level 1 Level 2 Level 3 Assets: Short-term investments $ 1,018,000 $ $ - Liabilities: Warrant liability - - - Total 1,018,000 - - The following table presents a reconciliation of the Company’s liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2021: Schedule of Reconciliation of Liabilities Measured at Fair Value Warrant Liability (Level 3) Balance, December 31, 2020 $ - Issuance of warrants 228,575,715 Change in fair value 773,447 Exercise of warrants (89,654,047 ) Balance, June 30, 2021 $ 139,695,115 U.S. equity stocks represent investment in stocks of U.S. based companies. The valuation inputs for U.S. equity stocks are based on the last published price reported on the major stock market on which the securities are traded and are primarily classified as Level 1. Securities whose valuation inputs are not based on observable market information are classified as Level 3. |
Warrant Accounting | Warrant Accounting The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. The Company classifies a warrant to purchase shares of its common stock as a liability on its consolidated balance sheets as this warrant is a free-standing financial instrument that may require the Company to transfer consideration upon exercise (Please see Note 11 — Warrant Liability |
Sequencing Policy | Sequencing Policy Under ASC 815-40-35, the Company follows a sequencing policy whereby, in the event that reclassification of contracts from equity to assets or liabilities is necessary pursuant to ASC 815 due to the Company’s inability to demonstrate it has sufficient authorized shares as a result of certain securities with a potentially indeterminable number of shares, shares will be allocated on the basis of the earliest issuance date of potentially dilutive instruments, with the earliest grants receiving the first allocation of shares. Pursuant to ASC 815, issuance of securities to the Company’s employees or directors are not subject to the sequencing policy. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) |
Foreign Currency Translation | Foreign Currency Translation The Company uses the United States dollar as its functional and reporting currency since the majority of the Company’s revenues, expenses, assets and liabilities are in the United States. Assets and liabilities in foreign currencies are translated using the exchange rate at the balance sheet date, while revenue and expense accounts are translated at the average exchange rates prevailing during the year. Equity accounts are translated at historical exchange rates. Gains and losses from foreign currency transactions and translation for the three and six months ended June 30, 2021 and 2020 and the cumulative translation gains and losses as of June 30, 2021 and December 31, 2020 were not material. |
Net Earnings or Loss per Share | Net Earnings or Loss per Share Basic net income (loss) per common share is computed by dividing net loss by the weighted average number of vested common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted average number vested of common shares, plus the net impact of common shares (computed using the treasury stock method), if dilutive, resulting from the exercise of dilutive securities. In periods when losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents because their inclusion would be anti-dilutive. As of June 30, 2021 and 2020, the Company excluded the common stock equivalents summarized below, which entitled the holders thereof to ultimately acquire shares of common stock, from its calculation of earnings per share, as their effect would have been anti-dilutive. Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share June 30, June 30, 2021 2020 Selling Agent Warrants - 160,492 Shares reserved in exchange for the cancellation of certain non-voting membership interest in Edison Nation Holdings, LLC - 990,000 Shares reserved in exchange for the cancellation of certain non-voting membership interest in EVNT, LLC 1,000,000 - Placement Agent Warrants 4,911,692 - Options 80,000 80,000 Convertible shares under notes payable 2,700,587 999,536 Warrants for noteholders 45,491,829 750,000 Warrants for investors 1,500,000 - Restricted stock units - 270,000 Series B Convertible Stock - - Shares to be issued - 46,500 Total $ 55,684,108 $ 3,296,528 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 2 — Summary of Significant Accounting Policies — (Continued) |
Subsequent Events | Subsequent Events The Company has evaluated subsequent events through the date which the financial statements were issued. Based upon such evaluation, except for items described in Note 15, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the financial statements. |
Segment Reporting | Segment Reporting The Company uses “the management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. The Company’s chief operating decision maker is the Chairman and Chief Executive Officer (“CEO”) of the Company, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. The Company deploys resources on a consolidated level to all brands of the Company and therefore the Company only identifies one reportable operating segment with multiple product offerings. Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Revenue | Schedule of Disaggregation of Revenue 2021 2020 2021 2020 For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Revenues: Product sales $ 2,626,689 $ 5,123,067 $ 5,114,558 $ 7,036,204 Service - - - - Licensing 65,122 50,915 142,415 91,124 Total revenues, net $ 2,691,811 $ 5,173,982 $ 5,256,973 $ 7,127,328 |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | For the three and six months ended June 30, 2021 and 2020, the following customer represented more than 10% of total net revenues: Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Customer: Customer A 11 % * 11 % * Customer B * 11 % * * Customer C * 11 % * * * Customer did not represent greater than 10% of total net revenue. For the three and six months ended June 30, 2021 and 2020, the following geographical regions represented more than 10% of total net revenues: For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Region: North America 100 % 98 % 100 % 93 % * Region did not represent greater than 10% of total net revenue. |
Schedule of Fair Value Financial Assets and Liabilities | The following fair value of financial assets and liabilities and the input level used to determine the fair value at June 30, 2021 is presented below: Schedule of Fair Value Financial Assets and Liabilities Fair Value Measurements as of June 30, 2021 Level 1 Level 2 Level 3 Assets: Short-term investments $ 895,600 $ $ - Liabilities: Warrant liability - - 139,695,115 Total 895,600 - 139,695,115 The following fair value of financial assets and liabilities and the input level used to determine the fair value at December 31, 2020 is presented below: Fair Value Measurements as of December 31, 2021 Level 1 Level 2 Level 3 Assets: Short-term investments $ 1,018,000 $ $ - Liabilities: Warrant liability - - - Total 1,018,000 - - |
Schedule of Reconciliation of Liabilities Measured at Fair Value | The following table presents a reconciliation of the Company’s liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2021: Schedule of Reconciliation of Liabilities Measured at Fair Value Warrant Liability (Level 3) Balance, December 31, 2020 $ - Issuance of warrants 228,575,715 Change in fair value 773,447 Exercise of warrants (89,654,047 ) Balance, June 30, 2021 $ 139,695,115 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | As of June 30, 2021 and 2020, the Company excluded the common stock equivalents summarized below, which entitled the holders thereof to ultimately acquire shares of common stock, from its calculation of earnings per share, as their effect would have been anti-dilutive. Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share June 30, June 30, 2021 2020 Selling Agent Warrants - 160,492 Shares reserved in exchange for the cancellation of certain non-voting membership interest in Edison Nation Holdings, LLC - 990,000 Shares reserved in exchange for the cancellation of certain non-voting membership interest in EVNT, LLC 1,000,000 - Placement Agent Warrants 4,911,692 - Options 80,000 80,000 Convertible shares under notes payable 2,700,587 999,536 Warrants for noteholders 45,491,829 750,000 Warrants for investors 1,500,000 - Restricted stock units - 270,000 Series B Convertible Stock - - Shares to be issued - 46,500 Total $ 55,684,108 $ 3,296,528 |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves [Line Items] | |
Schedule of Business Combination of Assets and Liabilities | The table below shows the assets and liabilities that the Company was relieved of in the transaction: Schedule of Business Combination of Assets and Liabilities February 17, 2020 Accounts payable 4,005,605 Accrued Expenses 370,289 Income Tax Payable 14,473 Notes Payable 900,000 Non-Controlling Interest 26,393 Shares to be issued to Buyer (405,000 ) Gain on divestiture $ 4,911,760 |
BTL [Member] | |
Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves [Line Items] | |
Schedule of Loss on Income Operations of Discontinued Operations | The table below shows the assets that the Company transferred to BTL and the components of the loss on discontinued operations: Schedule of Loss on Income Operations of Discontinued Operations June 30, 2021 Cash received from buyer 2,529,565 Accounts receivable (293,005 ) Inventory (665,522 ) Prepaid expenses (160,666 ) Intangible assets (5,540,952 ) Loss on divestiture 4,130,580 Operating loss of discontinued operations 178,200 Bankruptcy costs 650,000 Loss on discontinued operations 4,958,780 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The following table presents the carrying values of the assets and liabilities of entities that are VIEs and consolidated by the Company at June 30, 2021: Schedule of Variable Interest Entities June 30, 2021 December 31, 2020 Assets Current assets: Cash and cash equivalents $ 3,845 $ 10,481 Accounts receivable, net - 94,195 Inventory - 240,158 Prepaid expenses and other current assets - - Total current assets 3,845 344,834 Property and equipment, net - - Total assets $ 3,845 $ 344,834 Liabilities and stockholders’ equity Current liabilities: Accounts payable $ 29,164 $ 217,558 Accrued expenses and other current liabilities 43,473 113,576 Line of credit, net of debt issuance costs of $ 0 15,573 1,133,652 1,133,652 Notes payable, current - 150,000 Due to related party 315,666 315,666 Total current liabilities 1,521,955 1,930,452 The following table presents the operations of entities that are VIEs and consolidated by the Company at June 30, 2021: 2021 2020 2021 2020 For the Three Months Ended June 30, For the Six Months Ended June 30, 2021 2020 2021 2020 Revenues, net $ 92,945 $ 1,051,945 $ 307,339 $ 1,274,477 Cost of revenues 9,530 789,000 93,685 994,923 Gross profit 83,415 262,945 213,654 279,554 Operating expenses: Selling, general and administrative 4,320 136,648 104,741 203,562 Operating income 79,095 126,297 108,913 75,992 Other (expense) income: Interest expense (34,010 ) (21,331 ) (7,760 ) (56,956 ) Total other (expense) income (34,010 ) (21,331 ) (7,760 ) (56,956 ) Loss before income taxes 45,085 104,966 101,153 19,036 Income tax expense - - - - Net income $ 45,085 $ 104,966 $ 101,153 $ 19,036 |
Short-Term Investments (Tables)
Short-Term Investments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Investments, All Other Investments [Abstract] | |
Schedule of Short-Term Investments | As of June 30, 2021 and December 31, 2020, short-term investments consisted of the following: Schedule of Short-Term Investments June 30, December 31, 2021 2020 Jupiter Wellness, Inc. (JUPW) (i) $ 1,040,000 $ 1,040,000 Unrealized losses (144,400 ) (22,000 ) Total short-term investments $ 895,600 $ 1,018,000 (i) On November 30, 2020, the Company and its wholly owned subsidiary, SRM Entertainment, LTD entered into a Stock Exchange Agreement with Jupiter Wellness, Inc. (“Jupiter”). Under the terms of the Exchange Agreement, Jupiter purchased all outstanding shares of common stock (the “Exchange Shares”) issued by SRM from the Company. As consideration for the purchase of the Exchange Shares, Jupiter issued the Company 200,000 4.48 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | As of June 30, 2021 and December 31, 2020, property and equipment consisted of the following: Schedule of Property and Equipment June 30, December 31, 2021 2020 Land $ 79,100 $ 79,100 Buildings – rental property 463,635 463,635 Building improvements 800,225 800,225 Equipment and machinery 4,144,145 4,122,917 Furniture and fixtures 368,137 368,137 Computer software 55,500 - Molds 79,300 79,300 Vehicles 533,866 521,962 Property, Plant and Equipment, Gross 6,523,908 6,435,276 Less: accumulated depreciation (5,490,098 ) (5,424,475 ) Total property and equipment, net $ 1,033,810 $ 1,010,801 |
Loan Receivable (Tables)
Loan Receivable (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Loan Receivable | |
Schedule of Loan Receivable | As of June 30, 2021 and December 31, 2020, loan receivable consisted of the following: Schedule of Loan Receivable June 30, December 31, 2021 2020 Loan to Zash Global Media and Entertainment Corporation (i) $ 5,000,000 $ - (i) On February 18, 2021, the Company loaned $ 5,000,000 3 August 17, 2023 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Equity Method Investments | As of June 30, 2021 and December 31, 2020, the carrying amount of equity method investments consisted of the following: Schedule of Equity Method Investments June 30, December 31, 2021 2020 Investment in ZVV Media Partners, LLC (i) $ 12,000,000 $ - (i) On January 19, 2021, the Company, ZVV Media Partners, LLC (“ZVV”) and ZASH entered into a Contribution Agreement (the “Agreement”). The Company and ZASH established the newly formed entity, ZVV, in order to engage in the development and production of consumer facing content and related activities. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt | As of June 30, 2021 and December 31, 2020, debt consisted of the following: Schedule of Debt June 30, December 31, 2021 2020 Line of credit: Lines of credit $ 1,133,652 $ 1,133,652 Receivable financing - 367,301 Total lines of credit 1,133,652 1,500,953 Senior convertible notes payable: Senior convertible notes payable– related parties 422,272 1,428,161 Convertible notes payable 10,000,000 591,104 Debt issuance costs (6,821,756 ) (280,511 ) Total long-term senior convertible notes payable 3,600,516 1,738,754 Less: current portion of long-term notes payable (3,333,333 ) (577,260 ) Noncurrent portion of long-term convertible notes payable 267,183 1,161,494 Notes payable: Notes payable 35,151 1,932,088 Debt issuance costs - (34,997 ) Total long-term debt 35,151 1,897,091 Less: current portion of long-term debt (15,185 ) (1,301,212 ) Noncurrent portion of long-term debt 19,966 595,879 Notes payable – related parties: Notes payable 876,500 2,827,512 Debt issuance costs - (33,833 ) Total notes payable – related parties: 876,500 2,793,679 Less: current portion of long-term debt – related parties (876,500 ) (1,389,922 ) Noncurrent portion of long-term debt – related parties $ - $ 1,403,757 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) Convertible Notes Payable Hudson Bay Financing- February 2021 On February 23, 2021 (the “Effective Date”), the Company consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “Purchase Agreement”) entered into by the Company on February 18, 2021 with one accredited investor (the “Investor”), the Company issued a Senior Convertible Note for the purchase price of $ 10,000,000 (the “Note”) and five ( 5 ) year warrants (the “February Warrants”) to purchase shares of the Company’s common stock, par value $ 0.001 per share (“Common Stock”). The Company issued the February Warrants to the Investor representing the right to acquire an aggregate of 18,568,188 3.722 The Note carries an interest rate of 6 February 23, 2022 4.847 12 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) Pursuant to the Purchase Agreement, the Investor received a Warrant in an amount equal to 900 % of the shares of Common Stock initially issuable to the Investor pursuant to the conversion terms of the Investor’s Note. The Warrant contains an exercise price of $ 3.722 per share, subject to adjustments as provided under the terms of the Warrant. In connection with the closing of the Offering, the Warrant was exercisable for an aggregate of 18,568,188 shares of Common Stock (the “Warrant Shares”). As of June 30, 2021, the Investor has exercised 13,968,188 The Company also entered into a Registration Rights Agreement with the Investor (the “Registration Rights Agreement”). The Registration Rights Agreement provides that the Company shall (i) file with the Securities and Exchange Commission (the “Commission”) a Registration Statement by 30 days following the Closing Date of the Purchase Agreement to register the Conversion Shares and Warrant Shares (the “Registration Statement”); and (ii) use all commercially reasonable efforts to have the Registration Statement declared effective by the Commission within 60 days following the Closing Date or at the earliest possible date, or 75 days following the Closing Date if the Registration Statement receives comments from the Commission. Palladium Capital Group, LLC. (the “Placement Agent”) acted as placement agent for the Offering. The Placement Agent received cash compensation of $ 900,000 1,650,346 3.722 On June 4, 2021, the Company entered into a warrant exercise agreement (the “June 2021 Warrant Agreement”) with the Investor whereby the Company agreed to issue additional warrants, to purchase shares of Common Stock at a per-share exercise price equal to $ 3.30 Subject to the terms of June 2021 Warrant Agreement, the Company shall issue and deliver Incentive Warrants to the Investor to initially purchase zero shares of Common Stock, which number of shares shall be subject to adjustment, including the provision of Incentive Warrants on a 1.75-for-one basis for the additional exercise of each Existing Warrant on or prior to July 7, 2021. During the six months ended June 30, 2021, the Investor exercised 15,898,188 27,821,829 The June 2021 Warrant Agreement includes customary representations, warranties and covenants, and customary conditions to closing, expense and reimbursement obligations and termination provisions. On July 7, 2021, the Company entered into an Amendment to the June 2021 Warrant Agreement (the “Amendment Agreement”). Under the terms of the Amendment Agreement, the exercise date for the June Warrants has been extended to August 9, 2021 (the “Adjustment Date”). Hudson Bay Financing- January 2021 On January 25, 2021 (the “Effective Date”), the Company consummated the closing of a private placement offering (the “Offering”) whereby pursuant to the Securities Purchase Agreement (the “Purchase Agreement”) entered into by the Company on January 21, 2021 with Hudson Bay Master Fund, Ltd (the “Investor”), the Company issued a Senior Convertible Note for the purchase price of $ 12,000,000 (the “Note”) and a five ( 5 ) year warrant (the “January Warrant”) to purchase shares of the Company’s common stock, par value $ 0.001 per share (“Common Stock”). The Company issued the January Warrants to the Investor representing the right to acquire an aggregate of 15,000,000 0.001 2.00 The Investor converted $ 11,000,000 of principal and $ 39,190 of interest into 5,519,595 of the Company’s common shares. The Note carries an interest rate of 6 2.00 12 Pursuant to the Purchase Agreement, the Investor received a Warrant in an amount equal to 250 % of the shares of Common Stock initially issuable to each Investor pursuant to the Investor’s Note. The Warrant contains an exercise price of $ 2.00 per share. In connection with the closing of the Offering, the Warrant was issued to purchase an aggregate of 15,000,000 shares of Common Stock (the “Warrant Shares”). As of June 30, 2021, the Investor has exercised 15,000,000 The Company also entered into a Registration Rights Agreement with the Investor (the “Registration Rights Agreement”). The Registration Rights Agreement provides that the Company shall (i) file with the Securities and Exchange Commission (the “Commission”) a Registration Statement by 30 days following the Closing Date to register the Conversion Shares and Warrant Shares (the “Registration Statement”); and (ii) use all commercially reasonable efforts to have the Registration Statement declared effective by the Commission within 60 days following the Closing Date or at the earliest possible date, or 75 days following the Closing Date if the Registration Statement receives comments from the Commission. Palladium Capital Group, LLC (the “Placement Agent”) acted as placement agent for the Offering. The Placement Agent received cash compensation of $ 1,080,000 January 25, 2021 480,000 2.00 On May 24, 2021, the Company entered into a warrant exercise agreement (the “May 2021 Warrant Agreement”) with the Investor who agreed to exercise 2,870,000 3.20 13,070,000 13,070,000 Subject to the terms of May 2021 Warrant Agreement, (i) the Investor shall pay to the Company an amount equal to the exercise price of the January Warrants in effect as of the date of such exercise multiplied by 2,870,000 shares (as adjusted for any share split or similar transaction after the date hereof) (the “Exercised Warrant Shares”) and (ii) the Company shall issue and deliver Incentive Warrants to the Investor to initially purchase an aggregate number of shares equal to the number of Exercised Warrant Shares, which number of shares shall be subject to adjustment, including the provision of Incentive Warrants on a one-for-one basis for the additional exercise of each January Warrant on or prior to June 1, 2021 The May 2021 Warrant Agreement includes customary representations, warranties and covenants, and customary conditions to closing, expense and reimbursement obligations and termination provisions. Jefferson Street Capital Financing On July 29, 2020, the Company entered into a Securities Purchase Agreement (the “Agreement”) with Jefferson Street Capital, LLC (the “Investor”) wherein the Company issued the Investor a Convertible Promissory Note (the “Note”) in the amount of $ 224,000 24,000 6 January 29, 2021 2% 14,266 260,233 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) On April 7, 2020, the Company entered into a Securities Purchase Agreement (the “Agreement”) with Jefferson Street Capital, LLC (the “Investor”) wherein the Company issued the Investor a Convertible Promissory Note (the “Note”) in the amount of $ 168,000 ($ 18,000 OID). The Note has a term of six ( 6 ) months, is due on October 7, 2020 and has a one-time interest charge of 2% . In addition, the Company issued the Investor 10,700 shares of Common Stock (the “Origination Shares”) as an origination fee. The transaction closed on April 9, 2020. On October 7, 2020, the Company and Investor entered into a Forbearance Agreement (the “Forbearance Agreement”). Under the terms of the Forbearance Agreement, the Company requested and the Investor agreed to temporarily forebear, until the earlier of (i) December 9, 2020 or (ii) at such time as a default shall occur under and pursuant to the Purchase Agreement, the Note or the Agreement, from exercising its right to convert amounts due under the Note into Common Stock of the Company, in exchange for a one-time cash payment forbearance fee equal to $ 12,500 On December 23, 2020, the Investor submitted a Notice of Conversion for $ 45,000 750 41,730 54,830 54,830 BHP Capital Financing On April 7, 2020, the Company entered into a Securities Purchase Agreement (the “Agreement”) with BHP Capital NY Inc. (the “Investor”) wherein the Company issued the Investor a Convertible Promissory Note (the “Note”) in the amount of $ 168,000 18,000 6 October 7, 2020 2% 10,700 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) 32E Financing On December 4, 2019, the Company agreed to issue and sell to 32 Entertainment LLC (“32E”) a 10% Senior Secured Note (the “32E Note”), in the principal amount of $ 250,000 December 4, 2020 10,000 250,000 200,000 16% 50,000 6,250 56,250 40,000 Promissory Notes On January 2, 2020, Ed Roses, LLC (the “Partnership”) entered into a Loan Agreement (the “Agreement”) with Sook Hyun Lee (the “Lender”). Under the terms of the Agreement, the Lender agreed to lend $ 150,000 April 15, 2020 15% 30,000 75,000 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) On January 10, 2020, the Company entered into a 5% Promissory Note Agreement with Equity Trust Company on behalf of Rawleigh Ralls (“Ralls”) for an aggregate principal amount of $ 267,000 250,000 17,000 125,000 86,725 On January 15, 2020, the Company entered into a 5% Promissory Note Agreement with Paul J. Solit & Julie B. Solit (“Solits”) for an aggregate principal amount of $ 107,000 100,000 7,000 50,000 31,755 On January 17, 2020, the Company entered into a 5% Promissory Note Agreement with Richard O’Leary (“O’Leary”) (“Lender”) for an aggregate principal amount of $ 53,500 50,000 3,500 25,000 16,797 Vinco Ventures, Inc. and Subsidiaries NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Note 10 — Debt — (Continued) Paycheck Protection Program On April 15, 2020, the Company entered into a loan agreement (“PPP Loan”) with First Choice Bank under the Paycheck Protection Program (the “PPP”), which is part of the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the United States Small Business Administration (“SBA”). The Company received proceeds of $ 789,852 1.00% April 15, 2022 789,852 On May 4, 2020, TBD Safety, LLC, the Company’s wholly owned subsidiary, entered into a loan agreement (“PPP Loan”) with First Home Bank under the Paycheck Protection Program (the “PPP”), which is part of the recently enacted Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) administered by the United States Small Business Administration (“SBA”). The Company received proceeds of $ 62,500 1.00% May 4, 2022 On April 16, 2021, the TBD Safety PPP loan was forgiven the carrying value of $ 62,500 Receivables Financing On February 21, 2020, the Company entered into a receivables financing arrangement for certain receivables of the Company not to exceed $ 1,250,000 85% 1% 2% On November 12, 2019, the Company entered into a Receivables Purchase Agreement with a financial institution (the “Receivables Purchase Agreement”), whereby the Company agreed to the sale of $ 250,000 200,000 In April 2019, we entered into a receivables financing arrangement for certain receivables of the Company. The agreement allows for borrowings up to 80% 1% 2% Line of Credit On the Effective Date, the Company (as “Guarantor”) entered into a Secured Line of Credit Agreement (the “Credit Agreement”) with Global and PPE. Under the terms of the Credit Agreement, PPE is to make available to Global a revolving credit loan in a principal aggregate amount at any one time not to exceed $ 2,500,000 The Note shall accrue interest at 3% per annum and have a maturity date of six (6) months. In the event of a default, any and all amounts due to PPE by Global, including principal and accrued but unpaid interest, shall increase by forty (40%) percent and the interest shall increase to five (5%) percent (the “Default Interest”). 1,133,652 The scheduled maturities of the debt for the next five years as of June 30, 2021, are as follows: Schedule of Maturities of Long-term Debt For the Years Ended December 31, Amount 2021 (excluding the six months ended June 30, 2021) 2,017,659 2022 10,015,530 2023 434,386 2024 - 2025 - Thereafter - Long-term Debt, Gross 12,467,575 Less: debt discount (6,821,756 ) Long-term Debt $ 5,645,819 |
Schedule of Maturities of Long-term Debt | The scheduled maturities of the debt for the next five years as of June 30, 2021, are as follows: Schedule of Maturities of Long-term Debt For the Years Ended December 31, Amount 2021 (excluding the six months ended June 30, 2021) 2,017,659 2022 10,015,530 2023 434,386 2024 - 2025 - Thereafter - Long-term Debt, Gross 12,467,575 Less: debt discount (6,821,756 ) Long-term Debt $ 5,645,819 |
Warrant Liability (Tables)
Warrant Liability (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Warrant Liability | |
Schedule of Warrants Issued to Purchase Common Stock | For the six months ended June 30, 2021, the Company issued warrants to purchase shares of the Company’s common stock related to multiple private placements. The warrants are as follows: Schedule of Warrants Issued to Purchase Common Stock Warrant Shares Exercise Price Hudson Bay Warrant; January 25, 2021 15,000,000 $ 2.000 Palladium Capital Warrant; January 25, 2021 480,000 $ 2.000 BHP Capital NY Warrant; January 28, 2021 1,500,000 $ 2.200 Hudson Bay Warrant; February 23, 2021 18,568,188 $ 3.722 Palladium Capital Warrant; February 23, 2021 1,650,346 $ 3.722 Hudson Bay Warrant; May 24, 2021 13,070,000 $ 3.200 Palladium Capital Warrant; May 24, 2021 1,200,000 $ 3.200 BHP Capital Warrant; June 4, 2021 1,500,000 $ 3.200 Hudson Bay Warrant; June 4, 2021 27,821,829 $ 3.300 Palladium Capital Warrant; June 4, 2021 2,071,346 $ 3.300 |
Schedule of Warrant Assumptions | The warrants were valued using the Black-Scholes pricing model to calculate the grant-date fair value upon issuance of the warrants with the following assumptions: Schedule of Warrant Assumptions Dividend Yield Expected Volatility Risk-free Interest Rate Expected Life Hudson Bay Warrant; January 25, 2021 0.00 % 109.95 % 0.13 % 2.5 Palladium Capital Warrant; January 25, 2021 0.00 % 109.95 % 0.13 % 2.5 BHP Capital NY Warrant; January 28, 2021 0.00 % 110.00 % 0.12 % 2.5 Hudson Bay Warrant; February 23, 2021 0.00 % 110.94 % 0.11 % 2.5 Palladium Capital Warrant; February 23, 2021 0.00 % 110.94 % 0.11 % 2.5 Hudson Bay Warrant; May 24, 2021 0.00 % 115.38 % 0.14 % 2.5 Palladium Capital Warrant; May 24, 2021 0.00 % 115.38 % 0.14 % 2.5 BHP Capital Warrant; June 4, 2021 0.00 % 117.11 % 0.16 % 2.5 Hudson Bay Warrant; June 4, 2021 0.00 % 117.14 % 0.16 % 2.5 Palladium Capital Warrant; June 4, 2021 0.00 % 117.14 % 0.16 % The warrants were valued using the Black-Scholes pricing model to calculate the June 30, 2021 fair value of the warrants with the following assumptions: Dividend Yield Expected Volatility Risk-free Interest Rate Expected Life Hudson Bay Warrant; January 25, 2021 0.00 % 118.33 % 0.25 % 2.5 Palladium Capital Warrant; January 25, 2021 0.00 % 118.33 % 0.25 % 2.5 BHP Capital NY Warrant; January 28, 2021 0.00 % 118.33 % 0.25 % 2.5 Hudson Bay Warrant; February 23, 2021 0.00 % 118.33 % 0.25 % 2.5 Palladium Capital Warrant; February 23, 2021 0.00 % 118.33 % 0.25 % 2.5 Hudson Bay Warrant; May 24, 2021 0.00 % 118.33 % 0.25 % 2.5 Palladium Capital Warrant; May 24, 2021 0.00 % 118.33 % 0.25 % 2.5 BHP Capital Warrant; June 4, 2021 0.00 % 118.33 % 0.25 % 2.5 Hudson Bay Warrant; June 4, 2021 0.00 % 118.33 % 0.25 % 2.5 Palladium Capital Warrant; June 4, 2021 0.00 % 118.33 % 0.25 % 2.5 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes stock option awards outstanding at June 30, 2021: Schedule of Share-based Compensation, Stock Options, Activity Shares Weighted Average Exercise Price Remaining Contractual Life in Years Aggregate Intrinsic Value Balance, December 31, 2020 80,000 $ 7.01 3.2 - Granted - - - - Balance, June 30, 2021 80,000 $ 7.01 2.9 - Exercisable, June 30, 2021 80,000 $ 7.01 2.9 - |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Balance Sheets and Income Operations of Discontinued Operations | The following table presents the carrying values of the assets and liabilities of our discontinued operations at June 30, 2021 and December 31, 2020, respectively: Schedule of Balance Sheets and Income Operations of Discontinued Operations June 30, 2021 December 31, 2020 Assets Current assets: Accounts receivable, net $ - $ 220,964 Inventory - 559,737 Prepaid expenses and other current assets - 261,980 Total current assets - 1,042,680 Intangible assets, net - 5,739,524 Total assets $ - $ 6,782,204 Liabilities and stockholders’ equity Current liabilities: Accounts payable $ 120,729 $ 487,454 Total current liabilities $ 120,729 $ 487,454 The following table presents the summary results of operations of our discontinued operations for the three and six months ended June 30, 2021 and 2020, respectively: For the Three Months Ended June 30, For the Six Months 2021 2020 2021 2020 Revenues, net $ - $ 1,706,044 697,883 3,419,808 Cost of revenues - 884,848 490,195 1,939,541 Gross profit - 821,196 207,688 1,480,267 Operating expenses: Selling, general and administrative 99,286 393,077 385,888 1,396,127 Operating income (99,286 ) 428,119 178,200 84,140 Other (expense) income: (Loss) gain on disposal (4,308,780 ) - (4,308,780 ) 4,911,760 Total other (expense) income (4,308,780 ) - (4,308,780 ) 4,911,760 (Loss) income before income taxes (4,408,066 ) 428,119 (4,486,980 ) 4,995,900 Income tax expense - - - - Net (loss) income $ (4,408,066 ) $ 428,119 (4,486,980 ) 4,995,900 |
Basis of Presentation and Nat_2
Basis of Presentation and Nature of Operations (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
Apr. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||||||
Loss on disposal of interest in joint venture | $ 301,645 | $ 301,645 | |||||||
Operating Income (Loss) | 4,971,030 | 1,208,807 | 15,720,129 | 3,808,843 | |||||
Operating IncomeLoss From Non Cash Activities | (11,085,000) | ||||||||
Business Acquisition Proforma Selling General and Administrative | (1,428,000) | ||||||||
Assets, Current | 80,620,757 | 80,620,757 | $ 5,342,183 | ||||||
Liabilities, Current | 8,829,464 | 8,829,464 | 11,285,663 | ||||||
Working Capital | 71,791,293 | 71,791,293 | |||||||
Convertible notes payable | 3,333,333 | 3,333,333 | 577,260 | ||||||
Assets | 121,276,499 | 121,276,499 | 28,028,207 | ||||||
Liabilities | 148,820,211 | 148,820,211 | 14,505,506 | ||||||
Warrant liability | 139,695,115 | 139,695,115 | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ 27,543,712 | $ (10,940,502) | $ 27,543,712 | $ (10,940,502) | $ 21,955,635 | $ (13,522,701) | $ (11,229,321) | $ (7,454,432) | |
Ed Roses, LLC [Member] | |||||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||||||
Loss on disposal of interest in joint venture | $ 301,645 | ||||||||
ZVV Media Partners, LLC [Member] | |||||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | |||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 50.00% | 50.00% |
Schedule of Disaggregation of R
Schedule of Disaggregation of Revenue (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Product Information [Line Items] | ||||
Total revenues, net | $ 2,691,811 | $ 5,173,982 | $ 5,256,973 | $ 7,127,328 |
Product Sales [Member] | ||||
Product Information [Line Items] | ||||
Total revenues, net | 2,626,689 | 5,123,067 | 5,114,558 | 7,036,204 |
Service [Member] | ||||
Product Information [Line Items] | ||||
Total revenues, net | ||||
Licensing Revenues [Member] | ||||
Product Information [Line Items] | ||||
Total revenues, net | $ 65,122 | $ 50,915 | $ 142,415 | $ 91,124 |
Schedule of Revenue from Extern
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas (Details) - Revenue Benchmark [Member] - Customer Concentration Risk [Member] | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
North America [Member] | ||||
Product Information [Line Items] | ||||
Concentration Risk, Percentage | 100.00% | 98.00% | 100.00% | 93.00% |
Customer A [Member] | ||||
Product Information [Line Items] | ||||
Concentration Risk, Percentage | 11.00% | 11.00% | ||
Customer B [Member] | ||||
Product Information [Line Items] | ||||
Concentration Risk, Percentage | 11.00% | |||
Customer C [Member] | ||||
Product Information [Line Items] | ||||
Concentration Risk, Percentage | 11.00% |
Schedule of Fair Value Financia
Schedule of Fair Value Financial Assets and Liabilities (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Short-term investments | $ 895,600 | $ 1,018,000 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Short-term investments | 895,600 | 1,018,000 |
Warrant liability | ||
Total | 895,600 | 1,018,000 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Short-term investments | ||
Warrant liability | ||
Total | ||
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Short-term investments | ||
Warrant liability | 139,695,115 | |
Total | $ 139,695,115 |
Schedule of Reconciliation of L
Schedule of Reconciliation of Liabilities Measured at Fair Value (Details) - Warrant Liability [Member] - Fair Value, Inputs, Level 3 [Member] | 6 Months Ended |
Jun. 30, 2021USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Balance, December 31, 2020 | |
Issuance of warrants | 228,575,715 |
Change in fair value | 773,447 |
Exercise of warrants | (89,654,047) |
Balance, June 30, 2021 | $ 139,695,115 |
Schedule of Antidilutive Securi
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 55,684,108 | 3,296,528 |
Series B Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | ||
Selling Agent Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 160,492 | |
Shares Reserved in Exchange for the Cancellation of Certain Non-Voting Membership Interest in Edison Nation Holdings, LLC [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 990,000 | |
Shares Reserved In Exchange for the Cancellation of Certain Non-Voting Membership Interest in EVNT, LLC [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,000,000 | |
Placement Agent Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,911,692 | |
Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 80,000 | 80,000 |
Convertible Debt Securities [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,700,587 | 999,536 |
Warrants for Noteholders [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 45,491,829 | 750,000 |
Warrants For Investors [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,500,000 | |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 270,000 | |
Shares to be Issued [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 46,500 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Cash and cash equivalents | $ 74,756,573 | $ 249,356 |
Office Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Office Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years | |
Furniture and Fixtures [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years | |
Furniture and Fixtures [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 7 years | |
Machinery and Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 6 years | |
Machinery and Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 10 years | |
Building Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 10 years | |
Building Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 15 years | |
Software Development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years | |
Vehicles [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years | |
Vehicles [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 7 years | |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 40 years |
Schedule of Loss on Income Oper
Schedule of Loss on Income Operations of Discontinued Operations (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves [Line Items] | ||||
Cash received from buyer | $ 2,529,564 | |||
Operating loss of discontinued operations | $ (4,780,580) | $ 428,119 | (4,958,780) | $ 4,995,900 |
BTL [Member] | ||||
Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves [Line Items] | ||||
Cash received from buyer | 2,529,565 | |||
Accounts receivable | (293,005) | (293,005) | ||
Inventory | (665,522) | (665,522) | ||
Prepaid expenses | (160,666) | (160,666) | ||
Intangible assets | $ (5,540,952) | (5,540,952) | ||
Loss on divestiture | 4,130,580 | |||
Operating loss of discontinued operations | 178,200 | |||
Bankruptcy costs | 650,000 | |||
Loss on discontinued operations | $ 4,958,780 |
Schedule of Business Combinatio
Schedule of Business Combination of Assets and Liabilities (Details) | Feb. 17, 2020USD ($) |
Business Combination and Asset Acquisition [Abstract] | |
Accounts payable | $ 4,005,605 |
Accrued Expenses | 370,289 |
Income Tax Payable | 14,473 |
Notes Payable | 900,000 |
Non-Controlling Interest | 26,393 |
Shares to be issued to Buyer | (405,000) |
Gain on divestiture | $ 4,911,760 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures (Details Narrative) - USD ($) | Apr. 15, 2023 | Apr. 15, 2022 | Apr. 17, 2021 | Mar. 12, 2021 | Jan. 05, 2021 | Nov. 30, 2020 | Nov. 10, 2020 | Sep. 29, 2020 | Jul. 02, 2020 | Jun. 30, 2020 | Mar. 11, 2020 | Feb. 17, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 |
Entity Listings [Line Items] | |||||||||||||||||
Common stock, shares outstanding | 59,927,241 | 59,927,241 | 14,471,403 | ||||||||||||||
Number of shares issued during acquisition, value | $ 1,252,500 | ||||||||||||||||
Revenues | $ 2,691,811 | $ 5,173,982 | 5,256,973 | $ 7,127,328 | |||||||||||||
Number of shares issued for acquisition of assets, value | $ 300,000 | $ 70,850 | |||||||||||||||
Number of shares issued for acquisition of assets | 750,000 | 750,000 | 238,750 | ||||||||||||||
Common Stock [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Number of shares issued during acquisition | 750,000 | ||||||||||||||||
Number of shares issued during acquisition, value | 750 | ||||||||||||||||
Preferred Stock [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Number of shares issued during acquisition | |||||||||||||||||
Number of shares issued during acquisition, value | |||||||||||||||||
Preferred Units [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Stock value | $ 2,100 | ||||||||||||||||
Conditional Preferred Units [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Stock value | $ 5,300,000 | ||||||||||||||||
Purchase Agreement [Member] | Cloud B Shares [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Number of shares issued during acquisition | 80,065 | ||||||||||||||||
Share issued price per share | $ 1 | ||||||||||||||||
Ownership interest | 72.15% | ||||||||||||||||
Common stock, shares outstanding | 110,964 | ||||||||||||||||
Stock Exchange Agreement [Member] | Jupiter Wellness, Inc [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Consideration shares | 200,000 | ||||||||||||||||
Purchase and Sale Agreement [Member] | Common Stock [Member] | Seller [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Number of shares issued during acquisition | 2,210,382 | ||||||||||||||||
Cumulative revenue | $ 10,000,000 | ||||||||||||||||
Number of shares issued | 125,000 | ||||||||||||||||
Purchase and Sale Agreement [Member] | Preferred Stock [Member] | Seller [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Number of shares issued during acquisition | 764,618 | ||||||||||||||||
Asset Contribution Agreement [Member] | Preferred Units [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Preferred units issued | 1,000,000 | ||||||||||||||||
Stock issued during the period exchange | $ 1,000,000 | ||||||||||||||||
Asset Contribution Agreement [Member] | Preferred Units [Member] | Maximum [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Preferred units issued | 4,000,000 | ||||||||||||||||
Earn-Out Target 1 [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Earn-out target description | In the event that the Company (1) develops a minimally viable product for the NFT Technology to validate the utility of the product/platform with features to attract and transact with customers and (2) is successful on-boarding a minimum of 10 approved influential celebrities on or before December 31, 2021, the Company shall issue to Emmersive and/or Emmersive’s Shareholders, 1,000,000 Conditional Preferred Units, with Put Rights. | ||||||||||||||||
Earn-Out Target 1 [Member] | Preferred Units [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Preferred units issued | 1,000,000 | ||||||||||||||||
Earn-Out Target 2 [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Earn-out target description | In the event that the Company generates a minimum of $7,000,000 in annualized booked revenues inclusive of revenues generated from the celebrities onboarded by the Company (collectively “Attributed Revenue”) in any three-calendar-month period ending on or before March 31, 2022 (i.e. more than $1,750,000 in Attributed Revenue in a period of three consecutive calendar months), the Company shall issue to Emmersive and/or Emmersive’s Shareholders 1,000,000 Conditional Preferred Units, with the Put Rights. | ||||||||||||||||
Earn-Out Target 2 [Member] | Maximum [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Revenues | $ 1,750,000 | ||||||||||||||||
Earn-Out Target 2 [Member] | Minimum [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Revenues | $ 7,000,000 | ||||||||||||||||
Earn-Out Target 2 [Member] | Preferred Units [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Preferred units issued | 1,000,000 | ||||||||||||||||
Earn-Out Target 3 [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Earn-out target description | In the event that the Company generates a minimum of $28,000,000 in annualized Attributed Revenues in any three-calendar-month period ending on or before December 31, 2022 (i.e. more than $7,000,000 in Attributed Revenue in a period of three consecutive calendar months), the Company shall issue to Emmersive and/or Emmersive’s Shareholders 1,000,000 Conditional Preferred Units, with Put Rights. | ||||||||||||||||
Earn-Out Target 3 [Member] | Maximum [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Revenues | $ 7,000,000 | ||||||||||||||||
Earn-Out Target 3 [Member] | Minimum [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Revenues | $ 28,000,000 | ||||||||||||||||
Earn-Out Target 3 [Member] | Preferred Units [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Preferred units issued | 1,000,000 | ||||||||||||||||
Earn-Out Target 4 [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Earn-out target description | In the event that the Company generates a minimum of $62,000,000 in annualized Attributed Revenues in any three-calendar-month period ending on or before December 31, 2023 (i.e. more than $15,500,000 in Attributed Revenue in a period of three consecutive calendar months), the Company shall issue to Emmersive and/or Emmersive’s Shareholders 1,000,000 Conditional Preferred Units, with Put Rights. | ||||||||||||||||
Earn-Out Target 4 [Member] | Maximum [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Revenues | $ 15,500,000 | ||||||||||||||||
Earn-Out Target 4 [Member] | Minimum [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Revenues | $ 62,000,000 | ||||||||||||||||
Earn-Out Target 4 [Member] | Preferred Units [Member] | Shareholders [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Preferred units issued | 1,000,000 | ||||||||||||||||
CBAV1, LLC [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Payments to acquire assets | $ 3,000,000 | ||||||||||||||||
Cash payment | $ 2,650,000 | ||||||||||||||||
CBAV1, LLC [Member] | Forecast [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Royalty payments | $ 200,000 | $ 150,000 | |||||||||||||||
Pearl 33 Holdings, LLC [Member] | Indemnification Agreement [Member] | |||||||||||||||||
Entity Listings [Line Items] | |||||||||||||||||
Number of shares issued during acquisition | 150,000 | ||||||||||||||||
Number of shares issued during acquisition, value | $ 405,000 |
Schedule of Variable Interest E
Schedule of Variable Interest Entities (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Trading Activity, Gains and Losses, Net [Line Items] | ||
Cash and cash equivalents | $ 74,756,573 | $ 249,356 |
Accounts receivable, net | 2,907,002 | 1,382,163 |
Inventory | 852,147 | 1,127,725 |
Prepaid expenses and other current assets | 1,209,435 | 522,259 |
Total current assets | 80,620,757 | 5,342,183 |
Property and equipment, net | 1,033,810 | 1,010,801 |
Total assets | 121,276,499 | 28,028,207 |
Accounts payable | 1,791,982 | 3,618,339 |
Accrued expenses and other current liabilities | 1,284,168 | 2,101,610 |
Line of credit, net of debt issuance costs of $0 and $15,573, respectively | 1,133,652 | 1,500,953 |
Due to related party | 15,401 | 32,452 |
Total current liabilities | 8,829,464 | 11,285,663 |
Variable Income Interest Rate [Member] | ||
Trading Activity, Gains and Losses, Net [Line Items] | ||
Cash and cash equivalents | 3,845 | 10,481 |
Accounts receivable, net | 94,195 | |
Inventory | 240,158 | |
Prepaid expenses and other current assets | ||
Total current assets | 3,845 | 344,834 |
Property and equipment, net | ||
Total assets | 3,845 | 344,834 |
Accounts payable | 29,164 | 217,558 |
Accrued expenses and other current liabilities | 43,473 | 113,576 |
Line of credit, net of debt issuance costs of $0 and $15,573, respectively | 1,133,652 | 1,133,652 |
Notes payable, current | 150,000 | |
Due to related party | 315,666 | 315,666 |
Total current liabilities | $ 1,521,955 | $ 1,930,452 |
Variable Interest Entities - Sc
Variable Interest Entities - Schedule of Variable Interest Entities (Details) (Parenthetical) - Line of Credit [Member] - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Trading Activity, Gains and Losses, Net [Line Items] | ||
Debt issuance costs, net | $ 0 | $ 15,573 |
Variable Income Interest Rate [Member] | ||
Trading Activity, Gains and Losses, Net [Line Items] | ||
Debt issuance costs, net | $ 0 | $ 15,573 |
Variable Interest Entities - _2
Variable Interest Entities - Schedule of Variable Interest Entities (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Trading Activity, Gains and Losses, Net [Line Items] | ||||
Revenues, net | $ 2,691,811 | $ 5,173,982 | $ 5,256,973 | $ 7,127,328 |
Cost of revenues | 1,721,189 | 4,004,936 | 3,374,570 | 5,368,655 |
Gross profit | 970,622 | 1,169,046 | 1,882,403 | 1,758,673 |
Selling, general and administrative | 5,941,652 | 2,377,853 | 17,602,532 | 5,567,516 |
Operating income | (4,971,030) | (1,208,807) | (15,720,129) | (3,808,843) |
Interest expense | (2,715,481) | (847,154) | (15,410,414) | (1,571,111) |
Total other (expense) income | (173,894,593) | (821,451) | (225,408,814) | (1,519,704) |
Loss before income taxes | (178,865,623) | (2,030,258) | (241,128,943) | (5,328,547) |
Income tax expense | ||||
Net income | (183,646,203) | (1,602,139) | (246,087,723) | (332,647) |
Variable Income Interest Rate [Member] | ||||
Trading Activity, Gains and Losses, Net [Line Items] | ||||
Revenues, net | 92,945 | 1,051,945 | 307,339 | 1,274,477 |
Cost of revenues | 9,530 | 789,000 | 93,685 | 994,923 |
Gross profit | 83,415 | 262,945 | 213,654 | 279,554 |
Selling, general and administrative | 4,320 | 136,648 | 104,741 | 203,562 |
Operating income | 79,095 | 126,297 | 108,913 | 75,992 |
Interest expense | (34,010) | (21,331) | (7,760) | (56,956) |
Total other (expense) income | (34,010) | (21,331) | (7,760) | (56,956) |
Loss before income taxes | 45,085 | 104,966 | 101,153 | 19,036 |
Income tax expense | ||||
Net income | $ 45,085 | $ 104,966 | $ 101,153 | $ 19,036 |
Variable Interest Entities (Det
Variable Interest Entities (Details Narrative) - USD ($) | May 20, 2020 | Apr. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Loss on disposal of interest in joint venture | $ 301,645 | $ 301,645 | |||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Share Exchange Agreement [Member] | Graphene Holdings, LLC [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Stock issued during period, shares | 50,000 | ||||||
Share Exchange Agreement [Member] | Graphene Holdings, LLC [Member] | Minimum [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Stock issued during period, shares | 200,000 | ||||||
Stock issued during period, value | $ 1,000,000 | ||||||
Share Exchange Agreement [Member] | Restricted Common Stock [Member] | Graphene Holdings, LLC [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Stock issued during period, shares | 125,000 | ||||||
Share Exchange Agreement [Member] | Restricted Common Stock [Member] | Graphene Holdings, LLC [Member] | Minimum [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Stock issued during period, value | $ 25,000,000 | ||||||
Share Exchange Agreement [Member] | PPE Brickell Supplies, LLC [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Purchase units, description | On May 20, 2020 (the “Effective Date”), the Company entered into an Agreement and Plan of Share Exchange (the “Share Exchange Agreement”) with PPE Brickell Supplies, LLC, a Florida limited liability company (“PPE”), and Graphene Holdings, LLC, a Wyoming limited liability company (“Graphene”, and together with PPE, the “Sellers”), whereby the Company purchased 25 membership units of Global Clean Solutions, LLC, a Nevada limited liability company (“Global”) from each of PPE and Graphene, for a total of fifty (50) units, representing fifty percent (50%) of the issued and outstanding units of Global (the “Purchase Units”) | ||||||
Number of units purchased | 25 | ||||||
Share Exchange Agreement [Member] | PPE Brickell Supplies, LLC [Member] | Restricted Common Stock [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Stock issued during period, shares | 250,000 | ||||||
Common stock, par value | $ 0.001 | ||||||
Stock issued during period, value | $ 699,000 | ||||||
Share Exchange Agreement [Member] | PPE Brickell Supplies, LLC [Member] | Restricted Common Stock [Member] | Minimum [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Stock issued during period, shares | 100,000 | ||||||
Stock issued during period, value | $ 10,000,000 | ||||||
Amended Limited Liability Company Agreement of Global [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Ownership percentage | 50.00% | 50.00% | |||||
Amended Limited Liability Company Agreement of Global [Member] | Graphene Holdings, LLC [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Ownership percentage | 25.00% | 25.00% | |||||
Amended Limited Liability Company Agreement of Global [Member] | PPE Brickell Supplies, LLC [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Ownership percentage | 25.00% | 25.00% | |||||
Secured Line of Credit Agreement [Member] | Global Clean Solutions, LLC and PPE Brickell Supplies, LLC [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Interest rate | 3.00% | ||||||
Debt maturity date description | maturity date of six (6) months | ||||||
Debt interest description | In the event of a default, any and all amounts due to PPE by Global, including principal and accrued but unpaid interest, shall increase by forty (40%) percent and the interest shall increase to five (5%) percent (the “Default Interest”). | ||||||
Secured Line of Credit Agreement [Member] | Global Clean Solutions, LLC and PPE Brickell Supplies, LLC [Member] | Minimum [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Revolving credit loan amount | $ 2,500,000 | ||||||
Security Agreement [Member] | PPE Brickell Supplies, LLC [Member] | Borrower [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Common stock placed for reverse shares | 1,800,000 | ||||||
Ed Roses, LLC [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Loss on disposal of interest in joint venture | $ 301,645 |
Schedule of Short-Term Investme
Schedule of Short-Term Investments (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | |
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Total short-term investments | $ 895,600 | $ 1,018,000 | |
Gain (Loss) on Investments [Member] | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Total short-term investments | (144,400) | (22,000) | |
Jupiter Wellness, Inc. (JUPW) [Member] | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Total short-term investments | [1] | $ 1,040,000 | $ 1,040,000 |
[1] | On November 30, 2020, the Company and its wholly owned subsidiary, SRM Entertainment, LTD entered into a Stock Exchange Agreement with Jupiter Wellness, Inc. (“Jupiter”). Under the terms of the Exchange Agreement, Jupiter purchased all outstanding shares of common stock (the “Exchange Shares”) issued by SRM from the Company. As consideration for the purchase of the Exchange Shares, Jupiter issued the Company 200,000 4.48 |
Short-Term Investments - Schedu
Short-Term Investments - Schedule of Short-Term Investments (Details) (Parenthetical) - Stock Exchange Agreement [Member] - Jupiter Wellness, Inc [Member] - $ / shares | Nov. 30, 2020 | Jun. 30, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Share issued ecercise price | $ 4.48 | |
Restricted Stock [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Stock issued during the period restricted stock | 200,000 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 6,523,908 | $ 6,435,276 |
Less: accumulated depreciation | (5,490,098) | (5,424,475) |
Total property and equipment, net | 1,033,810 | 1,010,801 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 79,100 | 79,100 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 463,635 | 463,635 |
Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 800,225 | 800,225 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 4,144,145 | 4,122,917 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 368,137 | 368,137 |
Software Development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 55,500 | |
Molds [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 79,300 | 79,300 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 533,866 | $ 521,962 |
Property and Equipment, net (De
Property and Equipment, net (Details Narrative) - USD ($) | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 65,623 | $ 169,141 |
Schedule of Loan Receivable (De
Schedule of Loan Receivable (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2021 | Dec. 31, 2020 | ||
Entity Listings [Line Items] | |||
Loan to Zash Global Media and Entertainment Corporation | [1] | $ 5,000,000 | |
ZASH Global Media and Entertainment Corporation [Member] | |||
Entity Listings [Line Items] | |||
Loan amount | $ 5,000,000 | ||
Interest rate | 3.00% | ||
Maturity date | Aug. 17, 2023 | ||
[1] | On February 18, 2021, the Company loaned $ 5,000,000 3 August 17, 2023 |
Schedule of Equity Method Inves
Schedule of Equity Method Investments (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |||
Investment in ZVV Media Partners, LLC | [1] | $ 12,000,000 | |
[1] | On January 19, 2021, the Company, ZVV Media Partners, LLC (“ZVV”) and ZASH entered into a Contribution Agreement (the “Agreement”). The Company and ZASH established the newly formed entity, ZVV, in order to engage in the development and production of consumer facing content and related activities. |
Goodwill (Details Narrative)
Goodwill (Details Narrative) | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Impairment | $ 0 |
Schedule of Maturities of Long-
Schedule of Maturities of Long-term Debt (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Short-term Debt [Line Items] | ||
Total lines of credit | $ 1,133,652 | $ 1,500,953 |
Long-term Debt | 5,645,819 | |
Noncurrent portion of long-term debt - related parties | 1,403,756 | |
2021 (excluding the six months ended June 30, 2021) | 2,017,659 | |
2022 | 10,015,530 | |
2023 | 434,386 | |
2024 | ||
2025 | ||
Thereafter | ||
Long-term Debt, Gross | 12,467,575 | |
Less: debt discount | (6,821,756) | |
Senior Convertible Notes Payable [Member] | ||
Short-term Debt [Line Items] | ||
Senior convertible notes payable- related parties | 422,272 | |
Senior convertible notes payable | 1,428,161 | |
Convertible notes payable | 10,000,000 | 591,104 |
Debt issuance costs | (6,821,756) | (280,511) |
Total long-term senior convertible notes payable | 3,600,516 | 1,738,754 |
Less: current portion of long-term notes payable | (3,333,333) | (577,260) |
Noncurrent portion of long-term convertible notes payable | 267,183 | 1,161,494 |
Notes Payable [Member] | ||
Short-term Debt [Line Items] | ||
Debt issuance costs | (34,997) | |
Notes payable | 35,151 | 1,932,088 |
Long-term Debt | 35,151 | 1,897,091 |
Less: current portion of long-term debt | (15,185) | (1,301,212) |
Noncurrent portion of long-term debt | 19,966 | 595,879 |
Notes Payable Related Parties [Member] | ||
Short-term Debt [Line Items] | ||
Debt issuance costs | (33,833) | |
Notes payable | 876,500 | 2,827,512 |
Total notes payable - related parties: | 876,500 | 2,793,679 |
Less: current portion of long-term debt - related parties | (876,500) | (1,389,922) |
Noncurrent portion of long-term debt - related parties | 1,403,757 | |
Line of Credit [Member] | ||
Short-term Debt [Line Items] | ||
Lines of credit | 1,133,652 | 1,133,652 |
Receivable financing | 367,301 | |
Total lines of credit | $ 1,133,652 | $ 1,500,953 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) | May 24, 2021 | May 04, 2021 | Apr. 16, 2021 | Feb. 23, 2021 | Feb. 02, 2021 | Jan. 28, 2021 | Jan. 25, 2021 | Dec. 29, 2020 | Dec. 23, 2020 | Oct. 07, 2020 | Jul. 29, 2020 | May 28, 2020 | May 19, 2020 | May 04, 2020 | Apr. 15, 2020 | Apr. 07, 2020 | Feb. 21, 2020 | Jan. 17, 2020 | Jan. 15, 2020 | Jan. 10, 2020 | Jan. 02, 2020 | Dec. 04, 2019 | Nov. 12, 2019 | Apr. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 04, 2021 | Jan. 29, 2021 | Dec. 31, 2020 |
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||||||||||||
Cash compensation | $ 10,003,767 | $ 1,588,427 | |||||||||||||||||||||||||||||
Debt conversion interest converted | $ 1,154,487 | 12,248,507 | |||||||||||||||||||||||||||||
Debt instrument, unamortized discount | 6,821,756 | 6,821,756 | |||||||||||||||||||||||||||||
Outstanding principal and interest amount | $ 260,233 | ||||||||||||||||||||||||||||||
Proceeds from notes | 73,000 | 1,767,352 | |||||||||||||||||||||||||||||
Gain on extinguishment of debt | $ 789,852 | $ 62,500 | 852,352 | ||||||||||||||||||||||||||||
Interest expense | 2,715,481 | $ 847,154 | 15,410,414 | 1,571,111 | |||||||||||||||||||||||||||
Interest expense, related party | $ 277,083 | $ 75,692 | $ 152,326 | ||||||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Receivables sold | $ 1,250,000 | ||||||||||||||||||||||||||||||
Receivables borrowing, percentage | 85.00% | 80.00% | |||||||||||||||||||||||||||||
Fee percentage of invoices financed | 2.00% | 2.00% | |||||||||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Fee percentage of invoices financed | 1.00% | 1.00% | |||||||||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Right to acquire shares | 750,000 | ||||||||||||||||||||||||||||||
Debt conversion interest converted | $ 565 | $ 6,139 | |||||||||||||||||||||||||||||
Shares issued upon debt conversion | 564,827 | 6,139,252 | |||||||||||||||||||||||||||||
Stock received | (153,005) | ||||||||||||||||||||||||||||||
February Warrants [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Right to acquire shares | 18,568,188 | ||||||||||||||||||||||||||||||
Warrants price | $ 3.722 | ||||||||||||||||||||||||||||||
Senior Convertible Notes Payable [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 3,600,516 | $ 3,600,516 | $ 1,738,754 | ||||||||||||||||||||||||||||
Convertible Notes Payable [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt instrument, interest rate | 6.00% | 6.00% | |||||||||||||||||||||||||||||
Debt instrument, maturity date | Feb. 23, 2022 | ||||||||||||||||||||||||||||||
Debt instrument, conversion price | $ 4.847 | $ 2 | |||||||||||||||||||||||||||||
Debt instrument, conversion rate | 12.00% | 12.00% | |||||||||||||||||||||||||||||
Cash compensation description | The Placement Agent received cash compensation of $900,000 (8% of the gross proceeds to the Company plus an additional 1% of the gross proceeds to the Company for non-accountable expenses). | The Placement Agent received cash compensation of $1,080,000 (8% of the gross proceeds to the Company plus an additional 1% of the gross proceeds to the Company for non-accountable expenses). | |||||||||||||||||||||||||||||
Cash compensation | $ 900,000 | $ 1,080,000 | |||||||||||||||||||||||||||||
Convertible Notes Payable [Member] | Warrant [Member] | Holder [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants price | $ 3.722 | $ 2 | |||||||||||||||||||||||||||||
Warrants purchase | 1,650,346 | 480,000 | |||||||||||||||||||||||||||||
Warrants expiration date | Jan. 25, 2021 | ||||||||||||||||||||||||||||||
10% Senior Secured Note [Member] | 32 Entertainment LLC [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt instrument, maturity date | Dec. 4, 2020 | ||||||||||||||||||||||||||||||
Debt instrument, face amount | $ 250,000 | ||||||||||||||||||||||||||||||
Stock issued during period, shares | 10,000 | ||||||||||||||||||||||||||||||
Proceeds from notes | $ 250,000 | ||||||||||||||||||||||||||||||
Replacement Note [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt instrument, face amount | $ 200,000 | ||||||||||||||||||||||||||||||
Debt interest rate | 16.00% | ||||||||||||||||||||||||||||||
Debt principal payment | $ 50,000 | ||||||||||||||||||||||||||||||
Debt interest payment | 6,250 | ||||||||||||||||||||||||||||||
Debt total principal payment | $ 56,250 | ||||||||||||||||||||||||||||||
Replacement Note [Member] | Restricted Stock Units (RSUs) [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Stock received | 40,000 | ||||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term | 5 years | ||||||||||||||||||||||||||||||
Warrant exercised | 13,968,188 | 13,968,188 | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | BHP Capital NY Inc. [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term | 5 years | ||||||||||||||||||||||||||||||
Common stock, par value | $ 0.001 | ||||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Warrant [Member] | BHP Capital NY Inc. [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants price | $ 2.20 | ||||||||||||||||||||||||||||||
Investor purchase percent | 100.00% | ||||||||||||||||||||||||||||||
Warrants purchase | 1,500,000 | ||||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Senior Convertible Notes Payable [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 10,000,000 | $ 12,000,000 | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Senior Convertible Notes Payable [Member] | Investor [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt conversion principal amount | 11,000,000 | ||||||||||||||||||||||||||||||
Debt conversion interest converted | $ 39,190 | ||||||||||||||||||||||||||||||
Shares issued upon debt conversion | 5,519,595 | ||||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Senior Convertible Notes Payable [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term | 5 years | 5 years | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Senior Convertible Notes Payable [Member] | Warrant [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Convertible Promissory Note [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt instrument, interest rate | 2.00% | 2.00% | |||||||||||||||||||||||||||||
Debt instrument, maturity date | Jan. 29, 2021 | Oct. 7, 2020 | |||||||||||||||||||||||||||||
Debt instrument, face amount | $ 224,000 | $ 168,000 | |||||||||||||||||||||||||||||
Debt instrument, unamortized discount | $ 24,000 | $ 18,000 | |||||||||||||||||||||||||||||
Debt instrument, term | 6 months | 6 months | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Convertible Promissory Note [Member] | BHP Capital NY Inc. [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt instrument, interest rate | 2.00% | ||||||||||||||||||||||||||||||
Debt instrument, maturity date | Oct. 7, 2020 | ||||||||||||||||||||||||||||||
Debt instrument, face amount | $ 168,000 | ||||||||||||||||||||||||||||||
Debt instrument, unamortized discount | $ 18,000 | ||||||||||||||||||||||||||||||
Debt instrument, term | 6 months | ||||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Convertible Promissory Note [Member] | Investor [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Stock issued during period, shares | 14,266 | 10,700 | |||||||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Convertible Promissory Note [Member] | Investor [Member] | BHP Capital NY Inc. [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Stock issued during period, shares | 10,700 | ||||||||||||||||||||||||||||||
Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrant exercised | 15,000,000 | 15,000,000 | |||||||||||||||||||||||||||||
Purchase Agreement [Member] | Warrant [Member] | Investor [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Common stock, par value | 0.001 | ||||||||||||||||||||||||||||||
Warrants price | $ 3.722 | $ 2 | |||||||||||||||||||||||||||||
Investor purchase percent | 900.00% | 25000.00% | |||||||||||||||||||||||||||||
Warrants purchase | 18,568,188 | 15,000,000 | |||||||||||||||||||||||||||||
June Two Thousand Twenty One Warrant Agreement [Member] | Hudson Bay Master Fund Ltd [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants price | $ 3.30 | ||||||||||||||||||||||||||||||
June 2021 Agreement [Member] | BHP Capital NY Inc. [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrant exercised | 15,898,188 | 15,898,188 | |||||||||||||||||||||||||||||
Incentive warrants received | 27,821,829 | ||||||||||||||||||||||||||||||
May Two Thousand Twenty One Warrant Agreement [Member] | Hudson Bay Master Fund Ltd [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants price | $ 3.20 | ||||||||||||||||||||||||||||||
Number of warrants exercised | 2,870,000 | ||||||||||||||||||||||||||||||
Warrant description | (i) the Investor shall pay to the Company an amount equal to the exercise price of the January Warrants in effect as of the date of such exercise multiplied by 2,870,000 shares (as adjusted for any share split or similar transaction after the date hereof) (the “Exercised Warrant Shares”) and (ii) the Company shall issue and deliver Incentive Warrants to the Investor to initially purchase an aggregate number of shares equal to the number of Exercised Warrant Shares, which number of shares shall be subject to adjustment, including the provision of Incentive Warrants on a one-for-one basis for the additional exercise of each January Warrant on or prior to June 1, 2021 | ||||||||||||||||||||||||||||||
May 2021 Warrant Agreement [Member] | BHP Capital NY Inc. [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrant exercised | 13,070,000 | 13,070,000 | |||||||||||||||||||||||||||||
Incentive warrants received | 13,070,000 | ||||||||||||||||||||||||||||||
Forbearance Agreement [Member] | Investor [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt conversion principal amount | $ 54,830 | $ 45,000 | |||||||||||||||||||||||||||||
Debt conversion interest converted | $ 750 | ||||||||||||||||||||||||||||||
Shares issued upon debt conversion | 54,830 | 41,730 | |||||||||||||||||||||||||||||
Stock issued during period, shares | 41,730 | ||||||||||||||||||||||||||||||
Debt Conversion, Description | Under the terms of the Forbearance Agreement, the Company requested and the Investor agreed to temporarily forebear, until the earlier of (i) December 9, 2020 or (ii) at such time as a default shall occur under and pursuant to the Purchase Agreement, the Note or the Agreement, from exercising its right to convert amounts due under the Note into Common Stock of the Company, in exchange for a one-time cash payment forbearance fee equal to $12,500 paid upon execution of the Agreement. | ||||||||||||||||||||||||||||||
Payment of debt | $ 12,500 | ||||||||||||||||||||||||||||||
Loan Agreement [Member] | Sook Hyun Lee [Member] | Ed Roses, LLC [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt instrument, interest rate | 15.00% | ||||||||||||||||||||||||||||||
Warrants expiration date | Apr. 15, 2020 | ||||||||||||||||||||||||||||||
Loans payable | $ 150,000 | ||||||||||||||||||||||||||||||
Commitment fee | $ 30,000 | ||||||||||||||||||||||||||||||
Common stock in reserve | 75,000 | ||||||||||||||||||||||||||||||
5% Promissory Note Agreement [Member] | Ralls Note [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants purchase | 125,000 | ||||||||||||||||||||||||||||||
Debt instrument, face amount | $ 267,000 | ||||||||||||||||||||||||||||||
Debt instrument, unamortized discount | 17,000 | ||||||||||||||||||||||||||||||
Payment of debt | 250,000 | ||||||||||||||||||||||||||||||
Issuance of warrants purchase value | $ 86,725 | ||||||||||||||||||||||||||||||
5% Promissory Note Agreement [Member] | Solit Note [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants purchase | 50,000 | ||||||||||||||||||||||||||||||
Debt instrument, face amount | $ 107,000 | ||||||||||||||||||||||||||||||
Debt instrument, unamortized discount | 7,000 | ||||||||||||||||||||||||||||||
Payment of debt | 100,000 | ||||||||||||||||||||||||||||||
Issuance of warrants purchase value | $ 31,755 | ||||||||||||||||||||||||||||||
5% Promissory Note Agreement [Member] | 'O'Leary Note [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Warrants purchase | 25,000 | ||||||||||||||||||||||||||||||
Debt instrument, face amount | $ 53,500 | ||||||||||||||||||||||||||||||
Debt instrument, unamortized discount | 3,500 | ||||||||||||||||||||||||||||||
Payment of debt | 50,000 | ||||||||||||||||||||||||||||||
Issuance of warrants purchase value | $ 16,797 | ||||||||||||||||||||||||||||||
Paycheck Protection Program [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt instrument, interest rate | 1.00% | 1.00% | |||||||||||||||||||||||||||||
Debt instrument, maturity date | May 4, 2022 | Apr. 15, 2022 | |||||||||||||||||||||||||||||
Proceeds from loans payable | $ 62,500 | $ 789,852 | |||||||||||||||||||||||||||||
Receivables Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Receivables sold | $ 250,000 | ||||||||||||||||||||||||||||||
Proceeds from receivables | $ 200,000 | ||||||||||||||||||||||||||||||
Credit Agreement [Member] | |||||||||||||||||||||||||||||||
Short-term Debt [Line Items] | |||||||||||||||||||||||||||||||
Debt instrument, face amount | $ 2,500,000 | $ 2,500,000 | |||||||||||||||||||||||||||||
Debt instrument, description | The Note shall accrue interest at 3% per annum and have a maturity date of six (6) months. In the event of a default, any and all amounts due to PPE by Global, including principal and accrued but unpaid interest, shall increase by forty (40%) percent and the interest shall increase to five (5%) percent (the “Default Interest”). | ||||||||||||||||||||||||||||||
Line of credit | $ 1,133,652 | $ 1,133,652 |
Schedule of Warrants Issued to
Schedule of Warrants Issued to Purchase Common Stock (Details) | Jun. 30, 2021$ / sharesshares |
Hudson Bay Warrant; 1/25/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 15,000,000 |
Exercise Price | $ / shares | $ 2 |
Palladium Capital Warrant; 1/25/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 480,000 |
Exercise Price | $ / shares | $ 2 |
BHP Capital NY Warrant; 1/28/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 1,500,000 |
Exercise Price | $ / shares | $ 2.200 |
Hudson Bay Warrant; 2/23/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 18,568,188 |
Exercise Price | $ / shares | $ 3.722 |
Palladium Capital Warrant; 2/23/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 1,650,346 |
Exercise Price | $ / shares | $ 3.722 |
Hudson Bay Warrant; 5/24/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 13,070,000 |
Exercise Price | $ / shares | $ 3.200 |
Palladium Capital Warrant; 5/24/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 1,200,000 |
Exercise Price | $ / shares | $ 3.200 |
BHP Capital Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 1,500,000 |
Exercise Price | $ / shares | $ 3.200 |
Hudson Bay Warrant; 6/4/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 27,821,829 |
Exercise Price | $ / shares | $ 3.300 |
Palladium Capital Warrant; 6/4/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrant Shares | shares | 2,071,346 |
Exercise Price | $ / shares | $ 3.300 |
Schedule of Warrant Assumptions
Schedule of Warrant Assumptions (Details) | Jun. 30, 2021 |
Hudson Bay Warrant; 1/25/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Hudson Bay Warrant; 1/25/2021 [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Hudson Bay Warrant; 1/25/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Hudson Bay Warrant; 1/25/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Hudson Bay Warrant; 1/25/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.0995 |
Hudson Bay Warrant; 1/25/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
Hudson Bay Warrant; 1/25/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0013 |
Hudson Bay Warrant; 1/25/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
Palladium Capital Warrant; 1/25/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Palladium Capital Warrant; 1/25/2021 [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Palladium Capital Warrant; 1/25/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Palladium Capital Warrant; 1/25/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Palladium Capital Warrant; 1/25/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.0995 |
Palladium Capital Warrant; 1/25/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
Palladium Capital Warrant; 1/25/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0013 |
Palladium Capital Warrant; 1/25/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
BHP Capital NY Warrant; 1/28/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
BHP Capital NY Warrant; 1/28/2021 [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
BHP Capital NY Warrant; 1/28/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
BHP Capital NY Warrant; 1/28/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
BHP Capital NY Warrant; 1/28/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1000 |
BHP Capital NY Warrant; 1/28/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
BHP Capital NY Warrant; 1/28/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0012 |
BHP Capital NY Warrant; 1/28/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
Hudson Bay Warrant; 2/23/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Hudson Bay Warrant; 2/23/2021 [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Hudson Bay Warrant; 2/23/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Hudson Bay Warrant; 2/23/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Hudson Bay Warrant; 2/23/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1094 |
Hudson Bay Warrant; 2/23/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
Hudson Bay Warrant; 2/23/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0011 |
Hudson Bay Warrant; 2/23/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
Palladium Capital Warrant; 2/23/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Palladium Capital Warrant; 2/23/2021 [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Palladium Capital Warrant; 2/23/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Palladium Capital Warrant; 2/23/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Palladium Capital Warrant; 2/23/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1094 |
Palladium Capital Warrant; 2/23/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
Palladium Capital Warrant; 2/23/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0011 |
Palladium Capital Warrant; 2/23/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
Hudson Bay Warrant; 5/24/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Hudson Bay Warrant; 5/24/2021 [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Hudson Bay Warrant; 5/24/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Hudson Bay Warrant; 5/24/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Hudson Bay Warrant; 5/24/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1538 |
Hudson Bay Warrant; 5/24/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
Hudson Bay Warrant; 5/24/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0014 |
Hudson Bay Warrant; 5/24/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
Palladium Capital Warrant; 5/24/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Palladium Capital Warrant; 5/24/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Palladium Capital Warrant; 5/24/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Palladium Capital Warrant; 5/24/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1538 |
Palladium Capital Warrant; 5/24/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
Palladium Capital Warrant; 5/24/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0014 |
Palladium Capital Warrant; 5/24/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
BHP Capital Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
BHP Capital Warrant [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
BHP Capital Warrant [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
BHP Capital Warrant [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
BHP Capital Warrant [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1711 |
BHP Capital Warrant [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
BHP Capital Warrant [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0016 |
BHP Capital Warrant [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
Hudson Bay Warrant; 6/4/2021 [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Hudson Bay Warrant; 6/4/2021 [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Hudson Bay Warrant; 6/4/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Hudson Bay Warrant; 6/4/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Hudson Bay Warrant; 6/4/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1714 |
Hudson Bay Warrant; 6/4/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
Hudson Bay Warrant; 6/4/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0016 |
Hudson Bay Warrant; 6/4/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
Palladium Capital Warrant; 6/4/2021 [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Expected Life | 2 years 6 months |
Palladium Capital Warrant; 6/4/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Palladium Capital Warrant; 6/4/2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0 |
Palladium Capital Warrant; 6/4/2021 [Member] | Expected Volatility [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1714 |
Palladium Capital Warrant; 6/4/2021 [Member] | Expected Volatility [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 1.1833 |
Palladium Capital Warrant; 6/4/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0016 |
Palladium Capital Warrant; 6/4/2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | Warrant [Member] | |
Affiliate, Collateralized Security [Line Items] | |
Warrants measurement input | 0.0025 |
Warrant Liability (Details Narr
Warrant Liability (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Debt Instrument, Unamortized Discount | $ 6,821,756 | $ 6,821,756 | |||
Change in fair value of warrant liability | 37,154,989 | 773,447 | |||
Warrant Liability [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Initial value of warrants | $ 94,876,534 | ||||
Operating Expenses | 133,699,181 | $ 75,156,534 | |||
Debt Instrument, Unamortized Discount | $ 19,720,000 | 19,720,000 | |||
Change in fair value of warrant liability | $ 139,695,115 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 |
Related Party Transaction [Line Items] | ||
Due to related parties, current | $ 15,401 | $ 32,452 |
Forever 8 Fund, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related parties, current | 0 | |
SRM LLC and NL Penn Capital, LP. [Member] | ||
Related Party Transaction [Line Items] | ||
Due to related parties, current | $ 15,401 | $ 32,452 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Jun. 04, 2021 | Apr. 05, 2021 | Mar. 12, 2021 | Feb. 24, 2021 | Feb. 02, 2021 | Jan. 21, 2021 | Oct. 27, 2020 | Apr. 14, 2020 | Feb. 12, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Loss Contingencies [Line Items] | ||||||||||||||||
Payments for Rent | $ 122,943 | $ 269,709 | ||||||||||||||
Operating lease liabilities | $ 107,776 | $ 107,776 | ||||||||||||||
Right of use assets, net | $ 104,707 | 104,707 | $ 153,034 | |||||||||||||
Cash outflows relating to operating lease liabilities | 23,723 | 74,776 | ||||||||||||||
Expense for right of use assets | $ 24,163 | 77,823 | ||||||||||||||
Weighted-average remaining term | 1 year 7 months 6 days | 1 year 7 months 6 days | ||||||||||||||
Weighted-average discount rate | 4.50% | 4.50% | ||||||||||||||
Rental income | $ 28,703 | $ 25,703 | $ 54,407 | $ 51,407 | ||||||||||||
Bankruptcy description | On October 30, 2020, Cloud b filed a voluntary petition under Chapter 7 of the Bankruptcy Code. On November 15, 2020, a prospective buyer entered into a non-binding letter of intent to purchase the CBAV1 Assets for $2,250,000. | |||||||||||||||
Oceanside Traders, LLC [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Legal settlement amount | $ 440,383 | |||||||||||||||
Rosenberg Fortuna Laitman LLP [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Legal settlement amount | $ 50,000 | |||||||||||||||
CBAVI, LLC [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Loss contingency damages sought, value | $ 8,000,000 | |||||||||||||||
Loss contingency damages sought, value paid | $ 500,000 | |||||||||||||||
CBAV 1, LLC [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Bankruptcy description | On March 12, 2021, the court approved the sale of the CBAV1 Assets to the winning bidder at the auction held on March 10, 2021 and March 11, 2021 for the total sum of $3,000,000 US. A cash payment in the amount of $2,650,000, less certain credits, was made at closing on April 21, 2021 with additional payments in the amounts of $150,000 US due on April 15, 2022 and $200,000 US on April 15, 2023 | |||||||||||||||
Employment Agreement [Member] | Christopher Ferguson [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Agreement description | The Agreement is effective as of November 12, 2020 (the “Effective Date”) and has a term of three (3) years (the “Term”) from the Effective Date. Thereafter, the Agreement shall automatically be renewed and the Term shall be extended for additional consecutive terms of 1 year (each a “Renewal Term”), unless such renewal is objected to by either the Company or the Executive. The Executive’s initial annual base salary shall be $200,000, less applicable withholdings (the “Base Salary”) and 120,000 common shares that shall vest in their entirety on issuance. For 2021, the Executive shall receive a cash bonus in the amount equal to 30% of the annual Base Salary, and an award of 200% shares of the Company’s common stock, which shall vest in their entirety on issuance (the “Principal Market”), which shall be received by the Executive no later than the first 30 days of the current fiscal year. The Executive shall be entitled to 150,000 shares of the Company’s common stock, due immediately upon an increase of 2.5 times the Enterprise Value of the Company on a 5-day closing average from the effectiveness of the Agreement | |||||||||||||||
Agreement term | 3 years | |||||||||||||||
Annual base salary | $ 200,000 | |||||||||||||||
Common stock vested shares | 120,000 | |||||||||||||||
Employment Agreement [Member] | Christopher Ferguson [Member] | Minimum [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Annual base salary | $ 150,000 | |||||||||||||||
Employment Agreement [Member] | Brett Vroman [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Agreement description | The Agreement is effective as of November 12, 2020 (the “Effective Date”) and has a term of three (3) years (the “Term”) from the Effective Date. Thereafter, the Agreement shall automatically be renewed and the Term shall be extended for additional consecutive terms of 1 year (each a “Renewal Term”), unless such renewal is objected to by either the Company or the Executive. The Executive’s initial annual base salary shall be $200,000, less applicable withholdings (the “Base Salary”) and 120,000 common shares that shall vest in their entirety on issuance. For 2021, Executive shall receive a cash bonus in the amount equal to 30% of the annual Base Salary, and an award of 200% shares of the Company’s common stock, which shall vest in their entirety on issuance (the “Principal Market”), which shall be received by the Executive no later than the first 30 days of the current fiscal year. Upon the execution of this agreement, the Executive is entitled to a one-time past performance bonus for the work completed in fiscal years 2018, 2019 and 2020 of 150,000 shares of the Company’s common stock, which shall vest in their entirety on issuance. The Executive shall be entitled to 100,000 shares of the Company’s common stock, due immediately upon an increase of 2.5 times the Enterprise Value of the Company on a 5-day closing average from the effectiveness of the Agreement. | |||||||||||||||
Annual base salary | $ 200,000 | $ 150,000 | $ 150,000 | $ 150,000 | ||||||||||||
Common stock vested shares | 120,000 | |||||||||||||||
Employment Agreement [Member] | Brett Vroman [Member] | Minimum [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Agreement term | 3 years | |||||||||||||||
Annual base salary | $ 100,000 | |||||||||||||||
Employment Agreement [Member] | Brian Mc Fadden [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Agreement description | The Agreement is effective as of November 12, 2020 (the “Effective Date”) and has a term of three (3) years (the “Term”) from the Effective Date. Thereafter, the Agreement shall automatically be renewed and the Term shall be extended for additional consecutive terms of 1 year (each a “Renewal Term”), unless such renewal is objected to by either the Company or the Executive. The Executive’s initial annual base salary shall be $200,000, less applicable withholdings (the “Base Salary”) and 120,000 common shares that shall vest in their entirety on issuance. For 2021, the Executive shall receive a cash bonus in the amount equal to 30% of the annual Base Salary, and an award of 200% shares of the Company’s common stock, which shall vest in their entirety on issuance (the “Principal Market”), which shall be received by the Executive no later than the first 30 days of the current fiscal year. Upon the execution of the Agreement, the Executive is entitled to a one-time signing bonus of 150,000 shares of the Company’s common stock, which shall vest in their entirety on issuance. The Executive shall be entitled to 100,000 shares of the Company’s common stock, due immediately upon an increase of 2.5 times the Enterprise Value of the Company on a 5-day closing average from the effectiveness of the Agreement. | |||||||||||||||
Annual base salary | $ 200,000 | |||||||||||||||
Common stock vested shares | 120,000 | |||||||||||||||
Employment Agreement [Member] | Brian Mc Fadden [Member] | Minimum [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Agreement term | 3 years | |||||||||||||||
Annual base salary | $ 100,000 | |||||||||||||||
Plaintiff for Goods Sold [Member] | Oceanside Traders, LLC [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Legal settlement amount | 141,007 | |||||||||||||||
Overpayments [Member] | Oceanside Traders, LLC [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Legal settlement amount | 138,180 | |||||||||||||||
Lost Profits [Member] | Oceanside Traders, LLC [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Legal settlement amount | $ 161,196 | |||||||||||||||
Settlement Agreement [Member] | Oceanside Traders, LLC [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Commitment description | Under the terms of the Settlement Agreement, the Settling Defendants agreed to pay the Plaintiff the sum of $150,000 within one business day of execution of the Settlement Agreement. In exchange, the Plaintiff agreed to dismiss the Amended Complaint in its entirety and with prejudice against the Settling Defendants. The Company made payment in the amount of $150,000 on February 25, 2021. | |||||||||||||||
Settlement Agreement [Member] | Rosenberg Fortuna Laitman LLP [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Commitment description | Under the terms of the Settlement, the Company is to make payment in the amount of $25,000 on or before April 9, 2021. The Company made payment in the amount of $25,000 on April 8, 2021. | |||||||||||||||
Asset Purchase Agreement [Member] | CBAVI, LLC [Member] | ||||||||||||||||
Loss Contingencies [Line Items] | ||||||||||||||||
Purchase of asset | $ 2,250,000 |
Schedule of Share-based Compens
Schedule of Share-based Compensation, Stock Options, Activity (Details) | 6 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
Equity [Abstract] | |
Shares, Beginning balance | shares | 80,000 |
Weighted Average Exercise Price, Beginning balance | $ / shares | $ 7.01 |
Remaining Contractual Life in Years, Beginning balance | 3 years 2 months 12 days |
Aggregate Intrinsic Value, Beginning balance | $ | |
Shares, Granted | shares | |
Weighted Average Exercise Price, Granted | $ / shares | |
Aggregate Intrinsic Value, Granted | $ | |
Shares, Ending balance | shares | 80,000 |
Weighted Average Exercise Price, Ending balance | $ / shares | $ 7.01 |
Remaining Contractual Life in Years, Ending balance | 2 years 10 months 24 days |
Aggregate Intrinsic Value, Ending balance | $ | |
Shares, Exercisable, Ending balance | shares | 80,000 |
Weighted Average Exercise Price, Exercisable, Ending balance | $ / shares | $ 7.01 |
Remaining Contractual Life in Years, Exercisable, Ending balance | 2 years 10 months 24 days |
Aggregate Intrinsic Value, Exercisable, Ending balance | $ |
Stockholders_ Equity (Details N
Stockholders’ Equity (Details Narrative) - USD ($) | Jun. 04, 2021 | May 26, 2021 | Jan. 29, 2021 | Jan. 28, 2021 | Oct. 16, 2020 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Mar. 25, 2020 | Mar. 24, 2020 | Feb. 09, 2018 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Common Stock, Shares Authorized | 250,000,000 | 250,000,000 | 250,000,000 | |||||||||||
Common Stock, Shares, Outstanding | 59,927,241 | 59,927,241 | 14,471,403 | |||||||||||
Private placement offering | $ 3,300,000 | |||||||||||||
Proceeds from Warrant Exercises | $ 80,406,355 | |||||||||||||
Preferred stock, shares authorized | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | 0 | |||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||
Common stock issued, value, upon conversion | $ 588,690 | $ 422,672 | 790,014 | |||||||||||
Stock Issued During Period, Value, Issued for Services | $ 2,036,335 | $ 562,762 | ||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Employees [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, Issued for Services | 2,861,227 | |||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 7,495,864 | |||||||||||||
Vendors [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, Issued for Services | 1,457,849 | |||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 3,365,840 | |||||||||||||
Omnibus Incentive Plan [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Share-based compensation arrangement by share-based payment award, number of shares authorized | 287,659 | 287,659 | 1,764,705 | |||||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Preferred stock, shares authorized | 1,000,000 | |||||||||||||
Preferred stock, par value | $ 0.001 | |||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | 1,000,000 | |||||||||||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Preferred stock, shares, issued | 0 | 0 | 764,618 | |||||||||||
Preferred stock, shares, outstanding | 0 | 0 | 764,618 | |||||||||||
Warrant [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Exercised | 31,742,986 | |||||||||||||
Proceeds from Warrant Exercises | $ 87,785,419 | |||||||||||||
Common Stock [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Common stock, shares, issued upon conversion | 279,400 | 303,483 | 439,400 | |||||||||||
Common stock issued, value, upon conversion | $ 279 | $ 304 | $ 439 | |||||||||||
Stock Issued During Period, Shares, Issued for Services | 451,272 | 212,500 | 1,394,272 | 866,250 | ||||||||||
Stock Issued During Period, Value, Issued for Services | $ 451 | $ 212 | $ 1,394 | $ 866 | ||||||||||
Common Stock [Member] | Series B Convertible Preferred Stock [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Common stock, shares, issued upon conversion | 764,618 | |||||||||||||
Common stock issued, value, upon conversion | $ 1,276,912 | |||||||||||||
Common Stock [Member] | Series B Convertible Preferred Stock [Member] | Maximum [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,000,000 | |||||||||||||
Securities Purchase Agreement [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Warrants term | 5 years | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 13,968,188 | 13,968,188 | ||||||||||||
Securities Purchase Agreement [Member] | BHP Capital NY Inc. [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Warrants term | 5 years | |||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.001 | |||||||||||||
Securities Purchase Agreement [Member] | Warrant [Member] | BHP Capital NY Inc. [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Investor purchase percent | 100.00% | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2.20 | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1,500,000 | |||||||||||||
Securities Purchase Agreement [Member] | Restricted Common Stock [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Non option shares issued | 1,500,000 | |||||||||||||
Securities Purchase Agreement [Member] | Restricted Stock [Member] | BHP Capital NY Inc. [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,500,000 | |||||||||||||
Warrant Exercise Agreement [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Warrants term | 5 years | |||||||||||||
Warrant Exercise Agreement [Member] | BHP Capital NY Inc. [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,500,000 | 1,500,000 | ||||||||||||
Incentive warrants received | 1,500,000 | |||||||||||||
Warrant Exercise Agreement [Member] | BHP Capital NY Inc. [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.001 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3.20 | |||||||||||||
Stock issued during period, shares exercised with multiplied | 1,500,000 | |||||||||||||
Warrant Exercise Agreement [Member] | Restricted Stock [Member] | BHP Capital NY Inc. [Member] | ||||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,500,000 |
Schedule of Balance Sheets and
Schedule of Balance Sheets and Income Operations of Discontinued Operations (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves [Line Items] | |||||
Total current liabilities | $ 120,729 | $ 120,729 | $ 487,454 | ||
(Loss) income before income taxes | 4,780,580 | $ (428,119) | 4,958,780 | $ (4,995,900) | |
Income tax expense | |||||
SRM Entertainment, LTD [Member] | |||||
Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves [Line Items] | |||||
Accounts receivable, net | 220,964 | ||||
Inventory | 559,737 | ||||
Prepaid expenses and other current assets | 261,980 | ||||
Total current assets | 1,042,680 | ||||
Intangible assets, net | 5,739,524 | ||||
Total assets | 6,782,204 | ||||
Accounts payable | 120,729 | 120,729 | 487,454 | ||
Total current liabilities | 120,729 | 120,729 | $ 487,454 | ||
Revenues, net | 1,706,044 | 697,883 | 3,419,808 | ||
Cost of revenues | 884,848 | 490,195 | 1,939,541 | ||
Gross profit | 821,196 | 207,688 | 1,480,267 | ||
Selling, general and administrative | 99,286 | 393,077 | 385,888 | 1,396,127 | |
Operating income | (99,286) | 428,119 | 178,200 | 84,140 | |
(Loss) gain on disposal | (4,308,780) | (4,308,780) | 4,911,760 | ||
Total other (expense) income | (4,308,780) | (4,308,780) | 4,911,760 | ||
(Loss) income before income taxes | (4,408,066) | 428,119 | (4,486,980) | 4,995,900 | |
Income tax expense | |||||
Net (loss) income | $ (4,408,066) | $ 428,119 | $ (4,486,980) | $ 4,995,900 |
Discontinued Operations (Detail
Discontinued Operations (Details Narrative) - USD ($) | Apr. 15, 2023 | Apr. 15, 2022 | Mar. 12, 2021 | Nov. 30, 2020 |
Stock Exchange Agreement [Member] | SRM Entertainment, LTD [Member] | Restricted Stock [Member] | ||||
Entity Listings [Line Items] | ||||
Business acquisition number of shares acquired | 200,000 | |||
CBAV1, LLC [Member] | ||||
Entity Listings [Line Items] | ||||
Payments to acquire assets | $ 3,000,000 | |||
Cash payment | $ 2,650,000 | |||
CBAV1, LLC [Member] | Forecast [Member] | ||||
Entity Listings [Line Items] | ||||
Royalty payments | $ 200,000 | $ 150,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Aug. 18, 2021 | Jul. 23, 2021 | Jul. 22, 2021 | Jul. 19, 2021 | Jul. 02, 2021 | Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 22, 2021 | Jan. 28, 2021 | Dec. 31, 2020 |
Subsequent Event [Line Items] | |||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||
Original issue discount | $ 6,821,756 | $ 6,821,756 | |||||||||
Cash compensation | 10,003,767 | $ 1,588,427 | |||||||||
Warrants value | 86,094,815 | 87,785,419 | |||||||||
Senior Secured Convertible Note [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt instrument, conversion price | $ 4 | ||||||||||
Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrants value | $ 30,862 | $ 31,743 | |||||||||
Purchase Agreement [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrant exercised | 15,000,000 | 15,000,000 | |||||||||
Warrant Exercise Agreement [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrants term | 5 years | ||||||||||
Subsequent Event [Member] | February Warrants [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrant exercised | 4,600,000 | ||||||||||
Warrants reduced | $ 3.722 | ||||||||||
Subsequent Event [Member] | Employee [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of shares issued | 30,000 | ||||||||||
Shares issued new issue | $ 94,800 | ||||||||||
Subsequent Event [Member] | Palladium Capital Group, LLC [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Cash compensation description | The Placement Agent received cash compensation of $1,000,000 plus a Note of $8,000,000 which is deferred and only due upon the closing of the merger with Zash (8% of the gross proceeds to the Company plus an additional 1% of the gross proceeds to the Company for non-accountable expenses). | ||||||||||
Cash compensation | $ 1,000,000 | ||||||||||
Subsequent Event [Member] | ZVV Media Partners, LLC [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Consideration paid | $ 1,000,000 | ||||||||||
Ownership percentage | 80.00% | ||||||||||
Subsequent Event [Member] | Warrant [Member] | February Warrants [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrants value | $ 17,121,200 | ||||||||||
Subsequent Event [Member] | Purchase Agreement [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Issue and sale of stock | 1,007,194 | ||||||||||
Common stock, par value | $ 0.001 | ||||||||||
Purchase price per share | $ 2.78 | ||||||||||
Warrant exercised | 1,007,194 | ||||||||||
Warrants price | $ 2.78 | ||||||||||
Value of shares and warrants purchased | $ 2,800,000 | ||||||||||
Warrants term | 3 years | ||||||||||
Number of shares issued | 50,360 | ||||||||||
Subsequent Event [Member] | Purchase Agreement [Member] | Senior Secured Convertible Note [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt instrument, maturity date | Jul. 22, 2022 | ||||||||||
Debt instrument, interest rate | 18.00% | ||||||||||
Subsequent Event [Member] | Purchase Agreement [Member] | Investor [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrants price | $ 4 | ||||||||||
Investor purchase percent | 100.00% | ||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 32,697,548 | ||||||||||
Subsequent Event [Member] | Purchase Agreement [Member] | Private Placement [Member] | Investor [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Common stock, par value | $ 0.001 | ||||||||||
Warrants term | 5 years | ||||||||||
Original issue discount | $ 20,000,000 | ||||||||||
Subsequent Event [Member] | Purchase Agreement [Member] | Private Placement [Member] | Investor [Member] | Senior Secured Convertible Note [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Revolving credit loan amount | $ 120,000,000 | ||||||||||
Subsequent Event [Member] | Purchase Agreement [Member] | Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrant exercised | 50,360 | ||||||||||
Subsequent Event [Member] | Warrant Exercise Agreement [Member] | Common Stock [Member] | August Series A Warrants [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrant exercised | 20,500,000 | ||||||||||
Warrants price | $ 2.655 | ||||||||||
Subsequent Event [Member] | Warrant Exercise Agreement [Member] | Common Stock [Member] | August Series B Warrants [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrant exercised | 2,000,000 | ||||||||||
Warrants price | $ 2.655 | ||||||||||
Subsequent Event [Member] | Warrant Exercise Agreement [Member] | Common Stock [Member] | July Warrants [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Warrants reduced | $ 2.655 |